Terms Of Sale
Last Revised on March 14, 2025
These Terms of Sale («Terms»), as well as our general Terms of Use(the «OWB Terms of Use») and Privacy Policy, apply to your purchase, sale, use and display of Clash of Coins non-fungible tokens and blockchain based in-game items («Game NFTs»). By purchasing, accepting or otherwise acquiring the Game NFT, either through an initial transfer by or on behalf of OWB Studio («Company,» «we,» or «us»), from a previous owner of any Game NFT, or through any other means, you agree to be bound by these Terms, which expressly incorporate any other documents referenced herein, including without limitation the OWB Terms of Use and Privacy Policy.
1. Reviewing and Accepting These Terms
Please read these Terms carefully, as they set out your rights and responsibilities when you buy Game NFTs intended for use with content and functionalities accessible via our Website and the Game (collectively, the Services”). When each Game NFT is sold for the first time, the agreement for sale is between the Company and the initial purchaser. If the initial purchaser decides to sell the Game NFT to a third party, then the Company is not a party to any agreement between such third party buyer and seller of Game NFTs or between any other users. All Game NFTs are stored on and accessible through the Base blockchain. As such, the Company does not maintain the Game NFTs on its own infrastructure and, aside from transferring control of the Game NFT to the initial purchaser of the Game NFT, the Company has no control over the transfer, storage, ownership or maintenance of the Game NFT. When you connect a compatible third party cryptocurrency wallet (“Digital Wallet”) to the Clash of Coins website, NFT sale portal and game (“Platform”), you accept and agree to be bound and abide by these Terms and all of the terms incorporated herein by reference. By agreeing to these Terms, you hereby certify that you are at least 18 years of age. If you do not agree to these Terms, you must not access or use the Platform and Services. We reserve the right to change or modify these Terms at any time and in our sole discretion. You agree and understand that by accessing or using the Platform and Services following any change to these Terms, you are agreeing to the revised Terms and all of the terms incorporated therein by reference. Review the Terms each time you access the Platform and Services to ensure that you understand how the Terms apply to your activities on the Platform.
2. Linking Your Digital Wallet
When you link your Digital Wallet, you understand and agree that you are solely responsible for maintaining the security of your Digital Wallet and your control over any Digital Wallet-related authentication credentials, private or public keys, non-fungible tokens or tokens that are stored in or are accessible through your Digital Wallet. Any unauthorized access to your Digital Wallet by third parties could result in the loss or theft of Game NFTs and/or funds held in your wallet and any associated wallets, including any linked financial information such as bank accounts or credit cards. We are not responsible for managing and maintaining the security of your Digital Wallet nor for any unauthorized access to or use of your Digital Wallet. If you notice any unauthorized or suspicious activity in your Digital Wallet that seems to be related to the Platform, please notify us immediately.
3. Terms of Sale
By placing an order for a Game NFT, you agree that you are submitting a binding offer to purchase a Game NFT. If you are the initial purchaser of a Game NFT, then all amounts due are to be paid to the Company. If you are not the initial purchaser of a Game NFT, then amounts may be paid to the-then holder of the Game NFT. In addition, when you buy or sell a Game NFT on the Platform, you agree to pay all applicable fees associated with the transaction and you authorize the Company to automatically charge and collect such fees from your payment. No refunds are permitted except with respect to any statutory warranties or guaranties that cannot be excluded or limited by law.
