Terms of Service

Acceptance of Terms

By accessing and using the Tiles On Chain platform ("the Platform"), you acknowledge and agree to abide by these Terms of Service. If you do not agree to these terms, you should not use the Platform.

1. DESCRIPTION OF TILES ON CHAIN PLATFORM

1.1. Tiles On Chain is a web3-based platform that empowers creators, influencers, and users to showcase their work and ideas through immutable and verifiable NFTs. The Platform consists of a Main Canvas of 508 Tiles, each with three immutable properties: Name, Image of 24x24 pixels, and Url. Each Main Tile can be associated with a Secondary Canvas (Creator Canvas) of various sizes (8x4, 12x6, 16x8, 20x10, 24x12, 28x14, 32x16). The Creator Canvas admin has the ability to customize the status, mint price, and overall tile update price for each Tile associated with the Creator Canvas.

2. APPLICABILITY

2.1. The access and use of The Platform is subject to the acceptance, without modification, of all terms and conditions as contained in these Terms of Service.

2.2. In the event Tiles On Chain utilizes services or components (which may include open-source software) of third parties or provides access to any third-party websites, services, and applications ("Third-Party Services"), these Terms of Service will not apply to these Third-Party Services. Instead, the terms of service, license agreements, and/or privacy policies of those third parties will govern your use of the Third-Party Services. You will be notified if and when such third-party terms of service, license agreements, and/or privacy policies are applicable. By accessing such Third-Party Services, you agree to comply with the applicable terms, and you acknowledge that you are the sole party to such terms. Tiles On Chain cannot be held liable in any way with regard to the use of the Third-Party Services and the content of such third parties' terms, license agreements, or privacy policy.

2.3. We reserve the right at any time, and from time to time, with or without cause to:
a) Amend these Terms of Service;
b) Change the Platform, including adding, eliminating, or discontinuing, temporarily or permanently any tool, service, or other feature of the Platform without any liability against the User or any third parties; or
c) Deny or terminate, in part, temporarily or permanently, your use of and/or access to the Platform as set forth herein.
Any such amendments or changes made will be effective immediately upon Tiles On Chain making such changes available in the Platform or otherwise providing notice thereof. You agree that your continued use of the Platform after such changes constitutes your acceptance of such changes.

3. USE OF THE PLATFORM

3.1. You are responsible for providing, at your own expense, all equipment necessary to connect to, access, and otherwise use the Platform, including but not limited to modems, hardware, server, operating system, software, and internet access (the "Equipment"). It is your responsibility to ensure that such Equipment is compatible with the Platform and complies with all minimum system requirements. Additionally, you are responsible for maintaining the security of the Equipment. Tiles On Chain will not be liable for any loss or damage arising from your failure to comply with the above requirements.

3.2. To access the Platform's app creation and management tools, you will be required to create an account ("the Account") providing you access to the Platform. When creating your Account, you agree (i) to provide accurate, truthful, current, and complete information, and (ii) to maintain and promptly update your Account information. Tiles On Chain reserves the right to suspend or terminate the Account of anyone who provides inaccurate, untrue, or incomplete information or who fails to comply with the account registration requirements. You shall be solely responsible for maintaining the confidentiality and security of your Account login information, such as your password, and shall be fully responsible for all activities that occur under your Account. You agree to immediately notify Tiles On Chain of any unauthorized use or suspected unauthorized use of your Account or any other breach of security.

3.3. During the Term, Tiles On Chain may, in its sole discretion, provide you with certain updates of the Platform to enhance your experience and improve functionality.

4. CONTENT CREATOR TERMS

4.1 Creators who mint NFTs on the Platform must also adhere to the following guidelines:

4.1.1 You confirm that you are the rightful owner of the content associated with the minted NFTs or have obtained all necessary permissions for its use.

4.1.2 You agree not to mint or share content that violates copyright, trademark, privacy, or any other intellectual property rights of third parties.

4.1.3 You acknowledge that Tiles On Chain retains the right to remove or obscure NFTs that violate these terms.

4.1.4 You understand that the metadata associated with NFTs is subject to our guidelines and policies, and Tiles On Chain reserves the right to take action if content does not comply with our policies.

