Terms of Use
Last updated: 10 November 2022
Please read these Terms of Service carefully. By using our websites, mobile applications or services, you agree to be bound by all terms described herein and all terms incorporated by reference. If you are under the age of majority in your country, you must have a parent or guardian read and accept these terms on your behalf and take full responsibility for compliance with these terms of service. If you or your parent or guardian do not agree to all or part of these terms, do not access or use our websites, mobile applications or services. Your agreement with us regarding compliance with these terms of service becomes effective immediately upon commencement of use of our websites, mobile applications, software or service.
This Terms of Service (“Agreement”) is a contract between you and ANTARES OMEGA SOFTWARE INC. (the “Company”, “us”, “we” or “our”) and applies to your access to and use of any websites, social media pages, Discord, mobile applications, Software and services (collectively the “Services”) of the Company.
The Terms are conditioned upon your reaching the age of majority in your jurisdiction. If you are under the age of majority in your jurisdiction, your parent or legal guardian must agree to be bound by this Agreement. If you are a parent or legal guardian consenting to these terms on behalf of a minor, you are fully responsible for the minor’s use of the Services and ensuring the minor understands these terms. Our Services are not directed to individuals under the age of 18.
The Company reserves the right to change or modify this Agreement at any time at its sole discretion. If we make changes to this Agreement, we may provide notice of such changes, such as providing notice through the Services, or by updating the “Last Updated” date at the top of this Agreement. Any modifications will be effective immediately, and will apply to disputes arising under the Terms of Service from the date of posting forward. Your continued use of the Services will confirm your acceptance of the revised Agreement. You acknowledge and agree that it is your responsibility to review the Agreement whenever you access the Services and to familiarize yourself with any modifications and we highly encourage you to do so. If you do not agree to any amendments, you must stop using the Services.
Subject to the terms of this Agreement, the Company grants to you a revocable, nonexclusive, non-transferable, non-assignable, limited licence to use our application and associated software (collectively the “Software”) in connection with the Services. You are not allowed to do any of the following without our prior consent: (i) distribute, copy, license, sublicense, lease, rent, sell or otherwise transfer the Software for profit, or permit another person or entity to use the Software; (ii) modify, alter, adapt, reverse engineer, disassemble, decompile or recompile the Software, or create any derivative works of the Software; or (iii) use the Software for any purpose other than your own personal, noncommercial use. The Company also reserves all rights in and to the Software not expressly granted to you in this Agreement.
The foregoing limited licence (i) does not give you any ownership of, or any other intellectual property interest in, any Software, (ii) may be immediately suspended or terminated for any reason, in our sole discretion, and without advance notice or liability; and (iii) does not permit you to use any software or our other licensed elements outside the functionality of the Services.
The Services and all content in and relating to the Services, including but not limited to designs, text, information, graphics, pictures, audio files, videos, data, account, software and other materials, are the property of the Company or its licensors and are protected by copyright and other intellectual property laws and treaties. You agree that you have no right or titles in any content in the Services, including but not limited to any Game Currency and Virtual Items.
This Agreement will remain in full force and effect while you use the Services. Either party may terminate use of the Services with or without cause at any time with or without prior notice. You may terminate this Agreement by deleting all Software from your device. If you wish to delete your account, you may contact the Company at contact@neonechoes.com The Company shall not be liable for any loss or damage caused, directly or indirectly, to anyone for termination of your use of the Services even without prior notification. Upon termination of this Agreement, your right to use the Services shall cease immediately, and you will not be entitled to any reimbursement or refund of any Virtual Items or unused fees.
The Company reserves the right to modify or discontinue, temporarily or permanently, the Services or any features or portions thereof with prior notice and, in case of emergency or if absolutely necessary, without prior notice. You agree that the Company will not be liable for any modification, suspension, cancellation or discontinuance of the Services or any part thereof. You agree that if the Services or any part thereof is terminated, you are not entitled to any reimbursement or refund of any fees paid for the purchases of any Game Currency or Virtual Items.
(a) The Company may offer you the ability to: (a) purchase a limited licence to use in-game currency (“Purchased Game Currency”); (b) earn a limited licence to use in-game currency by performing specific tasks in the Services (“Earned Currency”, together with the Purchased Game Currency, “Game Currency”); and/or (c) earn a limited licence, and/or purchase a limited licence with Game Currency, to virtual goods and services made available in the Services (collectively “Virtual Items”). In such cases, the Company grants you a nonexclusive, non-transferable, revocable limited right and licence to use Game Currency and Virtual Items, as applicable, for your personal, non-commercial use exclusively in the Services, subject to the terms of this Agreement and your compliance therewith.
(b) Game Currency may only be redeemed for Virtual Items for use in the Game and neither Game Currency nor Virtual Items are redeemable for money, anything of monetary value, or for any monetary equivalent, except as otherwise required by applicable law. Game Currency and Virtual Items do not have an equivalent value in real currency and do not act as a substitute for real currency. You acknowledge and agree that the Company may engage in actions that may impact the in-game attributes or perceived value of Game Currency and/or Virtual Items at any time, except as prohibited by applicable law. The Company, in its sole discretion, may impose limits on the amount of Game Currency that may be purchased, earned, or redeemed.
(c) All purchases of Purchased Game Currency are final and are not refundable, transferable, or exchangeable under any circumstances, including, without limitation, upon termination of your use of the Service for any reason or no reason, termination of this Agreement, and/or the discontinuation of the Service. Except for the purchase price of Purchased Game Currency and certain Virtual Items, the Company does not charge any fees for the access, use, or non-use of Game Currency or Virtual Items after the purchase of Purchased Game Currency and Virtual Items.
(d) You may not transfer, sell, gift, exchange, trade, lease, sublicense, or rent Game Currency or Virtual Items except in the Service and as expressly permitted by the Company. Except as otherwise agreed herein, the Company reserves and retains all rights, title and interest in and to the Game Currency and Virtual Items.
(e) The licences granted hereunder to Game Currency and Virtual Items will terminate upon termination of this Agreement.
(a) NFT SALE
NFTs are meant for knowledgable purchasers who are experienced in the features and risks of digital platforms, virtual assets, blockchain technology and smart contracts. Potential purchasers should determine with their own research the relevance of the information contained in this document and related materials, in each case as supplemented from time to time, and the necessity for additional enquiry, research and professional advice. Any decision to participate in the NFT Sale should be based upon this independent investigation and advice as you deem necessary. This document should not be considered as a recommendation by any person to participate in the NFT Sale or digital platform.
In particular, you should not purchase any NFT unless you have read and understood these terms and conditions and all other relevant materials and fully understand the NFT Sale, including at least the following:
the nature and purpose of NFTs, the NFT Sale and their context; the Terms and Conditions; the nature and the extent of the risks to which you may be exposed by participating in the NFT Sale or purchasing, holding, transferring or exchanging NFTs, including those set out in a separate Risk Disclosure statement (if any); and the regulatory, tax and accounting treatment of participating in the NFT Sale and purchasing, holding, transferring or exchanging NFTs, as well as any other relevant implications.
This document is not a prospectus nor a solicitation for investment and it does not pertain in any way to an offering of securities or regulated products in any jurisdiction. This document, the NFTs and the NFT Sale have not been, and will not be, registered under any legal or regulatory regime, nor have they been reviewed or approved by any regulatory authority. The Seller does not hold itself out as carrying out any regulated activity in any jurisdiction. Under no circumstances, does this document or any other material constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful. NFTs may not be purchased, held, used, offered, sold, transferred, distributed, delivered, re-sold, re-offered or exchanged within any jurisdiction where same would constitute or imply any kind of regulated activity by the Seller except pursuant to an exemption from, or in a transaction not subject to, all relevant regulatory requirements.
By accessing this document or otherwise seeking to purchase NFTs, you are deemed to represent to the Seller that you and any person you represent have complied with these restrictions and you will not provide this document to any person to whom delivery would be unlawful nor use it in connection with any action in any place where such action is not permitted by law. If you have gained access to this document contrary to any of these restrictions, you are not authorised and you cannot seek to nor purchase, hold, or transfer NFTs.
THE SELLER WILL NEVER PUBLISH ITS NFT SALE ADDRESS ANYWHERE EXCEPT ON ITS WEBSITE AT HTTPS://NEONECHOES.COM
By making Payment and/or purchasing or holding an NFT, you agree to be bound by the Terms and Conditions, unless a separate written agreement is entered into between you and the Seller which expressly states otherwise. You agree that you have read and understood the risks as set out in any separate Risk Disclosure statement (if any).
Unless expressly provided elsewhere, the Terms and Conditions constitute the whole agreement between you and the Seller in respect of the NFT Sale and the delivery, holding, use and exchange of any NFT. You agree that you have received, read and agreed to the content of this document, including the Terms and Conditions and the Risk Disclosure statement (if any).
Nothing in the Terms and Conditions in any way detracts, subrogates or modifies the rights and obligations owed between you and any other third-party platform that you may otherwise interact with as a result of participating in the NFT Sale. You acknowledge and agree that it is your sole responsibility to review and ensure compliance with terms and condition issued in any other third-party platform that you may otherwise interact with as a result of participating in the NFT Sale.
(b) Nature of the NFT
The NFT only represents a personal licence that is granted pursuant to the General Terms and Conditions. The NFT is designed only for use in the manner expressly described in the Terms and Conditions. The holding of the NFT is set out in the Specific Terms and Conditions.
NFTs do not have any other rights, use, purpose, value, attributes, functionalities or features whether expressed or implied. NFTs are not intended to be redeemed, purchased or otherwise transacted for profit. Neither the Seller nor anyone else is obliged to redeem or purchase any NFTs from you nor anyone else at any time. Any redemption effected by the Seller between the NFT launch date and NFT closing date is subject to the Seller’s sole discretion.
NFTs are not (and in no case may be understood, deemed, interpreted or construed to be or to be representative of) any kind of: currency, legal tender, money or deposit, whether fiat or otherwise, nor any substitute for such currency, legal tender, money or deposit; investment (whether secured or unsecured), equity interest, proprietary interest, economic right (including any kind of right to payment, income, dividend, return, profit, or other return, or any sums to be paid, or likely to be paid, out of such), share or similar interest in or claim against any person, asset, entity, organisation, scheme, venture or project (including but not limited to the Seller and any Project Purpose); equity, debt or hybrid instrument, security, collective investment scheme, managed fund, financial derivative, futures contract, deposit, commercial paper, investment contract, note, bond, warrant, certificate or instrument entitling the holder to interest, dividends or any kind of return, nor any other financial instrument; right, title, interest or benefit whatsoever in whole or in part, in any Project Purpose, the Seller or any assets related to either of them, except as expressly provided for in the Terms and Conditions; any commodity that any person is obliged to redeem or purchase; or offer of any product or service that is regulated, and for which the provider does not (or will not at the necessary time) have the requisite licence or approval.
NFTs are not guaranteed or secured by any person, asset, entity, organisation, scheme, venture or project (including the Seller) in any way.
(c) Use of the NFT
The Seller will use its best endeavours to make available and further develop the Project Purpose in accordance with the Terms and Conditions and other applicable terms and conditions.
You acknowledge and agree that:
The Project Purpose may not have been finalized as at the NFT launch, the intended features or attributes of the Project Purpose may change significantly or fundamentally between the NFT launch and the time (if any) at which the Project Purpose becomes available;
Without limiting the above, you acknowledge and agree you have no expectation of obtaining any governance rights over the Project Purpose or of influencing the development of the Project Purpose except as otherwise agreed in writing by the Seller; and
There is no guarantee or assurance that development of the Project Purpose will be completed, that the Project Purpose will ever be released, or of the quality, nature, features and/or attributes (if any) that will be made available through the Project Purpose.
If you are a resident of a member state of the European Union, you have a 14-day withdrawal right for every purchase of Game Currency or Virtual Items made with real money. However, you have expressly agreed that we begin performance before the end of the withdrawal period, and you have confirmed your knowledge of the fact that such agreement results in a waiver of the withdrawal right. Additionally, you waive your withdrawal right once the performance of the Service begins and your account is provided access to the Game Currency or Virtual Items. You hereby expressly acknowledge that performance begins immediately after you complete your purchase, and once we make your purchase available to you, the contract has been fully performed by us.
The Company is not responsible or liable for the conduct of any users, whether or not such conduct relates to the access or use of the Services. The Company at any time at its sole discretion may suspend or terminate your access to the Services if you violate the terms of this section or any other terms and conditions of this Agreement. Specifically, you agree not to do, attempt to do, or cause another to do any of the following in connection with the Services:
(a) in any way that is unlawful or engage in commercial activities or commercial sales, including transmission of any commercial advertisements or solicitations;
(b) enter, disclose or disseminate any personal information about anyone;
(c) impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
(d) use or exploit any bugs, errors, or design flaws to obtain unauthorized access to the Services, to gain an unfair advantage over other players, or to cheat or utilize unauthorized exploits in connection with the Services, including but not limited to accessing portions of the Services that you are not authorized to access and using any bots, emulators, or other unauthorized third party tools;
(e) do anything that interferes with the ability of other users to enjoy playing the Services in accordance with its rules or that materially increases the expense or difficulty of the Company or the platform provider in maintaining the Services for the enjoyment of all its users;
(f) trade, sell, auction, or otherwise transfer or attempt to transfer any Virtual Items or Game Currency outside the Services;
(g) otherwise violates the terms of this Agreement, other policies communicated by the Company, or creates liability for the Company.
We do not accept proposals for product ideas, other ideas, plans, notes, drawings, or original or creative materials from customers or users. Please understand that even in the event that we receive such proposals, we will not bear any obligation or responsibility for said proposals. However, in the event you submit questions, comments, suggestions, proposals for product ideas, other ideas, plans, notes, drawings, original or creative materials, or other information (“Submissions”), such Submissions are non-confidential as between you and the Company and shall become the sole property of the Company. The Company shall own, and you hereby assign to the Company, all right title and interest, including all intellectual property rights in and to such Submissions, and the Company shall be entitled to the disclosure, the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgement or compensation to you, and the Company shall not be liable for such use of the Submissions.
Content from third parties may be made available to you through the Services. Because we do not control third party content, you agree that unless due to intentional fault or gross negligence of the Company, we are not responsible for any third party content, make no guarantees about the accuracy, currency, suitability, or quality of the information in third party content; and assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful third party content. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by the Company. The Company is not liable and you covenant not to make any claim or commence or pursue any proceedings against us, for any loss of any kind (including, without limitation, damages, costs, interest, loss of profits, or special loss or damage) arising from an error, inaccuracy, incompleteness or similar defect in the content.
Collection, use or disclosure, if any, of information collected from you, your parent or guardian is detailed in the Privacy Policy (published at https://neonechoes.com/privacy-policy), which is incorporated by reference and made a part of these Terms of Service.
THE COMPANY PROVIDES THE SERVICE, THE SOFTWARE, THE ACCOUNT, AND ALL OTHER SERVICES ON AN “AS IS” BASIS, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT WARRANT THAT THE SERVICE OR YOUR ACCOUNT, WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SERVICE OR YOUR ACCOUNT WILL BE UNINTERRUPTED, ERROR-FREE, CONTINUOUS, SECURE, VIRUS-FREE, OR THAT THE DEFECTS IN THE SERVICE, OR YOUR ACCOUNT WILL BE CORRECTED. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, QUALITY, RELIABILITY, APPROPRIATENESS FOR A PARTICULAR TASK OR APPLICATION, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE COMPANY OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. YOU ARE ENTIRELY RESPONSIBLE FOR AND ASSUME ALL RISK FOR USE OF THE SERVICE, AND YOUR ACCOUNT. YOU SHOULD NOT USE THE SERVICE IN HIGH-RISK ACTIVITIES WHERE SUBSTANTIAL DAMAGE COULD RESULT IF AN ERROR OCCURRED. THE COMPANY DOES NOT WARRANT OR REPRESENT THAT ITS SECURITY PROCEDURES WILL PREVENT THE LOSS OR IMPROPER ACCESS TO YOUR DATA. THE COMPANY IS NOT RESPONSIBLE FOR TRANSMISSION ERRORS OR CORRUPTION OR SECURITY OF INFORMATION CARRIED OVER TELECOMMUNICATION LINES. Some jurisdictions do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.
(a) THE MAXIMUM AMOUNT AND THE TOTAL LIABILITY OF THE COMPANY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO THE COMPANY FOR THE TOTAL PURCHASE OF VIRTUAL ITEMS IN AND WITHIN THE SAME MONTH OF THE EVENT CAUSING LIABILITY. IN NO EVENT SHALL THE COMPANY, OR ANY OF ITS SHAREHOLDERS, PARTNERS, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SUPPLIERS, BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATIONS, ANY DAMAGES FOR LOST PROFITS, ARISING (WHETHER OR IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICE, THE SOFTWARE, YOUR ACCOUNT OR THIS AGREEMENT, WHETHER OR NOT THE COMPANY MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR. Some jurisdictions do not allow the foregoing limitations of liability, so they may not apply to you.
(b) If you purchased a Virtual Item, you agree to release any and all liabilities of the Company related to your purchase and use of the Virtual Item, except that the Company is responsible for providing such Virtual Item to your Account in relevant Service.
(c) You agree to release any and all liabilities of the Company related to any computer virus infection to your computer, whether it is through the Company’s server or third party activities.
(d) You agree that the Company will not be held responsible or liable for anything that occurs or results from accessing or subscribing to the Services.
AT THE COMPANY’S REQUEST, YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE COMPANY, ITS SHAREHOLDERS, PARTNERS, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SUPPLIERS, ITS LICENSEES, DISTRIBUTORS, CONTENT PROVIDERS, AND OTHER MEMBERS OF THE SERVICE, FROM ALL DAMAGES, LIABILITIES, LOSSES, DAMAGES, JUDGMENTS, CLAIMS, CAUSES OF ACTION, CLAIMS, AND EXPENSES, INCLUDING LEGAL FEES AND COSTS, WHICH THE COMPANY MAY HEREAFTER INCUR, SUFFER, OR BE REQUIRED TO PAY, DEFEND, SETTLE (SUBJECT TO ANY LIMITATIONS SET FORTH IN THIS AGREEMENT), OR SATISFY AS A RESULT OR ARISING OUT OF YOUR USE OF THE SERVICE OR ANY BREACH OF THIS AGREEMENT BY YOU.
You hereby agree that the Company would be irreparably damages if the terms of this Agreement were not specifically enforced, and therefore you agree, that the Company shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to any breaches of this Agreement, in addition to such other remedies as the Company may otherwise have available to it under applicable laws.
Should any party institutes any action or proceeding at law or in equity to enforce any provision of this Agreement, including an action for declaratory relief, or for damages by reason of an alleged breach of any provision of this Agreement, or otherwise in connection with this Agreement, or any provision of this Agreement, the prevailing party shall be entitled to recover from the losing party reasonable legal fees and costs for services rendered to the prevailing party in that action or proceeding.
A. Equitable Remedies
You hereby acknowledge and agree that the Company would suffer irreparable harm if this Agreement was not specifically enforced. Consequently, in addition to such monetary and other relief as may be recoverable at law, you agree that the Company shall be entitled to specific performance or other injunctive relief, without bond, other security, or proof of damages, as remedy for any breach or threatened breach of this Agreement.
B. Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and the Company agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least 30 days before initiating any arbitration proceedings. Such informal negotiations commence upon written notice from one person to the other. The Company will send its notice to your billing address (if provided) and email you a copy to the email address you have provided to us. You agree to send your notice to the Company via email to legal@neonechoes.com.
C. Formal Dispute Resolution
If you and the Company are unable to resolve a Dispute through informal negotiations, either you or the Company may elect to have any dispute, controversy, difference or claim arising out of or relating to this Agreement, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it referred to and finally resolved by arbitration administered under the Canadian Legal Arbitration Rules. The law of this arbitration clause shall be Canadian law. The place of arbitration shall be in Nova Scotia, Canada. The number of arbitrators shall be three. The arbitration proceedings shall be conducted in English.
Except as provided in this Agreement, any changes to this Agreement must be in writing and signed by the Company and you. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in force. The UN Convention on Contracts for the International Sale of Goods is expressly disclaimed. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. You may not assign or transfer this Agreement or your rights hereunder, and any attempt to the contrary is void, without written permission of the Company. This Agreement sets forth the entire understanding and agreement between the Company and you with respect to the Company, and the Service, and this Agreement supersedes all prior agreements (oral or written, if any) between the parties. Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of the Company shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of the Company. All notice given by you or required under this Agreement shall be emailed to legal@neonechoes.com.
BY USE OF THIS SITE YOU ACKNOWLEDGE THAT YOU HAVE READ AND ACCEPT THESE TERMS AND CONDITIONS AND AGREED TO BE BOUND BY ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY CHOOSE NOT TO BECOME A USER OF THE SERVICE AND CEASE USAGE OF THIS WEBSITE AND OTHER SERVICES OFFERED BY NEONECHOES.
For any questions concerning this Agreement, you may contact the Company at the following email address: legal@neonechoes.com