4. Intellectual Property
With respect to the Game NFTs, each purchaser of a Game NFT is granted an exclusive, limited license to such Game NFT and its content to access, use, or store such Game NFT and its content solely for their personal, non-commercial purposes. Game NFTs are a limited-edition digital creation based upon content that may be trademarked and/or copyrighted by the Company or its affiliates. Unless otherwise specified, your purchase of a Game NFT does not give you the right to publicly display, perform, distribute, sell or otherwise reproduce the Game NFT or its content for any commercial purpose. You further agree that you are not receiving any copyright interest in the Game NFT or its content, and indeed, you agree that the Company may sell, license, modify, display, broadcast and create derivative works based upon Game NFTs or their content. Any commercial exploitation of the Game NFT could subject you to claims of copyright infringement. If you sell a Game NFT, you agree that you will not have any claims against the Company for any breach of these Terms by a purchaser. If you purchase a Game NFT from a third party, you hereby agree to hold the Company harmless from and against any and all violations or breaches of these Terms. You may not reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, underlying ideas, underlying user interface techniques or algorithms of the Platform, Game NFTs or related technology or any of the Services or related products by any means whatsoever, directly or indirectly, or disclose any of the foregoing. Any information supplied by the Company or obtained by you, as permitted hereunder, may only be used by you for the purpose described herein and may not be disclosed to any third party or used to create any software which is similar to the expression of the foregoing.
5. Taxes
The Company is not responsible for determining the withholding, sales, use, value added, transfer or other taxes, together with any interest and penalties imposed with respect thereto (“Taxes”), that may apply to transactions on the Platform or through the Services. You agree that you are solely responsible for determining what, if any, Taxes apply to your transactions and to withhold, collect, report and remit the correct amounts of Taxes to the appropriate taxing authorities. Unless otherwise indicated, amounts due on the Platform or through Services are exclusive of sale, use, value added or similar Taxes (“Sales Taxes”). This means that Sales Taxes are your sole responsibility.
6. Modifications
We may, in our sole discretion, modify or update these Terms from time to time, and so you should review these Terms, and any other document incorporated by reference herein, periodically and check the “Last Revised On” date at the top.
7. ASSUMPTION OF RISKS
PLEASE NOTE THE FOLLOWING RISKS IN ACCESSING, PURCHASING, SELLING OR USING GAME NFTS: THE PRICE AND LIQUIDITY OF BLOCKCHAIN ASSETS, INCLUDING GAME NFTS, ARE EXTREMELY VOLATILE AND MAY BE SUBJECT TO LARGE FLUCTUATIONS. FLUCTUATIONS IN THE PRICE OF OTHER DIGITAL ASSETS COULD MATERIALLY AND ADVERSELY AFFECT GAME NFTS, WHICH MAY ALSO BE SUBJECT TO SIGNIFICANT PRICE VOLATILITY. LEGISLATIVE AND REGULATORY CHANGES OR ACTIONS MAY ADVERSELY AFFECT THE USE, TRANSFER, EXCHANGE, AND VALUE OF GAME NFTS. GAME NFTS ARE NOT LEGAL TENDER AND ARE NOT BACKED BY ANY GOVERNMENT OR GOVERNMENT CURRENCY. TRANSACTIONS INVOLVING GAME NFTS MAY BE IRREVERSIBLE, AND, ACCORDINGLY, LOSSES DUE TO FRAUDULENT OR ACCIDENTAL TRANSACTIONS MAY NOT BE RECOVERABLE. SOME TRANSACTIONS INVOLVING GAME NFTS SHALL BE DEEMED TO BE MADE WHEN RECORDED ON A PUBLIC LEDGER, WHICH IS NOT NECESSARILY THE DATE OR TIME THAT YOU INITIATED THE TRANSACTION. THE VALUE OF GAME NFTS MAY BE DERIVED FROM THE CONTINUED WILLINGNESS OF MARKET PARTICIPANTS TO EXCHANGE FIAT CURRENCY OR DIGITAL ASSETS FOR GAME NFTS, WHICH MAY RESULT IN THE POTENTIAL FOR PERMANENT AND TOTAL LOSS OF VALUE OF A PARTICULAR GAME NFT SHOULD THE MARKET FOR THAT GAME NFT DISAPPEAR. YOU AGREE AND UNDERSTAND THAT YOU ARE SOLELY RESPONSIBLE FOR DETERMINING THE NATURE, POTENTIAL VALUE, SUITABILITY, AND APPROPRIATENESS OF THESE RISKS FOR YOURSELF, AND THAT WE DO NOT GIVE ADVICE OR RECOMMENDATIONS REGARDING GAME NFTS, INCLUDING THE SUITABILITY AND APPROPRIATENESS OF, AND INVESTMENT STRATEGIES FOR, GAME NFTS. YOU AGREE AND UNDERSTAND THAT YOU ACCESS AND USE THE PLATFORM AND SERVICES AT YOUR OWN RISK. YOU AGREE AND UNDERSTAND THAT WE WILL NOT BE RESPONSIBLE FOR ANY COMMUNICATION FAILURES, DISRUPTIONS, ERRORS, DISTORTIONS OR DELAYS YOU MAY EXPERIENCE WHEN USING GAME NFTS, HOWEVER CAUSED.
8. DISCLAIMERS
EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY US, THE PLATFORM, SERVICES AND ANY CONTENT CONTAINED THEREIN, AND ANY AND ALL GAME NFTS LISTED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE PLATFORM, SERVICES AND GAME NFS WILL (1) MEET YOUR REQUIREMENTS; (2) BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (3) BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. WE WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON MATERIAL OR INFORMATION, CONTAINED ON THE PLATFORM. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT PLATFORM CONTENT IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WHILE WE ATTEMPT TO MAKE YOUR ACCESS TO AND USE OF THE PLATFORM AND SERVICES SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE PLATFORM, SERVICES, ANY GAME NFTS LISTED ON OUR PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR GROSS NEGLIGENCE. WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKE NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE PLATFORM, SERVICES OR GAME NFTS INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (A) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED ADDRESSES; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED DIGITAL WALLET FILES; (D) UNAUTHORIZED ACCESS TO APPLICATIONS; (E) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTE FORCING OR OTHER MEANS OF ATTACK AGAINST THE PLATFORM OR GAME NFTS. GAME NFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED ON THE Base NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN THE Base NETWORK. WE ARE NOT RESPONSIBLE FOR SUSTAINED CASUALTIES DUE TO VULNERABILITY OR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE (E.G., DIGITAL WALLET, SMART CONTRACT), BLOCKCHAINS OR ANY OTHER FEATURES OF THE GAME NFTS. THE COMPANY IS NOT RESPONSIBLE FOR CASUALTIES DUE TO LATE REPORT BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING GAME NFTS INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT. NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT LIABILITY OF EITHER PARTY FOR FRAUD, DEATH OR BODILY INJURY CAUSED BY NEGLIGENCE, VIOLATION OF LAWS, OR ANY OTHER ACTIVITY THAT CANNOT BE LIMITED OR EXCLUDED BY LEGITIMATE MEANS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
9. LIMITATION OF LIABILITY
YOU ARE SOLELY RESPONSIBILE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE PLATFORM, SERVICES, GAME NFTS OR ANY DOWNLOAD OF CONTENT ASSOCIATED WITH THE USE THEREOF. TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE COMPANY, ITS PARENTS, AFFILIATES, RELATED COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, AND LICENSORS (THE “COMPANY ENTITIES”) BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION, OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PLATFORM, SERVICES OR GAME NFTS), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE PLATFORM, SERVICES OR GAME NFTS OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU IF YOU ARE A VERIFIABLE RESIDENT OF THOSE JURISDICTIONS. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE GREATER OF (I) THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, FOR GAME NFTS GIVING RISE TO THE CLAIM, OR (II) $100 USD. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
10. Indemnification
To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless the Company Entities from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, 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 known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Platform, Services or Game NFTs, (c) your violation of these Terms, (c) your violation of the rights of a third party, including another user and (e) your failure to pay any Taxes or Sales Taxes in connection with your transactions on the Platform or through Services. You agree to promptly notify us of any third party Claims and cooperate with the Company Entities in defending such Claims. You further agree that the Company Entities shall have control of the defense or settlement of any third party Claims.
