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Términos y Condiciones
Términos y condiciones

TERMS AND CONDITIONS (T&C) REGARDING THE WOONKLY NFT/METAVERSE PLATFORM

Last updated: 04/04/2022
  • 1. INTRODUCTION.

    PLEASE READ THESE TERMS AND CONDITIONS (T&C) CAREFULLY BEFORE USING THE SERVICES PROVIDED BY “WOONKLY OÜ” (WWW.WOONKLY.COM, HEREIN WOONKLY OR THE COMPANY), BY USING THE NFT/METAVERSE PLATFROM OR CONNECT YOUR WALLET, USE OR INTERACT WITH THE WEBPAGE IN ANY WAY THE WEBPAGE OR THE SERVICES PROVIDED BY WOONKLY, YOU WILL BE FULFILLING THESE CONDITIONS AND ALL THE TERMS INCORPORATED HEREIN BY REFERENCE.
    THIS DOCUMENT EXPLAINS THE TERMS AND CONDITIONS ON HOW TO CORRECTLY USE THE SERVICES PROVIDED ON THE WOONKLY.COM PLATFORM, YOUR PERSONAL ACCOUNT AND OTHER IMPORTANT QUESTIONS ABOUT ITS USE. YOU CAN ALSO FIND USEFUL INFORMATION IN OUR QUESTIONS AND ANSWERS.
    PLEASE BE CAREFUL AND NOTE THAT ANYONE CAN CREATE AND NAME ANY BEP20 TOKEN ON BINANCE SMART CHAIN OR IN ANY OTHER NETWORK, INCLUDING CREATING FAKE VERSIONS OF THE “WOOP” OR THE WEBPAGE AND TOKENS THAT CLAIM TO REPRESENT PROJECTS THAT DO NOT HAVE A TOKEN, PLEASE DO YOUR OWN RESEARCH BEFORE INTERACTING WITH THE WOOP BEP20 TOKEN AND WEBPAGE, YOU CAN VERIFY OUR CONTRACT ON BSCSCAN HERE:
    https://bscscan.com/token/0x8b303d5bbfbbf46f1a4d9741e491e06986894e18
  • 1. THE PARTIES TO THESE T&C

    WOONKLY OÜ is a company incorporated and registered in Estonia with ID 14732669 and the operator of the NFT/METAVERSE platform (www.woonkly.com Platform) by virtue of these T&C, also is the creator of its own token known as WOOP (Utility Token) based on the Binance Smart Chain Technology BEP-20 by virtue of these T&C. (https://mtr.mkm.ee/taotluse_tulemus/547860?backurl=%40juriidiline_isik_show%3Fid%3D265533)
    1.1.There may be other entities within the potentially future group of WOONKLY OÜ that will develop, manage and/or operate the NFT.FINANCE Platform and the references made in these T&C to "Woonkly", "Company", "we", "our" or "us" will be to WOONKLY OÜ, and their respective successors and assigns.
    1.2.By using in any capacity, the WOONKLY.COM Platform, You (hereinafter also referred to as “user”, “you”, “your”) become a party to these terms and conditions
    1.3.If you have any questions related to these T&C, please contact us at [email protected]
  • 2. SCOPE OF THE T&C

    2.1.Unless otherwise indicated, these T&C (including the terms incorporated herein by reference) only govern the use of the NFT.FINANCE Platform and the services that the Company provides to its users.
    2.2.Unless otherwise indicated, any future release, update, or other addition to functionality of the NFT.FINANCE Platform shall be subject to these T&C.
  • 3. DEFINITIONS

    3.1. These T&C use the following terms
    3.1.1.Art means any art, design, and drawings that may be associated with an NFT that you Own.
    3.1.2.NFT means any blockchain-tracked, non-fungible token.
    3.1.3.Own means with respect to an NFT, an NFT that you have purchased or otherwise rightfully acquired from a legitimate source.
    3.1.4.Purchased NFT means an NFT that you Own.
    3.1.5.Third Party IP means any third party patent rights (including, without limitation, patent applications and disclosures), copyrights, trade secrets, trademarks, know-how and any other intellectual property rights recognized in any country or jurisdiction in the world.
    3.1.6.Unsuitable content means content, which either violates Third Party IP, contains pornographic content, contains child abuse, can be considered as hate speech or which is in another way against public order or unsuitable for trading publicly.
    3.1.7.WOOP token means the cryptocurrency the Company has created through a Smart Contract, which is based on the Blockchain Binance Smart BEP-20 Technology, with a limit supply (1,000,000,000 Tokens).
    3.1.8.IP Rights of the Company means in relation to the Company, WOONKLY.COM Platform, WOOP, and any other asset of the Company, all rights to: (i) patents, inventions, designs, copyright and related rights, database rights, knowledge and confidential information, trademarks and related goodwill, trade names, logos (whether registered or not) and rights to request registration; (ii) all other rights of a similar nature or that have an equivalent effect anywhere in the world that currently exist or will be recognized in the future; and (iii) all applications, extensions and renewals in relation to said rights.
    3.1.9.Personal Profile means the place where a user can see and fill up their personal information.
    3.1.10.Follow means any other third party profile that you have decide to follow in order to see their content or interact with it.
    3.1.11.Rewoop means the action of “re-post” on your personal wall any publication of any other third party or user.
    3.1.12.Wall mean the place where all our interactions or NFT are posted.
    3.1.13.Network means the Blockchain network under the one that you are using or interacting.
    3.1.14.Ethereum Network means the ERC-20 Ethereum Blockchain Network.
    3.1.15.Binance Network means the BEP-20 Binance Smart Chain Network.
    3.1.16.Wallet means your personal portfolio of cryptocurrencies or tokens where you storage your digital assets.
  • 4. YOUR ACCOUNT

    4.1.In order to use certain features of the WOONKLY.COM Platform, you must register for an account (hereinafter Account) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that:
    4.1.1.All required information you submit is truthful and accurate;
    4.1.2.You will maintain the accuracy of such information.
    4.1.3.You have sufficient knowledge of the functionality, use, storage, transmission mechanisms and complexities associated with NFT’s, cryptocurrencies, token storage, digital wallets, and software based in tokens.
    4.2.The Company has the right to request further information in order to comply with anti-money laundering and terrorism financing (AML/TF) laws and conduct the know-your-client (KYC) process established on the NFT.FINANCE Platform. You can read more about our AML/TF and KYC procedures by sending an email to [email protected]
    4.3.Woonkly allows both natural and legal persons to become users of the WOONKLY.COM Platform. If you are a natural person, you must be at least 18 years old. You can only become a user, if you are a resident of an allowed country. Please find a list of allowed countries HERE.
    4.4.If you do not provide the requested information, you do not pass the AML/TF and KYC procedures or you do not meet the abovementioned requirements, the Company reserves the right to refuse (further) service. In that case, you shall not be able to use the WOONKLY.COM Platform.
    4.5.You may delete your Account at any time, for any reason, by following the instructions on the WOONKLY.COM Platform. Company may suspend or terminate your Account in accordance with Section 11.
    4.6.You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
    4.7.LOCK AND UNLOCK YOUR WALLET: In order to interact with the services provided on the NFT.FINANCE Platform, you must connect your wallet through or webpage. Do not forget to lock your wallet after using our services in our webpage and also in your personal portfolio or system. Please note that when you connect your wallet with our website, we cannot at any time operate with the cryptocurrencies or funds that you have on it, the only purpose of connecting your wallet with our services is to represent your balances in your profile, being you the only one responsible for signing all the interaction orders of your wallet, also be aware that:
    4.7.1.When you unlock your wallet, we cannot operate your balances, cryptocurrencies or NFT´s, you are the only one who can sign and confirm any order or interaction.
    4.7.2.When you connect your wallet through our webpage, we can never, at any time know your personal information like the seed, personal keys or password. We will not be responsible for any loss you may suffer from the misuse of your wallet, personal keys, seed or passwords. If you do not agree with this, we ask that you please do not use the NFT.FINANCE Platform.
    4.7.3.You are solely responsible for the care of your personal data such as seed, password and purchase, sale, or transfer operations. In addition, by using the website and accepting these T&C, you waive all right to claim that you may suffer for any total or partial loss of your funds or cryptocurrencies against the company and its legal representatives or workers.
    4.7.3.The company, its representatives or its workers will never ask you for your personal data such as password, seed, or balances. If you think you may be the victim of a scam or feel attacked in any way, you can contact us through the email: [email protected].
  • 5. USE OF WOOP TOKENS

