TERMS & CONDITIONS

You are about to purchase a non-fungible token (NFT) which is not and should not be neither construed as a mean of payment nor as a security under Swiss law. However, we may not guarantee any token qualification under foreign law, nor may we guarantee that such purchase is not restricted in the jurisdiction that applies to you.

Consequently, we do not make any representations or warranties as to any token qualification or lawfulness of a purchase in any jurisdiction other than Switzerland. It is your sole responsibility to seek proper professional and legal advice in order to confirm the legal regime that applies to tokens and NFTs in your jurisdiction, including any consequences such as taxes.

Additionally, a purchase is in any event forbidden for any person who resides in, Afghanistan, Albania, Barbados, Burkina Faso, Burundi, Cambodia, Cayman Islands, Chad, Congo, Crimea Region of Ukraine, Cuba, DRC, Eritrea, Ethiopia, Guinea Bissau, Haiti, Honduras, Iraq, Iran, Jamaica, Libya, Mali, Malta, Morocco, Myanmar, Nicaragua, North Korea, Pakistan, Panama, Philippines, Senegal, Somalia, South Sudan,Turkey, Turkmenistan, Uganda, Venezuela, Yemen, Zimbabwe.

Purchase is also forbidden for any resident of Russia and Belarus, any natural or legal person, entity or body in Russia and Belarus, or a Russian or Belarusian individual, entity or body under sanctions.

You hereby agree that Olyseum’s liability is entirely excluded in this framework and that you shall indemnify and hold it harmless should you purchase an NFT while breaching the above provision.

1. INTRODUCTION

1.1 These General Terms and Conditions (the “Terms”) govern the access, use, features, services and content of the internet website www.olyverse.com and any related sub-domains and launchpads (the “Website”) by any users, including on the secondary market (such as OpenSea).

1.2 The Website is owned and operated by Olyseum SA (“Olyseum”), a company limited by shares, incorporated in Switzerland with registered seat at place de Longemalle 1, 1204 Geneva.

1.3 By checking the check-box “I have read, understood and hereby agree with the Terms”, Users fully agree to be bound to these Terms and will fully comply herewith. Users who do not wish to be bound by these Terms should not access or use the Website.

1.4 Users of the Website are specifically referred to below as “User(s)”.

1.5 Olyseum and Users are individually referred to as a “Party” and collectively as the “Parties”.

1.6 In the event of a discrepancy between general information provided on the Website and the Terms, the Terms prevail. In the event of a discrepancy between specific terms provided on the Website for the purchase of an Experience, OLY Token or NFT (as these terms are defined below) and the Terms, the specific terms prevail.

2. 2. SERVICES

2.1 Olyseum operates the Website, accessible via the Internet, which provides Users with Experiences (as these terms are defined below) and an NFT marketplace allowing them to use Olyseum’s services in relation to NFTs

2.2 In the framework of the Website, Olyseum offers the possibility to acquire on its own marketplace non-fungible tokens (“NFTs”) which are linked to digital art representing celebrities that are part of the Olyseum network, respectively the Olyverse (the "Digital Art"). These NFTs may be linked to extra benefits as mentioned inarticle 5.2 hereunder.

2.3 In addition, Olyseum launched a brand called “Olyverse”. The Olyverse will include a metaverse, and will create a story, in a format called the non-fungible story (“NFS”), related to the celebrities that are part of the Olyverse and who are represented by NFTs.

Olyverse will release 111 collections of NFTs, each related to episode of NFS of an Olyverse’s world-renowned celebrity. The NFS is not a non-fungible token. The NFS is a story directed by Mr. Koldo Serra, who is an internationally successful director, with the basis of each relevant NFT collection, with his sketches and annotations, the complete script of each episode, as well as an animation. The story is collaboratively created by the Users with a voting system, a possibility to make suggestions for the other episodes and participate also to NFS events.

2.4 The Website may enable Users to take part in the social network and community of Olyseum. In this framework, Users shall receive information and updates on Olyseum’s activities and network evolution. Users may refuse any direct marketing at any time.

2.5 The Experiences, the NFTs marketplace and the NFS with the associated different features are referred to in these Terms and Conditions as the “Services”. Olyseum reserves the right to add additional services in the future.

3. OLY TOKENS

3.1 OLY Tokens are acquired by Users on the Website, secondary marketplaces or via third parties. OLY Tokens are digital tokens based on a blockchain protocol that provide access to the Services and the following features:

- Buying Experiences

- Buying discounted NFTs

Buying episodes of the NFS to watch it.

Voting on the direction of the next episode of the NFS

For holders of NFTs, the OL_Y Token will allow them to boost:

i)their suggestion for the script of the next episode of the NFS, being specified that the NFT holder whose suggestion has been selected will be mentioned in the episode of the NFS as a contributor of the episode (“with the contribution of Mr./Mrs. “),

ii)their access to the NFS-themed parties, if the NFT does not not have an embedded “Party Animal” attribute

iii) ) their uploaded auditions which may result in a chance of accessing a masterclass with a specific celebrity.

