1. Introduction
1.1 By accessing or using the ChainTalk platform located at ChainTalk.tv (hereafter referred to as “our Services”), you agree to observe and be bound by these Terms of Use. Please read through the same carefully before you proceed.
1.2 You should also read our Privacy Policy, which is incorporated by reference into these Terms of Use.
1.3 If you do not accept or agree to be bound by these Terms of Use and our Privacy Policy, please do not access or use our Services.
1.4 Our Services are provided by Chaintalk, and/or its related entities and their respective successors and assigns (hereafter “our Company”, “we”, “us” or “our”) for use strictly in accordance with these Terms of Use, any rules or guidelines that we may implement from time to time in relation to our Services, and any usage rules or terms of use established by any other third party, such as Apple Inc., Google Inc., and other vendors (“Usage Rules”), which are incorporated herein. The use of the term “our Services” shall include: (a) any and all of our products and services; (b) any software code, scripts, interfaces, graphics, displays, text, documentation and other components of our Services; (c) any updates, modifications or enhancements to the items listed in subsections (a) and (b); and (d) any website or platform which our Services directs you to.
2. Using Our Services
2.1 Minimum Requirements. To be eligible to access and use our Services, you must: (a) be at least 15 years of age or the minimum legal age under applicable law; (b) be capable of entering into and performing legally binding contracts under applicable law; and/or (c) have obtained the express consent of your parent(s) or guardian to use our Services (the “Minimum Requirements”). You represent and warrant that you are, and will at all times be, in compliance with the Minimum Requirements, and that all information which you submit to us is accurate and truthful.
2.2 Creating an Account. In order to access and use our Services, you must: (a) Create and register an account on the ChainTalk platform (“your Account”) with a personal password of your choice (“your Password”).
2.3 You must use your Password to access and use our Services. You are responsible for safekeeping and maintaining the confidentiality of your Password, and you must not disclose your Password to anyone or authorise anyone to use your Password for any purpose. You shall take reasonable measures and all due care to protect your Password against misuse.
2.4 Restrictions on Use. You shall use our Services strictly in accordance with these Terms of Use and shall not: (a) post any User Content (as defined below) that violates or infringes another party’s rights of publicity, privacy, copyright or other intellectual property right; (b) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, interfere with, or disrupt the integrity or the performance of our Services; (c) make any modification, adaptation, improvement, enhancement, translation or derivative work from our Services; (d) violate any applicable laws, rules or regulations in connection with your access or use of our Services; (e) remove, alter or obscure any proprietary notice (including any notice of copyright) of our Company or our affiliates, partners, suppliers or the licensors of the Application; (f) use our Services for any unlawful or immoral activities or any other purpose for which it is not designed or intended; (g) use our Services for creating a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for any services, product or software offered by us; (h) use any proprietary information or interfaces of our Company or other intellectual property of our Company in the design, development, manufacture, licensing or distribution of any application, accessories or devices for use with our Services; (i) use our Services to send, post, or otherwise communicate any content which is offensive, indecent, threatening, abusive, insulting, harassing, defamatory, libellous, deceptive, fraudulent, tortious, obscene, profane, invasive of another person’s privacy, or racially, ethnically or otherwise objectionable; (j) use our Services to send unsolicited or unauthorised advertising or promotional material or any junk mail, spam or chain letters; (k) upload to, or transmit from our Services any data, file, software or link that contains or redirects to a virus, Trojan horse, worm or other harmful component; or (m) authorise or encourage any third party to do any of the foregoing.
3. User Content and Interaction
3.1 User Responsibility. Our Services allow you to interact with other users and to post content/Events, including photos, videos, live videos, blog posts, comments, links and other materials (“User Content”). You understand and agree that you are solely responsible for the User Content which you post on or through our Services and any loss or damage which you sustain as result of such content is solely your responsibility. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish the User Content you submit; and you license to us all trade secret, copyright or other proprietary rights in and to such User Content for publication on our Services pursuant to these Terms of Use.
3.2 User Content. Subject to any other agreement to the contrary, you retain ownership rights in the User Content which you post on or through our Services but you grant us, and where you do not own rights in and to the User Content, you shall procure that we are granted: (a) a worldwide, fully-paid, royalty-free, sub-licensable, and transferrable licence to host, store, use, display, reproduce, modify, adapt, edit, publish and distribute your User Content for the purpose of operating, developing, providing, promoting, and improving our Services and to research and develop new products and services; and (b) in relation to your User Content which are live videos, a further worldwide, perpetual, fully-paid, royalty-free, sub-licensable, and transferrable licence to create derivative works, promote, exhibit, broadcast, syndicate, publicly perform, and publicly display such User Content in any form and in any and all media or distribution methods (now known or later developed).
You further agree that User Content you submit to our Services will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant us all of the license rights granted herein.
3.3 User Interactions. We are not responsible for the conduct of any user of our Services and you are solely responsible for your interactions with any user of our Services. You acknowledge that we do not: (a) conduct any background checks or screenings of the users of our Services; or (b) inquire into the backgrounds of such users or verify the statements of such users. You shall be responsible for your personal interactions with such users, which may include attending live concerts and other events, meeting up with such users or communicating with them on some other platform or channel. You shall be personally liable for any consequences arising from such interactions.
3.4 Removal or Blocking of User Content. We have the right and the absolute discretion to remove or block any User Content posted, sent or communicated by you using our Services from view by other users of our Services for any reason whatsoever. We may consider any request from you to remove or block from view User Content posted, sent or communicated by other users of our Services but shall have no obligation to do so.
4. Features
4.1 Features. Most of the features of our Services will be available to all registered users.
4.2 Purchases. From time to time, we may offer certain products which you may purchase within our Services. These could include music and video content products, concert tickets and/or other merchandise (the “Product(s)”). When you purchase the Products via our Services, please note that your purchase of Products is subject to a separate Terms of Sale found at https://glitsy.com/terms-of-sale/.
4.3 Modification, Suspension or Termination of Features. You acknowledge and agree that we may modify, suspend or terminate all or part of any feature of our Services at any time and in our sole discretion.
4.4 Repairs and Maintenance. You acknowledge and agree that we may need to perform scheduled or unscheduled repairs and maintenance of our Services from time to time. We are not liable for any loss in connection with such repairs or maintenance. We will notify you as early as possible of any repairs and maintenance which are scheduled to take place.
5. Intellectual property rights
5.1 Rights to Our Services. You acknowledge and agree that our Services and all copyright, trade secrets and other intellectual property rights associated therewith are, and shall remain, the property of our Company. Furthermore, you acknowledge and agree that the source and object code of our Services and the format, directories, queries, algorithms, structure and organization of our Services are the intellectual property and proprietary and confidential information of our Company and our affiliates, licensors and suppliers. You are not granted any intellectual property rights in and to our Services not expressly granted in these Terms of Use and such rights are hereby reserved and retained by us.
5.2 Third Party Software. Our Services may utilize or include third party software that is subject to open source and third-party licence terms (“Third Party Software”). You acknowledge and agree that your right to use such Third Party Software as part of our Services is subject to and governed by the terms and conditions of the open source and third party licences applicable to such Third Party Software, including, without limitation, any applicable acknowledgements, licence terms and disclaimers contained therein. In the event of a conflict between these Terms of Use and the terms of such open source or third-party licences, the terms of the open source or third-party licences shall prevail with regard to your use of the relevant Third Party Software. In no event shall our Services or components thereof be deemed to be open source or publicly available software.
5.3 Infringement Acknowledgement. You acknowledge and agree that in the event of a third-party claim against you that our Services or your access and use of our Services infringes any third party’s intellectual property rights, you (and not us) will be responsible for the investigation, defence, settlement and discharge of any such claim of intellectual property infringement. You will, however, promptly notify us in writing of such a claim.
6. Privacy policy
You represent that you shall comply with the terms and conditions of our Privacy Policy (as may be updated from time to time, and which is accessible via our Services), which sets forth and describes the practices of our Company with respect to the collection, use and disclosure of Information, in connection with your use of our Services. We reserve the right to change the provisions of our Privacy Policy at any time and from time to time at its sole discretion. We will provide you with notice of any change through such notification method as we may choose. Your continued use of our Services following such changes to our Privacy Policy will constitute your acceptance of any such changes.
7. Third party services
7.1 General. You acknowledge that our Services permit access to products, services, web-sites, advertisements, promotions, recommendations, advice, information, and materials created and provided by advertisers, publishers, content partners, marketing agents, vendors and other third parties (collectively, “Third Party Services”).
7.2 Disclaimer. You acknowledge that we do not investigate, monitor, represent or endorse the Third Party Services (including any third-party web-sites available through our Services). Furthermore, your access to and use of the Third Party Services is at your sole discretion and risk, and neither we nor our affiliates, partners, suppliers and licensors shall be liable to you arising out of or in connection with your access to and use of the Third Party Services. We hereby disclaim any representations, warranty or guarantee regarding the Third Party Services, whether express, implied or statutory, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose, and any representation, warranty or guarantee regarding the availability, quality, reliability, features, appropriateness, accuracy, completeness, or legality of the Third Party Services.
7.3 Third Party Terms of Service. You acknowledge and agree that your access to and use of the Third Party Services and any correspondence or business dealings between you and any third party located using our Services are governed by and require your acceptance of the terms of service of such third party, including, without limitation, any terms, privacy policies, conditions, representations, warranties or disclaimers contained therein. Furthermore, you acknowledge and agree that the Third Party Services and any related third-party terms of service are subject to change by the applicable third party at its sole discretion and without any notice. You assume all risks arising out of or resulting from your transaction of business over the Internet and with any third party, and you agree that neither we nor our affiliates, partners, suppliers and licensors are responsible or liable for any loss resulting from the presence of information about or links to such advertisers or service providers. Furthermore, you acknowledge and agree that you are not being granted a licence to: (a) the Third Party Services; (b) any products, services, process or technology described in or offered by the Third Party Services; or (c) any copyright, or other intellectual property right in the Third Party Services.
7.4 Inappropriate Materials. You understand that by accessing and using the Third Party Services, you may encounter information, materials and subject matter: (a) that you or others may deem offensive, indecent or objectionable; (b) which may or may not be identified as having explicit language; and (c) that automatically and unintentionally appears in search results, as a link or reference to objectionable material. Notwithstanding the foregoing, you agree to use Third Party Services at your sole risk and neither we nor our affiliates, partners, suppliers or licensors shall have no liability to you for information, material or subject matter that is found to be offensive, indecent, or objectionable.
7.5 Use of Third Party Services. You agree that the Third Party Services contain proprietary information and material that is owned by the relevant third party and is protected by applicable intellectual property and other laws, and that you will not use such proprietary information or materials in any way whatsoever except for permitted use of the Third Party Services. No portion of the Third Party Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Third Party Services in any manner, and you shall not exploit the Third Party Services in any unauthorized way whatsoever, including, without limitation, by trespass or burdening network capacity. You agree that you will not use any Third Party Services in a manner that would infringe or violate the rights of any other party, and that we are not in any way responsible for any such use by you.
7.6 Data Charges. You agree that you are responsible for all data charges you incur through your use of our Services.
8. Termination
8.1 We may suspend or terminate our Services and your access and use of the Services at any time by giving prior written notice to you.
8.2 If you fail to comply with these Terms of Use, then any rights afforded to you to access and use our Services shall terminate automatically with immediate effect, without any notice or other action by use.
8.3 You may terminate your access and use of our Services by closing your Account.
9. Representation and warranties
9.1 You acknowledge and agree that our Services are provided on an “as is” and “as available” basis, and that your use of or reliance upon our Services and any Third Party Services accessed thereby is at your sole risk and discretion.
9.2 We and our affiliates, partners, suppliers and licensors hereby disclaim any and all representations, warranties and guarantees regarding our Services and Third Party Services, whether express, implied or statutory, and including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
9.3 Furthermore, we and our affiliates, partners, suppliers and licensors make no warranty that: (a) our Services or Third Party Services will meet your requirements; (b) our Services or Third Party Services will be uninterrupted, accurate, reliable, timely, secure, error-free, or invulnerable to computer virus infections or hacker attacks; (c) the quality of any product, services, information or other material accessed or obtained by you through our Services will be as represented or meet your expectations; or (d) any errors in our Services or Third Party Services will be corrected.
9.4 No advice or information, whether oral or written, obtained by you from our Company or from our Services shall constitute any representation, warranty or guarantee. Furthermore, you acknowledge that our Company has no obligation to support or maintain our Services.
9.5 We do not make any representation or warranty as to the results that may be obtained from the use of our Services, as to the accuracy or reliability of any information obtained through our Services including any loss of your data.
9.6 We disclaim any and all liability or responsibility in relation to the content made available through our Services, including but not limited to User Content or the Third Party Services. We do not vet or control User Content and we are not responsible for what users may post, transmit or share on or through our Services. We are not responsible or liable in any manner for the Third Party Services associated with or utilized in connection with our Services, including the failure of such Third Party Services.
10. Limitation of liability
11. Indemnification
12. Compatibility
13. Third party claims
14. Miscellaneous
14.1 Governing Law and Jurisdiction. These Terms of Use shall be governed by and construed in accordance with the laws of the Japan, excluding its conflicts of laws principles, and you submit to the non-exclusive jurisdiction of the Tokyo Central Court.
14.2 Severability. If any part of these Terms of Use is held to be invalid or unenforceable with respect to a party, the remainder, or the application of such provision to persons other than those to whom it is held invalid or unenforceable shall not be affected and each remaining provision of these Terms of Use shall be valid and enforceable to the fullest extent permitted by law.
14.3 Waiver. Any failure by us to enforce any aspect of these Terms of Use shall not constitute a waiver or affect our ability to enforce such as aspect at any time thereafter.
14.4 Amendment. We may amend or update these Terms of Use at any time. Any such amendments or updates will be posted here or otherwise communicated to you. You will be deemed to have agreed to any such amendment or update by your continued access and use of our Services.
14.5 Survival. Clauses 5 (Intellectual Property Rights), 10 (Limitation of Liability), 11 (Indemnification) and 14.1 (Governing Law and Jurisdiction) shall survive the termination of your access and use of our Services. Such termination shall not affect the coming into or continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.
14.6 Assignment. You shall not assign your Account or any of your rights or obligations herein without our prior written consent and any attempted assignment in contravention of this provision shall be null and void and of no force or effect. Our rights and obligations can be assigned to others.
14.7 Entire Agreement. These Terms of Use including the documents incorporated herein by reference constitute the entire agreement with respect to the use of our Services and supersedes all prior or contemporaneous understandings regarding such subject matter.
Last Updated: 11th May 2020
