Terms | Gamisodes

Last Updated: July 20, 2022

The gamisodes.com website is owned and operated by Kids Media Inc. dba Gamisodes (“Gamisodes”). Please read these Terms of Service (“Terms” or “Agreement”) carefully before using this website (the “Website” or “Site”), mobile applications, social media accounts, Gamisodes Shopify storefront, and any related platform and services offered by Gamisodes (collectively, the “Service”). This Agreement sets forth the legally binding terms and conditions for your use of the Service as a user (“You” or “User”).

NOTICE OF ARBITRATION AGREEMENT AND className ACTION WAIVER: THIS AGREEMENT INCLUDES A BINDING ARBITRATION CLAUSE AND A className ACTION WAIVER, SET FORTH BELOW, WHICH AFFECT YOUR RIGHTS ABOUT RESOLVING ANY DISPUTE WITH GAMISODES. PLEASE READ IT CAREFULLY.

If you have any questions, please refer to the “Contact Us” section.

1. Read our Privacy Policy

For information about our data privacy practices, please review our Privacy Policy. By accessing or using the Service, you agree that we can collect and use your information in accordance with the Privacy Policy.

2. Gamisodes Service

Gamisodes is a platform that allows its Users to redeem, buy, sell, and display purchased NFT collectible cards. Our NFTs are collectible virtual cards, in the form of individual cards, blind packs of multiple cards, and boxes of blind packs of cards. The NFT cards have five tiers of card rarities, namely, common, uncommon, rare, epic, and legendary. Each NFT card has one level. Identical cards with identical levels may be merged into a single card with a greater rank. If you purchase a pack of cards, you will receive 5 NFT cards: 3 common NFT cards, 1 uncommon NFT card, and 1 rare or above (i.e., rare, epic, or legendary) NFT card.

Any NFTs that are redeemed or purchased are tied to the User’s email address. Users may purchase NFT cards through our Gamisodes Shopify storefront. Any redeemed or purchased NFTs are stored on our blockchain wallet, and the NFTs may be displayed off the Gamisodes platform; however, your NFTs cannot be transferred, sold, or otherwise conveyed off-platform (e.g., any third-party platform or secondary markets).

YOU RELEASE GAMISODES, ITS AFFILIATES, OR THIRD PARTY PARTNERS FROM ANY CLAIMS RELATED TO SERVICES, GOODS, OR ANY OTHER ENGAGEMENT TRANSACTED THROUGH THE SERVICE, INCLUDING FOR NON-PERFORMANCE, DEFECTIVE PRODUCTS OR SERVICES, MISREPRESENTATIONS BY A USER.

3. Accessing the Service

Users will need to provide their email address to purchase or redeem any Gamisodes’ NFT cards. If Users purchase NFTs from the Gamisodes Shopify storefront, Users will need to have a credit card. Any redeemed and purchased NFT cards are stored on our wallet and subject to the restrictions set forth in Section 2 above.

Age. If you are not 18 years old or the age in which you can form legally binding contracts under applicable law, you must have your parent or legal guardian agree to these Terms before you can use the service of Gamisodes. .

We have the sole discretion to refuse access to or use of the Service to any person or entity, and to change the eligibility criteria, in each case, at any time. The foregoing is void where prohibited by law and the right to access Gamisodes is revoked in such jurisdictions.

Account Security. Your account on Gamisodes will be associated with a Gamisodes wallet. You are solely responsible for the security of your account and your wallet. You should never share your wallet credentials or seed phrase with anyone. You are solely responsible for your account and any associated wallet and we are not liable for any acts or omissions by you in connection with your account or as a result of your account or wallet being compromised. You agree to immediately notify Gamisodes of any unauthorized use or any breach of security related to your account and/or wallet.

Account Transfer. The access rights granted to you under this Agreement are non-transferable without our express written permission. You may not assign or otherwise transfer this Agreement to anyone, including any parent, subsidiaries, affiliated entities or third parties, without our prior written consent. Any attempted assignment or other transfer without such consent is void and deemed to be a breach of this Agreement. All of our rights and obligations under this Agreement are freely assignable by Gamisodes. The terms “assignment” and “transfer” includes (a) any sale or transfer of all or substantially all of your assets, (b) a merger, consolidation or reorganization, and (c) a change in ownership.

Right to Refuse Service. We reserve the right, in our sole discretion, to cancel unconfirmed or inactive accounts. Further, we reserve the right to refuse service to anyone, for any reason, at any time.

4. Content, Material & Licenses

Gamisodes or its third-party partners owns all legal right, title and interest in and to the Service, including any intellectual property rights which are embodied in the Service, whether those rights happen to be registered or not, and wherever those rights may exist. Gamisodes, and other Gamisodes’ graphics, logos, designs, page headers, button icons, scripts, and service names are trademarks or trade dress of Gamisodes in the U.S. and/or other countries. No User or visitor has any right to use any of Gamisodes’s or its third-party partner’s trade names, trademarks, service marks, logos, domain names and other distinctive brand features, and trade dress, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner.

The Inspector Gadget character, trademark, logo, images, are the sole property of DHX Media (Toronto) Ltd. Users do not own the underlying intellectual property or images, but rather, users are hereby granted a limited license to use and sell the NFTs to other individuals only on the Gamisodes Service.

Gamisodes hereby grants to Users a limited nonexclusive, royalty free, irrevocable (except as provided herein), nontransferable, non-assignable right and license to access and use the Gamisodes Service.

Gamisodes will have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Service (including, without limitation, information concerning User Data, metadata, and data derived therefrom), and Gamisodes will be free to (a) use such information and data to improve and enhance the services and other offerings of Gamisodes, and (b) disclose such data solely in aggregate or other de-identified form in connection with its business.

5. User Data

User represents and warrants that it has sole ownership of any data, text, information, usernames, user data (including but not limited to phone numbers or other personally identifying information), graphics, images, photographs, profiles, audio, video, items, and links (collectively, “User Data”) it provides to Gamisodes, or otherwise has legal rights to provide such User Data to Gamisodes, and User’s use of such User Data on Service will not violate third-party rights, including intellectual property, privacy, and publicity rights.

Users hereby grant to Gamisodes a limited license to use any User Data for the sole and exclusive purpose of providing the Service. User shall retain all right, title, and interest to User Data.

We reserve the right to do so and take any actions (like modifying or removing content or disabling access to any part of the Service at any time) if we determine that there is any objectionable conduct or content, or violations of these Terms. We assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

6. User Obligations.

User acknowledges and agrees that any NFTs purchased on the Service may be displayed off the Gamisodes’ platform, but may only be, used, or resold on Gamisodes’ platform and the NFTs cannot otherwise be transferred off-platform.

User will not attempt to circumvent or bypass measures used to prevent the transfer of the NFTs off the Gamisode’s platform.

Users are responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Service, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers, and the like (collectively, “Equipment”).

Users are also responsible for maintaining the security of the Equipment, User account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of User account or the Equipment, with or without User’s knowledge or consent. For purposes of clarification, without limitation, User is responsible for all use of Service through User’s account, even if User did not authorize a particular use.

7. User Code of Conduct

In connection with using or accessing our Service, you agree you will not violate these Terms, any applicable laws, regulations, or any third-party rights or intellectual property rights. You also agree that you will not:

