W3M Token Management platform -Terms of Use
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PREAMBLE
These terms of use ( “ToU”) govern the use of the Web 3 Music Token Management platform (“Platform”), a platform based on the use of blockchain technology and smart contracts, reserved for members of the Web3 Music Association (see below for identification details) to enable them to perform in electronic form certain operations related to the life of the association. The Platform can be accessed by you (the “User” or “You”) if you are a member of the association via the website replace the URL.
The ToU and the Privacy Policy are collectively referred to as the “Agreement” to be considered an extension of the association relationship with us. Therefore, the Agreement and making the Platform available do not entail the provision of digital services, products, or content. The features of the Platform are the ones available on the date of your access.
The Platform is owned and operated by Web3 Music Verein (Web3 Music Association), a company duly existing and incorporated under the laws of Switzerland, with registered office in Zug, Baarerstrasse n. 141 registered at the Registrar of Companies of Zug with Number CHE-184.859.454 (“W3M” or “We”).
The Platform is the exclusive property of W3M.
Please read the Agreement carefully before accessing and using the Platform. By accessing and using any part of the Platform or its Features, you agree to become bound by the Agreement. If You do not agree to all the terms and conditions of the Agreement, then you may not access the Platform and use any Features of Platform.
W3M does not offer financial services, nor does it aim to encourage investments in crypto-assets, nor does it provide financial advice, nor does it carry out any activities reserved for Crypto Asset Service Providers under Swiss Law and Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets, or financial intermediaries subject to Swiss Law and Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.
The Platform is not a mere conduit, caching, or hosting service, nor does it allow for the storage and dissemination of information to the public at the request of the User, therefore it should not be considered an online platform or other intermediary service subject to the Digital Services Act (Regulation EU 2022/2065 of the European Parliament and of the Council of 19 October 2022 on a Single Market For Digital FeaturesServices and amending Directive 2000/31/EC).
ACCEPTANCE OF THE TOU
At the time of your first access to the Platform, You will be asked to accept ToU. By accepting ToU, You enter into the Agreement, which constitutes a legally binding agreement with W3M.
If you do not agree with any of these provisions, we strongly recommend you to cease accessing and using the Platform.
To use the Platform, the User is required to connect their wallet ("Wallet") to the Platform.
THE TOKENS
The Token is considered a utility token under the current Swiss regulatory framework and not a security or payment token, as per FINMA’s interpretation provided to W3M. Consequently, the issuance of the Token by W3M is not subject to the Anti-Money Laundering Act and does not require a prospectus under the Financial Features Act. Furthermore, FINMA confirmed that no other financial market laws in Switzerland, including the Financial Market Infrastructure Act are applicable to the Tokens.
CONDITIONS OF USE FOR THE USER
The User acknowledges and accepts that:
not to use the Platform in an improper manner, for purposes that are not permitted by law or contrary to morality, to spread computer viruses, to perform activities that may compromise the security of the Platform or damage it, to access the Platform using automated tools (such as collection bots, robots, spiders or scrapers);
not interfere with security-related features of the Platform, including but not limited to: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Platform except to the extent that the activity is expressly permitted by applicable law. Any attempt at such interference shall attract a ban from the Platform;
not infringe the Intellectual Property Rights of W3M or Third Parties, including copyrights, patents, trademarks, trade secrets or other proprietary rights;
not represent or communicate information about W3M and Features in a manner that is inconsistent with what W3M represents through Platform;
comply with applicable laws and regulations;
provide their true Data and keep it up to date;
W3M will process the User's Data in accordance with the provisions of the Privacy Policy;
W3M will provide the Platform according to the needs related to any scheduled or extraordinary and unmissable maintenance work;
the costs of connection to the Internet network, and those possibly related to the connection modalities, are at the User's expense.
USER REQUESTS
The User may address requests to W3M through the contact information available on the Platform. You may send requests, by way of example - and not limited to - submit ideas to or share doubts with W3M.
If the User provides ideas, suggestions, or other feedback in connection with the use of the Platform ("Feedback"), such Feedback is not confidential and may be used by W3M without restriction and without payment to the User.
W3M will process the Data transmitted by the User when contacting W3M for the sole purpose of executing the issue governed by the ToU, and therefore on the basis of assumptions of a contractual nature, in accordance with the provisions of the Privacy Policy.
RIGHTS OF W3M
W3M has the right to:
modify, update, replace, suspend, limit or interrupt the operation of the Platform and its Features at any time;
analyse the traffic on the Platform (e.g. detect the most visited pages, the number of Users per hour or per day, the geographical origin, the average connection time, the browsers used, the origin of the User - from search engines or from other Sites -, phrases and words searched for, etc.) in order to understand how it is used and manage, optimise and improve it, or even just for statistical purposes;
solve operational or technical problems (e.g. anomalies in page loading);
perform monitoring activities to repel and prevent cyber-attacks and fraud.
W3M may, at its sole discretion and without any obligation to pay compensation:
deny any of the Users further access and use to the Platform;
take against any of the Users any action for its own protection, including those aimed at obtaining compensation for damages.
