THE DARK HORSE
THE DARK HORSE
Effective: 31 May 2022
Last Updated: 31 May 2022
The Dark Horse reserves the right to unilaterally change or modify these Terms at any time and at our sole discretion. If we decide to make changes to these Terms, we will provide notice of such changes.
The fees payable to us for your use of the Website and Services are disclosed on the Website, as amended from time to time. When you purchase any NFTs you agree to pay the purchase price specified on the Website at the time of purchase as well as any additional amounts required (eg, tax and Gas Fees).
Subject to any Specific Terms, all NFTs purchased by NFT Buyers are subject to The Dark Horse Licence (see section 19).
NFT Buyers do not secure any legal ownership, right, or title to any copyrights, trademarks, or other Intellectual Property Rights to the content or substance of any NFT, other than the rights afforded to the NFT Buyer by the limited The Dark Horse Licence granted by these Terms to the content or substance of the NFT. The Dark Horse and/or the NFT Figure expressly reserve all copyright to underlying NFTs sold on the Website, including but not limited to the right to reproduce, communicate to the public, prepare derivative works or adaptations, to perform, and to distribute.
NFT Figures agree to indemnify The Dark Horse and be held liable for any claim against The Dark Horse arising out of an NFT Figure's breach of these Terms. NFT Figures hereby release and forever discharge The Dark Horse from any damages or causes of action resulting from a sale of any of the NFT Figure's listed NFTs occurring after the NFT Figure's breach of these Terms.
We will not support any cryptocurrency (including NFTs) that are regulated products. We do not hold or operate under any licence or registration in connection with financial services, securities or payments and we do not operate a regulated marketplace or digital currency exchange. We strongly recommend seek independent legal, accounting, tax, financial, business, technical and other professional advice from an appropriately qualified professional advisor.
To the maximum extent permitted by law including consumer law:
all express or implied guarantees, warranties, representations, statements, terms and conditions relating to these Terms, the Website, Content and Services that are not contained in these Terms, are excluded;
our liability for a breach of the Non-Excludable Provision is limited to the lesser of the cost of supplying of the Services again, payment of the cost of having the Services supplied again or the ETH value of proceeds actually received by The Dark Horse from the relevant user after deducting all costs, fees, and liabilities incurred by or on behalf of The Dark Horse; and
our maximum aggregate liability for all claims under or relating to these Terms, the Services or the Website is limited to any fees paid by you to use the Website or use the Services.
We are not liable for special, indirect, consequential, incidental or punitive damages or damages for loss of profits, revenue, goodwill, anticipated savings or loss or corruption of data. Our liability to you is diminished to the extent that your acts or omissions (or those of a third party) contribute to or cause the loss or liability.
We reserve the right to:
restrict, suspend or terminate without notice your access to this website, any Content, or any feature of this website at any time without notice and we will not be responsible for any loss, cost, damage or liability that may arise as a result; and
to amend, modify, alter or supplement the smart contracts accessible through the Website or through which the Services are provided from time to time.
The NFT Figure and all NFT Buyers irrevocably release, acquit, and forever discharge The Dark Horse and its subsidiaries, affiliates, officers, and successors of any liability for direct or indirect copyright or trademark infringement for The Dark Horse use of an Item in accordance with these Terms.
(a) Welcome to The Dark Horse website (www.thedarkhorse.xyz), owned and operated by CBR Media Limited (The Dark Horse, we, us or our).
(c) NFT Drop terms are available at section 8 of these Terms. Further specific terms may be applicable in connection with the Website, Services or NFT Drops in which case those terms will be available on the Website (Specific Terms) and become part of your agreement with us if you use or participate in the Website, Services or NFT Drops.
(d) As our services expand, we may need to provide additional terms to cover the expanded service offering (Additional Terms). Any Additional Terms which are available with the relevant services become part of your agreement with us if you use those services. Additional Terms may apply to specific aspects, services or features of the Website or Services. All such Additional Terms apply in addition to, and prevail over, these Terms.
(e) These Terms and any applicable Specific Terms and Additional Terms comprise the entire agreement between The Dark Horse and you in relation to use of the Services and create a binding legal arrangement between you and The Dark Horse.
2 Acceptance of terms
(a) By using or accessing the Website in any manner, you affirm, represent and warrant that:
(ii) you have the right, authority and capacity to enter into these Terms in your own capacity or on behalf of someone else;
(iii) you meet all of the eligibility and any other requirements; and
(iv) your access and use of the Website is permitted by and does not violate any applicable laws including those in your jurisdiction.
(b) If you do not understand or accept these Terms, you must exit the Website immediately and you are prohibited from visiting, accessing, using or participating
3 Changes to terms
(a) The Dark Horse reserves the right to unilaterally change or modify these Terms at any time and at our sole discretion. If we decide to make changes to these Terms, we will provide notice of such changes, such as by sending an email notification, providing notice via the Website, or updating the “Last Updated” date at the top of these Terms. By continuing to access or use the Website and Services, you confirm your acceptance of the revised Terms and all of the terms incorporated therein by reference. If you do not agree to the revised Terms you must not access the Website or any of the Services and, subject to section 21, you should contact us at email@example.com to cancel your registration.
(b) We encourage you to review our Terms frequently to ensure that you understand them. Your use of the Website, and any use of the Services through it, are subject to these Terms and all applicable laws.
(c) We regularly change and improve the Website and Services. We may automatically update the Website and Services whenever a new version or feature is available or we remove certain functionality for any reason. You will not have any recourse if we change or remove any functionality, and you will not do anything to restrict or prevent such updates applying to any products and services that you have developed or use in connection with the Website and Services.
(d) The Website and Services may use third party products and services that we licence or otherwise use legally but we provide no warranty or assurance whatsoever that the Website and Services will continue to those third party
(a) You may register your interest to receive news about The Dark Horse and the Services but this does not mean you have registered an account with us.
(b) You are not required to register an account to use the Website. However, certain features on the Website (including the Services) may only be available if you do register an account.
(c) When you register an account, you must provide a valid email address, and a password. If we are required by law to collect further information, you agree to provide all reasonable assistance to us in complying with our obligations and warrant that all information provided to us is accurate and up to date. We may refuse to provide the Services to you and cancel your account registration if you do not assist us in complying.
(e) You must keep your email address and password private, and not disclose them to any other person. If you have lost or forgotten your password, you can request that we send an email containing a password reset link to your registered email address.
(f) By registering for an account, you agree to always take all reasonable steps to protect your username and password and not disclose it to anyone for any reason. Other than to log into your account on the Website to access the Services, we will never ask you to disclose your password to us or to any third party via email or otherwise. We may ask you to change your password but, in any case, recommend you do so regularly.