    5.1.The price per WOOP will be denominated in USD (US Dollar). The user accepts and acknowledges that the Company does not have the power to modify the price of the Woop Token, as well as the Company is not responsible for the substantial losses that a user may suffer due to a decrease or increase in the Woop Token, or the success or failure of the project.
    5.2.You are able to purchase and/or sell NFT’s on the WOONKLY.COM Platform by using WOOP tokens.
    5.3.The only official means to acquire the "WOOP" cryptocurrency is through the following sites:
    In case of listing new exchanges where you can get, buy or swap any cryptocurrency to acquire "WOOP", the official sites will be listed in this clause. You will be solely responsible if you acquire our cryptocurrency by other means.
    5.4.Purchases of WOOP can only be made through Binance Coin (BNB) BEP20 and must be sent from a Binance Smart Chain wallet and network. All purchases will be made through the Smart Contract System. Woonkly is not responsible for erroneous sends of WOOP that a user may suffer, the user being solely responsible for said loss. You can verify our contract on BscScan here: https://bscscan.com/token/0x8b303d5bbfbbf46f1a4d9741e491e06986894e18.
    5.5.Any third-party website, service or Smart Contract that facilitates the assignment, transfer of WOOP or the receipt of the purchase for WOOP, which is not expressly included in these T&C, is not authorized by the company and under no circumstances do they have any legal or commercial relationship with the Company, the Company Platform or WOOP.
    5.6.You can read more about purchasing WOOP tokens HERE.(ENLACE DEL HELP CENTER)
    5.7.The Company might but is not obliged to allow the use of other cryptocurrencies on the WOONKLY.COM Platform in the future. In that case, these T&C shall be amended to include these specific cryptocurrencies.
    5.8.The ownership of WOOP does not carry any right, whether explicit or implicit, to be a potential right or expectation in the future to use and interact with the Company's Platform, in the to the extent that the Company's Platform is successfully developed and implemented. Any possible future right or expectation related to the provision and reception of services on the WOOP Platform (Woonkly.com) will be subject to the restrictions and limitations established in these Terms and Conditions and / or the Platform Terms (as applicable).
    5.9.You acknowledge and agree that WOOP does not represent or constitute:
    5.9.1.Any right of ownership or participation, shares, capital, security, merchandise, bond, debt instrument or any other financial instrument or investment that has equivalent rights.
    5.9.2.Any right to receive future income, shares or any other form of participation or right of government of, in relation to the Company and / or the Company Platform.
    5.9.3.The purchaser acknowledges that they are getting WOOP for their only business, craft, or profession.
    5.10.The provision of goods and / or services on the date these T&C form a binding agreement between the Parties.
    5.11.The Company does not offer guarantees or representations and does not offer assurances (in each case, whether express or implied) that WOOP will grant the real rights, future rewards, increase or decrease of invested capital, functionality, characteristics, purpose or attributes in relation to the company's Platform or functionality.
  • 6. USE OF THE WOONKLY NFT/METAVERSE PLATFORM

    6.1.In order to sell or purchase NFT’s you must have registered an Account on the WOONKLY.COM Platform.
    6.2.Company provides its users the opportunity to trade NFT’s. Your interactions with other users on the WOONKLY.COM Platform are solely between you and such users. You agree that Company will not be responsible for any loss or damage between you and another WOONKLY.COM Platform user, neither is the Company obligated to become involved.
    6.3.You are able to upload the Art you create to the WOONKLY.COM Platform and use the service offered there to convert the Art into NFT. You are then able to sell this NFT on the WOONKLY.COM Platform at the moment that you uploaded it, or later. Please be aware that any NFT that you create on your profile will be created under the Network that you are using or you have connected with your Personal Wallet.
    6.4.You are able to create your own personal profile, in order to share with your followers or users your post´s, NFT´s, interactions, rewoops, and others.
    6.5.When selling the NFT you created or reselling a previously purchased NFT, you are able to set its price at the moment or later. When creating the NFT, you also have the option to include a royalty fee to the price of the NFT you created, which would automatically apply for a limited number of times when the NFT you created is resold.
    6.6.After you set the price of your NFT, the Company shall automatically add a commission fee to the price. The final price of the NFT available for purchase on the WOONKLY.COM Platform shall already include the commission fee.
    6.7.You undertake to not sell or purchase any NFT’s which include Unsuitable content. All NFT’s including Unsuitable content shall be removed from the WOONKLY.COM Platform by blocking the hash of these NFT’s from future transactions, and/or your account.
    6.8.Should you discover that NFT’s with Unsuitable content are available for purchase on the WOONKLY.COM Platform, you shall notify Company of this by contacting the customer service at: [email protected]
    6.9.All trading of NFT’s on the WOONKLY.COM Platform shall take place via blockchain based Smart Contracts. This means that the ledger shall keep record of all genuine transactions executed between network participants.
    6.10.Company operates under the Binance Smart Chain blockchain technology (BSC BEP-20) and the Ethereum blockchain technology (ERC-20) but those networks are not compatible until the Cross-chain option will be activated. At the time user can only interact NFT´s form Ethereum network with Ethereum Network, and Binance Smart Chain network with Binance Smart Chain network, so we cannot guarantee any type of action which depends on said network, at any time. The user acknowledges that if said network has errors, they will not be the Company’s responsibility. Please do not make any transfer, purchase or any interaction with tokens that are not from the same network, any loss will be the responsibility of the user, since the Company has no way to recover said assets.
    6.11.By using the WOONKLY.COM Platform it will be considered that the user has fully accepted these TERMS AND CONDITIONS in their entirety and has therefore previously read and understood each and every one of the terms herein, and is obliged to comply with all the specifications set out in them. IF YOU ARE NOT FAMILIARIZED WITH BLOCKCHAIN TECHNOLOGY, WE DO RECOMMEND YOU NOT USE THE WOONKLY.COM PLATFORM. YOU WILL BE SOLELY RESPONSIBLE FOR THE PEER-TO-PEER TRANSACTIONS YOU CAN ACHIEVE USING THE WOONKLY.COM PLATFORM.
  • 7. GENERAL INFORMATION ON CRYPTOCURRENCIES AND NFT´S

    7.1.Transactions in cryptocurrencies, crypto assets or NFTs are carried out directly, without the need for an intermediary. In this case, purchases of NTS´s with cryptocurrencies throughout the Platform are carried out directly between pairs. You should know that cryptocurrencies are not backed by any government and do not rely on trust in any central issuer but use other systems to prevent double-spending and achieve consensus among all nodes in the network.
    7.2.Transactions made with cryptocurrencies in order to get an NFT through WOONKLY.COM Platform do not allow the user involved in a transaction to be identified but the user needs to be aware that the system cannot guarantee complete anonymity. Due to complex encryption and security procedures, counterfeiting or theft of cryptocurrencies is highly unlikely, but there is a risk that the procedures or software may fail. That without the prejudice that the protocol has been audited by an external partner.
    7.3.As the Company does not intervene directly in the exchange, purchase or selling of the NFT with cryptocurrencies through its WOONKLY.COM Platform, the user must be aware that the operations carried out are irreversible and the Company cannot be held responsible for such errors.
  • 8. INTELLECTUAL PROPERTY RIGHTS REGARDING THE WOONKLY.COM PLATFORM

    8.1.You shall not receive any IP Rights of the Company. Subject to these T&C, after registering an Account on the WOONKLY.COM Platform, Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the WOONKLY.COM Platform solely for your own personal use. This license does not include any rights to NFT’s (see more about the IP rights of NFT’s in Section 9).
    8.2.The rights granted to you under Section 8.1 are subject to the following restrictions:
    8.2.1.You shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the WOONKLY.COM Platform, whether in whole or in part, or any content on displayed on the WOONKLY.COM Platform;
    8.2.2.You shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the WOONKLY.COM Platform;
    8.2.3.You shall not access the WOONKLY.COM Platform in order to build a similar or competitive platform, website, product or service;
    8.2.4.Except as expressly stated herein, no part of the WOONKLY.COM Platform may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means.
  • 9. INTELLECTUAL PROPERTY RIGHTS REGARDING NFT’s

