Terms & Conditions

Last Updated: 7 January 2025

Welcome to vibes.meme, the Platform and services provided by Nest Co Limited (“Vibes.meme,” “we,” or “us”). This page outlines the terms by which you may utilize our online and/or mobile services, website (“Platform”), and software provided in conjunction with the service (collectively the “Services”). By accessing or using the Service, you indicate that you have read, comprehended, and agree to be bound by this Terms of Service Agreement (“Agreement” or “Terms of Service”), as well as to the collection and utilization of your information as detailed in the Vibes.meme Privacy Policy, regardless of whether you are a registered user of our Services. This Agreement is applicable to all visitors, users, and others who access the Services (“Users” or “You”).

PLEASE READ THIS AGREEMENT AND PRIVACY POLICY THOROUGHLY TO ENSURE THAT YOU COMPREHEND EACH PROVISION BEFORE USING IT, REGISTERING ON THE PLATFORM, OR ACCESSING ANY MATERIAL AND INFORMATION THROUGH THE PLATFORM. THE AGREEMENT AND PRIVACY POLICY TOGETHER CONSTITUTE A LEGAL AGREEMENT BETWEEN USERS AND NEST CO. LIMITED IN CONNECTION WITH THE SERVICES, INCLUDING USER’S ENROLLMENT THEREOF. THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

THE SERVICES ARE FOR ENTERTAINMENT PURPOSES ONLY AND VIBES.MEME DOES NOT PROVIDE ANY FINANCIAL OR INVESTMENT ADVICE OR RECOMMENDATIONS, WITH RESPECT TO ANY MEMECOINS OR OTHERWISE. VIBES.MEME IS NOT A BROKER, FINANCIAL INSTITUTION, FINANCIAL ADVISOR, INVESTMENT ADVISOR, OR INTERMEDIARY AND IS IN NO WAY YOUR AGENT, ADVISOR, OR CUSTODIAN. VIBES.MEME CANNOT INITIATE A TRANSFER OF ANY OF YOUR CRYPTOCURRENCY OR DIGITAL ASSETS OR OTHERWISE ACCESS YOUR DIGITAL ASSETS. VIBES.MEME HAS NO FIDUCIARY RELATIONSHIP OR OBLIGATION TO YOU REGARDING ANY DECISIONS OR ACTIVITIES THAT YOU EFFECT IN CONNECTION WITH YOUR USE OF THE SERVICES. WE DO NOT HOST OR MAINTAIN OR PROVIDE SERVICES FOR ANY MEMECOIN PROJECTS, DO NOT PARTICIPATE IN ANY TRANSACTIONS ON SUCH MEMECOIN PROJECTS' PLATFORMS, AND DO NOT RECOMMEND, ENDORSE, OR OTHERWISE TAKE A POSITION ON YOUR USE OF THESE SERVICES.

VIBES.MEME IS NOT CAPABLE OF PERFORMING TRANSACTIONS OR SENDING TRANSACTION MESSAGES ON YOUR BEHALF. ALL TRANSACTIONS INITIATED THROUGH OUR SERVICES ARE INITIATED BY YOU THROUGH YOUR WALLET AND COMPLETED THROUGH THE APPLICABLE THIRD-PARTY SERVICE OR MEMECOIN PROJECT.

Representations

By accessing or using the Services in any way, including without limitation by visiting the Website, downloading the App, and/or connecting a wallet to the Services, you represent that:

  1. You have read, understand, and agree to be bound by these Terms of Service;
  2. You are of legal age to form a binding contract with us;
  3. Neither you nor any person that owns or controls you is subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the BVI government, the United Kingdom government, the U.S. Government (e.g., the Specially Designated Nationals List and Foreign Sanctions Evaders List of the U.S. Department of Treasury and the Entity List of the U.S. Department of Commerce), the European Union or its Member States, or other applicable government authority; and
  4. You have the authority to enter into these Terms of Service.

General Terms

By accessing and placing an order with Vibes.meme, you confirm that you are in agreement with and bound by the terms of Service contained in the Terms & Conditions outlined below. These terms apply to the entire website and any email or other type of communication between you and Vibes.meme.

Under no circumstances shall Vibes.meme team be liable for any direct, indirect, special, incidental or consequential damages, including, but not limited to, loss of data or profit, arising out of the use, or the inability to use, the materials on this site, even if Vibes.meme or an authorized representative has been advised of the possibility of such damages. If your use of materials from this site results in the need for servicing, repair or correction of equipment or data, you assume any costs thereof.

