Orange DAO

Last Updated: January 16th, 2023.

Welcome and thank you for your interest in CreatorDAO, Inc. (“CreatorDAO”, “we”, “us,” or “our”). This Terms of Use Agreement (“Terms,” and together with any applicable Supplemental Terms (defined below), the “Agreement”) describes the terms and conditions that apply to your use of the website located at www.creatordao.com and any of CreatorDAO’s other websites on which a link to these Terms appears (collectively, the “Website”), and (ii) the products, services, content, and other resources available on or enabled via our Website, including our [members-only community] (collectively with our Website, the “Service”). The terms “you” and “your”, as used in these Terms, refer to all individuals and entities accessing the Service for any reason. These Terms affect your rights, and you should read them carefully.

Section 24 (Arbitration Agreement) contains provisions that govern how to resolve disputes between you and us. Among other things, it provides, with limited exceptions, that all disputes between you and us will be resolved by binding and final arbitration.

1. Acceptance of the Agreement. By accessing or using the Service, you acknowledge and represent that you (1) have read, understood, agree to be bound by, and accept this Agreement; (2) are of legal age to form a binding contract with us; and (3) are not barred from using the Service under the laws of the United States, your place of residence, or any other applicable jurisdiction. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT USE THE SERVICE.

2. Changes and Updates to This Agreement. CreatorDAO may at any time, in its sole discretion, modify, add or remove portions of this Agreement. When changes are made, we will make a new copy of these Terms and/or Supplemental Terms, as applicable, available on the Service, and we will also update the “Last Updated” date at the top of this Agreement. If we make any material changes and you have registered an Account (defined below) with us, we will also send an email with an updated copy of this Agreement to you at the email address associated with your Account. Unless otherwise stated in such update, any changes to this Agreement will be effective immediately for users without an Account and thirty (30) days after posting for users with an Account. IF YOU DO NOT AGREE TO ANY CHANGE(S) AFTER RECEIVING A NOTICE OF SUCH CHANGE(S), YOU SHALL STOP USING THE SERVICE.

3. Right to Enter the Site. Subject to your ongoing compliance with this Agreement and CreatorDAO’s membership rules, as made available at [___] and as may be updated from time to time with or without notice to you (the “Membership Rules”), CreatorDAO grants you a limited non-exclusive, nontransferable, non-sublicensable, revocable license to enter and use the Service. Any unauthorized use of the Service terminates such permission. No person under the age of 18 may be a member of CreatorDAO or otherwise use the Service.

4. Supplemental Terms. Your use of, and participation in, certain features and functionality of the Service may be subject to additional terms (“Supplemental Terms”). Such Supplemental Terms will either be set forth in the applicable supplemental Service or will be presented to you for your acceptance when you sign up to use the supplemental Service. If these Terms are inconsistent with the Supplemental Terms, then the Supplemental Terms control with respect to such supplemental Service.

5. Account. To access certain features of the Service, you may be required to register an account on the Service (“Account”) and/or join the Service as a member. In registering an Account on the Service, you shall (i) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”), and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. Furthermore, you are responsible for all activities that occur under your Account. You shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Service by minors. You are responsible for any use of your credit card or other payment instrument by minors. You may not share your Account or password with anyone, and you agree to notify CreatorDAO immediately of any unauthorized use of your password or any other breach of security. If you provide any information that is untrue, inaccurate, incomplete or not current, or CreatorDAO has reasonable grounds to suspect that any information you provide is untrue, inaccurate, incomplete or not current, CreatorDAO has the right to suspend or terminate your Account and refuse any and all current or future use of the Service (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You shall not have more than one Account at any given time. CreatorDAO reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Service if you have been previously removed by CreatorDAO, or if you have been previously banned from any of the Service.