5. OWNERSHIP

5.1 As between the User and Tiles On Chain, the Platform and all Intellectual Property Rights related to it are the exclusive property of Tiles On Chain and/or its licensors. For the purposes of this Agreement, "Intellectual Property Rights" refer to any and all existing or future rights associated with works of authorship, including copyrights and moral rights, trademark or service mark rights, trade secret rights, know-how, patents, patent rights, industrial property rights, layout design rights, design rights, semi-conductor topography rights, rights on trade, brand, business, and domain names, database rights, and any other industrial or intellectual proprietary rights or similar rights (whether registered or unregistered), as well as all registrations, applications for registration, renewals, extensions, divisions, improvements, or reissues relating to any of these rights and the right to apply for, maintain, and enforce any of the aforementioned items, in each case in any jurisdiction around the world. Tiles On Chain does not have ownership, custody, or control of NFTs or the smart contracts deployed by third parties.

5.2 We do not have custody or control over the NFTs or blockchains you are interacting with and we do not execute or effectuate purchases, transfers, or sales of NFTs. To use our Service, you must use a third-party wallet which allows you to engage in transactions on blockchains and you should adhere to the guidelines and terms of service provided by this third-party wallet.

6. USER CONDUCT

6.1 To protect our community and comply with our legal obligations, we reserve the right to take action, with or without advance notice, if we believe in our sole discretion that you have violated these Terms or that you may use our Service for unlawful activity. This may include: removing or limiting the ability to view or interact with certain NFTs; disabling or restricting the ability to use the Service (or certain aspects of the Service); and/or other actions.

6.2 You agree that you will not violate any law, contract, intellectual property, or other third-party right and that you are solely responsible for your conduct and content in connection with using the Service.

6.3 You must not use the Platform for any purpose that is unlawful or prohibited by these Terms of Service or any applicable laws. You agree not to use the Platform in any manner that could damage, disable, overburden, or impair the Platform or interfere with any other party's use and enjoyment of the Platform.

6.4 You shall not attempt to gain unauthorized access to any part of the Platform, other accounts, computer systems, or networks connected to the Platform, through hacking, password mining, or any other means.

6.5 You shall not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Platform.

6.6 You shall not engage in any conduct that could disrupt, interfere with, or inhibit the normal operation of the Platform or any transaction being conducted on the Platform.

6.7 Tiles On Chain reserves the right, at its sole discretion, to investigate and take appropriate legal action against anyone who violates these provisions, including removing the offending content from the Platform, terminating the violator's access to the Platform, and reporting such activities to law enforcement authorities.

7. INTELLECTUAL PROPERTY

7.1 All content on the Platform, including but not limited to text, graphics, logos, images, audio clips, digital downloads, data compilations, and software, is the property of Tiles On Chain or its content suppliers and is protected by international copyright laws.

7.2 Tiles On Chain acknowledges that NFTs and the associated metadata, including images, names, and URLs, are owned by the respective creators, influencers, or users who minted or purchased them on the Platform.

7.3 You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Platform, except as follows:
a) Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials;
b) You may store files that are automatically cached by your web browser for display enhancement purposes;
c) You may print or download one copy of a reasonable number of pages of the Platform for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

7.4 If you wish to use any material from the Platform, you must obtain written permission from Tiles On Chain or the relevant rights holder.

8. TERMINATION

8.1 The term of this Agreement will commence on the Effective Date and remain in effect as long as the User uses the services, unless terminated earlier in accordance with section 7.3. The termination of this Agreement can be requested by you at any time, upon which you will pay the outstanding balance, after which there will be no further charges.

8.2 Tiles On Chain will not be liable to you for compensation, reimbursement, or damages in connection with any termination or suspension of the use of the Platform. Any termination of these Terms of Service does not relieve Users from any obligations to pay Fees or costs accrued prior to termination and any other amounts owed by you to Tiles On Chain as provided in these Terms of Service.

8.3 Termination for breach Tiles On Chain may terminate with immediate effect these Terms of Service and your right to access and use of the Platform if Tiles On Chain believes or has reasonable grounds to suspect that you are violating these Terms of Service (including but not limited to any violation of the Intellectual Property Rights of Tiles On Chain) or any other guidelines or policies issued by Tiles On Chains.

8.4 Effects of termination Upon the termination of these Terms of Service for any reason whatsoever in accordance with the provisions of these Terms of Service, at the moment of effective termination: (i) you will no longer be authorized to access or use the Platform; (ii) Tiles On Chain shall delete the Personal Data related to your Account, including but not limited to the data on the Platform within thirty (30) calendar days upon termination of these Terms of Service in a secure way that ensures that all Personal Data is deleted and unrecoverable. Personal Data that needs to be kept to comply with relevant legal and regulatory retention requirements may be kept by Tiles On Chain beyond expiry of the period of thirty (30) calendar days as long as required by such laws or regulations, and (iii) all rights and obligations of Tiles On Chain or the User under these Terms of Service shall terminate, except those rights and obligations under law.

