These terms and conditions (“Terms”) govern the use of the Website (defined below) and the Services (defined below). These Terms also include any guidelines, announcements, additional terms, policies, and disclaimers made available or issued by us from time to time. These Terms constitute a binding and enforceable legal contract between Pixel Battle Ltd and its affiliates (“Company”, “Pixel Battle”, “we”, “us”) and you, an end user of the services (“you” or “User”) at https://www.pixelbattle.io/ (“Services”). By accessing, using or clicking on our website (and all related subdomains) or its mobile applications (“Website”) or accessing, using or attempting to use the Services, you agree that you have read, understood, and to are bound by these Terms and that you comply with the requirements listed herein. If you do not agree to all of these Terms or comply with the requirements herein, please do not access or use the Website or the Services. In addition, when using some features of the Services, you may be subject to specific additional terms and conditions applicable to those features.
By accessing, using or clicking on our Website and using or attempting to use our Services, you represent and warrant that:
(a) as an individual, legal person, or other organization, you have full legal capacity and authority to agree and bind yourself to these Terms;
(b) you are at least 18 or are of legal age to form a binding contract under applicable laws;
(c) your use of the Services is not prohibited by applicable law, and at all times compliant with applicable law, including but not limited to regulations on anti-money laundering, anti-corruption, and counter-terrorist financing (“CTF”);
(d) you have not been previously suspended or removed from using our Services;
(e) if you act as an employee or agent of a legal entity, and enter into these Terms on their behalf, you represent and warrant that you have all the necessary rights and authorizations to bind such legal entity; and
(f) you are solely responsible for use of the Services and, if applicable, for all activities that occur on or through your user account.
3. Identity Verification
We and our affiliates may, but are not obligated to, collect and verify information about you in order to keep appropriate record of our users, protect us and the community from fraudulent users, and identify traces of money laundering, terrorist financing, fraud and other financial crimes, or for other lawful purposes.
We may require you to provide or verify additional information before permitting you to access, use or click on our Website and/or use or attempt to use our use or access any Service. We may also suspend, restrict, or terminate your access to our Website or any or all of the Services in the following circumstances: (a) if we reasonably suspect you of using our Website and Services in connection with any prohibited use or business; (b) your use of our Website or Services is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your activity; or (c) you take any action that we deem as circumventing our controls, including, but not limited to, abusing promotions which we may offer from time to time.
If you provide any information to us, you must ensure that such information is true, complete, and timely updated when changed. If there are any grounds for believing that any of the information you provided is incorrect, false, outdated or incomplete, we reserve the right to send you a notice to demand correction, directly delete the relevant information, and as the case may be, terminate all or part of the Services we provide for you. You shall be fully liable for any loss or expense caused to us during your use of the Services. You hereby acknowledge and agree that you have the obligation to keep all the information accurate, update and correct at all times.
We reserve the right to confiscate any and all funds that are found to be in violation of relevant and applicable AML or CFT laws and regulations, and to cooperate with the competent authorities when and if necessary.
