These Terms and Conditions constitute the User Agreement and Terms of Service (hereafter the "Terms & Conditions") between GSI Ventures Inc. dba GarageSaleIt (referred to as "GSI" or the "Site") and any person, customer, or entity (referred as the "User") utilizing the website, GSI node network and any products, features and services provided thereon ("GSI Services"). These Terms & Conditions do not create any agency, partnership, or joint venture between GSI and User. By signing up for an account through GSI or any associated websites, APIs, or mobile applications, the User has read and consents to the Terms & Conditions. The User also agrees to GSI's Privacy Policy and Code of Conduct.
These Terms & Conditions may be amended and updated from time to time at the sole discretion of GSI. Revised versions will be considered effective as of the date and time posted on the GSI Site.
1. GSI SERVICES. GSI is a decentralized distributed application on a blockchain network, using smart contracts (each a "Smart Contract") to enable its Users to own, buy, sell, transfer, and share unique digital rewards that can be visualized on the GSI site through the GSI App.
1.1 GSI Master Node. GSI Master Node is a computer software and hardware system connected to GSI. The GSI Master Node supports GSI by maintaining the cryptography and confirming transactions on the GSI node network through the GSI App. Used herein, "GSI Master Node" may represent either the node itself or a license the User obtains to run said node. The GSI Master Nodes when combined form the "GSI Node Network".
1.2 GSI Node Network. When a User purchases, earns, or receives any NFT or digital reward the Smart Contract process, the User owns completely and outright the NFT and/or digital reward. For the avoidance of doubt, the User acknowledges and agrees that while the User may own an NFT or digital reward, the underlying embedded intellectual property rights may be subject to certain licensing requirements, and GSI can only convey such rights to Users so long as GSI holds a valid license to the intellectual property. If such license terminates, GSI, and by extension the User, may not have any rights to the underlying embedded intellectual property in the User's NFTs or Platform Assets, and the underlying embedded intellectual property may be changed or removed at GSI's determination.
1.2 GSI Reward. Each User of any GSI Master Node on the Site or associated websites, may be able to earn or receive the GSI Reward. The "GSI Reward" consists of a representation of GSI token, reflected on the GSI Blockchain and/or GSI App and the Site, which may or may not be bridged to other blockchains (including but not limited to Ethereum) through a minting process solely at the option and action of the User. When referencing the NFTs on the platform themselves in the singular and not specifically as a part of the GSI Reward, same shall be referred to herein as "Platform Asset." The GSI Reward is a digital reward and not a Security Token. The GSI Reward is not being offered to investors and there is no Initial Coin Offering (ICO) to promote the GSI Reward. Like BTC (which is the digital reward generated from the Bitcoin blockchain), the GSI reward is created through a unique blockchain protocol. Each User that participates in the GSI Blockchain protocol shall receive 100% of the User's allocated GSI Reward and any other digital reward or NFT, which is deposited in the User's GSI App. The GSI Reward, any NFT, and any other digital reward may reside solely within the GSI Blockchain, and may or may not have value. GSI cannot, and does not, control whether any of the GSI Reward, any NFT, and any other digital reward has monetary value on any other blockchain. On the GSI Blockchain, the Site, or any associated website, neither the GSI Reward nor NFT nor other digital reward may be exchanged for currency.
1.5 GSI App
1.5.1. The User may install and use any compatible digital app or electronic wallet provided by a third-party company that safely connects to the GSI Node network. If the User is a current GSI wallet holder, the User will be able to connect to MetaMask wallet, however, the User's original GSI wallet will not be usable on the platform. MetaMask and other electronic wallets allow the User to purchase (either directly via Coinbase or via third party sites), store, and engage in transactions using Ethereum cryptocurrency. Ethereum requires the payment of a transaction fee ("Gas fee") for every transaction that occurs on Ethereum network. The User will need to pay a Gas fee for each transaction that occurs via MetaMask or any other similar third-party company that provides an electronic wallet. GSI neither owns nor controls Metamask, Coinbase or any third party company, product or service that User may access, visit, or use. GSI will have no access or control over these payments or transactions, or ability to reverse any payments or transactions. GSI will be not liable for acts or omissions of Metamask, Coinbase, or any other such third parties, nor will GSI be liable for any damage that you may suffer as a result of your transactions or any other interactions with any such third parties. A User may be able to use the GSI App or other compatible wallet to send and receive any NFT or digital reward with other users of the GSI Blockchain. GSI does not offer any User the ability to exchange one form of currency for any other form of currency (fiat or digital). GSI App is not a custodian, exchange or money transmitter.
1.5.2. When a User creates a GSI App, the GSI Blockchain software generates a cryptographic private key and public key pair that the User must use to send and receive any NFT or digital reward supported on the GSI Blockchain. The User is solely responsible for storing, outside of GSI's Services, a backup of any User's GSI App, private key(s), or transaction information that the User maintains in the GSI App or otherwise with the GSI Services. If the User does not backup the GSI App, the User may not be able to access the GSI in the event that GSI discontinues some or all of the GSI Services.