(g) You agree to familiarise yourself with good practice concerning the selection and management of passwords such as using a password management service and not choosing a password that you use for another service or is readily guessed from information that can be obtained about you.
(h) If you have any suspicion that your username or password or other confidential information regarding your registration has been lost, stolen, accessed inappropriately or otherwise compromised, you should change your password and contact us at firstname.lastname@example.org as soon as possible. You also agree to contact us as soon as possible if you actually become aware of the theft or misappropriation of your username or password, or of any unauthorised access in relation to your registration.
(i) You must take your own precautions to ensure your access to the Website and Services does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system or other personal devices. We recommend that you install and use up to date anti-virus, anti-spyware and firewall software on your computer.
(j) We may use your email address registered with us from time to time to send you confidential communications, including password resets. You agree to take reasonable steps to protect your registered email and keep it secure and only accessible by you.
(k) You must not:
(i) register multiple times; or
(ii) impersonate or create an account for any person other than yourself except where you have been appropriately authorised to create an account for another person.
(l) Subject to section 21, you may cancel your registration by notifying us at email@example.com
(m) We may suspend or cancel your registration, either temporarily or permanently, if you breach, or we reasonably believe:
(i) your account is at risk, been compromised or for other general security reasons, in which case you will be unable to access your account until it is reactivated; or
(ii) you have breached or fail to comply with any of these Terms or any other agreement in place relevant to the Website and Services.
(a) To create an account and use the Services you must:
(i) if a natural person, be at least 13 years of age or the age of majority in the jurisdiction where you reside;
(ii) be legally capable of entering into binding contracts;
(iii) not have been previously suspended or removed from the Website or using the Services; and
(iv) not currently already be registered for an account on the Website except where you have been otherwise appropriately authorised to do so.
(b) The Dark Horse is not obliged to accept all account registration applications and has sole and absolute discretion to accept or reject applications to open accounts. The Dark Horse has no responsibility or liability towards any applicant unless and until The Dark Horse provides written confirmation that an account has been successfully opened for such an applicant.
(c) By creating an account on the Website and using the Services, you acknowledge and confirm that you meet the criteria contained in this section.
(a) If you are 13 or older but under the age of 18, you represent that you have reviewed these Terms with your parent or legal guardian to make sure that you and your parent or legal guardian understand these Terms.
(b) If you are a parent or guardian permitting a person under the age of 18 (a Minor) to create an account, you agree to:
(i) exercise supervision over the Minor's use of the Website;
(ii) assume all risks associated with the Minor's use of the Website, including the transmission of content or information to and from third parties via the Internet;
(iii) ensure that the content and information that the Minor may encounter on our website are suitable for the Minor;
(iv) assume liabilities resulting from the Minor's use of the Website;
(v) ensure the accuracy and truthfulness of all information submitted by the Minor; and
(vi) provide the consents contained in these Terms on behalf of the Minor.
(c) We may ask you to confirm that you have your parent's or guardian's permission and that they have agreed to these Terms on your behalf, and, even if we do not do this, where you proceed to create an account and use the Services, we will assume that this is the case and will provide access to the Website and your account on this basis.
(a) By using the Website and Services, you:
(i) may give us personal information; and
(b) You are not required to provide us with your personal information, but if you do not we may be unable to provide you with some or all of our services (including the Services).
(i) how we store and use, and how you may access and correct your personal information;
(ii) how you can lodge a complaint regarding the handling of your personal information; and
(iii) how we will handle any complaint. If you would like any further information about our privacy policies or practices, please contact us at firstname.lastname@example.org.
(e) You may update any personal information you have given us at any time through your account on the Website.
(f) We may process and store information about you on a device located outside the country where you live in electronic form or hard copy.
(g) You have a right to access, update or delete any personal information that we hold about you. Sometimes there may be a reason such as legitimate business or legal reasons as to why access will not be possible. If that is the case, you will be told why. We may combine information about you from the Website and Services with information from other products and services we develop on our own.
6.2 Collection on enquiries, reports and feedback
(a) You may choose to make enquiries, report suspicious market activity or submit comments, bug reports, ideas, or other feedback about the Website and our Services, including without limitation about how to improve the Website (collectively, Feedback).
(b) By submitting any Feedback, you agree that we are free to use such Feedback at our discretion and without additional compensation to you, and to disclose such Feedback to third parties (whether on a non-confidential basis or otherwise). You hereby grant us a perpetual, irrevocable, non-exclusive, worldwide licence and all rights necessary for us to incorporate and use your Feedback for any purpose.
For the purposes of the Terms:
(a) ETH means Ether, which is the native cryptographic token of the Ethereum blockchain.
(b) Gas Fee means a fee, paid in ETH, for a transaction to be processed on the Ethereum blockchain, which is paid to the Ethereum network and not paid to or determined by The Dark Horse.
(c) Intellectual Property Rights means all intellectual property rights of whatever nature throughout the world including all rights conferred under statute, common law or equity, whether existing now or at any time in the future, including rights in all copyright, patents, trade marks, business names, trade names, domain names, designs, confidential information, trade secrets and know-how.
(d) Mint Window means the duration of time in which an NFT can be minted as part of an NFT Drop. The Mint Window for each NFT Drop will be stated on the Website, unless shortened or extended at our discretion.
(e) NFT means a unique, non-fungible token that has been created on the Ethereum blockchain using an “ERC-standard” smart contract. Unless Specific Terms apply:
(i) the non-fungible token will be created using the ERC-721A standard, further information for which is available at https://www.erc721a.org/. When the non-fungible token smart contract is deployed on the Ethereum blockchain a permanent and unchangeable record is created on Ethereum ledger;
(ii) To the maximum extent permitted by law, any benefits, future rewards and utility attached NFTs are not guaranteed and are subject to change or Specific Terms as determined by The Dark Horse and/or the relevant NFT Figure (as appropriate).
NFT Buyer means a user that has the lawful ability to sign transactions through their MetaMask wallet that successfully connects to the Website, pays for and mints an NFT part of an NFT Drop in accordance with these Terms.
NFT Drop means a suite of individual NFTs that make up a collection of multiple connected NFTs listed for sale exclusively on the Website.
NFT Figure means the person, persons or entity that represents or warrants that they own all rights to sell or licence or otherwise deal with the Item or Experience or other matter embedded in an NFT sold via an NFT Drop on the Website.
Subsequent NFT Buyer means any person that purchases an NFT from the NFT Drop from the NFT Buyer or another person that has assumed beneficial ownership of the NFT after the NFT Buyer.
The Dark Horse Licence means the licence that applies to the purchase of Items as described in section 19.
8 NFT Drops
(a) For certain NFT Drops as specified on the Website, users can join an early access whitelist (Whitelist) through which such users can access certain benefits in connection with an NFT Drop ahead of the public sale.
(b) Users can join the Whitelist by connecting their MetaMask wallet to the Website.
(c) The following information will be published on the Website prior to the Mint Window for each NFT Drop to the extent applicable to the NFT Drop:
(i) cost of each NFT in the NFT Drop for users that have joined the Whitelist; and
(ii) any specific benefits, including any options to mint a certain number of NFTs within a specific timeframe for users that have joined the Whitelist.
8.2 Purchase and mint
(a) During the Mint Window, eligible users can elect to purchase and mint an NFT that is part of the NFT Drop. Each user must indicate the number of NFTs the user wishes to purchase and mint. Upon confirming this amount, the user must, to the extent not already done, connect their MetaMask wallet and submit an instruction to make payment for the NFT(s). This payment will be automatically transferred to The Dark Horse.
(b) Upon successful payment, the NFT is automatically minted and airdropped to the user’s public Ethereum address and that user becomes an NFT Buyer. NFT Buyers may need to take additional steps to add the NFT smart contract to their MetaMask wallet to display the NFT in their MetaMask wallet.
8.3 Fees and payment
(a) The fees payable to us for your use of the Website and Services are disclosed on the Website, as amended from time to time. You will not use, or authorise or enable others to use, the Website or Services without paying the fees to us that are applicable to that use.
(b) When you purchase any NFTs you agree to pay the purchase price specified on the Website at the time of purchase. We will state whether this purchase price includes additional charges (eg, tax) but where these are not included in the purchase price, you agree to pay these additional amounts.
(c) Ethereum requires the payment of a Gas Fee for every transaction that occurs on the Ethereum network. You will need to pay a Gas Fee for each transaction that occurs in connection with an NFT Drop on the Website.
8.4 The Dark Horse NFT Access Pass
The first NFT Drop will comprise of 2,000 NFTs (each known as an NFT Access Pass), which will be sold and minted in accordance with the following terms (NFT Access Pass Drop):
(a) The relevant NFT Figure for the NFT Access Pass Drop is Bianca Bustamante.
(b) Users can sign up to the Whitelist until 31 May 2022. The Mint Window for the Whitelist is the 48 hour time period commencing 2am GMT on 1 June 2022. Users that have signed up for the Whitelist are given early access pricing for NFT Access Passes minted during the Mint Window for the Whitelist (being 0.07ETH per NFT Access Pass) and are given the option to mint up to four (4) NFT Access Passes during the Mint Window.
(c) Public access to the NFT Drop opens 2am GMT on 3 June 2022 to the extent that all 2,000 NFT Access Passes are not all minted during the Whitelist Mint Window. The pricing for NFT Access Passes sold and minted during the public access Mint Window is 0.15ETH per NFT Access Pass.
(d) 500 of the 2,000 NFT Access Passes available will be reserved for The Dark Horse and its service providers.
(e) Users can buy up to a maximum of four (4) NFT Access Passes.
(f) NFT Access Passes will grant holders:
(i) complimentary BiaCrew Merch Pack for users that mint and hold at least 2 NFT Access Passes. Once a complimentary BiaCrew Merch Pack has been claimed in connection with NFT Access Passes, Subsequent NFT Buyers cannot claim additional complimentary BiaCrew Merch Packs unless otherwise notified by The Dark Horse and
(ii) for all NFT Access Pass holders:
(A) behind the scenes content with Bianca Bustamante (eg, training and traveling, ask me anything sessions, insights);
(B) community interaction with Bianca Bustamante via The Dark Horse Discord;
(C) priority in future NFT Drops for which Biana Bustamante is the relevant NFT Figure; and
(D) other benefits as notified on the Website from time to time.
(g) To the extent permitted by applicable law and at the sole discretion of The Dark Horse, NFT Access Passes may also permit holders entry to certain prize pools from time to time, the terms of which will be made available on the Website. For the avoidance of doubt, the Dark Horse and Bianca Bustamante do not warrant that prize pools will be made available to NFT Access Pass holders.
8.5 Eligible wallets
(a) On the Website, you can purchase NFTs by connecting your MetaMask wallet (https://metamask.io/) which requires you to sign the connection transaction.
(b) At this time, the Website is only compatible with MetaMask but other digital wallets that are compatible with the Ethereum blockchain may be supported in future.
8.6 Failed transaction
(a) It is your responsibility to ensure you have enough funds to purchase the NFTs offered via an NFT Drop on the Website.
(b) If you try to purchase an NFT offered via an NFT Drop on the Website but do not maintain a sufficient cryptocurrency balance at the time The Dark Horse smart contract calls for your cryptocurrency balance to trigger payment, you forfeit the right to purchase the aforementioned NFT.
(c) If you had a sufficient cryptocurrency balance and the transaction fails due to network error or other circumstances outside of your control, please send an email to email@example.com for support as soon as possible.
8.7 NFT ownership and licensing
(a) Subject to any Specific Terms, all NFTs purchased by NFT Buyers are subject to The Dark Horse Licence, the terms of which are set out at section 18. All NFT Buyers agree to purchase the NFT subject to the conditions of The Dark Horse Licence and any Specific Terms.
(b) NFT Buyers do not secure any legal ownership, right, or title to any copyrights, trademarks, or other Intellectual Property Rights to the content or substance of any NFT, other than the rights afforded to the NFT Buyer by the limited The Dark Horse Licence granted by these Terms to the content or substance of the NFT. The Dark Horse and/or the NFT Figure expressly reserve all copyright to underlying NFTs sold on the Website, including but not limited to the right to reproduce, communicate to the public, prepare derivative works or adaptations, to perform, and to distribute.
8.8 Use of third-party software
(a) All purchases of NFTs made through the Website are facilitated and run through MetaMask which is a third-party electronic wallet extension (Third-party Extension). The Website is the interface for an Ethereum-based application, which allows each user to interact with the smart contracts deployed to the Ethereum blockchain to assist with the facilitation of NFT purchases.
(c) In connecting your MetaMask wallet to the Website and authorising the payment for NFTs sold via the Website, each transaction is passed on to MetaMask which completes the transaction on your behalf.
