Terms of Service for Beyond Earth

Welcome to Beyond Earth. This Agreement governs your access and use of software products, such as game software contained on disc or digital, offered by Beyond Earth and related updates, upgrades and features as well as online and mobile services, features, content and websites offered by Beyond Earth and/or live events hosted by or in connection with Beyond Earth (collectively "Beyond Earth Services").

BY USING Beyond Earth SERVICES, YOU AGREE TO THESE TERMS. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE Beyond Earth SERVICES. FOR RESIDENTS OF CERTAIN COUNTRIES, YOU AGREE TO THE ARBITRATION AGREEMENT, LIMITED LIABILITY AND INDEMNIFICATION CLAUSES TO RESOLVE ANY DISPUTES WITH Beyond Earth.

Definitions

In these Terms, the expressions below shall have the meaning assigned to them in this clause, unless the context requires otherwise:

“Beyond Earth” — Beyond Earth LLC, with its registered office in Miami, Florida, US.
“Beyond Earth Materials” — All Materials appearing on or emanating to or from Beyond Earth Services.
“Beyond Earth Policies” — The policies of Beyond Earth as made available on the Website and amended from time to time, including but not limited to the Privacy Statement;
“Content” — Content is the software, technology, text, forum posts, chat posts, profiles, widgets, messages, links, emails, music, sound, graphics, pictures, video, code, and all audio visual or other material appearing on or emanating to or from Beyond Earth Services, as well as the design and appearance of our websites. Content also includes user-generated Content ("UGC"). UGC includes Beyond Earth Account personas, forum posts, profile content and other Content contributed by users to Beyond Earth Services. All Content is either owned by Beyond Earth or its licensors, or is licensed to Beyond Earth and its licensors
“Comments” — Any comment, opinion, advice, suggestion, recommendation or critic.
“Link” — Any unique hyperlink to a personal webpage on which Your Content is published as automatically generated by Beyond Earth;
“Terms” — Terms of Service for Beyond Earth, as amended from time to time;
“You” or “Your” — you, the final and ultimate user of Beyond Earth Services or the authorized representative of a company or other legal entity that will be the final and ultimate user of Beyond Earth Services, and the company or other legal entity that will be the final and ultimate user of Beyond Earth Services, if applicable;

General

By using or signing up for any Beyond Earth Services, You enter into an agreement with Beyond Earth for the use of the Beyond Earth Service as well as accept the applicability and the contents of the Beyond Earth Policies.
You acknowledge that these Terms may be modified from time to time. Such modifications will be effective upon posting on the Website or otherwise notifying You, e.g. by using the email address used for Your registration. If You do not agree with modifications to these Terms, You can terminate these Terms in accordance with clause 14.2.
In the event any provision of these Terms is found by a competent court to be invalid, unlawful or unenforceable, then such part will be severed from the remainder of these Terms which will continue to be valid and enforceable to the full extent permitted by law. As for the provision that has been found to be invalid, unlawful or unenforceable, Beyond Earth and You shall enter into negotiations to agree upon a new provision replacing such invalid, unlawful or unenforceable provision, whereby the purpose and the meaning of the original provision shall be applied to the extent possible.
These Terms set forth the entire agreement and understanding between Beyond Earth and You with respect to the subject matter hereof. Your terms and conditions of whatever kind shall not apply, not even in addition to these Terms.

