Version of 31 July 2023

1.  Scope of Application
   1. These General Terms and Conditions (“GTC”) govern the use of, and/or the access to, the website ubunation.com including all subdomains (“Platform”), particularly to the offering and purchase of non-fungible tokens (“NFT”), as well as any and all legal relationships between the user of the Platform and UBUNTU NATION Ltd, CH-Zug (“Ubuntu Nation”), unless they shall have been amended or supplemented in writing or shall be contrary to compelling law. These GTC shall apply to all users of the Platform, including but without limitation to users who are browsers, vendors, customers, merchants, and/ or contributors of content (“User”). If a User shall not wish to be bound by these GTC, the respective User may not use and/or access the Platform.
   2. Ubuntu Nation may also, in the future, offer new services and/or features through the Platform (including, the release of new tools and resources). Such new features and/or services shall also be subject to these GTC. The User may review the most current version of the GTC at any time on this page. Ubuntu Nation reserves the right to update, change or replace any part of these GTC by posting updates and/or changes to the Platform. It is the User’s responsibility to check this page periodically for changes. The User’s continued use of, and/or access to, the Platform following the release of any changes shall constitute acceptance of those changes.
   3. The Platform is based on NFTverse of license.rocks GmbH, D-Berlin, which provides Ubuntu Nation with the online NFT platform that allows Ubuntu Nation to sell its NFTs to the User.
   4. Further, the Platform has integrated a virtual currency provider platform of SHA 2 Solutions OÜ, EST-Talinn, which allows the User seamless purchase of NFTs including purchasing of NFTs by credit card.
2. Platform Offering
   1. Ubuntu Nation operates the Platform (ubunation.com) which shall be designated to launch continuous NFT charity campaigns (“NFT Charity Campaign”), for each of which shall be partnered with a sports- or entertainment celebrity (“Voice”) and for each of which shall be created a respective customized limited NFT collection. A significant share of the revenue of each NFT Charity Campaign shall be donated to charity as selected by the respective Voice.
   2. The Platform shall allow Users to purchase NFTs. Users who purchased NFTs may subsequently be rewarded with dedicated additional services individually designed for each NFT Charity Campaign, such as e.g. invitations to special events, video calls or messages with the Voice or physical merchandising products (“Additional Services”). There is no entitlement whatsoever to get Additional Services provided.
   3. Upon initiation of the Platform and for a certain period of time, interested Users may purchase a founder NFT (“Founders Badge NFT”) out of a first limited founder NFT collection of 1’000 pieces (“Founder User”) to benefit from various advantages as described on the Platform, e.g. unique digital badge displayed on the Users profile, symbolizing their status as pioneers and visionaries, enshrinement on the Platform founders wall, pre-access to all upcoming NFT Charity Campaigns, priority access to in-person and digital events, including Q&A sessions with Voices, concerts, private dinners, etc. (“Founders Benefits”). Relevant for the scope of Founders Benefits associated with the Founders Badge NFT shall be the current description as released on the Platform.
   4. Under these GTC, Founder Users and Users shall be treated equally and equally designated as User.
3. User Account
   1. 1. The purchase of NFTs shall require a registration of the User upon account opening (“User Account”).
      2. To set up a User Account, Ubuntu Nation shall request and shall obtain, verify and record information regarding all Users and the account (“User Information”). The User Information shall be subject to Ubuntu Nation’s privacy policy [LINK].
      3. Registration, opening and maintaining a User Account and processing of User information shall additionally be subject to the terms of services [LINK] and the privacy policy [LINK] of license.rocks GmbH, D- Berlin.
      4. Ubuntu Nation may request Users to provide additional required information, including supporting documentation and other evidence as may be reasonably requested, to third-party service providers for the purpose of the know your customer process (“KYC Check”). The KYC Check shall additionally be subject to the terms and conditions [LINK] of Wert.io (SHA 2 Solutions OÜ, EST-Talinn).
      5. Additional KYC Checks may be performed before each purchase of an NFT on the Platform and Ubuntu Nation and/or the respective third-party provider may at any time ask for additional information and/or verification.
      6. The User shall agree to provide current, complete and accurate User Information and purchase information for all purchases made through the Platform. The User shall agree to promptly update the User Account and the User Information, including email address and credit card numbers and expiration dates, that Ubuntu Nation may complete the User’s transactions and contact the User as needed.
      7. There is no entitlement to registration for any User. Ubuntu Nation reserves the right to refuse registration and the right to use the Platform, access to Additional Services and/or to Founders Benefits to anyone for any reason at any time.
      8. Ubuntu Nation shall anytime be entitled to block or prohibit access to the User Account, in particular in the event of non-compliance of the User with these GTC or any other applicable terms of service, without the respective User being entitled to any claims against Ubuntu Nation.
      9. The User shall agree that the User Information (not including credit card information), may be transferred unencrypted and involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information shall always be encrypted during transfer over networks.
      10. The User understands and shall agree that he/she shall be solely responsible for maintaining the security of the User Account and control over any usernames, passwords, or any other codes that are used to access the Platform. The User shall be solely responsible for keeping his/her wallet, if any, secure, and the User should never share his/her wallet credentials or seed phrase with anyone. Any unauthorized access to the User Account by third parties could result in the loss or theft of NFTs in the User Account and any associated wallet.
      11. Ubuntu Nation may not be hold responsible for managing and maintaining the security of the User Account as well as for any unauthorized access to or use of the User Account and any associated wallet. Ubuntu Nation shall not liable for any acts or omissions by the User in connection with his/her Account or as a result of his/her Account or wallet being compromised. The User understands and shall agree that access to his/her Account is limited solely to the User. The User shall agree that he/her shall not sell, rent, lease, or grant access to his/her Account to any person without our Ubuntu Nation’s written permission. The User’s account is his/her sole responsibility, and any claims that someone else used the User’s account to violate these GTC or change the User’s settings shall be dismissed.
4. Principles of Platform Provision
   1. Ubuntu Nation reserves the right, but shall not be obligated, to limit the sales of the NFTs and provision of Additional Services as well as Founders Benefits to any person, geographic region, or jurisdiction. Ubuntu Nation may exercise this right on a case-by-case basis.
   2. Ubuntu Nation reserves the right to limit the quantities of any products or services that shall be offered. All descriptions of products or product pricing shall be subject to change at any time without notice, at the sole discretion of Ubuntu Nation. Ubuntu Nation reserves the right to discontinue any product or service at any time. Any offer for any product or service made on the Platform shall be void where prohibited.
   3. Ubuntu Nation shall make every effort to display as accurately as possible the colors and images of the NFTs that appear on the Platform. Ubuntu Nation shall not guarantee that the User’s computer monitor’s display of any color shall be accurate.
   4. Ubuntu Nation shall not warrant that the quality of any products, services, information, or other material purchased or obtained by the Users will meet their expectations, or that any errors in the Platform, Additional Services of Founders Benefits will be corrected.
   5. Ubuntu Nation reserves the right to refuse or cancel NFT purchase requests at any time at its sole discretion. Ubuntu Nation may limit or cancel quantities of ordered NFTs per person or household. Such restrictions may apply to orders placed under the same user account, the same credit card or using the same billing and/or delivery address. In the event that Ubuntu Nation shall make a change to or cancel an order, Ubuntu Nation may attempt to notify the User by contacting the e‑mail and/or delivery address/phone number provided at the time the order was made. Ubuntu Nation shall reserve the right to limit or prohibit orders that, in its sole judgment, appear to be placed by dealers, resellers, or distributors.
   6. Ubuntu Nation shall not be responsible if information made available on the Platform shall not be accurate, complete, or current. The material on the Platform shall be provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on the Platform shall be at the User’s own risk.
   7. The Platform may contain certain historical information. Historical information, necessarily, is not current and shall be provided for the User’s reference only. Ubuntu Nation shall reserve the right to modify the contents of the Platform at any time, but it shall not have an obligation to update any information on the Platform. The User shall agree that it is his/her responsibility to monitor changes to the Platform.
5. Sale and Purchase of NFTs
   1. The offered NFTs on the Platform together with the corresponding price shall be considered as an offer subject to the possibility of delivery and the correct price indication.
   2. An agreement to the sale and purchase of NFTs shall be deemed concluded upon acceptance by Ubuntu Nation of a purchase request of the User in his/her User Account.
   3. The scope of features of the NTFs (“NFT Content”) offered on the Platform shall for each NFT be specifically described on the Platform. It generally contains a graphic representation of the NFT. In addition, the NFT Content may contain other elements such as artwork, graphics, videos, texts, trademarks, logos, images, photos, digital copies of audio recordings and/or assign specific benefits to the purchaser of the NFT.
   4. The User who purchased NFTs shall be entitled to resell such NFT to any third party, subject to a fee of 5% of the sale price payable to Ubuntu Nation.
   5. The User is solely responsible for any hardware, systems and/or software programs required to use, browse, stream, download, upload or transmit the NFT Content.
6. Prices, Payment and Transfer of NFT’s
   1. The User shall pay the purchase price in advance. In case, the User’s purchase request shall be refused or the quantity be limited, Ubuntu Nation shall refund to the User the difference.
   2. The transaction of payment and the transfer of the NFT’s shall be executed through a third-party service provider. The purchase price may be paid with fiat currencies using a credit card, or by crypto currencies accepted by the third-party service.
7. Intellectual property
   1. Upon successful transfer of the purchased NFT to the User and linked to the ownership of the NFT, Ubuntu Nation grants the User a worldwide, non-exclusive, non-sublicensable, personal and royalty-free license to use, reproduce and display the NFT Content exclusively for the User’s personal, non-commercial use (“NFT License”). Any resale of the NFT shall include the entire transfer of the NFT License to the respective purchaser of the NFT.
   2. The resale of NFTs (including the transfer of the NFT License) shall include any possible prospects of the respective User to Additional Services and/or Founder Benefits as far as such prospects shall not have been consummated. Any Additional Services and/or Founder Benefit may only be consummated once.
   3. User may resale tradable Additional Services and/or Founder Benefits, however without use of, and/or reference to, any rights in relation to Ubuntu Nation as described in Section 4.
   4. Ubuntu Nation hereby grants the User a worldwide, non-exclusive, non-transferable, non-sublicensable, revocable and personal license to access and use the Platform (“Platform License”). The grant of such license is subject to the User’s compliance with these GTC and any other applicable terms of service. 
   5. Unless expressly stated otherwise on the Platform at the time of the conclusion of a sale and purchase agreement regarding NFTs, no rights shall be transferred by NFTs in relation to Ubuntu Nation. In particular, the purchase of NFTs shall not transfer any ownership, any property and/or any license (for any form of intellectual property and for any use of the designation Ubuntu Nation, trademarks or logos of Ubuntu Nation, the Platform, Additional Services or Founder Benefits) or any financial or other rights in relation to Ubuntu Nation or its affiliates.
8. Acknowledgement and Assumption of Risks
   1. Users acknowledge, understand and shall agree that risks shall be associated with purchasing (and selling) NFTs, including other risks not discussed herein. Crypto assets are inherently risky and Ubuntu Nation advises Users to consider this risk before purchasing NFTs. The purchase of NFTs through the Platform is non-refundable and may not be cancelled.
   2. The value of NFTs may be volatile and unpredictable. This might result in significant losses in a short time, including a possible loss of total value. Moreover, the regulatory regime governing NFTs, and blockchain technology in general, at the state, federal, or international level, may adversely affect the use, transfer, exchange and value of NFTs, the development and/or use of the Platform.
9. Optional Tools
   1. Ubuntu Nation may provide the User with access to third-party tools over which Ubuntu Nation neither monitors nor has any control nor input.