9 Acknowledgements, representations and warranties
Users and NFT Buyers acknowledge, understand and agree that:
(a) submitting an instruction to make payment for an NFT constitutes a legally binding, and irrevocable offer to purchase an NFT;
(b) they bear full responsibility for verifying the legitimacy, authenticity, and legal right to acquire ownership, resell, licence or otherwise deal with NFTs sold via NFT Drops on the Website;
(c) NFTs sold via NFT Drops on the Website may be encumbered by actual or possible copyright or trademark claims against the NFT;
(d) the price of an NFT sold via NFT Drops on the Website may have been influenced by activity outside of the control of The Dark Horse;
(e) under no circumstances will the operation of all or any portion of the Website be deemed to create a relationship that includes the provision or tendering of investment, financial, legal, tax or accounting advice;
(f) The Dark Horse is not a fiduciary nor owes any duties to any user or NFT Buyer, including the duty to ensure fair pricing of NFTs or to police behaviour in connection with the on-sale of NFTs;
(g) they are solely responsible for any fees, including any internet connection fees or mobile fees and Gas Fees, that are incurred when accessing the Services (including purchasing NFTs sold via NFT Drops on the Website);
(h) the value of Gas Fees changes, often unpredictably, and is entirely outside of the control of The Dark horse or the Website or smart contracts and under no circumstances will a contract, agreement, offer, sale, bid, or other transaction on the Website or smart contracts be invalidated, revocable, retractable, or otherwise unenforceable on the basis that the Gas Fee for the given transaction was unknown, too high, or otherwise unacceptable to a user or NFT Buyer;
(i) Gas Fees are non-refundable under all circumstances;
(j) they are solely responsible for seeking independent professional legal and tax advice in relation to their use of the Website and purchase of any NFTs sold via NFT Drop on the Website;
(k) they are solely responsible for any and all sales, use, value-added, royalty withholding taxes and other taxes, duties and assessments now or hereafter claimed or imposed by any governmental authority associated with their use of the Website and including, without limitation, any taxes that may become payable as the result of their acquisition of an NFT;
(l) they solely bear the risk of initiating, interacting with, participating in the purchase of any NFTs sold via NFT Drop on the Website and take full responsibility and liability for the outcome of any transaction they initiate, whether or not the Website, smart contracts, third-party software, users and other actors behave as expected or intended;
(m) you understand that blockchain and smart contract technologies are experimental, speculative and inherently risky and you are willing to accept the risks associated with cryptographic systems such as smart contracts, the Ethereum blockchain, non-fungible tokens, the interplanetary file system and Third-Party Extensions like Ethereum;
(n) the The Dark Horse smart contracts may be subject to bugs, malfunctions, timing errors, hacking and theft, or changes to the protocol rules of the Ethereum blockchain (i.e., "forks"), which can adversely affect the smart contracts and may expose you to a risk of total loss, forfeiture of your digital assets, or lost opportunities to buy and sell digital assets;
(o) secondary market sales are not supported on the Website; and
(p) The Dark Horse, the Website, smart contracts and the Ethereum blockchain could be impacted by one or more regulatory inquiries, regulatory enforcement actions, or legislative change which could impede or limit the ability of The Dark Horse to continue to develop the Website and provide the Services, or which could impede or limit your ability to access or use the Website or the Ethereum blockchain.
9.2 Representations and warranties
Users and NFT Buyers represent and warrant that:
(a) they are knowledgeable, experienced and sophisticated in using blockchain technology, the Website, and in initiating Ethereum-based transactions;
(b) they have made enquiries to be satisfied as to the legitimacy, authenticity, and legal right to acquire ownership, resell, licence or otherwise deal with NFTs they purchase via NFT Drops on the Website;
(c) they have made enquiries to confirm they are eligible and/or not prohibited from purchasing NFTs sold via NFT Drops on the Website and performing the legally binding condition of payment;
(d) they will not accept, solicit, offer, engage with the smart contracts, or otherwise transact on or off the Website with the intent to artificially devalue, inflate, or otherwise deceptively influence, misrepresent, or cause to be misrepresented the price of an NFT or NFT Drop; and
(e) they will not engage in any deceptive conduct that may prevent competitive or fair bidding, artificially inflate or deflate the price of an NFT, simulate demand for an NFT, or any other anti-competitive bidding.
10 NFT Figures
10.1 Becoming an NFT Figure
(a) Persons or entities seeking an invitation to create and list NFT Drops on the Website may enquire by email at firstname.lastname@example.org.
(b) The Dark Horse has unilateral discretion in curating its NFT Figures and NFT Drops and makes no guarantees or promises that any person or group will be approved, even if the person or group was invited by a member of The Dark Horse to submit the request.
The NFT Figure acknowledges, understands and agrees that by listing NFTs for sale by Auction on the Website:
(a) they give an express grant of the limited licence rights per The Dark Horse Licence to the NFT Buyer and Subsequent NFT Buyers;
(b) they give an express grant to The Dark Horse, its affiliates and successors a non-exclusive, world-wide, assignable, sub-licensable, perpetual licence to make copies of, display, perform, reproduce, and distribute content in relation to the NFTs on any media whether now known or later discovered for the broad purpose of operating, promoting, sharing, developing, marketing, and advertising The Dark Horse, the Website, or any other purpose related to The Dark Horse or its business, including without limitation, the express right to:
(i) display or perform the subject of an NFT on the Website, a third party platform, social media posts, blogs, editorials, advertising, market reports, virtual galleries, museums, virtual environments, editorials, or to the public;
(ii) create and distribute digital or physical derivative works based on the subject of the NFT, including without limitation, compilations, collective works, and anthologies;
(iii) index the subject of the NFT in electronic databases, indexes, catalogues, the smart contracts, or ledgers; and
(iv) hosting, storing, distributing, and reproducing one or more copies of the subject of the NFT within a distributed file keeping system, node cluster, or other database (eg, IPFS) or causing, directing, or soliciting others to do so;
(c) they are prohibited from providing anything to be the subject of an NFT that consists of unlicensed or unauthorised copyrighted content, including any imagery, design, audio, video, human likeness, or other unoriginal content not created, owned or appropriately licenced by the NFT Figure, not authorised for use by the NFT Figure, not in the public domain, or otherwise without a valid claim of fair use;
(d) they are responsible for seeking their own professional independent legal advice about NFTs embodying content where the ownership or use rights is unknown or disputed; and
(e) they are responsible for seeking their own professional independent legal advice about the legality in all applicable jurisdictions of their content and personality being associated with NFTs, Items and Experiences available for sale on the Website and which may be subsequently traded on secondary market platforms beyond the control of the NFT Figure and The Dark Horse.