    9.1.The Company does not Own any NFT’s being traded on the WOONKLY.COM Platform. By uploading your Art to the WOONKLY.COM Platform and by converting the Art into NFT you give the Company a worldwide, non-exclusive, non-transferable royalty-free license to display your NFT for the purpose of enabling you to trade this NFT on the WOONKLY.COM Platform. The Company does not preserve NFT’s on the WOONKLY.COM Platform – NFT’s are only held in the users’ wallets.
    9.2.When purchasing an NFT, you receive a worldwide, non-exclusive, non-transferable license to use, copy, and display your Purchased NFT, solely for the following purpose:
    9.2.1.For your own personal, non-commercial use;
    9.2.2.For the sale of the NFT on the WOONKLY.COM Platform;
    9.2.3.As part of another marketplace that permits the purchase and sale of your NFTs, provided that the marketplace cryptographically verifies each NFT owner’s right to display the Art for their Purchased NFTs to ensure that only the actual owner can display the Art;
    9.2.4.As part of a third website or application that permits the inclusion, involvement, or participation of your NFTs, provided that the website/ application cryptographically verifies each NFT owner’s right to display the Art for their Purchased NFTs to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner of the Purchased NFT leaves the website/ application.
    9.3.You agree that you may not, nor permit any third party to do or attempt to do, any of the foregoing:
    9.3.1.modify the Art for your purchased NFT in any way, including, without limitation, the shapes, designs, drawings, attributes, or colour schemes of such Art;
    9.3.2.use the Art for your Purchased NFTs to advertise, market, or sell any third party product or service;
    9.3.3.use the Art for your Purchased NFTs in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others;
    9.3.4.use the Art for your Purchased NFTs in movies, videos, or any other forms of media;
    9.3.5.sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the Art for your Purchased NFTs;
    9.3.6.attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Art for your Purchased NFTs; or
    9.3.7.otherwise utilize the Art for your Purchased NFTs for your or any third party’s commercial benefit.
    9.4.To the extent that Art for your Purchased NFTs contains Third Party IP (e.g., licensed intellectual property from a celebrity, athlete, or other public figure), you understand and agree as follows:
    9.4.1.that you will not have the right to use such Third Party IP in any way except as incorporated in the Art, and subject to the license and restrictions contained herein;
    9.4.2.that, depending on the nature of the license granted from the owner of the Third Party IP, additional restrictions might be imposed on your ability to use the Art; and
    9.4.3.should such additional restrictions apply, you will be responsible for complying with all such restrictions from the date that you receive the notice describing the restrictions, and that failure to do so will be deemed a breach of this license.
    9.5. The license granted when purchasing an NFT applies only to the extent that you continue to Own the applicable Purchased NFT. If at any time you sell, trade, donate, give away, transfer, or otherwise dispose of your Purchased NFT for any reason, the license granted will immediately expire with respect to those NFTs without the requirement of notice, and you will have no further rights in or to the Art for those NFTs.
  • 10. LIMITATION OF LIABILITY

    10.1. The limitations and exclusions of liability established in this chapter of the T&C shall not limit or exclude the Company’s liability for the Company’s gross negligence or intent.
    10.2. You are solely responsible for determining whether your purchase of NFT’s will give rise to any tax implications on your part. You are also solely responsible for withholding, collecting, reporting, paying, settling and/or remitting each tax to the corresponding tax authorities in said jurisdiction (s) where you may be responsible for paying taxes.
    10.3. User will not hold liable the Company nor any of its respective directors, officers, agents, employees or other representatives for any and all claims, demands and damages of any kind arising out of or in any way connected with the utilisation of the Services. If that were to happen, the user agrees to defend, hold harmless and indemnify the Company, its affiliates and its service providers, and each of their respective representatives, from and against any and all liability, obligation, loss, damage, cost, fine, judgment, settlement, fee, expense (including but not limited to attorney and professional fees), claim, action, suit, investigation, proceeding, or demand arising out of or related to the user´s access or use of the WOONKLY.COM Platform, such as (without limitation), any content that is submitted by User including without limitation false, inaccurate or misleading information, the user`s willful misconduct, the user´s breach of these T&C, the user´s actual or alleged violation of any applicable law (in particular, but without limitation, the applicable anti-money laundering laws), the user´s violation of any contractual rights of the Company or a third party.
    10.4. THE SERVICES CONTEMPLATED BY THESE T&C ARE PROVIDED BY THE COMPANY ON AN “AS IS” AND “AS AVAILABLE” BASIS AT USER`S SOLE RISK AND WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. ALL WARRANTIES OF ANY KIND (EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT) ARE EXPRESSLY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY USER FROM THE COMPANY OR THROUGH THE NETWORK WILL CREATE ANY WARRANTY.
    10.5. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS PARENT, SUBSIDIARIES, AFFILIATES, OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND CONTRACTORS BE LIABLE FOR:
    10.1.ANY LOSSES SUFFERED OR INCURRED BY USER OR ANY THIRD PARTY WHICH ARISE OUT OF OR IN CONNECTION WITH THE SERVICES OR ANY BREACH OR NON-PERFORMANCE OF THESE T&C NO MATTER HOW FUNDAMENTAL, INCLUDING, FOR THE AVOIDANCE OF DOUBT, ANY LOSSES THAT OCCUR AS A RESULT OF ANY ACTION OR INACTION OF THE COMPANY OR ANY OTHER PARTY THAT DIRECTLY OR INDIRECTLY RESULTS IN A BID OR OFFER BEING EXECUTED, FAILING TO BE EXECUTED, OR BEING EXECUTED ON A DELAYED BASIS;
    10.2.ANY LOSSES, DAMAGES, CLAIMS, COSTS OR EXPENSES WHICH ARISE OUT OF OR RELATE TO (i) ANY SERVICE INTERRUPTION OR FAILURE OR INCORRECT OPERATION FOR ANY REASON OF THE NFT.FINANCE PLATFORM OR ASSOCIATED COMMUNICATIONS SYSTEMS OR EQUIPMENT, OR (ii) ANY INCOMPLETE OR INCORRECT TRANSACTIONS RESULTING FROM INCOMPLETE, INCORRECT, FAILED, INTERCEPTED OR MISDIRECTED COMMUNICATIONS; OR (iii) ANY UNAUTHORIZED ACCESS TO OR USE OF THE COMPANY’S OR THE NFT.FINANCE PLATFORM’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; OR (iv) ANY BUGS, VIRUSES OR THE LIKE WHICH MAY BE TRANSMITTED THROUGH THE PLATFORM BY ANY THIRD PARTY; OR
    10.3.ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL LOSS, DAMAGE, CLAIM, COST OR EXPENSE (INCLUDING, WITHOUT LIMITATION, ANY ECONOMIC LOSS OR DAMAGE, LOSS OF PROFITS, REVENUE, GOODWILL OR ANTICIPATED SAVINGS, LOSS OF OR CORRUPTION TO DATA, LOSS OF OPERATION TIME OR LOSS OF CONTRACTS) OF ANY NATURE, WHETHER ARISING FROM TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE THE NFT.FINANCE PLATFORM, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
    10.6. The Company shall not be considered in breach of these T&C in the event of any failure or delay for reasons not within the Company’s reasonable control, including, without limitation, war, disaster, acts of nature, power failure, failure of communications services or networks, labor stoppage, boycott, sabotage, computer virus, hacking, phishing, spoofing or other malware, unrest or disputes, or acts or omissions of you or any third party including national and/or supranational government agencies or bodies and courts of law, or any delays or failures caused by failures to the Binance Smart Chain (BSC) blockchain
  • 11. MAINTENANCE OF THE PLATFORM

