OYL TERMS OF USE
These Terms of Use (“Terms”) are a legal contract between you (“you”) and Oyl Corporation, d/b/a Oyl Dynamics (“Oyl”, “us”, “our” or “we”) and govern your use of all the text, information, software, graphics, videos, audio, photographs and other materials (collectively referred to as “Materials”) that we and our affiliates may make available to you through any area of the oyl.io site (“Site”), and the Oyl wallet and other products and services that we make available through the Site (our “Offerings” and, collectively with the Site and Materials, the “Platform”).
READ THESE TERMS CAREFULLY BEFORE BROWSING THE SITE, USING ANY OFFERINGS, OR OTHERWISE USING THE PLATFORM. USING THE SITE AND/OR ANY OFFERINGS INDICATES THAT YOU HAVE BOTH READ AND ACCEPTED THESE TERMS. YOU CANNOT USE THE SITE, MATERIALS OR OFFERINGS IF YOU DO NOT ACCEPT THESE TERMS.
NOTE: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND WITH RESPECT TO DISPUTES YOU MAY HAVE WITH OYL. YOU MAY OPT OUT OF THE BINDING INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER AS PROVIDED BELOW.
CHANGES.
We may alter the Site, Materials and/or Offerings and/or may choose to modify, suspend or discontinue any part or all of the Platform at any time and without notifying you. We may also change, update, add or remove provisions of these Terms from time to time. We may inform you of any modifications to these Terms by posting the modified terms of use on the Site.
If you object to any such modifications, your sole recourse shall be to cease all use of the Platform. Continued use of the Platform or any part thereof following notice of any such modifications indicates you acknowledge and agree to be bound by the modifications. Also, please know that these Terms may be supplemented and/or superseded by expressly designated legal notices or terms that apply to particular Offerings or to the sites and/or services of third parties. Such expressly designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.
GENERAL USE.
By using the Platform, you agree that you are at least 18 years of age, or if you are under 18 years of age (a “Minor”), that you are using the Platform with the consent of your parent or legal guardian and you have received your parent’s or legal guardian’s permission to use the Platform and agree to these Terms. If you are a parent or legal guardian of a Minor, you agree to bind the Minor to these Terms and to fully indemnify and hold us harmless if the Minor breaches any of these Terms. Access to certain Services and content may be subject to additional age restrictions and not available to all users of the Platform.
In these Terms we are granting you a limited, personal, non-exclusive and non-transferable license to access, use and to display the Materials on the Site for your personal, non-commercial use when using the Site; your right to use the Materials is conditioned on your compliance with these Terms. You may not distribute, publicly display, publicly perform or otherwise use the Materials outside the Site. You have no other rights in the Site or any Materials and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit the Site or any of the Materials in any manner. If you make copies of any of the Materials then we ask that you be sure to keep on the copies all of our copyright and other proprietary notices as they appear on the Site.
If you breach any of these Terms, the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials (and any copies thereof).
USING THE PLATFORM.
You need not register with the us to simply visit and view the Site or download and install the Oyl wallet. However, you may be required to successfully register with us in order to access certain password-restricted areas of the Site or use certain Offerings. If you want an account with us, you must submit all of the information required on the account registration page on the Site or applicable Offering. Once you submit the required registration information, we will determine whether or not to approve your proposed account. For so long as you use the account, you agree to provide true, accurate, current, and complete information which can be accomplished by logging into your account and making relevant changes directly.
You are responsible for complying with these Terms when you access and use the Platform. It is your responsibility to obtain and maintain all equipment and services needed for you to access and use the Platform as well as paying related charges. It is also your responsibility to take appropriate action to secure, protect, and backup your accounts in a manner that will provide appropriate security and protection, which might include use of encryption. If you are not able to be responsible for your own account security, or do not want such an obligation, then you should not use the Platform. You must ensure that any available software updates or upgrades to an Offering you are using are promptly installed or implemented, and record and securely maintain any passwords or secret recovery phrases that relate to your use of the Platform. You must not share with us or any other third party any password or secret recovery phrase that relates to your use of the Platform. For the avoidance of doubt, we take no responsibility whatsoever for any theft of a secret recovery phrase that involved intrusion through any means into your personal device or a cloud provider’s data repository. Unless expressly permitted in writing by Oyl, you may not sell, rent, lease, share, or provide access to your account to anyone else.