6. Ownership. You agree that CreatorDAO and its suppliers or licensors own all rights, title and interest in the Service (including but not limited to, any computer code, themes, objects, concepts, artwork, animations, sounds, audiovisual effects, methods of operation, moral rights, documentation, and software). You shall not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any the Service. CreatorDAO and all related stylizations, graphics, logos, service marks and trade names used on or with the Service are the trademarks of CreatorDAO and may not be used without permission in connection with your, or any third-party’s, products or services. Other trademarks, service marks and trade names that may appear on or in the Service are the property of their respective owners.

7. Posting Information on the Service; User Content. You acknowledge that any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through the Service (collectively, “Content”), is the sole responsibility of the party from whom such Content originated. This means that you, and not CreatorDAO, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available (“Make Available”) through the Service (“Your Content”), and that other users of the Service, and not CreatorDAO, are similarly responsible for all Content that they Make Available through the Service (“User Content”). Unless expressly agreed to by CreatorDAO in writing elsewhere, CreatorDAO has no obligation to store any of Your Content. CreatorDAO has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit, or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Service. Certain features and functionality of the Service may enable you to specify the level at which the Service restricts access to Your Content. In such cases, you are solely responsible for applying the appropriate level of access to Your Content. CreatorDAO does not claim ownership of Your Content. However, when you Make Available any Content on or to the Service, you represent that you own and/or have sufficient rights to Your Content to grant the license set forth below. Subject to any applicable Account settings that you select, you grant CreatorDAO a non-exclusive, transferable, perpetual, irrevocable, worldwide, fully-paid, royalty-free, sublicensable (through multiple tiers of sublicensees) right (including any moral rights) and license to use, copy, reproduce, modify, adapt, prepare derivative works from, translate, distribute, publicly perform, publicly display and derive revenue or other remuneration from Your Content (in whole or in part) for the purposes of operating and providing the Service to you and to our other users. Please remember that other users may be able to search for, see, use, modify and/or reproduce any of Your Content that you submit to any area of the Service that is accessible by other users. CREATORDAO IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT YOU MAKE AVAILABLE ON THE SERVICE.

8. Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to CreatorDAO through its suggestion or feedback page, forum, or similar pages (“Feedback”) is at your own risk and that CreatorDAO has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to CreatorDAO a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Service and/or CreatorDAO’s business.

9. User Conduct and Certain Restrictions. As a condition of use, you agree not to use the Service for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) to: (i) license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Service or any portion of the Service; (ii) frame or utilize framing techniques to enclose any trademark or logo located on the Service or any other portion of the Service (including images, text, page layout or form); (iii) use any metatags or other “hidden text” using CreatorDAO’s name or trademarks; (iv) modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Service except to the extent the foregoing restrictions are expressly prohibited by applicable law; (v) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the Service (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Service for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (vi) remove or destroy any copyright notices or other proprietary markings contained on or in the Service; (vii) impersonate any person or entity, including any employee or representative of CreatorDAO; (viii) interfere with or attempts to interfere with the proper functioning of the Service or use the Service in any way not expressly permitted by this Agreement, including but not limited to violating or attempting to violate any security features of the Service, introducing viruses, worms, or similar harmful code into the Service, or interfering or attempting to interfere with use of the Service by any other user, host, or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Service. Any unauthorized use of the Service terminates the licensed granted by CreatorDAO pursuant to this Agreement or (ix) take any action or Make Available any Content on or through the Service that: (A) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (B) constitutes unauthorized or unsolicited advertising, junk or bulk email; or (C) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes, without CreatorDAO’s prior written consent. You may not post or Make Available a photograph of another person without that person’s permission. The rights granted to you in this Agreement are subject to your compliance with the restrictions set forth in this section.