1.5.3. In order for a transaction to be validated on the GSI Blockchain, any GSI transaction through the GSI App must be confirmed and recorded in the distributed ledger associated with the GSI Blockchain. The GSI Blockchain is a decentralized, peer-to-peer network supported by the users of the GSI Blockchain, which is not owned, controlled or operated by GSI.
1.5.4. GSI has no control over any NFT or digital reward (including the GSI Reward) generated through the GSI Blockchain or the GSI App or Site, and cannot ensure that any transaction details a User submits via the GSI Services and GSI App or Site will be confirmed or processed on the GSI Blockchain. The User agrees and understands that the transaction details submitted by the User via the GSI Services and GSI App may not be completed or may be delayed by the GSI Blockchain or any supporting blockchain used to process the transaction. GSI does not guarantee that the GSI App can transfer title or right in any NFT or digital reward, and GSI makes no warranties of title of any kind. Once transaction details have been submitted to the GSI Blockchain, GSI cannot assist the User to cancel or otherwise modify such transaction or details.
1.5.5. In the event of a fork of the GSI Blockchain or any other supported blockchain, GSI may not be able to support the User's activity related to GSI or any other supported NFT or reward. The User agrees and understands that in the event of a fork of the GSI Blockchain, any transaction associated with the GSI App or GSI Services may not be completed, may be partially completed, incorrectly completed, or substantially delayed. GSI is not responsible for any loss incurred by any User caused in whole or in part, directly or indirectly, by a fork of the GSI Blockchain.
1.5.6. With respect to the GSI App, GSI does not receive or store a User's GSI App password, or any keys, network addresses or transaction history. GSI cannot assist any User with GSI App password retrieval. The User is solely responsible for remembering, storing and keeping secret the User's GSI App PIN (password), keys and address. Any NFT or digital reward a User has stored within its GSI App may become inaccessible if the User does not know or keep secret its GSI App keys and PIN. Any third party with knowledge of one or more of a User's credentials (including, without limitation, a backup phrase, App identifier, PIN, or keys) can dispose of the NFT or digital rewards in the User's GSI App.
1.5.7. GSI does not currently charge a fee for the GSI App, receiving, sending, or storing GSI. However, GSI reserves the right to do so in the future, and in such case any applicable fees will be displayed prior to the User incurring such fee. Notwithstanding, the GSI Blockchain may have Blockchain Transaction Fees required to transact NFT or digital reward transactions through the GSI Blockchain. GSI may attempt to calculate for the User any Blockchain Transactions Fees, though such calculation may be inaccurate or excessive. The User may select a greater or lesser fee, and the User is solely responsible for paying any Blockchain Transaction Fees required on the GSI Blockchain. GSI will
neither advance nor fund any Blockchain Transaction Fee on any User's behalf, nor be responsible for any excess or insufficient fee calculation.
1.5.8. From time to time, there may be programs in place to allow User to receive a reward, in the form of GSI Reward, NFT, or otherwise, based on actions taken by the User, whether it be by referral or other program in place at the time ("Additional Rewards"). User understands that GSI makes no representations or warrants regarding the Additional Rewards. Notwithstanding or limiting the foregoing, GSI further makes no representations or warrants surrounding the operation of any GSI Services or that said GSI Services/Additional Rewards will be error-free or uninterrupted. User accepts the sole responsibility for taking any and all actions to obtain any Additional Rewards, and holds GSI harmless for any opportunity cost or losses that occur as a result of the non-receipt of anticipated Additional Rewards, monetary or otherwise.
1.6 GSI LAUNCHER The User understands and acknowledges that by downloading the application entitled "GSI Launcher" that it has read and understood and agrees to be bound to the Limited Software Warranty and License Agreement.
2. PAYMENT TERMS.
2.1. Annual License and Monthly Service Fees.
The User shall pay a one-time GSI Master Node license fee. GSI or any of its affiliates or third parties may be the party that sells the software or hardware for any GSI Master Node.
2.2. Software License.
The User may be required to enter into a software license agreement with GSI or any third party for the use of any required software for each GSI Master Node. The User shall pay all associated software license fees.
2.3. Equipment Purchase.
The User may enter into an equipment purchase agreement as it relates to the purchase of any hardware for an GSI Master Node. The User is not required to purchase such hardware, but may use any equipment technology (e.g. computer, GPU, cell phone, or other technology) that can appropriately and safely access and connect to the GSI Node Network.
2.4. Maintenance and Hosting Fees.
GSI does not maintain or host any GSI Master Node, but may refer the User to one or more third-party hosting companies that may or may not be affiliated with GSI. If the User elects and is part of a separate hosting agreement, the User may be required to pay certain data center operations, maintenance and power fees ("Maintenance Fees").