Whether your use of the Platform or any of its components requires an Oyl account or not you are responsible for all activities that occur with respect to your use of the Platform, regardless of whether the activities are authorized by you or undertaken by you, and we are not responsible for unauthorized access to the Platform using your account, including any access that occurred as a result of fraud, phishing, or other criminal activity perpetrated against you by third parties. Should you believe your password or security for the Platform has been breached in any way, you must immediately notify us.
For avoidance of doubt, the terms of this Section are applicable to all Offerings, such as Oyl wallet, through which you generate a public/private key pair (which can be thought of as a blockchain account and related password) either with a blockchain protocol directly or with third party services, such as decentralized applications. You are solely responsible for the use and security of these security keys and that we will not be held responsible if you share any keys or secret recovery phrases with anyone else, whether knowingly or unknowingly.
If you are using a “beta” or other pre-release version of any Offering (“Beta Release”), you acknowledge and agree that the Beta Release is for testing purposes only and may contain, in Oyl’s sole discretion, more or fewer features or different licensing terms than a subsequent commercial release version of such Offering. While Oyl generally intends to distribute commercial release versions of the Offerings, Oyl reserves the right not to release later commercial release versions of any Beta Release. Without limiting any disclaimer of warranty or other limitation stated herein, you agree that any Beta Release is not considered by Oyl to be suitable for commercial use, and that it may contain errors affecting its proper operation. BY ACCEPTING THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT THE BETA RELEASE MAY CONTAIN BUGS, ERRORS AND OTHER PROBLEMS AND IT MAY EXHIBIT SPORADIC DISRUPTIONS THAT HAVE THE POTENTIAL TO DISRUPT YOUR USE OF THE PARTICULAR OFFERING AND/OR THE PLATFORM IN GENERAL. OYL SPECIFICALLY DISCLAIMS ALL DAMAGES RESULTING FROM YOUR USE OF ANY BETA RELEASE.
OYL WALLET LICENSE.
Subject to your compliance with the terms and conditions of these Terms, Oyl grants you, during the term of this Agreement, a limited, non-exclusive, non-transferable and non-sublicensable license to download, install and execute the object code version of the Oyl wallet software on a computer owned or leased by you, solely for your personal, non-commercial purposes.
You shall not, directly or indirectly, or permit any person or third party to: (a) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of the Oyl wallet software; (b) modify, translate, or create derivative works based on any element of the Oyl wallet software; (c) rent, lease, distribute, sell, resell, assign, or otherwise transfer the Oyl wallet software or any copy thereof; (d) use the Oyl wallet software for the benefit of any person or entity; (e) attempt to defeat any copy protection device included with the Oyl wallet software; (f) access or use Oyl wallet in a way intended to avoid incurring fees or exceed usage limits or quotas; (g) use scraping techniques to mine or otherwise scrape data; (h) use the Oyl wallet software for any purpose other than its intended purpose; or (i) use the Oyl wallet software in violation of any federal, state or local law, regulation or rule.
FEES AND PAYMENTS.
You agree to pay all fees applicable to your use of the Site and any Offerings, including both transaction fees associated with your use of the Oyl wallet that may be charged by Oyl or by third parties. Except as otherwise specified in these Terms, payment obligations are non-cancelable and fees paid are non-refundable. All amounts will be paid without setoff or counterclaim, and without any deduction or withholding.
Each party will be responsible, as required under applicable law, for identifying and paying all taxes and other governmental fees and charges (and any penalties, interest, and other additions thereto) that are imposed on that party upon or with respect to the transactions and payments made through the use of the Site or Offerings. All fees described are exclusive taxes unless otherwise noted. We reserve the right to withhold taxes where required.
ELECTRONIC COMMUNICATIONS.
By using the Platform (or any part thereof), you consent to receiving electronic communications from us (including, if you have opted in, via text message). These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Platform. These electronic communications are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing. Standard carrier data charges may apply to your use of text messaging and you are solely responsible for such charges.
PRIVACY POLICY.
We respect the information that you provide to us, and want to be sure you fully understand exactly how we use that information. So, please review our Privacy Policy (“Privacy Policy”) https://www.oyl.io/privacy-policy, which explains how we use such information.
THIRD-PARTY SITES AND SERVICES.