10. User Content Policy. You agree not to Make Available any User Content or take any action using the Service that: (i) may create a risk of, glorify, encourage, or threaten violence, harm, physical or mental injury, emotional distress, death, disability, disfigurement, self-harm, or any other loss or damage to you or any other person or to any animal or to any property; (ii) may discriminate against, degrade, shame, or harass, encourage, glorify, or promote violence toward any person or any groups of persons; (iii) contains or depicts sexual acts or sexually explicit or pornographic material; (iv) seeks to harm, exploit, or groom children by exposing them to inappropriate content or soliciting personally identifiable details or otherwise; (v) may constitute, contribute to, depict, or encourage, a crime, illegal activity, or a violation or infringement of any third party’s rights; (vi) solicits or seeks to obtain or discloses the personal information of any other person; (vii) you do not have the right to Make Available or to take under any law or under contractual or fiduciary relationships; (viii) deceptively impersonates another person or entity or contains information that is fraudulent or that you know is not correct and current; (ix) we deem to be otherwise unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable; or (x) we deem objectionable or inappropriate for the CreatorDAO community, in our sole discretion.

11. Fees and Purchase Terms. You shall pay all fees or charges (“Fees”) to your Account in accordance with the fees, charges and billing terms in effect at the time a Fee is due and payable. By providing CreatorDAO [and/or our Third-Party Service Provider] with your payment information, you agree that CreatorDAO [and/or our Third-Party Service Provider] is authorized to immediately invoice your Account for all Fees due and payable to CreatorDAO hereunder and that no additional notice or consent is required. You shall immediately notify CreatorDAO of any change in your payment information to maintain its completeness and accuracy. CreatorDAO reserves the right at any time to change its prices and billing methods in its sole discretion. You agree to have sufficient funds or credit available upon placement of any order to ensure that the purchase price is collectible by us. Your failure to provide accurate payment information to CreatorDAO [and/or our Third-Party Service Provider] or our inability to collect payment constitutes your material breach of this Agreement. Except as set forth in this Agreement, all Fees for the Service are non-refundable.

12. Taxes. The Fees do not include any Sales Tax (defined below) that may be due in connection with the Service provided under this Agreement. If CreatorDAO determines it has a legal obligation to collect Sales Tax from you in connection with this Agreement, CreatorDAO shall collect such Sales Tax in addition to the Fees. If any services, or payments for any services, under this Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to CreatorDAO, you shall be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you shall indemnify CreatorDAO for any liability or expense CreatorDAO may incur in connection with such Sales Taxes. Upon CreatorDAO’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” means any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.

13. Tokens and Membership Points. From time to time, CreatorDAO may offer tokens and other membership rewards points in connection with your status as a CreatorDAO member (each such program and collectively, the “Rewards Program”). The terms applicable to any such Rewards Program will be as set forth on the Service. CreatorDAO reserves the right to modify or terminate any such Rewards Program at any time, for any or no reason, with or without notice to you.

14. Electronic Communications. The communications between you and CreatorDAO may take place via electronic means, whether you visit the Service or send CreatorDAO emails, or whether CreatorDAO posts notices on the Service or communicates with you via email. For contractual purposes, you (i) consent to receive communications from CreatorDAO in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that CreatorDAO electronically provides to you satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq.

15. Privacy and Data Security Policies. Your privacy is important to CreatorDAO. Please review [CreatorDAO’s Privacy Policy] regarding information we collect through your use of the Service, the terms of which are incorporated herein by reference.

16. Groups on the Service. CreatorDAO may provide you the ability to participate in certain membership and social networking groups and other areas on the Service where you can post content and interact with other users (the “Groups”). Your participation in the Groups may be subject to Supplemental Terms applicable to such Groups (“Group Rules”) that require you to agree to them as a condition to joining the applicable Group. Certain other users may, either individually or as a collective, be responsible for moderating such Groups and ensuring compliance with the Group Rules, in each case in accordance with the Group Rules. You expressly acknowledge and agree that such other user(s), and not CreatorDAO, are responsible for any action or inaction taken by such user(s).

