This Agreement is between you and Knights of Degen, Inc., a Delaware corporation, together with its subsidiaries and affiliates, (“KoD”, “we”, “our” or “us”), the operators of the Platform. This Agreement hereby incorporates by this reference any additional terms and conditions with respect to the Platform posted by KoD on the Platform, sent to you by email, or otherwise made available to you by KoD, including without limitation, during the creation, acquisition, transfer, or modification of certain Digital Assets (as defined below).
We may, in our sole and absolute discretion, without liability to you or any third-party, refuse to let you use of the Platform. Such actions may be taken as a result of a number of factors, including without limitation legal or regulatory requirements or demand, our discretion, or your violation of the terms of this Agreement. We may also temporarily suspend your access to the Platform due to technical problems.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT IMPACT YOUR RIGHTS ABOUT HOW TO RESOLVE DISPUTES. PLEASE READ IT CAREFULLY.
KoD may offer and / or distribute certain digital assets built on blockchain or distributed ledger technology, including, but not limited to, fungible digital tokens or cryptocurrency, and / or non-fungible tokens or digital assets that are designed to certify such digital asset to be unique and therefore not interchangeable with other digital assets (collectively, “Digital Assets”). “Digital Assets” include the collections created by KoD commonly known as the “Knights,” the “Steeds” and the “Goblets.”
The Platform may enable you to engage in several activities, which are described more fully on the Site. You are solely responsible for the management, protection, and security of the mechanism whereby you store, and / or transfer to or from, your Digital Assets, including, but not limited to, any software applications hosted by third parties (collectively, a “Wallet”) and validating all transactions involving your Digital Assets interacting with certain software that provides a means for transacting in and / or transferring Digital Assets (“Smart Contracts”) generated by the Platform or any third party before confirming any transfer of Digital Assets. There is no way that any transaction with an Ethereum Smart Contract can be undone or reversed. Accordingly, transactions made through the Platform cannot be reversed.
Subject to certain limitations set forth herein and your continued compliance with these Terms, you own the Digital Assets you acquire or purchase on the Platform, including, but not limited to, the underlying artwork included therein. Ownership of Digital Assets are mediated entirely by Ethereum Smart Contracts and the Ethereum network. KoD will never seize, freeze, or otherwise modify the ownership of any Digital Asset unless it has not been lawfully and legitimately acquired or purchased. Except as required by a facially valid court order, instructed by you, or except as provided herein, KoD will not sell, transfer, loan, hypothecate, or otherwise alienate your Digital Assets.
Title to your Digital Assets will at all times remain with you and will not transfer to KoD. None of your Digital Assets are the property of, or will or may be loaned to, KoD without your written consent. As the owner of your Digital Assets, you will bear all risk of loss of Digital Assets. KoD does not represent or treat your Digital Assets as belonging to KoD. KoD will have no liability for fluctuations in the value of Digital Assets created, minted, purchased, acquired, or made available on the Platform.
Subject to your continued compliance with these Terms KoD grants you a worldwide, royalty-free license to use, copy, and display Digital Assets purchased from KoD, along with any extensions that you choose to create or use, for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Digital Asset, provided that the marketplace cryptographically verifies each Digital Asset owner’s rights to display the underlying artwork for their Digital Asset to ensure that only the actual owner thereof can display such Digital Asset; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of your Digital Asset, provided that such website/application cryptographically verifies each Digital Asset owner’s rights to the underlying artwork for such Digital Asset to ensure that only the actual owner of such Digital Asset can display the Digital Asset, and provided that such Digital Asset is no longer visible once the owner thereof leaves such website/application.
