Sequence Marketplace User Interface Terms of Use

Version 2.0

Last revised on: June 15, 2022

Please review these Terms of Use (“Sequence Marketplace User Interface Terms”) carefully, as they set forth the legally binding terms and conditions that govern your use of our website located at https://sequence.market (“Website”) including related trademarks, software code, and other intellectual property (together, the “Sequence Marketplace Services”).

By accessing or using the Sequence Marketplace Services, you agree to these Sequence Marketplace User Interface Terms on behalf of yourself and any entity you represent, and you represent and warrant that you have the right and authority to do so. You further represent and warrant that you are fully able and competent to enter into, and abide by and comply with, the Sequence Marketplace User Interface Terms.

By accessing or using the Sequence Marketplace Services, you represent that you are of the legal age of majority in your jurisdiction as may be required to access and use the Sequence Marketplace Services. 

The Website is a copyrighted work belonging to Horizon Blockchain Games Inc. (“Horizon,” “Company,” “HBG,” “us,” “our,” and “we”). 

SOME JURISDICTIONS (WHICH MAY INCLUDE QUEBEC, CANADA) DO NOT ALLOW MANDATORY ARBITRATION, PROHIBITIONS AGAINST CLASS ACTIONS OR GOVERNING LAW AND FORUMS OTHER THAN WHERE THE INDIVIDUAL CONSUMER IS LOCATED. IF YOU ARE LOCATED IN ONE OF THESE JURISDICTIONS, THE FOLLOWING SENTENCE MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS. THESE TERMS REQUIRE THE USE OF ARBITRATION, AS SET FORTH IN MORE DETAIL IN SECTION 8 BELOW, ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

1. Niftyswap.

1.1 Niftyswap protocol. Niftyswap is a decentralized protocol for swapping collectible virtual goods comprised of an audited smart contract developed by HBG and deployed by HBG to the various blockchain networks such as Ethereum, Polygon, and other Ethereum-compatible blockchains (the “Relevant Blockchains”). Niftyswap is designed to facilitate swapping of blockchain-based collectible virtual goods created through the use of smart contracts employing a particular standard known as ERC-1155. Niftyswap provides for the creation of liquidity pools, each comprised of a particular ERC-1155 standard collectible digital asset paired with another ERC-1155 digital asset referred to as an “ERC-1155 Base Currency”, to establish automated markets from which users can buy and sell such assets in peer-to-pool transactions. Niftyswap is comprises open-source software including a smart contract (the “Factory Contract”) that allows for the creation of exchange smart contracts (the “Niftyswap Exchange Contract(s)”), each of which are specific to a particular ERC-1155 standard digital asset paired with a particular ERC-1155 Base Currency. The Niftyswap Exchange Contract handles the logic for exchanging ERC-1155 assets for a particular ERC-1155 Base Currency. Pricing of ERC-1155 assets contributed to a Niftyswap liquidity pool is determined using a constant product function in which the price of such an asset is a function of the amount of ERC-1155 Base Currency held in reserve in the liquidity pool and the amount of the ERC-1155 asset held in the liquidity pool reserve. HBG developed the Niftyswap protocol and deployed the Factory Contract to the Relevant Blockchains. HBG does not operate, maintain, or control the Niftyswap protocol – now that the smart contracts comprising the protocol have been deployed, the Niftyswap protocol operates autonomously.

1.2 Website. HBG provides access to the Niftyswap protocol through the Website, which is a frontend user interface designed to provide convenient access to the open-source software comprising Niftyswap. The open-source software that comprises Niftyswap is also accessible directly via the command line (“Direct Access”) and may be accessible via other frontend user interfaces that may develop in the future. The Website allows a user to read and display data associated with blockchain address for which that user controls the associated private key and to interact with the Niftyswap protocol by generating standardized transaction messages in order to engage in transactions, establish a liquidity pool, or contribute liquidity to an existing pool. With the necessary technical expertise, it is possible to generate transaction messages to interact with Niftyswap via Direct Access without use of the Website, and there is no prohibition herein, or separate license required or fee payable to HBG in order to do so. 