    11.1. The Company will use reasonable endeavors to ensure that the user can access the NFT.FINANCE Platform services in accordance with these T&C. However, the Company may temporarily suspend the WOONKLY.COM Platform services for maintenance or upgrades and will use reasonable endeavors to inform you of such scheduled maintenance. You acknowledge that this may not be possible in emergencies and accept the risks associated with the fact that you may not always be able to access, use or carry out transactions with your Account.
    11.2. The Company may therefore temporarily and without previous notice interrupt the WOONKLY.COM Platform’s services for the maintenance work that is necessary for the proper functioning of the WOONKLY.COM Platform.
  • 12. TERM AND TERMINATION

    12.1. These T&C shall remain in full force and effect while you use the WOONKLY.COM Platform.
    12.2. If you choose to close your Account, you are able to transfer your NFT’s which have not been sold to your personal wallet and you are able to remove them from the WOONKLY.COM Platform.
    12.3. We may suspend or terminate your rights to use the WOONKLY.COM Platform (including your Account) at any time for any reason at our sole discretion, including for any use of the WOONKLY.COM Platform in violation of these T&C (such as not passing the AML/TF and KYC procedures and for offering for sale NFT’s including Unsuitable content, sale NFT´s with no IP rights).
    12.4. In addition, the Company shall temporarily suspend the user’s right to use the WOONKLY.COM Platform’s services if:
    12.4.1.The Company detects fraudulent transactions of the user.
    12.4.2.The user does not provide the additional information which is necessary to identify the user or Due Diligence process.
    12.4.3.The user does not accept possible updates to the T&C or the Privacy Policy.
    12.5.Upon the suspension of the user’s rights to use the WOONKLY.COM Platform’s services, the user’s access to the Account shall be temporarily blocked. Upon termination of the user’s rights under these T&C, the user’s right to access and use the Account and the WOONKLY.COM Platform will terminate immediately.
    12.6.The Company will not have any liability whatsoever to you for any termination under these T&C, including for termination of your Account.
  • 13. SECURITY

    13.1.You are responsible for implementing all reasonable and appropriate measures to secure your personal Wallet, safe or other storage mechanism that you use to interact with the services of the Company and to receive and store WOOP issued to you by the Smart Contract System, including keys Required private (s), passwords, two or three factor authentication, or other credentials required to access such storage mechanisms. If your private keys or other access credentials are lost, you may lose access to your WOOP and/or your NFT’s. The Company will not be responsible for any security measures related to its receipt, possession, storage neither the company it´s allowed to recover such Tokens or NFT´s.
  • 14. RISKS

