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Acceptance of the Terms of Use

These terms of use are entered into by and between You and Lockerverse Inc. a Delaware corporation("Company", “Lockerverse”, "we", or "us"). The following terms and conditions, together with anydocuments they expressly incorporate by reference (collectively, these "Terms of Use"), govern youraccess to and use of the Lockerverse platform, apps, website (including www.lockerverse.com ) , services,content, functionality, and other products (the "Platform").

Please read the Terms of Use carefully before you start to use the Platform. By using the Platform or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept andagree to be bound and abide by these Terms of Use, our Privacy Policy (found at www.lockerverse.com/public/privacy.pdf, and our Digital Collectible Ownership Agreements (“DCOwnership Agreement”) (to the extent applicable), all of which are incorporated herein by reference. If youdo not want to agree to these Terms of Use, the Privacy Policy, or the DC Ownership Agreement, youmust not access or use the Platform.

Age Restrictions and Responsibilities

The Platform is offered and available to users who are 13 years of age or older, and reside in the UnitedStates or any of its territories or possessions, Canada, Mexico, Ukraine, Sweden, and U.K. By using thePlatform, you represent and warrant that you are of legal age to form a binding contract with the Companyand meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, youmust not access or use the Platform.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes areeffective immediately when we post them, and apply to all access to and use of the Platform thereafter.However, any changes to the dispute resolution provisions set forth in Governing Law and JurisdictionSections of these Terms of Use will not apply to any disputes for which the parties have actual notice onor prior to the date the change is posted on the Platform. Your continued use of the Platform following theposting of any revised or updated Terms of Use means that you accept and agree to the revisions and/orchanges. You are expected to check this page each time you access the Platform so you are aware ofany changes, as they are binding on you.

Accessing the Platform and Account Security

We reserve the right to discontinue or suspend the Platform, and any service or material we provide onthe Platform, in our sole discretion without notice. We will not be liable if for any reason in the event thatall or any part of the Platform is unavailable at any time or for any period. From time to time, we mayrestrict access to some parts of the Platform, or the entire Platform, to users, including registered users.

You are responsible for:

  • Making all arrangements necessary for you to have access to the Platform.

  • Ensuring that all persons who access the Platform through your internet connection are aware ofthese Terms of Use and comply with them.

To access the Platform or some of the resources it offers, you may be asked to provide certainregistration details or other information. It is a condition of your use of the Platform that all the informationyou provide on the Platform is correct, current and complete. You agree that all information you provide toregister with the Platform or otherwise, including but not limited to through the use of any interactive

features on the Platform, is governed by our Privacy Policy, and you consent to all actions that we takewith respect to your information consistent with our Privacy Policy. Further, in the event that youpurchase or redeem for free a digital collectible on or in connection with the Platform, you agree that yourpurchase, redemption, or acceptance of the digital collectible shall be governed by these Terms of Useand the DC Ownership Agreement, and you consent to the actions that we take with respect to any digitalcollectible consistent with our DC Ownership Agreement.

To access the Platform on an ongoing basis, you will need to create create an account. If you choseto create a user name, password, or otherwise provide any other piece of information as part of oursecurity procedures, you must treat such information as confidential, and you must not disclose it to anyother person or entity. You can provide a username and password, and a way of contacting you (suchas an email address and/or phone number). To access certain features, communities, or channelson the Platform, you may need to verify your account or add other information to your account. OurPrivacy Policy discusses what information we collect and how we use this information in moredetail. You are responsible for the security of your account, and you agree to notify us immediately ifyou believe your account has been compromised. If you use a password, it must be strong, and we(strongly) recommend that you use that password only for your Lockerverse account and that youenable two-factor authentication. If your account is compromised, we may not be able to restore it toyou. You are also responsible for maintaining the accuracy of the contact information associatedwith your account. If you get locked out of your account, we will need to contact you at the email orphone number associated with your account, and we may not be able to restore your Lockerverseaccount to you if you no longer have access to that email account or phone number. We may alsoassume that any communications we have received from your account or the associated contactinformation have been made by you. You agree not to license, sell, or transfer your account withoutour prior written approval.

Intellectual Property Rights

The Platform and its entire contents, features, and functionality (including but not limited to all information,software, text, displays, images, video and audio, and the design, selection, and arrangement thereof),are owned by the Company, its licensors or other providers of such material and are protected by UnitedStates and international copyright, trademark, patent, trade secret, and other intellectual property orproprietary rights laws.

These Terms of Use permit you to use the Platform for your personal, non-commercial use only. Youmust not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform,republish, download, store or transmit any of the material on our Platform, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to youraccessing and viewing those materials.

  • You may store files that are automatically cached by your Web browser for display enhancementpurposes.

  • If we provide desktop, mobile or other applications for download, you may download a singlecopy to your computer or mobile device solely for your own personal, non-commercial use,provided you agree to be bound by our end user license agreement for such applications.

  • If we provide social media features with certain content, you may take such actions as areenabled by such features.

You must not:

  • Modify copies of any materials from this site.

  • Use any illustrations, photographs, video, or audio sequences or any graphics separately fromthe accompanying text.

  • Delete or alter any copyright, trademark or other proprietary rights notices from copies ofmaterials from this site.

You must not access or use for any commercial purposes any part of the Platform or any services ormaterials available through the Platform absent the Company’s express written consent.

If you wish to make any use of material on the Platform other than that set out in this section, pleaseaddress your request to: team@lockerverse.com or directly in the Platform to the Lockerverse “Support”channel.

If you print, copy, modify, download or otherwise use or provide any other person with access to any partof the Platform in breach of these Terms of Use, your right to use the Platform will cease immediately andyou must, at our option, return or destroy any copies of the materials you have made. No right, title orinterest in or to the Platform or any content on the Platform is transferred to you, and all rights notexpressly granted are reserved by the Company. Any use of the Platform not expressly permitted bythese Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and otherlaws.

Trademarks

The Company name, Company logo and all related names, logos, product and service names, designsand slogans are trademarks of the Company or its affiliates or licensors. You must not use such markswithout the prior written permission of the Company. All other names, logos, product and service names,designs and slogans on the Platform are the trademarks of their respective owners.

Prohibited Uses

You may use the Platform only for lawful purposes and in accordance with these Terms of Use. Youagree not to use the Platform:

  • In any way that violates any applicable federal, state, local or international law or regulation(including, without limitation, any laws regarding the export of data or software to and from the USor other countries).

  • For the purpose of exploiting, harming or attempting to exploit or harm minors in any way byexposing them to inappropriate content, asking for personally identifiable information orotherwise.

  • To send, knowingly receive, upload, download, use or re-use any material which does not complywith the Content Standards set out in these Terms of Use.

  • To transmit, or procure the sending of, any advertising or promotional material without our priorwritten consent, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.

  • To impersonate or attempt to impersonate the Company, a Company employee, another user orany other person or entity (including, without limitation, by using e-mail addresses or screennames associated with any of the foregoing).

  • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of thePlatform, or which, as determined by us, may harm the Company or users of the Platform orexpose them to liability.

Additionally, you agree not to:

  • Use the Platform in any manner that could disable, overburden, damage, or impair the site orinterfere with any other party's use of the Platform, including their ability to engage in real timeactivities through the Platform.

  • Use any robot, spider or other automatic device, process or means to access the Platform for anypurpose, including monitoring or copying any of the material on the Platform.

  • Use any manual process to monitor or copy any of the material on the Platform or for any otherunauthorized purpose without our prior written consent.

  • Use any device, software or routine that interferes with the proper working of the Platform.

  • Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious ortechnologically harmful.

  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of thePlatform, the server on which the Platform is stored, or any server, computer or databaseconnected to the Platform.

  • Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.

  • Otherwise attempt to interfere with the proper working of the Platform.

User Contributions, Features, and Content

The Platform contains message boards, chat rooms, personal web pages or profiles, forums, bulletin boards and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, share, stream, use, upload, or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contribution(s)") on or through the Platform.User Contributions may include text, links, GIFs, emoji, photos, videos, audio files, documents, or other media. If we come up with another way for you to add content to the Platform, User Contributions includes those additional methods

All User Contributions must comply with the Content Standards set out in these Terms of Use.

Any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Platform, you grant us and our affiliates and service providers, andeach of their and our respective licensees, successors and assigns, the right and a worldwide, non-exclusive, royalty-free, transferable, and perpetual to do the following with your User Contribution, in accordance with applicable legal requirements, in connection with operating, developing, and improving the Platform and our services:

  • Use, copy, store, distribute, modify, reproduce, perform, display, distribute, and communicate or disclose to third parties your User Contributions consistent with your use of the Platform and your account settings, e.g., so we can store and display your User Contributions.

  • Publish, publicly perform, or publicly display your User Contributions if you’ve chosen to make it visible to others, e.g., so we can display your messages if you post them in public channels.

  • Monitor, modify, translate, and reformat your User Contributions, e.g., so we can resize an image or video you post to fit on a mobile device.

  • Sublicense your content, to allow the Platform and our services to work as intended, e.g., so we can store your content with our cloud service providers.

We reserve the right to block, remove, and/or permanently delete your User Contributions for any reason, including breach of these Terms of Service, our Privacy Policy, our Community Guidelines, other policies, or any applicable law or regulation.

We welcome feedback on the Platform and our services. By sending us feedback, you grant us a non-exclusive, perpetual, irrevocable, transferable license to use the feedback and ideas generated from thefeedback without any restrictions, attribution, or compensation to you. You should direct all feedback to:team@lockerverse.com or directly in the Platform to the Lockerverse Support Channel.

You have no obligation to add User Contributions. If you choose to add User Contributions on or throughthe Platform, you represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant thelicense granted above to us and our affiliates and service providers, and each of their and ourrespective licensees, successors and assigns.

  • All of your User Contributions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions you submit orcontribute, and you, not the Company, have fully responsibility for such User Contributions, including itslegality, reliability, accuracy and appropriateness. Further, you understand and acknowledge that we arenot responsible, or liable to any third party, for the content or accuracy of any User Contributions postedby you or any other user of the Platform. We may, but have no obligation to, monitor, moderate, edit, orremove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous,defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectualproperty or these Terms of Use. You agree and warrant that your User Contributions will not violateany right of any third party, including copyright, trademark, privacy, personality or other personal orproprietary right. You further agree and warrant that your comments will not contain libelous orotherwise unlawful, abusive or obscene material, or contain any computer virus or other malwarethat could in any way affect the operation of the Platform or any related website. You may not use afalse e-mail address, pretend to be someone other than yourself, or otherwise mislead us or thirdparties as to the origin of any comments. You are solely responsible for any comments you makeand their accuracy. We take no responsibility for any other person’s or entity’s use of your UserContributions.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:

  • Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age. Page 5 of 8

  • Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.

Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy www.lockerverse.com/public/privacy.pdf.

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote or assist any unlawful act.

  • Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.

  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

  • Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Other people’s content. The Platform might also provide you with access to other people’s content. Youmay not use that content without that person’s consent, or as otherwise permitted by law. Other people’scontent is theirs and does not reflect the views, opinions, or positions of Lockerverse, nor that ofLockerverse’s officers, directors, employees, agents, contractors, or affiliates. You understand andacknowledge that Lockerverse does not endorse or verify the accuracy or reliability of content shared byusers of the Platform, including User Contributions. We work hard to try to make the Platform a safe,positive, and inclusive place, but cannot prevent you from encountering content that you or others mayfind objectionable or offensive. You represent, warrant, agree, and acknowledge that Lockerverse is notliable for any harm caused by other people’s content. You may report content that you think violates anyof our policies. You represent, warrant, agree, and acknowledge that we have the right, but not theobligation, to review such reports and block or remove content at our discretion.

Third party features and content. Our services and the Platform may also allow you to access third-party websites, features, apps, or other content. We provide you access only as a convenience to you,and are not responsible for the User Contributions, other content, or services available from third-partywebsites, features, apps, or other content.

Monitoring and Enforcement; Termination

You are free to stop using Lockerverse’s services at any time and for any reason. You can delete yourLockerverse account through the User Settings page in the Profile section of the Platform. You can alsodisable your account, which restricts the processing of your personal information as described in ourPrivacy Policy. Disabling your account does not terminate your consent to these Terms of Use.

You acknowledge and agree that we have the right to:

  • Remove or refuse to post any User Contributions for any or no reason in our sole discretion.

  • Take any action with respect to any User Contribution that we deem necessary or appropriate inour sole discretion, including if we believe that such User Contribution violates these Terms ofUse, including the Content Standards, infringes any intellectual property right or other right of anyperson or entity, threatens the personal safety of users of the Platform or the public or couldcreate liability for the Company.

  • Disclose your identity or other information about you to any third party who claims that materialposted by you violates their rights, including their intellectual property rights or their right toprivacy.

  • Take appropriate legal action, including without limitation, referral to law enforcement, for anyillegal or unauthorized use of the Platform.

  • Terminate or suspend your access to all or part of the Platform for any or no reason, includingwithout limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities orcourt order requesting or directing us to disclose the identity or other information of anyone posting anymaterials on or through the Platform. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITSAFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANYACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITSINVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONSBY SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

You represent, warrant, agree, and acknowledge that Lockerverse does not undertake to review UserContributions and other material before it is posted on the Platform, and we cannot ensure promptremoval of objectionable User Contributions and other material after it has been posted. Accordingly, yourepresent, warrant, agree, and acknowledge that Lockerverse assumes no liability for any harm causedby User Contributions and other material, including any action or inaction regarding transmissions orcommunications of User Contributions or other content provided by any user or third party. We have noliability or responsibility to anyone for performance or nonperformance of the activities described in thissection, and that we have the right, but not the obligation, to review, block, or remove User Contributionsand other material.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. UserContributions must in their entirety comply with all applicable federal, state, local and international lawsand regulations. Without limiting the foregoing, User Contributions must not:

  • Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing,violent, hateful, inflammatory or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex,religion, nationality, disability, sexual orientation or age.

  • Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rightsof any other person.

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain anymaterial that could give rise to any civil or criminal liability under applicable laws or regulations orthat otherwise may be in conflict with these Terms of Use and our Privacy Policywww.lockerverse.com/public/privacy.pdf.

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote or assist any unlawful act.

  • Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm orannoy any other person.

  • Impersonate any person, or misrepresent your identity or affiliation with any person ororganization.

  • Involve commercial activities or sales, such as contests, sweepstakes and other salespromotions, barter or advertising.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity, ifthis is not the case.

Copyright Infringement

We respect the intellectual property of others, and we ask our users to do the same. If you believe thatyour work has been copied in a way that constitutes copyright infringement, or that your intellectualproperty rights have been otherwise violated, you should notify us of your infringement claim inaccordance with the procedure set forth below. We will process and investigate notices of allegedinfringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) andother applicable intellectual property laws with respect to any alleged or actual infringement. A notificationof claimed copyright infringement should be emailed to our Copyright Agent at team@lockerverse.com(Subject line: “DMCA Takedown Request”). To be effective, the notification must be in writing and containthe following information: (a) an electronic or physical signature of the person authorized to act on behalfof the owner of the copyright or other intellectual property interest; (b) a description of the copyrightedwork or other intellectual property that you claim has been infringed; (c) a description of where thematerial that you claim is infringing is located on the Platform; (d) your address, telephone number, andemail address; (d) a statement by you that you have a good faith belief that the disputed use is notauthorized by the copyright or intellectual property owner, its agent, or the law; and (e) a statement byyou, made under penalty of perjury, that the above information in your notice is accurate and that you arethe copyright or intellectual property owner or authorized to act on the copyright or intellectual propertyowner’s behalf. If you submit a notice of infringement that knowingly materially misrepresents that anycontent, information, or communication on the Platform is infringing upon a copyright, you may be heldliable for damages and attorneys’ fees.

Reliance on Information Posted

The information presented on or through the Platform is made available solely for general informationpurposes. We do not warrant the accuracy, completeness or usefulness of this information. Any relianceyou place on such information is strictly at your own risk. We disclaim all liability and responsibility arisingfrom any reliance placed on such materials by you or any other visitor to the Platform, or by anyone whomay be informed of any of its contents.

The Platform may include content provided by third parties, including materials provided by other users,bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statementsand/or opinions expressed in these materials, and all articles and responses to questions and othercontent, other than the content provided by the Company, are solely the opinions and the responsibility ofthe person or entity providing those materials. These materials do not necessarily reflect the opinion ofthe Company. We are not responsible, or liable to you or any third party, for the content or accuracy ofany materials provided by any third parties.

Changes to the Platform

We may update the content on the Platform from time to time, but its content is not necessarily completeor up-to-date. Any of the material on the Platform may be out of date at any given time, and we are underno obligation to update such material.

Information About You and Your Visits to the Platform

All information we collect on the Platform is subject to our Privacy Policy https://www.lockerverse.com/public/privacy.pdf. By using the Platform, you consent to all actions taken byus with respect to your information in compliance with the Privacy Policy.

Linking to the Platform and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damageour reputation or take advantage of it, but you must not establish a link in such a way as to suggest anyform of association, approval or endorsement on our part without our express written consent

The Platform may provide certain social media features that enable you to:

  • Link from your own or certain third-party Platforms to certain content on the Platform.

  • Send e-mails or other communications with certain content, or links to certain content, on thePlatform.

  • Cause limited portions of content on the Platform to be displayed or appear to be displayed onyour own or certain third-party Platforms.

You may use these features solely as they are provided by us, and solely with respect to the content theyare displayed with and otherwise in accordance with any additional terms and conditions we provide withrespect to such features. Subject to the foregoing, you must not:

  • Establish a link from any Platform that is not owned by you.

  • Cause the Platform or portions of it to be displayed, or appear to be displayed by, for example,framing, deep linking or in-line linking, on any other site.

  • Link to any part of the Platform other than the homepage.

  • Otherwise take any action with respect to the materials on the Platform that is inconsistent withany other provision of these Terms of Use.

The Platform from which you are linking, or on which you make certain content accessible, must comply inall respects with the Content Standards set out in these Terms of Use.

 

You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. Wereserve the right to withdraw linking permission without notice.

 

We may disable all or any social media features and any links at any time without notice in our discretion.

Links from the Platform

If the Platform contains links to other sites and resources provided by third parties, these links areprovided for your convenience only. This includes links contained in advertisements, including banneradvertisements and sponsored links. We have no control over the contents of those sites or resources,and accept no responsibility for them or for any loss or damage that may arise from your use of them. Ifyou decide to access any of the third party Platforms linked to the Platform, you do so entirely at your ownrisk and subject to the terms and conditions of use for such Platforms.

Geographic Restrictions

The owner of the Platform is based in the United States. We provide the Platform for use only by personslocated in the United States, Canada, Mexico, Ukraine, Sweden or U.K.. We make no claims that thePlatform or any of its content is accessible or appropriate outside of the United States, Canada, Mexico,Ukraine, Sweden, or U.K.. Access to the Platform may not be legal by certain persons or in certaincountries. If you access the Platform from outside the United States and Canada, you do so on your owninitiative and are responsible for compliance with local laws.

You represent and warrant that you are not located in North Korea, on any government list ofprohibited or restricted parties, or otherwise subject to equivalent restrictions, as specified in thelaws and regulations listed above or in your country’s laws. You may not download or use ourservices if you are located in a country or region subject to the U.S. or E.U. government embargo(including Cuba, Iran, Syria, and the Crimea region) unless that use is authorized by the United Statesand other relevant authorities.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading fromthe internet or the Platform will be free of viruses or other destructive code. You are responsible forimplementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virusprotection and accuracy of data input and output, and for maintaining a means external to our site for anyreconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY ADISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLYHARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTERPROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE PLATFORMOR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM OR TO YOURDOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY PLATFORM LINKED TO IT.

YOUR USE OF THE PLATFORM, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINEDTHROUGH THE PLATFORM IS AT YOUR OWN RISK. THE PLATFORM, ITS CONTENT AND ANYSERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN "AS IS" AND"AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS ORIMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKESANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY,RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITINGTHE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANYREPRESENTS OR WARRANTS THAT THE PLATFORM, ITS CONTENT OR ANY SERVICES ORITEMS OBTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE ORUNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVERTHAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS ORTHAT THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM WILLOTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS ORIMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OFMERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED ORLIMITED UNDER APPLICABLE LAW.

Limitation on Liability

IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICEPROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OFANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE,OR INABILITY TO USE, THE PLATFORM, ANY PLATFORMS LINKED TO IT, ANY CONTENT ON THEPLATFORM OR SUCH OTHER PLATFORMS OR ANY SERVICES OR ITEMS OBTAINED THROUGHTHE PLATFORM OR SUCH OTHER PLATFORMS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL,INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO,PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSSOF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OFGOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE),BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITEDUNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors and serviceproviders, and its and their respective officers, directors, employees, contractors, agents, licensors,suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards,losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to yourviolation of these Terms of Use or your use of the Platform, including, but not limited to, your User Contributions, any use of the Platform's content, services and products other than as expressly authorizedin these Terms of Use or your use of any information obtained from the Platform.

Governing Law and Jurisdiction

All matters relating to the Platform and these Terms of Use and any dispute or claim arising therefrom orrelated thereto (in each case, including non-contractual disputes or claims), shall be governed by andconstrued in accordance with the internal laws of the State of Delaware without giving effect to any choiceor conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction).

Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Platform shallbe instituted exclusively in the federal courts of the United States or the courts of the State of Delaware.You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue insuch courts.

Arbitration

At Company's sole discretion, it may require You to submit any disputes arising from the use of theseTerms of Use or the Platform, including disputes arising from or concerning their interpretation, violation,invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration ofthe American Arbitration Association applying Delaware State law.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESETERMS OF USE OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THECAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM ISPERMANENTLY BARRED.

Software on the Lockerverse Platform

You may not copy, modify, create derivative works based upon, distribute, sell, lease, or sublicenseany of our software or services. You also may not reverse engineer or decompile our software orservices, attempt to do so, or assist anyone in doing so, unless you have our written consent orapplicable law permits it.

Some of our Platform Services and features may enable you to download, install, and runLockerverse or third party software or services. You acknowledge and agree that Lockerverseretains any intellectual property rights we have in our software and services.

Some of our services or features include software subject to separate open source license terms,and your use of those services are subject to your compliance with those license terms, whenapplicable. We encourage you to review them, as some licenses may explicitly override these terms.

Further, some of our services or features may allow you to access apps, bots, or other products,features or services developed by third parties. It is your choice whether to use these products andwhether to participate in communities on the Lockerverse platform that incorporate these features,and you should review any terms and policies provided by the third party before doing so. The thirdparty’s terms and policies, and not Lockerverse’s, govern your use of these products or services.While these third party services do need to follow all policies that apply to them , Lockerverseis notresponsible for products developed by third parties.

Bug and Security Reporting

We support the responsible reporting of bugs and security vulnerabilities. To report a security issue,please contact us at team@lockerverse.com or directly in the Platform to the Lockerverse SupportChannel. We may send you electronic communications related to our services. Where required, we’llget your consent before sending you direct marketing messages, and we’ll make it easy for you toopt out.

Apple App Store and iOS Device Users

If you download the Lockerverse app from the Apple App Store or use our app on an iOS device, thebelow paragraph applies to you. Apple has no obligation to furnish any maintenance and supportservices with respect to the Lockerverse Platform. If the app fails to conform to any applicablewarranty, you may notify Apple and Apple will refund the app purchase price to you (if applicable)and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligationwhatsoever with respect to the Lockerverse Platform. Apple is not responsible for addressing anyclaims by you or any third party relating to the Lockerverse Platform or your possession and use of it,including, but not limited to: (i) product liability claims; (ii) any claim that the Lockerverse Platformfails to conform to any applicable legal or regulatory requirement; and (iii) claims arising underconsumer protection or similar legislation. Apple is not responsible for the investigation, defense,settlement and discharge of any third-party claim that your possession and use of the LockerversePlatform infringe that third party’s intellectual property rights. Apple and its subsidiaries are third-party beneficiaries of these terms, and upon acceptance of the terms, Apple will have the right (andwill be deemed to have accepted the right) to enforce these terms against you as a third-partybeneficiary thereof. You represent and warrant that (i) you are not located in a country that is subjectto a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restrictedparties. You must also comply with any applicable third-party terms of service when using theLockerverse Platform

Purchase Policy

Among other things, Lockerverse makes available for purchase and, on occasion, for free-of-chargenon-fungible tokens minted on certain blockchains (“NFT” or “digital collectible”). You acknowledgeand agree that, when you purchase any digital collectible from Lockerverse, Lockerverse’s secondaryexchange partners, or any other Lockerverse distribution partner, you agree that you shall not: (1)make copies of any or all of the digital collectible; (2) create new “derivative works” based on yourdigital collectible (i.e., works that are substantially based on or derived from the digital collectible; (3)use the digital collectible in any manner that would violate any party’s trademark rights, copyrights,or other intellectual property rights; (4) use the digital collectible in any manner that would tarnish ordisparage an athlete, artist, musician, entertainer, brand, or anyone else (e.g., no uses in materialsthat constitute pornography or hate speech); and (5) use the digital collectible in any manner thatwould suggest that a creator (including any athlete, artist, musician, producer, writer, entertainer,influencer, or brand) has endorsed or sponsored your business activities.

We may advertise or offer products, services, or other opportunities (each, a “Product”) through theService. If you wish to purchase Products (including but not limited to NFTs, digital collectibles,Tokens, subscriptions, and interactive experiences), you will be asked to supply certain information,including but not limited to credit card or other payment information. You warrant that allinformation that you provide to us will be accurate, complete and current. You agree to pay allcharges incurred by you or any other user of any credit card or other payment mechanism issued toyou, including without limitation any applicable taxes and shipping, handling and processingcharges, if any, relating to such purchases and transactions. We will charge your credit card whenyou place your order. Credit card orders for physical items shipped to a location other than yourbilling address may require additional verification. We will collect sales on orders shipped tojurisdictions where we are required to collect such taxes. All prices are quoted in U.S. currency andall orders must be transacted in U.S. currency. We only sell Products to individuals who canpurchase with a permitted payment method.

We only ship physical items to the United States, Canada, and Mexico. We make no promise thatProducts offered through the Platform are appropriate or available for use outside of the UnitedStates, Canada, and Mexico. Given the popularity of some Products, we reserve the right to limit thequantities of items that can be purchased.

The advertisement of any Product through the Platform does not constitute an offer to sell. Whenyou place an order through the Platform, you make an offer to buy the relevant Product(s). Yourorder or your receipt of an electronic or other form of order confirmation does not constitute ouracceptance of your order. We reserve the right at any time after receipt of your order to accept ordecline your order. We reserve the right at any time after receipt of your order, without prior notice toyou, to supply less than the quantity you ordered of any Product. All orders placed are subject toadditional credit verification. We may also require additional verifications or information beforeshipping any order, as determined by us in our sole discretion.

User Comments

If, at our request, you send certain specific submissions (for example contest entries) or without arequest from us you send creative ideas, suggestions, proposals, plans, or other materials, whetheronline, by email, by postal mail, or otherwise (collectively, “Comments”), you agree that we may, atany time, without restriction, edit, copy, publish, distribute, translate and otherwise use in anymedium any Comments that you forward to us, and may grant sublicenses of these rights. We areand shall be under no obligation (1) to maintain any Comments in confidence; (2) to paycompensation for any Comments; or (3) to respond to any Comments. We may, but have noobligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful,offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable orviolates any party’s intellectual property or these Terms. You agree and warrant that your Commentswill not violate any right of any third party, including copyright, trademark, privacy, personality orother personal or proprietary right. You further agree and warrant that your comments will notcontain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus orother malware that could in any way affect the operation of the Service or any related website. Youmay not use a false e-mail address, pretend to be someone other than yourself, or otherwise misleadus or third parties as to the origin of any comments. You are solely responsible for any commentsyou make and their accuracy. We take no responsibility and assume no liability for any commentsposted by you or any third party.

Waiver and Severability

No waiver of by the Company of any term or condition set forth in these Terms of Use shall be deemed afurther or continuing waiver of such term or condition or a waiver of any other term or condition, and anyfailure of the Company to assert a right or provision under these Terms of Use shall not constitute awaiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to beinvalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to theminimum extent such that the remaining provisions of these Terms of Use will continue in full force andeffect.

Entire Agreement

These Terms of Use and our Privacy Policy constitute the sole and entire agreement between you andLockerverse Inc. with respect to the Platform and supersede all prior and contemporaneousunderstandings, agreements, representations and warranties, both written and oral, with respect to thePlatform.

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