We sometimes provide links on the Site to third-party websites. If you use these links, you will leave our Platform. We are not obligated to review any third-party websites that you link to from the Platform, we do not control any of the third-party websites, and we are not responsible for any of the third-party websites (or the products, services, or content available through any of them). In addition, certain Offerings permit you to view, have access to, and use the informational content, products, or services of one or more third parties. If you decide to access any such third-party websites or services, you do so entirely at your own risk and you must follow the privacy policies and terms and conditions for those third-party websites and/or services. Those terms and conditions may involve separate fees and charges or may include disclaimers or risk warnings about reliance on or the accuracy of any information. Such terms may also apply a privacy policy different from the Oyl Privacy Policy.
Unless specifically stated on the Platform, we do not endorse or make any representations about such third-party websites and services, any information, software, products, services, or materials provided by such third parties, or any results that may be obtained from using them.
YOU AGREE THAT OYL WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SITES AND/OR THIRD-PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD-PARTY. Any reference on the Platform to any product, service, publication, institution, organization of any third-party entity or individual does not constitute or imply Oyl's endorsement or recommendation.
USER PROVIDED CONTENT.
Certain areas of the Platform may permit you to upload or submit information, images, video, data, text, messages, or other materials (each, a "User Submission"). You agree that you are solely responsible for all of your User Submissions and that any such User Submission is considered both non-confidential and non-proprietary. Further, we do not guarantee that you will be able to edit or delete any User Submission you have submitted.
By submitting any User Submission, you represent, warrant and covenant that:
You own all rights in your User Submission (including, without limitation, all rights to the reproduction and display of your User Submission) or, alternatively, you have acquired all necessary rights in your User Submission to enable you to grant to us the rights in your User Submission as described in these Terms;
You have paid and will pay in full all license fees, clearance fees, and other financial obligations, of any kind, arising from any use or commercial exploitation of your User Submission;
Your User Submission does not infringe the copyright, trademark, patent, trade secret, or other intellectual property rights, privacy rights, or any other legal or moral rights of any third party;
You voluntarily agree to waive all "moral rights" that you may have in your User Submission;
Any information contained in your User Submissions is not known by you to be false, inaccurate, or misleading;
Your User Submission does not violate any law (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, or false advertising);
Your User Submission is not, and may not reasonably be considered to be, defamatory, libelous, hateful, racially, ethnically, religiously, or otherwise biased or offensive, unlawfully threatening, or unlawfully harassing to any individual, partnership, or corporation, vulgar, pornographic, obscene, or invasive of another's privacy;
You were not and will not be compensated or granted any consideration by any third party for submitting your User Submission;
Your User Submission does not incorporate materials from a third-party website, or addresses, email addresses, contact information, or phone numbers (other than your own);
Your User Submission does not contain any viruses, worms, spyware, adware, or other potentially damaging programs or files;
Your User Submission does not contain any information that you consider confidential, proprietary, or personal; and
Your User Submission does not contain or constitute any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation.
By providing User Submissions, you grant to us an irrevocable, perpetual, transferable, non-exclusive, fully-paid, worldwide, royalty-free license (sublicensable through multiple tiers) to:
Use, distribute, reproduce, modify, adapt, publish, translate, publicly perform, and publicly display your User Submissions (or any modification thereto), in whole or in part, in any format or medium now known or later developed;
Use (and permit others to use) your User Submissions in any manner and for any purpose (including, without limitation, commercial purposes) that we deem appropriate in our sole discretion (including, without limitation, to incorporate your User Submissions or any modification thereto, in whole or in part, into any technology, product, or service);
Display advertisements in connection with your User Submissions and to use your User Submissions for advertising and promotional purposes.
We may, but are not obligated to, pre-screen User Submissions or monitor any area of the Platform through which User Submissions may be submitted. We are not required to host, display, or distribute any User Submissions on or through the Platform and may remove at any time or refuse, disallow or block any User Submissions for any reason. We are not responsible for any loss, theft, or damage of any kind to any User Submissions. Further, you agree that we may freely disclose your User Submissions to any third party absent any obligation of confidence on the part of the recipient.
UNAUTHORIZED ACTIVITIES.
To be clear, we authorize your use of the Platform only for individual, consumer purposes (“Permitted Purposes”). Any other use of the Platform beyond the Permitted Purposes is prohibited and, therefore, constitutes unauthorized use of the Platform. This is because as between you and Oyl, all rights in the Platform remain our property.