    14.1.YOU ACKNOWLEDGE AND AGREE THAT THE USE OF THE COMPANY SERVICES AND THE WOONKLY.COM PLATFORM ENTAILS SIGNIFICANT FINANCIAL, REGULATORY, AND REPUTATIONAL RISKS.
    14.2.BY MAKING ANY PURCHASE, OR ANY ACTION THAT IS INTENDED TO USE THE SERVICES PROVIDED BY COMPANY AND BY ACCEPTING THESE T&C, YOU EXPRESSLY ACKNOWLEDGE, ACCEPT AND ASSUME THE RISKS SET IN THESE T&C AND THE NFT.FINANCE PLATFORM OR ANY OTHER DOCUMENT CONSIDERED.
    14.3.Risk of Software Weaknesses: Because the Company, the Smart Contract System and the WOONKLY.COM platform are based on the Binance Smart Chain protocol, any malfunction, failure or abandonment of the Binance Smart Chain protocol can have a significant adverse effect on the NFT´s that you´ve purchased, the Smart Contract System and/or the company's Platform.
    14.4.Regulatory risk: Blockchain technology ('public platform') enables new forms of interaction and certain jurisdictions may enforce existing regulations or introduce new regulations that address applications based on public platform technology, which may be contrary to the current configuration of Smart Contract System and/or the Company's website application portfolio / server and which may, among other things, result in substantial modifications to the Company's Smart Contract System and/or WOONKLY.COM Platform, including its termination and loss of your NFT for the user/holder.
    14.5.Risks associated with uncertain regulations and enforcement actions: The regulatory status of Woonkly OÜ and distributed ledger technology and the Company's website application portfolio/server or the WOONKLY.COM Platform is unclear or unresolved in many jurisdictions. It is difficult or impossible to predict how or if regulatory authorities can enforce existing regulation regarding such technology and its applications, including the WOONKLY.COM Platform. Additionally, it is difficult to predict how or if legislative or regulatory authorities may implement changes to law and regulation that affect distributed ledger technology and its applications, including the WOONKLY.COM Platform. Regulatory actions could negatively impact the WOONKLY.COM Platform in several ways, including, for illustrative purposes only, through the determination that Woonkly OÜ and WOOP tokens or WOONKLY.COM platform requires new registration or licenses. The company may cease operations in a jurisdiction in the event that regulatory actions, or changes to the law or regulation, make it illegal to operate in that jurisdiction, or commercially undesirable to obtain the necessary regulatory approvals to operate in that jurisdiction.
    14.6.Risk of abandonment/lack of success: the development of the Company and the WOONKLY.COM Platform may in the future be abandoned or cease to exist for various reasons, including lack of public interest, lack of funding, lack of commercial success or prospects (for example, caused by competing projects). There is no guarantee that the WOONKLY.COM Platform is developed and partially or fully launched.
    14.7.Risk of losing access to tokens due to loss of your private key (s), custody error or your mistake: WOONKLY.COM Platformcan only be accessed using an Binance Smart Chain (BSC) BEP20 wallet provided by the user, private key and password. The private key is encrypted with a password. You acknowledge, understand, and agree that if your private key or password is lost or stolen, the cryptoactives or NTF´s associated with your Binance Smart Chain Wallet address may be unrecoverable and permanently lost. Furthermore, any third party that gains access to your private key, including by gaining access to the login credentials related to your Binance Smart Chain wallet, can misappropriate your cryptoactives or NFT´s.
    14.8.Risk of theft: The Smart Contract System concept, the underlying software application and the software platform (i.e. the Binance Smart Chain public platform or the Company's website application wallet / server or the WOONKLY.COM Platform) may be exposed to attacks by hackers or others, including but not limited to malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, flash loans attacks, and spoofing. Any of these successful attacks could result in the theft or loss of NFTs or tokens, negatively impacting the ability to develop the WOONKLY.COM Platform and derive any use or functionality of the WOONKLY.COM Platform. Especially as the WOONKLY.COM Platform is based on open source software and third-party software.
    14.9.Risk of mining attacks: As with any token in any wallet (including the Company's website wallet / application server or WOONKLY.COM Platform), public platforms, the blockchain used for the Smart Contract System it is susceptible to extraction or any other attack, including but not limited to double-spend attacks, majority extraction attacks, "self-extraction" attacks, and rare-condition attacks. Any successful attack presents a risk to the Smart Contract System, the expected execution and sequencing of token transactions and the expected execution and sequencing of contract calculations.
    14.10.Incompatible Wallet Service Risk - There is a possibility that a software update to the Company's portfolio / server could cause a failure to ensure that some wallet services comply with the requirements of the WOONKLY.COM Platform and this may result in the user losing access to the WOONKLY.COM Platform or their assets.
    14.11.Risk of uninsured losses: Unlike bank accounts or accounts at other financial institutions, the WOONKLY.COM Platform does not carry insurance unless you obtain private insurance specifically by yourself. Therefore, in the event of a loss or loss of value of utilities, there is no public insurer or private insurance arranged by the Company to offer you a remedy.
    14.12.Tax risks: the tax characterization of the WOONKLY.COM Platform is uncertain. You should seek your own tax advice in relation to the acquisition, storage, transfer and use WOONKLY.COM Platform, which may have adverse tax consequences for you, including but not limited to withholding tax, transfer tax, value added tax, income taxes and similar taxes, levies, fees or other charges and tax reporting requirements in any applicable jurisdiction.
    14.13.Risk of dissolution of the Company or the network: It is possible that due to any number of reasons, including, but not limited to, an unfavorable fluctuation in the value of BNB, WOOP or other crypto and fiat currencies, the usefulness of WOONKLY.COM Platform may decrease due to negative adoption of the WOONKLY.COM Platform, failure of business relationships, or intellectual property challenges, or lack of funding or any other reason that causes the Company or the company in question in clauses of these T&C to not be viable as a business or to undergo a voluntary/involuntary liquidation or to enter into bankruptcy or bankruptcy protection, or for the Company to simply not be any longer viable to operate and the WOONKLY.COM Platform to be dissolved.
    14.14.Unforeseen risks: Cryptographic and NFT tokens are a new technology and not yet proven or not yet sufficiently proven. In addition to the risks set forth in these clauses, there are other risks associated with your acquisition, storage, transfer, and use of the crypto actives, including those that the Company cannot anticipate or lose. Such risks can materialize further as unforeseen variations or comb.
  • 15. DATA PROTECTION

