Terms and Conditions
Terms and Conditions
PLEASE READ THESE TERMS AND CONDITIONS (THESE “TERMS”) CAREFULLY. If you disagree with any part of these Terms, please refrain from using our Site. We may update these Terms from time to time, and may condition your continued use of our Site on your agreeing to those revised terms.
The terms “1Kin”, “us”, “our” or “we” refer to 1Kin Laboratories Inc., a Delaware corporation, and the owner of this Site. The term “you” refers to you in your capacity as a User (as defined below) of our Site (as defined below).
By continuing to browse or use our site, 1Kin, found at https://1kin.io/ (the “Site”), you are agreeing to comply with and be bound by these Terms, which together with our Privacy Policy (available at www.1kin.io/privacy) and Code of Conduct (available at https://www.1kin.io/code), govern your relationship with 1Kin regarding the Site. Our Privacy Policy and Code of Conduct are part of these Terms and is incorporated herein by reference.
By clicking on buttons or boxes labeled “I AGREE …”, “I CONSENT …”, “DOWNLOAD”, “I ACCEPT …” or similar buttons, boxes or links as may be designated by 1Kin, you agree to be bound by electronic signatures and are submitting a legally binding electronic signature that will create a legally binding contract between you and us.
1. Definitions
As used herein, the following terms shall mean:
“1Kin Content” means Content that we create and make available in connection with the Site.
“Content” means web pages, text, images, photos, audio, video, location data, and all other forms of data or communication.
“Launch Partners” means any third parties which enter into agreements with 1Kin for the purpose of providing services to Users.
“NFTs” means non-fungible tokens.
“NFT Content” means the digital content of an NFT, plus any off-chain metadata and the related intellectual property represented by the NFT.
“Site Content” means all of the Content that is made available on the Site, including User Content, 1Kin Content and Third Party Content.
“Third Party Content” means Content that originates from parties other than 1Kin or Users, which is made available in connection with the Site.
“User” means a person that accesses, connects to, browses or otherwise uses the Site in any way.
“Your Content” means Content that you submit or transmit to, through, or in connection with the Site and related services, such as ratings, reviews, compliments, invitations, check-ins, messages, and information that you publicly display or displayed in your account profile.
2. Using the Site; General Terms
2.1 Eligibility. By using the Site, you acknowledge and agree that you are at least 18 years of age or, if you are under 18 years of age but are at least 13 years old (a "Minor”), that you are using the Site with the consent of your parent or legal guardian and that you have received your parent’s or legal guardian’s permission to use the Site and agree to its Terms. If you are a parent or legal guardian of a Minor, you hereby agree to bind the Minor to these Terms and to fully indemnify, defend and hold us harmless if the Minor breaches any of these Terms. If you are not at least 13 years old, you may not use the Site at any time or in any manner or submit any information to the Company or the Site.
2.2 Permission to Use the Site. We grant you permission to connect to and use the Site, making temporary electronic copies of and displaying the Site Content for your own personal, non-commercial purposes, subject to these Terms.
2.3 Site Availability. The Site may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
2.4 Privacy Policy. We care about your privacy. You can read our Privacy Policy at www.1kin.io/privacy. Our Privacy Policy is a part of these Terms and Conditions and incorporated herein by reference.
2.5 Code of Conduct. As a User, you may have access to affiliated forums. Additionally, our Launch Partners may grant you permission to upload or post Your Content in connection with their respective services. Your conduct shall at all times comply with our Code of Conduct, which can be found at https://www.1kin.io/code. Our Code of Conduct is a part of these Terms and incorporated herein by reference. Our Code of Conduct may be amended from time to time at our sole discretion.
2.6 Payment Processors. As of the Effective Date, we do not directly collect payments from our customers. Charges for purchases from us are conducted and processed by payment processor and are subject to their additional terms and conditions.
2.7 Responsibility for Your User Account. You must create an account and provide certain information about yourself in order to use some of the features that are offered through the Site. You are responsible for maintaining the confidentiality of your account password. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason.
2.8 Using Your Account. In creating an account, we ask that you provide complete and accurate information. You may not impersonate someone else (e.g., adopt the identity of a celebrity or a friend), create or use an account for anyone other than yourself, provide an email address other than your own, or create multiple accounts. If you use a pseudonym, take care to note that others may still be able to identify you if, for example, you include identifying information, use the same account information on other sites, or allow other sites to share information about you with 1Kin.
2.9 Your Information Is Accurate. You represent and warrant to us that any information you provide to 1Kin, including any contact information, is accurate and that you will keep it accurate and up to date. If you do not wish to input certain information due to personal concerns, then please omit this information when you register for and use the Site.
