Terms of Service

These terms (“Terms”) are a legally binding agreement by and between Metroverse and its team members (“Metroverse”, “we” or “us”) and any owner (“you” or “Owner”) of Metroverse NFTs and Metroverse Digital Assets governing the party's rights and obligations with respect to the matters identified herein. By owning, holding, buying, selling, or attempting to acquire any Metroverse NFT, you agree to abide by these Terms.

Metroverse Game and NFTs

Metroverse is an online strategy game that uses a collection of digital assets as game pieces. These digital assets are represented by non-fungible tokens (“Metroverse NFTs”) running on the Ethereum network, created by a global, decentralized team of artists and developers.

Metroverse reserves all rights to intellectual property including names, logos, trademarks, artwork, game, website, and the smart contract code. Metroverse reserves the exclusive rights to use official logos, text, and other content associated with this project, its website, Twitter, and Discord channels.

The Metroverse website is an interface allowing participants to use their NFTs to play the Metroverse game. Users are entirely responsible for the safety and management of their own private Ethereum wallets and validating all transactions and contracts generated by this website before approval. Furthermore, as Metroverse smart contracts run on the Ethereum network, there is no ability to undo, reverse, or restore any transactions.

This website and its connected services are provided “as is” and “as available” without warranty of any kind. By using this website you are accepting sole responsibility for any and all transactions involving Metroverse NFTs and any other Metroverse digital assets.

Ownership

The owner of a Ethereum digital wallet that holds a Metroverse NFT, as recorded by the Metroverse smart contract, holds the exclusive right to hold, sell, transfer, and execute blockchain transactions involving that Metroverse NFT. Except for any Metroverse NFTs we own, Metrovoverse has no right to seize, freeze, or otherwise modify the ownership of any NFTs.

License and Personal Use

Subject to your acceptance of, and continued compliance with these terms, we grant you a worldwide, royalty-free license (“License”) to use, copy, and display the purchased city block, along with any extensions that you choose to create or use, solely for the following purposes: 1. for your own personal, non-commercial use and 2. as part of a marketplace that permits the purchase and sale of your digital asset.

Upon the transfer of your NFT to a new owner, as recorded by the smart contract (1) your License hereunder and any sublicenses you granted during the license term shall immediately and automatically terminate; (2) you must discontinue any use of your NFT as a trademark or other source identifier.

Owner's Representations and Warranties

Owner represents and warrants that Owner:

1. has the legal capacity to enter into these Terms;
2. will only use and interact with Metroverse NFTs as authorized and in accordance with these Terms and applicable law;
3. in the exercise of its rights and obligations under these Terms, will comply with all applicable laws and will not violate any right of Metroverse, or any right of any third party;
4. has not and will not knowingly execute a transaction involving a Metroverse NFT with any person who is: (i) located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; or (ii) listed on any U.S. Government list of prohibited or restricted parties.
5. shall only acquire Metroverse NFTs, if any, for Owner's personal use and enjoyment, and does not have any expectation of profit or other income or value including, without limitation, from the resale of any Metroverse NFT, arising from, relating to, or in connection therewith.

Utility

Owners of Metroverse NFTs may be offered utility through gameplay that make use of the NFTs as game pieces, online community gatherings, etc (collectively, “Utility”), but Metroverse makes no assurances of any Utility, and any Utility offered to owners by Metroverse, if any, shall be in Metroverse's sole and absolute discretion. Metroverse reserves the right to deny, revoke, or discontinue Utility at any time, without notice, in its sole and absolute discretion.

You understand and agree that Metroverse shall not have any responsibility or liability whatsoever for, arising out of, relating to, or in connection with any or all Utility being revoked or discontinued.

No Guarantees

You agree that your purchase will entitle you to a Metroverse NFT, and that is all you will receive with your purchase. Any future potential benefits, utility, online community gatherings, or other benefits are not guaranteed and not to be taken into consideration with your purchase. You agree that you are not relying on any future commitments by Metroverse when purchasing the Metroverse NFTs or using this site or participating in the game.

