Electronic Signatures and Notices
- You acknowledge and agree that by clicking the “I agree” or similar buttons or links as may be designated by AWST to show your approval of any foregoing texts and the use of AWST Platform, you are entering into a legally binding contract. You hereby agree to the use of electronic communication to enter into contracts and other records and to the electronic delivery of notices, policies, records of use or transactions initiated or completed through our website, platform, APIs, applications or mobile applications.
- You consent to electronically receive all notices, communications, agreements, documents and disclosures ("Notices") that we provide you as a user of our Platform. We will provide these Notices by posting on our website or by sending through an email address that you have provided to us, or through instant messaging chats and/or such other electronic communication.
- AWST is a decentralized NFT collectibles marketplace bridging artists, creators and owners to new collectors using non-fungible tokens (“NFTs”) and a provider of NFT infrastructure capabilities as Software-as-a-Service to our customers. You acknowledge and agree that we are not a financial institution and we are not licensed by or under the supervision of any financial supervisory authority. We do not provide any licensed financial services such as investment services, capital raising, fund management, management of a collective investment scheme or investment advice. None of the information that AWST provides should be regarded as financial advice or “recommendation” regarding a course of action.
We are constantly changing and improving the services we provide. We may from time to time change or discontinue any of the services we offer, or add or remove functionalities or features, and we may suspend or stop certain services, functionalities or features altogether without notice.
- We may release products, services, functionalities or features that we are still testing and evaluating. We will label such services as “preview”, “early access” or “trial” or any words or phrases with similar meanings. You understand that such services are not as reliable as other services we offer.
- We reserve the right to limit your use of the services we provide, including the right to restrict, suspend or terminate your account if we believe you are in breach of these terms or are misusing our Services.
- We try our best to ensure that our services and out Platform are always accessible, but we do not guarantee that the operation of or access to our services or our Platform will be uninterrupted or continuous. Our services or Platform may be subject to interruption for maintenance, repairs, upgrades, network, equipment failures or by acts of god that are not within our control. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorised access to, or alteration of your communications.
- You are responsible for configuring your information technology, computer programmes and platform or system in order to access our services or Platform. We do not guarantee that our services or Platform will be free from bugs or viruses.
- Our Platform and is provided on an “as is” and on an “as available" basis and we give no warranty that it will be free from defects and/or faults. We make no warranty or representation (express or implied) that it will be fit for any particular purposes, that it will not infringe the rights of third parties, that it will be compatible with all systems, that it will be secure or that all information provided will be continuous, uninterrupted, timely, accurate or error free.
Accessing our Platform
- We give you a personal, worldwide, royalty-free, non-assignable, non-transferrable, non- sublicensable, non-exclusive and revocable licence to access and use our Platform, including any software or application as part of the services we offer. This licence is for the sole purpose of enabling you to use and enjoy the benefit of our Platform as provided by us and in the manner as permitted by these terms.
- This licence to use our Platform will terminate if you do not comply with these terms or other additional terms or conditions imposed by us from time to time.
- You must not copy, modify, distribute, sell, lease, loan or trade any access to the Platform or any data or information on it.
Account Set Up
Some of our services and certain features and functionalities of our Platform may require that you register for an account with us. When you do, we may ask you to provide certain registration details, such as your email address or other information about yourself. In registering for an account with us, you must provide truthful, accurate and up- to-date information about yourself. You should choose a strong and secure password. Your password must be kept secure and confidential.
- You acknowledge that AWST will perform Know Your Customer (“KYC”) procedures on all account registrants prior to permitting any withdrawal and/or credit card payment functionalities on such accounts in accordance with compliance best practice standards. You agree that this is a general requirement and in no way creates or is deemed to be any form of recommendation or advice. AWST may in its sole and absolute discretion decline to accept an account registration, at any time, with no requirement for any reason or explanation. You agree that such decline(s), if any, shall not constitute an opinion, recommendation or investment, or any other advice by AWST.
- You agree not to share your account credentials or give others access to your account. If we detect that an account is shared by multiple users, we may treat this as a security breach and suspend or terminate your account.
- We have the right to disable any password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you are in breach of these terms.
- You agree that you are responsible for all actions or activities that happen by, through or under your account, unless you report misuse.
Management of Transactions
Purchasing NFT Collectibles
- AWST reserves the right to update token versions if necessary, for any reason, including but not limited to fixing security issues, adding interoperability with 3rd party marketplaces, or feature upgrades.