Accounts & Wallets

While accessing Beyond Earth Services you may sign up. By signing-up, You warrant that the sign-up details used by You are accurate and up-to-date.
To create an Beyond Earth Account, you must have a valid email address, and provide truthful and accurate information. You must be eligible to use the Beyond Earth Service for which you are registering and must be resident of a country where use of Beyond Earth Services is permitted.
You must be at least 13 years of age (or such other minimum age as is applicable in your country of residence) to create an Beyond Earth Account. If you are aged between the relevant minimum age and 18 (or the age of majority where you live), you and your parent or guardian must review this Agreement together. Parents and guardians are responsible for the acts of children under 18 years of age when using Beyond Earth Services. Beyond Earth recommends that parents and guardians familiarize themselves with parental controls on devices they provide their child.
You are responsible for safeguarding Your password for Your account for Beyond Earth Services and for any activities and actions taking place under Your password. You are prohibited to share Your password with any third party.
You shall notify Beyond Earth immediately of any breach of security or unauthorized use of Your account that You become aware of.
All activities that occur under Your account for Beyond Earth Services are Your sole responsibility.
If You have accepted the terms and conditions in these Terms and the Beyond Earth Policies on behalf of a company or other legal entity, You are prohibited to use the account of Beyond Earth Services after You have ceased working for such company or other legal entity.
Your purchase of Game Items may be accompanied by non-fungible tokens (“NFTs”), and your ownership of these NFTs is tracked via the Polygon Blockchain (“Game NFTs”). Your ownership of these Game NFTs will give you certain rights and privileges within the Services, for as long as we make the Services and such rights and privileges available to you. You are responsible for all payments, fees, and costs when engaging in any transactions involving Game NFTs, including, without limitation, the purchase price, transaction fees, fees associated with your secondary or subsequent sales of Game NFTs, and all other fees associated with your use of the Game NFTs via the Services.
To use certain of the Services, you need to link to the Services via a non-custodial digital wallet made available by a third party and that is compatible with the Ethereum network and the Services (a “Digital Wallet”). Linking a Digital Wallet to the Services is required to be able to purchase, store, and engage in transactions using the Services. Assets stored in your Digital Wallet are owned and controlled solely by you. Digital Wallets are not associated with, maintained by, controlled by, or affiliated with us. We may not be able to help you recover assets stored in your Digital Wallet, as these are non-custodial wallets in your control. We accept no responsibility or liability to you in connection with your use of a Digital Wallet and make no representations or warranties regarding how the Services will operate with any specific Digital Wallet. The private keys, credentials, passwords, seed phrases, or secret recovery passphrases necessary to decrypt or gain access to a Digital Wallet are held solely by you, and not by us. If you choose to transfer items from one Digital Wallet to another, such transfers will occur on the public blockchain and we accept no liability or responsibility for any such transfer, including for any loss, data corruption, or other negative impact that may occur to your Offerings or Digital Wallets or other assets when attempting to transfer assets between Digital Wallets. We reserve the right, with or without prior notice and in our sole and complete discretion, to discontinue, modify, or limit the operation of any Digital Wallet with the Services. You represent and warrant that you are the lawful owner of any Digital Wallet and that you are using that Digital Wallet under the terms and conditions of the applicable provider of the Digital Wallet. If you have any issues with your Digital Wallet, please contact your Digital Wallet provider.

Restrictions and Conditions

Beyond Earth hereby grants You the right to access and use the Website and Beyond Earth Services, provided that You shall at all times comply with these Terms and the Beyond Earth Policies and shall not use the Website and Beyond Earth Services in violation of application laws or regulations.
You shall not do any of the following while using Beyond Earth Services or the Website:
1. use Beyond Earth Services for uploading and sharing any other content than the Content;
2. use Beyond Earth Services or the Website for unlawful purposes or the promotion of illegal activities;
3. use Beyond Earth Services or the Website in a way that could be detrimental to the reputation of Beyond Earth;
4. upload or share any Content that infringe intellectual property rights, including copyrights, of third parties;
5. imply or suggest that the Content is created or endorsed by Beyond Earth or Beyond Earth’s licensors;
6. probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures, including measures that prevent or restrict use or copying of the Content or enforce limitations on the use of Beyond Earth Services or the content accessible via Beyond Earth Services;
7. decompile, decrypt, dissemble, modify, copy, reformat, create derivative works of, or reverse engineer the Website or Beyond Earth Services, except as expressly permitted in these Terms;
8. use the Website or Beyond Earth Services for any purpose other than to play or generate content for non-commercial use in accordance with these Terms and the Beyond Earth Policies, including, but not limited to, (a) the sale of access to Beyond Earth Services, (b) the sale of advertising or promotions placed on or within the Content or Beyond Earth Services or (c) the sale of advertising or promotions on any webpage containing the Content delivered in the Website, Beyond Earth Services, or clone;
9. impersonate or misrepresent Beyond Earth or any third party when You make available the Content;
10. interfere with or disrupt Beyond Earth’s services, servers or network in any way.
Beyond Earth is constantly innovating Beyond Earth Services, and You agree that the form and nature of Beyond Earth Services may change from time to time without prior notice to You.
You acknowledge that You may be exposed to Content of third parties that are factually inaccurate, offensive, indecent, or otherwise objectionable to You. You agree to waive any legal rights or remedies You have or may have against Beyond Earth with respect to any such third party Content.
ALL SALES FINAL. ALL PURCHASES MADE THROUGH THE SERVICES ARE FINAL AND NON-REFUNDABLE, EXCEPT AS REQUIRED BY APPLICABLE LAW OR REGULATION (AND IN SUCH INSTANCES WHERE REQUIRED BY APPLICABLE LAW, THE COMPANY’S ABILITY TO ISSUE ANY SUCH REFUND IS LIMITED TO WHETHER THE APPLICABLE SMART CONTRACT ENABLES THE COMPANY TO REASONABLY REVERSE OR CANCEL A TRANSACTION). NEVERTHELESS, YOU ACKNOWLEDGE THAT THE COMPANY DOES NOT IN MOST CASES HAVE THE ABILITY TO REVERSE OR CANCEL A TRANSACTION AND IS NOT REQUIRED OR OBLIGATED TO PROVIDE A REFUND OF ANY PURCHASE FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR TIME, ITEMS, AMOUNTS, OR VALUES IN A GAME ACCOUNT (INCLUDING ANY UNUSED OR PARTIAL USED MEMBERSHIP TIME), EVEN IF AN ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.