2.10 Communications from 1Kin. By creating an account, you agree to receive communications we send in connection with the Site. For example, you may receive occasional updates about special promotions and events. Such communications may be sent in-app or by email, text message, social media or other means. So long as you have an account on either App, we reserve the right to communicate with you for any lawful purpose, including important administrative issues relating to your account (including technical, security-related, privacy and functional issues).
2.11 Mobile Phone Use. You are responsible for all fees charged by third parties to access and use the Site (e.g., charges by telephone service providers (“Carrier”), etc.). Without limiting the foregoing, you are solely responsible for the payment of all applicable fees associated with any Carrier service plan you use (such as data, SMS, MMS, roaming, and other applicable fees charged by the Carrier) in connection with your use of the Site, including messages received by you in connection with our two-factor authentication procedures. Accordingly, you should use care in selecting a service plan offered by your Carrier.
3. Intellectual Property Rights
3.1 Your Content. You retain all of your ownership rights in Your Content. However, we may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms and any other media channel now known or hereafter discovered or developed (“Other Media”); which use may occur while you are a user or anytime thereafter. Your Content may be made public without any additional notice to or consent by you and you should assume that any person may read Your Content. Even if Your Content is removed from the Service, 1Kin may retain Your Content in backups indefinitely and Your Content may be cached in search engine indices after removal, which 1Kin has no control over such caching. By submitting Your Content to 1Kin, you hereby grant 1Kin a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the Service (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any Other Media. You also hereby grant each user of the Service a non-exclusive license to access Your Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms. You irrevocably waive, and cause to be waived, against 1Kin and users any claims and assertions of moral rights or attribution with respect to Your Content. By “use” we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, prepare derivative works and otherwise exploit Your Content.
3.2 1Kin Content. As between you and us, we own the 1Kin Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and Site Content, computer code, products, software, aggregate user review ratings, and all other elements and components of the Site, excluding User Content and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world associated with the 1Kin Content and the Site, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, alter, copy, duplicate, reproduce, distribute, publish, create derivative works or adaptations of, publicly display or in any way exploit any of the 1Kin Content or the Third Party Content in whole or in part except as expressly authorized by us.
3.3 Trademarks. “1Kin”, and all other names, phrases, logos, and icons identifying 1Kin and its programs, products, and services, including any logos, page headers, icons, designs, or trade dress and whether not appearing in large print or with an accompanying symbol, are proprietary trademarks of 1Kin and are protected from reproduction, imitation, dilution, or confusing or misleading uses under national and international trademark and copyright laws. Other product and company names mentioned on the Site may be the trademarks and/or service marks of their respective owners. Any use of such marks without the express written permission of 1Kin is strictly prohibited, and nothing stated or implied on the Site confers on you any license or right under any trademark of 1Kin or any third party.
4. Usage
4.1 Prohibited Activities. You agree not to, and will not assist, encourage, or enable others to:
Violate these Terms;
Reverse engineer any portion of the Site;
Attempt to gain unauthorized access to the Site, user accounts, computer systems or networks connected to the Site through hacking, password mining or any other means;
Use any device, software or routine that interferes with the proper working of the Site, or otherwise attempt to interfere with the proper working of the Site;
Use the Site to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Site or Site Content; or
Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Site, features that prevent or restrict the use or copying of Site Content, or features that enforce limitations on the use of the Site.
4.2 Termination of Use. If you violate this Agreement, 1Kin may block your wallet or IP address from connecting to the Site.
5. Feedback
By sending us any ideas, suggestions, documents or proposals (“Feedback”), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against 1Kin and its users any claims and assertions of any moral rights contained in such Feedback.
6. Linked Sites
The Site may include links or access to other websites or services (“Linked Sites”) solely as a convenience to users. 1Kin does not endorse any such Linked Sites or the information, material, products, or services contained on other linked sites or accessible through other Linked Sites. Furthermore, 1Kin makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites. ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.
7. Your Representations and Warranties
You hereby represent and warrant that:
You have independently researched and are now familiar with the risks associated with blockchain transactions, the use of cryptocurrency and the purchasing of digital assets such as NFTs, including security risks, price volatility and regulatory risks.
You understand that 1Kin has not investigated and cannot guarantee the ownership, scarcity, originality or uniqueness of the NFT Content, or the accuracy of any metadata.
You understand that the resale price of NFTs is highly volatile, and the NFTs you purchase from third parties through our Site may become worthless.
You understand that rules are likely to be imposed concerning the sale, purchase and resale of NFTs in various countries, and those rules, when adopted, may impede your ability to resell NFTs you purchase from third parties through our Site. These rules may include rules classifying some or all types of NFTs as securities, or imposing taxes on transactions involving NFTs.
