Terms of Use

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These Terms of Use are a binding contract between you and iiNDYVERSE Ltd. (“we”, “us”, “our”). It contains the rules and restrictions that govern your use of iiNDYVERSE’s products and services (referred to below simply as “iiNDY”). If you have any questions, comments, or concerns regarding these Terms or our products and services, please contact us at terms@iindyverse.com.

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Using iiNDY in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use iiNDY. These Terms include everything in this document, as well as those in the Privacy Policy and Customer Agreement. If you don’t agree to all of the following, you may not use or access iiNDY in any manner.

You represent and warrant that you are of legal age to form a binding contract (or if not, that you’ve received your parent’s or guardian’s permission to use iiNDY and that your parent or guardian agrees to these Terms on your behalf). If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” throughout this document refer to that organization or entity).

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Joining iNDY

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When you register to join iiNDY, you promise to provide us with accurate, complete, and up-to-date registration information about yourself.

You agree that you will only use iiNDY for your own personal or organizational use, and not on behalf of or for the benefit of any third party. You may not transfer your account to anyone else without our prior written permission.

You may not select as your iiNDY profile name a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. iiNDY reserves the right to refuse registration of or cancel a iiNDY profile name at its discretion.

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Content on iiNDY

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First and foremost, you own what you create. Any original content you upload, share, store, or otherwise provide to iiNDY remains yours and is protected by copyright and any other applicable intellectual property laws.

That includes member lists, any other text or photos you or we upload to your subdomain on iiNDY, and any information that you provide to join iiNDY.

Anything uploaded, shared, stored, or otherwise provided through iiNDY is referred to as a “Message” in these Terms. There are a few rules that apply to all Messages:

• Don’t Infringe: Your Messages should not violate someone else’s (including iiNDY’s) rights. Don’t copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any content not owned by you unless you have prior consent from the owner of that content.

• Limited License to Us: In order to display your Messages on iiNDY, and to allow other members to enjoy them, you grant us certain rights in your Messages:

• Operating iiNDY: You hereby grant iiNDY a license to translate, modify, reproduce, and otherwise act with respect to your Messages to enable us to provide, improve, and notify you about new features within iiNDY. You understand and agree that we may need to make changes to your Messages to conform and adapt those Messages to the technical requirements of networks, devices, services, or media, and this license includes the rights to do so. For example, we may need to modify a welcome message to make sure it is viewable on an iPhone as well as a computer.

• Term of License: You agree that the licenses you grant are royalty-free, perpetual, irrevocable, and worldwide. This is a license only – your ownership in Messages is not affected.

• Messages delivered by iiNDY are the sole responsibility of the person or organization for whom such content originated. We aren’t liable for any errors or omissions in any Message and you hereby release us from any damages or loss you might suffer in connection with a Message.

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We reserve the right to remove any content from iiNDY at any time, for any reason (including, but not limited to, if someone alleges you contributed that content in violation of these Terms), in our sole discretion, and without notice.

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Intellectual Property

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We respect others’ intellectual property rights, and we reserve the right to delete or disable content alleged to be infringing, and to terminate the accounts of repeat alleged infringers. You promise to abide by copyright notices, trademark rules, information, and other restrictions you may receive from us or that are posted on iiNDY.

You understand that we own iiNDY. These Terms don’t grant you any right, title or interest in iiNDY, or our trademarks, logos, and other intellectual property.

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Acceptable Use Policy

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You are responsible for all your activity in connection with iiNDY! Make sure that you use iiNDY in a manner that complies with the law. If your use of iiNDY is prohibited by applicable laws, then you aren’t authorized to use iiNDY. We can’t and won’t be responsible for you using iiNDY in a way that breaks the law.

You also agree that you will not contribute any Message or otherwise use iiNDY in a manner that:

• Is fraudulent or threatening

• Jeopardizes the security of your iiNDY account or anyone else’s

• Attempts, in any manner, to obtain the password, account, or other security information of any other user;

• Violates the security of any computer network, or cracks any passwords or security encryption codes;

• “Crawls,” “scrapes,” or “spiders” any page, data, or portion of iiNDY (through use of manual or automated means);

• Copies or stores any significant portion of the content on iiNDY;

• Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to iiNDY.

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Third-Party Content

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iiNDY may contain links or connections to third party websites (e.g. Connect with Spotify) or services that are not owned or controlled by us. iiNDY has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites. You release and hold us harmless from any and all liability arising from your use of any third-party website or service.

In the event that you have a dispute with a third party, you release us, our officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or iiNDY.

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Limitation of Liability

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To the fullest extent allowed by applicable law, under no circumstances and under no legal theory shall iiNDY, its licensors, or its suppliers be liable to you or to any other person for:

• Any indirect, special, incidental, or consequential damages of any kind, or

• Any amount, in the aggregate, in excess of the greater of (1) $100 or (2) the amounts paid and/or payable by you to us in connection with iiNDY in the twelve-month period preceding the applicable claim.