17. Interactions with Other Users. You are solely responsible for your interactions with other users of the Service and any other parties with whom you interact through the Service; provided, however, that CreatorDAO reserves the right, but has no obligation, to intercede in any disputes between you and any other users. You agree that CreatorDAO will not be responsible for any liability incurred as the result of your interactions with other users. YOU UNDERSTAND THAT CREATORDAO DOES NOT CURRENTLY CONDUCT CRIMINAL BACKGROUND CHECKS ON ITS USERS. CREATORDAO ALSO DOES NOT INQUIRE INTO THE BACKGROUNDS OF ITS USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS USERS. CREATORDAO MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS, OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS. CREATORDAO RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS AT ANY TIME AND TO USE AVAILABLE PUBLIC RECORDS FOR ANY PURPOSE. The Service may contain User Content provided by other users. CreatorDAO is not responsible for and does not control User Content. CreatorDAO does not approve or endorse, or make any representations or warranties with respect to, User Content. You use all User Content and interact with other users at your own risk.

18. Group Moderation. Moderating a Group is an unofficial, voluntary position that may be available to you or other users of the Service. We are not responsible for any action taken by the moderators. We reserve the right to revoke or limit a user’s ability to moderate at any time and for any or no reason. If you choose to moderate a Group, you agree (i) to follow the Agreement and any Group Rules; (ii) to take appropriate action in response to reports related to the Group that you moderate; (iii) that you are not, and you shall not represent that you are, authorized to act on our behalf; (iv) not to enter into any agreement with any third party on behalf of us or any Group that you moderate; (v) that you shall not moderate any Group in exchange for any compensation from any third party; (vi) that you will use any non-public information to which you get access in connection with moderation only for the purposes of moderation; and (vii) any Group Rules you create for the Group that you moderate will not conflict with this Agreement.

19. Third-Party, Websites, Applications, and Ads. The Service may contain links to third-party websites, applications and advertisements for third parties (collectively, the “Third-Party Services”). When you click on a link to a Third-Party Service, we will not warn you that you have left the Service and you become subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Services are not under the control of CreatorDAO. CreatorDAO is not responsible for any Third-Party Services. CreatorDAO provides these Third-Party Services only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services, or any product or service provided in connection therewith. You use all links in Third-Party Services at your own risk. When you leave our Service, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation.

20. Term and Termination. The term of this Agreement commences on the date when you accept this Agreement, and continues in full force and effect while you use the Service, unless terminated earlier in accordance with this Agreement. CreatorDAO may suspend or terminate your use of the Service for any reason, including, without limitation, if CreatorDAO believes that you have violated or acted inconsistently with this Agreement. CreatorDAO may also modify or discontinue providing the Service, or any part thereof, with or without notice. CreatorDAO is not liable to you or any third-party for any termination of your access to the Service, or any modification or termination of the Service. Upon termination of the Service or the applicable feature or functionality thereof, your right to use the Service or the applicable feature or functionality thereof will automatically terminate, and we may delete Your Content associated therewith from our live databases. If we terminate your Account for cause, we may also bar your further use or access to the Service. CreatorDAO will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of this Agreement which by their nature should survive, will survive termination of Service, including without limitation, ownership provisions, warranty disclaimers, and limitations of liability.