NFT holders are informed and agree that the conditions to participate to such activities and the use of those features as well as the specificities regarding attendance/participation lists and payments, are determined by Olyseum at its sole discretion, as provided on the Webiste. In addition, the payment of OLY Tokens will not necessarily result in the possibility to attend or participate to such activities.

More specifically, for the NFT Holders:

i) in order to vote, to make suggestion and to boost the position of their suggestions as well as to boost the position of their uploaded audition in the participation list, they will need to lock an amount of OLY Tokens for a specific period of time as specified on the Webiste for each episode of an NFS.

ii) in order to access the NFS-themed parties, NFT holders will have to lock OLY Tokens for a specific period of time as specified on the Webiste, to boost their position in the attendance list as the access will be limited. Thus, the more OLY Tokens are locked the more the NFT holder will have chances of attending the NFS-themed parties. Only the participants who are registered on the attendance list will be able to attend such party. If the boost is successful, the locked OLY Tokens will be transferred to a wallet of Olyseum as a payment for the attendance to the party. Should the boost be unsuccessful and the NFT holder is not registered on the party’s attendance list, the locked OLY Tokens will be returned to the NFT holders. Holders of an NFT with the attribute “Party Animal” will have a secured access without locking OLY Tokens.

3.2 OLY Tokens do not confer any other rights. In particular, OLY Tokens do not represent, constitute or confer any share, participation right, bond, structured product, collective investment schemes, derivative or other type of securities including uncertified securities. The OLY Tokens are not for investment purposes and should not be considered as a type of investment.

3.3 OLY Tokens give Users access rights to certain parts of the Website and the Services reserved to OLY Token holders, as provided by Olyseum. OLY Tokens will also serve as an exclusive mean of payment for the Services, except for the purchase of NFTs due to their inherent decentralization. This being said, holders of OLY Token will be able to purchase NFTs at a discounted price.

3.4 Olyseum may modify or eliminate the OLY Token system at its sole and entire discretion.

3.5 Users alone are responsible for any acts or omissions that occur through the use of their user credentials. In particular, Users who are OLY Token holders agree not to allow anyone use their wallet or share their user credentials with any other person for the purpose of facilitating their unauthorized access to the Services. If a User does share his/her user credentials with anyone, Olyseum will consider any activities undertaken to have been authorized by the User. Olyseum reserves the right to suspend or block the access services upon suspicion of any unauthorized access or use, or any attempted access or use, by anyone associated with a User’s user credentials.

4. EXPERIENCES

4.1 Experiences may consist of goodies, products, events, games, meetings, calls, videos, digital communications or content related to celebrities. Experiences can be purchased on the Website exclusevly with OLY Tokens or with an NFT as specified at article 5.2 below.

4.2 Experiences are accessible and available at Olyseum’s entire and sole discretion. In addition, Experiences may be limited to certain categories of Users at Olyseum’s discretion according to criteria such as age, type of activity, amount of OLY Tokens held by User, legal compliance.

4.3 Users have no right to receive or access an Experience and understand that their existence or continuation is in no event guaranteed by Olyseum as Experiences may expire and/or are intrinsically linked to celebrities. If an Experience becomes unavailable, the User shall lose all rights to said Experience without any repayment by Olyseum and/or any compensation by Olyseum for any loss or damage. In other words, Users understand that Olyseum shall in no event replace an Experience with another similar experience.

5.4 The duration of validity of an Experience is determined by Olyseum in accordance with its agreement with celebrities and as specified in the terms and conditions included in the particular NFT to which the Experience is linked for the NFT with the “Experience” attribute. Expired Experiences cannot be used in any way by the User.

 

5. NFTs

5.1 Collections

Every NFT is part of an 111 NFT series collection relating to a specific celebrity. NFTs, series and/or collections are non-exclusive and created at Olyseum’s sole discretion. When purchasing an NFT, you shall become the owner of the NFT and shall be entitled to a limited licence on the Digital Art (see below article 12).

NFTs may be acquired on Olyseum’s marketplace with the means of payment indicated on the Website at the time of the purchase. NFT purchasers understand that they may not chose or select which NFT they will acquire and accept the purchased NFT “as is”. The purchase of NFTs is definitive and non-refundable.

5.2  Benefits

NFTs have the following benefits for their holders – subject to additional conditions detailed below or as mentioned on the Website:

–       Watching episodes of the NFS

–       Voting on the direction of the next episode of the NFS

–       Suggestions for the script of the next episode of the NFS

–       Have a chance to participate in a masterclass with selected celebrities with their uploaded auditions

–       Guaranteed access to the NFS-themed parties if. The NFT has an embedded “Party” attribute. If the NFT does not have an embedded “Party” attribute, please refer to article 3.1 last paragraph ii.

–       Guaranteed access to experiences if the NFT has an embedded “Experience” attribute.

Purchasers of NFTs understand that purchasing an NFT does not mean that an Experience will be linked to such NFT, unless with the attribute “Experience”, and that they do not have any right or claim in this regard. Olyseum reserves the rights to issue an NFT with other specific attributes, at its sole discretion, subject to the specific conditions as indicated on the Website upon its issuance.

Furthermore, the holder of an NFT with the attribute “Experience” acknowledges that it may be linked to Experiences, at Olyseum’s sole discretion. The holder of such NFT may access and benefit of the Experience at the conditions described at article 4 and as specified in the terms and conditions included in the NFT.

5.3 Purchase conditions

The purchase of NFTs is made in accordance with the price, particular conditions and information provided by Olyseum’s NFT marketplace on the Website at the time of the purchase. Olyseum does not warrant or make any guarantee that NFTs and/or Experiences retain any monetary value, in fiat, cash or cryptocurrency.

Olyseum provides the possibility for an NFT owner to use the Website in order to access the available secondary market (such as Opensea). Such function cannot be interpreted as including Olyseum in any contractual agreement between an NFT owner and a third party. In any event, Olyseum cannot be held liable for any transaction between an NFT holder and any third party.

5.4 Access to third parties or assignment of NFTs with the "Experience" and/or "Party Animal" attribute

An NFT owner with the attribute “Experience” or “Party Animal” may, provided that such mechanism complies with these Terms, grant access to the Experience(s) or Party(ies) associated to his/her NFT to a third party, subject to the conditions of article 4 above. The conditions for granting such access, in particular the duration and/or compensation, are decided by the holder of the relevant NFT and are in no case related to Olyseum who is not a part to the agreement with the third party.

Holders of NFTs with the “Experience” and/or “Party Animal” attribute may grant such access on the available secondary market (such as Opensea). Olyseum may provide access to the available secondary market through the Website in which case such NFT holders understand that the sole goal of this function is to provide a service of contact which cannot be interpreted as including Olyseum in any contractual agreement between an NFT owner with the “Experience” and/or “Party Animal” attribute and a third party. In any event, Olyseum cannot be held liable for any transaction between such NFT holder and any third party.

For holders of NFT without any attribute, they can freely assign their rights in relation to the NFT by sellilng their NFTs on the available secondary market or through the Website.

Should the NFT Holders use the Website in order to access the secondary market, Olyseum shall take a percentage of any successful transaction, as specified on the Website at the time of the transaction.

 

6. PRIVATE NFT AUCTIONS

Olyseum may organise private auctions of NFTs. Such auctions are undertaken in accordance with the rules communicated on the Website at the time of the auction.

 

7. PAYMENTS

7.1 Payment methods and accepted means of payment are those provided on the Website at the time of the purchase.

7.2 The ether address is personal and non-transferable and is linked to a specific User and purchase.

 

8. access and use

8.1 Access 

In order to access the Services provided by Olyseum, users will have to connect to the Website with their metamask under web 3.0 and undergo the mandatory chain analysis.

Olyseum may determine, in its sole discretion, that it is necessary to obtain certain information about Users in order to comply with applicable law or regulation in connection with the use of the Website. Users agree to provide such information promptly upon request and acknowledge that Olyseum may refuse to provide any Services until such requested information is provided. Should a User not be validated, he/she/it shall be blocked from accessing Olyseum’s Services, including the Website.

Olyseum may, on a temporary or definitive basis, interrupt access to the Website and/or any Services at any time and at Olyseum’s sole discretion.

Users alone are responsible for any acts or omissions that occur through the use of their user credentials. In particular, Users who are OLY Token holders agree not to allow anyone use their wallet or share their user credentials with any other person for the purpose of facilitating their unauthorized access to the Services. If a User does share his/her user credentials with anyone, Olyseum will consider any activities undertaken to have been authorized by the User. Olyseum reserves the right to suspend or block the access Services upon suspicion of any unauthorized access or use, or any attempted access or use, by anyone associated with a User’s user credentials.

8.2 Restrictions

Individuals under 18 years old may not use the Website and/or any Services provided by Olyseum. Users who are using the Website on behalf of an entity represent and warrant that they have the legal capacity and are authorized to accept these Terms on the entity’s behalf.

Olyseum does not make any representations or warranties as to any token / NFT qualification or lawfulness of a purchase in any jurisdiction other than Switzerland. It is your sole responsibility to seek proper professional and legal advice in order to confirm the legal regime that applies to tokens and NFTs in your jurisdiction, including any consequences such as taxes.

Additionally, a purchase is in any event forbidden for any person who resides in Afghanistan, Albania, Barbados, Burkina Faso, Belarus, Burundi, Cambodia, Cayman Islands, Chad, Congo, , Crimea Region of Ukraine, Cuba, DRC, Eritrea, Ethiopia, Guinea Bissau, Haiti, Honduras, Iraq, Iran, Jamaica, Libya, Mali, Malta, Morocco, Myanmar, Nicaragua, North Korea, Pakistan, Panama, Philippines, Russia, Senegal, Somalia, South Sudan,Turkey, Turkmenistan, Uganda, Venezuela, Yemen, Zimbabwe.

8.3 Proper use

Users must use the Website and any Services provided by Olyseum properly and in no event for the purpose of conducting unlawful activities, violating the rights of other persons or entities or infringing any applicable legal provisions or in violation with these Terms, additional applicable conditions and policies.

Among other obligations, Users undertake when using the Website and/or any Services provided by Olyseum:

• Where required, to truthfully provide Olyseum with their name and contact data and any other personal details required;
• Not to use a false identity and/or deceive Olyseum, Users or third parties in any other way;
• To act in a lawful manner, in accordance with the applicable law and the Terms;
• Not to publish, post, transmit or provide third parties with links, photographs, videos, other kinds of content of a violent, racist, xenophobic or pornographic nature, content condoning terrorism and content which violates human rights or may create distress within the Olyseum community.
• Not to publish, post, transmit or provide third parties with links, photographs and videos which violate the rights of privacy, honour and/or the image of third parties. If they are also minors, their parents must have granted their consent with regard to the image rights;
• Not to publish, post, transmit or provide third parties with links, photographs, videos and content which violate intellectual and industrial rights and other rights;
• Not to send spam or advertisement unless the User is authorised to do so by Olyseum in writing;
• Not to divert or attempt to divert any feature of Olyseum’s serviceServices from its normal use, as outlined in these Terms;
• Not to extract or reuse the data contained on the Website beyond normal use, unless prior written consent of Olyseum;
• Not to use any robot software or any other equivalent automated process or tool; and
• Not to disclose any data, information or content which has the effect of diminishing, interrupting or preventing the normal use of the Website or interrupting and/or diminishing the normal flow of communication between Users.

In the event that a User does not comply with one or more of these rules, Olyseum reserves the right to refuse and cancel any access to the Website and to any Services and to automatically remove and erase any litigious content.

9. VALIDITY AND CANCELLATION OF USERSHIP

9.1 Validity of Usership:

Users are granted their Usership by Olyseum for an indefinite duration from the moment of the completion of the sale. Olyseum may refuse Usership at its entire and sole discretion, at any time and for any reason, without having to provide any justification.

9.2 Cancellation by Olyseum

Olyseum may, without prior notice, unilaterally suspend, block or cancel Users’ access to the Website, including the use of any Service, on a temporary or permanent basis, or cease providing all or part of the Services, at any time and at Olyseum’s entire and sole discretion, for any grounds and without indication of such grounds, and without compensation.

In particular, this may occur when Olyseum considers that:

• a User has violated the Terms, any additional conditions or policies or applicable law;
• a User creates a risk or potential legal exposure for Olyseum or a third party such as a Celebrity; or
• a User may damage the reputation of the Services provided by Olyseum.

In addition, Olyseum reserves the right to take any appropriate legal action as a result of any breaches of the Terms, any additional conditions or policies or of the law that Users may commit, including for damages in accordance with the applicable law

In the event of the suspension of Users’ accounts, Olyseum shall notify the Users of said suspension by email, requesting that they refrain from the breach in question. Once the period of 10 days from the date of the notification has elapsed, Olyseum may automatically and immediately cancel the Usership without any formal procedure or notification and the User shall be subject to any damages that Olyseum may claim as compensation.

9.3 Cancellation by a User

Users may cancel their Usership at any time and for any reason by following process: The User must send an email to legal@olyseum.com from an email address verified by Olyseum. The User shall then receive an electronic confirmation message at this address. The User should confirm that he/she/it wishes to definitively and irrevocably proceed to the cancellation of the Usership by selecting the option provided for said purpose by Olyseum. Once the cancellation has been confirmed, Olyseum shall send a further message confirming cancellation of the Usership.

9.4 Erasure of account

Once the cancellation is operated, Olyseum reserves the right to erase all content linked to the User’s account, uploaded or posted by the User.

10. INFORMATION AND SECURITY

10.1       All information provided on the Website is provided “as is” without any warranty, whether express or implied unless, unless this is specifically imposed by Swiss law. Olyseum reserves the right, at any time and without prior notice, to modify any information provided to Users when updating or correcting errors and inaccuracies on the Website.

10.2       Users are solely responsible for their interactions with other users and for the information and content they provide to Olyseum, other Users or third parties. Olyseum has no obligation to verify such content or to monitor or resolve any related disputes and shall not endorse any responsibility or liability in this framework. Users may notify Olyseum of any offensive or unlawful content. Users ensure and warrant to Olyseum that all information, documentation, data and material provided or transmitted to Olyseum is accurate, truthful and current and you will be solely responsible for the content of such information, documentation, data and material.

10.3       Users are responsible to ensure the safeguarding and confidentiality of their user name and password – including that of third-party access providers – and private keys. Olyseum will be entitled to presume that it is the concerned User when its user name, password, third-party access or private key is used unless the User has already notified Olyseum in writing if said User has any reason to believe that the confidentiality of his/her/its user name, password, third-party access or private key may have been compromised. Users must inform Olyseum as soon as they are aware of such theft or if they have suspicions or know that any such information is compromised in any way.

10.4       If Users choose to correspond with Olyseum via the Website, they consent to Olyseum retaining and/or sharing the content of the correspondence for the purpose of responding to the query.

10.5       Olyseum may block the access to the Website, including the use of any services, at any time in particular when this is necessary for security reasons or to implement technical measures.

10.6       Users’ are liable for the loss of their private key and any consequent loss in relation to OLY Tokens and/or NFTs.

 

11. VIRUSES, HACKING AND OTHER OFFENCES

11.1     Users must not misuse the Website or interfere with other Users by knowingly introducing or sending viruses, trojans, worms, logic bombs or other material, which is malicious or technologically harmful. Users must not attempt to gain unauthorised access to the Website (which includes the server, cloud or any related data based), the blockchain and/or protocol used for the OLY Tokens and/or NFTs. Users must not attack the Website or concerned blockchain by any means, in particular via a denial-of-service attack or a distributed denial-of-service attack.

11.2     By breaching this clause, Users may be acting contrary to Swiss law. Olyseum will report any such breach to the relevant law enforcement authorities and will co-operate with those authorities by disclosing the User’s identity to them. In the event of such a breach, Users’ right to use the Website will cease immediately. To the maximum extent permissible by law, Olyseum will not be liable for any loss or damage caused by a distributed denial-of- service attack, viruses or other technologically harmful material that may infect Users’ computer equipment, computer programs, data or other proprietary material due to their use of the Website or to their downloading of any material posted on it, or on any Linked Sites (as defined hereunder).

 

12. INTELLECTUAL PROPERTY

12.1 Users acknowledge and agree that Olyseum owns and shall continue to own, exclusively, all legal property, right, title and interest in and to the Website and its content (including, but not limited to, software, designs, graphics, texts, information, pictures, video, sound, music, and other files, their selection and arrangement, trademarks, tradenames, service marks, branding features, business names, logos, slogans), the Digital Arts and NFS, including all intellectual property rights therein. In particular, Olyseum (on its behalf and, if applicable, on behalf of its licensors) reserve all rights in and to the Digital Arts and NFS, including all copyrights in and to it, such as the right to reproduce and make copies of it, to prepare derivate works, to distribute, sell, transfer, display or the like, to perform or to publicly display and publicly perform, including in the framework of the Website, a museum or in the Olyverse. Contributors to the NFS acknowledge that their contribution does grant them any rights, in particular any intellectual property rights, such as copyrights, in the NFS and waive any and all claims on the NFS and its episodes.

12.2 Upon the purchase of an NFT, NFT holders will receive the ownership of the NFT and Digital Art to the exclusion of any intellectual property rights, as described in this clause 12. By purchasing an NFT, NFT holders will benefit from a personal world-wide, non exclusive, royalty free license (but without derogating from Olyseum’s mentioned rights under article 12 and subject to compliance with these Terms)(the “License”) to use, copy and display the Digital Art at the following conditions:

1. For personal use along with any extensions that you choose to create or use, solely for the following purposes:
• privately or publicly, exclusively for personal, non-commercial purposes, including on social media platforms, digital galleries, or
• otherwise on the Internet or in association with the NFT holder’s offer to sell or trade the Digital Art in a marketplace.
2. For commercial use, solely for the purpose of creating derivative works based on the Digital Art. For example, NFT holders are entitled to produce, market and sell merchandizes/goods on which the Digital Art (associated to their NFT) is printed/stamped, provided such merchandize/goods is not illegal, obscene, vulgar, violent, defamatory, libelous, gambling related, discriminatory, pornographic, or otherwise offensive, harmful or malicious.

This license will only apply as long as the NFT holders holds the NFT. If at any time an NFT holder sells, trades, donates, gives away, or transfers his NFT to a new owner, directly or through a marketplace, the license shall be automatically assigned to that new owner, and the previous NFT holder will have no further rights in or to the NFT or the Digital Art associated with it.

12.3 Users are not required to provide Olyseum with any feedback or suggestions regarding the Website or any Digital Art or NFT. However, should a User provide Olyseum with comments or suggestions for the modification, correction, improvement or enhancement of thereof, then, the concerned Users hereby grant Olyseum a non-exclusive, irrevocable, worldwide, royalty-free license, including the right to sublicense, to use and disclose such comments and suggestions in any manner Olyseum chooses, and to display, perform, copy, have copied, make, have made, use, sell, offer to sell, and otherwise dispose of Olyseum’s products (including NFTs and Digital Arts) and content embodying such comments or suggestions in any manner and via any media Olyseum chooses, but without reference to the source of such comments or suggestions.

12.4     Access to the Website and the information contained therein, does not in any way convey or transfer any right in or to the intellectual property rights of Olyseum or any other person in respect of data or information displayed or accessible from the Website (the “Material”) or in any of the trade marks, copyright, designs, patents, source code, browsing structure, software, domain names, know-how, confidential information, trade secrets or any other intellectual property rights which may vest in Olyseum or in the author, compiler, creator or licensor of the Material.

12.5     Olyseum expressly reserves all rights in and to the Olyseum name and logo, the domain name www.olyseum.com, www.olyverse.com, elated sub domains and all other of Olyseum’s names, marks, taglines, or those relating to the Services.

12.6     All Olyseum’s copyrights, trademarks, logos, brands, domain names and other marks and intellectual property relating to accessible from, or occurring on the Website, or any Material contained or accessible from the Website shall remain the sole and exclusive property of Olyseum and the relevant authors, owners or licensors thereof (“Proprietors”) and Users undertake not to use, disseminate, or otherwise deal with such intellectual property without Olyseum’s or the relevant Proprietor’s written approval.

12.7     Users undertake not to change or delete any proprietary notices contained or displayed in any Material, data or information downloaded or otherwise retrieved from the Website. Under no circumstances must Users attempt to reverse engineer, disassemble, decompile, reproduce, transcribe, store in a retrieval system, translate into any language or computer language, retransmit in any form or by any means, (electrical, mechanical, photo reproduction, recordation or otherwise) any of the Material, software material, information or content viewed, downloaded or otherwise retrieved from the Website.

12.8     If Users print off, copy or download any part of the Website in breach of these Terms, their right to use the Website will cease immediately and they must, at Olyseum’s option, return or destroy any copies of the Materials they have made.

12.9     Users are informed, and agree that all data, information and/or content (collectively the “Content”) published on the Website shall be made accessible to other Users at all times and irrevocably agree that Olyseum make use of such Content in the framework of its Services without any compensation for as long as such Content is made available by the User.

12.10     Users represent and warrant that they have all legal rights to publish any Content, in particular in terms of third-party intellectual property contained therein, such as trademarks and copyrights and undertake not to violate any third-party intellectual property right while using the Website. In particular, Users entirely release Olyseum from any liability whatsoever regarding the use of such third-party intellectual property on the Website.

 

13. LINKS PROVIDED BY OLYSEUM

13.1     Olyseum’s Services may include technical link devices, directories and search tools that enable Users to access other websites and digital world portals (hereinafter, “Linked Sites”).

13.2     Users acknowledge and agree that access to the Linked Sites shall be entirely at their own risk and under their responsibility and that Olyseum may not be held liable for any possible violations of third-party rights or legal provisions. Similarly, Olyseum may not be held liable for the technical availability or failures of the pages and linked portals, as well as the quality, reliability, accuracy and/or truthfulness of the Services, information, elements and/or content they may access.

13.3     If Users consider that there is a Linked Site with unlawful or inappropriate content, they can inform Olyseum, without this notification entailing any obligation for Olyseum to remove said link.

 

14. EXCLUSIONS AND LIMITATION OF LIABILITY

14.1     Olyseum shall not be liable for and Users will have no claim of whatsoever nature against Olyseum as a result of:

–          the loss of or access to any usernames or passwords, third-party access or private keys;

–          any unavailability of, or interruption of access to or use of the Website or any blockchain, software, Services, features or facilities offered on the Website;

–          any suspension or termination of Users’ access to or use of the Website or any blockchain, software, Services, features or facilities offered on the Website;

–          any unavailable feature, including NFTs and/or Experiences;

–          any transactions concluded between Users in relation to NFTs or access to Experiences;

–          any bugs or errors contained in a smart contract, whether developed or not by Olyseum.

14.2     In addition to and without prejudice to any other limitations of liability provided for in these Terms or any other agreement and to the fullest extent permitted by Swiss law, Olyseum shall not be liable to Users for any direct damages or any special, indirect, incidental or consequential damages arising out of or relating to these Terms, the use of the Website or Services, whether resulting from negligence, breach or any other cause, except for gross negligence or wilful misconduct. To the extent that a competent court or tribunal or other competent dispute resolution body or authority finally determines, notwithstanding the exclusion contained in this clause, that Olyseum is liable to the User for any damages, Olyseum’s liability for any damages howsoever arising shall not exceed any payment made by Users to Olyseum, if any.

 

15. INDEMNIFICATION

15.1     To the fullest extent permitted by applicable law, Users will indemnify, defend and hold harmless Olyseum and its respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (“Company Parties”) from and against all actual and threatened claims, lawsuits, demands, actions, investigations (whether formal or informal), liabilities, obligations, judgments, damages, penalties, interests, fees, losses, expenses (including attorneys’ fees and expenses), and costs (including, without limitation, court costs, costs of settlement, and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether claimed by the Company Parties or third parties including governmental authorities, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract, or otherwise arising from or relating to: (i) the use of the Services, or Website in violation of these Terms or any other applicable terms or applicable law, (ii) Users’ responsibilities or obligations under these Terms, (iii) User’s violation of these Terms or any other applicable terms, (iv) any inaccuracy in any representation or warranty of the User; and/or (v) any act or omission of the User that is negligent, unlawful or constitutes willful misconduct. For avoidance of doubt, nothing contained herein shall limit or restrict the Company Parties’ right to maintain or recover any amounts in connection with any action or claim based upon intentional misstatement, fraudulent misrepresentation, gross negligence or deceit.

15.2     Olyseum reserves the right to exercise sole control over the defense, at the User’s expense, of any claim subject to indemnification as provided under these Terms. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between Users and Olyseum.

 

16. RELEASE

16.1     To the fullest extent permitted by applicable law, Users release the Company Parties from responsibility, liability, claims, demands, and/or damages (direct and indirect) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between you and the acts or omissions of third parties.

16.2     Users expressly waive any rights they may have under any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which they may know or suspect to exist in their favor at the time of agreeing to this release.

 

17. NOTIFICATIONS OF VIOLATIONS OF RIGHTS

If a User considers that another User has published content that is offensive, violate his/her/its rights or breaks any law, he/she/it should notify Olyseum by sending an email to legal@olyseum.com, reporting its location on the Website in as accurate a manner as possible. Such notification entailing any obligation for Olyseum to remove said content.

 

18. PROCESSING OF PERSONAL DATA

18.1 The Website may enable Users to take part in the social network and community of Olyseum. In this framework, Users shall receive information and updates on Olyseum’s activities and network evolution. Users may refuse any direct marketing at any time.

18.2 Olyseum may collect personal data from Users’ activities that are publicly visible and/or accessible on blockchains. This may include blockchain addresses and information regarding purchases, sales, or transfers of OLY Tokens or NFTs, which may then be associated with other data Users have provided to us.

18.3 Users acknowledge that Olyseum cannot edit or delete any information that is stored on a blockchain, as Olyseum does not have custody or control over any blockchains. The information stored on the blockchain may include purchases, sales, and transfers related to Users’ blockchain addresses, OLY Tokens and NFTs held at that address.

18.4 Please refer to Olyseum’s Privacy Policy or Cookie Policy for information on the collecting and processing of personal data collected through the Website.

 

19. PROPER CONDUCT

19.1     Users undertake to be respectful of other Users. In particular, Users shall not make any sexist, racist or any exclusionary or inappropriate comments to other Users or through the Platform. Users shall not comment, publish, post or disseminate, no matter the medium or the form, anywhere on or through the Platform, content that: defames, harasses or threatens other Users, discusses any illegal activities or encourage others to commit such activities, infringes or misappropriates a third party’s intellectual property rights or may not be disclosed under contractual confidentiality obligations or fiduciary duties, contains obscene (i.e. pornographic) material, language or images, advertising or promotional materials or any form of commercial solicitation, or that may otherwise harm or offence Users or that is otherwise unlawful or that breaches applicable law and regulations.

19.2     Users who do not respect proper conduct while using the Platform and its features may at any time be temporarily or definitively excluded from accessing the Platform, at Olyseum’s sole discretion and without indication of any grounds.

 

20. MISCELLANEOUS

20.1     Assignment. Users shall not assign their rights and obligations under these Terms without the prior written consent of Olyseum. Any assignment or transfer in violation of this clause shall be void. The Users understand and agree that Olyseum may assign or transfer in any way (including by means of the sale of assets) all or part of its rights and obligations under these Terms. In such case, the assignee shall replace Olyseum and the latter shall be released from all of its obligations to the Users as of the date of the assignment. Subject to the foregoing, these Terms, and the rights and obligations of the Parties thereunder, will be binding upon and inure to the benefit of their respective successors, assigns, heirs, executors, administrators and legal representatives, unless Olyseum makes an assignment itself or agrees to an assignment by the User. Any purported assignment in violation of this provision shall be void.

20.2     Entire Agreement. These Terms and the materials incorporated herein by reference, constitute the entire agreement between the Parties and supersede all prior, concurrent or subsequent agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof, including, without limitation, any public or other statements or presentations made by Olyseum or its affiliate. The provisions of these Terms shall prevail in the event of any contradiction with any prior, concurrent or subsequent agreement and understanding, unless the Terms are expressly and specifically excluded. No Party shall be liable or bound to the other Party in any manner with regard to the subjects hereof or thereof by any warranties, representations or covenants except as specifically set forth herein or therein.

20.3     Severability. If any provision of these Terms and Conditions is determined by a court of competent jurisdiction to be invalid, inoperative or unenforceable for any reason, the provision shall be modified to make it valid and, to the extent possible, effectuate the original intent of the Parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the fullest extent possible.

20.4     Amendment. Olyseum may modify these Terms at any time by, at its sole discretion, posting a revised version on the Website. The modified provisions will become effective upon posting or the date indicated in the posting. It is the User’s responsibility to check the Website regularly for amendments. The continued use of the Website after any amendment become effective constitutes the User’s acceptance of the amendment.

20.5     No Waivers. The failure by Olyseum to exercise or enforce any right or provision of these Terms will not constitute a present or future waiver of such right or provision nor limit Olyseum’s right to enforce such right or provision at a later time. All waivers by Olyseum must be unequivocal and in writing to be effective.

20.6     No Partnership; No Agency; No Third-Party Beneficiaries. Nothing in these Terms and no action taken by the Parties shall constitute, or be deemed to constitute, a partnership, association, joint venture or other co-operative entity between the Parties. Nothing in these Terms and no action taken by the Parties pursuant to these Terms shall constitute, or be deemed to constitute, either Party the agent of the other Party for any purpose. No Party has, pursuant to these Terms, any authority or power to bind or to contract in the name of the other Party. These Terms do not create any third-party beneficiary rights in any person.

20.7     Electronic Communications. Users agree and consent to receive electronically all communications, agreements, documents, receipts, notices and disclosures (collectively “Communications“) that Olyseum provides in connection with the use of the Website. Users agree that Olyseum may provide Communications by posting them on the Website, by emailing them to Users at the email address and/or by sending an SMS or text message to a mobile phone number provided by Users. The Users carrier’s rates and fees may apply to any mobile communications. It is the User’s responsibility to maintain copies of Communications. Users may withdraw their consent to receive electronic communications by sending a withdrawal notice to support@olyseum.com. If Users decline or withdraw consent to receive Communications, Olyseum may suspend or terminate Users’ ability to use the Website.

 

21. REQUESTS AND OTHER CORRESPONDENCE

Users may submit to Olyseum any requests or communication by writing to support@olyseum.com.

 

22. GOVERNING LAW AND JURISDICTION

 

22.1     These Terms shall be governed in all respects, including as to validity, interpretation and effect, by the laws of Switzerland, to the exclusion of the United Nations Convention on Contracts for the International Sales of Goods, and without giving effect to its principles or rules of conflict of laws to the extent such principles or rules are not mandatorily applicable by statute and would permit or require the application of the laws of another jurisdiction.

 

22.2     Subject to any applicable mandatory law, the courts of Geneva, Switzerland shall have exclusive jurisdiction over any claim arising from or related to the Terms        and/or the Website and/or Services provided by Olyseum.

 

Last update: June 9, 2022

 

Annex 1: NFT Purchasing procedure

 

 

In ETH

Connect your Metamask to the platform.

Be sure you have enough ETH to mint your NFT before beginning the purchase, otherwise you will not be able to finish the purchase.

Select the number of NFT, you wish to buy, read and accept the conditions, validate your purchase on Metamask.

Your purchase is done!

 

 

In OLY (with discounted price)

Connect your Metamask to the platform.

Be sure you have enough OLYs to mint your NFT before beginning the purchase, otherwise you will not be able to finish the purchase. You can purchase OLY from our website.

Select the number of NFT, you wish to buy, read and accept the conditions, validate your purchase on Metamask.

Please note that the price may vary according to the USD/OLY conversion and gas fee from the ethereum network. You will be charged an estimation calculated from coinmarketcap.

Your purchase is done! You will receive your NFT in few minutes.

 

 

In FIAT (USD)

Select the number of NFT, you wish to buy, read and accept the conditions, enter the information requested by the third-party provider Stripe. Note you will need to accept the terms and conditions of Stripe during your purchase.

Please note that the price may vary according to the USD/ETH conversion and gas fee from the ethereum network. You will be charged an estimation calculated from coinmarketcap.

After the confirmation of the purchase, you will receive an email with the wallet created from Magic Link where you will receive your NFT. Please note that Olyseum does not own any private key of the wallet created.

Your purchase is done! You will receive your NFT in few minutes.

Please note that Olyseum shall not be liable for and, Users will have no claim of whatsoever nature against Olyseum as a result of, including but not limited to:

–          the loss of private keys;

–          any unavailability of, or interruption of access to or use of the wallet created by Magic Link;

–          any bugs or errors contained in a smart contract, developed by Magic Link.