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Terms of Service

Last Updated: March 2nd, 2022


These Paper Terms of Service (the “User Agreement”) are between you (referenced herein as “you”, “your”, or “user”) and Caves Inc. (d/b/a Paper), and its affiliates (“we”, “our”, the “Company” or “Paper”). This User Agreement governs your use of the Services (as defined below). 

This User Agreement applies to:

  • All visitors (“Site Visitors”) to the Company’s website located at www.paper.xyz (the “Site”);
  • Anyone who downloads and uses (“Platform Visitors”) the Company’s web or app-based software platform (collectively, the “Platform”);
  • Anyone who enrolls for the Services of the Company (“Clients”); and
  • Anyone who uses our NFT payment services on third party websites or platforms (“Third Party Platform Users”).

Site Visitors, Platform Visitors, Third Party Platform Users, and Clients are referred to collectively as “Users”.

The Platform and the Site, together with the Company’s services offered on third party platforms shall, collectively, be referred to herein as the “Service” or the “Services”.

The Services, and certain aspects of the Services, may, as applicable, be delayed, restricted, forfeited, or ultimately unavailable due to certain laws and regulations governing our Services as well as certain circumstances and conditions associated with your use of the Services.

By accessing, using, or attempting to access or use the Services, you acknowledge and agree that you have read, understood and accept all of the terms and conditions contained in this Agreement as well as our Privacy Policy. If you do not agree, you may not access or use the Services and must immediately cease any use of the Services.

We may amend this User Agreement from time to time by posting a revised version to the Services. We may also send notice to the email associated with your account (if applicable). Please review the User Agreement and our Privacy Policy on a periodic basis. Each time you use the Services, you agree to be bound by the terms of the User Agreement and Privacy Policy in effect at the time of your use thereof. If you do not agree to the revised terms, you are not permitted to use the Services.

THIS AGREEMENT CONTAINS IMPORTANT PROVISIONS INCLUDING AN ARBITRATION PROVISION THAT REQUIRES YOU AND PAPER TO RESOLVE ALL DISPUTES BY BINDING ARBITRATION INSTEAD OF IN COURT.

As with any asset, the value of non-fungible tokens can go up or down and there can be a substantial risk that you lose money buying, selling or holding non-fungible tokens. You should carefully consider whether trading or holding non-fungible tokens is suitable for you in light of your financial condition. We make no promise that any NFT you purchase will be worth anything.

You acknowledge and agree that digital assets are volatile and risky, and their trading is affected by many factors outside our or your control. You are solely responsible for any transactions, and for all fees that you may incur as a result of your acquisition or sales of digital assets. Although we try to offer lower fees through our Services, we cannot control the timing of every transaction, yet you acknowledge that the time of a transaction can affect the value of the asset or the fees associated with a transaction or both. You hereby agree that you hold us harmless against any and all claims arising from the transaction of your digital assets, or the timing of such transactions.

Paper is not registered with the U.S. Securities and Exchange Commission and does not offer securities services in the United States or to U.S. persons. Digital assets are not legal tender and are not backed by any government. Digital assets are not subject to Federal Deposit Insurance Corporation or Securities Investor Protection Corporation protections.

NO FINANCIAL, INVESTMENT, TAX, LEGAL OR SECURITIES ADVICE IS GIVEN THROUGH OR IN CONNECTION WITH OUR SERVICES.

Nothing contained on the Platform constitutes a solicitation, recommendation, endorsement, or offer by us or any third party to buy or sell any digital assets, securities, or other financial instruments. Neither us nor any of our affiliates has: (1) evaluated the merit of any digital assets available through the Platform; or (2) has endorsed or sponsored any digital assets made available.



PART A: GENERAL TERMS


1. THE SERVICES.

Description of Services. 

Paper offers a checkout service which allows users to purchase non-fungible tokens (NFT’s) through third-party provided platforms. Additional information regarding the Services may be available and obtained through our Site. 

You agree that we are not the sellers of any NFTs you purchase, and have no responsibility or liability for such NFTs, or their content or functionality.

Eligibility. 

In order to use the Services, you must be at least eighteen (18) years of age (or the applicable age of majority and contractual capacity in the jurisdiction in which you reside).