21. Cryptocurrency and other Digital Assets. When you use the Service in connection with cryptocurrency, nonfungible tokens, or other digital assets (“Digital Assets”), including without limitation to make a purchase using Digital Assets or to use Digital Assets on the Service, you acknowledge and agree that: (i) when you purchase or otherwise acquire a Digital Asset, you agree that you have read, understand, and agree to be bound by any terms and conditions applicable to the use and sale of that Digital Asset. We may set limits on or other terms regarding the sale of Digital Assets on or through the Service; (ii) the prices of Digital Assets can be extremely volatile. Fluctuations in the price of other Digital Assets could materially and adversely affect Digital Assets available through the Service, which may also be subject to significant price volatility; (iii) you are solely responsible for determining what, if any, taxes apply to your transactions involving Digital Assets; (iv) Digital Assets exist and can be transferred only by virtue of the ownership record maintained on the blockchain supporting such Digital Assets; (v) there are risks associated with using Digital Assets, including but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to your information; (vi) the legal and regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is evolving, and new regulations or policies may materially adversely affect the Service, including any Digital Assets used in connection herewith; (vii) there are risks associated with purchasing Digital Assets, including but not limited to, the risk of purchasing counterfeit assets, mislabeled assets, assets that are vulnerable to metadata decay, assets on smart contracts with bugs, and assets that may become untransferable; and (viii) CreatorDAO reserves the right to hide collections, contracts, and assets that CreatorDAO suspects or believes may violate this Agreement. Digital Assets you purchase may become inaccessible on the Service. Under no circumstances shall the inability to access or view your assets on or through the Service serve as grounds for a claim against CreatorDAO. When you use the Service in connection with Digital Assets, including without limitation to make a purchase of Digital Assets through the Service, you represent and warrant to and for the benefit of CreatorDAO, its affiliates and its and their respective representatives that: (A) you are sophisticated, experienced and knowledgeable in the use of any Digital Assets, as applicable. Additionally, you have conducted an independent investigation of the Service and the matters contemplated by this Agreement, have formed your own independent judgment regarding the benefits and risks of and necessary and desirable practices regarding the foregoing, and, in making the determination to use any Digital Assets using the Service, you have relied solely on the results of such investigation and such independent judgement. Without limiting the generality of the foregoing, you understand, acknowledge and agree that the legal requirements pertaining to blockchain technologies and Digital Assets generally are uncertain, and you have conducted an independent investigation of such potentially applicable legal requirements and the resulting risks and uncertainties, including the risk that one or more governmental entities or other persons may assert that any Digital Assets may constitute securities under applicable legal requirements. You hereby irrevocably disclaim and disavow reliance upon any statements or representations made by or on behalf of, or information made available by, CreatorDAO, in determining to enter into this Agreement, purchase any Digital Assets or use the Service; (B) there is no legal proceeding pending that relates to your activities relating to the use of Digital Assets or blockchain technology related activities; and (C) you have not failed to comply with, and have not violated, any applicable legal requirement relating to any blockchain technologies, token trading or use of Digital Assets. No investigation or review by any governmental entity is pending or, to your knowledge, has been threatened against or with respect to you, nor does any government order or action prohibit you or any of your representatives from engaging in or continuing any conduct, activity or practice relating to Digital Assets.

22. Indemnity. You shall indemnify and hold CreatorDAO, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “CreatorDAO Party” and collectively, the “CreatorDAO Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (i) Your Content; (ii) your use of, or inability to use, the Service; (iii) your violation of this Agreement; (iv) your violation of any rights of another party, including any user; or (v) your violation of any applicable laws, rules or regulations. CreatorDAO reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with CreatorDAO in asserting any available defenses. This provision does not require you to indemnify any of the CreatorDAO Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Service provided hereunder. You agree that the provisions in this section will survive any termination of your Account, this Agreement and/or your access to the Service.

23. No Warranty; Disclaimers. THE SITE IS PROVIDED “AS IS,” AND CREATORDAO AND ITS SUPPLIERS AND COBRANDED PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES OR CONDITIONS OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY), INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, CREATORDAO DOES NOT PROMISE OR WARRANT TO YOU THAT ANY ASPECT OF THE SITE WILL WORK PROPERLY, OPERATE ERROR-FREE, OR BE AVAILABLE CONTINUOUSLY. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CREATORDAO OR THROUGH OR FROM THE SITE CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. THE CREATORDAO PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICE WILL MEET YOUR REQUIREMENTS (SUCH AS THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICE); (2) YOUR USE OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE ADVICE, RESULTS, OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights, and you may also have other legal rights, which vary from state to state.

24. Limitation of Liability. YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE CREATORDAO PARTIES (A) ARE NOT LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF CREATORDAO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER ARISING (INCLUDING NEGLIGENCE), AND (B) WILL IN NO EVENT BE LIABLE TO YOU FOR ANY CLAIMS ARISING FROM YOUR USE OF THE SERVICE OR THIS AGREEMENT IN AN AMOUNT GREATER THAN THE GREATER OF (i) THE TOTAL AMOUNT PAID TO CREATORDAO BY YOU DURING THE THREE-MONTH period prior to the act, omission or occurrence giving rise to such liability; (ii) $50; OR (iii) IF APPLICABLE, THE STATUTORY REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. Some jurisdictions do not allow the foregoing limitations of liability, so they may not apply to you.