- You agree that legal title to any NFT(s) you’ve purchased on AWST’s website shall only pass to you as purchase upon your full, irreversible and non-refundable payment of the purchase price for such NFT(s). The holding of your payment amount in escrow does not mean that the legal title of the NFT(s) have been passed to you. You also acknowledge and agree that the legal title to such NFT(s) may include other restrictions set by the seller (which includes but not limited to: creators, brand and/or corporate user) and the legal title may not include any copyright to the artwork design of the NFT(s).
- If you are a creator, brand and/or corporate user using AWST for the minting, distributing and/or sale of your NFTs, you confirm that you own all legal right, title, and interest in all intellectual property rights underlying your NFT(s), including but not limited to copyrights and trademarks. As the copyright owner, you confirm that you have the right to reproduce, prepare distribute, and display or perform your NFTs.
Payment and Gas Fees
- Any payments that you engage in via the Platform will be conducted through a third-party payment service provider. 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 that you engage in via the Platform, or any other payment or transactions that you conduct via the third-party service provider.
- You understand and agree that transactions that you make on the blockchain requires the payment of a transaction fee (“Gas Fee”). You understand and accept that you may be required to pay any transaction related fees, such as but not limited to Gas Fees, processing fees, administrative fees, and/or the like (whether collected by AWST, or within the Platform, or any other party or otherwise) for any transaction that you enter into.
- You understand and agree that payment or transaction delays or denied payments are not the responsibility of AWST.
- All NFT collectibles on the AWST Platform is represented by a unique NFT exclusively minted by an AWST approved Artists. A record of the art collectible is stored on the blockchain, providing the buyer with a permanent record of authenticity and ownership.
- You understand and agree that when you purchase the NFT collectible you acquire ownership of the underlying NFT. For the purposes of these Terms and Conditions, “Ownership” mean to have rightfully acquired and purchased the NFT through a legitimate source with the freedom to exercise rights over it.
- NFT collectibles sold via our Platform includes, but is not limited to: photographs, 3D works, GIFS, and other creative digital works. Ownership of the NFT does not exclusively grant ownership of the original art work unless this option for redemption is expressly provided by the artist.
Our Intellectual Property Rights
- Unless otherwise indicated by us, and except to the extent of the User Content, the Site, all content, and other materials contained therein, including, without limitation, the AWST, and all designs, text graphics, pictures, information, data, software, and files relating to the AWST Platform (the "Content") are the proprietary property of AWST or our affiliates, licensors, or users, as applicable.
- The AWST logo and any AWST Platform product or service names, logos, or slogans that may appear on the Site or elsewhere are the proprietary property of AWST and may not be copied, imitated or used, in whole or in part, without our prior written permission.
- Unless otherwise stated, you may not use any Content without our express written permission.
- We reserve the right to suspend or terminate any Account that has actually or allegedly infringed upon any person's intellectual property rights.
Limitation of Services, Termination and Account Closur
- You may stop using the Platform at any time by deactivating your account.
We reserve the right, without notice and in our sole discretion, to terminate or suspend your access to or use of the Platform and any Content and/or close your Account, at any time for any reason but in particular, if we suspect in our sole discretion that
- your Account is being used for illegal activity;
- you have concealed or provided false information;
- you have engaged in fraudulent activity; and/or
- you have engaged in activity in violation of these Terms.
- Where we consider necessary or appropriate, we will report any breach of these terms to law enforcement authorities and we will cooperate with such authorities by disclosing your identity and providing any information about you within our systems to them.
You agree that you are solely responsible for determining what, if any, taxes apply to your NFT transactions. You understand and agree that AWST is not responsible for determining the taxes that may apply to your NFT transactions.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL ARTWALLSTREET BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THESE TERMS, THE PLATFORM, PRODUCTS OR THIRD PARTY SITES AND PRODUCTS, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF ARTWALLSTREET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF THE SITE, PRODUCTS OR THIRD PARTY SITES AND PRODUCTS ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF ARTWALLSTREET ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, THE ACCESS AND USE OF THE PLATFORM, CONTENT NFTS OR ANY PRODUCT OR SERVICES PURCHASES ON THE SITE EXCEED SG$100. THE FOREGOING LIMITATIONS OF LIABILITY SHALL NOT APPLY TO LIABILITY OF ARTWALLSTREET FOR PERSONAL INJURY CAUSED BY ARTWALLSTREET’S NEGLIGENCE OR ANY INJURY CAUSED BY ARTWALLSTREET’S FRAUD OR FRAUDULENT MISREPRESENTATION.
THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES THAT MAY BE SET FORTH IN A WRITTEN AGREEMENT BETWEEN YOU AND ARTWALLSTREET.
Amendment and Variation
- These Terms shall not be waived in whole or in part except where agreed by the parties in writing.
- The delay of enforcement or the non-enforcement of any of the terms of these Terms by any party shall not be construed as a waiver of any of the other rights of that party arising out of the breach or any subsequent breach of any of these Terms and no right, power or remedy conferred upon or reserved for any party in these Terms is exclusive of any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative.
Third Party Rights
A person who is not a party to these Terms ofUse has no right to enforce any of these Terms.
- AWST is committed to our users’ satisfaction. If our user raises a complaint or dispute, we will try to resolve the concerns. However, if we are unsuccessful, you agree to only pursue your claims only in accordance with this section.
- Where any dispute or claims arising out of or in connection with this Agreement, including any question regarding its existence, validity or termination, and any services or products provided and any representations made by us (collectively, “Claims”), these Claims shall be resolved in accordance with the procedure specified below.
- You agree to first give us an opportunity to resolve any Claims by contacting us in writing (the “Claims Notice”) and providing all relevant and sufficient facts, documentation and evidence that you have for us to assist in trying to resolve the Claims. If we are not able to resolve your Claims within 60 days of us receiving the Claims Notice, you may seek relief in the Small Claims Tribunals of Singapore (“SCT”) (if the Claims are within the jurisdiction of the SCT) or through arbitration.
- Where parties are not able to resolve any Claims within 60 days of the Dispute Notice being issued, the Claims shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC Arbitration”).
- For the avoidance of doubt, where the Claims fall outside the jurisdiction of the SCT, the Claims shall be referred to and finally resolved by SIAC Arbitration.
- The SIAC Arbitration shall be conducted in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause.
- The seat of arbitration shall be Singapore. The Tribunal shall consist of 1 arbitrator. The language of the arbitration shall be English. The venue of the arbitration shall be in Singapore or at any other location which is mutually agreed upon.
- Before you commence arbitration against us, you must send a letter describing your Claims to firstname.lastname@example.org
- SIAC Rules and filing instructions are available at http://www.siac.org.sg. Payment of all filing, administration and arbitrator fees will be governed by the SIAC Rules, except as provided in this Agreement.
- Notwithstanding the above in this section, either party may seek injunctive or other urgent equitable relief in a Singapore court to prevent the actual or threatened infringement, misappropriation, or breach of a party’s intellectual property rights.
If your Claim(s) relates to intellectual property rights, you accept and agree that apart from ArtWallStreet’s own content, all other trademarks, product names, and logos on ArtWallStreet are the property of their respective owners and may not be copied, imitated, or used, in whole or in part, without the permission of the applicable trademark holder. Without limiting the foregoing, if you believe that third-party material on ArtWallStreet infringes your copyright or trademark rights, please file a notice of infringement by sending us an email (to email@example.com) with relevant and sufficient facts and documentation, such as but not limited to:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- a description of the copyrighted work that you claim has been infringed;
- a description of the location on our website of the material that you claim is infringing;
- your address, telephone number and e-mail address;
- a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
- a signed statement by you that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Thereafter, we will make an assessment of your infringement notice and inform you of our decision within 60 days.
You acknowledge and accept that ArtWallStreet lists the collections of third party creators, brands and corporate users. Additional terms and conditions of such third parties will apply to your NFT purchase(s). Please read these additional terms and conditions carefully as listed on our website. You agree to abide by the terms and conditions of purchase imposed by any third parties. For avoidance of doubt, no refunds or returns shall be provided by ArtWallStreet except with respect to any statutory warranties or guaranties that cannot be excluded or limited by law. However, in the event of any valid complaint and/or dispute raised by an individual user (not a corporate user), ArtWallStreet shall use reasonable efforts to seek a partial or full refund from the creator, brand or corporate user which the individual user purchased the NFT(s) from.
Governing Law and Jurisdiction
- In the event of any dispute arising out of or in connection with these Terms including any question regarding its existence, validity or termination, the parties shall at first instance take reasonable efforts to settle and resolve such disputes in good faith and in an amicable manner by negotiation.
- We value and welcome feedback on our services and Platform. You agree that we are free to use, disclose, adopt and/or modify any feedback and any information (including any ideas, concepts, proposals, suggestions or comments) provided by you to use in connection with any services that we offer, without any payment to you.
- You agree to waive any rights to claim for any fees, royalties, charges or other payments in relation to our use, disclosure, adoption and/or modification of any of your feedback.