You understand that you must provide all required software and hardware required to connect to the Site, at your own cost.
The information you have provided about your wallet is correct.
You are not, and are not acting on behalf of any individual or entity that is:
designated on the Specially Designated Nationals and Blocked Persons List maintained by the Office of Foreign Assets Control of the United States Department of the Treasury ("OFAC"), or, to the extent applicable, any similar list of sanctioned persons issued by the United Nations Security Council, the European Union or any other relevant governmental authority administering sanctions, including the U.S. Department of State,
a national or citizen of, organized under the laws of, or resident or operating in any country or territory which is itself the subject of country-wide or territory-wide sanctions, including, but not limited to, as of the date of this Agreement, Iran, Cuba, Syria, Crimea Region of the Ukraine, and North Korea,
owned or controlled by any individual or entity described in clauses (i) and/or (ii) of this sentence, or
(a person identified on the United States Department of Commerce, Bureau of Industry and Security's "Denied Persons List" or "Entity List.
8. Warranty Disclaimer
8.1 NO WARRANTY IN SITE. THE SITE IS MADE AVAILABLE TO YOU ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. AS SUCH, YOUR USE OF THE SITE IS AT YOUR OWN DISCRETION AND RISK. 1KIN MAKES NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE SITE, ITS SAFETY OR SECURITY, OR THE SITE CONTENT. ACCORDINGLY, 1KIN IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE SITE’S INOPERABILITY, UNAVAILABILITY OR SECURITY VULNERABILITIES.
8.2 NO WARRANTY IN NFTS.
NFTS ARE PROVIDED TO YOU EITHER BY US OR BY THIRD PARTIES THROUGH OUR SITE ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. AS SUCH, YOUR PURCHASE OF NFTS IS AT YOUR OWN DISCRETION AND RISK. 1KIN MAKES NO CLAIMS OR PROMISES ABOUT THE QUALITY, VALUE, OR TECHNICAL INTEGRITY OF THE NFTS OR NFT CONTENT. ACCORDINGLY, 1KIN IS NOT LIABLE TO YOU FOR ANY FAILURE OF THE NFTS, SOFTWARE ERROR, SMART CONTRACT ERROR, BLOCKCHAIN FAILURE, OR ANY LOSS OF VALUE OF THE NFTS. 1KIN MAKES NO WARRANTY REGARDING THE OWNERSHIP OR INTELLECTUAL PROPERTY RIGHTS INCLUDED OR EMBODIED IN NFTS THAT YOU PURCHASE. YOU ACKNOWLEDGE AND AGREE THAT NFTS MAY BE MADE AVAILABLE TO YOU FROM THIRD PARTIES THROUGH OUR SITE AND THAT SUCH NFTS MAY BE SUBJECT TO THIRD PARTY TERMS AND CONDITIONS AND INTELLECTUAL PROPERTY LICENSES CONVEYED WITH SUCH NFTS. 1KIN DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR THIRD PARTY SERVICES YOU RECEIVE THROUGH OUR SITE, INCLUDING LOSE OF ACCESS OR USE OF THIRD PARTY SITES OR SERVICES.
NFTS ARE INTANGIBLE AND DO NOT HAVE ANY EXISTENCE OTHER THAN AS ENTRIES MAINTAINED IN THE BLOCKCHAIN. NFT TRANSFERS DEPEND ON THE PROPER FUNCTIONING OF THE BLOCKCHAIN. 1KIN MAKES NO WARRANTY AND ACCEPTS NO LIABILITY WITH RESPECT TO THE PROPER FUNCTIONING OF THE BLOCKCHAIN.
8.3 NO WARRANTY IN WALLETS. YOU UNDERSTAND THAT YOUR USE OF CRYPTOCURRENCY WALLETS IS AT YOUR OWN RISK. ACCORDINGLY, 1KIN IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE WITH RESPECT TO YOUR USE OF A CRYPTOCURRENCY WALLET (WHETHER CUSTODIAL OR NONCUSTODIAL) IN CONNECTION WITH THE SITE OR RELATED SERVICES, INCLUDING THOSE OFFERED BY OUR LAUNCH PARTNERS.
8.4 DISCLAIMER OF WARRANTIES. 1KIN EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A REPRESENTATIVE OF 1KIN SHALL CREATE A REPRESENTATION OR WARRANTY. WITHOUT LIMITING THE FOREGOING, 1KIN DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS (I) THAT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (II) THAT THE NFTS, AND THE RELATED TECHNOLOGY WILL CONTINUE TO OPERATE OR REMAIN ERROR FREE. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR EQUIPMENT OR LOSS OF DATA RESULTING FROM YOUR USE OF THE SITE OR THE PURCHASE OF NFTS.