25. Release. You hereby release and forever discharge the CreatorDAO Parties from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Service (including any interactions with, or act or omission of, other users of the Service or any Third-Party Services). YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, OR ANY SIMILAR LAW OR RULE OF ANY OTHER JURISDICTION, WHICH STATES IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

26. Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

27. Notice and Procedure for Making Claims of Copyright Infringement. It is CreatorDAO’s policy to terminate membership privileges of any user who repeatedly infringes copyright, trademark, or other intellectual property rights upon prompt notification to CreatorDAO by the respective intellectual property owner or their legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Service in a way that constitutes intellectual property rights infringement, please provide our designated intellectual property agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright, trademark, or other intellectual property right; (ii) a description of the copyrighted work, trademark, or other intellectual property right that you claim has been infringed; (iii) a description of the location on the Service of the material that you claim is infringing; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright, trademark, or other intellectual property right owner, its agent or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright, trademark, or other intellectual property right owner or authorized to act on the copyright, trademark, or other intellectual property right owner’s behalf. Contact information for CreatorDAO’s designated agent for notice of claims of infringement is as follows:[Insert information]

28. International Users; Void Where Prohibited. The Service may be accessed from countries around the world and may contain references to services and Content that are not available in your country. These references do not imply that CreatorDAO intends to announce such service or Content in your country. The Service is controlled and offered by CreatorDAO from its facilities in the United States of America. CreatorDAO makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other countries do so at their own volition and are responsible for compliance with local law.

29. ARBITRATION AGREEMENT. Please read this section (the “Arbitration Agreement”) carefully. It is part of your contract with CreatorDAO and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

a. Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and CreatorDAO agree that any dispute, claim, disagreements arising out of or relating in any way to your access to or use of the Service, any communications you receive, any products sold or distributed through the Service or this Agreement and prior versions of this Agreement, including claims and disputes that arose between you and us before the effective date of this Agreement (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (i) you and CreatorDAO may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (ii) you or CreatorDAO may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of this Agreement as well as claims that may arise after the termination of this Agreement.

b. Informal Dispute Resolution. There might be instances when a Dispute arises between you and CreatorDAO. If that occurs, CreatorDAO is committed to working with you to reach a reasonable resolution. You and CreatorDAO agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and mutually beneficial outcome (“Informal Dispute Resolution”). You and CreatorDAO therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you will also participate in the conference.

The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within forty-five (45) days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties. Notice to CreatorDAO that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to [email address] or regular mail to our offices located at [insert address]. The Notice must include: (1) your name, telephone number, mailing address, e‐mail address associated with your Account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of your Dispute.

The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Dispute. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section.

c. Waiver of Jury Trial. YOU AND CREATORDAO HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and CreatorDAO are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 19.a (Applicability of Arbitration Agreement). There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

d. Waiver of Class and Other Non-Individualized Relief. YOU AND CREATORDAO AGREE THAT, EXCEPT AS SPECIFIED IN SECTION 19.i (BATCH ARBITRATION), EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under Section 19.i (Batch Arbitration). Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this section are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and CreatorDAO agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of [____]. All other Disputes shall be arbitrated or litigated in small claims court. This section does not prevent you or CreatorDAO from participating in a class-wide settlement of claims.

e. Rules and Forum. This Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Informal Dispute Resolution process described above does not resolve satisfactorily within sixty (60) days after receipt of your Notice, you and CreatorDAO agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The arbitration will be administered by the American Arbitration Association (“AAA”), in accordance with the Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this section of this Arbitration Agreement. The AAA Rules are currently available at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf.

A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the Account username (if applicable) as well as the email address associated with any applicable Account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.

If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery.

Unless you and CreatorDAO otherwise agree, or the Batch Arbitration process discussed in Section 19.i (Batch Arbitration) is triggered, the arbitration will be conducted in the county where you reside. Subject to the AAA Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any AAA fees and costs will be solely set forth in the applicable AAA Rules.