Subject to your continued compliance with these Terms, KoD grants you an unlimited, worldwide license to use, copy, and display any Digital Assets purchased from KoD for the purpose of creating derivative works based upon the underlying art thereof (“Commercial Use”). Examples of such Commercial Use would be the use of the underling art to produce and sell merchandise products (e.g., T-Shirts, etc.), displaying copies of the underlying art, etc. For the sake of clarity, nothing herein will be deemed to restrict you from (a) owning or operating a marketplace that permits the use and sale of Digital Assets purchased from KoD, provided that the marketplace cryptographically verifies each Digital Asset owner’s rights to the underlying artwork for such Digital Asset to ensure that only the actual owner of such Digital Asset can display the Digital Asset; (b) owning or operating a third party website or application that permits the inclusion, involvement, or participation of Knights generally, provided that such website or application cryptographically verifies each Digital Asset owner’s rights to the underlying artwork for such Digital Asset to ensure that only the actual owner of such Digital Asset can display the Digital Asset and provided that such Digital Asset is no longer visible once the owner of the thereof leaves the website/application; or (c) earning revenue from any of the foregoing.
Although you own the Digital Assets you acquire through the Platform, the Platform and any content, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) created or developed by or for KoD, are owned by KoD, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. KoD grants you a revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free and worldwide right and license to access and use the Platform solely in strict compliance with the provisions of these Terms and as permitted by the functionalities of the Platform available to you. KoD’s name and all related names, logos, product and service names, marks, trademarks, graphics, designs, artwork, photos, videos, audio, software, mottos, and slogans (collectively, “KoD IP”) are trademarks of KoD, its associates, affiliates, or licensors. You must not use KoD IP without the prior written permission of KoD. All other names, logos, product and service names, designs, and slogans on this Platform are the trademarks of their respective owners.
KoD reserves all rights not expressly granted to you in this section. Accordingly, nothing in this Agreement or on the Platform will be construed as granting to you, by implication, estoppel or otherwise, any additional license rights in and to the Platform, or any KoD IP located or displayed on or within the Platform or elsewhere.
YOU ACKNOWLEDGE AND AGREE THAT (i) KOD HAS NO CONTROL OVER ANY WALLET THAT YOU MAY USE IN CONNECTION WITH YOUR USE OF THE PLATFORM; (ii) ALL WALLETS ARE PROVIDED BY THIRD-PARTIES; (iii) KOD HAS NO RIGHT OR ABILITY TO CONTROL THIRD-PARTIES WHO PROVIDE WALLETS; (iv) ANY DISPUTE BETWEEN YOU AND ANY THIRD-PARTY WALLET PROVIDER IS BETWEEN YOU AND THAT THIRD-PARTY WALLET PROVIDER; AND (v) THAT KOD IS NOT LIABLE FOR ANY ISSUES OR LOSSES CAUSED BY USE OF THIRD-PARTY WALLETS.
You are responsible for maintaining the confidentiality and security of the devices that you use to access the Platform. You are also responsible for maintaining the security of your Wallet(s), and for ensuring that no unauthorized person has access to your Wallet(s), any private keys, or any devices that you utilize in connection with the Platform.
We will not be liable for any loss or damage arising from your failure to protect your devices or your Wallet(s).
It is your sole responsibility to provide accurate information to us. You are solely responsible for ensuring the accuracy and completeness of all information and materials that you provide to use in connection with your use of the Platform. This includes, but is not limited to, all information and materials that you provide to us in connection with background checks and identity verification. You represent and warrant that (i) all such information and materials are true, accurate, and complete in all respects, comply with applicable law and do not violate or infringe any third-party rights; and (ii) you will immediately notify us about, and correct, and inaccuracy in any such materials or information.
You should confirm all transactions before you make any transfers of Digital Assets to any third-party Wallet. KoD will bear no liability or responsibility if you enter an incorrect alphanumeric identifier that represents a potential destination for the transfer of a Digital Asset (a.k.a., Wallet address), incorrect tag/memo, or send your Digital Assets to an incompatible or incorrect Wallet. We do not guarantee the identity or value received by a recipient of an outbound transfer of Digital Assets from the Platform to third-party Wallets.
