TERMS & CONDITIONS FOR NFTS MINTED AS PART OF THE SKYGAZER NFT COLLECTION

# TERMS & CONDITIONS FOR NFTS MINTED AS PART OF THE SKYGAZER NFT COLLECTION Last update: 26 april 2023 These terms and conditions constitute a legally binding agreement between you (also referred to herein as “You”, “Your” or “User”) and the Skygazers-DAO ( “Skygazers”, “SkygazersDAO”, “Skygazers-DAO”, “we” or “us”), governing your minting of Skygazers NFTs. ### Defitions: - Skygazers-DAO: The Decentralized Autonomous Organization, organised around the Skygazers-contract (0x...) on the Ethereum blockchain. - Skygazers-NFT: Non-fungible token, minted on contract (0x...) on the Ethereum blockchain - The Site: the Skygazers-app, used for all functionality revolving the minting and using of the Skygazers-NFT. ### Agreement to Terms By using our Site, you agree to be bound by these Terms. If you do not want to be bound by these Terms, do not use the Site. ### Conditions You may only request an NFT if You are: a Qualified Participant who has the right and authority, in accordance with relevant applicable laws and regulations, (see section "Who May Use the Site?"); and (ii) fully able and competent to satisfy the terms, conditions and obligations herein. By minting a Skygazers-NFT and submitting details of your digital wallet, you represent and warrant that you are a Qualified Participant and are able to hold the NFT. You acknowledge and agree that in some countries, and for certain people or entities, there may be restrictions on the acquisition, transfer or use of NFTs under applicable laws and regulations or restrictions on the sale or licence of NFTs, and therefore Your ability to accept, transfer or use the NFT may be limited or restricted without any liability of HSF. ### Privacy Policy No personal information whatsoever is intentionally collected, shared or used by the Site or the SkygazersDAO as a whole. ### Changes to these Terms or the Site We may update the Terms from time to time in our sole discretion. If we do, we will let you know by posting the updated Terms on the Site. It is important that you review the Terms whenever we update them or you use the Site. If you continue to use the Site after we have posted updated Terms, it means that you accept and agree to the changes. If you do not agree to be bound by the changes, you may not use the Site anymore. We may change or discontinue all or any part of the Site at any time, and without notice, at our sole discretion. ### Who May Use the Site? You are a Qualified Participant and thus may use the Site only if you are at least 18 years old, capable of minting an NFT, and not otherwise barred from using the Site under applicable law. ### Feedback We value your feedback on the Site, but please do not send us suggestions for improvements, creative ideas, designs, pitch portfolios, or other materials (collectively “Unsolicited Ideas”). This policy is aimed at avoiding potential disputes or misunderstandings when our Site might seem similar to Unsolicited Ideas that people submit. We may currently be developing, have already developed, or in the future may develop ideas or materials internally, or receive ideas or materials from other parties, that may be similar to Unsolicited Ideas. If you ignore this policy and send us your Unsolicited Ideas anyway, you thereby and under the Terms, grant us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable, and transferable license under any and all intellectual property or other rights that you own or control to use, copy, modify, create derivative works based upon, make, have made, sell, offer for sale, import, and otherwise exploit in any manner or medium whatsoever known now or in the future your Unsolicited Ideas for any purpose, without compensation to you. ### Governing Law and Forum Choice These Terms, and any action related thereto, will be governed by the Belgian law, without regard to its conflict of laws provisions. The exclusive jurisdiction for all Disputes (defined below) will be the state and federal courts located in Antwerp, BE, and you and Skygazers-DAO each waive any objection to jurisdiction and venue in such courts. ### Termination We may suspend or terminate your access to and use of the Site, at our sole discretion, at any time and without notice to you. ### Warranty Disclaimers. THE SITE IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM 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. We make no warranty that the Site will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, or reliability of any information or content on the Site. Any reliance you place on such information or content is strictly at your own risk. To the extent the Site enables you to interact with the Protocol, you understand that your use of the Protocol is entirely at your own risk. The Protocol is available on an “as is” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, quiet enjoyment, and non-infringement. You assume all risks associated with using the Protocol, and digital assets and decentralized systems generally, including but not limited to, that digital assets are highly volatile; you may not have ready access to assets; and you may lose some or all of your tokens or other assets. You agree that you will have no recourse against Skygazers-DAO for any losses due to your use of the Protocol. For example, these losses may arise from or relate to: (i) lost funds; (ii) server failure or data loss; (iii) corrupted cryptocurrency wallet files; (iv) unauthorized access; (v) errors, mistakes, or inaccuracies; or (vi) third-party activities. ### Indemnity You will indemnify and hold Skygazers-DAO and its affiliates and their respective officers, directors, employees, and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, costs, and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way related to (a) your access to or use of the Site, or (b) your violation of these Terms. ### Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER YUGA LABS NOR ITS SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, 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 THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT YUGA LABS 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. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE SKYGAZERS-DAO TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM THE USE OF OR INABILITY TO USE THE SITE, EXCEED TWO HUNDRED U.S. DOLLARS ($200). BY USING THE SITE, YOU ACKNOWLEDGE THAT THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE MATERIAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SKYGAZERS-DAO AND YOU. ### General Terms The Skygazers-DAO and its licensors exclusively own all right, title, and interest in and to the Site, including all associated intellectual property rights. You acknowledge that the Site is protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Site. These Terms constitute the entire and exclusive understanding and agreement between Skygazers-DAO and you regarding use of the Site, and these Terms supersede and replace all prior oral or written understandings or agreements between Skygazers-DAO and you regarding the Site. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. Except where provided by applicable law in your jurisdiction, you may not assign or transfer these Terms, by operation of law or otherwise, without Skygazers-DAO’ prior written consent. Any attempt by you to assign or transfer these Terms absent our consent or your statutory right, without such consent, will be null and void in its entirety. Skygazers-DAO may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and any permitted assigns. Any notices or other communications provided by Skygazers-DAO under these Terms will be given by posting to the Site. Waiver of Rights: Skygazers-DAO’ failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Skygazers-DAO. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.