You and CreatorDAO agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and shall be subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.

f. Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then the AAA will appoint the arbitrator in accordance with the AAA Rules, provided that if the Batch Arbitration process under Section 19.i (Batch Arbitration) is triggered, the AAA will appoint the arbitrator for each batch.

g. Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (1) all Disputes arising out of or relating to Section 19.d (Waiver of Class and Other Non-Individualized Relief), including any claim that all or part of Section 19.d (Waiver of Class and Other Non-Individualized Relief) is unenforceable, illegal, void or voidable, or that such Section 19.d (Waiver of Class and Other Non-Individualized Relief) has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in Section 19.i (Batch Arbitration), all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in Section 19.i (Batch Arbitration). The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.

h. Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or CreatorDAO need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys’ fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.

i. Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and CreatorDAO agree that in the event that there are one-hundred (100) or more individual Requests of a substantially similar nature filed against CreatorDAO by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), the AAA shall (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).

j. All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by CreatorDAO.

You and CreatorDAO agree to cooperate in good faith with the AAA to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.

This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.

k. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: [insert address], within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address associated with your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

l. Invalidity, Expiration. Except as provided in Section 19.d (Waiver of Class and Other Non-Individualized Relief), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with CreatorDAO as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.

m. Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if CreatorDAO makes any future material change to this Arbitration Agreement, we will notify you. Unless you reject the change within thirty (30) days of such change become effective by writing to CreatorDAO at [insert address], your continued use of the Service, including the acceptance of products and services offered on the Service following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of this Agreement and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Service, any communications you receive, any products sold or distributed through the Service or this Agreement, the provisions of this Arbitration Agreement as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement) remain in full force and effect. CreatorDAO will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of this Agreement.

30. Investigations. CreatorDAO may in its sole discretion, but is not obligated to, monitor or review your use of the Service at any time. If CreatorDAO becomes aware of any possible violations by you of any provision of this Agreement, CreatorDAO may investigate such violations, and, at its sole discretion, immediately suspend or terminate your license to use the Service without prior notice to you. If, as a result of the investigation, CreatorDAO believes that criminal activity may have occurred, CreatorDAO reserves the right, but CreatorDAO will not have any obligation, to refer the matter to, and to cooperate with, any and all applicable legal authorities. CreatorDAO is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Service, including Your Content, in CreatorDAO’s possession in connection with your use of the Service, (i) to comply with applicable laws, legal process or governmental request; (ii) to enforce this Agreement, (iii) to respond to any claims that User Content violates the rights of third parties, (iv) to respond to your requests for customer service, or (v) to protect the rights, property or personal safety of CreatorDAO, its users, or the public, and all law enforcement or other government officials, as CreatorDAO in its sole discretion believes to be necessary or appropriate. By agreeing to this Agreement, you hereby provide your irrevocable consent to the fore going. You acknowledge and agree that you have no expectation of privacy concerning your use of the Service, including without limitation text, voice, or video communications.

31. General. If any portion of this Agreement is deemed unenforceable, that portion will be enforced to the maximum extent possible so as to effect the parties’ intent as reflected by that provision, and the remaining portions of this Agreement will be given full effect. CreatorDAO’s failure to act in a particular circumstance, including any failure by CreatorDAO to enforce or exercise any provision of this Agreement, does not waive the ability to act with respect to that circumstance or similar circumstances in the future. CreatorDAO will be excused for any failure to perform to the extent that its performance is prevented by any reason outside of its reasonable control. No agency, partnership, joint venture, employment or franchise relationship is intended or created by this Agreement. CreatorDAO may assign its rights and obligations under this Agreement to an entity that acquires all or substantially all of the assets of CreatorDAO or to any subsidiary or successor in a merger or acquisition involving CreatorDAO. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such. subject matter. If you have any questions, complaints or claims with respect to the Service, please contact us at: [_________]. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation. THIS AGREEMENT AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.