Unauthorized use of the Platform may result in violation of various United States and international copyright laws. Unless you have written permission from us stating otherwise, you are not authorized to use the Platform in any of the following ways (these are examples only and the list below is not a complete list of everything that you are not permitted to do):
for any public or commercial purpose which includes use of the Materials on another site or through a networked computer environment;
in a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of the Platform;
in a manner that violates any local, state, national, foreign, or international statute, regulation, rule, order, treaty, or other law;
to stalk, harass, or harm another individual;
to impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
in a manner that may create a conflict of interest or undermine the purposes of the Services, such as trading reviews with other users or writing or soliciting fake reviews;
in a manner that infringes any copyright, trademark or other intellectual property or privacy rights of any other person;
to interfere with or disrupt the Platform or servers or networks connected to the Platform;
to harvest or collect email addresses or other contact information of other users of the Platform;
to use any data mining, robots, or similar data gathering or extraction methods in connection with the Platform; or
to attempt to circumvent any content filtering techniques we employ or to gain unauthorized access to any portion of the Platform or any other accounts, computer systems, or networks connected to the Platform, whether through hacking, password mining, or any other means.
You agree to indemnify and hold Oyl and its officers, employees, directors and agents harmless from any from any and all losses, damages, expenses, including reasonable attorneys' fees, costs, awards, fines, damages, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Platform, your violation of these Terms or your violation of any rights of another. You alone are responsible for any violation of these Terms by you or by anyone using your account. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.
PROPRIETARY RIGHTS.
The trademarks, service marks, and logos of Oyl (“Our Trademarks”) used and displayed on various parts of the Platform are registered and unregistered trademarks or service marks of Oyl. Other company, product, and service names located on our platforms may be trademarks or service marks owned by others (the “Third-Party Trademarks”, and, collectively with Our Trademarks, the “Trademarks”). Nothing in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Our Trademarks inures to our benefit.
Unless otherwise specified in these Terms, all Materials, including the arrangement of them on the Platform are our sole property, or the property of our suppliers and licensors. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.
INTELLECTUAL PROPERTY INFRINGEMENT.
We respect the intellectual property rights of others and encourage you to do the same. Accordingly, we have a policy of removing User Submissions that violates intellectual property rights of others, suspending access to the Platform (or any portion thereof) to any user who uses the Platform in violation of someone’s intellectual property rights, and/or terminating in appropriate circumstances the account of any user who uses the Platform in violation of someone’s intellectual property rights.
Pursuant to Title 17 of the United States Code, Section 512, we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your copyright or other intellectual property right is being infringed by a user of the Platform, please provide written notice to our agent for notice of claims of infringement:
support@oyl.io
To be sure the matter is handled immediately, your written notice must:
Contain your physical or electronic signature;
Identify the copyrighted work or other intellectual property alleged to have been infringed;
Identify the allegedly infringing material in a sufficiently precise manner to allow us to locate that material;
Contain adequate information by which we can contact you (including postal address, telephone number, and e-mail address);
Contain a statement that you have a good faith belief that use of the copyrighted material or other intellectual property is not authorized by the owner, the owner's agent or the law;
Contain a statement that the information in the written notice is accurate; and
Contain statement, under penalty of perjury, that you are authorized to act on behalf of the copyright or other intellectual property right owner.
Unless the notice pertains to copyright or other intellectual property infringement, the agent will be unable to address the listed concern.
Submitting a Digital Millennium Copyright Act (“DMCA”) Counter-Notification
We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a validly received DMCA take-down notice. In response, you may provide our agent with a written counter-notification that includes the following information:
1. Your physical or electronic signature;
2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
4. Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
Termination of Repeat Infringers
We reserve the right, in our sole discretion, to terminate the account or access of any user of the Platform who is the subject of repeated DMCA or other infringement notifications.
DISCLAIMER OF WARRANTIES.
