Terms and Conditions

Last Updated: May 19, 2024

Welcome to the website (https://www.virtualsociety.foundation/) which is owned and operated by Metaversal Economy (BVI) ServiceCo Ltd., a British Virgin Islands ("BVI") business company ("Virtual Society", "we" or "us"), a wholly owned subsidiary of The Virtual Society Foundation, a Cayman Islands foundation company ("Foundation").

Please review the following terms and conditions (as may be amended from time to time, these "Terms") carefully before using or accessing the Website.

For information on how we collect, use, share, and process your information, please refer to our Privacy Policy.

1. Acceptance of Terms

By accessing or using the Website, you acknowledge that you have read, accept without modifications and agree to be bound by these Terms and all terms incorporated herein by reference, which form a legally binding agreement between you and Virtual Society. If you do not accept or agree to these Terms, you are not allowed to access or use the Website, and must immediately discontinue any use thereof.

2. Intellectual Property

All content on the Website, including text, graphics, logos, images, audio clips, digital downloads, and data compilations, is the property of Virtual Society or its content suppliers and is protected by copyright and other intellectual property laws. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained from the Website.

3. Use of Website; License

Virtual Society hereby grants you a limited, non-exclusive, non-transferable, royalty-free, revocable license for the term hereof to access and download, display, and print one copy of the Website on any single computer solely for your internal, business use, provided that you do not modify the Website in any way and that you comply with these Terms (the "License"). The License granted in this Section 3 shall terminate automatically and immediately upon the occurrence of any of the following events: (i) these Terms expire or are terminated; (ii) you violate these Terms; (iii) Virtual Society chooses to terminate the License or your access to the Platform at its sole and absolute discretion, with or without reason.

You are expressly and emphatically restricted from all of the following:

  • (i) publishing any Website material in any media;
  • (ii) selling, sublicensing or otherwise commercializing any Website material;
  • (iii) publicly performing or showing any Website material;
  • (iv) using this Website in any way that is, or may be, damaging to this Website;
  • (v) using this Website in any way that impacts user access to this Website;
  • (vi) using this Website contrary to applicable laws and regulations, or in a way that causes, or may cause, harm to the Website, or to any person or business entity;
  • (vii) engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to this Website, or while using this Website; and
  • (viii) using this Website to engage in any advertising or marketing.

Certain areas of this Website are restricted from access by you and Virtual Society may further restrict access by you to any areas of this Website, at any time, in its sole and absolute discretion.

4. Prohibited Persons

To be eligible to access and use the Website, you must neither be a Prohibited Person nor access or use the Website for the benefit of a Prohibited Person. Accordingly, you represent and warrant to Virtual Society that you are neither a Prohibited Person nor accessing or using the Website for the benefit of a Prohibited Person.

If at any time you become a Prohibited Person, then you must discontinue using or accessing the Website.

"Prohibited Person" means [persons who are (i) operationally based or domiciled in a country or territory in relation to which sanctions imposed by the US Department of the Treasury’s Office of Foreign Assets Control ("OFAC"), the US Department of the Treasury’s Financial Crimes Enforcement Network ("FinCEN"), the United Nations ("UN") Security Council, European Union ("EU") and/or United Kingdom ("UK"), or (ii) otherwise subject to sanctions imposed by the UN, OFAC, FinCEN, the EU and/or the UK (including as the latter are extended to the Cayman Islands or the British Virgin Islands by His Majesty’s Government of the United Kingdom by Orders in Council)].

5. User Conduct, Warranties and Acknowledgments

The website is intended for users who are at least 18 years old. By accessing and using the Website, you represent and warrant that you are at least 18 years of age (or the age of legal majority), or are accessing the Website under the supervision of a parent or guardian, and that you are legally capable of entering into a contract. If you are a parent or legal guardian of a user under the age of 18 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such user in relation to the Website. If you access or use the Website on behalf of another person or entity, you represent and warrant that you are authorized to accept these Terms on their behalf and you agree to the Terms on their behalf. You agree not to use the Website for any unlawful purpose or to violate any applicable laws or regulations.

Your use of the Website is subject to the laws, regulations, and rules of any applicable governmental or regulatory authority, including, without limitation, all applicable tax, securities, anti-money laundering and counter-terrorist financing, proliferation financing provisions and sanctions ("Applicable Law"). You agree to act in compliance with and be legally bound by these Terms and all Applicable Law. You may not access or use the Website if you are in any jurisdiction where such access or use is prohibited by the Applicable Laws. These Terms are conditioned on your continued compliance at all times with these Terms and all Applicable Law.

Neither the Foundation nor any of its subsidiaries are registered with or licensed by the Cayman Islands Monetary Authority under the Securities Investment Business Act (as revised) of the Cayman Islands or otherwise, the BVI Financial Services Commission under the Securities Investment Business Act (as revised) of the British Virgin Islands or otherwise, or by any other governmental authority in any jurisdiction in the world.

The introduction of any changes to the Virtual Assets (Service Providers) Act (as revised) of the Cayman Islands or the British Virgin Islands Virtual Assets Service Providers Act (as revised) of the British Virgin Islands, as applicable, or any guidance issued in connection therewith, or any change to the business activities of the Foundation and/or any of its subsidiaries, may result in one or all of them becoming subject to regulation in the Cayman Islands or the British Virgin Islands, as applicable, which may impact the provision of the services hereunder.

6. Limitation of Liability

Your access to and use of the Website is at your own risk and we expressly disclaim warranties or conditions of any kind, either express or implied. To the fullest extent permitted by applicable laws, in no event shall Virtual Society be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the materials on the Website, even if Virtual Society or an authorized representative has been notified orally or in writing of the possibility of such damage.

7. Indemnity

To the fullest extent permitted by applicable laws, you hereby agree to indemnify, defend, and hold harmless Virtual Society, the Foundation and each of their officers, directors, employees, agents, and affiliates, from and against any and all liabilities, costs, demands, causes of action, damages and expenses (including reasonable attorney’s fees) arising out of or in any way related to (i) your breach or alleged breach of any of the provisions of these Terms, (ii)your access to or use of the Website; (iii) exercising, enforcing or preserving Virtual Society’s rights, powers or remedies (or considering doing so) with respect to you in connection with these Terms.

Virtual Society reserves the right to exercise sole control over the defense, at your sole cost and expense, of any claim subject to an indemnity set out in this Section 7. The indemnity set out in this Section 7 is in addition to, and not in lieu of, any other remedies that may be available to Virtual Society under the applicable law.

8. No Warranties and Representations

The Website is provided on an "as is" and "as available" basis, and any access to and use of the Website will always be at your own risk. Virtual Society makes no warranty of any kind, express or implied, including, but not limited to, the implied warranties of title, non-infringement, integration, merchantability, and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, with respect to the Website, all of which are expressly disclaimed.

Virtual Society does not warrant, whether expressly or impliedly, and expressly disclaims any warranty and/or representation that:

  • (i) the Website will work as expected, or that any information provided through the Website or otherwise communicated in connection with the Website and its operation, will be timely, accurate, reliable, complete, true or correct;
  • (ii) the Website will be secure, error-free or available at any particular time or place, or will continue working, operating or functioning for any period of time;
  • (iii) any defects, flaws, bugs or errors in the Website will be corrected; and
  • (iv) the Website will be free of viruses, bugs, trojan horses, malfunctions, or other harmful components, or properly protected from hacker, malware or other attacks, or third-party hostile interferences.

9. Links to Third-Party Websites or Resources

The Website may provide links to third-party websites or resources for your convenience. However, we are not responsible for the content, products, or services on or available from those resources, or for any links displayed on such websites. You acknowledge sole responsibility for, and assume all risk arising from, your use of any third-party resources.

10. Availability and Access

Generally, we are not going to terminate access to the Website for any eligible person, the Website is public and generally can be accessed without login or registration. At the same time, the availability and functionality of the Website depend on various factors. Virtual Society does not warrant or guarantee that the Website will operate and/or be available at all times without disruption or interruption, or that it will be immune from unauthorized access, bug-, virus-, or error-free.

The Website may be inaccessible or inoperable from time to time for any reason, including, for example, equipment malfunctions, maintenance procedures or repairs, updates, force majeure circumstances, disruptions, sophisticated hacker or malware attacks, and temporary or permanent unavailability of the Website or its underlying blockchain infrastructure, and/or unavailability of respective third-party services or services of external partners. Accordingly, the access to or use of the Website may be prevented or limited without notice.

We may, at our sole and absolute discretion, at any time and without prior notice and liability terminate or discontinue the Website or any of its components.

11. Restriction of Access

Virtual Society may, at its sole and absolute discretion, limit, suspend or restrict access to the Website or any of its components for persons who reside or are located in specific jurisdictions or territories, including in accordance with its internal risk management policies or due to legal uncertainty. You hereby agree that Virtual Society may install and utilize certain software, solutions and/or tools (for example, geo-blocking solutions) that allow for identifying users from certain restricted jurisdictions, or those who have violated these Terms or the law, and restrict their access to and use of the Website.

Virtual Society may further restrict or suspend your access to and/or use of the Website or any of its components, as well as any products or services provided by Virtual Society with immediate effect and without notification if Virtual Society, acting at its sole discretion, determines that (i) you have violated or are likely to violate these Terms, applicable laws or regulations, or (ii) you or your actions create possible legal exposure for Virtual Society.

12. No Advice

No part of the information or content available on the Website or otherwise communicated by Virtual Society, the Foundation or other person on their behalf should be considered to be business, legal, financial, investment, or tax advice, or advice of a broker regarding any matters to which all or any part of such information relates. You should consult your own legal, financial, tax, or other professional advisor regarding this information. We shall not be responsible for the accuracy of the information and materials contained on or provided through the Website, therefore any use of such information and materials is at your own discretion and risk, and you shall be solely responsible for any possible damages or losses arising from such use.

13. Governing Law and Jurisdiction

These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with their subject matter shall be governed by and construed and enforced in accordance with the laws of the Cayman Islands.