9. Limitation of Liability
9.1 DISCLAIMER. 1KIN DISCLAIMS ANY LIABILITY FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA, IN EACH CASE, EVEN IF 1KIN HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 No Liability. Neither 1Kin nor any of its officers, directors, employees, partners, agents, affiliates or licensors shall be liable to you or any other person for any damages whatsoever, including any direct, indirect, incidental, special or consequential damages arising out of or relating to your use of cryptocurrency wallets (whether custodial or noncustodial), our Site and related services, or Content. If applicable law does not permit exclusion of all damages, then your direct damages arising out of or relating to your use of our Site or Content shall be limited to $100.
9.3 Enforceability. If any of the foregoing limits are not enforceable under applicable law, then they shall be construed to provide such limits to the fullest extent permitted by applicable law.
10. Indemnification
You agree to indemnify us and our officers, directors, employees, partners, agents, affiliates and licensors from all liabilities, lawsuits, claims, and expenses, including attorneys’ fees (“Claims”), that arise from your breach of these Terms or your use or misuse of our Site or 1Kin Content. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification, in which event you will cooperate with us in asserting any available defenses.
11. Disputes
11.1 Waiver of Jury Trial. Each Party acknowledges and agrees that any controversy which may arise under this Agreement is likely to involve complicated and difficult issues and, therefore, each such Party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Agreement or the transactions contemplated hereby.
11.2 Class Action Waiver. You agree to waive, with respect to any dispute with 1Kin: (a) the right to participate in a class action, private attorney general action or other representative action in court or in arbitration, either as a class representative or class member; and (b) the right to join or consolidate claims with claims of any other person. The Parties agree that no arbitrator shall have authority to conduct any arbitration in violation of this class action waiver or to issue any relief that applies to any other person or entity other than the Parties.
11.3 Governing Law. You agree that these Terms or any claim, dispute or controversy (whether in contract, tort or otherwise, whether preexisting, present or future, and including statutory, common law and equitable claims) between you and 1Kin arising from or relating to these Terms, their interpretation or breach, termination or validity, the relationships which result from these Terms, the Site, your purchase of NFTs or any related transaction shall, to the maximum extent permitted by applicable law, be governed by the laws of the state of Delaware without regard to its conflicts of laws rules. The courts of the state of Delaware shall have exclusive jurisdiction over any Claim.
11.4 Limitations of Actions. Any Claim must be brought within one year after such claim or cause of action arose, regardless of any statute or law to the contrary. In the event any such claim or cause of action is not filed within such one year period, such Claim shall be forever barred.
12. Digital Millennium Copyright Act
The Digital Millennium Copyright Act of 1998 (“DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that any material residing on or linked to from the Site infringes your copyright, please send (or have your agent send) to Company’s Copyright Agent (as defined below) a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Site (such as the URL(s) of the claimed infringing material); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an e-mail address; (d) a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, the copyright owner’s agent or the law; (e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on such owner’s behalf; and (f) your physical or electronic signature. Company’s Copyright Agent for notification of claimed infringement can be reached as follows:
Copyright Agent
1Kin Laboratories Inc.
1451 Brickell Avenue
Miami, Florida 33131
Attn: Legal.
Company’s Copyright Agent for notification of claimed infringement can also be reached electronically at legal@1kin.io. Company reserves the right to terminate infringers’ and suspected infringers’ accounts or their access to or use of the Site.
13. Miscellaneous
13.1 Modification of Terms. These terms may be modified by 1Kin from time to time in its sole discretion, and, if you have a registered account, you will be notified of any material modifications upon your subsequent login to the Site.
13.2 Entire Agreement. The Terms contain the entire agreement between you and us regarding the use of the Site, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
13.3 Waiver. Any failure on 1Kin’s part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
13.4 Severability of Terms. If any provision of these Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties’ intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
13.5 Assignment. The Terms, and any rights or obligations hereunder, are not assignable, transferable or sublicensable by you except with 1Kin’s prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
13.6 Headings. The section titles in the Terms are for convenience only and have no legal or contractual effect.
13.7 Notice for California Residents. Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please contact us using the information we’ve provided below. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445–1254 or (800) 952–5210.
13.8 Notices. Notices from us to you may be given to you at the time you connect to the Site. Notices to us may be made via email to legal@1kin.io, and will be deemed given 24 hours after it is properly sent and received by our mail servers. Notices to us may also be sent to us by an internationally recognized courier service, with a signature required, and shall be deemed to be received 24 hours after it is received at this address:
1Kin Laboratories Inc.
1451 Brickell Avenue
Miami, Florida 33131
Attn: Corporate.
13.9 Effective Date; Last Update. These Terms are effective as of, and were last modified on, 09/21/2023 (the “Effective Date”).