Not an Investment

Owner acknowledges and understands that neither Metroverse nor any of its related entities nor anyone working on their behalf, including their respective team members, representatives, agents, affiliates, licensees, and successors make any representation regarding the likelihood of appreciation of the Metroverse NFTs associated therewith nor any element thereof, and have no control whatsoever on the value of any NFT, including on any secondary markets, which are completely outside of the control of any of the foregoing parties.

MET Utility Token

The MET Utility Token (“Utility Token”) is an ERC-20 fungible token for the Metroverse game. The sole purpose of the Utility Token is to serve as a point system in the Metroverse game.

Owner acknowledges that there was no Initial Coin Offering (ICO) for the Utility token and that Metroverse has not and will not ever sell the Utility token. There was never and will never be any sort of premining, or preallocation of the Utility Token. The only way the Utility token is generated is by Owners playing the Metroverse game and receiving it as a reward based on their performance in the game. The Metroverse Team and partners did not receive any pre-allocation of the Utility Token, and the only way they can receive it is by playing the game.

The utility token does not include a participation in the Metroverse's success. The utility token does not promise interests, profit sharing or other compensation, neither to Metroverse, nor to the Owner and is therefore not considered an investment.

Owner acknowledges that the sole purpose of the Utility Tokens is to serve as a point system in the Metroverse game on the Metroverse website and not by any third parties. Owner agrees that there is no expectation of a yield return when holding the Utility token as it is not an investment, but a voucher and point system to be used for Metroverse gameplay.

Age Implications

The Metroverse project is not targeted towards children. You agree that you are over the age of 18, or above the legal age of your jurisdiction, whichever is greater.

Warranty Disclaimers

1. EACH METROVERSE NFT IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, METROVERSE EXPLICITLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
2. EACH METROVERSE NFT IS AN INTANGIBLE DIGITAL ASSET THAT EXISTS ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED ON THE ETHEREUM BLOCKCHAIN. ANY TRANSFER OF OWNERSHIP THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN THE ETHEREUM BLOCKCHAIN, WHICH METROVERSE DOES NOT CONTROL.
3. METROVERSE WILL NOT BE RESPONSIBLE OR LIABLE TO OWNER FOR ANY LOSS IN CONNECTION WITH ANY METROVERSE NFT OR METROVERSE CHARACTER AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO OWNER FOR, ANY USE OF OR INABILITY TO USE ANY METROVERSE NFT, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) THE BEHAVIOR OR OUTPUT OF ANY SOFTWARE, PROTOCOL, NODE SERVER ERROR OR FAILURE, OR DATA LOSS OR CORRUPTION; (III) ANY FEATURES, DEVELOPMENT, ERRORS, OR OTHER ISSUES WITH BLOCKCHAIN NETWORKS OR WALLETS; (IV) UNAUTHORIZED ACCESS TO ANY METROVERSE NFT; OR (V) THE ACTS OR OMISSIONS OF ANY THIRD PARTY.

Assumption of Risk

Owner accepts and acknowledges all risks associated with the following:

1. The value of digital assets and artwork is subjective. Digital assets, including Metroverse NFTs, artwork, and game, have no inherent value. As a result, their market prices can be volatile. By purchasing or otherwise using any Metroverse NFT, you agree to assume all risks associated therewith, including the risk that the Metroverse NFTs or other digital assets lose any or all of their value.
2. Metroverse is not responsible for determining or paying any taxes that apply to any Owner's purchase, sale, or transfer of rights of any Metroverse NFT or digital asset. As between the parties, Owner is solely responsible for determining what, if any, taxes apply to such transactions.
3. Transacting on a blockchain, including, without limitation, signing or executing transactions using a digital wallet or cryptocurrency, contains inherent risk. Such risks include but are not limited to: (i) risk of sudden and drastic changes in the price of assets including cryptocurrency and NFTs; (ii) risk of smart contract failure or exploit; (iii) risk of hardware, software, or connectivity failure; (iv) risk of malicious software; (v) risks of unauthorized access to your digital wallet; (vi) risk that you will no longer successfully retain ownership of or access to NFTs; (vii) risk that any data or any artwork becomes unavailable or decoupled from the NFT, including, without limitation, because of an outage, data loss, or pursuant to a valid Digital Millennium Copyright Act takedown procedure; (viii) risk from regulatory inquiries, regulatory actions, legislation, or court rulings; and/or (vi) risks, bugs, malfunctions, cyberattacks, or changes to a blockchain network (e.g., forks) or related technologies that disrupt or result in a total loss of NFTs, their market value, or digital funds.
4. Transactions involving Metroverse NFTs rely on third-party or decentralized platforms, systems, networks, protocols, or marketplaces. We do not maintain, control, or assume any obligations with respect to any of the foregoing. To the extent that Metroverse provides links or access third party platforms, sites, or other resources, it does so only as a convenience and is not responsible for the content, products, or services on or available from those third parties or through any content displayed thereon or for the results of Owner's use thereof.
5. Owner agrees to hold Metroverse harmless for any losses you may incur as a consequence of minting, transferring, trading, or staking your NFTs or other Metroverse digital assets. These potential losses include any gas fees for failed transactions, any excessive gas fees charged due to website or smart contract bugs, and any loss of your NFT due to website or smart contract bugs.