2.5. Blockchain Transaction Fees.
The delivery and receipt of any of the User's NFT or digital rewards through the GSI App may be subject to network or transaction fees charged by the blockchain associated with the User-selected algorithm ("Blockchain Transaction Fees"), which are non-refundable. Blockchain Transaction Fees are paid to emit, record, verify, and process a transaction on the blockchain. Any withdrawal or transfer of the User's NFT or digital reward are subject to Blockchain Transaction Fees.
2.6. Other Third-Party Fees.
Certain digital apps, app addresses, tools, and third-party software and devices ("Third-Party Fees") used by the User may also charge the User a fee, including a per transaction or transfer fee, which are non-refundable. The User is responsible for satisfying any such fee(s). The User should note that any such fees may significantly reduce the User's rewards and therefore the User is responsible for managing the selection, use, rate and frequency of their receipt of rewards to any such Third-Party Fees.
2.7. Taxes.
The User is responsible for any taxes, and the User will pay for GSI Services without any reduction for taxes. If the User is required by law to withhold any taxes from its payments to GSI, the User must provide GSI with an official tax receipt or other qualified documentation to support such withholding, including value added tax ("VAT"), if applicable. The User will be liable to pay (or reimburse GSI) for any taxes, interest, penalties or fines which may arise from any mis-declaration made by the User. The User shall pay GSI for all taxes and governmental fees GSI is required to collect or pay upon sale or delivery of GSI Services. POTENTIAL USERS OF NFTS OR DIGITAL REWARDS, INCLUDING BUT NOT LIMITED TO BITCOIN, ARE FOREWARNED OF POSSIBLE FINANCIAL LOSS AT THE TIME SUCH REWARDS ARE EXCHANGED FOR FIAT CURRENCY DUE TO AN UNFAVORABLE EXCHANGE RATE. MOREOVER, A FAVORABLE EXCHANGE RATE AT THE TIME OF EXCHANGE MAY RESULT IN A TAX LIABILITY. USERS SHOULD CONSULT A TAX ADVISOR REGARDING ANY TAX CONSEQUENCES ASSOCIATED WITH THE PURCHASE, SALE, TRADE, RECEIPT OR OTHER USE OF DIGITAL REWARDS.
2.8. CREDIT CARD PURCHASES
If User pays by credit card or certain other payment instruments, User may be provided with a third-party interface (hereinafter "Payment Processor"), to input, change, and update Users payment information to make payment. The processing of payments may be subject to the terms, conditions, and policies of the Payment Processors in addition to this agreement (Circle (https://support.usdc.circle.com/hc/en-us/articles/360001233386). All User rights and privileges with respect to Payment Processor are set out in the Circle Account User Agreement. GSI has no liability for fiat transactions, all of which liability rests with Payment Processor. GSI is not a custodian for Users' credit card or certain other payment instruments and is not responsible for the acts or omissions of the Payment Processor(s).
Users agree to pay GSI through the payment processors, all applicable fees and customer agrees and authorizes GSI and payment processor us to charge all sums including all applicable taxes to payment methods specified or linked to your account. When Users provide payment information to Payment Processor or to one of its payment processors, User represent that User is the authorized User of the card, PIN, key, or account associated with that payment, and Users authorizes GSI and Payment Processor to charge User's credit card or to process User's payment with the chosen third-party payment processor for any payment, withdrawal, or fees incurred by you.
FOR PAYMENTS IN CRYPTOCURRENCY: PAYMENT PROCESSOR ONLY SUPPORTS USDC.
The User has read the Terms & Conditions and understands that by purchasing with a credit card, the item will not be claimed until at least fourteen (14) days from the date the purchase is completed.
"Charge Backs"
In the event of a charge back, GSI may, in its sole discretion, carry out one or more of the following actions:
User will be temporarily auto banned
User will not be eligible for daily distribution
3. USER OBLIGATIONS
3.1. Software and Equipment Allocation.
The User is responsible for the allocation of the User's software and equipment and selected optimization decisions. The User acknowledges that GSI is not responsible for the selection or timing of blockchain protocols, nor is GSI responsible for the protocols selected for use in connection with GSI Services. The User is solely responsible for these decisions and shall monitor and allocate strategies through the User's GSI App. The User acknowledges that the node transactions on any blockchain may vary and will not be uniform across each GSI Master Node.
3.2. Log-in Credentials.
The User represents and warrants that the User is responsible for the preservation of confidentiality of the User's login credentials on the GSI App and any other login for the GSI Services. Login credentials generated for the User by GSI are for the User's internal use only and the User is strictly prohibited from selling, transferring, or sub-licensing them to any other entity or person.