1.3 Connecting a Wallet. In order to access the Niftyswap protocol through the Website or Direct Access to engage in transactions, a user must first connect a wallet (“Wallet”). Users of the Website can connect a Sequence or other Ethereum compatible wallet in order to access the Niftyswap protocol and engage in transactions or begin providing liquidity or create a new liquidity pool.

1.4 Fees.

(a) A royalty fee may be imposed with respect to Exchange Contracts at the discretion of the ERC-1155 token owner that owns the ERC-1155 token contract (“Royalty Fees”). Royalty Fees are a component of the Exchange Contracts and are set at the smart contract level with the default fee set at 0% of the value of the assets transacted or at the percentage specified by the ERC-1155 token contract if it supports ERC-2981. Royalty Fees will be stored in the Exchange Contract and can be withdrawn at anytime to the Royalty Fee recipient specified by ERC-2981 in the ERC-1155 contract.

(b) Transactions initiated from the Website are subject to an additional fee of 2% that is implemented on the front-end rather than at the smart contract level (the “Front-end Fee”). HBG collects Front-end Fees. 

(c) Liquidity provider fees are also assessed with respect to each transaction using Niftyswap (the “LP Fee”). The LP Fee is a component of the Exchange Contract on its creation and is set such that it applies to each transaction involving such Exchange Contract. Different liquidity pools may have different LP Fees and users can choose the pools they interact with taking such LP Fees into account. The LP Fee is not collected by HBG and is instead retained in the Exchange Contract and paid out to liquidity providers when they withdraw their liquidity from a particular Niftyswap liquidity pool. 

(d) Using the Niftyswap protocol deployed to the Relevant Blockchain to engage in transactions will require that you pay network fees for processing those transactions on the Relevant Blockchain (“gas fees”). You understand that you are solely responsible for the payment of any such gas fees associated with transactions you enter into using the Niftyswap protocol and that you must ensure, prior to initiating such a transaction, that you have sufficient assets in your Wallet cover the applicable gas fee and complete any transaction on the Niftyswap protocol. HBG has no control over any such transaction or the associated gas fee nor does it receive any portion of such gas fee. Such network transaction fees may fluctuate over time depending on a variety of factors.

Under no circumstances shall HBG incur any liability, of any kind, to you arising from or relating to fees charged to you through Niftyswap. Although we attempt to provide accurate fee information, any such information may vary from the fees actually paid to use Niftyswap and interact with the Ethereum blockchain or any other network with which Niftyswap is compatible. Pricing information may be higher or lower than prices available on platforms providing similar services. HBG may not be held liable for, and you hereby forever release HBG from, any losses or other liabilities arising from any inaccurate fee information provided in connection with any use of Niftyswap.

1.5 Third-Party Protocol. Niftyswap is a third-party protocol that is not operated or maintained by HBG. Access to this third-party protocol via the Website is provided for your convenience only and does not constitute HBG’s approval, endorsement, or recommendation of such third-party protocol for you. You access and use such third-party protocol based on your own evaluation of that protocol and at your own risk. You understand that your use of Niftyswap is not governed by these Terms. If you decide to access Niftyswap through the Website (or otherwise), you will solely be responsible for reviewing, understanding, and accepting the terms, conditions and risks associated with the use of Niftyswap and/or any other documentation governing its use. You understand that when you use the Sequence Marketplace Services to access Niftyswap that you are at no time transferring your assets to us and that Horizon will never be in control of assets maintained in the Wallet you use to connect to Niftyswap. We expressly disclaim all responsibility and liability in connection with your use of Niftyswap or any other third-party protocol or service you access using the Website. Our Privacy Policy does not apply to your use of Niftyswap or any other third-party protocol or service. Your use of a third-party protocol or service is subject to the terms of use and privacy policies applicable to such protocol or service, if any.