PLEASE READ THESE TERMS AND CONDITIONS (THESE “TERMS”) CAREFULLY. If you disagree with any part of these Terms, please refrain from using our Site. We may update these Terms from time to time, and may condition your continued use of our Site on your agreeing to those revised terms.
The terms “1Kin”, “us”, “our” or “we” refer to 1Kin Laboratories Inc., a Delaware corporation, and the owner of this Site. The term “you” refers to you in your capacity as a User (as defined below) of our Site (as defined below).
By continuing to browse or use our site, 1Kin, found at https://1kin.io/ (the “Site”), you are agreeing to comply with and be bound by these Terms, which together with our Privacy Policy (available at www.1kin.io/privacy) and Code of Conduct (available at https://www.1kin.io/code), govern your relationship with 1Kin regarding the Site. Our Privacy Policy and Code of Conduct are part of these Terms and is incorporated herein by reference.
By clicking on buttons or boxes labeled “I AGREE …”, “I CONSENT …”, “DOWNLOAD”, “I ACCEPT …” or similar buttons, boxes or links as may be designated by 1Kin, you agree to be bound by electronic signatures and are submitting a legally binding electronic signature that will create a legally binding contract between you and us.
1. Definitions
As used herein, the following terms shall mean:
“1Kin Content” means Content that we create and make available in connection with the Site.
“Content” means web pages, text, images, photos, audio, video, location data, and all other forms of data or communication.
“Launch Partners” means any third parties which enter into agreements with 1Kin for the purpose of providing services to Users.
“NFTs” means non-fungible tokens.
“NFT Content” means the digital content of an NFT, plus any off-chain metadata and the related intellectual property represented by the NFT.
“Site Content” means all of the Content that is made available on the Site, including User Content, 1Kin Content and Third Party Content.
“Third Party Content” means Content that originates from parties other than 1Kin or Users, which is made available in connection with the Site.
“User” means a person that accesses, connects to, browses or otherwise uses the Site in any way.
“Your Content” means Content that you submit or transmit to, through, or in connection with the Site and related services, such as ratings, reviews, compliments, invitations, check-ins, messages, and information that you publicly display or displayed in your account profile.
2. Using the Site; General Terms
2.1 Eligibility. By using the Site, you acknowledge and agree that you are at least 18 years of age or, if you are under 18 years of age but are at least 13 years old (a "Minor”), that you are using the Site with the consent of your parent or legal guardian and that you have received your parent’s or legal guardian’s permission to use the Site and agree to its Terms. If you are a parent or legal guardian of a Minor, you hereby agree to bind the Minor to these Terms and to fully indemnify, defend and hold us harmless if the Minor breaches any of these Terms. If you are not at least 13 years old, you may not use the Site at any time or in any manner or submit any information to the Company or the Site.
2.2 Permission to Use the Site. We grant you permission to connect to and use the Site, making temporary electronic copies of and displaying the Site Content for your own personal, non-commercial purposes, subject to these Terms.
2.3 Site Availability. The Site may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
2.4 Privacy Policy. We care about your privacy. You can read our Privacy Policy at www.1kin.io/privacy. Our Privacy Policy is a part of these Terms and Conditions and incorporated herein by reference.
2.5 Code of Conduct. As a User, you may have access to affiliated forums. Additionally, our Launch Partners may grant you permission to upload or post Your Content in connection with their respective services. Your conduct shall at all times comply with our Code of Conduct, which can be found at https://www.1kin.io/code. Our Code of Conduct is a part of these Terms and incorporated herein by reference. Our Code of Conduct may be amended from time to time at our sole discretion.
2.6 Payment Processors. As of the Effective Date, we do not directly collect payments from our customers. Charges for purchases from us are conducted and processed by payment processor and are subject to their additional terms and conditions.
2.7 Responsibility for Your User Account. You must create an account and provide certain information about yourself in order to use some of the features that are offered through the Site. You are responsible for maintaining the confidentiality of your account password. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason.
2.8 Using Your Account. In creating an account, we ask that you provide complete and accurate information. You may not impersonate someone else (e.g., adopt the identity of a celebrity or a friend), create or use an account for anyone other than yourself, provide an email address other than your own, or create multiple accounts. If you use a pseudonym, take care to note that others may still be able to identify you if, for example, you include identifying information, use the same account information on other sites, or allow other sites to share information about you with 1Kin.
2.9 Your Information Is Accurate. You represent and warrant to us that any information you provide to 1Kin, including any contact information, is accurate and that you will keep it accurate and up to date. If you do not wish to input certain information due to personal concerns, then please omit this information when you register for and use the Site.