Vibes.meme will not be responsible for any outcome that may occur during the course of usage of our resources. We reserve the rights to change prices and revise the resources usage policy in any moment.

License

Vibes.meme grants you a revocable, non-exclusive, non-transferable, limited license to download, install, and use the website strictly in accordance with the terms of this Agreement.

These Terms & Conditions are a contract between you and Vibes.meme, which grants you a revocable, non-exclusive, non-transferable, limited license to download, install and use the website strictly in accordance with the terms of this Agreement.

Restrictions

You agree not to, and you will not permit others to:

  • License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Services or make the Platform available to any third party.
  • Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Services.
  • Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of or its affiliates, partners, suppliers or the licensors of the Services.

Definitions and key terms

For this Terms & Conditions:

  • Cookie: a small amount of data generated by a website and saved by your web browser. It is used to identify your browser, provide analytics, and remember information about you such as your language preference or login information.
  • Company: when this policy mentions “Vibes.meme,” “Company,” “we,” “us,” or “our,” it refers to Nest Co Limited, that is responsible for your information under this Privacy Policy.
  • Country: where Vibes.meme or the owners/founders of Vibes.meme are based, in this case is the British Virgin Islands
  • Customer: refers to the company, organization or person that signs up to use the Vibes.meme Services to manage the relationships with your consumers or service users.
  • Device: any internet connected device such as a phone, tablet, computer or any other device that can be used to visit Vibes.meme and use the Services.
  • IP address: Every device connected to the Internet is assigned a number known as an Internet protocol (IP) address. These numbers are usually assigned in geographic blocks. An IP address can often be used to identify the location from which a device is connecting to the Internet.
  • Personnel: refers to those individuals who are employed by Vibes.meme or are under contract to perform a service on behalf of one of the parties.
  • Personal Data: any information that directly, indirectly, or in connection with other information — including a personal identification number — allows for the identification or identifiability of a natural person.
  • Services: refers to the service provided by Vibes.meme or use of Platform as described in the relative terms (if available) and on this Platform.
  • Third-party service: refers to advertisers, contest sponsors, promotional and marketing partners, and others who provide our content or whose products or services we think may interest you.
  • Website: Vibes.meme’s site, which can be accessed via this URL: www.vibes.meme.
  • You: a person or entity that is registered with Vibes.meme to use the Services.

Eligibility

This is a contract between you and Nest Co Limited, the provider of the Vibes.meme Platform. You must carefully read and agree to these terms before using the Vibes.meme Services. If you do not agree, you are not permitted to use the Services. To use any part of the Services, you must be 18 years or older. If you are under 18 years of age and wish to register for any part of the Services, kindly ask your parent or legal guardian to review and agree to these terms before you use any part of the Services, or request them to complete the purchase or registration on your behalf. Some Services may be subject to supplemental terms and conditions, such as rules for a specific competition, promotion, service, or other activity, or terms that may accompany certain content accessible through the Services. Any supplemental terms and conditions will be presented to you in connection with such competition, service, or activity. These supplemental terms and conditions are in addition to these terms, and if there is a conflict, they take precedence over these terms. The Service is not available to any Users previously removed from the Services by Nest Co Limited. By using the Vibes.meme Platform, you affirm that you are of legal age to form a binding contract and are not a person barred from using and accessing the Platform under the applicable laws. You may use the Services only in compliance with this Agreement and all applicable local, state, national, and international laws, rules, and regulations.

The Services are subject to constant evolution, and the form and nature of the Services may change from time to time without prior notice to you. Additionally, Nest Co Limited may cease (permanently or temporarily) providing the Services, or specific features within the Services, to you or to users in general, and may not be able to provide prior notice. Nest Co Limited also reserves the right to impose limitations on use, storage, and features at its sole discretion at any time without prior notice to you.

Vibes.meme Services

Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Services for your personal, noncommercial use only and as permitted by the features of the Services. Dropnesst reserves all rights not expressly granted herein in the Services and the Vibes.meme Content (as defined below). Vibes.meme may terminate this license at any time for any reason or no reason.

