Terms of Service

You must be at least 18 years old to use our Services. By accessing or using our Services, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Terms.

If you are accessing or using our Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms, in which case "you" refers to such entity.

To access certain features of our Services, you may need to create an account. When you create an account, you must provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss or damage arising from your failure to comply with this section.

We reserve the right to suspend or terminate your account at any time for any reason, including, but not limited to, violation of these Terms.

Vertikals provides a platform for creating, managing, and engaging with Web3 projects, including but not limited to:

• NFT creation tools and marketplace functionality
• Token creation and management
• Omnichain bridging services, especially to and from Bitcoin
• Project management and verification services
• Quest creation and engagement tools

The availability and functionality of these services may change over time. We do not guarantee that any specific feature or service will be available at all times or at all.

Our Services facilitate transactions on various blockchains, with a special focus on Bitcoin integration. By using our Services, you acknowledge and agree to the following:

• Blockchain transactions are immutable and cannot be reversed once confirmed.
• You are responsible for providing accurate wallet addresses for all transactions.
• Transaction fees are determined by the relevant blockchain network and may vary.
• Transaction times depend on network conditions and may experience delays.
• We are not responsible for any loss of digital assets due to user error, network issues, or other factors outside our direct control.

While we strive to provide reliable bridging services between blockchains, you acknowledge that cross-chain operations inherently carry risks, and you accept these risks when using our Services.

For Creators:

• You retain ownership of the content you create, but grant us a license to display, promote, and enable transactions related to your creations.
• You represent and warrant that you have all necessary rights to the content you create and that your creations do not infringe on any third-party rights.
• You are responsible for accurately describing your creations and setting appropriate terms for their sale or distribution.
• You are responsible for any tax obligations related to income earned from your creations.

For All Users:

• You agree not to use our Services for any illegal purpose or in violation of any laws or regulations.
• You agree not to interfere with or disrupt our Services or servers.
• You agree not to attempt to circumvent any security measures of our Services.
• You acknowledge that digital assets purchased or obtained through our Services may lose value and that we do not guarantee any returns or value appreciation.

You may not create, upload, or distribute content that:

• Infringes on intellectual property rights or other proprietary rights
• Contains illegal, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable material
• Promotes discrimination, bigotry, racism, hatred, or harm against any individual or group
• Is pornographic, obscene, or sexually explicit
• Promotes illegal activities or violates any applicable laws or regulations
• Contains malware, viruses, or other harmful code
• Impersonates any person or entity or misrepresents your affiliation with any person or entity
• Constitutes unauthorized advertising, spam, or commercial solicitation

We reserve the right to remove any content that, in our sole discretion, violates these Terms or is otherwise objectionable. We also reserve the right to terminate the accounts of repeat infringers.

Unless otherwise indicated, the Services and all content and materials available through the Services, including but not limited to our logo, design, text, graphics, and software, are owned by us or our licensors and are protected by copyright, trademark, and other intellectual property laws.

We grant you a limited, non-exclusive, non-transferable, and revocable license to access and use our Services for their intended purposes. You may not:

• Copy, modify, distribute, sell, or lease any part of our Services
• Reverse engineer or attempt to extract the source code of our Services
• Use our Services to build a similar or competitive product or service
• Remove any copyright, trademark, or other proprietary notices

For NFTs and other digital assets created through our Services, ownership and licensing terms may vary and will be specified at the time of creation or purchase.

We may charge fees for certain aspects of our Services. All fees are disclosed before you engage in any fee-based activity. By using fee-based Services, you agree to pay all applicable fees.

Fees may be charged in cryptocurrency or fiat currency, depending on the specific service. Payment terms and methods will be specified at the time of transaction.

For marketplace transactions, we may collect a percentage of the transaction as a platform fee. These fees help maintain and improve our Services.

You are responsible for all blockchain network fees ("gas fees") required to process transactions on the relevant blockchain networks. These fees are not set by us and may vary based on network conditions.

All fees and payments are non-refundable unless otherwise specified or required by applicable law.

Vertikals offers project verification services to establish credibility for creators. Verification is conducted at our sole discretion and may require submission of identity verification documents or other information.

Verified status does not constitute an endorsement by Vertikals of the project's quality, value, or legitimacy. Users should conduct their own research before engaging with any project, verified or not.

We reserve the right to revoke verification status at any time if a project or creator violates these Terms, engages in deceptive practices, or otherwise acts in a manner that we determine, in our sole discretion, warrants removal of verified status.

By using our Services, you acknowledge and accept the following risks:

• Cryptocurrency and digital asset markets are highly volatile, and the value of such assets can fluctuate rapidly.
• NFTs and other digital assets may lose value or become illiquid.
• Blockchain technology and smart contracts may contain vulnerabilities or bugs.
• Regulatory changes may impact the legality or functionality of certain digital assets or blockchain technologies.
• Omnichain operations and bridging between blockchains involve inherent risks of delay, failure, or loss.
• Digital wallets can be compromised if private keys are lost or stolen.

We do not provide investment advice, and nothing on our platform should be construed as investment advice. You are solely responsible for your decisions regarding the creation, purchase, sale, or holding of digital assets.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VERTIKALS, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICES.

UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGES, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES, REGARDLESS OF THE FORM OF ACTION, WILL BE LIMITED TO THE AMOUNT PAID BY YOU TO US, IF ANY, FOR ACCESSING OR USING THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.

You agree to indemnify, defend, and hold harmless Vertikals, its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that arise from or relate to:

• Your use of or access to the Services;
• Your violation of these Terms;
• Your violation of any rights of another person or entity, including intellectual property rights;
• Your breach of any representations or warranties made by you under these Terms;
• Your content or projects created using our Services;
• Any products, services, or projects you offer or provide through our Services.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

Informal Resolution: Before filing a claim against Vertikals, you agree to try to resolve the dispute informally by contacting us. We'll try to resolve the dispute informally by contacting you through email. If a dispute is not resolved within 30 days of submission, you or Vertikals may bring a formal proceeding.

Agreement to Arbitrate: You and Vertikals agree to resolve any claims relating to these Terms or our Services through final and binding arbitration, except as set forth below. This includes disputes arising out of or relating to interpretation or application of this "Dispute Resolution" section, including its enforceability, revocability, or validity.

Arbitration Procedures: The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the AAA's Consumer Arbitration Rules then in effect, except as modified by these Terms. The arbitration will be conducted by a single, neutral arbitrator. The arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

Exceptions: Nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) file suit in a court of law to address an intellectual property infringement claim.

Class Action Waiver: YOU AND VERTIKALS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

These Terms and any action related thereto will be governed by the laws of [Jurisdiction], without regard to its conflict of laws provisions.

We may update these Terms from time to time at our sole discretion. If we make changes, we will provide notice of such changes by updating the date at the top of these Terms and/or by sending you an email or other notification.

Your continued use of our Services following the posting of updated Terms means that you accept and agree to the changes. If you do not agree to the updated Terms, you must stop using our Services.

We may terminate or suspend your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately.

If you wish to terminate your account, you may simply discontinue using our Services, or you may notify us at support@vertikals.io.

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

If you have any questions about these Terms, please contact us at:

Email: hello@vertikals.io