We will have no insight into or control over payments or transactions, nor do we have the ability to reverse any transactions. KoD will have no liability to you or to any third party for any claims or damages that may arise as a result of any transactions that you engage in or any other transactions that you conduct via the Ethereum blockchain. Purchases are not refundable under any circumstances.
Ethereum requires the payment of a transaction fee (a “Gas Fee”) for every transaction that occurs on the Ethereum network. The Gas Fee funds the network of computers that run the decentralized Ethereum blockchain. This means that you will need to pay a Gas Fee for each transaction.
In connection with your use of the Platform, you will not:
By purchasing a Digital Asset, you further represent and warrant that you are not (i) the subject of sanctions administered or enforced by the United States (including without limitation the U.S. Department of the Treasury’s Office of Foreign Asset Control), the United Kingdom, the European Union or any other governmental authority (collectively, “Sanctions”) or (ii) organized or resident in a country or territory that is the subject of country-wide or territory-wide Sanctions.
Third-parties, including, but not limited to, (i) those providing research analysis or other information related to the Platform and Digital Assets, and (ii) those providing sportsbook and betting services (“Sportsbooks”), may provide certain data, information, insights, analysis, and articles that are made available through the Platform, and may also provide links to third-party websites (or other online properties that are not owned or controlled by KoD) or services that are not under the control of KoD (collectively, “Third-Party Services”). In addition to these Terms, you may be bound by any additional terms required by providers of Third-Party Services.
KoD makes no representations about, and accepts no liability for, any Third-Party Services. KoD does not endorse or assume responsibility for any activities of or resources, products, services, content, or promotions owned, controlled, operated, or sponsored by third-parties, including any Third-Party Services. If Users access any Third-Party Services, users do so solely at their own risk. KoD is not responsible for the accuracy or reliability of any information, data, opinions, advice, or statements contained in Third-Party Services, the services offered thereby or for their privacy and security policies and procedures. You expressly waive and release KoD from all liability arising from your use of Third-Party Services. You further acknowledge and agree that KoD will not be responsible or liable directly or indirectly for any damage or loss caused or alleged arising out of or related to any Third-Party Services.
We do not warrant the accuracy, completeness, or usefulness of any information posted on our Platform that is provided by third-parties. This includes any sportsbooks and betting information, lines, odds, or any other information that could be used for betting purposes (“Third-Party Information”). Any reliance you place on any Third-Party Information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents.
This Platform includes content provided by third-parties, including materials provided by other users, content creators, writers, artists, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all content, posts, articles and responses to questions and other content, other than the content provided by KoD, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of KoD. We are not responsible, or liable to you or any third-party, for the content or accuracy of any materials provided by any third-parties.
Bet-to-Earn (“B2E”) is a sports betting rewards program, located at [insert subdomain]. To participate in B2E, you may be required to connect a Wallet and / or a Sportsbook.
By connecting your Wallet and / or Sportsbook B2E you warrant that you:
Subject to these Terms, you can earn certain rewards (“Rewards”), in amounts and form as determined in KoD’s sole discretion, for wagering on a Sportsbook. The amount and form of Rewards shall be further set forth on B2E or the Platform and shall be determined by KoD in its sole and absolute discretion. KoD reserves the right to at any time change the rate at which Rewards are earned.
KoD will not be liable in any way in relation to the unavailability of Rewards or the incorrect accumulation of Rewards as a result of a technical malfunction, operator fault, misrepresentation for which it is not responsible, or any other reason outside of KoD’s control.
KoD may limit, cap or exclude the earning of Rewards for any user at its discretion.
Points may be subject to personal income or other tax assessment. You are advised to check with your accountant or tax advisor for further information. KoD does not accept responsibility for and makes no representation about your tax liability as a result of participating in B2E.