10.3 Representations and warranties
The NFT Figure represents and warrants that:
(a) they own all legal rights, titles, and interests in all intellectual property rights to Items and Experiences available for sale via NFT Drop on the Website, including but not limited to copyrights and trademarks;
(b) as the copyright owner, the NFT Figure enjoys several exclusive rights including the right to reproduce, the right to prepare derivative works, the right to distribute, and the right to display or perform in relation to the NFT;
(c) to the extent the content of an NFT is not created or owned by the NFT Figure, that the NFT Figure has permission to incorporate that content in the NFTs listed for sale via NFT Drop on the Website and that the listing, display and marketing of the NFT does not violate any agreement, contract or obligation owed to a third party;
(d) each subject of an NFT is one of a kind and never before created or sold prior to being made available as an NFT; and
(e) they will never create NFTs that are the same or similar to NFTs in their NFT Drop made available for sale on the Website.
NFT Figures agree to indemnify The Dark Horse and be held liable for any claim against The Dark Horse arising out of an NFT Figure's breach of these Terms. NFT Figures hereby release and forever discharge The Dark Horse from any damages or causes of action resulting from a sale of any of the NFT Figure's listed NFTs occurring after the NFT Figure's breach of these Terms.
11.1 No regulatory licences or registration
(a) We will not support any cryptocurrency (including NFTs) that are regulated products (eg, securities) through the Services.
(b) You acknowledge and agree that we do not:
(i) hold or operate under any licence or registration in connection with financial services, securities or payments; and
(ii) operate a regulated marketplace or digital currency exchange.
11.2 Own investigations into Content
(a) All Content is provided:
(i) for general information purposes only; and
(ii) without any regard whatsoever to the personal circumstances of any person.
(b) Content hosted or made available on or through the Website or Services do not constitute advice regarding any cryptocurrency or any regulated product or an offer, solicitation, recommendation or invitation to buy, sell or deal in any way with any cryptocurrency or any regulated product.
(c) All statements, representations, estimations, projections or forecasts made in or through the Website or Services by any other person do not represent our opinion or have our endorsement.
(d) Before acting on, or relying upon, any Content hosted or made available on or through the Website or Services or using the Services, we strongly recommend that you:
(i) undertake your own investigations and enquiries; and
(ii) seek independent legal, accounting, tax, financial, business, technical and other professional advice from an appropriately qualified professional advisor.
12 Risks associated with cryptocurrency
This section sets out some of the risks involved in connection with cryptocurrency and using the Services. However, this section does not constitute an exhaustive list of such risks and as such, you should carefully consider whether using our Services is suitable for you in light of your circumstances.
12.2 Legal status
(a) The legal status of cryptocurrency (including cryptographic coins, tokens and digital assets) remains uncertain in many countries and jurisdictions around the world. Such cryptocurrency may be legally prohibited in certain countries or jurisdictions or be subject to specific restrictions and limitations with which you are solely responsible for complying at your own risk and expense. We take no position on the legal status of any cryptocurrency.
(b) It is your responsibility to undertake your own investigations and enquiries and satisfy yourself of the legal status of the cryptocurrency. You acknowledge and agree that you use cryptocurrency through the Services at your own risk.
(c) The Services will only support the cryptocurrency we determine from time to time (in our absolute discretion). However, it is your responsibility to ensure that you do not use any cryptocurrency through the Services that are regulated products in your jurisdiction. It is also your responsibility to ensure that you do not deal in any regulated product cryptocurrency through the Services. We will not support regulated products in any form.
12.3 Risks of trading and holding cryptocurrency
(a) Any NFT purchase and any use of the Website and Services may involve risk of loss and to the maximum extent permitted by law, we do not give any guarantees regarding any NFTs or benefits attached to NFTs.
(b) Historically, the value of cryptocurrency has been highly volatile and there is a risk that they could have little to no value in the future. The trading or holding of cryptocurrency involves significant risks and the losses can be substantial. It may be difficult to value cryptocurrency accurately and reliably given the nature of their trading and difficulty in identifying fundamentals. You should carefully consider and assess whether trading or holding NFTs or using cryptocurrency-adjacent services is suitable for you depending upon your financial circumstances and tolerance to risk.
(c) The Dark Horse cannot warrant or guarantee that particular NFTs will be available as part of the Services. The Dark Horse reserves the right to stop offering certain NFTs as part of the Services at its sole discretion. We will use our reasonable endeavours to notify you if we cease offering certain NFTs as part of the Services.
12.4 Cyber risks, delivery and custody
(a) It is important for you to take precautions when transferring and storing your funds or providing us with any bank details. You should familiarise yourself with the security measures available when using a wallet service or other device for storage. Always take a greater degree of care and precaution to secure your passwords when operating in a digital environment. You are strongly advised to double check that you have inserted or connected the correct wallet address where required and The Dark Horse is not liable for any errors in this regard.
(b) If we determine (in our sole reasonable discretion) that transferring NFTs to you would be unlawful, or in any way contrary to our obligations under law, we may suspend such a transfer for as long as we reasonably determine is required. You agree that when this occurs, you have no claims regarding the delayed transfer and agree to assist us with every request for information in this regard.
(c) The Dark Horse and our third party providers may experience cyber-attacks, extreme market conditions, or other operational or technical difficulties which could result in the immediate halt of transactions either temporarily or permanently. Provided that The Dark Horse has taken reasonable commercial and operational measures to prevent such events in technical systems controlled by The Dark Horse, The Dark Horse is not and will not be responsible or liable for any loss or damage of any kind incurred by you as a result of such cyber-attacks, operational or technical difficulties or suspensions of transactions.
12.5 Ownership of cryptocurrency
By using the Services, you represent and warrant to us at all times you use the Services that any fiat currency or cryptocurrency used by you in connection with the Services is owned by you or that you are validly authorised to carry out transactions using such fiat currency or cryptocurrency.
13 Website content
(a) The information on the Website is not comprehensive and is intended to provide a preview of the NFTs available as part of NFT Drops.
(b) While we use all reasonable attempts to ensure the accuracy and completeness of the information on the Website, to the extent permitted by law, we make no warranty regarding the information on the Website. You should monitor any changes to the information contained on the Website.
(c) We are not liable to you or anyone else if interference with or damage to your computer systems occurs in connection with the use of this website or a linked website. You must take your own precautions to ensure that whatever you select for your use from the Website is free of viruses or anything else (such as worms or Trojan horses) that may interfere with or damage the operations of your computer systems.
(d) We may, from time to time and without notice, change or add to the Website (including the Terms) or the information, products or services described in it. However, we do not undertake to keep the Website updated. To the maximum extent permitted by law, we are not liable to you or anyone else if errors occur in the information on the Website or if that information is not up-to-date.
(e) The Dark Horse encourages users to report any problems or vulnerabilities with the Website and Services by contacting us at email@example.com.
13.2 No commercial use
This website is for your personal, non-commercial use only. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, licence, commercially exploit, create derivative works from, transfer, or sell any Content, software, products or services contained within this website. You may not use this website, or any of its Content, to further any commercial purpose, including any advertising or advertising revenue generation activity on your own website.