Content

Beyond Earth reserves rights to all Content as described in the definitions.
Beyond Earth is not responsible and liable for the Content and the consequences of uploading the Content and for sharing the Content by sharing the Link. Beyond Earth does not endorse the Content or any advice, suggestion or opinion expressed in the Content.
You warrant that You have (and will continue to have during Your use of Beyond Earth Services) all necessary licenses, rights, consents, and permissions which are required to create any content .
On becoming aware of any (potential) violation of these Terms, Beyond Earth reserves the right (a) to remove the Content which is in violation of these Terms and (b) to disable the Link to such Content at any time, without prior notice and at its sole discretion.

Comments

You are only permitted to post Comments on the Website if you are logged onto Your account.
Beyond Earth is not responsible and liable for Comments posted by You or third parties on the Website or in game, including Comments with respect to the Content. Beyond Earth does not endorse the Comments.
You shall not post Comments that:
1. are factually inaccurate, offensive, indecent, or otherwise objectionable;
2. (in part) consist of advertisements or promotions; or
3. are otherwise in violation of these Terms, in particularly in violation of clause 4 above.
Beyond Earth reserves the right to remove Comments which are in violation of these Terms at any time, without prior notice and at its sole discretion.

Feedback and Notifications

You acknowledge and agree that if You provide Beyond Earth with any suggestions, comments, or other feedback about the Beyond Earth Materials (jointly “Feedback”), such Feedback is given voluntarily. Even if You designate such Feedback as confidential, the Feedback will not be confidential unless expressly otherwise agreed in writing by Beyond Earth, and Beyond Earth will be free to use, disclose, reproduce, license, or otherwise distribute or exploit the Feedback at its sole discretion without any obligations or restrictions of any kind, including without limitation, intellectual property rights or licensing obligations.
Beyond Earth does not monitor the in game chat, Comments, or Content uploaded and shared on the internet regarding Beyond Earth Services.

Beyond Earth Materials

All right, title, and interest in and to the Beyond Earth Materials will remain the exclusive property of Beyond Earth and its licensors. You may not delete or alter any disclaimers, warnings, copyright or other proprietary notices accompanying the Beyond Earth Materials.
Beyond Earth claims no ownership over the Content.
Nothing in these Terms gives You the right to use Beyond Earth’s name or any of Beyond Earth’s trademarks, logos, domain names and other distinctive brand features.
You understand and agree that Beyond Earth may be independently creating content, other products and services that may be similar to or competitive with the Content. Nothing in these Terms will be construed as restricting or preventing Beyond Earth from creating and fully exploiting any such content, other products and services without any obligations to You.

Support and Updates

Beyond Earth may extend, enhance or otherwise modify the Beyond Earth Materials (such modified Beyond Earth Materials are hereinafter referred to as the “Updates”) at its sole discretion and without notice. Beyond Earth shall not be obligated to provide You with any such Updates. If Updates are made available by Beyond Earth, the terms and conditions of these Terms will govern Your use of and access to such Updates.
We do not guarantee that any Beyond Earth Service, Content or Entitlement will be available at all times, in all locations, or at any given time or that we will continue to offer a particular Beyond Earth Service, Content or Entitlements for any particular length of time. Beyond Earth does not guarantee that Beyond Earth Services can be accessed on all devices, by means of a specific Internet or connection provider, or in all geographic locations.
Beyond Earth is not obliged to provide any maintenance, technical or other support for the Beyond Earth Materials, including the Updates.

Warranty Disclaimer

The Beyond Earth Materials are provided to You on an “as is” and “as available” basis, without warranty of any kind, express or implied, including, but not limited to, fitness for a particular purpose, availability, security, title, non-infringement or backward compatibility.