Service Rules

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Vibes.meme Platform in any medium, including, but not limited to, any automated or non-automated scraping; (ii) using any automated system, including, but not limited to, robots, spiders, offline readers, etc., to access the Vibes.meme Platform in a manner that sends more request messages to Vibes.meme servers than a human can reasonably produce in the same period of time by using a conventional online web browser; (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Vibes.meme Platform; (v) taking any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Vibes.meme Platform; (vii) collecting or harvesting any personally identifiable information, including account names, from the Vibes.meme Platform; (viii) using the Vibes.meme Platform for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Vibes.meme Platform; (xi) accessing any content on the Vibes.meme Platform through any technology or means other than those provided or authorized by the Platform; or (xii) bypassing the measures we may use to prevent or restrict access to the Vibes.meme Platform, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Platform or the content therein.

We may, without prior notice, change the Vibes.meme Platform; stop providing the Platform or features of the Platform, to you or to users generally; or create usage limits for the Platform. We may permanently or temporarily terminate or suspend your access to the Vibes.meme Platform without notice and liability for any reason, including if, in our sole determination, you violate any provision of this Agreement or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.

You are solely responsible for your interactions with other Vibes.meme Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. Nest Co Limited shall have no liability for your interactions with other Users or for any User’s action or inaction

Some areas of the Services allow Users to post content such as profile information, comments, Articles, Submissions, and other content or information (any such materials a User submits, posts, displays, or otherwise makes available on the Services (“User Content”). We claim no ownership rights over User Content created by you. The User Content you create remains yours; however, by sharing User Content through the Services, you agree to allow others to view, edit, and/or share your User Content in accordance with your settings and this Agreement. Vibes.meme has the right (but not the obligation) in its sole discretion to remove any User Content that is shared via the Services.

You agree not to post User Content that: (i) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal; (ii) may create a risk of any other loss or damage to any person or property; (iii) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (iv) may constitute or contribute to a crime or tort; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable; (vi) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets); (vii) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships; or (viii) contains any information or content that you know is not correct and current or (ix) violates any school or other applicable policy, including those related to cheating or ethics. You agree that any User Content that you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights or rights of privacy. Vibes.meme reserves the right, but is not obligated, to reject and/or remove any User Content that Vibes.meme believes, in its sole discretion, violates these provisions.

For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

In connection with your User Content, you affirm, represent and warrant the following:

Your User Content and Vibes.meme’s use thereof as contemplated by this Agreement and the Services will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights. Vibes.meme may exercise the rights to your User Content granted under this Agreement without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise. To the best of your knowledge, all your User Content you provide to us is truthful and accurate. You have the written consent of each and every identifiable natural person in the User Content, if any, to use such person’s name or likeness in the manner contemplated by the Services and this Agreement, and each such person has released you from any liability that may arise in relation to such use. Vibes.meme takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Services. You shall be solely responsible for your User Content and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that Vibes.meme shall not be liable for any damages you allege to incur as a result of User Content.

Proprietary Rights

Except for your User Content, all content on the Vibes.meme Platform, including, but not limited to, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content contributed by other Users (the “Vibes.meme Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Vibes.meme (Nest Co Limited.) Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and users agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from any Vibes.meme Content. Use of the Vibes.meme Content for any purpose not expressly permitted by this Agreement is strictly prohibited.

Users may choose to or Vibes.meme may invite them to submit comments or ideas about the Vibes.meme Platform, including without limitation how to improve the Platform or its products (“Ideas”). By submitting any Idea, users agree that their disclosure is gratuitous, unsolicited, and without restriction and will not place Vibes.meme under any fiduciary or other obligation. Vibes.meme is free to use the Idea without any additional compensation to the user and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. Users further acknowledge that, by acceptance of their submission, Vibes.meme does not waive any rights to use similar or related ideas previously known to Vibes.meme, or developed by its employees, or obtained from sources other than the user.

Users fully acknowledge and accept that, due to unintentional and technical reasons (such as the slippage occurred in the transactions during using our Services), the total value of Users’ deposits may change slightly between Users’ initiating and finalizing the transactions. Such loss of Users’ Proprietary shall not be regards as, in any manner, our damages or liabilities.

Payment Terms

You agree to pay all fees or charges to your account for the Services in accordance with the fees, charges and billing terms in effect at the time that each fee or charge is due and payable. By providing us with your credit card number or electronic wallet address and associated payment information, you agree that we are authorized to verify information immediately, and subsequently invoice your account for all fees and charges due and payable to us hereunder and that no additional notice or consent is required. You agree to immediately notify us of any change in your billing address used for payment hereunder. We reserve the right at any time to change its prices and billing methods, either immediately upon posting on our website or by e-mail delivery to your organization’s administrator(s). Any attorney fees, court costs, or other costs incurred in collection of delinquent undisputed amounts shall be the responsibility of and paid for by you. No contract will exist between you and us for the Services until we accept your order by a confirmatory e-mail, message, or other appropriate means of communication. You are responsible for any third-party fees that you may incur when using the Services. Furthermore, please note that we do not store your payment information for added security and privacy.