3.3. Blockchain Network Risk.
The User represents and warrants that the User accepts the risks of blockchain protocol and network, including instability, congestion, high transaction costs, network latency, information security, regulatory risk, and technological and operational error. The User understands these risks may result in delay or failure to process transactions and potentially high Blockchain Transaction Fees or Third Party Fees. The User represents and agrees that GSI is not responsible for any diminished GSI Services, related features, or capabilities resulting from blockchain network risk. In the event of a material increase or decrease to Blockchain Transaction Fees, Third Party Fees, or operational degradation, congestion, failure or other disruption of the blockchain network used by the User, GSI may, at its sole discretion and upon notice to the User, make any adjustments to the GSI Services.
3.4. Blockchain Modification Risk.
The User represents and warrants that the User is familiar with and accepts the risks associated with blockchain development and code changes. Blockchain technologies are still under development and may undergo significant changes over time. Blockchain contributors may make changes to features and specifications of the algorithm selected by the User, and may fork the GSI Blockchain protocol. Such changes may include or result in the elimination or support for specific algorithms and applications.
3.5. Trade Compliance.
User shall comply with all applicable import, re-import, sanctions, anti-boycott, export, and re-export control laws and regulations, including all such laws and regulations that apply to European Union and U.S. companies, such as the Export Administration Regulations, the International Traffic in Arms Regulations, and economic sanctions programs implemented by the Office of Foreign Assets Control and the European Union's Common Foreign and Security Policy (collectively, "Trade Sanctions Laws"). The User represents and warrants that the User and the User's financial institutions, or any party that owns or controls the User or the User's financial institutions, are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the U.S. Government (e.g., the Specially Designated Nationals List and Foreign as Evaders List of the U.S. Department of Treasury, and the Entity List of the U.S. Department of Commerce), the European Union or its Member States, or other applicable government authority.
3.6 Compliance with Local Laws and Regulations.
User shall not attempt to purchase any GSI products restricted by local laws and regulations. GSI may from time-to-time geoblock or otherwise restrict access to this site as necessary to ensure compliance with laws and regulations. GSI is not responsible for any loss as a result of such compliance with local laws and regulations.
3.7 Ownership Restrictions.
Except as expressly set forth herein, the use of the GSI Services and GSI App does not grant User any ownership of or any other rights with respect to any content, code, data, or other materials that you may access on or through the GSI App. When a User purchases or owns a Platform Asset, the User owns the underlying NFT completely for as long as the User owns the Platform Asset, subject to the terms and restrictions of this Agreement and any accompanying license restrictions for the Platform Asset. Ownership of the NFT is mediated entirely by the smart contract and Avalanche Network (or any other applicable network): at no point may GSI seize, freeze, or otherwise modify the ownership of the Platform Asset. The User acknowledges and agrees that while the User may own a Platform Asset, the underlying embedded intellectual property rights may be subject to certain licensing requirements, and GSI can only convey such rights to Users so long as GSI holds a valid license to the intellectual property. If such license terminates, GSI, and by extension the User, may not have any rights to the underlying embedded intellectual property in the User's owned Platform Asset, and the underlying embedded intellectual property may be changed or removed at GSI's determination.
3.8 Children.
USER AFFIRMS HE/SHE IS OVER THE AGE OF 18, AS THE GSI APP AND GSI SERVICES ARE NOT INTENDED FOR CHILDREN UNDER AGE 18.
3.9 Responsibility for Conduct.
User takes responsibility for all activities that occur under its GSI App and for its use of the GSI Services, and User accepts all risks of any authorized or unauthorized access to its GSI App, to the maximum extent permitted by law. User represents and warrants that the User is familiar with and accepts the risks associated with digital Apps and private keys, including the risks described herein. User is solely responsible for its own conduct while accessing or using the GSI Services or GSI App, and for any consequences thereof. User agrees to use the GSI Services, GSI App, and GSI Blockchain for purposes that are legal, proper and in accordance with these Terms and any applicable laws or regulations. By way of example, and not as a limitation, User may not, and may not allow any third party to: (i) send, upload, distribute or disseminate any unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content; (ii) distribute viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature; (iii) impersonate another person (via the use of an email address or otherwise); (iv) upload, post, transmit or otherwise make available through the GSI Services any content that infringes the intellectual proprietary rights of any party; (v) use the GSI Services to violate the legal rights (such as rights of privacy and publicity) of others; (vi) engage in, promote, or encourage illegal activity (including, without limitation, money laundering); (vii) interfere with other users' enjoyment of the GSI App or GSI Blockchain; (viii) exploit the GSI Services for any unauthorized commercial purpose; (ix) modify, adapt, translate, or reverse engineer any portion of the GSI Services; (x) remove any copyright, trademark or other proprietary rights notices contained in or on the GSI App or GSI Blockchain or any part of it; (xi) reformat or frame any portion of the GSI App; (xii) display any content on the GSI App or GSI Blockchain that contains any hate-related or violent content or contains any other material, products or services that violate or encourage conduct that would violate any criminal laws, any other applicable laws, or any third party rights; (xiii) use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the GSI App or the content posted on the GSI App, or to collect information about its users for any unauthorized purpose; (xiv) create user accounts by automated means or under false or fraudulent pretenses; (xv) trick, defraud, or mislead GSI or Users, with specific to an attempt to learn sensitive account information; (xvi) attempt to impersonate another User; (xvii) attempt to bypass any security measure of the Site; (xvii) copy or adapt the Site; or, (xviii) disparage, tarnish, or otherwise harm, in GSI's sole discretion, GSI and/or the Site.