Indemnity

Owner shall defend, indemnify, and hold Metroverse, its licensors, affiliates, representatives, and service providers, and each of them, and all of their respective officers, directors, employees, and agents (the “Indemnified Parties”) harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, expenses, and other similar results or occurrences (including attorneys' fees) that directly or indirectly arise from or are related to or in connection with any claim, suit, action, dispute, demand, proceeding, occurrence, process, or other similar activity, that is initiated, made, brought, or financed by a third party (including any person who accesses or transacts using any Metroverse NFT, whether or not such person personally purchased a Metroverse NFT) against the Indemnified Parties, or on account of the investigation, defense, or settlement thereof, arising out of, related to, or in connection with: (a) your access to or use of any NFT marketplace or third-party or decentralized services or products, (b) your breach or alleged breach of these Terms, (c) your exercise or attempted exercise of the license, or (d) your actual or alleged violation of applicable law. Counsel to be used in the defense of such a claim must be approved by Metroverse in writing prior to retention of such counsel and, upon our request, you will allow us to participate in the defense of any such claims. You will not enter into any settlement or compromise of any claim or litigation or that includes an admission of liability without our prior written consent.

Waiver of Right to Sue

Owner agrees, promises and covenants that neither they, nor any person, organization, or any other entity acting on his behalf will file, charge, claim, sue Metroverse cause or permit to be filed, charged or claimed, any action for damages or other relief (including injunctive, declaratory, monetary relief or other) against Metroverse, involving any matter occurring in the past or involving any continuing effects of actions or practices.

You release Metroverse, its team members, affiliates and agents from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute with any user of any of the Metroverse website or services, or arising in any way from content posted to any of the website and social media channels and forums.

Class Action Waiver

Mandatory Arbitration of Disputes - Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, or the use of the Metroverse NFTs or other Metroverse Digital Assets (“Dispute”) must be resolved solely by binding, individual arbitration and not in a class, representative, or consolidated action or proceeding. Each party waives the right to a trial in court and/or by a jury. This arbitration provision shall survive any termination of the License or these Terms.

YOU AND METROVERSE AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if a dispute is resolved through arbitration, the arbitrator may not consolidate another person's claims with a party's claims, and may not otherwise preside over any form of a representative or class proceeding.

Termination

Metroverse may terminate your access to all or any part of the website, services, online forums, game, or utility at any time, with or without cause, with or without notice. All provisions of these Terms which, by their nature, should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, assumptions of risk, indemnity provisions, and limitations of liability.

Severability

With the exception of any of the provisions of the Class Action Waiver Section, if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.

Amendments

Metroverse reserves the right to clarify or amend these Terms by publicly publishing a new version of them, including, but not limited to the website, Discord, Twitter, or any successor or affiliated website.

