TERMS & CONDITIONS
TERMS OF USE OF WHITEWALLS.ART
Welcome to White Walls. These Terms of Use govern your use of our website, including the: software; applications, token-based assets such as non-fungible tokens (“NFT(s)”); smart contract code; or functionalities provided on or in connection with our Website (collectively, our “Products”) offered by Museum, LLC (“we” “us” or “our”).
1. Agreement to the Terms
You acknowledge that you accept these Terms and they are effective as of the date that you first access or use our Products (the “Effective Date”).
2. You Must be 18 or Older
You may only interact with our Products, including the website and applications, if you are 18 years or older and capable of forming a binding contract with us. Otherwise, you may not use the Website or interact with our Products.
3. Privacy Policy Incorporation
Your use of this Website is also governed by the White Walls Privacy Policy which is incorporated by reference into these Terms. The Privacy Policy can be found here.
4. Right to Modify the Terms
We may need to change these terms to deal with additional features which we introduce, to reflect changes in law, or to reflect updates to best practices. We reserve the right to change or modify these Terms at any time at our discretion. If we make material changes to these Terms, we will provide notice of the changes by updating the “Last Updated” date at the beginning of these Terms. By continuing to access or use our Products, you confirm your acceptance of the revised Terms.
5. Assumption of Risks
- Third Party Applications: The Website may include links to other websites, or require the use of applications, plugins or extensions, or other online services, that belong to third parties (“Third Party Applications”). You acknowledge and agree that we are not responsible and shall have no liability for the content, quality, your interactions with, or any actions taken by such Third Party Applications. You agree to assume all risks from using or arising from any Third Party Applications.
- External Resources: Through this Application Users may have access to external resources provided by third parties. Users acknowledge and accept that the Owner has no control over such resources and is therefore not responsible for their content and availability.
Conditions applicable to any resources provided by third parties, including those applicable to any possible grant of rights in content, result from each such third parties’ terms and conditions or, in the absence of those, applicable statutory law.
- Blockchains: You acknowledge that blockchain technologies are evolving rapidly, and that the risks associated with deploying, testing, transacting on and otherwise using such technologies may not be fully known, and you hereby assume all such risks, known and unknown, whether they currently exist or develop in the future. You further agree that Museum, LLC and its affiliates, officers, directors, employees, shareholders, contractors, attorneys, advisers and agents shall have no liability in connection with the risks of using such technologies. Without limiting the generality of the foregoing, you hereby assume all risks associated with the potential unauthorized access to, or theft or loss of, any wallets, smart contracts, and/or token-based assets and token content that you use in connection with the Products.
- Regulatory Risks: You acknowledge that the regulatory regime governing blockchain technologies, non-fungible tokens, cryptocurrencies, and other digital assets is uncertain, and new regulations, policies, or other legal developments may materially adversely affect the development or continuation of the Products.
6. Non-Custodial Service Provider
By using the Products, you acknowledge that although we provide tools to interact with your NFTs and other blockchain assets, such as by facilitating smart contract and blockchain interactions, we are a non-custodial service provider.
7. Your Responsibilities for Account Security
By accepting these Terms you acknowledge that it is your personal responsibility to maintain at all times adequate security and control of all of your account details, passwords, private keys, recovery or seed phrases, personal information and identification numbers, and any other information that you use to access or interact with the Products.
8. Taxes
Museum, LLC makes every effort to comply with National and Local tax laws, including collection and remittance of applicable Sales Taxes. We are not responsible for determining the withholding, use, value added, transfer, or other taxes, together with any interest and penalties imposed with respect thereto (“Taxes”), that may apply to transactions involving the Products. You agree that you are solely responsible for determining what, if any, Taxes apply to your transactions, and you agree to withhold, collect, report and remit any applicable Taxes to the appropriate taxing authorities.
9. Termination
We may suspend or terminate your access to the Website at any time, with or without notice, and at our sole discretion. However, upon termination, the following sections of these Terms shall still apply: 8, 9, 10, 11, 12, and 13.
10. Disclaimer of Warranties
OUR WEBSITE AND ALL PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, MUSEUM, LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We do not guarantee that the Website or any Products will meet your requirements or be available uninterrupted, secure, or free of errors. We are not responsible for the accuracy, completeness, reliability, or timeliness of the information or content provided on the Website. Any reliance you place on such information is strictly at your own risk.
11. Indemnification
You agree to defend, indemnify, and hold harmless Museum, LLC, its affiliates, officers, directors, employees, contractors, licensors, and agents from and against any claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of and access to our Website or Products; (b) your violation of any part of these Terms; (c) your violation of any third-party right, including without limitation any copyright, privacy, or property right; or (d) any claim that your use of the Website or Products caused damage to a third party. This defense and indemnification obligation will survive these Terms and your use of the Website.
12. Limitation of Liability
We will not be liable for any indirect, incidental, special, consequential, or punitive damages. This includes, but is not limited to, damages for loss of profits, data, use, goodwill, or other intangible losses. These damages can result from several scenarios, including but not limited to: (i) your access to, use of, or inability to access or use the Products; (ii) the conduct or content of any third party on the Website; (iii) any content obtained from the Website; and (iv) unauthorized access to, use of, or alteration of your transmissions or content. This limitation applies regardless of the legal theory of liability (be it warranty, contract, tort, including negligence, or otherwise) and even if we have been advised of the possibility of such damages or if a remedy set forth herein is found to have failed of its essential purpose.