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No Warranties

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iiNDY is provided to you on an “as-is” basis. This means we provide it to you without any express or implied warranties of any kind. That includes any implied warranties of merchantability, warranties of fitness for a particular purpose, non-infringement, or any warranty that the use of iiNDY will be uninterrupted or error-free. Accordingly, we do not:

• Make any representations or warranties about any content contained in or accessed through iiNDY, and we will not be responsible for the accuracy, copyright compliance, legality, or decency of material contained on our products and services.

• Make any representations or warranties regarding suggestions or recommendations of products or services (including Creator newsletters) offered or purchased through iiNDY. Products and services purchased or offered through iiNDY, including newsletters, are provided “as-is” and without any warranty of any kind from iiNDY.

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Subscribers on iiNDY

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If you publish Messages through iiNDY, you are a Customer. If you subscribe to Customer Messages or Customer Rewards campaigns, you are a Member. Members subscribe to Messages and Rewards directly through the Customer's campaigns powered by iiNDY.

In the event that a Member has a dispute with a Customer, you agree that iiNDY is under no obligation to become involved other than to direct any inquiries regarding a Customer's Messages and/or Rewards to the appropriate Customer pursuant to the Customer Agreement. To learn more about how iiNDY manages its relationships with Customers, you should check out the Customer Agreement.

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Terminating Your Account

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iiNDY is free to terminate (or suspend access to) your use of iiNDY, or your account, for any reason at our discretion. We will try to provide advance notice to you prior to our terminating your account, but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of iiNDY.

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iiNDY also allows you to delete your account at any time by contacting accounts@iindyverse.com. When you delete your account, any Messages associated with that account will also be deleted. Note, any NFT based rewards written to a blockchain ledger, cannot be deleted.

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You understand and agree that it may not be possible to completely delete your content from iiNDY’s records or backups, and that your Messages may remain viewable elsewhere to the extent that they were copied or stored by other subscribers. Please refer to our Privacy Policy to understand how we treat information you provide to us after you have stopped using iiNDY.

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You agree that some of the obligations in these Terms will be in force even after you terminate your account. All of the following terms will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership of intellectual property rights, terms regarding disputes between us, and any other terms that, by their nature, should survive termination of these Terms.

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If you have deleted your account by mistake, contact us immediately at accounts@iindyverse.com  – we will try to help, but unfortunately, we can’t promise that we can recover or restore anything.

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Privacy on iiNDY

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iiNDY takes your privacy very seriously. For the current iiNDY Privacy Policy, please click here.

The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children.  We do not knowingly collect or solicit personally identifiable information from children under 16; if you are a child under 16, please do not attempt to register for iiNDY or send any personal information about yourself to us.  If we learn we have collected personal information from a child under 16, we will delete that information as quickly as possible.  If you believe that a child under 16 may have provided us personal information, please contact us at privacy@iiNDYVERSE.com.

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Changes to iiNDY

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We’re always trying to improve iiNDY, so our products and services may change over time. We may suspend or discontinue any part of iiNDY, or we may introduce new features or impose limits on certain features or restrict access to parts or all of iiNDY. We’ll try to give you notice when we make a material change to iiNDY that would adversely affect you, but this isn’t always possible or practical.

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Changes to the Terms

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We are constantly trying to improve our products and services, so these Terms may need to change along with iiNDY.  We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the website, by sending you an email, and/or by some other means.

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If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use iiNDY.  If you use iiNDY in any way after a change to the Terms is effective and notice has been provided, that means you agree to all of the changes.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

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Violations of the Terms

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Failure to follow any of these Terms shall constitute a breach of these Terms, which may result in immediate termination of your account. iiNDY has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

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Miscellaneous Terms

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The above covers most of the questions that we typically receive about iiNDY. We have grouped provisions that come up less frequently below:

• Indemnification: To the fullest extent allowed by applicable law, you agree to indemnify and hold iiNDY, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of iiNDY (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action, we will attempt to provide notice to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

• Assignment: You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your iiNDY account, in any way (by operation of law or otherwise) without our prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

• Choice of Law: These Terms are governed by and will be construed under applicable federal law and the laws of England and Wales, without regard to the conflicts of laws provisions thereof.

• No Third-Party Beneficiaries: We agree there are no third-party beneficiaries intended under these Terms.

• No Joint Venture: You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of iiNDY Inc., and you do not have any authority of any kind to bind us in any respect whatsoever.

• Waiver: The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder.

• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.

• Entire Agreement: You agree that these Terms are the complete and exclusive statement of the mutual understanding between you and us, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms.