Yubo logo
Discord logoDiscord logo

Randos - Terms of service

Welcome to the RANDOS NFT COLLECTION by YUBO!

These NFT Terms of Service (“NFT Terms”) apply to NFTs sold to initial purchasers through this website by TWELVE-APP SAS, a French company registered with number 810 283 507 SIRET and having its registered offices located 59 rue de Ponthieu, bureau 562, 75008 Paris, FRANCE (“we,” or “us”). 

Through this website, we may sell Non-Fungible Tokens (“NFT(s)”) to initial purchasers thereof and may provide services to initial purchasers and subsequent transferees of NFTs (referred to herein simply as “you”).  

These NFT Terms are a binding contract between you and us. Your acquisition of, and/or ownership of, NFTs constitutes your full and unconditional agreement to these NFT Terms. Also, purchase, own or transfer a NFT requires the use of third-party solutions or electronic wallet extensions. You agree to adhere to any applicable terms of service applicable to the use of those third-party solutions. NFTs may also be subject to additional terms or qualifications as stated in the description of the NFT

The content of these NFT Terms may vary from time to time and we encourage you to check them frequently to learn about any changes.

If you do not agree to these NFT Terms, you must not use our services or purchase NFTs from us. You can do so only if you can lawfully enter into an agreement to these NFT Terms under applicable law. If you use our services, you agree to do so in compliance with these NFT Terms and with applicable laws and regulations.

1. What you get by owning NFTs

Buying an NFT allows you to acquire one of a unique collection from our Rando collection created on the Ethereum blockchain. Our sale of NFTs will be first capped at 10 000 NFTs, each with a unique design featuring artwork. However, we reserve the right to issue new NFTs. We will also link the ownership of our NFTs to unique experiences and services using the Yubo app: such as a unique checkmark for NFT holders on Yubo’s profile, the ability to send your NFT as a Pixel to other Yubo’s users, being invited to exclusive events. This list of experiences and services may evolve and be modified. We will communicate the date of release of the experiences and services to NFT holders.

2. Own and transfer of your NFT

To own your NFT means that you hold the private keys of the NFT you acquired. As you own it, you can transfer it to anyone you like by using a NFT platform such as opensea.io

Transferring a NFT to another person is simple, however, it comes with a cost. Every transaction processed on a blockchain requires that you pay a transaction fee and transferring an NFT is no exception. We also charge a small commission paid in Ether (the Ethereum blockchain native cryptocurrency) of five (5) % on each transfer of NFTs. 

But you don't have to worry about anything! No need to send us a bank transfer or a cheque, as this commission is directly coded in the NFT!  

When you mint your NFT, you can choose to meet between one or two NFTs. You can only own two NFTs per wallet. To purchase an NFT, you might connect with your MetaMask (see FAQ).

3. The rights you have on your Rando if you own an NFT

We (or, as applicable, our licensors) own all rights on the Randos (artwork), title, and interest in and to any drawing, trademarks, source code, object code and other technologies associated with the NFTs that you own (collectively, “Creations”), and all intellectual property rights therein. 

The rights that you have to the Creations are limited to a non-exclusive, non-transferable, revocable license to access and use the Creations associated with NFTs that you own for your personal enjoyment and non-commercial use only. 

This means, among other things, that you may not: 

  • charge other people for access to the Creations (except for the transfer of an NFT to another person as permitted by these NFT Terms)
  • exhibit them in a museum or other exhibition space
  • modify the Creations in any way
  • use the Creations to advertise, market, or sell any product or service, or use the Creation for your or any third party’s commercial benefit (except for the use of the preview visible in the platform used to sell the NFT) 
  • grant any third party the right to use the Creations (except for the use of the preview visible in the platform used to sell the NFT) 
  • use the Creations in connection with images, videos, or other forms of media or content
  • use the Creations in movies, videos, or other forms of media
  • sell, distribute, or otherwise commercialize merchandise that depicts, embodies, contains, or consists of the Creations.

You are not authorized to:

  • infringe directly or indirectly our intellectual property right, our reputation, or any other of our right or interest, or any other third party
  • perform an act related to, or similar to money laundering, a fraud, a crime, or otherwise all actions infringing public order
  • perform an act in breach of applicable law or regulation

The license granted applies only to the extent you continue to own the applicable NFT. If at any time you sell, trade, donate, give away, transfer, lose the private key or otherwise dispose of an NFT for any reason, the license granted will immediately expire, and you will have no further rights-related Creations. This means that the rights granted to you will automatically be transferred to the new owner of the NFT, upon completion of the transfer. You will not retain any right whatsoever on the Creations. 

4. Terms of sale of our NFTs to initial purchasers

All sales of our NFTs are final, and the purchase of our NFT only occurs in Ether (the Ethereum blockchain native cryptocurrency)! 

In accordance with Article L.221-28 of the French Consumer Code, the right of withdrawal cannot be exercised as it concerns the supply of digital content not provided on a tangible medium, the performance of which has begun after the consumer has given his express prior consent and expressly waived his right of withdrawal.

We will charge you, withhold and pay all sales, use, value-added and other taxes, duties, and assessments (except taxes on our net income) imposed by any governmental authority associated with your purchase of NFT. 

To allow us to determine our tax obligations, you agree that we rely on your IP address. You are required to inform us if your IP address does not reflect your country of residence!

You acknowledge, understand and agree that the acquisition and withdrawal of NFTs may have tax consequences that vary depending on the applicable jurisdictions. You are solely responsible for ensuring compliance with your own tax obligations and shall declare, bear and pay all such taxes, duties, tariffs and surcharges as may be imposed by applicable laws and regulations. You are responsible for carrying out a legal and tax analysis concerning the purchase and ownership of cryptocurrencies under laws and regulations applicable to you in the function of your status, nationality and place of residence, fiscal residence, among others.

Any cryptocurrency payments or financial transactions that you engage will be conducted solely through the Ethereum blockchain network. We have no control over these payments or transactions, nor do we have the ability to reverse any payments or transactions. 

We do not provide refunds for any purchases that you might make on Ethereum blockchain network – whether NFTs or anything else. 

5. This is not an investment!

Yes, NFTs are super exciting! And NFTs that we provide are utility tokens that may be tied to unique services and experiences using the Yubo app. 

But you should not purchase our NFTs with a view to investment, resale, or speculation. NFTs are not securities or financial instruments or commodities and are not offered for investment purposes. 

No communication from us should be considered financial advice. But we remind you that the prices of NFTs can be extremely volatile and subjective, and NFTs have no inherent or intrinsic value. There is no guarantee that NFTs will have or retain any value and the commercial or market value of NFTs may materially diminish in value because of a variety of things. There can be no assurance as to their present or future value, transferability, or marketability. You accept and acknowledge that we will not be responsible for the risks of engaging in any transactions relating to your NFTs with third parties (e.g., transferring your NFT from a third party on any so-called secondary market).

6. Keep in mind the inherent risks with NFTs 

Remain cautious. Unfortunately, there are risks associated with using NFTs and cryptocurrency, including, but not limited to:

  • the risk of malicious software introduction and the risk that third parties may obtain unauthorized access to information stored within your electronic wallet and your private key that allows you to hold your NFTs. Once you own any NFT, you are responsible for any loss or damage to, or loss of access to, the NFT. You accept and acknowledge that we will not be responsible for any loss of access to your NFTs due to loss of your private key(s), custodial error or purchaser error, mining attacks, hacking, security weaknesses, fraud, counterfeiting, cyberattacks and other technological difficulties. So, your use of the NFTs is at your sole risk, so never share your private key with anyone (nor any seed phrase). We can only encourage you the use of secure, offline storage measures for your private keys.
  • The strength of blockchains like Ethereum is the irreversible nature of the inscriptions on them. This is great for security! However, it also comes with disadvantages: as the transfer of NFTs is only possible through computers programs (smart contracts) running on the blockchain, there is no ability to undo, reverse or restore any transfer. NFTs are not backed by anyone. When it's done, it's done forever, and no one can undo anything about it (including us). We shall have any liability in such circumstances, regardless of cause.
  • No one owns or governs the Ethereum blockchain on which your NFT resides - so its existence is entirely independent of our company: the presence or demise of this blockchain is therefore entirely beyond our control or power. So, we can't make any promises or grant any guarantees related to the Ethereum blockchain or third-party solution (wallet operators, the platform used to sell your NFT…)
  • You are free to transfer your NFTs with whoever you want! This is good news, but it also means that you understand that we are not responsible for any transfer between you and a third party and shall have no liability in connection with any such transaction. In case of a transaction on the secondary market, you acknowledge that you shall agree to the terms of services of the NFT platform (like Open Sea). In such case, we can not provide you any assistance and we shall not be held responsible for any incident that occurs on the NFT platform or in your relationship with such operator.
  • These technologies are exciting, but they are also still very new.  It is quite possible that the regulatory regime governing blockchain technologies, cryptocurrencies, and tokens like NFTs will change and you will have to assume the risks alone. This regulation could thus become unfavorable and may materially adversely affect the use and value of your NFT. We decline all responsibility in this case. 
  • Our website does not store, send, or receive NFTs. This is because NFTs exist only by virtue of the ownership record in the Ethereum blockchain network. Any transfer of NFTs occurs within the supporting blockchain in the network and not on the Website. Upgrades to the Ethereum blockchain, a hard fork or other change to the Ethereum blockchain, a failure or cessation of the Ethereum blockchain or its underlying cryptocurrency, or a change in how transactions are confirmed on the Ethereum blockchain may have unintended, adverse effects on all blockchains using those or similar technologies, including the NFTs. We do not make any promises or guarantees related to the Ethereum Foundation, the Ethereum blockchain, or any other third parties related to the NFTs or the Platform (including any of their respective applications and/or services, as well as to the continued availability of or the protection or storage of any data you provide to those parties). 
  • You are solely responsible for determining what, if any, taxes apply to your NFT and related transactions. 
  • For regulatory reasons, please be aware that residents of the following countries should not enter into this agreement: Algeria, Egypt, Morocco, Bolivia, Colombia, Ecuador, Saudi Arabia, Bangladesh, Nepal, China, United States of America, Indonesia, Vietnam. If you are a citizen, resident of, or a person located or domiciled in, or any entity, including, without limitation, any corporation or partnership created or organized in or under the laws of the People’s Republic of China, do not enter into this agreement. We shall not be binding by any contract toward you. 
  • By using our services, you represent that you are not an individual or entity that is, or an entity owned or controlled by persons or entities that are, (i) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury, the Swiss government, or any other governmental authority with jurisdiction over Infinite Ecosystem or the Services; (ii) identified on the Denied Persons, Entity, or Unverified Lists of the U.S. Department of Commerce’s Bureau of Industry and Security; or (iii) located, organized or resident in a country or territory that is, or whose government is, the subject of U.S. economic sanctions, including, without limitation, Cuba, Iran, Russia, North Korea, South Sudan, Sudan, or Syria.

We expressly disclaim any responsibility for these risks. You also acknowledge and agree that: you have obtained sufficient information to make an informed decision regarding the NFTs; you are solely responsible for determining the nature, potential value, suitability, and appropriateness of these risks for yourself; and we shall not be responsible for any communication failures, disruptions, errors or delays you may experience related to the NFTs but not limited to loss of access to any NFTs.

7. Our liability 

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, IN NO EVENT WE BE LIABLE TO YOU FOR ANY PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, COMPUTER AND/OR DEVICE OR TECHNOLOGY FAILURE OR MALFUNCTION, OR FOR ANY FORM OF DIRECT OR INDIRECT DAMAGES, AND/OR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES BASED ON ANY CAUSES OF ACTION WHATSOEVER RELATED TO THE NFT, INCLUDING BUT NOT LIMITED TO THE CREATIONS, ANY TECHNOLOGY AND/OR PARTIES RELATED TO THE STORAGE OF THE NFT AND/OR ITS TRANSFERS, , INCLUDING BUT NOT LIMITED TO BLOCKCHAIN, WALLETS, PRIVATE KEYS AND/OR THE PLATFORM USED TO TRANSFER OR SELL YOUR NFT. 

YOU AGREE THAT THIS LIMITATION OF LIABILITY APPLIES WHETHER SUCH ALLEGATIONS ARE FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR FALL UNDER ANY OTHER CAUSE OF ACTION, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF A DISCLAIMING PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. 

YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM, OR CAUSE OF ACTION YOU MAY HAVE ARISEN OUT OF OR RELATED TO THE USE OF ANY NFTS OR THE WEBSITE MUST BE FILED WITHIN ONE (1) YEAR AFTER THE INITIAL PURCHASE OR BE FOREVER BARRED.

 8. Privacy

By using our websites and the Yubo App, it is your responsibility to know, understand and abide Privacy Policy, which is incorporated herein by reference. Any information that you may provide to use using our website is subject to the Privacy Policy. Any information that you may provide to a third-party site is subject to the Third-Party site’s privacy policy.

9. Severability

If any portion of these NFT Terms is declared null, invalid, or non-applicable, such declaration shall have no effect on the validity and applicability of the other NFT Terms and shall not exempt you from your duty to comply therewith.

10. Governing Law 

NFT terms and all matters related to it and/or the NFT shall be governed by French Law. This means, among other things, that in the event of disputes between us regarding NFTs, we will settle them according to the rules of French law.

11. Mediation

In accordance with the French consumer code, TWELVE-APP subscribes to the FEVAD Mediation service who, can be contacted at:

FEDERATION E-COMMERCE ET VENTE A DISTANCE
60 rue de la Boétie 75008 PARIS

www.fevad.com

The user can call upon this service on the condition of having previously contacted TWELVE-APP directly at the address indicated above. Following this preliminary procedure, the user may contact the mediation service for any dispute with TWELVE-APP not resolved with the latter.

Also, in accordance with article 14 of Regulation (EU) No.524/2013, the European Commission has implemented an online dispute resolution service allowing the independent settlement of online disputes between consumers and professionals within the European Union by extrajudicial means. This service can be accessed at the following address: https://webgate.ec.europa.eu/odr/.

 

Last updated: March 11th, 2022

  • Terms
  • Privacy
  • Cookies
  • Legal Notice
Discord logoDiscord logo
illustration footer