WARRANTY EXCLUSIONS AND NO ASSISTANCE
The Platform is provided on an "AS IS" and "AS AVAILABLE" basis and W3M makes no warranties, express or implied (including the implied warranties of non-infringement, merchantability and fitness for a particular purpose), and may be temporarily inaccessible or otherwise defective or delayed.
W3M will make every reasonable effort to ensure that the User has continuous and uninterrupted access to the Platform but will not, under any circumstances, be liable if one or more Features are temporarily or permanently inaccessible.
In particular, W3M makes no warranty as to:
the suitability of the Platform with respect to the needs of the User;
the availability of, and the absence of errors in, the Platform;
the quality of the Platform;
the correction of any technical errors of the Platform;
the Tokens will come into existence;
the Tokens will gain a substantial or speculative commercial value;
the Tokens will have merchantability or profitability.
Any material accessed, downloaded, or otherwise obtained through the use of the Platform is done at the User’s own discretion and risk and the User will be solely responsible for any damage to the User’s computer system or loss of data that results from the download of any such material. No advice or information, whether oral or written, obtained by the User from W3M or through or from the Platform will create any warranty not expressly stated in the Agreement.
W3M does not guarantee the provision of technical assistance in relation to the Platform.
LIMITATION OF LIABILITY AND INDEMNITY
You acknowledge and agree that, to the fullest extent permitted by law, in no event will W3M be liable for any loss of profits, revenue or data, indirect, incidental, special or consequential damages, or damages or costs due to loss of production or use, business interruption, or procurement of substitute goods or Features, in each case whether or not W3M has been advised of the possibility of such damages, arising out of or in connection with the Agreement.
W3M will not be liable for any errors, inaccuracies, omissions and, more generally, for damages caused, directly or indirectly, by decisions taken or initiatives undertaken by the User or by Third Parties on the basis of (and as a result of) the Features made available through the Platform.
Some jurisdictions do not allow the exclusion or limitation of certain damages. If such laws apply to you, some or all of the above exclusions or limitations may not apply to you and you may have additional rights.
You agree to indemnify and hold W3M, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers and licensees from any and all losses, costs, liabilities, and expenses (including reasonable attorneys' fees) relating to or arising out of any and all of the following: (i) your use of or inability to use any W3M property; (ii) your breach of Agreement; (iii) your violation of any rights of any Third Party or User (vi) your violation of any applicable law, rule, or regulation. W3M reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will cooperate fully with W3M in asserting any available defences. You agree that the provisions of this present clause will survive any termination of the Agreement.
INTELLECTUAL PROPERTY
Unless otherwise indicated on the Platform with specific reference to certain items on the Platform, W3M is the exclusive owner of all Intellectual Property Rights in the Platform.
All W3M trademarks, Features marks, trade names, logos, domain names, and any other features of W3M brand are the sole property of W3M or its licensors. The ToU does not grant you any rights to use any of such features whether for commercial or non-commercial use.
The provision of the Platform by W3M will not be considered as an assignment or licensing by W3M in favour of you of any Intellectual Property Right on the Platform
LEGAL DISCLAIMERS
The Users are the sole owners and responsible for their respective Wallets that Users decide to use on the Platform. Accordingly, Users are the sole responsible for keeping private and confidential the respective private keys of such Wallets.
The Platform may include third-party services (i.e. Wallet provider) which we do not own or control. You understand that the Agreement does not apply to your relationships with any Third Parties. You expressly release us from any and all liability arising from your use of such Third-Party services.
CONTRACT CHANGES
W3M reserves the right at any time to modify this Agreement and any legal document present on the Platform, or to add at any time new or additional terms or conditions on your use of the Platform. Such modifications and additional terms and conditions will be effective immediately and incorporated into this Agreement. Your continued use of the Platform will be deemed acceptance thereof.
MISCELLANEOUS
The Agreement regulates the relationship between W3M and the User and does not create rights in favour of, nor obligations against, Third Parties.
Any tolerance by W3M of the conduct of the Users in violation of the provisions contained in the Agreement does not constitute a waiver of the rights arising from the provisions violated, nor the right to require the exact fulfilment of all terms and conditions therein.
W3M does not provide the Platform and Features to individuals who do not have the legal capacity to act to accept the Agreement as set out in their home country's legislation.
The rights and remedies included herein are not exclusive, but are in addition to any other rights and remedies available under applicable law.
Any limitation or exclusion of liability provided for in favour of W3M in the Agreement will apply to the fullest extent permitted by law.
APPLICABLE LAW AND JURISDICTION
The Agreement is governed by Swiss Law, without regard to its choice of law or conflicts of law principles.
The Parties expressly agree that any disputes regarding the validity, performance, effectiveness or termination of the Agreement is subject to the exclusive jurisdiction of the Swiss Court and, in particular, exclusively to the Court of Zug (Switzerland) unless mandatory applicable laws provide otherwise.
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