2.10 Communications from 1Kin. By creating an account, you agree to receive communications we send in connection with the Site. For example, you may receive occasional updates about special promotions and events. Such communications may be sent in-app or by email, text message, social media or other means. So long as you have an account on either App, we reserve the right to communicate with you for any lawful purpose, including important administrative issues relating to your account (including technical, security-related, privacy and functional issues).
2.11 Mobile Phone Use. You are responsible for all fees charged by third parties to access and use the Site (e.g., charges by telephone service providers (“Carrier”), etc.). Without limiting the foregoing, you are solely responsible for the payment of all applicable fees associated with any Carrier service plan you use (such as data, SMS, MMS, roaming, and other applicable fees charged by the Carrier) in connection with your use of the Site, including messages received by you in connection with our two-factor authentication procedures. Accordingly, you should use care in selecting a service plan offered by your Carrier.
3. Intellectual Property Rights
3.1 Your Content. You retain all of your ownership rights in Your Content. However, we may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms and any other media channel now known or hereafter discovered or developed (“Other Media”); which use may occur while you are a user or anytime thereafter. Your Content may be made public without any additional notice to or consent by you and you should assume that any person may read Your Content. Even if Your Content is removed from the Service, 1Kin may retain Your Content in backups indefinitely and Your Content may be cached in search engine indices after removal, which 1Kin has no control over such caching. By submitting Your Content to 1Kin, you hereby grant 1Kin a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the Service (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any Other Media. You also hereby grant each user of the Service a non-exclusive license to access Your Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms. You irrevocably waive, and cause to be waived, against 1Kin and users any claims and assertions of moral rights or attribution with respect to Your Content. By “use” we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, prepare derivative works and otherwise exploit Your Content.
3.2 1Kin Content. As between you and us, we own the 1Kin Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and Site Content, computer code, products, software, aggregate user review ratings, and all other elements and components of the Site, excluding User Content and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world associated with the 1Kin Content and the Site, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, alter, copy, duplicate, reproduce, distribute, publish, create derivative works or adaptations of, publicly display or in any way exploit any of the 1Kin Content or the Third Party Content in whole or in part except as expressly authorized by us.
3.3 Trademarks. “1Kin”, and all other names, phrases, logos, and icons identifying 1Kin and its programs, products, and services, including any logos, page headers, icons, designs, or trade dress and whether not appearing in large print or with an accompanying symbol, are proprietary trademarks of 1Kin and are protected from reproduction, imitation, dilution, or confusing or misleading uses under national and international trademark and copyright laws. Other product and company names mentioned on the Site may be the trademarks and/or service marks of their respective owners. Any use of such marks without the express written permission of 1Kin is strictly prohibited, and nothing stated or implied on the Site confers on you any license or right under any trademark of 1Kin or any third party.
4. Usage
4.1 Prohibited Activities. You agree not to, and will not assist, encourage, or enable others to:
Violate these Terms;
Reverse engineer any portion of the Site;
Attempt to gain unauthorized access to the Site, user accounts, computer systems or networks connected to the Site through hacking, password mining or any other means;
Use any device, software or routine that interferes with the proper working of the Site, or otherwise attempt to interfere with the proper working of the Site;
Use the Site to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Site or Site Content; or
Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Site, features that prevent or restrict the use or copying of Site Content, or features that enforce limitations on the use of the Site.
4.2 Termination of Use. If you violate this Agreement, 1Kin may block your wallet or IP address from connecting to the Site.
5. Feedback
By sending us any ideas, suggestions, documents or proposals (“Feedback”), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against 1Kin and its users any claims and assertions of any moral rights contained in such Feedback.
6. Linked Sites
The Site may include links or access to other websites or services (“Linked Sites”) solely as a convenience to users. 1Kin does not endorse any such Linked Sites or the information, material, products, or services contained on other linked sites or accessible through other Linked Sites. Furthermore, 1Kin makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites. ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.
7. Your Representations and Warranties
You hereby represent and warrant that:
You have independently researched and are now familiar with the risks associated with blockchain transactions, the use of cryptocurrency and the purchasing of digital assets such as NFTs, including security risks, price volatility and regulatory risks.
You understand that 1Kin has not investigated and cannot guarantee the ownership, scarcity, originality or uniqueness of the NFT Content, or the accuracy of any metadata.
You understand that the resale price of NFTs is highly volatile, and the NFTs you purchase from third parties through our Site may become worthless.
You understand that rules are likely to be imposed concerning the sale, purchase and resale of NFTs in various countries, and those rules, when adopted, may impede your ability to resell NFTs you purchase from third parties through our Site. These rules may include rules classifying some or all types of NFTs as securities, or imposing taxes on transactions involving NFTs.
You understand that you must provide all required software and hardware required to connect to the Site, at your own cost.
