Last revised on: March 14, 2022
By accessing or using either the Website or NFT, you represent and warrant that you are not a resident or citizen of the U.S. and that you are aged 18 or older. These Terms expressly cover your rights and obligations, our disclaimers and limitations of legal liability, relating to your use of, and access to, the Website and NFT.
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THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE WEBSITE AND NFT. BY CLICKING “I AGREE” TO THESE TERMS OR OTHERWISE ACCESSING OR USING THE WEBSITE OR NFT, YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT), INCLUDING, WITHOUT LIMITATION, THE MANDATORY ARBITRATION PROVISION IN SECTION 13.2. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, IMMEDIATELY DESIST FROM ACCESSING OR USING THE WEBSITE OR NFT.
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1. Description of the DEFI WHALE SQUAD.
2.1. As a condition of accessing the Website or NFT, you represent and warrant to JEY Labs the following:
3. Assumption of Risk
3.1. By utilizing the Website or NFT in any way, you represent that you understand the inherent risks associated with cryptographic systems; and warrant that you have an understanding of the usage and intricacies of native cryptographic tokens, like USDC, DAI, ETH, smart contract-based tokens such as those that follow the Ethereum Token Standard (https://github.com/ethereum/EIPs/issues/20), and blockchain-based software systems.
3.2. You acknowledge and understand that you alone are responsible for securing your private key(s). We do not have access to your private key(s). Losing control of your private key(s) will permanently and irreversibly deny you access to the digital assets committed on the DeFi Whale Squad, Ethereum blockchain, or other blockchain-based network. Neither JEY Labs nor any other person or entity will be able to retrieve or protect your digital assets. If your private key(s) are lost, then you will not be able to transfer your digital assets to any other blockchain address or wallet. If this occurs, then you will not be able to realize any value or utility from the digital assets you may hold or have deposited into a Integral-related smart contract.
3.3. In general, the underlying software for blockchain networks tends to be open source such that anyone can use, copy, modify, and distribute it. By using the Website or NFT, you acknowledge and agree (i) that JEY Labs or related entities are not responsible for operation of the underlying software and networks that there exists no guarantee of functionality, security, or availability of such software and networks; and (ii) that the underlying protocols are subject to sudden changes in operating rules (known as "Forks"), and that such Forks may materially affect the DeFi Whale Squad. It might be discretionarily decided not to support (or cease supporting) the Forked network entirely. You acknowledge and agree that JEY Labs assumes absolutely no responsibility whatsoever in respect of any underlying software protocols, whether Forked or not.
3.4. You acknowledge and understand that cryptography is a progressing field. Advances in code cracking or technical advances such as the development of quantum computers may present risks to digital assets, which could result in the theft or loss of your digital assets. To the extent possible, JEY Labs intends to update the protocol underlying the DeFi Whale Squad to account for any advances in cryptography and to incorporate additional security measures, but does not guarantee or otherwise represent full security of the system. By using the Website or NFT, you acknowledge these inherent risks.
3.5. You acknowledge that the Website remains under development, which creates technological and security risks when using the Website or NFT in addition to uncertainty relating to digital assets and transactions therein.
3.6. You acknowledge that the cost of transacting on the Ethereum blockchain is variable and may increase at any time causing impact to any activities taking place on the Ethereum blockchain, which may result in price fluctuations or increased costs when using the Website or NFT.
3.7. You acknowledge and understand that the Website or NFT are subject to flaws and acknowledge that you are solely responsible for evaluating any code provided by JEY Labs. From time to time, the Website and NFT may be inaccessible or inoperable for any reason, including, without limitation: (a) equipment malfunctions; (b) periodic maintenance procedures or repairs that JEY Labs or its suppliers or contractors may undertake from time to time; (c) causes beyond JEY Labs’ control or that JEY Labs could not reasonably foresee; (d) disruptions and temporary or permanent unavailability of underlying blockchain infrastructure; or (e) unavailability of third-party service providers or external partners for any reason. This warning and others later provided by JEY Labs in no way evidence or represent an on-going duty to alert you to all of the potential risks of utilizing the Website or NFT.
3.8. The DeFi Whale Squad could be impacted by one or more regulatory inquiries or regulatory action, which could impede or limit the ability of JEY Labs to continue to develop, or which could impede or limit your ability to access or use the Website or NFT, including access to your funds.
3.9. You are solely responsible for reporting and paying any taxes applicable to your use of the NFT.
3.10. You acknowledge and understand that we have no control over, or liability for, the delivery, qualify, safety, legality, or any other aspect of any digital asset that you may transfer to or from a third party, and we are not responsible for ensuring that an entity with whom you transact completes the transaction or is authorized to do so. If you experience a problem with any transactions in digital assets using the Website or NFT, then you bear the entire risk.
3.11. You acknowledge that JEY Labs is not party to the DeFi Whale Squad. Your interactions with the DeFi Whale Squad, Website and NFT, including all your transfers of digital assets, are your responsibility and liability. JEY Labs is not liable for delay in your access, use of your digital assets or any loss of value of your digital assets.
4. Access to the Website and NFT
4.1. Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Website, whether in whole or in part, or any content displayed on the Website; (b) you shall not (directly or indirectly) modify, decipher, disassemble, reverse compile or reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Website or NFT; (c) you shall not access the Website or NFT in order to build a similar or competitive website, product, or service; (d) translate, or otherwise create derivative works of any part of the Website; (e) rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder; (f) frame or mirror any part of the Website or NFT without JEY Labs’ express prior written consent; (g) create a database by systematically downloading and storing Website content; (h) use any robot, spider, search/retrieval application or other manual or automatic device to retrieve, harvest, index, “scrape,” “data mine'' or in any way gather Website or reproduce or circumvent the navigational structure or presentation of the Website without JEY Labs’ express prior written consent and (i) except as expressly stated herein, no part of the Website may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Website shall be subject to these Terms. All copyright and other proprietary notices on the Website or NFT (or on any content displayed on the Website or NFT) must be retained on all copies thereof.
4.2. Modification. JEY Labs reserves the right, at any time, to modify, suspend, or discontinue the NFT (in whole or in part) with or without notice to you. You agree that JEY Labs will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Website, NFT, or any part thereof.
4.3. No Support or Maintenance. You acknowledge and agree that JEY Labs will have no obligation to provide you with any support or maintenance in connection with the Website or NFT.
4.4. Ownership. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Website and NFT and its content are owned by JEY Labs. Neither these Terms (nor your access to the Website or NFT) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in these Terms. JEY Labs and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
4.5. Acceptable Use Policy. The following terms constitute our “Acceptable Use Policy”:
4.6. Enforcement. We reserve the right (but have no obligation) to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include terminating your Account in accordance with Section 12, and/or reporting you to law enforcement authorities.
4.7. Feedback. If you provide JEY Labs with any feedback or suggestions regarding the Website or NFT (“Feedback”), you hereby assign to JEY Labs all rights in such Feedback and agree that JEY Labs shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. JEY Labs will treat any Feedback you provide to JEY Labs as non-confidential and non-proprietary. You agree that you will not submit to JEY Labs any information or ideas that you consider to be confidential or proprietary.
5. Personal Data
6.1. You agree to indemnify and hold JEY Labs (and its officers, employees, agents, directors, contractors, affiliates, and subsidiaries) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Website or NFT, (b) your violation of these Terms, or (c) your violation of applicable laws or regulations. JEY Labs reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of JEY Labs. JEY Labs will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
7. Third-Party Links & Ads; Other Users
7.1. Third-Party Links & Ads. The Website and NFT may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). The inclusion of any link is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by JEY Labs of any information, materials, products, or services contained in or accessible through any Third-Party Application. Such Third-Party Links & Ads are not under the control of JEY Labs, and JEY Labs is not responsible for any Third-Party Links & Ads. JEY Labs provides access to these Third-Party Links & Ads only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. Neither JEY Labs nor its partners endorse any of the opportunities that appear on the Website or NFT, nor does JEY Labs and/or its partners make any recommendations regarding the appropriateness of particular opportunities for any users. Each user must review and evaluate the opportunities in such user’s own discretion and determine the suitability of entering into any transaction. You use all Third-Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
7.2. Release. You hereby release and forever discharge JEY Labs (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Website or NFT (including any or act or omission of any Third-Party Links & Ads). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
8. Accuracy of Information.
8.1. We attempt to ensure that the information that we provide on the Website and NFT is complete, accurate and current. Despite our efforts, the information on the Website or NFT may occasionally be inaccurate, incomplete or out of date. We make no representation as to the completeness, accuracy or correctness of any information on the Website or NFT.
THE WEBSITE AND NFT ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND JEY LABS (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
JEY LABS DOES NOT ENDORSE ANY OTHER THIRD PARTY AND SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTIONS YOU ENTER INTO WITH OTHER USERS. YOU AGREE THAT JEY LABS WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND OTHER USERS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
10. Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL JEY LABS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF JEY LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
11. Term and Termination.
11.1. Subject to this Section, these Terms will remain in full force and effect while you use or access the Website or NFT. We may suspend or terminate your rights to use or access the Website or NFT at any time for any reason at our sole discretion, including for any use of the Website or NFT in violation of these Terms. Upon termination of your rights under these Terms, your right to access and use the Website and NFT will terminate immediately. JEY Labs will not have any liability whatsoever to you for any termination of your rights under these Terms. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 5.2 through 5.6, and Sections 7, 8, 10 and 11.
12.1. Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by prominently posting notice of the changes on our Website. Any changes to these Terms will be effective one (1) day following our posting of notice of the changes on our Website. These changes will be effective immediately for new users of our Website and NFT. Continued use of our Website or NFT following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
12.2. Dispute Resolution. Please read this Arbitration Agreement carefully. It is part of your contract with JEY Labs and affects your rights. It contains procedures for mandatory binding arbitration and a class action waiver.
12.3. Electronic Communications. The communications between you and JEY Labs use electronic means, whether you use the Website or NFT or send us emails, or whether JEY Labs posts notices on the Website or communicates with you via email. For contractual purposes, you (a) consent to receive communications from JEY Labs in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that JEY Labs provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in a hardcopy writing. The foregoing does not affect your non-waivable rights. Your consent will remain in effect until you withdraw it.
12.4. Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Website and NFT. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.” If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. You confirm that you are acting on your own behalf and not for the benefit of any other person. Your relationship to JEY Labs is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without JEY Labs’ prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. JEY Labs may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
12.5. Severability. In the event that any provision of this Agreement is found to be invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal or unenforceable, JEY Labs Inc. shall in good faith amend this Agreement in order that the original intent of this Agreement is affected as closely as possible so as to enable the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
12.6. Waiver. A waiver by JEY Labs of any right or remedy under these Terms shall only be effective if it is in writing, executed by a duly authorized representative of JEY Labs and shall apply only to the circumstances for which it is given. Our failure to exercise or enforce any right or remedy under these Terms shall not operate as a waiver of such right or remedy, nor shall it prevent any future exercise or enforcement of such right or remedy. No single or partial exercise of any right or remedy shall preclude or restrict the further exercise of any such right or remedy or other rights or remedies.
12.7. Governing Law and Jurisdiction.
12.8. Copyright/Trademark Information. Copyright © 2021 JEY Labs Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Website are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third-party which may own the Marks.
13. Contact Information: