These Terms and Conditions (“Terms”) govern your access to and use of the content, materials, and features, provided or made available by RGB OS Ltd., a BVI Business Company with registered office address at Intershore Chambers, PO Box 4342, Road Town, Tortola, VG1110 British Virgin Islands (the “Company” or “we”) through the Utexo website (https://utexo.com/) (“Website”).
YOUR USE OF THE WEBSITE IS ENTIRELY VOLUNTARY, BUT IF YOU ARE USING THE WEBSITE, YOU MUST STRICTLY ADHERE TO THESE TERMS.
1. Overview
1.1. We provide you with access to the Website, including its content, features, products, and services, such as text publications, images, links to third-party resources, and other materials or functionalities (collectively, “Content”) created, published, or made available by the Company. All Content is provided for informational, and functional purposes in connection with the Company’s business, products, and services.
1.2. The Website is licensed, not sold to you, and you may access the Content and use the Website only as permitted in these Terms.
1.3. You are hereby granted a limited, nonexclusive, non-transferable, non-sublicensable, and personal license to access and use the Website provided; however, such license is subject to your compliance with these Terms.
2. Terms' Status and Acceptance
2.1. These Terms constitute a legally binding agreement between you and the Company.
2.2. These Terms apply to any and all Content, information, texts, and other features, offered on the Website.
2.3. By accessing the Website, you agree to be bound by these Terms and confirm that you have read, understood, and accepted all the provisions of these Terms, as well as the provisions of our Privacy Policy.
2.4. Please do not access or use the Website if you have not read, understood, and accepted all the provisions of these Terms.
2.5. These Terms, including our Privacy Policy, and any notices, notifications, disclaimers constitute the entire agreement between you and the Company.
3. Functionality of the Website
3.1. You may access and use the functionality of the Website provided by the Company in accordance with these Terms. You agree to comply with the Terms and all laws, rules, and regulations applicable to your use of the Website.
3.2. The Website provides access to informational content about the Company, its products, services, and relevant industry topics, including text publications, images, links to third-party resources, and other materials. Nothing on the Website constitutes financial, investment, or legal advice, and the Company is not offering or soliciting any investment, financial, or trading activity. You should not rely on any Content as a basis for making financial or investment decisions. You are solely responsible for evaluating any information, products, or services provided on the Website, and any actions you take are at your own risk. The Company strongly recommends that you consult with a qualified professional before making any financial, investment, or legal decisions.
3.3. The Website may include links to third-party websites or services. You acknowledge that such third-party websites are not controlled by the Company, and we are not responsible for their content, accuracy, or functionality.
4. Intellectual Property Rights
4.1. All components and Content of the Website, including the Website as a whole, belong to the Company and are protected by, including but not limited to, copyright, trademarks, and trade secrets. All rights reserved.
4.2. You must not reproduce, reprint, publish, modify, distribute, display, transmit, license, transfer or otherwise exploit Content or technology from the Website without Company’s prior written consent.
4.3. Violation of any of the intellectual property rights of the Company is strictly prohibited.
4.4. The Company grants to you a personal, non-exclusive, non-transferable, revocable non-sublicensable right and license to access and use the Website in strict accordance with these Terms, without any right to grant sublicenses. We reserve all rights not expressly granted in this paragraph. You shall comply with all applicable laws and regulations, in connection with its activities under these Terms.
4.5. The Company may use third-party service providers to perform certain features on the Website (the “Third-Party Services”). Any information available to the Company may be made available to such third parties to the extent required to provide such services. You acknowledge and agree that the Company does not control, manage, or operate any Third-Party Services, and is not responsible or liable for any losses, errors, or damages arising from your use of such Third-Party Services, including but not limited to smart contracts, wallets, or blockchain-based transactions. Your access and use of such Third-Party Services shall be governed solely by the terms and conditions of such Third-Party Services. You irrevocably waive any claim against the Company with respect to Third-Party Services, and the Company disclaims any responsibility for the security, functionality, accuracy, or legality of such services.
5. Responsibilities
5.1. You are solely responsible for maintaining adequate security and control of any and all IDs, passwords, hints, personal identification numbers, private keys, or any other codes or credentials used to access your wallet(s) or blockchain accounts, including if these are accessed through the Website or if any information regarding them is received or processed by the Website. The Company does not store, manage, or have access to your wallet(s) or private keys and is not responsible for any loss, theft, unauthorized access, or damage to digital assets in your wallet(s). You acknowledge that the Company cannot reverse or intervene in any blockchain transaction. You are responsible for all activities that occur using your wallet(s) or blockchain accounts, whether or not you are aware of them, and you agree to indemnify the Company for any claims arising from such activities.
5.2. You acknowledge that the Company is under no obligation:
- to provide any technical support for you during your use of the Website;
- to continue to develop, productize, support, repair, offer for sale or in any other way continue to provide or develop the Website.
You are prohibited from engaging in any of the following acts:
- commercial activities including using the Website;
- acts that infringe or are likely to infringe any third-party rights, including but not limited to acts that may be harmful to the life, body, or property of others;
- acts that discriminate against others (including organising a group or community that incites discrimination), slander others, or harass others, other acts that third parties may find offensive, and any actions that the Company deems offensive or damaging;
- acts that lead to violations of law, including but not limited to fraud, and any other acts that could result in any violation of law;
- initiating any attacks that violate your cloud service, data-center or other applicable third-party service provider's rules or policies;
- disrupting, compromising, or otherwise damaging data or property owned by other parties;
- act of access any accounts or data other than your own (or those for which you have explicit permission from their owners);
- other acts in violation or likely to violate any laws and these Terms.
5.3. You are not permitted to use the Website beyond the scope of the license provided by these Terms; modify, alter, adapt, or otherwise change the whole or any part of the Website, nor decompile, decode, disassemble or reverse engineer the Website or attempt to do any of the listed actions; use the Website to try to gain unauthorized access to any service, data, account or network of the Company or other participants by any means; use the Website for purposes of (i) benchmarking or competitive analysis of the Website; (ii) developing, using, or providing a competing product.
6. Disclaimer; Suspension
THE WEBSITE AND CONTENT ARE PROVIDED “AS IS.” THE WEBSITE AND CONTENT ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. BY USING THE WEBSITE, YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK, THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ALL SERVICING OR REPAIRS OF ANY EQUIPMENT YOU USE IN CONNECTION WITH YOUR USE OF THE WEBSITE, AND THAT NEITHER COMPANY NOR ANY OF ITS AFFILIATES OR THEIR RESPECTIVE AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, INFORMATION PROVIDERS, LICENSORS, AND LICENSEES (COLLECTIVELY “RELEASED PARTIES”) WILL BE LIABLE FOR ANY DAMAGES OF ANY KIND RELATED YOUR USE OF THE WEBSITE. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO COMPANY’S NEGLIGENCE, WILL RELEASED PARTIES BE LIABLE FOR ANY CONSEQUENTIAL, DIRECT, INCIDENTAL, INDIRECT, PUNITIVE, OR SPECIAL DAMAGES RELATED TO (A) THE USE OF, (B) THE INABILITY TO USE, OR (C) ERRORS OR OMISSIONS IN THE CONTENTS AND FUNCTIONS OF THE WEBSITE, EVEN IF COMPANY OR AN AUTHORISED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME COUNTRIES, STATES, OR PROVINCES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
You further understand and agree that:
- access to the Website may require the use of your personal computer and/or mobile devices, as well as communications with or use of data and storage on such devices. You are responsible for any Internet connection or mobile fees and charges that you may incur as part of your voluntary use of the Website.
- security and other blockchain audits undertaken by the Company or third parties will access user data and could result in the loss of data or provoke actions from telecommunications and other third-party service providers.
INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD COMPANY AND ITS AFFILIATES AND THEIR RESPECTIVE AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, INFORMATION PROVIDERS, LICENSORS, AND LICENSEES (COLLECTIVELY “INDEMNIFIED PARTIES”) HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY AND COSTS INCURRED BY THE INDEMNIFIED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF BREACH BY YOU OF THESE TERMS OR THE REPRESENTATIONS, WARRANTIES, AND COVENANTS CONTAINED IN THESE TERMS. YOU WILL COOPERATE AS FULLY AS REASONABLY REQUIRED IN THE DEFENCE OF ANY CLAIM. COMPANY RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENCE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU AND YOU WILL NOT IN ANY EVENT SETTLE ANY MATTER WITHOUT THE WRITTEN CONSENT OF COMPANY.
7. Ownership of Rights
7.1. Between you and the Company, the Company retains all rights in connection with the Website (including all intellectual property rights therein). You are only granted a limited license to access and use the Website to the limited extent permitted by these Terms.
8. Changes to the Terms
8.1. The Company reserves the right to amend these Terms at its sole discretion. In the event of such amendments, the Company shall provide notification by displaying the revised Terms on the Website. It is incumbent upon you to periodically review these Terms periodically for any modifications. Your continued use of the Website subsequent to the posting of amended Terms signifies your acceptance of and adherence to the updated provisions. Should you not concur with the amended Terms, you must cease any further use of the Website.
9. Governing Law. Severability
9.1. These Terms shall be governed by the laws and regulations of the British Virgin Islands with respect to all matters including their effect, interpretation and exercise.
You and the Company shall endeavour to resolve through negotiations all disagreements that may arise between You and the Company during the validity term hereof.
If the parties fail to reach an agreement on the dispute within 30 (thirty) calendar days, the dispute shall be submitted to the competent court under the applicable laws of the British Virgin Islands.
Waiver of Class or Consolidated Actions. All claims and disputes within the scope of this Terms must be arbitrated or litigated on an individual basis and not on a class basis, and claims of more than one user cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.
9.2. Each covenant and clause in this Terms shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Terms to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Terms shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
10. General Terms
10.1. Assignment. You may not sell, assign or transfer any of your rights, duties or obligations under these Terms without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and void. We reserve the right to assign or transfer these Terms or any of its rights, duties and obligations hereunder to any third party.
10.2. Notices. Except as otherwise set forth herein, any notices or other communications to be provided by the Company under these Terms shall be deemed to have been delivered to you if posted on the Website.
10.3. No Waiver of Rights. Company’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of the Company. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
10.4. Miscellaneous. Nothing herein shall constitute an employment, consultancy, joint venture, or partnership relationship between you and the Company. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements and understandings of the parties relating to the subject matter hereof. The section titles in these Terms are for convenience only and have no legal or contractual effect. The use of the word “including” will be interpreted to mean “including without limitation.”.
10.5. Term. These Terms shall remain in force until terminated by the Company. The Company may terminate these Terms at any time at its own discretion without explaining the reasons for this decision.
Contact Information. If you have any questions about these Terms or the Website, please contact us at: legal@utexo.com