Limitation of Liability

1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NO INDEMNIFIED PARTY WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE OR INTERACT WITH ANY METROVERSE NFT OR METROVERSE DIGITAL ASSET, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT METROVERSE OR ITS SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT WILL ANY INDEMNIFIED PARTY'S CUMULATIVE LIABILITY HEREUNDER FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY EXCEED $100. THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THESE TERMS HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE.
2. UNDER NO CIRCUMSTANCES SHALL ANY INDEMNIFIED PARTY BE REQUIRED TO DELIVER TO YOU ANY VIRTUAL CURRENCY OR NFT AS DAMAGES, MAKE SPECIFIC PERFORMANCE, OR ANY OTHER REMEDY. IF YOU WOULD BASE YOUR CALCULATIONS OF DAMAGES IN ANY WAY ON THE VALUE OF VIRTUAL CURRENCY OR AN NFT, YOU AND WE AGREE THAT THE CALCULATION SHALL BE BASED ON THE LOWEST VALUE OF THE VIRTUAL CURRENCY OR NFT DURING THE PERIOD BETWEEN THE INITIAL INCIDENT RESULTING IN THE ACCRUAL OF THE CLAIM AND THE AWARD OF DAMAGES.
3. THE RELEASE AND WAIVER OF LIABILITY CONTAINED HEREIN IS INTENDED TO BE AS BROAD AND AS INCLUSIVE AS IS PERMITTED BY APPLICABLE LAW, AND IF ANY PORTION HEREOF IS HELD INVALID, IT IS AGREED THAT THE BALANCE SHALL, NOTWITHSTANDING, CONTINUE IN FULL LEGAL FORCE AND EFFECT.
4. BY PURCHASING OR OWNING OR ATTEMPTING TO ACQUIRE OR OTHERWISE USE ANY METROVERSE NFT OR METROVERSE DIGITAL ASSET, OWNER ACKNOWLEDGES THAT THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN METROVERSE AND OWNER.

Miscellaneous

1. Because virtually all public blockchains are licensed under open source licenses, it is possible that the blockchain may fork, merge, or duplicate the original blockchain that initially recorded ownership of Your Metroverse NFT. In such case, any rights granted to you under these Terms will be granted only to the lawful owners of such Metroverse NFT whose ownership is recorded on the mainnet version of the blockchain that is generally recognized and predominantly supported in the blockchain industry as the legitimate successor of the original blockchain (as determined in our sole discretion). Any rights purportedly granted hereunder to the owner of a Metroverse NFT recorded on any other blockchain is void ab initio.
2. These Terms will transfer and be binding upon and will insure to the benefit of the parties and their permitted successors and assigns.
3. These Terms constitute the entire agreement, and supersede any and all prior or contemporaneous representations, understandings, and agreements, between the parties with respect to the subject matter of these Terms, all of which are hereby merged into these Terms. Without limitation, the terms of any other document, publication, course of dealing, or course of trade will not modify these Terms, except as expressly provided herein or as the parties may agree in writing.
4. Failure to promptly enforce a provision of these Terms or any rights related to the Metroverse NFT or other Metroverse digital assets will not be construed as a waiver of such provision or rights.
5. Nothing contained in these Terms will be deemed to create, or be construed as creating, a joint venture, partnership, or agency between the parties. Neither party is, by virtue of these Terms or otherwise, authorized as an agent or legal representative of the other party. Neither party is granted any right or authority to assume or to create any obligation or responsibility, express or implied, on behalf or in the name of the other party. Nothing contained in these Terms will be deemed to create any third-party beneficiary right upon any third party whatsoever.
6. The parties shall execute and deliver to the other party any and all such other instruments in reasonable mutually acceptable form and substance and shall take any and all such other actions as may be reasonably necessary to carry the intent of these Terms into full force and effect.
7. If any one or more of the provisions of these Terms should be ruled wholly or partly invalid or unenforceable, then the provisions held invalid or unenforceable will be deemed amended, and the arbitrator, court, or other government body is authorized to reform the provision(s) to the minimum extent necessary to render them valid and enforceable in conformity with the parties' intent as manifested herein.
8. The headings to sections of these Terms are for convenience or reference only and do not form a part of these Terms and will not in any way affect its interpretation.
9. Neither party will be afforded or denied preference in the construction of these Terms, whether by virtue of being the drafter or otherwise.
10. For purposes of these Terms, the words and phrases “include,” “includes”, “including” and “such as” are deemed to be followed by the words “without limitation.”