1.6 Other Disclaimers. HBG does not operate a digital asset exchange platform or offer trade execution or clearing services and, therefore, has no oversight, involvement, or control concerning your transactions using the Sequence Marketplace Services. All transactions involving users of Sequence Marketplace Services are executed peer-to-pool directly through the users' Relevant Blockchain network addresses interacting with third-party smart contracts. You are responsible for complying with all laws that may be applicable to or govern your use of the Sequence Marketplace Services

You understand that HBG is not registered or licensed by the Ontario Securities Commission, Commodity Futures Trading Commission (“CFTC”), Securities and Exchange Commission (“SEC”) or any financial regulatory authority in Canada, the United States or any other jurisdiction. No financial regulatory authority has reviewed or approved the use of the Sequence Marketplace Services. The Sequence Marketplace Services do not constitute advice or a recommendation concerning any commodity, security, or other digital asset or instrument. HBG is not acting as an investment adviser or commodity trading adviser to any person or entity. HBG does not make any representations or warranties as to the functionality of the any Relevant Blockchain, or that any Relevant Blockchain will operate free from interruptions, delays, defects and/or errors that may delay, hinder or prevent the transmission of transactions or messages to or on such Relevant Blockchain, or any other blockchain network. The Sequence Marketplace Services rely on emerging technologies, such as the Ethereum network, or other networks. 

2. Representations. 

2.1 You make the following representations regarding your use of the Sequence Marketplace Services:

(a) You represent and warrant that you are legally permitted to use the Sequence Marketplace Services in your jurisdiction including controlling digital assets and interacting with the Sequence Marketplace Services in any way. You further represent you are responsible for ensuring compliance with the laws of your jurisdiction and acknowledge that Horizon is not liable for your compliance or non-compliance with such laws.

(b) You represent and warrant that you are not a person or entity identified on: (i) a list established under section 83.05 of the Criminal Code (Canada), any Regulations made under the United Nations Act (Canada), the Freezing Assets of Corrupt Foreign Officials Act (Canada), the Justice for Victims of Corrupt Foreign Officials Act (Canada), the Special Economic Measures Act (Canada) or any other Canadian statutes or regulations that take legislative measures against terrorist financing and against financial dealings with certain sanctioned individuals and entities; (ii) a list of specially designated national and/or blocked persons maintained by the Office of Foreign Assets Control of the United States Treasury Department; (iii) a list of denied persons or parties of concern maintained by the Bureau of Industry and Security of the United States Department of Commerce; or (iv) any similar list promulgated by an official agency, ministry or department of the United States. 

(c) You represent and warrant that you are not a resident of, or located in, any of the countries listed here to which Canada, the United States or other authorities have applied legal restrictions or sanctions (a “Prohibited Jurisdiction”).

(d) You represent that you will not disrupt, interfere with, or otherwise adversely affect the normal flow of the Sequence Marketplace Services or otherwise act in a manner that may negatively affect other users' experience when using the Sequence Marketplace Services. This includes taking advantage of errors and any other act that intentionally abuses or goes against the design of the Sequence Marketplace Services.

(e) You represent and warrant that you are sophisticated in using and evaluating blockchain technologies and related blockchain-based digital assets, including but not limited to the Ethereum network, smart contract systems, and automated market making protocols. Specifically, you represent and warrant that you have evaluated and understand the operation of, and the risks associated with, the Website and the Niftyswap Protocol and have not relied on any information, statement, representation, or warranty, express or implied, made by or on behalf of HBG with respect to the Niftyswap Protocol.

(f) You represent and warrant that you have read and understood the risks associated with accessing and using the Niftyswap protocol via the Website as set forth herein.

(g) All of the above representations and warranties are true, complete, accurate and not misleading from the time of your acceptance of the Sequence Marketplace User Interface Terms and are deemed repeated each time you use the Site.

(h) We welcome feedback, comments, ideas, and suggestions for improvements to the Sequence Marketplace Services ("Feedback"). You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon or improvements with respect to and otherwise exploit and commercialize the Feedback and any such derivative works and improvements in any manner and for any purpose.

Horizon reserves the right to determine what conduct it considers to be a breach of these representations. Horizon reserves the right to take action as a result, which may include prohibiting you from accessing services provided by Horizon, in whole or in part. Any restrictions imposed by Horizon will not affect your ability to transfer your digital assets. 

2.2 You acknowledge and accept the following risks associated with digital assets and the use of decentralized smart contract protocols, such as the Niftyswap protocol accessible via the Website:

(a) HBG is not a party to any transaction that takes place on the Niftyswap protocol and is not responsible for any such transaction. You are responsible for transactions you enter into on the Niftyswap protocol. You understand that the smart contracts that comprise the Niftyswap protocol may have vulnerabilities subject to exploitation and that the underlying code may not be free from bugs or other errors. You understand that you are responsible for reviewing and understanding the smart contract code before accessing and using the Niftyswap protocol via the Website and that if you do not have the expertise necessary to do so that you should engage professionals to assist you with same.

(b) You are solely responsible for securing the private key(s) or other login credentials associated with the Wallet you use to access Sequence Marketplaces. You understand that anyone who obtains your private keys or login credentials may access your Wallet with or without your authorization and may transfer any digital assets accessible through your Wallet. 

(c) The value of any digital asset, where value is attached to such an asset, may fluctuate. Horizon makes no guarantees as to the price or value of any digital asset on the Niftyswap protocol or any other third-party market. You acknowledge and accept the risk that your digital assets, or any digital assets you acquire may lose some or all of their value and you may suffer loss due to the fluctuation of prices of tokens and/or significant price slippage and cost.

(d) The following risks are associated with using digital assets: the risk of losing private keys, theft resulting from third-parties discovering your private key, value fluctuation on the secondary market, disruptions to the Relevant Blockchain caused by network congestion, lack of usability of the assets due to a hard fork or other disruption to the Relevant Blockchain, or errors or vulnerabilities in the smart contract code associated with a given digital asset or transactions involving digital assets. Transfers on blockchain networks are irreversible. Once an instruction, signed by the required private key(s), to transfer a digital asset from one blockchain address to another has been executed it cannot be undone.

(e) In the event of a change to an underlying blockchain network, or other network disruption, resulting in a fork of the blockchain into one (or more) additional blockchains, transactions on the blockchain may be disrupted, including transactions involving the Niftyswap protocol.

(f) Polygon is a sidechain of Ethereum, meaning it runs in parallel to Ethereum and provides a two way bridge enabling users to bring Ethereum-based assets on to Polygon from Ethereum and vice-versa. Because Polygon and similar blockchains are their own separate blockchains, the security of such blockchains is independent from the security of Ethereum. The instantiation of Polygon on which the Niftyswap protocol is deployed utilizes a consensus mechanism with a limited number of validators. On a network with concentrated validators there is a greater risk that participants may collude and make arbitrary changes, which, among other things, might potentially result in users being blocked from porting assets on Polygon back to Ethereum. Similar risks are associated with other sidechain blockchains to which the Niftyswap protocol may be deployed.

(g) The Niftyswap protocol allows participants to engage in a variety of activities which include buying digital assets from Niftyswap liquidity pools, creating new liquidity pools, and contributing liquidity to liquidity pools. Users of the Niftyswap protocol bear the risks of interacting with the Niftyswap protocol when they participate in these activities. Because these activities are occurring through a decentralized protocol, users understand that there are no licensed intermediaries involved in these activities and that they may have limited recourse in the event that they lose value when interacting with the Niftyswap protocol.

(h) You are solely responsible for determining the tax implications and tax reporting requirements associated with transactions you engage in by accessing Niftyswap via the Website and for paying any applicable taxes. Horizon is not responsible for determining whether there are tax implications in connection with such transactions, for reporting any such transactions, or for paying any applicable taxes.

(i) Horizon may modify or discontinue support for the Website at any time. Horizon reserves the right, at any time and without notice, in our sole and absolute discretion, to modify the Website.

3. Website Terms

3.1 Access to the Website

(a) License.  Subject to these Sequence Marketplace User Interface Terms, Horizon grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Website for your own personal and non-commercial use.