A. Billing Policies

Certain aspects of the Services may be provided for a fee or other charge. If you elect to use paid aspects of the Services, you agree to the pricing and payment terms, as we may update them from time to time. Vibes.meme may add new services for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion. Any change to our pricing or payment terms shall become effective in the billing cycle following notice of such change to you as provided in this Agreement or otherwise.

B. Categories and Structure of Fee Charges

You are fully acknowledged and agree that, Vibes.meme has a right to collect a fee on each trade on our Platform from the User to cover administrative costs and provide a smooth experience. Fees collected can be broken down into the following parts:

  • Network fees: : we pay dynamic gas and priority fees on your behalf to ensure that the network prioritizes your order and processes it within a few seconds, and, for the purpose of clarification, purchasing a token by a User for the first time via blockchains with "rent" like Solana will incur an additional one-time network fee;
  • Administrative fees: we charge a fee based on the size of your trade to cover the platform's infrastructure and growth costs.

You are fully acknowledged and agree that the Fees will be charged according to the fee structure below:

Trade SizeFee Rates
No more than 1 SolanaEqual to 2% of the Trade Size
More than 1 Solana and less than 5 SolanaEqual to 1% of the Trade Size
No less than 5 SolanaEqual to 0.5% of the Trade Size

C. Security

For the purpose of facilitating the payments on our platform, we may involve third-party payment partners. It's important to note that, for further details and insights into security measures, you may refer to the terms and conditions outlined by such third-party payment partner. We recommend reviewing their terms to gain a comprehensive understanding of the robust security protocols in place for your payment transactions. Your trust and security are paramount to us, and we are committed to providing a secure payment environment.

D. Payment Settlements

In the event of an incorrect payment or transaction issue, please contact us directly for prompt assistance and resolution. We are committed to addressing and rectifying any payment discrepancies to ensure a seamless and accurate payment settlement process. Your concerns regarding wrong payments will be given immediate attention, and appropriate steps will be taken to resolve the issue efficiently.

Platform Security

Vibes.meme cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

Links to Other Websites

Our Services may contain links to other websites that are not operated by Us and may not be reviewed by us. If You click on a third party link, You will be directed to that third party's site. We strongly advise You to review the Terms & Conditions of every site You visit. We have no control over and assume no responsibility for the content, Terms & Conditions or practices of any third party sites or services

Your Suggestions

Any feedback, comments, ideas, improvements or suggestions (collectively, "Suggestions") provided by you to us with respect to the service shall remain the sole and exclusive property of us. We shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.

Your Consent

We've updated our Terms & Conditions to provide you with complete transparency into what is being set when you visit our site and how it's being used. By using our Services, registering an account, or making a purchase, you hereby consent to our Terms & Conditions.

Cookies

We use "Cookies" to identify the areas of our website that you have visited. A Cookie is a small piece of data stored on your computer or mobile device by your web browser. We use Cookies to enhance the performance and functionality of our Services but are non-essential to their use. However, without these cookies, certain functionality like videos may become unavailable or you would be required to enter your login details every time you visit our Platform as we would not be able to remember that you had logged in previously. Most web browsers can be set to disable the use of Cookies. However, if you disable Cookies, you may not be able to access functionality on our website correctly or at all. We never place Personally Identifiable Information in Cookies.

Changes To Our Terms & Conditions

You acknowledge and agree that we may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at our sole discretion, without prior notice to you. You may stop using the Services at any time. You do not need to specifically inform us when you stop using the Services. You acknowledge and agree that if we disable access to your account, you may be prevented from accessing the Services, your account details or any files or other materials which is contained in your account. If we decide to change our Terms & Conditions, we will post those changes on this page, and/or update the Terms & Conditions modification date below.

Modifications to Our Services

We reserve the right to modify, suspend or discontinue, temporarily or permanently, the Services or any Services to which it connects, with or without notice and without liability to you.

Updates to Our Services

We may from time to time provide enhancements or improvements to the features/ functionality of the Services, which may include patches, bug fixes, updates, upgrades and other modifications ("Updates"). Updates may modify or delete certain features and/or functionalities of the Services. You agree that we have no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Services to you. You further agree that all Updates will be (i) deemed to constitute an integral part of the Services, and (ii) subject to the terms and conditions of this Agreement.