3.10 User Conduct
3.10.1. Users must at all times observe the highest standards of personal integrity. Users are required to behave in a professional manner in their interactions with other Users, GSI, members of the administration team, the media, sponsors, and fans. This includes but is not limited to the following: conduct on live streams, videos, in-person at events and on stage, or anything public-facing.
3.10.2. Users may not use obscene gestures, profanity, or references to drugs, sex or violence in their Names, User handles, chat, lobby chat live interviews or any public facing media. This rule applies to English and all other languages and includes abbreviations and/or obscure references. In addition to the foregoing, all Names and User handles may be reviewed by GSI. Names, and User handles may be denied at any time that may not reflect the professional standards of GSI.
3.10 Anti-Harassment GSI is committed to providing an environment that is free of harassment and discrimination. In furtherance of this commitment, Users are prohibited from engaging harassment or discrimination based on race, color, religion, gender, national origin, age, disability, sexual orientation or any other status or characteristic protected by law.
3.11 Disciplinary Action. In order to preserve the integrity of GSI's reputation, GSI will have the right to monitor compliance with these Rules, investigate possible breaches of the Rules, and impose sanctions for violations. Users agree to cooperate with GSI in any such investigation. If GSI determines that a User has violated the Rules, the User may be immediately removed from GSI. In addition, GSI may, in its sole discretion:
Issue a warning to the User and publish that warning publicly;
Withhold or Revoke any part of the points and prizes awarded to the User;
Terminate all licenses granted to the User for GSI titles, and/or
Terminate all GSI accounts that are held by the User.
GSI' determination as to the appropriate disciplinary action will be final and binding. GSI reserves the right to lock out Users whose eligibility is in question or are otherwise ineligible. The failure by a User to cooperate with any internal or external investigation that GSI conducts relating to a violation of the Rules or applicable law is, itself, a violation of the Rules.
3.13 Representations Made By User. User acknowledges and agrees that the GSI Services, including but not limited to the GSI Master Node and GSI Reward, ARE NOT being sold as an investment by or of GSI. THE USER UNDERSTANDS THAT ANY REPRESENTATIONS MADE BY THE USER AT ANY TIME THAT ANY OF THE GSI SERVICES ARE AN INVESTMENT IN GSI (OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IN GENERAL) TO OTHERS IN A DIRECT ATTEMPT TO MARKET GSI SERVICES IN COORDINATION WITH SUPPLYING USER'S REFERRAL LINK IS A DIRECT BREACH OF THE TERMS & CONDITIONS. A determination of same will be made at the sole discretion of GSI.
3.14 GSI MASTER NODE REPRESENTATIONS
GSI and the User recognize that the SOLE AND ONLY purpose of the GSI Master Node is to support the GSI Node Ecosystem. Nothing contained in this Agreement, exhibit to this Agreement, or any representation made outside of this Agreement, conveys on the User any ownership interests in GSI or its subsidiaries, or interests otherwise in the GSI (including, but not limited to voting rights in the GSI), nor any expectation of profits from the efforts of the GSI or its principals or subsidiaries. The User understands that while it may from time to time receive rewards in line with the distribution schedule of the Node Ecosystem ("Distribution Rewards') (subject to change), said reward is solely earned because of and as a direct result of work accomplished and performed by the User (i.e. work done by the GSI Master Node). The User recognizes that should the User never actually run the GSI Master Node, it will receive no rewards. GSI has no control of the method in which rewards are distributed to the GSI Master Node. It is anticipated that the GSI Master Node will be able to be sold or transferred in the future as Non-Fungible Tokens, however, GSI cannot and does not warrant or represent that the resale value of the Nodes will be higher than the purchase price should this event occur, nor that it will be legally possible to do so. Further, GSI cannot and does not warrant or represent that there will ever be a resale value or capability of the GSI Master Node.
4. TERMINATION
4.1. General. GSI may suspend or terminate the User's right to access or use GSI Services immediately and without notice if: (i) GSI determines the User's use of the GSI Services poses a security risk to GSI Services or any third party, could adversely impact GSI, GSI Services, GSI Blockchain or any other GSI users, or could subject GSI, its affiliates, or any third party to liability, or could be fraudulent; (ii) the User is in breach of these Terms & Conditions; (iii) the User initiated a chargeback or dispute with respect to any payment or purchase of the GSI Services; (iv) the User has ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding; or (v) for any other reason at GSI's discretion.
4.2. Effect of Suspension.
If GSI suspends the User's right to access or use any portion or all of the GSI Services, the User shall remain responsible for all fees and charges the User incurs during the period of suspension, including any Maintenance Fees and Blockchain Transaction Fees; and the User may be in violation of the User's hosting agreement or the blockchain protocols, which may prevent or limit the User's entitlement or access to any results or rewards that may have occurred during the User's suspension of the GSI Services. User agrees to pay any fee charged by GSI to reconnect the GSI Services.
4.3. Effect of Termination.
If GSI terminates the User's right to access or use any portion or all of the GSI Services, then all of the User's rights under these Terms & Conditions immediately terminate and the User shall remain responsible for all fees owed to GSI incurred through the termination date.
5. GOVERNANCE
5.1. Advisory Board. The GSI Blockchain may have an advisory board.
5.2. Voting for GSI Blockchain Updates and Amendments. The GSI Blockchain may have voting protocols.
5.3. Consensus Nodes. The GSI Blockchain may have consensus nodes, which are the GSI Master Nodes that approve and validate transactions, and contribute to the security and stability of the network. Any User that owns an GSI Master Node involved in the consensus protocol may be rewarded from the GSI Blockchain and be able to charge Blockchain Transaction Fees.
5.4. Community and Decentralized Innovation. The GSI Blockchain invites any person or entity throughout the world to contribute to the GSI Blockchain, including coders, application developers, marketers, advertisers, and service and maintenance providers. Accepted amendments, updates, and innovation from individuals or groups of the GSI Blockchain community may be rewarded from the GSI Blockchain rewards.
6. PUBLICITY
The User is permitted to state publicly that it is a customer or user of GSI, consistent with any Trademark Guidelines which may be adopted by GSI from time to time. The User agrees to abide by the Privacy Policy and Code of Conduct of GSI.
7. REPRESENTATIONS AND WARRANTIES
Each party represents and warrants that: (i) it has full power, legal capacity, and authority to enter into these Terms & Conditions; and (ii) it will comply with all laws and regulations applicable to its provision or use of GSI Services. If User provides any information that is untrue, inaccurate, not current, or incomplete, GSI has the right to suspend or terminate User's account and refuse any and all current or future use of the GSI Services.
8. DISCLOSURES & RISKS
8.1 Notification. GSI notifies each User of certain disclosures and risks associated with blockchain NFT and digital rewards and their associated technology and protocols. GSI Services are not an investment product, and no action, notice, communication by any means, or omission by GSI shall be understood or interpreted as such. GSI has no influence whatsoever on the GSI Blockchain, the transactions and consensus protocols, or the NFTs or digital rewards, including the GSI Reward. Ownership of a GSI App or Master Node or the use of GSI Services does not represent or constitute any ownership right or stake, share or security, debt or equivalent right, or any right to receive any future revenue or form of participation in or relating to any blockchain or digital reward, including the GSI Blockchain or GSI Reward.
8.2 Digital Rewards. Digital rewards are not considered legal tender, are not issued or backed by any government, and have fewer regulatory protections than traditional currency. Moreover, digital rewards are not insured against theft or loss by any insurance corporation or any investor protection, including the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation.
8.3 Market Risk. The value of NFTs and digital rewards are derived from supply and demand in the global marketplace, which can rise or fall independent of any government currency. Holding NFTs and digital rewards carries exchange rate and other types of risk. The value of NFTs and digital rewards may be derived from the continued willingness of market participants to exchange traditional government currency for digital rewards, which may result in the potential for permanent and total loss of value of a particular digital reward should the market disappear. The volatility and unpredictability of the price and value of NFTs and digital rewards, relative to government currency, may result in significant loss over a short period of time. GSI cannot guarantee or warrant the value of any NFT, digital reward or blockchain, including the GSI Blockchain and GSI Reward, and explicitly warns the User that that there is no reason to believe that any NFT or blockchain reward will increase in value, and that they may hold no value, decrease in value, or entirely lose value.
8.4. Regulatory Risk. Legislative and regulatory changes or actions at the state, federal, or international level may adversely affect the use, transfer, exchange, and value of virtual NFTs and blockchain rewards. The regulatory status of cryptographic tokens, digital assets and blockchain technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether governmental authorities will regulate such technologies. It is likewise difficult to predict how or whether any governmental authority may make changes to existing laws, regulations and/or rules that will affect cryptographic tokens, digital assets, blockchain technology and its applications. Such changes could negatively impact the GSI Services in various ways, including, for example, through a determination that any of the above are regulated financial instruments that require registration. GSI may cease any distribution of any of the above, the development of the GSI platform or cease operations in a jurisdiction in the event that governmental actions make it unlawful or commercially undesirable to continue to do so. The industry in which GSI operates is new, and may be subject to heightened oversight and scrutiny, including investigations or enforcement actions. There can be no assurance that governmental, quasi-governmental, regulatory or other similar types of (including banking) authorities will not examine the operations of GSI and/or pursue enforcement actions against GSI. Such governmental activities may or may not be the result of targeting GSI in particular. All of this may subject GSI to judgments, settlements, fines or penalties, or cause GSI to restructure its operations and activities or to cease offering certain products or services, all of which could harm GSI's reputation or lead to higher operational costs, which may in turn have a material adverse effect on the GSI Services.
8.5 Technology Risk. Virtual NFT and digital reward transactions may be irreversible and losses due to fraudulent or accidental transactions may not be recoverable. Some virtual transactions are deemed to be made when recorded on a public ledger, which may not necessarily be the date or time the user initiated the transaction. The nature of such virtual transactions may lead to an increased risk of fraud or cyber-attacks.
8.6 Changes to GSI Master Node Network. GSI and User recognize that from time-to-time amendments will be made to the GSI Master Node Network. GSI and User both specifically agree that GSI will, from time to time, present the GSI Master Node Network with proposed amendments (the "Proposed Amendments'). The User understands that the Proposed Amendments will be made at the discretion of GSI, and GSI owes the User no duty or obligation to make proposals in its best interests. The User specifically understands that there may come a time when GSI proposes an amendment that is not in or in direct opposition to the User's best interests, financial or otherwise (including, but not limited to a change in the distribution calculation), and the User has no legal recourse against GSI should any Proposed Amendment be approved and implemented. GSI and the User both agree that one such Proposed Amendment may be to change the specifications, including, but not limited to the internet connection, Random Access Memory, Central Processing Unit requirements, extra space, and any other requirements needed to run the Nodes (the "Specifications"). GSI and User further agree that while the Specifications may be minimal on the effective date of this Agreement, this is subject to change through the Proposed Amendment. While GSI does represent and covenant that the GSI Master Node will always be able to be run using the current specifications, GSI does not and cannot represent or covenant that any rewards earned (financial or otherwise) for doing so are not subject to change.
9. DISCLAIMER
EXCEPT AS EXPRESSLY PROVIDED FOR IN THESE TERMS & CONDITIONS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GSI, ITS AFFILIATES, AND ITS SUPPLIERS DO NOT MAKE ANY OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NON-INFRINGEMENT. GSI, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION, FAILURE TO STORE, OR ANY LOSS OF ANY USER DATA, INCLUDING BLOCKCHAIN DATA, NFT AND DIGITAL REWARDS DERIVED, MAINTAINED, OR TRANSMITTED THROUGH USE OF GSI SERVICES. THE USER IS SOLELY RESPONSIBLE FOR SECURING ITS CUSTOMER DATA AND DIGITAL REWARDS. NEITHER GSI, ITS AFFILIATES, NOR ITS SUPPLIERS, WARRANTS THAT THE OPERATION OF GSI SERVICES, GSI BLOCKCHAIN, OR ANY OTHER SUPPORTED BLOCKCHAIN WILL BE ERROR-FREE OR UNINTERRUPTED. GSI, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR ANY LOSSES OR OPPORTUNITY COSTS RESULTING FROM BLOCKCHAIN NETWORK AND PROTOCOL OR THIRD-PARTY SOFTWARE ISSUES, WHICH MAY IN TURN RESULT IN THE INABILITY TO PROCESS TRANSACTIONS ON ANY BLOCKCHAIN AT ALL OR WITHOUT INCURRING SUBSTANTIAL FEES.
10. LIMITATION OF LIABILITY
10.1. Limitation of Indirect Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GSI AND THE USER SHALL NOT BE LIABLE UNDER THESE TERMS & CONDITIONS FOR LOST REVENUES, OPPORTUNITY COSTS, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, EVEN IF GSI KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY. THIS LIMITATION OF LIABILITY DOES NOT APPLY TO VIOLATIONS OF GSI'S INTELLECTUAL PROPERTY RIGHTS, INDEMNIFICATION OBLIGATIONS, OR THE USER'S PAYMENT OBLIGATIONS.
10.2. Limitation of Amount of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER GSI NOR ITS AFFILIATES OR SUPPLIERS, MAY BE HELD LIABLE UNDER THESE TERMS & CONDITIONS FOR MORE THAN THE AMOUNT PAID BY THE USER TO GSI UNDER THESE TERMS & CONDITIONS FOR THE 12 MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, MINUS ANY REWARDS GENERATED OR RECEIVED BY THE USER AS A RESULT OF THE USE OF GSI SERVICES.