    15.1.We will process your Personal Data in accordance with the General Data Protection Regulation (EU) 2016/679 and its possible modifications and you accept that, as a data controller, we may process your Personal Data directly or through our service providers or agents or subcontractors according to the Privacy Policy.
  • 16. DISPUTE RESOLUTION, APPLICABLE LAW AND JURISDICTION

    16.1.These Terms have been drawn up in accordance with the laws of the Republic of Estonia and the application, interpretation, and termination shall be governed by the laws of the Republic of Estonia.
    16.2.Any disputes regarding the Services and/or in connection with these Terms shall be settled through negotiations. If the Parties fail to resolve the dispute through negotiation, the disputes shall be settled by Harju Maakohus (Harju County Court), pursuant to the procedure provided by the law of the Republic of Estonia.
  • 17. MISCALLANEOUS

    17.1.We may modify these T&C when we deem appropriate, including when there are changes to the intended functionality of the WOONKLY.COM Platform or as required by laws or regulatory requirements to which we are subject or any other change to any clause or content of these T&C at our discretion. If we make any changes to these T&C, we may post a notice in our sole discretion along with the updated T&C on our website and we will change the "Last Updated" date at the top of these T&C. Any changes to the terms and conditions will take effect immediately after the updated terms and conditions are posted on our website.
    17.2.If any term, clause or provision of these T&C is determined to be illegal, void or unenforceable (in whole or in part), then such term, clause or provision will be separable from these T&C without affecting the validity or enforceability of any part of the remainder of that term, clause or provision, or any other term, clause or provision of these T&C, which will remain in full force and effect. By accepting these T&C, you agree that any term, clause or provision of these Terms and conditions deemed illegal, void or unenforceable will be replaced by a new legal, valid or enforceable term, clause or provision of these terms and conditions with the same original meaning or intent.
    17.3.Nothing in these T&C shall be deemed to create a form of partnership, joint venture or any other similar relationship between you and the Company and / or other persons or entities involved in these T&C.
    17.4.The content and opinions expressed through unofficial channels that are not the exclusive property of Woonkly OÜ, also known as "Woonkly" (for example, among others, the YouTube channel called "Mr. Santos" https://youtube.com/channel/UCo3hRG_jF6lAVzOUh_UM5Sg or others of the same individual owner, such as https://www.instagram.com/mrsantoscoach/ , https://m.facebook.com/mrsantoscoach/ etc.) are the sole and exclusive opinion and responsibility of the author or owner, and may differ from those of Woonkly OÜ and, therefore, no liability of any kind is attributable to Woonkly OÜ.
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