(b) Certain Restrictions. The rights granted to you in these Sequence Marketplace User Interface Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Website, whether in whole or in part, or any content displayed on the Website; (b) you shall not (directly or indirectly) modify, decipher, disassemble, reverse compile or reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Sequence Marketplace Services; (c) you shall not access the Website in order to build a similar or competitive website, product, or service; (d) you shall not translate, or otherwise create derivative works, adaptations, translations or compilations of any part of the Sequence Marketplace Services; (e) you shall not rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder; (f) you shall not frame or mirror any part of the Website without Horizon’s express prior written consent; (g) you shall not create a database by systematically downloading and storing content related to the Sequence Marketplace Services; (h) you shall not use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, harvest, index, “scrape,” “data mine” or in any way gather content related to the Sequence Marketplace Services or reproduce or circumvent the navigational structure or presentation of the Sequence Marketplace Services without Horizon’s express prior written consent; and (i) except as expressly stated herein, no part of the Website may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Website shall be subject to these Sequence Marketplace User Interface Terms. All copyright and other proprietary notices on the Website (or on any content displayed on the Website) must be retained on all copies thereof.

(c) Modification of the Website. Horizon reserves the right, at any time, to modify, suspend, or discontinue the Website (in whole or in part) with or without notice to you. You agree that Horizon will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Websites or any part thereof.

(d) No Support or Maintenance. You acknowledge and agree that Horizon will have no obligation to provide you with any support or maintenance in connection with the Website, unless specifically contracted for under a separate agreement.

(e) Ownership. Excluding any User Content that you may provide, you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Website and their content are owned by Horizon. Neither these Sequence Marketplace User Interface Terms nor your access to the Website transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in these Sequence Marketplace User Interface Terms. Horizon reserves all rights not granted in these Sequence Marketplace User Interface Terms. There are no implied licenses granted under these Sequence Marketplace User Interface Terms.

3.2 Accuracy of Information.  We attempt to ensure that the information that we provide on the Website is complete, accurate and current. Despite our efforts, the information on the Website may occasionally be inaccurate, incomplete or out of date. We make no representation as to the completeness, accuracy or correctness of any information on any Website.

3.3 Links to Third Party Websites. The Website may now or in the future contain links to third party websites. Where provided, these links are provided as a convenience to you. Horizon does not control and is not responsible for the content of such third-party websites or the conduct of the operators of such third-party websites, and we do not make any representations regarding the accuracy, copyright, or other statutory or regulatory compliance, legality, or decency of any of the content or other materials on such third-party websites. If you decide to access linked third-party websites, you do so at your own risk. 

3.4 Access to Protocol. The Website allows users to access the Niftyswap protocol. As described above, the Niftyswap protocol is comprised of smart contracts deployed to the Relevant Blockchain. Horizon does not have control over these smart contracts or the operation of the Niftyswap protocol. If you use the Website to access the Niftyswap protocol you should conduct your own evaluation of the protocol to ensure you understand how it works. You access the Niftyswap protocol at your own risk.

4. Disclaimers

SOME JURISDICTIONS (WHICH MAY INCLUDE QUEBEC) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, INCLUDING LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE FOLLOWING LIMITATION MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

THE SEQUENCE MARKETPLACE SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND HORIZON (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE SEQUENCE MARKETPLACE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SEQUENCE MARKETPLACE SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.

HORIZON DOES NOT ENDORSE ANY OTHER THIRD PARTY AND SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTIONS YOU ENTER INTO WITH OTHER USERS OF THE NIFTYSWAP PROTOCOL. YOU AGREE THAT HORIZON WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND OTHER USERS OF THE NIFTYSWAP PROTOCOL.

5. Term and Termination 

These Sequence Marketplace User Interface Terms will remain in full force and effect while you use the Sequence Marketplace Services. We may suspend or terminate your rights to use the Sequence Marketplace Services at any time for any reason at our sole discretion, including for any use of the Sequence Marketplace Services in violation of these Sequence Marketplace User Interface Terms. Upon termination of your rights under these Sequence Marketplace User Interface Terms, your right to access and use the Sequence Marketplace Services will terminate immediately. You understand that any termination of your rights may involve removal of your User Content from our live databases. Horizon will not have any liability whatsoever to you for any termination of your rights under these Sequence Marketplace User Interface Terms, including for deleting your account or blacklisting any network address you provide to us. Even after your rights under these Sequence Marketplace User Interface Terms are terminated, the following provisions of these Sequence Marketplace User Interface Terms will remain in effect: Section 4, Section 6, Section 7, Section 8, and Section 11.

6. Indemnification

You agree to indemnify and hold Horizon (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of: (i) your use of the Sequence Marketplace Services; (ii) your violation of these Sequence Marketplace User Interface Terms; (iii) your violation of applicable laws or regulations; (iv) your User Content; or (v) third-party services. Horizon reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Horizon. Horizon will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

7. Limitation on Liability

SOME JURISDICTIONS (WHICH MAY INCLUDE QUEBEC, CANADA) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, INCLUDING LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE FOLLOWING LIMITATION MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL HORIZON BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF YOUR USE OF THE SEQUENCE MARKETPLAEC SERVICES, EVEN IF HORIZON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SEQUENCE MARKETPLAEC SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM. HORIZON SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO SOFTWARE, PRODUCTS, SERVICES, AND/OR INFORMATION OFFERED OR PROVIDED BY THIRD-PARTIES AND ACCESSED THROUGH THE SEQUENCE MARKETPLAEC SERVICES.

HORIZON SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR FAILURE TO KEEP YOUR PRIVATE KEYS OR LOGIN CREDENTIALS TO YOUR WALLET SECURE OR ANY OTHER UNAUTHORIZED ACCESS TO OR TRANSACTIONS INVOLVING YOUR WALLET.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. 

8. Dispute Resolution

Please read this section carefully. It is part of your contract with Horizon and affects your rights. You and Horizon are each considered “Parties” for the purpose of this section. SOME JURISDICTIONS (WHICH MAY INCLUDE QUEBEC, CANADA) DO NOT ALLOW MANDATORY ARBITRATION, PROHIBITIONS AGAINST CLASS ACTIONS OR GOVERNING LAW AND FORUMS OTHER THAN WHERE THE CONSUMER IS LOCATED. IF YOU ARE LOCATED IN ONE OF THESE JURISDICTIONS, THE FOLLOWING MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

8.1 Mediation. If any dispute occurs between the Parties relating to the application, interpretation, implementation or validity of these Sequence Marketplace User Interface Terms, the Parties agree to seek to resolve the dispute or controversy through mediation with Canadian Arbitration Association before pursuing any other proceedings. Nothing herein shall preclude any Party from seeking injunctive relief in the event that the Party perceives that without such injunctive relief, serious harm may be done to the Party. Any Party to the dispute may serve notice on the others of its desire to resolve a particular dispute by mediation. The mediator shall be appointed by agreement between the Parties or, if the Parties cannot agree within five days after receipt of the notice of intention to mediate, the mediator will be appointed by Canadian Arbitration Association. The mediation will be held at Toronto, Ontario, Canada. The Parties agree to attempt to resolve their dispute at mediation. The costs of the mediator shall be shared equally by the Parties. If the dispute has not been resolved within thirty days of the notice of desire to mediate, any Party may terminate the mediation and proceed to arbitration as set out below.

8.2 Arbitration. Subject to the mediation provisions set out above, if any dispute or controversy occurs between the Parties relating to the interpretation or implementation of any of the provisions of this Agreement, the dispute will be resolved by arbitration at Canadian Arbitration Association pursuant to the general Canadian Arbitration Association Rules for Arbitration. Any Party may serve notice of its desire to refer a dispute to arbitration. The arbitration shall be conducted by a single arbitrator. The arbitration shall be held in Toronto, Ontario, Canada. The arbitration shall proceed in accordance with the provisions of the Arbitration Act (Ontario). The decision arrived at by the arbitrator shall be final and binding and no appeal shall lie therefrom. Judgement upon the award rendered by the arbitrator may be entered in any court having jurisdiction. The costs of the arbitrator shall be divided equally between the Parties.

9. Disclosures.

Horizon is located in Ontario, Canada. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

10. Electronic Communications. 

The communications between you and Horizon use electronic means, whether you use the Sequence Marketplace Services or send us emails, or whether Horizon posts notices on the Sequence Marketplace Services or communicates with you via email. For contractual purposes, you: (i) consent to receive communications from Horizon in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Horizon provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.

11. Governing Law and Jurisdiction

SOME JURISDICTIONS HAVE CONSUMER PROTECTION AND OTHER LEGISLATION WHICH MAY APPLY TO THE SERVICES AND WHICH DO NOT ALLOW CERTAIN PROVISIONS SUCH AS RESTRICTIONS ON GOVERNING LAW OR JURISDICTION, LIMITATIONS OF LIABILITY AND EXCLUSION OF CERTAIN WARRANTIES, AMONG OTHERS. TO THE EXTENT THAT A RESTRICTION ON GOVERNING LAW OR JURISDICTION, LIMITATION, EXCLUSION, RESTRICTION OR OTHER PROVISION SET OUT BELOW IS SPECIFICALLY PROHIBITED BY APPLICABLE LAW, SUCH LIMITATION, EXCLUSION, RESTRICTION OR PROVISION MAY NOT APPLY TO YOU.

These Sequence Marketplace User Interface Terms and any dispute or claim arising out of or in connection with their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Ontario. You agree that the courts of Ontario shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of these Sequence Marketplace User Interface Terms.

If you are located outside of the United States or Canada, you use or access the Sequence Marketplace Services solely at your own risk. The Sequence Marketplace Services may not be appropriate or available for use in some jurisdictions. Horizon and its partners do not represent or warrant that the Sequence Marketplace Services or any part thereof is appropriate or available for use in any particular jurisdiction other than the United States or Canada. In choosing to access the Sequence Marketplace Services, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations.

12. General

12.1 Entire Terms. These Sequence Marketplace User Interface Terms constitute the entire agreement between you and us regarding the use of the Sequence Marketplace Services. The section titles in these Sequence Marketplace User Interface Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.” If any provision of these Sequence Marketplace User Interface Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Sequence Marketplace User Interface Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. You confirm that you are acting on your own behalf and not for the benefit of any other person. Your relationship to Horizon is that of an independent contractor, and neither party is an agent or partner of the other. These Sequence Marketplace User Interface Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Horizon’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Horizon may freely assign these Sequence Marketplace User Interface Terms. The terms and conditions set forth in these Sequence Marketplace User Interface Terms shall be binding upon assignees.

12.2 Changes. Unless otherwise required by applicable laws, which may include the laws of Quebec, Canada, if applicable (in which case, we will make changes in accordance with such laws), these Terms are subject to occasional revision. If we make any substantial changes, you will be prompted to review those changes and click to accept the updated Terms when you next log in to your Account. These changes will be effective upon your acceptance of the updated Terms. In addition, continued use of our Services following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.

12.3 Waiver. A waiver by Horizon of any right or remedy under these Sequence Marketplace User Interface Terms shall only be effective if it is in writing, executed by a duly authorized representative of Horizon and shall apply only to the circumstances for which it is given. Our failure to exercise or enforce any right or remedy under these Sequence Marketplace User Interface Terms shall not operate as a waiver of such right or remedy, nor shall it prevent any future exercise or enforcement of such right or remedy. No single or partial exercise of any right or remedy shall preclude or restrict the further exercise of any such right or remedy or other rights or remedies.

12.4 Copyright and Trademark Information. Copyright © 2022 Horizon Blockchain Games Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Sequence Marketplace Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.

12.5 Contact Information. You may contact us at any time regarding these Sequence Marketplace User Interface Terms at [email protected].