11. INDEMNIFICATION Unless prohibited by applicable law, the User will defend and indemnify GSI and its Affiliates against any settlement amounts approved by the User and damages and costs finally awarded against the User and its affiliates by a court of competent jurisdiction in any formal legal proceeding filed by an unaffiliated third party before a court or government tribunal (including any appellate proceeding) to the extent arising from the User's use of GSI Services.
12. MISCELLANEOUS.
12.1. Assignment.
The User will not assign or otherwise transfer the User's rights and obligations under these Terms & Conditions, without the prior written consent of GSI, which may be unreasonably withheld. Any assignment or transfer in violation of this section will be void. At any time and without the need for User's consent, GSI may assign any obligation, right and these Terms & Conditions. Subject to the foregoing, these Terms & Conditions will be binding upon, and inure to the benefit of the parties and their respective permitted successors and assigns. The User may not merge these Terms & Conditions with any other agreements with which GSI may be a party.
12.2. Third-Party Communications.
GSI disclaims all liability for any communications directed to you from any third-party directly or indirectly in connection with the Platform that you may receive, and any actions you may take or refrain from taking as a result of such communications. User is solely responsible for assessing and verifying the identity and trustworthiness of the source and content of such communications. GSI assumes no responsibility for verifying, and makes no representations or warranties regarding, the identity or trustworthiness of the source or content of any such communications.
12.3. Disputes.
Any dispute, controversy, difference or claim arising out of or relating to these Terms & Conditions or relating in any way to the User's use of GSI sites or GSI Services, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to these Terms & Conditions the parties may agree to first attempt mediation before a single mediator, administered by the International Centre for Dispute Resolution under its mediation rules, to be held in any location agreed to by the parties in the English language. If the parties do not agree on mediation, the matter shall be referred to and finally resolved by arbitration before a single arbitrator to be held in Melbourne, Victoria, Australia administered by the International Centre for Dispute Resolution in accordance with International Dispute Resolution Rules. The decision of the arbitrator is final and binding on the parties, and enforceable in a court of competent jurisdiction. The prevailing party shall be entitled to costs and reasonable attorneys' fees for the arbitration. Notwithstanding the foregoing GSI and the User agree that GSI may bring suit in any court of law to enjoin infringement or other misuse of GSI's intellectual property rights. Any disputes that may arise beyond the scope of the arbitration provision shall be exclusively subject to the State or Federal Courts located in Melbourne, Victoria, Australia. The User and GSI consent to personal jurisdiction in those courts. CLASS ACTION WAIVER: TO THE EXTENT PERMISSIBLE BY LAW, ALL CLAIMS MUST BE BROUGHT IN A PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING (COLLECTIVELY "CLASS ACTION WAIVER"). THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR ENGAGE IN ANY CLASS ARBITRATION. USER ACKNOWLEDGES THAT, BY AGREEING TO THESE TERMS, EACH PARTY WAIVES THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
12.4. Entire Agreement.
These Terms & Conditions sets out all the terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. In entering into these Terms & Conditions, neither party has relied on, and neither party will have any right or remedy based on, any statement, representation or warranty (whether made negligently or innocently), except those expressly set out in these Terms & Conditions. The terms may be updated on GSI sites.
12.5. Force Majeure.
GSI and its affiliates will not be liable for any failure or delay in performance of obligation under these Terms & Conditions where the failures or delay results from any cause beyond reasonable control, including, but not limited to, acts of God, labour disputes or other industrial disturbances, electrical or power outages, utilities or other telecommunications failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war. Force Majeure events include, but are not limited to, upgrades to the validation rules of a given blockchain (e.g., a "hard fork" or "soft fork").
12.6. Governing Law.
Any claim or dispute between the User and GSI arising out of or relating to the User's use of GSI sites, GSI Services, or these Terms & Conditions, in whole or in part, shall be governed by the laws of the State of Victoria, Australia without respect to its conflict of laws provisions. The 1980 United Nations Conventions on Contracts for the International Sale of Goods does not govern these Terms & Conditions.
12.7. Language.
All communications and notices made or given pursuant to these Terms & Conditions must be in the English language. If we provide a translation of the English language version of these Terms & Conditions, the English language version will control if there is any conflict.
12.8. Notices to the User and GSI.
GSI may provide any notice to the User under these Terms & Conditions by: (i) posting a notice on GSI Site; or (ii) sending a message to the email address associated with the User's account. Notices provided on GSI Site will be effective upon posting and notices provided by email will be effective when the email is sent. It is the User's responsibility to keep the User's email address current. To give GSI notice under these Terms & Conditions, the User must contact GSI by support@garagesaleit.com. GSI may update the address for notices by posting on the GSI Site.
12.9. Severability.
If any portion of these Terms & Conditions is held to be invalid or unenforceable, the remaining portions will remain in full force and effect.