   2. The User acknowledges and shall agree that Ubuntu Nation provides access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. Ubuntu Nation shall have no liability whatsoever arising from or relating to the User’s use of optional third-party tools.

   3. Any use by the User of optional tools offered through the Platform shall be entirely at the User’s own risk and discretion and the User should ensure that he/she shall be familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).

10. Third-Party Links

    1. Certain content, products, and services available through the Platform may include materials from third-parties.
    2. Third-party links on the Platform may direct the User to third-party websites that are not affiliated with Ubuntu Nation. Ubuntu Nation shall not be responsible for examining or evaluating the content or accuracy and Ubuntu Nation does not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.

    3. Ubuntu Nation shall not be liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. The User shall review carefully the third-party’s policies and practices and make sure to understand them before engaging in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

11. User Comments, Feedback and other Submissions
    1. If, at Ubuntu Nation’s request, the User shall send certain specific submissions (for example contest entries) or, without a request from Ubuntu Nation the User shall send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (“Comments”), the User shall agree that Ubuntu Nation may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any Comments. Ubuntu Nation shall not be under any obligation (a) to maintain any Comments in confidence, (b) to pay compensation for any Comments or (c) to respond to any Comments.Ubuntu Nation may, but shall not have the obligation to, monitor, edit or remove content that Ubuntu Nation shall determine in its sole discretion as unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these GTC.
    2. The User shall agree that his/her Comments shall not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. The User shall further agree that his/her Comments shall not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Platform or any related website. The User may not use a false e‑mail address, pretend to be someone other than him-/herself, or otherwise mislead Ubuntu Nation or third-parties as to the origin of any Comments. The User shall be solely responsible for any Comments he/she shall make and their accuracy. Ubuntu Nation shall not take any responsibility and not assume any liability for any Comments posted by the User or any third-party.
12. Errors, Inaccuracies and Omissions
    1. Occasionally there may be information on the Platform that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product delivery charges, transit times and availability. Ubuntu Nation shall reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Platform or on any related website is inaccurate at any time without prior notice (including after Users have submitted orders).
    2. Ubuntu Nation shall not have any obligation to update, amend or clarify information in the Platform or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Platform or on any related website, should be taken to indicate that all information in the Platform or on any related website has been modified or updated
13. Prohibited Uses
    1. In addition to other prohibitions as set forth in these GTC, the User shall be prohibited from using the Platform or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Platform or any related website, other websites, or the Internet. Ubuntu Nation shall reserve the right to terminate the use of the Platform or any related website for violating any of the prohibited uses.
14. Disclaimer of Warranties; Limitation of Liability
    1. Ubuntu Nation shall not guarantee, represent or warrant that the use of the Platform shall be uninterrupted, timely, secure or error-free.
    2. Ubuntu Nation shall not warrant that the results that may be obtained from the use of the Platform will be accurate or reliable.
    3. The User shall agree that from time to time Ubuntu Nation may remove the Platform for indefinite periods of time or suspend the Platform at any time, without notice to the User.
    4. The Platform and all products and services delivered to the User through the Platform are (except as expressly stated by Ubuntu Nation) provided ‘as is’ and ‘as available’ for the use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
    5. The User hereby expressly agrees that the use of, or inability to use, the Platform is at the sole risk of the User.
    6. In no case shall Ubuntu Nation, its directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from the use of any of the Platform or any products or services procured using the Platform, or for any other claim related in any way to the use of the Platform or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions may limit the exclusion or the limitation of liability, in such states or jurisdictions, Ubuntu Nation’s liability shall be limited to the maximum extent permitted by law.
15. Indemnification
    1. The User shall agree to indemnify, defend and hold harmless Ubuntu Nation and its parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of the User’s breach of these GTC or the documents they incorporate by reference, or the User’s violation of any law or the rights of a third-party.
16. Severability
    1. In the event that any provision of these GTC shall be determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these GTC, such determination shall not affect the validity and enforceability of any other remaining provisions.
17. Termination
    1. The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
    2. These GTC are effective unless and until terminated by either Ubuntu Nation or the User. The User may terminate these GTC at any time by notifying Ubuntu Nation that he/she no longer wishes to use the Platform, or when the User shall cease using the Platform.
    3. If in Ubuntu Nation’s sole judgment the User shall fail, or Ubuntu Nation shall suspect that the User has failed, to comply with any term or provision of these GTC, Ubuntu Nation also may terminate this agreement at any time without notice and the User will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny the User’s access to the Platform (or any part thereof).
18. Entire Agreement
    1. The failure of Ubuntu Nation to exercise or enforce any right or provision of these GTC shall not constitute a waiver of such right or provision.
    2. These GTC and any policies or operating rules posted by Ubuntu Nation on the Platform or in respect to the Platform shall constitute the entire agreement and understanding between the User and Ubuntu Nation and govern the use of the Platform, Additional Services and Founders Benefits, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between the parties (including, but not limited to, any prior versions of the GTC).
    3. Any ambiguities in the interpretation of these GTC shall not be construed against the drafting party.
19. Governing Law and Jurisdication
    1. These GTC and any separate agreements whereby Ubuntu Nation shall provide services shall be governed by and construed in accordance with the substantive laws of Switzerland without resort to its conflict of laws provisions.
    2. Any and all disputes arising out of, or in connection with these GTCs shall be subject to the exclusive jurisdiction of the ordinary courts of Zug.
20. Contact Information
    1. Questions about these GTC should be sent to us at info@ubunation.com.