The information you have provided about your wallet is correct.
You are not, and are not acting on behalf of any individual or entity that is:
designated on the Specially Designated Nationals and Blocked Persons List maintained by the Office of Foreign Assets Control of the United States Department of the Treasury ("OFAC"), or, to the extent applicable, any similar list of sanctioned persons issued by the United Nations Security Council, the European Union or any other relevant governmental authority administering sanctions, including the U.S. Department of State,
a national or citizen of, organized under the laws of, or resident or operating in any country or territory which is itself the subject of country-wide or territory-wide sanctions, including, but not limited to, as of the date of this Agreement, Iran, Cuba, Syria, Crimea Region of the Ukraine, and North Korea,
owned or controlled by any individual or entity described in clauses (i) and/or (ii) of this sentence, or
(a person identified on the United States Department of Commerce, Bureau of Industry and Security's "Denied Persons List" or "Entity List.
8. Warranty Disclaimer
8.1 NO WARRANTY IN SITE. THE SITE IS MADE AVAILABLE TO YOU ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. AS SUCH, YOUR USE OF THE SITE IS AT YOUR OWN DISCRETION AND RISK. 1KIN MAKES NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE SITE, ITS SAFETY OR SECURITY, OR THE SITE CONTENT. ACCORDINGLY, 1KIN IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE SITE’S INOPERABILITY, UNAVAILABILITY OR SECURITY VULNERABILITIES.
8.2 NO WARRANTY IN NFTS.
NFTS ARE PROVIDED TO YOU EITHER BY US OR BY THIRD PARTIES THROUGH OUR SITE ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. AS SUCH, YOUR PURCHASE OF NFTS IS AT YOUR OWN DISCRETION AND RISK. 1KIN MAKES NO CLAIMS OR PROMISES ABOUT THE QUALITY, VALUE, OR TECHNICAL INTEGRITY OF THE NFTS OR NFT CONTENT. ACCORDINGLY, 1KIN IS NOT LIABLE TO YOU FOR ANY FAILURE OF THE NFTS, SOFTWARE ERROR, SMART CONTRACT ERROR, BLOCKCHAIN FAILURE, OR ANY LOSS OF VALUE OF THE NFTS. 1KIN MAKES NO WARRANTY REGARDING THE OWNERSHIP OR INTELLECTUAL PROPERTY RIGHTS INCLUDED OR EMBODIED IN NFTS THAT YOU PURCHASE. YOU ACKNOWLEDGE AND AGREE THAT NFTS MAY BE MADE AVAILABLE TO YOU FROM THIRD PARTIES THROUGH OUR SITE AND THAT SUCH NFTS MAY BE SUBJECT TO THIRD PARTY TERMS AND CONDITIONS AND INTELLECTUAL PROPERTY LICENSES CONVEYED WITH SUCH NFTS. 1KIN DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR THIRD PARTY SERVICES YOU RECEIVE THROUGH OUR SITE, INCLUDING LOSE OF ACCESS OR USE OF THIRD PARTY SITES OR SERVICES.
NFTS ARE INTANGIBLE AND DO NOT HAVE ANY EXISTENCE OTHER THAN AS ENTRIES MAINTAINED IN THE BLOCKCHAIN. NFT TRANSFERS DEPEND ON THE PROPER FUNCTIONING OF THE BLOCKCHAIN. 1KIN MAKES NO WARRANTY AND ACCEPTS NO LIABILITY WITH RESPECT TO THE PROPER FUNCTIONING OF THE BLOCKCHAIN.
8.3 NO WARRANTY IN WALLETS. YOU UNDERSTAND THAT YOUR USE OF CRYPTOCURRENCY WALLETS IS AT YOUR OWN RISK. ACCORDINGLY, 1KIN IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE WITH RESPECT TO YOUR USE OF A CRYPTOCURRENCY WALLET (WHETHER CUSTODIAL OR NONCUSTODIAL) IN CONNECTION WITH THE SITE OR RELATED SERVICES, INCLUDING THOSE OFFERED BY OUR LAUNCH PARTNERS.
8.4 DISCLAIMER OF WARRANTIES. 1KIN EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A REPRESENTATIVE OF 1KIN SHALL CREATE A REPRESENTATION OR WARRANTY. WITHOUT LIMITING THE FOREGOING, 1KIN DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS (I) THAT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (II) THAT THE NFTS, AND THE RELATED TECHNOLOGY WILL CONTINUE TO OPERATE OR REMAIN ERROR FREE. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR EQUIPMENT OR LOSS OF DATA RESULTING FROM YOUR USE OF THE SITE OR THE PURCHASE OF NFTS.