2. PROHIBITED ACTIVITIES.

You may use the Services only for lawful purposes and in accordance with this User Agreement. You agree not to use the Services: 

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
  • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in this User Agreement.
  • To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation.
  • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us, may harm the Company or users of the Services or expose them to liability. 
  • Use the Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Services, including their ability to engage in real time activities through the Website.
  • Use any robot, spider, or other automatic device, process, or means to access the Website or Platform for any purpose, including monitoring or copying any of the material thereon.
  • Use any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose without our prior written consent.
  • Use any device, software, or routine that interferes with the proper working of the Services.
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Service is stored, or any server, computer, or database connected to the Services.
  • Copy, mirror or otherwise attempt to replicate or reproduce the Services.
  • Attack the Services via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Services.


3. FEES.

Paper charges certain fees for the Services, which are described on our Site. Any fees imposed will also be displayed to you as part of the transaction process. Paper is not responsible for any fees charged by a third party.


4. ERRORS AND REFUNDS.

Generally, Paper does not offer any refunds to users of the NFT checkout service, with the only exceptions being those set forth in this User Agreement (or in Paper’s sole discretion from time to time). 

When you purchase an NFT using the checkout service, Paper immediately purchases the NFT and transfers it to your designated Wallet. This is a permanent and non-reversible transaction. If you believe a transaction was conducted fraudulently, please alert your bank or card issuer, as applicable, and follow their instructions. 

  1. Unsupported tokens and chains. Paper does not support transactions that you attempt using either tokens that are not supported by Paper, or transactions that use an unsupported chain.
    1. Unsupported chain example: You send a supported currency on an unsupported chain. Here, AVAX is an unsupported chain and ETH is a supported currency. If you attempt to send 0.1 ETH through the AVAX chain through the NFT checkout, Paper cannot recover or refund the ETH sent via AVAX.
  2. Errors. If Paper cannot purchase the NFT due to an error in the smart contract, Paper will refund the transaction minus the applicable fees.


5. THIRD PARTY DELAYS OR ERRORS.

Paper, is not responsible for any delays or errors in the provision of the Services, including, but not limited to, delays in the purchase of NFTs for you from a third party, including if such delays or errors are caused by you, your service provider (e.g., your bank), your internet connection or internet service provider.


6. NOTICE.

Any notice required to be given by Paper under this Agreement, or otherwise, may be provided to you by email, a posting on our Services, or other reasonable means. Paper may broadcast, distribute or display notices or messages through the Services or via email to inform you of changes to this Agreement, the Services, the Privacy Policy or other matters of importance. Such broadcasts, distributions or displays of information shall constitute notice to you. Your continued use of the Services subsequent to such notification shall be deemed an acknowledgement and acceptance thereof.


7. DATA USAGE AND PRIVACY.

  1. Privacy Policy. Your privacy is very important to us, which is why we’ve created a separate Privacy Policy in order to explain how we collect, manage, process, and store your personal information. Our Privacy Policy is included under the scope of this User Agreement and is incorporated by reference as if fully set forth herein. To read our Privacy Policy in its entirety, click here.
  2. Document Destruction. The Company may, in its discretion, retain data collected on or through the Services or processed based on such data (collectively, “Data”) pursuant to our data retention policies. The Company may, after ninety (90) days of account deactivation, (i) archive the Data, or (ii) delete the Data, in each case, in the Company’s sole discretion. 
  3. Litigation Hold. In the event the Company is served with any subpoena or request for documents or becomes aware of a governmental investigation or audit concerning the Company or a User, or the commencement of any litigation against or concerning the Company or a User, any further disposal of documents shall be suspended until shall time as the Company determines otherwise.


8. INTELLECTUAL PROPERTY.

The Company reserves all rights in and to the Services and all intellectual property therein and thereto, including the look and feel, trade dress, trademarks, images, content and copy on or available through the Services. “Paper” and all associated logos, trademarks or other identifiers displayed within the Services are the sole property of the Company or its licensors. You acknowledge that, as between you and Paper, all rights, title and interest, including all copyright, trademark, patent, trade secret and other intellectual property or proprietary rights, related to the Services (including all modifications, improvements, upgrades, and derivative works thereof) belong exclusively to Paper. 


9. INTERACTIONS WITH THIRD PARTIES.

Any website that is accessible via link embedded in the Services that redirects you from the Site or Platform are provided for your convenience only. You acknowledge that such other websites and their content are not within Paper’s control. All such websites are subject to the terms, conditions, policies, and procedures of the owners of such websites and not this User Agreement. Accordingly, Paper hereby expressly disclaims and shall not have any liability or responsibility for the content, the materials, the accuracy of the information, and/or the quality of the products or services provided by, available through, or advertised on any such websites accessible through links on the Services. We encourage you to read the applicable terms and conditions pertaining to your use of such third party websites to understand your rights and obligations.