THE SITE, MATERIALS, MOBILE APPLICATIONS AND SERVICES ARE PROVIDED "AS IS" AND "WITH ALL FAULTS", AND THE ENTIRE RISK AS TO THEIR USE IS WITH YOU. TO THE FULLEST EXTENT PROVIDED BY LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY) WITH RESPECT TO THE SITE, MATERIALS, OFFERINGS, AND ANY THIRD PARTY SERVICES WHICH INCLUDES BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO WARRANTY THAT THE SITE, MATERIALS, AND/OR OFFERINGS WILL MEET YOUR REQUIREMENTS, THAT YOUR USE OF THE PLATFORM OR ANY THIRD PARTY SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE OR THAT DEFECTS IN THE PLATFORM WILL BE CORRECTED. WE MAKE NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, MATERIALS, AND/OR OFFERINGS, OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OR SERVICES OBTAINED THROUGH THE USE OF THE PLATFORM, AND ARE NOT RESPONSIBLE FOR THE PRODUCTS, SERVICES, ACTIONS, OR FAILURE TO ACT OF ANY THIRD PARTY. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE PLATFORM OR FROM US OR OUR SUBSIDIARIES/OTHER AFFILIATED COMPANIES SHALL CREATE ANY WARRANTY. WE DISCLAIM ALL EQUITABLE INDEMNITIES.
OUR OFFERINGS RELY ON EMERGING TECHNOLOGIES, SUCH AS BLOCKCHAIN TECHNOLOGY. SOME OFFERINGS ARE SUBJECT TO INCREASED RISK THROUGH YOUR POTENTIAL MISUSE OF THINGS SUCH AS PUBLIC/PRIVATE KEY CRYPTOGRAPHY, OR FAILING TO PROPERLY UPDATE OR RUN SOFTWARE TO ACCOMMODATE PROTOCOL UPGRADES. BY USING THE OFFERINGS YOU EXPLICITLY ACKNOWLEDGE AND ACCEPT THESE HEIGHTENED RISKS. YOU REPRESENT THAT YOU ARE FINANCIALLY AND TECHNICALLY SOPHISTICATED ENOUGH TO UNDERSTAND THE INHERENT RISKS ASSOCIATED WITH USING CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS AND UPGRADING YOUR SOFTWARE AND PROCESSES TO ACCOMMODATE OFFERING AND PROTOCOL UPGRADES, AND THAT YOU HAVE A WORKING KNOWLEDGE OF THE USAGE AND INTRICACIES OF DIGITAL ASSETS SUCH AS BITCOIN (BTC) AND OTHER DIGITAL TOKENS, SUCH AS THOSE FOLLOWING THE BRC-20 TOKEN STANDARD. IN PARTICULAR, YOU UNDERSTAND THAT WE DO NOT OPERATE ANY BLOCKCHAIN PROTOCOL, COMMUNICATE OR EXECUTE PROTOCOL UPGRADES, OR APPROVE OR PROCESS BLOCKCHAIN TRANSACTIONS ON BEHALF OF YOU. YOU FURTHER UNDERSTAND THAT BLOCKCHAIN PROTOCOLS PRESENT THEIR OWN RISKS OF USE, THAT SUPPORTING OR PARTICIPATING IN THE PROTOCOL MAY RESULT IN LOSSES IF YOUR PARTICIPATION VIOLATES CERTAIN PROTOCOL RULES, THAT BLOCKCHAIN-BASED TRANSACTIONS ARE IRREVERSIBLE, THAT YOUR PRIVATE KEY AND SECRET RECOVERY PHRASE MUST BE KEPT SECRET AT ALL TIMES, THAT OYL WILL NOT STORE A BACKUP OF, NOR WILL BE ABLE TO DISCOVER OR RECOVER, YOUR PRIVATE KEY OR SECRET RECOVERY PHRASE, THAT DIGITALLY COPYING AND STORING YOUR SECRET RECOVERY PHRASE ON A CLOUD STORAGE SYSTEM OR OTHER THIRD PARTY SUPPORTED DATA STORAGE, INCLUDING YOUR PERSONAL DEVICE, MAY INCREASE THE RISK OF LOSS OR THEFT, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY APPROVALS OR PERMISSIONS YOU PROVIDE BY CRYPTOGRAPHICALLY SIGNING BLOCKCHAIN MESSAGES OR TRANSACTIONS, ESPECIALLY THOSE RESPONDING TO SOLICITATIONS AND OTHER PROMPTS FROM THIRD PARTIES. YOU ARE AWARE THAT THERE ARE TECHNICAL MEASURES IN CERTAIN OFFERINGS THAT IMPROVE USER SAFETY, AND YOU ARE SOLELY RESPONSIBLE FOR UNDERSTANDING HOW THEY FUNCTION AND USING THEM AS APPROPRIATE.