Limitation of Liability

The liability of Beyond Earth, its affiliates, personnel, subcontractors or agents for direct damages arising out of or in any way relating to these Terms, including in connection with or arising out of the Content, or Materials, shall in no event exceed the total amount of $10.
The limitation of liability does not apply to loss or damages resulting from the intent or willful misconduct by Beyond Earth or the management of Beyond Earth.
In no event shall Beyond Earth, its affiliates, personnel, subcontractors or agents be liable for indirect and/or consequential damages or purely financial loss such as missed business opportunities, lost sales, volume and profit, and data loss in connection with or arising out of these Terms. In addition, Beyond Earth, its affiliates, personnel, subcontractors or agents shall not be liable for any loss or damage which may be incurred by You as a result of:
any changes which Beyond Earth may make to Beyond Earth Services, or any permanent or temporary (partial) termination in the provision of Beyond Earth Services;
1. the deletion of, corruption of, or failure to store the user data, or any other data provided by You in connection with Beyond Earth Services;
2. any delay, error or failure of Beyond Earth in connection with game servers;
3. Your failure to provide Beyond Earth with accurate information during the registration process; or
4. Your failure to keep the password for Your account for Beyond Earth Services secure and confidential.

Indemnification

You shall indemnify Beyond Earth, its affiliates, personnel, subcontractors and agents from and against any and all losses, damages, liabilities, claims, demands, suits, expenses and any other out-of-pocket costs (including reasonable attorney’s fees and expenses) which Beyond Earth, its affiliates, personnel, subcontractors or agents may incur or be liable for arising out of or in connection with, directly or indirectly, the use of the Beyond Earth Materials by You, including but not limited to any product liability claims, even if such a claim alleges that Beyond Earth was negligent regarding the design or manufacture of the Beyond Earth Materials.

Suspension, Termination and Consequences of Termination

The terms and conditions in these Terms shall be in effect until terminated by You or Beyond Earth in accordance with this clause 14.
You may terminate these Terms at Your convenience by discontinuing Your use of the Website and Beyond Earth Services. Beyond Earth may discontinue the Website and/or Beyond Earth Services or terminate these Terms for convenience upon reasonable period prior written notice (including email or text message) to You.
Beyond Earth may suspend Your access to and Your use of the Beyond Earth Materials, and terminate these Terms immediately in writing (including email or text message), without prior written notice (i) if You fail to comply with any term(s) and conditions of these Terms, including the Beyond Earth Policies, (ii) on becoming aware of any (potential) violation of these Terms.
You and Beyond Earth waive their rights to rescind or annul these Terms. Articles 3:44, 6:228 and 6:265 of the Dutch Civil Code are excluded.
Any terms and conditions of these Terms that by their nature should survive termination shall survive termination.
On the effective date of termination of these Terms:
1. User data shall be removed;
2. Your right to access and use the Beyond Earth Materials shall terminate;
3. any other rights granted to You under these Terms shall immediately be relinquished by You;
4. unless agreed otherwise by Beyond Earth, Beyond Earth will deactivate and delete Your account(s) and data; and
5. You shall promptly return to Beyond Earth all Beyond Earth Materials and Beyond Earth’s confidential information in Your or any of Your employees’, agents’, subcontractors’ or (external) advisors’ possession, without withholding any copies.

Miscellaneous

You may not issue any press releases or make any other public statements regarding these Terms, the Website, Beyond Earth Services or the relationship between You and Beyond Earth, without Beyond Earth’s express prior written consent, which may be withheld at Beyond Earth’s sole discretion.
You may not assign or subcontract any of Your rights or obligations under these Terms to any third party without Beyond Earth’s prior written consent. Beyond Earth may assign or subcontract any of its rights or obligations under these Terms at its sole discretion. Only You and Beyond Earth and Your and Beyond Earth’s permitted assignees or successors may enforce the terms and conditions of these Terms, except as expressly provided in these Terms.
A failure by Beyond Earth to give notice to You of any breach or non-fulfillment of any provision, term or clause of these Terms shall not constitute a waiver thereof, nor shall the waiver of any breach or non-fulfillment of any provision, term or clause hereof constitute a waiver of any other provision, term or clause thereof.

Governing Law and Disputes

These Terms shall be governed by and construed in accordance with the laws of the United States, excluding its conflicts of law rules.
To the extent permitted by applicable law, any dispute between Beyond Earth and You shall exclusively be submitted to the competent court in the Miami, United States.