We have put in a great deal of effort to provide the Platform and Services to you. We hope you find them valuable, but there are certain things we can’t promise about them.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR ACCESS TO AND USE OF THE PLATFORM AND ANY CONTENT IS AT YOUR SOLE RISK. OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS, NEITHER KOD NOR ITS AFFILIATES MAKE ANY WARRANTY, EITHER EXPRESS OR IMPLIED, ABOUT THE PLATFORM, ITS CONTENT, OR CONNECTED SERVICES. THE PLATFORM AND ITS CONNECTED SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
NEITHER KOD NOR ITS AFFILIATES MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITING THE FOREGOING, KOD AND ITS AFFILIATES DO NOT REPRESENT OR WARRANT THAT THE PLATFORM, ITS CONTENT, OR ANY SERVICES OBTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE PLATFORM OR DIGITAL ASSETS OBTAINED THROUGH THE PLATFORM WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. BY USING THIS PLATFORM, YOU AGREE AND ACCEPT TO BE SOLELY RESPONSIBLE FOR ANY AND ALL TRANSACTIONS INVOLVING DIGITAL ASSETS ACQUIRED OR PURCHASED THROUGH THE PLATFORM.
KOD MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE LIKELIHOOD OR PROBABILITY THAT YOUR PARTICIPATION ON THE PLATFORM OR YOUR ACQUISITION OR PURCHASE OF DIGITAL ASSETS WILL ACHIEVE A PARTICULAR OUTCOME OR GOAL, WHETHER FINANCIAL OR OTHERWISE. PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE SUCCESS, AND VOLATILITY MEANS THAT PERFORMANCE IN ANY PERIOD MAY BE FAR DIFFERENT FROM THAT OF PREVIOUS PERIODS. YOU FURTHER ACKNOWLEDGE AND AGREE THAT KOD MAKES NO GUARANTEES OR OTHER COMMITMENTS ABOUT YOUR ABILITY TO ACCESS OR USE THE PLATFORM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, KOD AND ITS ASSOCIATES ALSO DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO SOME DISCLAIMERS IN THIS SECTION MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL KOD, ITS ASSOCIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE PLATFORM OR SUCH OTHER WEBSITES, OR THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY FOR FRAUD, FRAUDULENT MISREPRESENTATION, OR FOR DEATH OR PERSONAL INJURY CAUSED BY GROSS NEGLIGENCE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
You accept and acknowledge each of the following:
KoD and its subsidiaries, parents, affiliates, service providers, and each of their respective officers, directors, agents, joint venturers, employees or representatives (collectively, the “Released Parties”), are not liable for any damages that may arise out of or in connection with your use of the Platform. This includes, but is not limited to, claims, applications, injuries, delays, direct loss, loss of business or profits, business interruption costs, loss of goodwill or business profits, loss of cryptocurrency or tokens, damage caused by your computer, computer software, systems and programs, and the data thereon or any other direct or indirect, consequential and incidental damages. In addition, the Released Parties are not liable for any losses incurred, either directly or indirectly through your use of the Platform or any of its functions and features (collectively, all of the foregoing items will be referred to herein as “losses”). The Released Parties are hereby released by you from liability for any and all losses. These limitations of liability apply whether the liability or losses are based on negligence, contract, tort, or any other basis, even if the Released Parties had been advised or should have known of the possibility of such losses.
You agree to indemnify and hold the Released Parties harmless from any claim or losses (including attorneys’ fees and any losses, fines, fees, or penalties imposed by any regulatory authority) arising out of your breach of this Agreement, your use of your Digital Assets, your violation of any law or regulation, or your infringement of the intellectual property rights of any third parties.
If you choose to provide us with input or suggestions regarding problems with or proposed modifications or improvements to the Platform or Digital Assets (“Feedback”), then you grant to us a non-exclusive, royalty-free, perpetual, irrevocable, transferable, sublicensable, and global right to use and exploit the Feedback in any manner and for any purpose without any restriction, credit, attribution, or fees due to you.
The Platform is intended for users who are at least 18 years old. You must be at least 18 years old to purchase a Digital Asset. By using the Platform or purchasing a Digital Asset, you represent and warrant that you are at least 18 years of age.