13.3 Linking to the Website
(a) We encourage you to provide links to the Website. While you may use the name “The Dark Horse” in the text of any such link, you may not use The Dark Horse logo or any of our other trademarks without our prior written consent.
(b) You must not frame the Website or represent or imply that any part of the Website belongs to anyone other than us.
(c) If we notify you that we object to the manner in which you provide links to this Website, you agree you will immediately cease providing such links.
14 Third party sites
Our website may contain links to third party websites and advertisements (which include embedded links). Those links are provided for convenience and information only and may not remain current or be maintained. Unless expressly stated otherwise, we do not endorse and are not responsible for the content or accuracy of such content on those linked websites and have no control over or rights in those linked websites. We have not reviewed any of the sites linked. You access third party websites entirely at your own risk and subject to the terms and conditions of use for those websites.
15 Intellectual property rights
(a) Unless otherwise indicated, we own or licence from third parties all rights, title and interest (including present and future Intellectual Property Rights) in this Website (whether registered or unregistered in any jurisdiction) and in all of the material (including all text, graphics, logos, audio, video and software) made available on this website (whether registered or unregistered in any jurisdiction) (Content).
(b) Your use of this Website and use of and access to any Content does not grant or transfer any rights, title or interest to you in relation to this website or the Content. However we do grant you a limited, non-transferable licence to access the Website and view the Content for your personal, non-commercial purposes on the terms and conditions set out in these Terms and, where applicable, as expressly authorised by us and/or our third party licensors.
(c) We (or our licensors) retain all rights, title, and interest in and to the Website, Content and Services, and nothing you do on or in relation to the Website, Content and Services will transfer any Intellectual Property Rights to you or, except for the licence referred to in section 15(b), licence you to exercise any Intellectual Property Rights unless this is expressly stated.
(d) Except as provided in these Terms, any use or copying of the Website, Content and Services for any other purpose is expressly prohibited, unless prior written consent is obtained from us. You may contact us if you wish to seek such consent (see section 23 for contact details).
(e) Subject to applicable law, we may revoke the permission referred to elsewhere in this section at any time and may suspend or deny your access to or use of the Website, Content and Services without notice if you breach, or we reasonably believe you have breached, any of these Terms.
(f) If you believe the Website, Content or Services contain elements that are objectionable, or infringe copyright or any other rights please contact us at firstname.lastname@example.org and provide particulars of such content and a detailed description of why it is objectionable or infringing.
16 User content and activity
16.1 User content
(a) You must not provide any material through the Website (Your Content) that:
(i) infringes the intellectual property or other rights of another person;
(ii) is defamatory, offensive, abusive, pornographic, profane or otherwise unlawful, including material that racially or religiously vilifies, incites violence or hatred, or is likely to insult or humiliate others based on race, religion, ethnicity, gender, age, sexual orientation or any physical or mental disability;
(iii) relates to unlawful content;
(iv) creates a privacy or security risk to any person, including be soliciting personal information from any person;
(v) is false, misleading or deceptive;
(vi) contains financial, legal, medical or other professional advice;
(vii) would harm, abuse, harass, stalk, threaten or otherwise offend;
(viii) would reflect negatively on us, including our goodwill, name and reputation;
(ix) tampers with, hinders the operation of, or makes unauthorised modifications to the Website or Services;
(x) would breach any applicable laws; or
(xi) would result in civil or criminal liability for you, us or any third party.
(b) By providing us with any of Your Content, you:
(i) grant us a non-exclusive, worldwide, royalty-free, perpetual licence (including a right of sublicence) to use, copy, modify or otherwise exploit Your Content in connection with our provision and promotion of the Website or Services; and
(ii) warrant that you have the right to grant such licence.
(c) You agree to indemnify and hold us (including any of our directors, officers, employees and contractors) harmless from any claim made by any third party arising out of Your Content.
(d) We may, without notice to you, review, modify or remove any of Your Content in our absolute discretion including where we believe it violates these Terms.
(e) The Website is not designed to be a long term storage medium for Your Content. You are solely responsible for securing and backing up Your Content.
16.2 Unacceptable activity
You must not do any act that we would deem to be inappropriate, is unlawful or is prohibited by any laws applicable to our website, including but not limited to:
(a) providing us with inaccurate or incomplete information;
(b) any act or omission that would result in us breaching any applicable laws;
(c) accessing the Website and Services by any other means than those authorised by these Terms;
(d) any act that would constitute a breach of either the privacy (including uploading private or personal information without an individual's consent) or any other of the legal rights of individuals;
(e) acquiring NFTs, for the purpose of concealing economic activity, criminal activity, laundering money, or financing terrorism;
(f) using the Website and smart contracts to conceal or transfer proceeds or assets relating to criminal activity or to pay for an NFT for any other reason than to obtain the NFT;
(g) making commercial use of the Website, Content or Services without The Dark Horse’s prior written consent;
(h) giving us any instruction, entering into any transaction, doing or otherwise undertaking any other activity which would or may negatively affect the performance of the Website and Services or our reputation (whether through the Website or Services);
(i) using this website to defame or libel us, our employees or other individuals;
(j) uploading files that contain viruses that may cause damage to our property or the property of other individuals or otherwise distributing viruses, spyware, corrupted files, or any other similar software or programs that may damage the Website or operation of any computer hardware or software whether directed at the Website or its users or not;
(k) posting or transmitting to this website any non-authorised material including, but not limited to, material that is, in our opinion, likely to cause annoyance, or which is defamatory, racist, obscene, threatening, pornographic or otherwise or which is detrimental to or in violation of our systems or a third party's systems or network security;
(l) using and/or taking advantage of a technical or technological error, loophole or glitch on the Website or through our Services;
(m) engaging in any attack, hack, denial-of-service attack, interference, or exploit of any The Dark Horse smart contract notwithstanding that an operation performed by a person that is technically permitted by a The Dark Horse smart contract may nevertheless be a violation of our Terms and the law;
(n) using the Website and Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Website and Services, or that could damage, disable, overburden or impair the functioning of the Website and Services in any manner;
(o) developing, utilising, or disseminating any software, or interacting with any API in any manner, that could damage, harm, or impair the Website, smart contracts or the Services;
(p) reverse engineering, dissembling or otherwise attempting to construct, copy or replicate any aspect of the Website or Services, or doing anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any Service, area or code of the Service;
(q) using any method including robot, spider, crawler, scraper, script, browser extension, offline reader or other automated means or interface not authorised by us to access the Services and Website, extract data or otherwise interfere with or modify the rendering of Service and Website pages or functionality;
(r) attempting to circumvent our user interface;
(s) using data collected from our Services to contact individuals, companies, or other persons or entities;
(t) using data collected from our Services for any direct marketing activity (including without limitation, email marketing, SMS marketing, telemarketing, and direct marketing);
(u) bypassing or ignoring instructions that control all automated access to the Services;
(v) using the Service for any illegal or unauthorised purpose, or engage in, encourage or promote any activity that violates these Terms;
(w) using the Ethereum blockchain to carry out any illegal activities, including but not limited to money laundering, terrorist financing or deliberately engaging in activities designed to adversely affect the performance of the Ethereum blockchain, or the Services; and
(x) engaging in deceptive or manipulative trading activities (eg, pump and dump schemes, wash trading, self-trading, front running, quote stuffing, and spoofing or layering) regardless of whether it is prohibited by law.