Use our Service for the purpose of exploiting, harming, or attempting to exploit or harm any other individuals in anyway by expositing them to inappropriate content, asking for personally identifiable information, or otherwise
Harvest or otherwise collect information about any users without their consent
Circumvent or attempt to circumvent any technical measures used to provide our Service
Engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm other users of the Service
Distribute false, inaccurate, misleading, deceptive, defamatory, or libelous content
Offer, solicit, or facilitate illegal prostitution and/or sex trafficking
Exploit or endanger minors; child pornography
Endangered, imperiled and/or protected species and any parts thereof, e.g., ivory
Distribute false, misleading, deceptive, or fraudulent content; bait and switch; keyword spam
Distribute Offensive, obscene, defamatory, threatening, or malicious postings or email
Distribute anyone’s personal, identifying, confidential or proprietary information
Use the Service, including disseminating any software or interacting with any API, that may damage, disable, overburden, or impair the functioning of the Service
Directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, know-how, or algorithms relevant to the Service or any software, documentation, or data related to the Gamisode platform
Use the Service for money laundering, terrorist financing, or other illicit finance
Use the Service from a country sanctioned by the government of the United States or to facilitate transactions involving individuals sanctioned by the government of the United States or located in sanctioned countries
Use the Service to buy, sell, or transfer stolen items, fraudulently obtained items, items taken without authorization, and/or any other illegally obtained items
Use the Service in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Service

If we believe you are abusing our Service in any way, listed on any federal or state law enforcement watch list or, in violation of any applicable law, rules, terms and conditions, we may, in our sole discretion and without limiting other remedies, limit, suspend, or terminate your account and access to our Service, delay or remove hosted content, and/or take technical and/or legal steps to prevent you from using our Service. We may also take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using the Service. YOU WAIVE AND HOLD HARMLESS GAMISODES AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

8. Payments and Taxes

Payments.

Each User represents and warrants that you have the right to use any credit card or other means of payment that you provide to us. All billing information you provide to us must be truthful and accurate. Providing any untruthful or inaccurate information is a breach of this Agreement and may result in termination of your ability to use the Service. If determined to be necessary by Gamisodes, we may also: (a) request additional information from you prior to accepting a purchase order, (b) verify information prior to processing any purchase order, or (c) refuse or cancel a purchase for any reason including inaccuracies, or errors in services or pricing information, or problems identified by us related to credit or fraud. Gamisodes may also request a pre-authorization for some purchases in the event Gamisodes determines it necessary to confirm the card details are still valid and that you have sufficient funds to complete the transaction. Such pre-authorized amount should not be billed to you but may be subject to your card issuer holding this amount for a short period. Your card issuer determines the length of time the pre-authorization is held.

Taxes. Users are responsible for all applicable taxes. If Gamisodes is required under tax laws or regulations to report sales-related information you agree to provide such information to Gamisodes. If required in the applicable jurisdictions, Gamisodes reserves the right to collect any taxes from the User and pay such taxes to the relevant tax authority.

9. User Feedback

We consider any unsolicited suggestions, ideas, proposals or other material submitted to Gamisodes by Users (other than the User Data) (collectively, “Submission") to be non-confidential and non-proprietary, and Gamisodes is not liable for the disclosure or use of such Material. If, at Gamisodes’s request, any User sends a Submission to improve the Service (regardless of method), Gamisodes will also consider that the Submission to be non-confidential and non-proprietary and Gamisodes will not be liable for use or disclosure of the Submission. Any communication by User to Gamisodes is subject to this Agreement. User hereby grant and agree to grant to Gamisodes, under all of such User’s rights in the Submission, a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish and exploit such Submission for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the API, documentation, or any product or service, without notice, compensation or accounting to the User and without further recourse by the User.

10. Third Party Sites

Gamisodes is not responsible for the availability of outside websites or resources linked to or referenced on the Service. We do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. User agrees that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resources.

Although Gamisodes attempts to maintain the integrity and accuracy of the information on the Service, we make no guarantees as to its correctness, completeness, or accuracy. The Service may contain typographical errors, inaccuracies, or other errors or omissions. If you believe that information found on the Service is inaccurate or unauthorized, please inform Gamisodes by e-mailing us at hello@gamisodes.com.

11. Resolution of Disputes and Release

This Agreement shall in all respects be interpreted and construed with and by the laws of the State of California, without regard to its conflict of law provisions.

In the event a dispute arises between a User and Gamisodes, the User shall provide written notice to Gamisodes to assess the possibility of informal resolution. Absent such informal resolution, any dispute arising from or relating to the subject matter of this Agreement or a User’s use of the Service or relationship with Gamisodes shall be finally settled by binding arbitration in Los Angeles, California, using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, LLC. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Comprehensive Arbitration Rules and Procedures of JAMS.

The prevailing party in any arbitration or other proceeding arising under this Agreement shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys' fees, expert witness fees and all other expenses) incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction only for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the federal or state courts located in the County of Los Angeles in the State of California. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of this Agreement, unless expressly noted otherwise herein, including without limitation, this section.

Any arbitration under this Agreement will take place on an individual basis — className arbitrations and className actions are not permitted. You understand that by agreeing to this Agreement, you and Gamisodes are each waiving the right to trial by jury or to participate in a className action or className arbitration. className arbitrations, className actions, private attorney general actions, consolidation of your dispute with other arbitrations, or any other proceeding in which either party acts or proposes to act in a representative capacity or as a private attorney general are not permitted and are waived by you, and an arbitrator will have no jurisdiction to hear such claims. If a court or arbitrator finds that the className action waiver in this section is unenforceable as to all or some parts of a dispute, then the className action waiver will not apply to those parts. Instead, those parts will be severed and proceed in a court of law, with the remaining parts proceeding in arbitration. If any other provision of this dispute resolution section is found to be illegal or unenforceable, that provision will be severed with the remainder of this section remaining in full force and effect.

12. Breach

Without limiting any other remedies, Gamisodes may, without notice, and without refunding any fees, delay or immediately remove Gamisodes content, issue a warning to a User, temporarily suspend a User, temporarily or indefinitely suspend a User's account privileges, terminate a User's account, prohibit access to Gamisodes, and take technical and legal steps to keep a User off the Service and refuse to provide services to a User if, not intended to be an exclusive list, any of the following apply:

(i) We suspect (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a User has breached this Agreement, the Privacy Policy or other policy documents and community guidelines incorporated herein.

(ii) We are unable to verify or authenticate any of the User’s information or User Data.

(iii) We believe that a User is acting inconsistently with the letter or spirit of Gamisodes's policies, has engaged in improper or fraudulent activity in connection with the Service or the actions may cause legal liability or financial loss to Gamisodes's Users or to Gamisodes itself.

13. Privacy

Any personal information you submit to the Service or Gamisodes is governed by Gamisodes's Privacy Policy. This Privacy Policy encompasses any and all information you may provide to the Service or Gamisodes either for purposes of becoming a User of the Service, submitting feedback about the Service, or to receive further information, updates and promotions about or related to the Service or Gamisodes. Except as disclosed in Gamisodes's Privacy Policy, we will not sell your personal information (as defined in the Privacy Policy) to third parties.

14. No Warranty

GAMISODES AND ITS AFFILIATES PROVIDE THE SITE "AS IS" AND “AS AVAILABLE”, AND WITHOUT ANY WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. GAMISODES HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY OTHER WARRANTIES, WHETHER IMPLIED BY A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK AND THAT GAMISODES AND ITS AFFILIATES DO NOT REPRESENT OR WARRANT TO YOU THAT: (i) YOUR USE OF THE SITE WILL MEET YOUR REQUIREMENTS; AND (ii) YOUR USE OF THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, VIRUSES, OR OTHER HARMFUL MATERIALS. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

15. Liability Limitation

GAMISODES AND ITS AFFILIATES SHALL NOT BE LIABLE TO YOU FOR: (i) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF PROFIT OR REVENUES (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS; AND (ii) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING, BUT NOT LIMITED TO, LOSS OR DAMAGE AS A RESULT OF (a) ANY CHANGES WHICH WE MAY MAKE TO THE SITE, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN PROVIDING THE SITE (OR ANY SERVICES OFFERED THROUGH OR FEATURES WITHIN THE SITE), (b) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SITE, (c) YOUR FAILURE TO PROVIDE GAMISODES WITH ACCURATE ACCOUNT INFORMATION, (d) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL, (e) YOUR USE OR MISUSE OF THE SITE, (f) ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, AND/OR (g) HYPERLINKS TO WEB SITES OR CONTENT OR RESOURCES PROVIDED BY COMPANIES OR PERSONS OTHER THAN GAMISODES. THESE FOREGOING LIMITATIONS ON OUR LIABILITY SHALL APPLY WHETHER OR NOT WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

16. Indemnity

YOU AGREE TO INDEMNIFY AND HOLD GAMISODES AND ITS PARENT, SUBSIDIARIES, AFFILIATES, PARTNERS, OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, AND SUPPLIERS, HARMLESS FROM AND AGAINST ALL DAMAGES, COSTS (INCLUDING, WITHOUT LIMITATION, SETTLEMENT COSTS), LOSSES, EXPENSES, AND LIABILITIES (INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES) RELATING TO ANY CLAIM OR DEMAND ASSERTED BY ANY PARTY AGAINST GAMISODES AND/OR ITS AFFILIATES ARISING FROM OR RELATED TO YOUR ACTIVITIES, USE, BREACH, VIOLATION, INFRINGEMENT OR ANY OTHER CONDUCT ON OR THROUGH THE SERVICE.

We reserve the right to handle our legal defense however we see fit, even if you are indemnifying us, in which case you agree to cooperate with us so we can execute our strategy.

17. Miscellaneous

Entire Agreement. This Agreement together with the Privacy Policy represent the parties' entire understanding relating to the use of the Service and supersedes any prior or contemporaneous, conflicting or additional, communications.

Severability. If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties' intention. All remaining provisions of this Agreement shall remain in full force and effect.

No Agency Relationship. No brokerage, agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement. Without limiting the foregoing, except as expressly set forth herein, Gamisodes is not acting and does not act as an agent for any User or any other visitor of the Service.

Gamisodes Service. Gamisodes reserves the right to modify, limit, suspend or terminate any and all parts of the Service (or any feature thereof) for any reason, without notice, at any time.

Amendments. Gamisodes may amend this Agreement at any time, and from time to time, in our sole and absolute discretion, without any notice to you. You should regularly review this Agreement as posted on the Service or the Site on this page to check for amendments. You understand and agree that if you use the Service after the date on which these amendments have been applied to the Agreement, Gamisodes will treat your continued use of the Service as acceptance of the updated terms. You may not amend this Agreement at any time without our prior written consent.

No Waiver. You agree that if Gamisodes does not exercise or enforce any legal right or remedy which is contained in this Agreement (or which we have the benefit of under any applicable law), it shall not constitute a waiver of Gamisodes’s rights, and as such, those rights or remedies will still be available to Gamisodes. Nothing in this Agreement shall prevent Gamisodes from complying with the law and these terms do not confer any third-party beneficiary rights.

Survival. Any provision of this Agreement shall survive any termination or expiration of this Agreement to the extent required to enforce any rights or obligations accrued thereunder prior to or as a result of such termination.

Notices. Except as explicitly stated otherwise, any required notices to Gamisodes shall be sent via postal mail to Gamisodes Inc., Attn: Legal Department, 10 E. Yanonali St. #141, Santa Barbara, CA 93101 (“Legal Department”) and any required notices to Users (in the case of Gamisodes) shall be sent to the email address provided to Gamisodes. Notice sent by email shall be deemed given twenty-four (24) hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, Gamisodes may elect, at its own discretion, to deliver notice by certified mail, to the address you provided to Gamisodes. In such case, notice shall be deemed given three (3) days after the date of mailing.

Notice for Users in California. This notice is for Users of the Site residing in the State of California. Please be advised that the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be reached by mail at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (800) 952-5210.

Contact. If you have any questions about this Agreement, please contact us at hello@gamisodes.com.