If you suspect that any of your security details have been compromised, or if you become aware of any fraud or attempted fraud or any other security incident (including a cyber-security attack) affecting you and/or KoD, you must notify KoD as soon as possible by email and provide accurate information throughout the duration of the incident or breach.
Please note that it is our policy to comply with all facially valid subpoenas, court orders or binding orders issued to us by law enforcement agencies and other government authorities. This may affect your access to our Platform. We are not responsible for any losses, whether direct or indirect, that you may incur as a result of our compliance with applicable law, the guidance or direction of any regulatory authority or government authority, or any writ of attachment, lien, levy, subpoena, warrant, or other legal order.
KoD reserves the right to bar any transactions on the Platform, for or with, any user with or without cause, at any time, subject to any limitations imposed by applicable law. In lieu of refusing access to the Platform, KoD may, in its sole and absolute discretion, perform due diligence. You may be subject to due diligence procedures in your use of the Platform. If you decline to provide requested information or otherwise do not reply timely or substantively with the documentation or data requested, KoD has the absolute discretion to immediately suspend or terminate your access to the Platform.
ANY DISPUTE YOU HAVE WITH ANY THIRD-PARTY, INCLUDING, BUT NOT LIMITED TO, OTHER USERS, SPORTSBOOKS, THIRD-PARTIES PROVIDING A IN CONNECTION WITH YOUR USE OF THE PLATFORM IS DIRECTLY BETWEEN YOU AND SUCH THIRD-PARTY. ACCORDINGLY, TO THE FULLEST EXTENT PERMITTED BY LAW, YOU IRREVOCABLY RELEASE KoD AND ITS AFFILIATES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (DIRECT, INDIRECT, AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
You agree that no joint venture, partnership, employment or agency relationship exists between you and KoD as a result of this Agreement or use of the Platform.
You agree to arbitrate any dispute arising from this Agreement or your use of the Platform. Arbitration prevents you from suing in court or from having a jury trial.
In addition, you agree:
This Agreement and your access to and use of the Platform will be governed by the laws of the State of New York, without regard to conflict of law rules or principles that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of the State of New York and the United States.
You will only be permitted to pursue claims against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding, and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.
BY USING THIS SITE AND AGREEING TO THESE TERMS, YOU HEREBY WILLINGLY, EXPRESSLY, AND KNOWINGLY WAIVE ALL RIGHT TO BRING OR PARTICIPATE IN ANY CLASS-ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR PRIVATE ATTORNEY-GENERAL ACTION BROUGHT UNDER OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE PLATFORM. YOU MAY NOT BRING ANY CLAIM, SUIT, OR OTHER PROCEEDING TO ENFORCE THESE TERMS AS THE MEMBER OF ANY CLASS OR AS PART OF ANY SIMILAR COLLECTIVE OR CONSOLIDATED ACTION.
No waiver by KoD of any term or condition set out in this Agreement will be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of KoD to assert a right or provision under this Agreement will not constitute a waiver of such right or provision.
If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision will be eliminated or limited to the minimum extent such that the remaining provisions of this Agreement will continue in full force and effect.
The respective indemnities, representations, warranties and agreements of the parties hereto or made by or on behalf of the parties hereto pursuant to this Agreement will survive any termination of this Agreement indefinitely and will remain in full force and effect and all defined terms used therein will survive the termination of this Agreement indefinitely.
We reserve the right to change this Agreement at any time upon notice. We may give notice by posting the updated Terms on the Platform or by any other reasonable means. You can review the most current version of this Agreement at any time. This Agreement in effect at the time of your use of the Platform apply. Updated versions of the Agreement are binding on you with respect to your use of the Platform on or after the date indicated in the updated Terms. If you do not agree to the updated Terms, you must stop using the Platform. Your continued use of the Platform after the date of the updated Terms will constitute your acceptance of the updated Terms.
If you would like to contact us for any reason, please reach us at email@example.com.
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 Knights of Degen digital collectibles.