The courts of the Cayman Islands shall have exclusive jurisdiction in any legal suit, action, proceeding, or dispute arising out of or related to these Terms or the transactions contemplated hereby, and you hereby agree that any such action, suit, proceeding or dispute shall be brought only in such courts. You waive any objection to venue in any such courts.

14. Changes to Terms

Virtual Society reserves the right to revise these Terms at any time without prior notice at our sole discretion. If we make any changes to these Terms, we will notify you of such changes by providing notice via the Website and/or by updating the "Last Updated" date above. Unless otherwise specified in our notice, updated Terms shall be effective immediately, and by continuing to use the Website, you agree to be bound by the then-current version of these Terms. If you do not agree to any amended Terms, you must immediately discontinue any access to or use of the Website.

15. Data Protection

We may obtain personal data about you during the account opening process and may subsequently obtain personal data about you either from you directly or from third-parties. Our Privacy Policy explains why we collect your personal data, how we will use it, the circumstances in which we may transfer it outside of the BVI and how we will keep it safe. Any changes to our Privacy Policy will be notified to you by posting updated versions on our website.

16. Force Majeure

Virtual Society shall not be held liable or responsible for any non-performance or undue performance of its obligations hereunder if such non-performance or undue performance results from or is caused, directly or indirectly, by the Force Majeure circumstances. Force majeure circumstances (the "Force Majeure") include, without limitation, (i) fire, flood, hostility, pandemic, the act of God, explosion, strike, (ii) war, undeclared war, civil war, revolution, riot, act of terrorism, military actions and operations, (iii) epidemic, pandemic, insurrection, riot, labour dispute, accident, (iv) sanctions, government actions, embargoes, (v) injunctions, cease and desist orders, restraining or similar orders, other actions of a court, governmental or other authorities, (vi) weaknesses, vulnerabilities and bugs in, and mulfunctions of, the software, blockchain networks, smart-contracts, other technologies related to, relied upon by, or used in connection with, the Website; (vii) actions, failures to act or inactions of third-party service providers or other third parties, including other users having different roles, fraud or theft of funds by third parties (including so-called "exit-scams"), (viii) system interference and/or destruction by any malicious programs, (ix) power failure, equipment or software malfunction or error, (xi) other circumstances beyond the control of Virtual Society interfering the performance hereof.

17. Severability

If any term, clause, or provision of these Terms is held to be void, invalid, unlawful or unenforceable, then that term, clause, or provision will be severable from these Terms (to the minimum extent necessary) and will not affect the validity or enforceability of any remaining part of that term, clause, or provision, or any other term, clause, or provision of these Terms.

18. Survival

All Sections hereof which by their nature should survive the termination of these Terms, including those protecting our rights and limiting its liabilities, shall continue in full force and effect subsequent to and notwithstanding any termination of these Terms by us or you. Termination will not limit any of our other rights or remedies at law or in equity.

19. No Waiver

No failure or delay by Virtual Society to exercise any right or remedy provided under these Terms or law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

20. Entire Agreement

These Terms, together with any documents incorporated herein by reference, contain the entire agreement between you and Virtual Society concerning the matters contemplated herein and supersede all prior and contemporaneous understandings, writings, letters, statements or promises between you and Virtual Society regarding the subject matters hereof. Unless otherwise expressly provided herein, there shall be no third-party beneficiaries hereto.

21. Assignment

These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of us, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Virtual Society may assign these Terms without your consent as part of the sale of all or substantially all of its business, or as part of a corporate restructuring. For the avoidance of doubt, Virtual Society may assign and transfer these Terms, and all and any rights and obligations hereunder to its Affiliate or successor, or in connection with the redomiciliation to another jurisdiction, without your consent or approval, or any prior notice. "Affiliate" means a person controlling, controlled by, or under the same common control as Virtual Society.

22. Language

Currently, only the English version of these Terms and any communications hereunder is considered official. The English version shall prevail in case of differences in translation of any materials, information, documents, communications or other content.

23. Miscellaneous

The word "and/or" as used in these Terms has an inclusive meaning, equivalent to "or". The terms ‘include’ and ‘including’ will be deemed to be immediately followed by the phrase "without limitation." The headings appearing at the beginning of several Sections contained in these Terms have been inserted for identification and reference purposes only and must not be used to construe or interpret these Terms. The word "will" as used in these Terms has its common meaning, as well as the meaning ascribed to the word "shall": expressing a current obligation, or obligation that will arise in the future. Defined terms in the singular include the plural and vice versa. Words in the masculine gender include the feminine and neuter gender and vice versa. Words such as "herein," "hereinafter," "hereto," "hereby," and "hereunder," when used in these Terms, refer to these Terms as a whole, unless the context otherwise requires.

Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties hereto and are not intended to confer third-party beneficiary rights upon any other person or entity.

24. Communications and Contact Information

Communications and transactions between us may be conducted electronically. If you provide us your email address, we may (but will not be obliged to) send communications to you by email.

If you have any questions about these Terms, please contact us at [media@virtualsociety.foundation]. Virtual Society may require you to provide additional data or documents that will allow us to identify you and properly assess your inquiry.