You acknowledge and agree that third parties may embed a portion of our Services in their checkout flow, so that you can make NFT purchases using our technology. You agree that we are not responsible for the manner in which our technology is embedded or used by these third parties, and even though they use a portion of our Services, you hereby hold us harmless from and against any and all claims or losses arising from such use.


10. TERMINATION.

Paper, in its sole discretion, may suspend or terminate your access to or use of the Services, for any reason, including, without limitation, if we receive a subpoena, court order or other binding order from a government authority requiring us to do so or if we believe you have violated the terms of this User Agreement, in letter or in spirit. Paper may also, in its sole discretion, discontinue providing the Services, or any part thereof, with or without notice.

All provisions of this Agreement which, according to their terms or their nature, should survive termination, including, without limitation, provisions with respect to limitation or liability and disclaimer of warranties, shall survive.


11. ACCOUNT SECURITY.

We reserve the right to withdraw or amend the Services in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or the entire Services, to Users, including Clients.

You are responsible for:

  • Making all arrangements necessary for you to have access to the Services.
  • Ensuring that all persons who access the Website through your internet connection are aware of this User Agreement and comply with them.

To access the Services or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Services that all the information you provide is correct, current, and complete. You agree that all information you provide to register with the Services or otherwise, including but not limited to through the use of any interactive features on the Services, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. 

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of the User Agreement. 

You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. 


12. USER CONTRIBUTIONS.

The Services may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”).

All User Contributions must comply with the Content Standards set out in this User Agreement.

Any User Contribution you post to the Services will be considered non-confidential and non-proprietary. By providing any User Contribution on the Services, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material.

You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
  • All of your User Contributions do and will comply with this User Agreement.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have fully responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Services.

 

Monitoring and Enforcement; Termination

We have the right to:

  • Remove or refuse to post any User Contributions for any or no reason in our sole discretion. 
  • Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the User Agreement, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for the Company or its affiliates.
  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.
  • Terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this User Agreement.

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Services. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM AND AGAINST ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES. 

However, we do not undertake to review all material before it is posted on the Services, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section. 

 

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not: 

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
  • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with this User Agreement and our Privacy Policy.
  • Be likely to deceive any person.
  • Promote any illegal activity, or advocate, promote, or assist any unlawful act.
  • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
  • Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter, or advertising.
  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.


Copyright Infringement

If you believe that any User Contributions violate your copyright, please see our Copyright Policy below for instructions on sending us a notice of copyright infringement. It is the policy of the Company to terminate the user accounts of repeat infringers.


13. THIRD PARTY CONTENT.

The information presented on or through the Services is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Services, or by anyone who may be informed of any of its contents. 

The Services may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.


14. COPYRIGHT POLICY.

Since we respect artist and content owner rights, it is the Company’s policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).

If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Service, please notify the Company’s copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide the following information in writing:

  1. An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
  2. Identification of the copyrighted work that you claim has been infringed;
  3. Identification of the material that is claimed to be infringing and where it is located on the Service;
  4. Information reasonably sufficient to permit the Company to contact you, such as your address, telephone number, and, e-mail address;
  5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
  6. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.

The above information must be submitted to the following DMCA Agent:

Attn: DMCA Notice
Caves, Inc.
Address: 44 Montgomery Street, Floor 3, San Francisco, CA 94104
Phone: 415-990-5309
Email: legal@paper.xyz


UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please note that this procedure is exclusively for notifying the Company and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with the Company’s rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.

In accordance with the DMCA and other applicable law, the Company has adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. the Company may also at its sole discretion limit access to the Service and/or terminate the User accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.


15. INDEMNIFICATION.

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of the terms of this User Agreement or your use of the Services, including, but not limited to, your User Contributions, any use of any content, services, and products other than as expressly authorized in this User Agreement or your use of any information obtained from the Services.


16. WARRANTY DISCLAIMER.

USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ‘AS IS’ AND ‘AS AVAILABLE,’ WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, THE COMPANY, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS SERVICE PROVIDERS AND LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICES OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.

FURTHER, THE COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND THE COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

SOME LAWS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.


17. LIMITATION OF LIABILITY. 

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO THEM, ANY CONTENT ON THE SERVICES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.


18. DISPUTE RESOLUTION. 

At Company’s sole discretion, it may require you to submit any disputes arising under this User Agreement, or in connection with your use of the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying New York law.

