Last updated January 8, 2022
TERMS OF SERVICE
These Terms of Service (the “Terms”) govern your access and use, whether personally or on behalf of an entity, (“you” or “User”) of the http://www.anima.supply website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the “Site”). Anima Virtuality, Inc., doing business as Anima ("Anima", “we”, “us”, or “our”), has developed the Site, which provides Users with the opportunity to purchase and collect digital assets known as non-fungible tokens (“NFTs”) that are associated with metadata, artwork, graphics, images, designs, logos, drawings, photographs, text, taglines, or video or audio recordings (collectively, “Metadata”). Metadata associated with NFTs available on the Site may be created by artists in collaboration with Anima (collectively, “Creators”) or by Anima itself. NFTs will be listed for sale periodically on the Site (each such sale a “Drop”). The NFTs are generated through smart contracts created and initially recorded on either the Ethereum blockchain, the Polygon Network, a sidechain of the Ethereum blockchain, or a different Ethereum compatible sidechain or layer 2 network (the “Relevant Network”). Each Relevant Network utilizes open-source code and is operated by a group of independent node operators (“Node Operators”).
You agree that by accessing the Site, you have read, understood, and agreed to be bound by all of these Terms of Use. These Terms create a binding agreement that governs your access to, and use of, the Site, including without limitation, the receipt of the NFTs purchased on the Site, your use of the other software and services provided in connection with such NFTs, and any additional digital or physical offerings that may be made available by Anima in connection with such NFTs (collectively, the “Services”). Access to, and limited rights to view, display and use, the Metadata associated with an NFT are governed by a separate User License (the “User License”) that must be affirmatively acknowledged prior to receiving an NFT. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions, documents that may be posted on the Site from time to time, and our Privacy Policy are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by your continued use of the Site after the date such revised Terms of Use are posted.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW. FOR FURTHER INFORMATION, SEE “DISPUTE RESOLUTION” BELOW.
These Terms constitute the entire agreement between you and us and govern your use of the Site, superseding any prior agreements between you and us with respect to the Site. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content, or third-party software and you will be subject to the terms of the User License. Except to the extent that they are preempted by U.S. federal law, the laws of Pennsylvania, other than its conflict-of-laws principles, govern these Terms and any claims and disputes (whether contract, tort, or otherwise) arising out of or relating to these Terms or their subject matter.
Neither the Site nor any NFTs that may be purchased on the Site, is intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, use of the Services may be limited or restricted. See “Restrictions” below for details.
The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site.
Use of Smart-Contracts; Intangible Property. The NFTs available on the Site are digital assets created through the use of smart contracts, executable computer code initially maintained on the Relevant Network (“Smart Contracts”). The Relevant Network provides a ledger of all transactions that occur on that network, including transfers of NFTs. NFTs are owned by controlling a private key associated with a public address on the Relevant Network and will continue to exist as long as the Node Operators from time to time maintain the Relevant Network (or the NFT has been recorded on another blockchain network). This means that all NFTs are outside of the control of any one party, including Anima, and any single Node Operator. NFTs are nevertheless subject to many risks and uncertainties. In addition, the Metadata, which is the related visual, audio, or other work associated with an NFT, will be separately maintained by us or our subcontractors in a digital storage media of our choice. Unless expressly indicated on the Site, purchase of an NFT will not entitle you to possession of, or any rights in, any physical artwork or other physical item, even if a physical artwork or other item from which the Metadata was derived exists.
Register. To participate in Drops and purchase NFTs you will first need to register on the Site. To register you will be required to provide an email address and be authenticated by clicking on a link sent to the email address provided. The registration process is administered by a third party service provider and is subject to
Connecting a Wallet. To purchase NFTs on the Site, you will need to use a supported third-party wallet application (a “Wallet”) which will enable you to purchase and store NFTs. When you register, our third party service provider Magic Labs, Inc. will create a Wallet for you. You may use this Wallet to receive purchased NFTs. You may also connect to the site and elect to receive any purchased NFTs using other wallets, including MetaMask.
Purchasing NFTs Generally. The Site allows you to purchase NFTs and display the related Metadata. NFTs will be initially sold via the Site and you may purchase NFTs directly from us using a credit card or certain digital assets for payment. Any payments or financial or other transactions, including transfers of NFTs from one public address on the Relevant Network to another address on the Relevant Network, that you engage in via the Site will be conducted either through our payment processor partners (in the case of financial transactions), or on the Relevant Network (in the case of transfers of NFTs), subject to the terms below. We have no control over these payments or transactions, nor do we have the ability to reverse any payments or transactions once made. Payments for NFTs processed through third party partners will be subject to separate terms and conditions, if any, associated with the use of those third party services. We have no liability to you or to any third party for any claims or damages that may arise as a result of any payments or transactions that you engage in via the Site, or any other payment or transactions that you conduct via the Relevant Network.
Secondary Transactions. Users will not be able to engage in secondary transactions using the Site. NFTs purchased on the Site may be purchased, sold, and traded on third party NFT marketplaces (“Secondary Marketplaces”) that support NFTs. Secondary transactions on any such Secondary Marketplaces will be subject to the terms and conditions of such marketplaces. We will not be a party to any secondary transaction on any Secondary Marketplace. NFTs may not be compatible with all Secondary Marketplaces, and we make no guarantee about the availability or functionality of any Secondary Marketplace.
Commissions. Secondary transactions through Secondary Marketplaces involving NFTs created by us in collaboration with Creators may be subject to a commission (a “Commission”) or other charge payable to us. Any such Commission will be specified in the listing for the resale of an NFT.
Other than our obligations set out in these Terms, you agree that we: