Last Update: August 17, 2024 Welcome to Nesa. By accessing or using any part of the Nesa Chain, or by uploading or downloading any content, you agree that you are subject to and will comply with this Terms of Service, as it may be updated from time to time. IMPORTANT NOTICE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN SECTION 18. PLEASE READ THE AGREEMENT CAREFULLY.
1. DEFINITIONS
“Developer Application” means web or mobile applications developed by you or a third-party using Our Developer Tools and Developer Content. “Developer Content” means the documentation, resources, announcements, workshops, educational videos and sample code accessible via the Nesa Chain and Nesa platforms, emails and mobile and desktop applications. “Developer Tools” means the tools and toolkits accessible via the Nesa Chain and Nesa platforms, emails and mobile and desktop applications. “Nesa Chain” means the Nesa systems accessible via Nesa websites and their subpages (including, but not limited to, https://nesa.ai/, https://beta.nesa.ai/ and https://www.legacy.nesa.ai/ playground), the Nesa Chain SDK (https://github.com/nesaorg/nesa.js), and any Nesa Cross-chain Interactions. “Shared Content” means any code created and shared by other developers and/or other third parties. “We,” “Our,” “Us” or “Nesa” means Nesa Labs Inc., operators of the Nesa Chain.
2. ELIGIBILITY
You hereby represent and warrant that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Terms of Service; that you are using the Nesa Chain solely for your personal use; and that you will abide by and comply with this Terms of Service. The Nesa Chain is not directed to users under the age of 13. The Nesa Chain is a global platform and by accessing the Nesa chain, you are representing and warranting that, you are of the legal age of majority in your jurisdiction as is required to access the Nesa Chain and enter into arrangements as provided by the services provided by Nesa on the Nesa Chain. You further represent that you are otherwise legally permitted to use the Nesa Chain in your jurisdiction, including owning cryptographic tokens of value, and interacting with the Nesa Chain in any way. You further represent you are responsible for ensuring compliance with the laws of your jurisdiction and acknowledge that Nesa is not liable for your compliance with such laws. In addition, the Nesa Chain is not available to citizens of the United States of America. Any users who are citizens of the United States of America and register to create an account to use the Nesa Chain will be rejected. All users of the Nesa Chain must provide true and accurate information when creating a profile and account to access the Nesa Chain, including their citizenship.
3. YOUR PROFILE AND ACCOUNT
You agree that all information you submit to Us (whether through interaction with the Nesa Chain or otherwise) is accurate and that you will keep it current. If We have grounds to suspect that any information you have provided is untrue, inaccurate or incomplete, then We have the right to suspend or terminate your Nesa developer account, including your access and authorization to access any Nesa Chain developer resources, including Developer Applications, Developer Content, Developer Tools and Shared Content. It is your responsibility to maintain the confidentiality of your Nesa developer password and credentials, and you are responsible for any activities that occur in your Nesa developer account. You agree that We may send you important information and notices regarding the Nesa Chain and your Nesa developer account by email, text messaging or other means based on the information you provide to Us. You further represent that you are otherwise legally permitted to use the services provided by Nesa Chain in your jurisdiction, including owning cryptographic tokens of value, and interacting with the Nesa Chain or Developer Applications, Developer Tools and Developer Content in any way. You further represent you are responsible for ensuring compliance with the laws of your jurisdiction and acknowledge that Nesa is not liable for your compliance with such laws. If you have passed the Nesa KYC process and received the Nesa tokens in your Nesa wallet on the Nesa Chain, in the event that you request for account deletion and termination of services or Nesa determines to terminate your Nesa developer account, you will be required to return all your Nesa tokens and destroy your Nesa wallet before your Nesa developer account can be deleted. All Nesa tokens must be verified through KYC and linked to your account and KYC information as required by law.
4. RELATIONSHIP TO THE NESA CHAIN SERVICE
Developer Content and Developer Tools provided by third parties are part of the Nesa Chain services. Such third-party Developer Content, Developer Tools and Shared Content may include different projects which have license obligations that you will need to agree to, some of which may be incompatible with each other. You are responsible for ensuring that you comply with all terms covering all code and applications that you use in connection with Nesa Chain services. The Developer Content, Shared Content and Developer Tools are not yet intended for production use, and may contain bugs, errors and incompatibilities with Nesa Chain services. Thus, any use of Developer Content, Shared Content or Developer Tools is at your sole risk and any use of any Developer Content, Shared Content or Developer Tools is subject to the restrictions and obligations you agreed to under these Terms of Service. You should be aware that an installation or enablement of any third-party Developer Tools, Developer Content or Shared Content for use with Nesa Chain services may result in the transmission of your data outside of the Nesa Chain system. Further, the providers of Developer Tools, Developer Content and Shared Content may be able to access your data in the Nesa Chain’s systems through the SDK and APIs that may result in the disclosure, modification or deletion of your data by those providers of the Developer Tools, Developer Content and Shared Content. We are not responsible for any transmission, disclosure, modification or deletion of your data by or through any Developer Tools, Developer Content, Shared Content or their providers. We have no obligation to provide (and may discontinue) any support services for Developer Tools, Developer Content or Shared Content, or update the Developer Tools, Developer Content or Shared Content to support the latest Nesa Chain API or Nesa Chain service.
5. YOUR RESPONSIBILITIES; USE RESTRICTIONS
You are responsible for all activities that occur in your Nesa developer account and your use of the Nesa Chain developer resources. You shall:
- Treat other Nesa developers and Nesa Chain users with courtesy and respect.
- You must always have in effect and maintain administrative, physical, and technical safeguards that: - meet or exceed industry standards of data security; - ensure the security of all accounts and passwords used to access your Nesa Chain account; - comply with all applicable law and regulations, including data security and privacy laws, rules and regulations; and - are designed to prevent any unauthorized (including in violation of these Terms or any other applicable terms or policies) processing of data. You shall not:
- impersonate any other person;
- falsely say or imply that you are associated with another person or entity;
- submit content in exchange for payment or other consideration from another person or entity;
- collect information about other Nesa developers or Nesa Chain users without their consent;
- use the Developer Tools and Developer Content for any unintended purpose or scripting;
- reverse engineer any of Our developer resources to conduct unauthorized activities, including infringing Our intellectual property or hacking any of Our systems or processes or to develop any product or service which is competitive with the Nesa Chain;
- sell, rent, lease, sublicense, redistribute or syndicate access to the Developer Tools;
- create a service that functions substantially the same as the Developer Tools or the Nesa Chain; or
- submit or link to any content (including Developer Content) that: o misappropriates or infringes the intellectual property or other rights of any person or entity;
- interferes with the operation of the Nesa Chain;
- violates anyone’s privacy or publicity rights;
- breaches any confidentiality, nondisclosure or non-use restriction or obligation that you owe to anyone;
- provides any non-public information about the Nesa Chain or any other company or person without authorization;
- is, in Our judgment, harassing, defamatory, abusive, lewd, pornographic, obscene or otherwise objectionable;
- contains or installs any viruses, worms, bugs, Trojan horses, malware or other code, files or programs designed or having the capability to disrupt, damage or limit the functionality of any software or hardware;
- contains false or deceptive language, unsubstantiated or comparative claims regarding Our or others’ products, advertising, commercial referrals, spam, chain letters, or any other solicitation, including solicitation of lawsuits;
- transfers or shares user IDs, login credentials, access tokens, developer credentials secret keys or other means of accessing the Nesa Chain, except with a service provider who helps you build, run or operate your Developer Application; or
- solicits, collects, stores, caches or otherwise uses the Nesa Chain login credentials of other users.
We have no obligation to monitor Developer Content. However, We reserve the right to review any Developer Applications and in Our sole discretion and, without notice to you, remove any content submitted or posted by you to the Nesa Chain pages or subpages, revoke your Nesa developer credentials and authorizations to use any of Our Developer Tools and Developer Content, and remove any Developer Applications from being accessible through the Nesa Chain. We reserve the right to disclose any information at any time We deem necessary to satisfy any applicable law, regulation, legal process or governmental request.
6. LICENSE IN DEVELOPER APPLICATION
If a developer grants one or more end users, or unaffiliated developers, the right to use their Developer Application (which shall be inclusive of any software or code related thereto), solely in connection with the Nesa Chain, then such right shall be pursuant to the Developer ToS of Nesa.
7. ENFORCEMENT OF RIGHTS IN DEVELOPER APPLICATION
You shall ensure that each third-party user of your Developer Application does not, directly or indirectly, use your Developer Application in any manner to reverse engineer any of Our developer resources to conduct unauthorized activities, including infringing Our intellectual property rights or hacking or otherwise accessing or using in any way without authorization any of Our systems or processes or developing any product or service which is competitive with the Nesa Chain. Upon the request of Nesa, and at Nesa’s expense, you shall enforce the foregoing prohibitions against all parties that copy, use, publish, create unauthorized derivative works of the Developer Application outside the terms of the license granted pursuant to Section 6 above. Nesa, together with its affiliates and subsidiaries, are express third party beneficiaries of the foregoing and shall have the right to enforce the foregoing against you, the third-party user, unaffiliated developers, or any other party that violates the foregoing prohibitions as if it were you as a party thereto and they were a party hereto.
8. DEVELOPER CONTENT
There are various informational resources made available via the Nesa Chain. Some of this Developer Content is owned and made available by Us. Subject to the rights and obligations set forth in this Terms of Service, We grant you a revocable, non-transferable, non-exclusive and non-sublicenseable limited license to use Our Developer Content in connection with the Nesa Chain and your development on the Nesa Chain development platforms. Unless otherwise expressly set forth herein, without our express written consent, You may not resell any Developer Content or, except for your internal use, copy any Developer Content.
9. DEVELOPER TOOLS
There are various development tools and toolkits made available by Nesa and the Nesa Chain to assist you in your development efforts.
A. Our Developer Tools Some Developer Tools available on the Nesa Chain are owned and made available by Us. Subject to the rights and obligations set forth in this Terms of Service, We grant you a revocable, non-transferable, non-exclusive and non-sublicenseable limited license to use Our Developer Tools solely in connection with the Nesa Chain and your development work on Nesa Chain platforms. If there are license terms accompanying any specific Developer Tools, then such license terms shall apply and to the extent there is any conflict with the terms herein, such accompanying license terms shall control.
B. Third Party Developer Tools Some Developer Tools available on the Nesa Chain are owned and made available by third parties. Your use of a third party’s Developer Tools will be governed by the third-party terms accompanying such Developer Tools. Please read those terms carefully before accepting them or using the third-party Developer Tools. You should directly contact the third-party provider of such Developer Tools if you have any questions about those terms.
C. Feedback You may provide Us with comments concerning Developer Content, Shared Content or the Developer Tools or your evaluation and use thereof. You agree that We will be free to copy, modify, create derivative works, publicly display, disclose, distribute, license and sublicense, incorporate, and otherwise use the feedback, including derivative works thereof, for any and all commercial and non-commercial purposes without any obligation to you.
D. Community Content We allow you to contribute content to and edit content in the Nesa’s community content pages found here https://discord.com/invite/Z4jZPTdfcY (the “Community Discord”). By contributing content to the Community Discord (including by editing content), you grant a perpetual, worldwide, fully paid up right and license under your intellectual property rights to all authorized users of the Nesa Chain to download, copy, modify, distribute and repost your contributed content, subject to the terms and conditions herein. In addition, you grant Us a perpetual, worldwide, fully paid up right and license to use, copy, modify, publish, republish, distribute and create derivative works based on, in any form, such contributed content. However, the license in this paragraph D does not cover Developer Tools.
10. NO WARRANTY
THE NESA CHAIN DEVELOPER NETWORK AND ALL CONTENT THEREIN (INCLUDING, WITHOUT LIMITATION, ALL DEVELOPER TOOLS AND DEVELOPER CONTENT) IS PROVIDED “AS-IS,” WITHOUT ANY REPRESENTATION, WARRANTY OR GUARANTEE. WE DISCLAIM ALL EXPRESS, STATUTORY AND IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT REPRESENT, WARRANT OR GUARANTEE THAT: (I) DEVELOPER TOOLS OR DEVELOPER CONTENT IS ACCURATE, RELIABLE OR CORRECT; (II) DEVELOPER TOOLS WILL MEET YOUR REQUIREMENTS; (III) DEVELOPER TOOLS OR DEVELOPER CONTENT WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED, ERROR-FREE, WITHOUT DEFECT OR SECURE; (IV) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (V) DEVELOPER TOOLS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENT. ANY DEVELOPER TOOLS, DEVELOPER CONTENT OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE DEVELOPER TOOLS ARE DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR LOSS OF DATA OR INTEGRITY THAT RESULTS FROM SUCH DOWNLOAD. ANY CONTENT POSTED BY US ON NESA CHAIN DEVELOPER WEB PAGES IS NOT PART OF ANY USER GUIDE OR LEGAL AGREEMENT. ALL SUCH CONTENT (INCLUDING DEVELOPER TOOLS, DEVELOPER CONTENT AND SHARED CONTENT ORIGINATING WITH US) IS PROVIDED “AS-IS”, WITHOUT ANY REPRESENTATION, WARRANTY OR GUARANTEE. WE DISCLAIM ALL EXPRESS, STATUTORY AND IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHER, WE DO NOT MAKE ANY REPRESENTATION, WARRANTY OR GUARANTEE AS TO THE QUALITY OR ACCURACY OF ANY CONTENT ON ANY NESA CHAIN DEVELOPER PAGES, AND WE SPECIFICALLY DISCLAIM THE COMPLETENESS, RELIABILITY OR ORIGINALITY OF SUCH CONTENT. WE FURTHER DISCLAIM ANY RESPONSIBILITY FOR ANY CONTENT (INCLUDING ANY DEVELOPER TOOLS, DEVELOPER APPLICATION, DEVELOPER CONTENT AND SHARED CONTENT) OR MATERIAL ON ANY NESA CHAIN DEVELOPER NETWORK NOT ORIGINATING WITH US, WHETHER OR NOT WE REVIEWED OR MODERATED SUCH CONTENT.
11. LIMITATION OF LIABILITY
IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU FOR ANY DAMAGES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES BASED ON LOST PROFITS, DATA, GOODWILL OR USE, HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM ANY HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE DEVELOPER TOOLS, THE NESA CHAIN, OR ANY INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF THE DEVELOPER APPLICATIONS, DEVELOPER TOOLS, DEVELOPER CONTENT OR SHARED CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE DEVELOPER APPLICATIONS, DEVELOPER TOOLS, DEVELOPER CONTENT OR SHARED CONTENT; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM DEVELOPER TOOLS; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE DEVELOPER APPLICATIONS, DEVELOPER TOOLS, DEVELOPER CONTENT OR SHARED CONTENT BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR DATA OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY DEVELOPER APPLICATIONS, DEVELOPER TOOLS, DEVELOPER CONTENT, SHARED CONTENT OR DATA POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE DEVELOPER APPLICATIONS, DEVELOPER TOOLS, DEVELOPER CONTENT OR SHARED CONTENT; AND/OR (VI) ANY PRODUCTS OR SERVICES PROVIDED BY YOU, INCLUDING ANY DEVELOPER APPLICATION, DEVELOPER TOOLS, DEVELOPER CONTENT, OR SHARED CONTENT.
12. INDEMNITY
You agree to indemnify and hold Us harmless from any claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys' fees) arising from content (including Developer Applications, Developer Tools, Developer Content, Shared Content and code) you submit to or post on the Nesa Chain, your use of the Nesa Chain, your violation of these Terms of Service, or your violation of any rights of a third party.
13. DISPUTE RESOLUTION
YOU AND NESA AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:
A. Mandatory Arbitration You and Nesa agree to resolve any claims arising out of or relating to this Terms of Service, regardless of when the claim arose, even if it was before this Terms of Service existed (a “Dispute”), through final and binding arbitration. You may opt out of arbitration within 30 days of account creation or of any updates to these arbitration terms within 30 days after the update has taken effect by sending an email stating that you opt out to [email protected]. If you opt out of an update, the last set of agreed upon arbitration terms will apply.
B. Informal Dispute Resolution We would like to understand and try to address your concerns prior to formal legal action. Before either of us files a claim against the other, we both agree to try to resolve the Dispute informally. You agree to do so by sending Us notice on email to [email protected]. We will do so by sending you notice to the email address associated with your account. If we are unable to resolve a Dispute within 60 days, either of us has the right to initiate arbitration. We also both agree to attend an individual settlement conference if either party requests one during this time. Any statute of limitations will be tolled during this informal resolution process.
C. Arbitration Forum If we are unable to resolve the Dispute, either of us may commence arbitration with the National Arbitration and Mediation (“NAM”) under its Comprehensive Dispute Resolution Rules and Procedures and/or Supplemental Rules for Mass Arbitration Filings, as applicable, available here (opens in a new window). Nesa will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous. The activities described in this Terms of Service involve interstate commerce and the Federal Arbitration Act will govern the interpretation and enforcement of these arbitration terms and any arbitration.
D. Arbitration Procedures The arbitration will be conducted by videoconference if possible, but if the arbitrator determines a hearing should be conducted in person, the location will be mutually agreed upon, in the county where you reside, or as determined by the arbitrator, unless the batch arbitration process described in Section 18 G. below applies. The arbitration will be conducted by a sole arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of New York The arbitrator will have exclusive authority to resolve any Dispute, except the state or federal courts of New York, New York have the authority to determine any Dispute about enforceability, validity of the class action waiver, or requests for public injunctive relief, as set out below. Any settlement offer amounts will not be disclosed to the arbitrator by either party until after the arbitrator determines the final award, if any. The arbitrator has the authority to grant motions dispositive of all or part of any Dispute.
E. Exceptions This section does not require informal dispute resolution or arbitration of the following claims: (i) individual claims brought in small claims court; and (ii) injunctive or other equitable relief to stop unauthorized use or abuse of the services provided by Nesa on the Nesa Chain or intellectual property infringement or misappropriation.
F. Class and Jury Trial Waivers You and Nesa agree that Disputes must be brought on an individual basis only, and may not be brought as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Class arbitrations, class actions, and representative actions are prohibited. Only individual relief is available. The parties agree to sever and litigate in court any request for public injunctive relief after completing arbitration for the underlying claim and all other claims. This does not prevent either party from participating in a class-wide settlement. You and Nesa knowingly and irrevocably waive any right to trial by jury in any action, proceeding, or counterclaim.
G. Batch Arbitration If 25 or more claimants represented by the same or similar counsel file demands for arbitration raising substantially similar Disputes within 90 days of each other, then you and Nesa agree that NAM will administer them in batches of up to 50 claimants each (each a “Batch”), unless there are less than 50 claimants in total or after batching, which will comprise a single Batch. NAM will administer each Batch as a single consolidated arbitration with one arbitrator, one set of arbitration fees, and one hearing held by videoconference or in a location decided by the arbitrator for each Batch. If any part of this section is found to be invalid or unenforceable as to a particular claimant or Batch, it will be severed and arbitrated in individual proceedings.
H. Severability If any part of these arbitration terms is found to be illegal or unenforceable, the remainder will remain in effect, except that if a finding of partial illegality or unenforceability would allow class arbitration, class action, or representative action, this entire dispute resolution section will be unenforceable in its entirety.
14. PROPRIETARY RIGHTS AND PRIVACY
You grant to Us a perpetual, worldwide, fully paid up right and license to use, copy, modify, publish, republish, distribute and create derivative works based on, in any form, any content or material you contribute to the Nesa Chain. Subject to the limited rights expressly granted hereunder, We reserve all rights, title and interest in and to all intellectual property rights subsisting in the Nesa Chain including, but not limited to, its user interface, branding, Our Developer Tools, Our Developer Content, and underlying technology. No rights are granted to you hereunder other than as expressly set forth in this Terms of Service. Subject to the above, we will treat information you submit to the Nesa Chain in accordance with our Privacy Policy at https://www.legacy.nesa.ai/privacypolicy.
15. REMOVAL OF MATERIAL UNDER U.S. DIGITAL MILLENNIUM COPYRIGHT ACT
If We receive a notice alleging that material or content you posted on the Nesa Chain infringes another party’s copyright, We may remove that material in accordance with Title II of the Digital Millennium Copyright Act of 1998 (Section 512 of the U.S. Copyright Act).
16. TRADEMARKS
NESA CHAIN and the Nesa Logo are trademarks or service marks of Nesa and may not be used in any manner without our express written consent.
17. EXPORT CONTROLS
When posting content to the Nesa Chain or when sharing content obtained from the Nesa Chain with others, you are solely responsible for complying with U.S. export control regulations, including the Export Administration Regulations ("EAR"), and all other applicable export and import laws and regulations. These regulations may require that postings of open source encryption code be simultaneously reported by email to the U.S. government as provided in the following: https://www.bis.doc.gov/index.php/encryption-and-export-administration-regulations- ear. Further, users residing in countries on the United States Office of Foreign Assets Control sanction list, or which are otherwise subject to a US export embargo, including Cuba, Iran, Libya, North Korea, Sudan and Syria, may not post or access content available through the Nesa Chain.
18. MODIFICATIONS TO THE NESA CHAIN
We reserve the right at any time to modify or discontinue, temporarily or permanently, the Nesa Chain (or any part thereof) with or without notice. You agree that We shall not be liable to you or to any third party for any modification, suspension or discontinuance.
19. MISCELLANEOUS
A. No Third Party Beneficiaries You agree that, except as otherwise expressly provided in this Terms of Service, there shall be no third-party beneficiaries to this Terms of Service.
B. Assignment You may not assign or transfer any rights or obligations under this Terms of Service and any attempt to do so will be void. We may assign Our rights or obligations under these Terms to any affiliate, subsidiary, or successor in interest of any business associated with Our Services.
C. Survivability The following provisions of the Terms survive any termination of these Terms: SECTION 6. TERMINATION AND SUSPENSION; SECTION 7. REPRESENTATIONS, WARRANTIES AND RISKS; SECTION 8. INDEMNITY; SECTION 9. LIMITATION OF LIABILITY; SECTION 10. OUR PROPRIETARY RIGHTS; SECTION 11. BINDING ARBITRATION AND CLASS ACTION WAIVER; SECTION 15. MISCELLANEOUS.
D. Choice of Law and Choice of Forum New York law will govern this Terms of Service except for its conflicts of laws principles. Except as provided in the Dispute Resolution Section 18, above, all claims arising out of or relating to this Terms of Service will be brought exclusively in the federal or state courts of New York, New York.
E. Entire Agreement This Terms of Service contain the entire agreement between you and Us regarding the use of the Nesa Chain as a developer of any Developer Application by you or a third-party using Our Developer Tools and Developer Content, and, other than any service-specific terms, supersedes any prior or contemporaneous agreements between you and Nesa.
F. Waiver and Severability of Terms The failure of Nesa to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
G. Statute of Limitations You agree that any claim or cause of action arising out of or related to the use of the Service or the Terms must be filed within one (1) year after such claim or cause of action arose, or another period as provided under statute or law, or be forever barred.
H. Section Titles The section titles in this Terms of Service are for convenience only and have no legal or contractual effect.
I. Communications Users with questions, complaints or claims with respect to the Nesa Chain or services may contact Us using the relevant contact information set forth below: Nesa Labs Inc. [email protected] Attn: Nesa Legal Team