You shall not access, use or click on our Website and/or use or attempt to use the Services in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, you may NOT:
(a) use our Website, the Services or the smart contracts in any dishonest or unlawful manner, for fraudulent or malicious activities, or in any manner inconsistent with these Terms;
(b) violate applicable laws or regulations in any manner;
(c) infringe any proprietary rights, including but not limited to copyrights, patents, trademarks, or trade secrets of Pixel Battle;
(d) use our Website, the Services or the smart contracts to transmit any data or send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware, or any other harmful programmes or computer code designed to adversely affect the operation of any computer software or hardware;
(e) use any deep linking, web crawlers, bots, spiders or other automatic devices, programs, scripts, algorithms or methods, or any similar or equivalent manual processes to access, obtain, copy, monitor, replicate or bypass the Website, the Services or the smart contracts;
(f) make any back-up or archival copies of the Website or any part thereof, including disassembling or de-compilation of the Website;
(g) violate public interests, public morals, or the legitimate interests of others, including any actions that would interfere with, disrupt, negatively affect, or prohibit other Users from using our Website, the Services, and the smart contracts;
(h) use the Services or the smart contracts for market manipulation (such as pump and dump schemes, wash trading, self-trading, front running, quote stuffing, and spoofing or layering, regardless of whether prohibited by law);
(i) attempt to access any part or function of the Website without authorization, or connect to the Website or Services or smart contracts or any Company servers or any other systems or networks of any the Services provided through the services by hacking, password mining or any other unlawful or prohibited means;
(j) probe, scan or test the vulnerabilities of the Website or Services or smart contracts or any network connected to the properties, or violate any security or authentication measures on the Website or Services or any network connected thereto;
(k) reverse look-up, track or seek to track any information of any other Users or visitors of the Website or Services;
(l) take any actions that imposes an unreasonable or disproportionately large load on the infrastructure of systems or networks of the Website or Services or smart contracts, or the infrastructure of any systems or networks connected to the Website or Services or smart contracts;
(m) use any devices, software or routine programs to interfere with the normal operation of any transactions of the Website or Services or smart contracts, or any other person’s use of the Website or Services; or
(n) forge headers, impersonate, or otherwise manipulate identification, to disguise your identity or the origin of any messages or transmissions you send to Pixel Battle or the Website or smart contracts.
By accessing the Services, you agree that we have the right to investigate any violation of these Terms, unilaterally determine whether you have violated these Terms, and take actions under relevant regulations without your consent or prior notice.
Pixel Battle may terminate, suspend, or modify your access to Website and/or the Services, or any portion thereof, immediately and at any point, at its sole discretion. Pixel Battle will not be liable to you or to any third party for any termination, suspension, or modification of your access to the Services. Upon termination of your access to the Services, these Terms shall terminate, except for those clauses that expressly or are intended to survive termination or expiry.
6. No Warranties and Limitation of Liabilities
OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR AGREEMENT, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF THE SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. Pixel Battle DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE WEBSITE, ANY PART OF THE SERVICES, INCLUDING MOBILE SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE AND WILL NOT BE LIABLE FOR ANY LOSSES RELATING THERETO. Pixel Battle DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, THE SERVICES OR ANY MATERIALS OF Pixel Battle ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NONE OF Pixel Battle OR ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS WILL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, INTANGIBLE OR CONSEQUENTIAL LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO:
(a) ANY PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF Pixel Battle OR ITS AFFILIATES;
(b) ANY AUTHORIZED OR UNAUTHORIZED USE OF THE WEBSITE OR SERVICES, OR IN CONNECTION WITH THIS AGREEMENT;
(c) ANY INACCURACY, DEFECT OR OMISSION OF ANY DATA OR INFORMATION ON THE WEBSITE;
(d) ANY ERROR, DELAY OR INTERRUPTION IN THE TRANSMISSION OF SUCH DATA;
(e) ANY DAMAGES INCURRED BY ANY ACTIONS, OMISSIONS OR VIOLATIONS OF THESE TERMS BY ANY THIRD PARTIES; OR
(f) ANY DAMAGE CAUSED BY ILLEGAL ACTIONS OF OTHER THIRD PARTIES OR ACTIONS WITHOUT AUTHORIZED BY Pixel Battle.
EVEN IF Pixel Battle KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE, EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF OUR GROSS NEGLIGENCE, ACTUAL FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW OR EXCEPT IN JURISDICTIONS THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. THIS PROVISION WILL SURVIVE THE TERMINATION OF THESE TERMS.
WE MAKE NO WARRANTY AS TO THE MERIT, LEGALITY OR JURIDICAL NATURE OF ANY TOKEN SOLD ON OUR PLATFORM (INCLUDING WHETHER OR NOT IT IS CONSIDERED A SECURITY OR FINANCIAL INSTRUMENT UNDER ANY APPLICABLE SECURITIES LAWS).