Third-Party Services

We may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services ("Third-Party Services"). You acknowledge and agree that we shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. We do not assume and shall not have any liability or responsibility to you or any other person or entity for any Third-Party Services. Third-Party Services and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.

Term and Termination

This Agreement shall remain in effect until terminated by you or us. We may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice. This Agreement will terminate immediately, without prior notice from us, in the event that you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the Service and all copies thereof from your computer. Upon termination of this Agreement, you shall cease all use of the Service and delete all copies of the Service from your computer. Termination of this Agreement will not limit any of our rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.

Copyright Infringement Notification Procedure

If you are a copyright owner or such owner’s agent and believe any material from us constitutes an infringement on your copyright, please contact us setting forth the following information: (a) a physical or electronic signature of the copyright owner or a person authorized to act on his behalf; (b) identification of the material that is claimed to be infringing; (c) your contact information, including your address, telephone number, and an email; (d) a statement by you that you have a good faith belief that use of the material is not authorized by the copyright owners; and (e) the statement that the information in the notification is accurate, and, under penalty of perjury you are authorized to act on behalf of the owner.

Indemnification

You agree to indemnify and hold us and our parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys' fees, due to or arising out of your: (a) use of the Service; (b) violation of this Agreement or any law or regulation; or (c) violation of any right of a third party.

No Warranties

The Services are provided to you "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, we, on our own behalf and on behalf of our affiliates and our respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Services, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, we provide no warranty or undertaking, and makes no representation of any kind that the Service will meet your requirements, achieve any intended results, be compatible or work with any other software, websites, systems or services, operate without interruption, meet any performance or reliability standards or be error-free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither us nor any provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Services, or the information, content, and materials or products included thereon; (ii) that the Services will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Services; or (iv) that the Services, its servers, the content, or e-mails sent from or on behalf of us are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components. Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.

Limitation of Liability

Notwithstanding any damages that you might incur, the entire liability of us and any of our suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for the Services. To the maximum extent permitted by applicable law, in no event shall we or our suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the Services, third-party software and/or third-party hardware used with the Services, or otherwise in connection with any provision of this Agreement), even if we or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose. Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

Severability

If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

This Agreement, together with the Privacy Policy and any other legal notices published by us on the Services, shall constitute the entire agreement between you and us concerning the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. YOU AND US AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN 6 MONTHS AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute waiver of any subsequent breach.

No failure to exercise, and no delay in exercising, on the part of either party, any right or any power under this Agreement shall operate as a waiver of that right or power. Nor shall any single or partial exercise of any right or power under this Agreement preclude further exercise of that or any other right granted herein. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.

Amendments to this Agreement

We reserve the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 7 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use our Services.

Entire Agreement

The Agreement constitutes the entire agreement between you and us regarding your use of the Service and supersedes all prior and contemporaneous written or oral agreements between you and us. You may be subject to additional terms and conditions that apply when you use or purchase other services from us, which we will provide to you at the time of such use or purchase.

Updates to Our Terms

We may change our Services and policies, and we may need to make changes to these Terms so that they accurately reflect our Services and policies. Unless otherwise required by law, we will notify you (for example, through our Services) before we make changes to these Terms and give you an opportunity to review them before they go into effect. Then, if you continue to use the Services, you will be bound by the updated Terms. If you do not want to agree to these or any updated Terms, you can delete your account.

Intellectual Property

Our Platform and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by us, its licensors or other providers of such material and are protected by copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. The material may not be copied, modified, reproduced, downloaded or distributed in any way, in whole or in part, without the express prior written permission of us, unless and except as is expressly provided in these Terms & Conditions. Any unauthorized use of the material is prohibited.

Agreement to Arbitrate

This section applies to any dispute EXCEPT IT DOESN’T INCLUDE A DISPUTE RELATING TO CLAIMS FOR INJUNCTIVE OR EQUITABLE RELIEF REGARDING THE ENFORCEMENT OR VALIDITY OF YOUR OR ’s INTELLECTUAL PROPERTY RIGHTS. The term “dispute” means any dispute, action, or other controversy between you and us concerning the Services or this agreement, whether in contract, warranty, tort, statute, regulation, ordinance, or any other legal or equitable basis. “Dispute” will be given the broadest possible meaning allowable under law.