9. WARRANTIES AND DISCLAIMERS

9.1 By Tiles On Chain.

9.1.1 General. Except as expressly provided in this section and to the maximum extent permitted by applicable law, the Platform is provided "AS IS," and Tiles On Chain makes no (and hereby disclaims all) other warranties, covenants or representations, or conditions, whether written, oral, express or implied including, without limitation, any implied warranties of satisfactory quality, course of dealing, trade usage or practice, merchantability, suitability, availability, accessability, title, non-infringement, or fitness for a particular use or purpose, with respect to the use, misuse, or inability to use the Platform or any other products or services provided to the User by Tiles On Chain. Tiles On Chain does not warrant that all errors can be corrected, or that access to or operation of the Platform shall be uninterrupted, secure, or error-free.

9.1.2 Network control. The User acknowledges and agrees that there are risks inherent to transmitting information and storing information on the internet and through blockchain and that Tiles On Chain is not responsible and cannot be held liable for any loss of your data. User further acknowledges and agrees that Tiles On Chain does not own or control any of the underlying software through which blockchain networks are formed nor, the case being, cryptocurrencies are created and transacted. In general, the underlying software for blockchain networks tends to be open source such that anyone can use, copy, modify, and distribute it. By accessing and using the Platform, you understand and acknowledge that Tiles On Chain is not responsible for operation of the underlying software and networks that support blockchain and cryptocurrencies and that Tiles On Chain makes no guarantee of functionality, security, or availability of such software and networks.

9.1.3 Forks. The underlying protocols are subject to sudden changes in operating rules, and third parties may from time to time create a copy of a digital asset network and implement changes in operating rules or other features ("Forks") that may result in more than one version of a network (each, a "Forked Network"). You understand and acknowledge that Forked Networks are wholly outside of the control of Tiles On Chain. In the event of a Fork, you understand and acknowledge that Tiles On Chain may temporarily suspend services on the Platform and Tiles On Chain Platform Apps (with or without advance notice to you) while we determine, at our sole discretion, if and which Forked Network(s) to support.

9.2 By User

9.2.1 You represent and warrant to Tiles On Chain that (a) you have the authority to enter into this binding agreement personally, (b) that you are liable for any User Data and that this User Data is accurate and truthful and shall not (i) infringe any Intellectual Property Rights of third parties; (ii) misappropriate any trade secret; (iii) be deceptive, defamatory, obscene, pornographic or unlawful; (iv) contain any viruses, worms or other malicious computer programming codes intended to damage the Platform or data; or (v) otherwise violate the rights of a third party, (c) that you and all transactions initiated by you will comply with all rules and regulations applicable to such transaction, (d) you are solely responsible for the Tiles On Chain Platform Applications created by you on the Platform and (e) you will not use the Platform, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the use of the Platform. If Tiles On Chain determines you have used the Platform for a fraudulent, unauthorized, illegal or criminal purpose, you hereby authorize Tiles On Chain to share information about you, your Account or your access to the Platform with the competent authorities. You agree that any use of the Platform contrary to or in violation of these representations and warranties shall constitute unauthorized and improper use of the Platform for which Tiles On Chain cannot be held liable.

10. LIMITATION OF LIABILITY

10.1 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TILES ON CHAIN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (iii) ANY CONTENT OBTAINED FROM THE SERVICE; AND (iv) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT TILES ON CHAIN HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

10.2 IN NO EVENT SHALL TILES ON CHAIN'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE EXCEED THE AMOUNTS YOU HAVE PAID OR OBTAINED THROUGH THE PLATFORM IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT ACTIVITY ON THE PLATFORM AS CONTEMPLATED HEREUNDER.

11. DISPUTE RESOLUTION

Any dispute arising out of or relating to these Terms of Service or your use of the Platform shall be resolved through arbitration in accordance with the rules of the Milan Chamber of Arbitration. The arbitration shall take place in Milano, Italy, and the language of the arbitration shall be Italian. The arbitrator's decision shall be final and binding.

12. GOVERNING LAW

These Terms of Service shall be governed by and construed in accordance with the laws of Italy, without regard to its conflict of law principles..