9. Limitation of Liability
9.1 DISCLAIMER. 1KIN DISCLAIMS ANY LIABILITY FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA, IN EACH CASE, EVEN IF 1KIN HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 No Liability. Neither 1Kin nor any of its officers, directors, employees, partners, agents, affiliates or licensors shall be liable to you or any other person for any damages whatsoever, including any direct, indirect, incidental, special or consequential damages arising out of or relating to your use of cryptocurrency wallets (whether custodial or noncustodial), our Site and related services, or Content. If applicable law does not permit exclusion of all damages, then your direct damages arising out of or relating to your use of our Site or Content shall be limited to $100.
9.3 Enforceability. If any of the foregoing limits are not enforceable under applicable law, then they shall be construed to provide such limits to the fullest extent permitted by applicable law.
10. Indemnification
You agree to indemnify us and our officers, directors, employees, partners, agents, affiliates and licensors from all liabilities, lawsuits, claims, and expenses, including attorneys’ fees (“Claims”), that arise from your breach of these Terms or your use or misuse of our Site or 1Kin Content. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification, in which event you will cooperate with us in asserting any available defenses.
11. Disputes
11.1 Waiver of Jury Trial. Each Party acknowledges and agrees that any controversy which may arise under this Agreement is likely to involve complicated and difficult issues and, therefore, each such Party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Agreement or the transactions contemplated hereby.
11.2 Class Action Waiver. You agree to waive, with respect to any dispute with 1Kin: (a) the right to participate in a class action, private attorney general action or other representative action in court or in arbitration, either as a class representative or class member; and (b) the right to join or consolidate claims with claims of any other person. The Parties agree that no arbitrator shall have authority to conduct any arbitration in violation of this class action waiver or to issue any relief that applies to any other person or entity other than the Parties.
11.3 Governing Law. You agree that these Terms or any claim, dispute or controversy (whether in contract, tort or otherwise, whether preexisting, present or future, and including statutory, common law and equitable claims) between you and 1Kin arising from or relating to these Terms, their interpretation or breach, termination or validity, the relationships which result from these Terms, the Site, your purchase of NFTs or any related transaction shall, to the maximum extent permitted by applicable law, be governed by the laws of the state of Delaware without regard to its conflicts of laws rules. The courts of the state of Delaware shall have exclusive jurisdiction over any Claim.
11.4 Limitations of Actions. Any Claim must be brought within one year after such claim or cause of action arose, regardless of any statute or law to the contrary. In the event any such claim or cause of action is not filed within such one year period, such Claim shall be forever barred.
12. Digital Millennium Copyright Act
The Digital Millennium Copyright Act of 1998 (“DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that any material residing on or linked to from the Site infringes your copyright, please send (or have your agent send) to Company’s Copyright Agent (as defined below) a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Site (such as the URL(s) of the claimed infringing material); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an e-mail address; (d) a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, the copyright owner’s agent or the law; (e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on such owner’s behalf; and (f) your physical or electronic signature. Company’s Copyright Agent for notification of claimed infringement can be reached as follows:
Copyright Agent
1Kin Laboratories Inc.
1451 Brickell Avenue
Miami, Florida 33131
Attn: Legal.
Company’s Copyright Agent for notification of claimed infringement can also be reached electronically at legal@1kin.io. Company reserves the right to terminate infringers’ and suspected infringers’ accounts or their access to or use of the Site.
13. Miscellaneous
13.1 Modification of Terms. These terms may be modified by 1Kin from time to time in its sole discretion, and, if you have a registered account, you will be notified of any material modifications upon your subsequent login to the Site.
13.2 Entire Agreement. The Terms contain the entire agreement between you and us regarding the use of the Site, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
13.3 Waiver. Any failure on 1Kin’s part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
13.4 Severability of Terms. If any provision of these Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties’ intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
13.5 Assignment. The Terms, and any rights or obligations hereunder, are not assignable, transferable or sublicensable by you except with 1Kin’s prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
13.6 Headings. The section titles in the Terms are for convenience only and have no legal or contractual effect.
13.7 Notice for California Residents. Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please contact us using the information we’ve provided below. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445–1254 or (800) 952–5210.
13.8 Notices. Notices from us to you may be given to you at the time you connect to the Site. Notices to us may be made via email to legal@1kin.io, and will be deemed given 24 hours after it is properly sent and received by our mail servers. Notices to us may also be sent to us by an internationally recognized courier service, with a signature required, and shall be deemed to be received 24 hours after it is received at this address:
1Kin Laboratories Inc.
1451 Brickell Avenue
Miami, Florida 33131
Attn: Corporate.
13.9 Effective Date; Last Update. These Terms are effective as of, and were last modified on, 09/21/2023 (the “Effective Date”).