11. KYC, AML, Sanctions and Export Policy
You may not use Game NFTs in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by the United States Office of Foreign Asset Control (OFAC). You warrant and represent that you are not located in, under the control of, or a national or resident of any embargoed country. By purchasing Game NFTs, you represent and warrant that you are not located in any such country or on any such list. You are responsible for and hereby agree to comply at your sole expense with all applicable export laws and regulations. We do not claim, and we cannot guarantee that the Game NFTs will be appropriate or available for any location or jurisdiction, comply with the laws of any location or jurisdiction, or comply with laws governing export, import, or foreign use. To comply with applicable “know your customer” (“KYC”), “know-your-business” (“KYB”) and “anti-money laundering” (“AML”) laws and regulations, the Company reserves the right to request certain information from you to confirm your (i) personal or corporate identity; (ii) source of funds; and (iii) your eligibility to enter into these Terms with the Company and to acquire Game NFTs.
12. Governing Law
The laws of the British Virgin Islands (“BVI”) shall govern the validity of these Terms, the construction of the terms herein and the interpretation of the rights and duties of the parties hereto.
13. Disputes
Any controversies arising out of these Terms or their interpretation (“Disputes”), shall be settled through mediation in the BVI. By accepting these Terms, you irrevocably waive any objection to jurisdiction and venue of any action instituted hereunder and shall not assert any defense based on lack of jurisdiction or venue or based upon forum non conveniens.
a.Proceedings suspended. A party must not begin legal proceedings in connection with a Dispute arising out of or in connection with these Terms unless the steps in this section have been followed. However, this limitation does not apply:
i.to a party who wants to apply for equitable relief or urgent interlocutory relief;
or
ii.to a party who attempts in good faith to comply with section 13(c) but cannot do so because of non-compliance of the other party.
b.Notice of dispute. If a Dispute arises out of or in connection with these Terms, a party shall promptly notify the other party to the Dispute. The notice must specify the Dispute and indicate that the notifying party wants the Dispute to be referred to mediation. All notices to the Company should be delivered via e-mail specified in section 19.
c.Commencement of mediation.
i.If the Dispute is not resolved within 15 business days after a notice under section 13(b) has been served (“Notice Period”), the Dispute is by this section submitted to mediation.
ii.The mediation must be conducted in the BVI by a single mediator in accordance with the mediation guidelines / rules of the BVI Court-Connected Mediation Programme, save any process in this section which is inconsistent with those guidelines or rules.
iii.If the Dispute is not resolved within 1 month after the appointment of the mediator, either party may initiate legal proceedings to resolve the dispute.
iv.Each party must keep confidential all information relating to the subject matter of a Dispute as disclosed during or for the purposes of dispute resolution under this section 13, unless that party is compelled by a regulatory or government authority, court or tribunal to disclose that information.
14. Relationship
Nothing in these Terms constitutes the parties as partners or agents of the other and no party has any authority to bind the other legally or equitably save as expressly stated in these Terms. You acknowledge that the Company Entities are not, and will not be, by virtue of providing Game NFTs to you, advisors or fiduciaries to you. You further acknowledge that Game NFTs are not intended for investment purposes and that the acquisition of Game NFTs by you does not create an investor relationship between you and the Company Entities.
15. Severability
If any term, clause, or provision of these Terms is held invalid or unenforceable, then that term, clause, or provision shall be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, cause, or provision, or any other terms, clause, or provision of these Terms.
16. Force Majeure
We will not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any of our obligations under these Terms or in operating the Platform and/or Services, when and to the extent such failure or delay is caused by or results from any events beyond the Company’s ability to control, including flood, fire, earthquake, epidemics, pandemics, quarantine restrictions, tsunami, explosion, war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, government order, law, regulation or action, embargoes or blockades, strikes, labor stoppages or slowdowns or other industrial disturbances, shortage of adequate or suitable Internet connectivity, telecommunication breakdown, shortage of adequate power or electricity, and other similar events beyond our control.
17. Assignment.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without our prior express written consent, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof will be null and void.
18. Agreement
These Terms, together with any amendments hereto and any additional agreements and terms incorporated herein by reference, comprise the entire agreement between you and the Company relating to your purchase, access to and use of any Game NFTs you have purchased, and supersede any and all prior discussions agreements, and understandings of any kind. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.
19. How to Contact Us
You may contact us regarding Game NFTs or these Terms by email contacts@clashofcoins.com