Notice of Dispute

In the event of a dispute, you or us must give the other a Notice of Dispute, which is a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the dispute, and the relief requested. We will send any Notice of Dispute to you by mail to your address if we have it, or otherwise to your email address. You and us will attempt to resolve any dispute through informal negotiation within sixty (60) days from the date the Notice of Dispute is sent. After sixty (60) days, you or us may commence arbitration.

Binding Arbitration

If you and us don’t resolve any dispute by informal negotiation, any other effort to resolve the dispute will be conducted exclusively by binding arbitration as described in this section. You are giving up the right to litigate all disputes in court before a judge or jury. The dispute shall be settled by binding arbitration in accordance with the commercial arbitration rules of the Dubai International Arbitration Centre (“DIAC”).

Either party may seek any interim or preliminary injunctive relief from any court of competent jurisdiction, as necessary to protect the party’s rights or property pending the completion of arbitration. Any and all legal, accounting, and other costs, fees, and expenses incurred by the prevailing party shall be borne by the non-prevailing party.

These Terms and any dispute or claim relating to it, or its enforceability, shall be governed by and construed in accordance with the applicable laws. All concerns or communications relating to these Terms must be communicated to us using the contact information provided on this website.

Submissions and Privacy

In the event that you submit or post any ideas, creative suggestions, designs, photographs, information, advertisements, data or proposals, including ideas for new or improved products, services, features, technologies or promotions, you expressly agree that such submissions will automatically be treated as non-confidential and non-proprietary and will become the sole property of us without any compensation or credit to you whatsoever. We and our affiliates shall have no obligations with respect to such submissions or posts and may use the ideas contained in such submissions or posts for any purposes in any medium in perpetuity, including, but not limited to, developing, manufacturing, and marketing products and services using such ideas.

Promotions

We may, from time to time, include contests, promotions, sweepstakes, or other activities (“Promotions”) that require you to submit material or information concerning yourself. Please note that all Promotions may be governed by separate rules that may contain certain eligibility requirements, such as restrictions as to age and geographic location. You are responsible to read all Promotions rules to determine whether or not you are eligible to participate. If you enter any Promotion, you agree to abide by and to comply with all Promotions Rules. Additional terms and conditions may apply to purchases of goods or services on or through the Services, which terms and conditions are made a part of this Agreement by this reference.

Typographical Errors

In the event a product and/or service is listed at an incorrect price or with incorrect information due to typographical error, we shall have the right to refuse or cancel any orders placed for the product and/ or service listed at the incorrect price. We shall have the right to refuse or cancel any such order whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, we shall immediately issue a credit to your credit card account or other payment account in the amount of the charge.

Miscellaneous

If for any reason a court of competent jurisdiction finds any provision or portion of these Terms & Conditions to be unenforceable, the remainder of these Terms & Conditions will continue in full force and effect. Any waiver of any provision of these Terms & Conditions will be effective only if in writing and signed by an authorized representative of us. We will be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. The Services are not 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. Accordingly, those persons who choose to access our Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable. These Terms & Conditions (which include and incorporate our Privacy Policy) contains the entire understanding, and supersedes all prior understandings, between you and us concerning its subject matter, and cannot be changed or modified by you. The section headings used in this Agreement are for convenience only and will not be given any legal import.

Disclaimer

We are not responsible for any content, code or any other imprecision. We do not provide warranties or guarantees. In no event shall we be liable for any special, direct, indirect, consequential, or incidental damages or any damages whatsoever, whether in an action of contract, negligence or other tort, arising out of or in connection with the use of the Services or the contents of the Services. We reserve the right to make additions, deletions, or modifications to the contents on the Services at any time without prior notice.

Our Services and its contents are provided "as is" and "as available" without any warranty or representations of any kind, whether express or implied. We are a distributor and not a publisher of the content supplied by third parties; as such, our exercises no editorial control over such content and makes no warranty or representation as to the accuracy, reliability or currency of any information, content, service or merchandise provided through or accessible via our Services. Without limiting the foregoing, We specifically disclaim all warranties and representations in any content transmitted on or in connection with our Services or on sites that may appear as links on our Services, or in the products provided as a part of, or otherwise in connection with, our Services, including without limitation any warranties of merchantability, fitness for a particular purpose or non-infringement of third party rights. No oral advice or written information given by us or any of its affiliates, employees, officers, directors, agents, or the like will create a warranty. Price and availability information is subject to change without notice. Without limiting the foregoing, we do not warrant that our Services will be uninterrupted, uncorrupted, timely, or error-free.

Contact Us

Don't hesitate to contact us if you have any questions. Via Email: info@neststudio.xyz.