YOU FURTHER UNDERSTAND AND ACCEPT THAT DIGITAL ASSETS PRESENT MARKET VOLATILITY RISK, TECHNICAL SOFTWARE RISKS, REGULATORY RISKS, AND CYBERSECURITY RISKS. YOU UNDERSTAND THAT THE COST AND SPEED OF A BLOCKCHAIN-BASED SYSTEM IS VARIABLE, THAT COST MAY INCREASE DRAMATICALLY AT ANY TIME, AND THAT COST AND SPEED IS NOT WITHIN THE CAPABILITY OF OYL TO CONTROL. YOU UNDERSTAND THAT PROTOCOL UPGRADES MAY CONTAIN BUGS OR SECURITY VULNERABILITIES THAT MAY RESULT IN LOSS OF FUNCTIONALITY AND ULTIMATELY FUNDS.
YOU UNDERSTAND AND ACCEPT THAT OYL DOES NOT CONTROL ANY BLOCKCHAIN PROTOCOL AND THAT OYL DOES NOT CONTROL ANY SMART CONTRACT THAT IS NOT OFFERED BY OYL AS PART OF THE OFFERINGS. YOU UNDERSTAND AND ACCEPT THAT OYL DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR THE TRANSITION OF ANY BLOCKCHAIN PROTOCOL FROM PROOF OF WORK TO PROOF OF STAKE CONSENSUS OR THE FUNCTIONING OF ANY PROTOCOL AFTER IT UNDERGOES A TECHNICAL UPGRADE. YOU UNDERSTAND AND ACCEPT THAT OYL DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR ANY THIRD PARTY SERVICE. YOU AGREE THAT YOU ALONE, AND NOT OYL, ARE RESPONSIBLE FOR ANY TRANSACTIONS THAT YOU ENGAGE IN WITH REGARD TO SUPPORTING ANY BLOCKCHAIN PROTOCOL WHETHER THROUGH TRANSACTION VALIDATION OR OTHERWISE, OR ANY TRANSACTIONS THAT YOU ENGAGE IN WITH ANY THIRD-PARTY-DEVELOPED SMART CONTRACT OR TOKEN, INCLUDING TOKENS THAT WERE CREATED BY A THIRD PARTY FOR THE PURPOSE OF FRAUDULENTLY MISREPRESENTING AFFILIATION WITH ANY BLOCKCHAIN PROJECT. YOU AGREE THAT OYL IS NOT RESPONSIBLE FOR THE REGULATORY STATUS OR TREATMENT IN ANY JURISDICTION OF ANY DIGITAL ASSETS THAT YOU MAY ACCESS OR TRANSACT WITH USING THE OFFERINGS. YOU EXPRESSLY ASSUME FULL RESPONSIBILITY FOR ALL OF THE RISKS OF ACCESSING AND USING THE OFFERINGS TO INTERACT WITH BLOCKCHAIN PROTOCOLS.
YOU ACCEPT FULL RESPONSIBILITY FOR ANY AND ALL DECISIONS OR TRANSACTIONS (INCLUDING, WITHOUT LIMITATION, ANY PURCHASES OR OTHER TRANSACTIONS) YOU MAKE IN THE COURSE OF USING THE SITE OR ANY OFFERINGS. YOU ACKNOWLEDGE AND AGREE THAT (A) USE OF THE PLATFORM IS AT YOUR SOLE RISK; AND (B) OYL AND ITS THIRD-PARTY SERVICE PROVIDERS SHALL NOT BE RESPONSIBLE FOR ANY INTERRUPTION IN USE OF THE PLATFORM, DELAYS OR ERRORS CAUSED BY ANY USER’S USE OF THE PLATFORM, OR ANY PART THEREOF.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
LIMITATION OF LIABILITY.
YOU ARE USING THE SITE, MATERIALS, AND OFFERINGS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PROVIDED BY LAW, WE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THE PLATFORM OR YOUR USE OF OUR OFFERINGS OR THIRD PARTY SERVICES. IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES RESULTING FROM LOSS OF DATA, REVENUE, PROFITS, COST OF SUBSTITUTE GOODS AND SERVICES, USE, OR OTHER ECONOMIC ADVANTAGE, HOWEVER ARISING, EVEN IF WE KNOW THERE IS A POSSIBILITY OF SUCH DAMAGE. WE SHALL NOT BE LIABLE FOR ANY UNAUTHORIZED COPYING, USE, OR DISTRIBUTION OF USER CONTENT BY THIRD PARTIES.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM, AND WITH OTHER PERSONS OR ENTITIES WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE THEREOF. YOU UNDERSTAND THAT WE DO NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE PLATFORM. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE PLATFORM OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE PLATFORM. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH ANY PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM, PARTICULARLY IF YOU MEET OFFLINE OR IN PERSON, REGARDLESS OF WHETHER WE FACILITATE SUCH MEETINGS. WE EXPLICITLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USER OF THE PLATFORM AND ALL OTHER THIRD PARTIES.