7. Intellectual Property
All present and future copyright, title, interests in and to the Services, registered and unregistered trademarks, design rights, unregistered designs, database rights and all other present and future intellectual property rights and rights in the nature of intellectual property rights that exist in or in relation to the use and access of the Website and the Services are owned by or otherwise licensed to Pixel Battle. Subject to your compliance with these Terms, we grant you a non-exclusive, non-sub license, and any limited license to merely use or access the Website and the Services in the permitted hereunder.
Except as expressly stated in these Terms, nothing in these Terms should be construed as conferring any right in or license to our or any other third party’s intellectual rights.
If and to the extent that any such intellectual property rights are vested in you by operation of law or otherwise, you agree to do any and all such acts and execute any and all such documents as we may reasonably request in order to assign such intellectual property rights back to us.
You agree and acknowledge that all content on the Website must not be copied or reproduced, modified, redistributed, used, created for derivative works, or otherwise dealt with for any other reason without being granted a written consent from us.
Provided that you own, or get express permission from someone who owns, a Pixel Battle NFT asset, you are granted a limited license to create fan artwork of such Pixel Battle NFT asset for commercial purposes given that you follow the Terms set herein. You are granted a limited license to create derivate art of your Pixel Battle NFT asset but fan artwork must not use any Pixel Battle assets or intellectual properties, including but not limited to the Pixel Battle logo, SFTY logo or Ring Games logo etc. Any artwork must clearly state “Pixel Battle Fanart” and is linked directly to https://www.pixelbattle.io and the Pixel Battle NFT that is being used for inspiration. Each Pixel Battle NFT can be used to generate a maximum of US$10,000 in gross revenue before an official license agreement has to be signed with us. The revenue can come from either fanart (tokenized or physical) or merchandise (t-shirts, mugs or hoodies etc.). Creating original fanart without monetizing it is permissible without any license or ownership.
Any creation of “Pixel Battle Fanart” shall also comply with any additional rules or guidelines as implemented by us from time to time. Without limiting the generality of the preceding sentence, you may NOT create any fan artwork that:
(a) promotes suicide or self-harm, incites hate or violence against others, degrades or doxes another individual, promotes sexual contents or depicts minors in sexually suggestive situations;
(b) damages the reputation or good will of Pixel Battle, the author or original creator of the Pixel Battle NFT asset or the Pixel Battle NFT asset itself;
(c) infringes the rights of others or violates any intellectual property laws;
(d) affronts any public order or standards of decency; or
(e) would possibly, potentially or reasonably be mistaken as an official work by Pixel Battle.
Third parties participating on the Website may permit us to utilise trademarks, copyrighted material, and other intellectual property associated with their businesses. We will not warrant or represent that the content of the Website does not infringe the rights of any third party.
8. Independent Parties
Pixel Battle is an independent contractor but not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership or franchise between the parties.
9. No Professional Advice
All information provided on the Website and throughout our Services is for informational purposes only and should not be construed as professional advice. We do not provide investment advice and any content contained on the Website should not be considered as a substitute for tailored investment advice. Investing in digital assets is highly risky and may lead to a total loss of investment. You must have sufficient understanding of cryptographic tokens, token storage mechanisms (such as token wallets), and blockchain technology to appreciate the risks involved in dealing in digital assets. You understand and agree that the value of digital assets can be volatile, and we are not in any way responsible or liable for any losses you may incur by using or transferring digital assets in connection with our Services. You should not take, or refrain from taking, any action based on any information contained on the Website. Before you make any financial, legal, or other decisions involving our Services, you should seek independent professional advice from an individual who is licensed and qualified in the area for which such advice would be appropriate.
You agree to indemnify and hold harmless Pixel Battle and its affiliates and their respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers or contractors from and against any potential or actual claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to:
(a) your use of, or conduct in connection with, the Website or Services;
(b) your breach or our enforcement of these Terms; or
(c) your violation of any applicable law, regulation, or rights of any third party during your use of the Website or Services.
If you are obligated to indemnify Pixel Battle and its affiliates and their respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers or contractors pursuant to these Terms, Pixel Battle will have the right, in its sole discretion, to control any action or proceeding and to determine whether Pixel Battle wishes to settle, and if so, on what terms.