The limitations of damages described above are intended to be fundamental elements of this agreement between Museum, LLC and you. They are intended to apply even if this agreement is found to have failed of its essential purpose.
- Prevalence of National or Supranational Law: However, regardless of the above, if the law of the country that the User is located in provides for higher applicable consumer protection standards, such higher standards shall prevail.
- Australia: Nothing in these Terms excludes, restricts or modifies any guarantee, condition, warranty, right or remedy which the User may have under the Competition and Consumer Act 2010 (Cth) or any similar State and Territory legislation and which cannot be excluded, restricted or modified (non-excludable right). To the fullest extent permitted by law, our liability to the User, including liability for a breach of a non-excludable right and liability which is not otherwise excluded under these Terms of Use, is limited, at the Owner’s sole discretion, to the re-performance of the services or the payment of the cost of having the services supplied again.
- European Union: The above does not apply to any Users that qualify as European Consumers, nor to Consumers based in the United Kingdom, Norway or Iceland.
- Switzerland: If the User qualifies as a Consumer in Switzerland, Swiss law will apply.
- Brazil: If the User qualifies as a Consumer in Brazil and the product and/or service is commercialized in Brazil, Brazilian law will apply.
13. General Provisions
- Entire Agreement: These Terms, along with the White Walls Privacy Policy, embody the full agreement between you and Museum, LLC. They supersede all prior discussions, agreements, representations, and understandings between you and Museum, LLC, including previous versions of these Terms.
- Modification: Exceptions to these Terms may only be granted in a writing signed by authorized representatives of both parties.
- Notice: All notices under these Terms must be in writing and transmitted via email. Notice will be deemed to have been duly given when receipt is electronically confirmed. You agree that notices may be sent to you using an email address you provide.
- Relationship of the Parties: You and Museum, LLC are independent entities. Nothing in these Terms is to be construed as creating any agency, partnership, joint venture, employment, or any form of joint enterprise between the parties. Neither party has the authority to make contracts or enter into agreements on behalf of the other.
- No Third Party Beneficiaries: These Terms are solely for the benefit of and enforceable by you and Museum, LLC. They do not provide any rights, remedies, or claims to any third parties.
- Governing Law, Jurisdiction, & Venue: These Terms and any related matters or disputes shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law provisions. Any claim, action or proceeding by either party shall be brought only in any court located in the State of Texas. The parties hereby irrevocably submit to the personal and exclusive jurisdiction of these courts and waive the defense of inconvenient forum.
- Claims & Dispute Resolution: Should disputes or claims arise under these Terms, the parties agree to first seek resolution through good faith negotiations. If unresolved within thirty (30) days, either party may then pursue legal action. All claims related to these Terms must be brought within one (1) year from when the claim arose, or be forever barred.
- Assignment: These Terms, or any rights or obligations hereunder, may not be transferred or assigned by either party without written consent from the other, except to a successor in interest in the event of a merger, acquisition, sale of assets, or similar transaction by which a party transfers all or substantially all of its assets or business related to these Terms.
- Waiver & Severability: Failure by either party to enforce any right or provision of these Terms does not constitute a waiver of that right or provision. Should any provision of these Terms be found unenforceable or invalid in any jurisdiction, such invalidity or unenforceability does not affect the remainder of the Terms, nor does it affect the validity or enforceability of such provision in any other jurisdiction.
14. Availability
To ensure the best possible service level, the Owner reserves the right to interrupt the Service for maintenance, system updates or any other changes, informing the Users appropriately.
Within the limits of law, the Owner may also decide to suspend or discontinue the Service altogether. If the Service is discontinued, the Owner will cooperate with Users to enable them to withdraw Personal Data or information and will respect Users' rights relating to continued product use and/or compensation, as provided for by applicable law.
Additionally, the Service might not be available due to reasons outside the Owner’s reasonable control, such as “force majeure” events (infrastructural breakdowns or blackouts etc.).
15. Intellectual Property
Without prejudice to any more specific provision of these Terms, any intellectual property rights, such as copyrights, trademark rights, patent rights and design rights related to our Products are the exclusive property of Museum, LLC or its licensors and are subject to the protection granted by applicable laws or international treaties relating to intellectual property.
In particular, but without limitation, Users may not copy, download, share (beyond the limits set forth below), modify, translate, transform, publish, transmit, sell, sublicense, edit, transfer/assign to third parties or create derivative works from the content available on this Application, nor allow any third party to do so through the User or their device, even without the User's knowledge.
Users may not reproduce, duplicate, copy, sell, resell or exploit any portion of this Application and of its Service without the Owner’s express prior written permission, granted either directly or through a legitimate reselling program.
- Our Products may be used to access publicly available information and images stored on the internet. The Owner undertakes its utmost effort to ensure that the content provided on this Application infringes no applicable legal provisions or third-party rights. However, it may not always be possible to achieve such a result. In such cases, without prejudice to any legal prerogatives of Users to enforce their rights, Users are kindly asked to preferably report related complaints using the contact details provided in this document. We make no representations or warranties regarding the content accessed by our Products related to Intellectual Property Rights, availability, or suitability to the public.
- Where explicitly stated in our Products, Users may download, copy and/or share some content available through our Products for their sole personal and non-commercial use and provided that the copyright attributions and all the other attributions requested by Museum, LLC are correctly implemented.
16. Contact Information
If you have any questions about these Terms or the Products, please contact us at:
Museum, LLC. 1209 S 10th St. STE A #420 McAllen TX, 78501
Owner contact email: cabal@whitewalls.art
Latest update: May 15, 2024