FEEDBACK.
Any comments, questions, suggestions or other feedback (collectively, “Feedback”) you provide to us through any communication whatsoever (e.g., call, letter, fax, email) will be treated as both non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and we are free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. Where the foregoing assignment is prohibited by law, you hereby grant us an exclusive, transferable, worldwide, royalty-free, fully paid up license (including the right to sublicense) to use and exploit all Feedback as we may determine in our sole discretion. You understand and agree, however, that we are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
TEMPORARY SUSPENSION; TERMINATION.
We may suspend your right to access or use any portion or all of the Platform immediately if you are in breach of these Terms or we determine that your use of the Platform (i) poses a security risk to the Platform or any third party, (ii) could adversely impact our systems, the Platform, or the systems of any other user, (iii) could subject us, our affiliates, or any third party to liability, or (iv) could be unlawful.
To the fullest extent permitted by applicable law, Oyl reserves the right, without notice and in our sole discretion, to terminate your license to use the Site and the Offerings and to block or prevent your future access to and use of the Site and Offerings, including but not limited to where we reasonably consider that: (a) your use of the Platform or any portion thereof violates these Terms or applicable law; (b) you fraudulently use or misuse the Platform or any portion thereof; or (c) we are unable to continue providing the Site or Offerings to you due to technical or legitimate business reasons. To the fullest extent permitted by applicable law, your only remedy with respect to any dissatisfaction with: (i) the Site; (ii) Materials; (iii) any Offering; (iv) any term of these Terms; (v) any policy or practice of Oyl, or (vi) any content or information transmitted through the Platform, is to terminate your account and to discontinue use of any and all parts of the Platform.
DISPUTE RESOLUTION AND ARBITRATION; CLASS ACTION WAIVER.
Please read the following Dispute Resolution and Arbitration; Class Action Waiver provision (this “Provision”) carefully. It affects your rights.
Disputes: The terms of this Provision shall apply to all Disputes between you and Oyl. For the purposes of this Section, “Dispute” shall mean any dispute, claim, controversy or action between you and Oyl arising under or relating to these Terms, or any other transaction involving you and Oyl, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be interpreted to be given the broadest meaning allowable under law. YOU AND OYL AGREE THAT “DISPUTE” AS DEFINED IN THIS AGREEMENT SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY YOU OR OYL FOR: (1) TRADE SECRET MISAPPROPRIATION; (2) PATENT INFRINGEMENT; (3) COPYRIGHT INFRINGEMENT OR MISUSE; OR (4) TRADEMARK INFRINGEMENT OR DILUTION.
CLASS ACTION WAIVER AND JURY WAIVER: YOU AND OYL HEREBY WAIVE ANY RIGHT TO A JURY TRIAL OF ANY DISPUTE YOU OR OYL HAVE WITH ONE ANOTHER. YOU AND OYL AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION. NEITHER YOU NOR OYL MAY ACT AS A PRIVATE ATTORNEY GENERAL OR CLASS REPRESENTATIVE, NOR PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, WITH RESPECT TO ANY DISPUTE OR CLAIM.
Opt-Out: You may elect to opt-out (exclude yourself) from the final, binding arbitration procedure and waiver of class and representative proceedings specified in these Terms by sending a written letter to Oyl at [ADDRESS] (the “Notice Address”), within thirty (30) calendar days of your initial agreement to these Terms. The letter must be signed personally by you and specify: (1) your name; (2) your address; (3) your email address; and (4) your request to be excluded from the final, binding arbitration procedure and waiver of class and representative proceedings specified in this Provision. In the event that you opt-out consistent with the procedures set forth above, all other terms of these Terms shall continue to apply.