ANY DISPUTE, CONTROVERSY OR CLAIM ARISING OUT OF, RELATING TO OR IN CONNECTION WITH THESE TERMS, OUR SERVICES (OR ANY PORTION OR ALL OF THE FOREGOING), INCLUDING THE BREACH, TERMINATION OR VALIDITY OF THIS USER AGREEMENT, SHALL BE FINALLY RESOLVED BY ARBITRATION. THE TRIBUNAL SHALL HAVE THE POWER TO RULE ON ANY CHALLENGE TO ITS OWN JURISDICTION OR TO THE VALIDITY OR ENFORCEABILITY OF ANY PORTION OF THE AGREEMENT TO ARBITRATE. THE PARTIES AGREE TO ARBITRATE SOLELY ON AN INDIVIDUAL BASIS, AND THAT THIS AGREEMENT DOES NOT PERMIT CLASS ARBITRATION OR ANY CLAIMS BROUGHT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ARBITRATION PROCEEDING. THE ARBITRAL TRIBUNAL MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

 

19. GENERAL TERMS. 

Waiver and Severability

No waiver by the Company of any term or condition set out in this User Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this User Agreement shall not constitute a waiver of such right or provision.

If any provision of this User Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the User Agreement will continue in full force and effect.

 

Entire Agreement

This User Agreement and our Privacy Policy constitute the sole and entire agreement between you and Cave, Inc. regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.


Assignment 

We may assign our rights and obligations under this User Agreement. This User Agreement will inure to the benefit of our successors, assigns and licensees.



PART B: NFT SERVICE


This Part B provides the terms of use applicable to your use of the NFT Service (defined below) and is a part of the User Agreement. 


1. NFT SERVICE.

Paper has partnered with certain third-parties who offer marketplace or other platforms (each an “NFT Platform”) for the purchase and sale of non-fungible tokens (each, an “NFT”). Pursuant to our agreements with those third-parties, you may purchase NFTs (i) from Paper or (ii) through Paper's platform (the “NFT Service”). Users of the NFT Service are not required to create an account and may instead conduct one-time transactions with Paper using a payment method accepted by Paper.

Paper has no control over and is not responsible for any activity conducted by you or other parties (including the seller(s) of NFTs) on NFT Platforms. You acknowledge and agree that you are solely responsible and liable for your use of any NFT Platform, and all of your related acts or omissions, and that your use of an NFT Platform is subject to such NFT Platform's terms of service and applicable law.

Paper makes no representations or warranties, express or implied, written or oral, made by or on behalf or in connection with any NFT Platform or NFT seller, including any representations or warranties of title, non-infringement, functionality, merchantability, usage, security suitability or fitness for any particular purpose, workmanship or technical quality of any NFT.

You acknowledge and agree that you purchase NFTs at your own risk.


2. PURCHASE AND SALE.

You are solely responsible for verifying the rights and authenticity of any NFT you purchase through the NFT Service, as well as any transfer of rights, rights to sell, interest in copyrights, and other intellectual property rights applicable to any NFT purchased through the NFT Service. Paper is not responsible for and does not verify any NFTs provided on NFT Platforms. To the fullest extent permitted by law, Paper disclaims all warranties and liabilities with respect to any NFT purchased through the NFT Service.

It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions you conduct through the NFT Service, and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities.

You acknowledge and agree that Paper is not responsible for delivering any functionality offered or purported to be offered on or through the NFTs you purchase.


3. LIMITS.

Your use of the NFT Service is subject to transaction limits (based on total fiat amount) set by Paper. If you have any questions about the limits, please contact Paper at support@paper.xyz. 

We reserve the right to reject any transaction and/or suspend or terminate access to the NFT Service at any time.


4. FEES.

Paper charges: (i) a processing fee (4.9%), which is disclosed to you prior to each transaction; and (ii) a transfer fee (variable depending on the blockchain gas fees), which is disclosed to you prior to each request to transfer the NFT to your wallet. 

Your financial institution or external wallet provider may also impose a fee to purchase an NFT. Paper is not responsible for any fees charged by a third party. In addition, it is your responsibility to ensure you have sufficient funds or digital currency in your designated bank account or external wallet to complete any purchases using the FNT Service. You are responsible for any non-sufficient funds or overdraft fees imposed by third parties.


5. TERMINATION.

Paper may terminate its provision of and/or your use of the NFT Service at any time. As users of the NFT Service do not have any ongoing relationship with Paper, you may simply cease to use the NFT Service.