Your obligations under this indemnification provision will continue even after these Terms have expired or been terminated.
11. Fee and Payment
Any purchases from the Website or marketplace will be done through smart contracts on a blockchain using a wallet like Metamask wallet. Any financial transactions that you engage in will be conducted solely through the Blockchain via a wallet such as MetaMask. We will have no insight into or control over these payments or transactions, nor do we have the ability to reverse any transactions. With that in mind, we 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 via the Website and/or the Services or using the smart contracts, or any other transactions that you conduct via the network such as Polygon or Ethereum.
Networks such as Polygon or Ethereum requires the payment of a transaction fee (a “Gas Fee”) for every transaction that occurs on the network. The Gas Fee funds the network of computers that run the decentralized network such as Polygon or Ethereum. This means that you will need to pay a Gas Fee for each transaction that occurs via the Services.
In addition to the Gas Fee, each time you utilize a smart contract to conduct a transaction with another user via the Services or in relation to SFTY tokens, you authorize us to collect a commission of 5% of the total value of that transaction (each, a “Commission”). You acknowledge and agree that the Commission is subject to change and will be transferred directly to us through the networks such as Polygon or Ethereum as a part of the transaction.
You understand that the Website provides an introductory platform only, and that our responsibilities are limited to facilitating the user functionality and availability of the Website. We are not a reseller of digital assets or NFTs and we are neither a party to any agreement entered into between a buyer and a seller. We have no control over the conduct of buyers, sellers and any other users of the Website. We accept no liability for any aspect of the buyer and seller interaction, including but not limited to the description of digital assets and NFTs offered for sale and the delivery of them to you.
You may list your NFT assets to our Website and marketplace for trading purposes. The listing or delisting of your NFT assets will involve certain listing fee payable to us in order to facilitate such listing or delisting (“Listing Fee”), such Listing Fee shall be a percentage of the total value of such NFT assets and/or a fixed fee as solely determined by us. In such case, you acknowledge and agree that the Royalty will be collected through the networks such as Polygon or Ethereum as a part of the transaction.
As between us, you will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments (except taxes on our net income) now or hereafter claimed or imposed by any governmental authority (collectively, “Taxes”) associated with your use of the Services. Except for income taxes levied on the Company, you: (i) will pay or reimburse us for all national, federal, state, local, or other taxes and assessments of any jurisdiction, including value-added taxes and taxes as required by international tax treaties, customs or other import or export taxes, and amounts levied in lieu thereof based on charges set, services performed or payments made hereunder, as are now or hereafter may be imposed under the authority of any national, state, local or any other taxing jurisdiction; and (ii) shall not be entitled to deduct the amount of any such taxes, duties or assessments from payments made to us pursuant to these Terms.
You acknowledge that the Services contain Pixel Battle’s and its affiliates’ trade secrets and confidential information. You agree to hold and maintain the Services in confidence, and not to furnish any other person any confidential information of the Services or the Website. You agree to use a reasonable degree of care to protect the confidentiality of the Services. You will not remove or alter any of Pixel Battle’s or its affiliates’ proprietary notices. Your obligations under this provision will continue even after these Terms have expired or been terminated.
14. Anti-Money Laundering
Pixel Battle expressly prohibits and rejects the use of the Website or the Services for any form of illicit activity, including money laundering, terrorist financing or trade sanctions violations. By using the Website or the Services, you represent that you are not involved in any such activity.
15. Force Majeure
Pixel Battle has no liability to you if it is prevented from or delayed in performing its obligations or from carrying on its Services and business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, failure of a utility service or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation, or direction.
16. Jurisdiction and Governing Law
The parties shall attempt in good faith to mutually resolve any and all disputes, whether of law or fact, and of any nature whatsoever arising from or with respect to these Terms. These Terms and any dispute or claim arising out of or in connection with the Services or the Website shall be governed by, and construed in accordance with, the laws of the British Virgin Islands.