Pre-Arbitration Dispute Resolution: You and Oyl agree that whenever a Dispute arises between you and Oyl, you and Oyl will first send a written notice to the other (a “Demand”). You must send the Demand to the Notice Address. Oyl must send a Demand to you via certified mail to the most recent address Oyl has on file for you. The Demand must seek to resolve only your individual Dispute. Within twenty (20) business days of receipt of a Demand, the recipient may request an individualized video or telephone conference which both parties will personally attend (with counsel, if represented). You agree that you will not take any legal action, including filing a lawsuit or demanding arbitration, until after the period to request a conference expires or, if a conference is requested, 20 business days after the individualized conference. Compliance with this informal dispute resolution procedure section is mandatory and a condition precedent to initiating arbitration. This procedure is essential to providing each of us a meaningful opportunity to resolve disputes informally. Any applicable limitations periods and filing fee deadlines will be tolled while the parties engage in the process set forth above. A court of competent jurisdiction may enjoin the filing or prosecution of an arbitration if these requirements have not been met.
Arbitration Procedure: If the Dispute stated in the Demand is not resolved to your or Oyl’s satisfaction within the time periods set forth above for Pre-Arbitration Dispute Resolution and you or Oyl intend on taking legal action, you and Oyl agree that any Dispute arising out of or in connection with these Terms, including but not limited to any question regarding its existence, interpretation, validity, performance, or termination, or any dispute between the parties arising from the parties’ relationship created by these Terms, shall be referred to and finally resolved by arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules (“AAA Rules”) as modified herein. If there is a conflict between the AAA Rules and the rules set forth in these Terms, the rules set forth in these Terms shall govern. The number of arbitrators shall be one (1). The parties shall endeavor to agree upon the sole arbitrator and jointly nominate the arbitrator. If the parties cannot agree upon the sole arbitrator within a time prescribed by AAA, the parties shall request the AAA to propose five (5) arbitrators and each party shall rank the proposed arbitrators. The AAA shall appoint an arbitrator from the list of five (5), based upon the parties’ rankings. The seat, or legal place of arbitration shall be New York City, New York. Notwithstanding the foregoing, Oyl has the right to pursue equitable relief in the state and federal courts located New York, and you agree to the exclusive jurisdiction and venue of such courts.
U.S. GOVERNMENT CUSTOMERS.
If you are a Federal Government entity, Oyl provides the Platform, including related software and technology, for ultimate Federal Government end use solely in accordance with the following: Government technical data rights include only those rights customarily provided to the public with a commercial item or process and Government software rights related to the Platform include only those rights customarily provided to the public, as defined in these Terms. The technical data rights and customary commercial software license is provided in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Software) and, for Department of Defense transactions, DFAR 252.227-7015 (Technical Data – Commercial Items) and DFAR 227.7202-3 (Rights in Commercial Computer Software or Computer Software Documentation). If greater rights are needed, a mutually acceptable written addendum specifically conveying such rights must be included in these Terms.
LOCAL LAWS; EXPORT CONTROL.
We control and operate the Platform and provide the Services from our headquarters in the United States of America and the entirety of the Platform may not be appropriate or available for use in other locations. If you use the Platform (or any portion thereof) outside the United States of America, you are solely responsible for following applicable local laws.
The Platform utilizes software and technology that may be subject to United States and foreign export controls. You acknowledge and agree that the Platform shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to countries as to which the United States maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Platform, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. The Platform may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000. You agree to comply strictly with all applicable export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required. Oyl and its licensors make no representation that the Platform is appropriate or available for use in other locations.
GENERAL.
We prefer to advise you if we feel you are not complying with these Terms and to recommend any necessary corrective action. However, certain violations of these Terms, as determined by us, may result in immediate termination of your access to the Platform and use of the Mobile Applications without prior notice to you. The Federal Arbitration Act, New York state law and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Foreign laws do not apply. The United Nations on Contracts for the International Sale of Goods and any laws based on the Uniform Computer Information Transactions Act (UCITA) shall not apply to these Terms. Except for Disputes subject to arbitration as described above, any disputes relating to these Terms or the Platform will be heard in the courts located in New York City in the State of New York. If any of these Terms is found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. Our failure to enforce any of these Terms is not a waiver of such term. These Terms are the entire agreement between you and Oyl and supersede all prior or contemporaneous negotiations, discussions or agreements between you and Oyl about the Platform. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.
CONTACT US.
If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us at support@oyl.io.