If we allow you to post any information to the Website, we have the right to take down this information at our sole discretion and without notice.
17 The Dark Horse
(a) All express or implied guarantees, warranties, representations, statements, terms and conditions relating to these Terms, the Website, Content and Services that are not contained in these Terms, are excluded to the maximum extent permitted by law including consumer law.
(b) Without limited section 17(a), we are not responsible for any loss, expense or damage caused, directly or indirectly, by any events, actions or omissions beyond our reasonable control, which may be suffered due to:
(i) your use of the Website, Content and Services;
(ii) your mint and purchase of any NFTs available via NFT Drops on the Website;
(iii) the information or materials contained on or via the Website and Services (including smart contracts and NFTs), or as a result of the inaccessibility of the Website and/or the fact that certain information or materials contained on it are incorrect, incomplete, insecure, unstable, unreliable or not up-to-date;
(iv) acts or omissions of any third parties, or your transactions or any other interaction with any such third parties or third-party software;
(v) any smart contract or related failures, risks, or uncertainties associated with the Ethereum blockchain such as forks, technical node issues, repudiated transactions, migrations and updates or any other issues causing losses; and
(vi) user error such as forgotten passwords or seed phrases and your standards of personal security that mean you lose control of your MetaMask wallet and/or the digital assets displayed therein.
(i) the cost of supplying of the Services again;
(ii) payment of the cost of having the Services supplied again; or
(iii) the ETH value of proceeds actually received by The Dark Horse from the relevant user after deducting all costs, fees, and liabilities incurred by or on behalf of The Dark Horse.
(e) Subject to sections 17.1(f) and 17.1(g) and our obligations under the Non-Excludable Provisions, and to the maximum extent permitted by law, our maximum aggregate liability for all claims under or relating to these Terms, the Services or the Website whether in contract, tort (including without limitation negligence), in equity, under statute, under an indemnity, or otherwise, based on fundamental breach or breach of a fundamental term or on any other basis, is limited to any fees paid by you to use the Website or use the Services.
(f) Subject to our obligations under the Non-Excludable Provisions, and to the maximum extent permitted by law, we are not liable for, and no measure of damages will, under any circumstances, include:
(i) special, indirect, consequential, incidental or punitive damages; or
(ii) damages for loss of profits, revenue, goodwill, anticipated savings or loss or corruption of data, whether in contract, tort (including negligence), in equity, under statute or on any other basis, whether or not such loss or damage was foreseeable and even if advised of the possibility of the loss or damage.
(g) Our liability to you is diminished to the extent that your acts or omissions (or those of a third party) contribute to or cause the loss or liability. Our liability is subject to your duty to mitigate your loss.
17.2 Warranties and representations
(a) To the maximum extent permitted by law, The Dark Horse makes no claim, representations or warranties:
(i) as to the value, fairness of price or value of use of any NFTs available for sale on the Website or subsequently made available for sale on third-party sites;
(ii) of title, non-infringement, functionality, merchantability, usage, security, suitability or fitness for any particular purpose, workmanship or technical quality of any NFT, smart contract code, or software;
(iii) about the identity, legitimacy, authenticity or legal rights to acquire ownership, resell, licence or otherwise deal with NFTs available on the Website;
(iv) that the Website, smart contracts, NFTs (including the delivery of Items which require third party processing and/or intervention), Ethereum blockchain and any third-party software will be available on an uninterrupted, timely, secure, or error-free basis or are or will be free of malicious code or will be accurate, complete or reliable.
17.3 Reserved rights
(a) We reserve the right to restrict, suspend or terminate without notice your access to this website, any Content, or any feature of this website at any time without notice and we will not be responsible for any loss, cost, damage or liability that may arise as a result.
(b) We reserve the right, in our sole and absolute discretion, to amend, modify, alter or supplement the smart contracts accessible through the Website or through which the Services are provided from time to time.
18 Your warranties
(a) You affirm, represent and warrant that:
(i) you will only use the Website, Content and Services in accordance with these Terms;
(ii) you are duly authorised and have the capacity to provide each instruction and enter into each transaction using the Services;
(iii) you will comply with all applicable laws of Hong Kong SAR and any other jurisdiction in which or from which you give instructions or enter transactions using the Services;
(iv) all currency amounts are sourced from legal origins that you own or otherwise have full legal authority to deal with such currency;
(v) your use of the Services and entering into transactions does not infringe the rights of any third party or any applicable law; and
(vi) you understand that your use of the Services may be suspended at any time at our discretion for breach of these Terms or at the request of any government authority investigating a fraud or other suspicious activity.
(b) To the full extent permitted by applicable law, you agree to indemnify The Dark Horse against any action, liability, cost, claim, loss, damage, proceeding or expense suffered or incurred arising directly or indirectly from your use of the Website, Content, Services or from your breach of these Terms.
19 The Dark Horse Licence
19.1 Licence to use Items
Subject to any Special Terms that may apply from time-to-time to any NFTs or NFT Drops and the rights granted in this section below, The Dark Horse and/or the NFT Figure (as applicable) expressly grant to the NFT Buyer a limited, worldwide, non-sublicensable licence to use, reproduce and display any Intellectual Property (including copyright works and subject matter) that reside in the Item solely for the following purposes:
(a) for private, personal, non-commercial purposes;
(b) within a marketplace, exchange, platform or application that allows for the sale or purchase of the Item or the NFT (Marketplace) but subject to section 19.2 below
(c) as part of a third-party application, social media platform, digital gallery, website or online service, including any decentralised virtual environment, virtual world, virtual gallery, virtual museum or virtual environment (Online Service) that permits the display or communication of the Item, but subject to section 19.2 below
19.2 Cryptographic Verification
You must only use or display the Item on Online Services or Marketplaces that cryptographically verify each user’s rights to ensure that:
(a) only the actual owner of an Item may display the Item; and
(b) the Item is no longer displayed or used by the Marketplace or Online Service after the owner leaves or ceases to be a member of the Marketplace or Online Service or otherwise removes the Item.