Any dispute that is not resolved after good faith negotiations may be referred by either party for final, binding resolution by arbitration under the arbitration rules of the British Virgin Islands International Arbitration Centre (“BVIIAC”) under the BVIIAC Administered Arbitration Rules in force when the notice of arbitration is submitted. The law of this arbitration clause shall be the laws of British Virgin Islands. The seat of arbitration shall be the British Virgin Islands. The number of arbitrators shall be one (1). The arbitration proceedings shall be conducted in English.
Any Dispute arising out of or related to these Terms is personal to you and us and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempts to resolve a dispute as a representative of another individual or group of individuals. Further, a dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue in effect.
If any unlawful or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the clause, in which case the entirety of the relevant provision will be deemed to be deleted).
All notices, requests, demands, and determinations for us under these Terms (other than routine operational communications) shall be sent to [email protected]
You may not assign or transfer any right to use the Services or any of your rights or obligations under these Terms without prior written consent from Pixel Battle, including any right or obligation related to the enforcement of laws or the change of control. Pixel Battle may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.
20. Third Party Rights
No third party shall have any rights to enforce any terms contained herein.
21. Third Party Website Disclaimer
When a user acquires an NFT Item, ownership is granted to user, and the user grants us a limited, non-exclusive, worldwide, revocable license to access, perform and display visual representations for only the purposes listed below, provided that the user complies with these Terms of Service.
- 1.For personal, non-commercial use as part of the game experience and for storage in a crypto wallet.
- 2.Purpose of transfer or disposal through the marketplace This license continues as long as the user continues to own the NFT, unless otherwise specified in these Terms. If at any time the user decides to transfer or dispose of NFT for any reason, the relevant rights and licenses granted to the user will terminate immediately and without notice.
Rights not expressly granted are reserved by us and/or our licensors, and user do not, directly or indirectly, have the rights below.
- 1.Modify the visual representation in any way, including but not limited to shape, design, picture, attributes, characteristics or color, or create derivative works based thereon;
- 2.Selling, distributing, or commercializing products that use visual representations in video or other forms of media; or include or consist of visual representations.
- 3.Acquiring additional intellectual property rights for visual expression for the commercial benefit of a third party; or creating, selling or attempting to divide profits.
- 4.The act of separating and disconnecting visual representations from connected NFTs.
In order to acquire NFTs used in PIXELBATTLE for the first time, you must use tokens on the blockchain or acquire them through in-game rewards and then move them to your wallet.
Users can’t request a refund after activating in-game items/keys and getting NFT.
Xsolla is a global distributor of in-game items/keys/non-convertible VCs (not NFTs) and does not operate as a payment method to purchase NFTs. Also, NFT items cannot be purchased in the store associated with Xsolla in-game.
BY MAKING USE OF OUR SERVICES, YOU ACKNOWLEDGE AND AGREE THAT: (A) YOU ARE AWARE OF THE RISKS ASSOCIATED WITH TRANSACTIONS OF ENCRYPTED OR DIGITAL TOKENS OR CRYPTOCURRENCIES WITH A CERTAIN VALUE THAT ARE BASED ON BLOCKCHAIN AND CRYPTOGRAPHY TECHNOLOGIES AND ARE ISSUED AND MANAGED IN A DECENTRALIZED FORM (“DIGITIAL CURRENCIES”); (B) YOU SHALL ASSUME ALL RISKS RELATED TO THE USE OF THE SERVICES AND TRANSACTIONS OF DIGITAL CURRENCIES; AND (C) Pixel Battle SHALL NOT BE LIABLE FOR ANY SUCH RISKS OR ADVERSE OUTCOMES. AS WITH ANY ASSET, THE VALUES OF DIGITAL CURRENCIES ARE VOLATILE AND MAY FLUCTUATE SIGNIFICANTLY AND THERE IS A SUBSTANTIAL RISK OF ECONOMIC LOSS WHEN PURCHASING, HOLDING OR INVESTING IN DIGITAL CURRENCIES.