19.3 NFT buyers shall not make commercial use of Items
NFT Buyers have the right to sell, trade, transfer, or use their Items, but NFT Buyers may not make “commercial use” of the underlying Item including, for example, by selling copies of the Item, selling access to the Item, selling derivative works embodying the Item, or otherwise commercially exploiting the Item.
19.4 Other restrictions on the NFT Buyer's limited licence
The NFT Buyer agrees that it may not, nor permit any third party, to do or attempt to do any of the foregoing without the NFT Figure's express prior written consent in each case:
(a) modify or edit the Item;
(b) distort, mutilate, or perform any other modification to the Item which would be prejudicial to the NFT Figure's honour or reputation;
(c) use or display the Item with other material in a way that is defamatory or unlawful, or infringes the rights of any third parties;
(d) use the Item to advertise, market, or sell any third party product or service;
(e) use or display the Item in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others;
(f) incorporate the Item in movies, videos, video games, or any other forms of media for a commercial purpose, except to the limited extent that such use is expressly permitted by these Terms or solely for an NFT Buyer's personal, non-commercial use;
(g) sell, distribute for commercial gain, or otherwise commercialise merchandise that includes, contains, or consists of the Item;
(h) attempt to trademark, copyright, or otherwise acquire additional Intellectual Property Rights in or to the Item;
(i) attempt to mint, tokenise, or create an additional cryptographic token representing the same Item, whether on or off of the Website;
(j) falsify, misrepresent, or conceal the authorship of the Item; or
(k) otherwise utilise the Item for the NFT Buyer's or any third party's commercial benefit.
19.5 Limited licence applies to the current owner of an Item
The user agrees and acknowledges that the lawful ownership, possession, and title to an Item is a necessary and sufficient condition precedent to receiving the limited licence rights to the underlying Item provided by these Terms. Any subsequent transfer, dispossession, burning, or another relinquishment of an Item will immediately terminate the former owner's rights and interest in the licence or Item as provided by these Terms.
19.6 Third Party Material
If the Item contains any Intellectual Property Rights, including any copyright works or subject matter, that are owned by a third party and licenced to us, you must comply with any additional restrictions on your ability to use the Item that are imposed by the third party from time to time.
19.7 User releases The Dark Horse from copyright claims
The NFT Figure and all NFT Buyers irrevocably release, acquit, and forever discharge The Dark Horse and its subsidiaries, affiliates, officers, and successors of any liability for direct or indirect copyright or trademark infringement for The Dark Horse use of an Item in accordance with these Terms, including without limitation, The Dark Horse solicitation, encouragement, or request for persons or third parties to host the Item for the purpose of operating a distributed database and The Dark Horse deployment or distribution of a reward, a token, or any other digital asset to users or third parties for hosting Items on a distributed database.
20 Dispute resolution
(a) We are committed to dealing with customer complaints promptly and resolving issues in accordance with our policies.
(b) If you wish to make a complaint about the Services, you can contact us as set out in section 23. Please include your name, email address and/or telephone number and set out as much information as possible concerning your complaint.
(c) We treat all information submitted in connection with a complaint in confidence. Any information collected during the internal dispute resolution process is collected for the purpose of evaluating and improving the process.
(d) We seek to acknowledge receipt of all complaints within 5 business days and we will strive to resolve all complaints within 30 days. This may not be possible in all circumstances and will depend on the nature of any particular complaint.
(e) We may contact you by the contact information provided by you to discuss your complaint and may ask you to provide additional information.
(f) Where we cannot resolve a complaint within 30 days, we will notify you of the reasons for the delay and we will provide you with an indication of when we expect to resolve the complaint.
(g) We will give you a written response to your complaint and the reasons for reaching a particular decision. If you believe that we have failed to address your complaint satisfactorily, we will provide you with information about any further steps you can take.
21 Suspension, termination and cancellation
(a) We may at any time refuse to complete, block, or reverse a transaction you have authorised (or part thereof) or limit, suspend, restrict, or terminate your access to any or all of the Services or the Website (including your account) if:
(i) you gain or attempt to gain unauthorised access to another user’s account;
(ii) you are, as determined in our absolute discretion, or we reasonably suspect you are, using the Services or Website to perform illegal activities such as money laundering, terrorism financing, paying of ransomware, online gambling or other criminal activities;
(iii) you breach these Terms;
(iv) there is a technical or operational difficulty;
(v) required by law; or
(vi) we receive a request from a law enforcement or government agency to do so.
(b) Where actions are taken under section 21(a), you may also be held liable for any losses incurred by The Dark Horse or any other user of the Website.
(c) You may terminate your account at any time provided you don’t have any incomplete or pending transactions under the Services.
(a) If any part of these Terms is held to be wholly or partially void, unlawful or unenforceable, that part is to be given effect to the greatest extent possible and will otherwise be deemed severable from these Terms. The remainder of the Terms will remain in full force and effect and the validity or enforceability of the remainder of these Terms is not affected.
(b) These Terms are governed by the laws of Hong Kong SAR. If you are a resident in Hong Kong SAR, each party submits to the non-exclusive jurisdiction of the courts of the Territory in which you ordinarily reside. If you are not resident in Hong Kong SAR, each party submits to the exclusive jurisdiction of the courts of Hong Kong SAR.
(c) Nothing in these Terms limits any liability we or you may have in connection with any representations or other communications (either oral or written) made prior to these Terms, where such liability cannot be excluded (including under applicable consumer law).
(d) Subject to paragraph 22(c), these Terms supersede all previous agreements, understandings, negotiations, representations and warranties about its subject matter and embodies the entire agreement between the parties about its subject matter.
(e) Neither party will be liable for any failure or delay in performing any of its obligations under these Terms if such delay is cause by circumstances beyond that party’s reasonable control.
(f) Your use of the Website and Services is conducted electronically, and you agree that we may communicate with you electronically for all aspects of your use of the Website and Services, including sending you electronic notices.
(g) The provisions of these Terms which by their nature survive termination or expiry of these Terms will survive termination or expiry of these Terms.
(h) No waiver, delay or failure by us to take any action shall constitute or be construed as a waiver of that or any other term, condition, option, privilege or right we may have.
(i) Although the Website and Services may be provided in languages other than English, the version of these Terms in English will prevail to the extent of any inconsistency and to the extent of the inconsistency only.
23 Contact us
For further information about the Website, the Services, these Terms, or to make a complaint, please contact us the details set out below.
Attention: The Dark Horse