Terms of Service
These Terms of Service govern all use of the website and all subdomains of https://www.hatsprotocol.xyz and any related services provided by Haberdasher Labs, Inc. Haberdasher Labs, Inc. will be referred to as “Haberdasher Labs” or “we,” “us,” “our”, or “Site Operator”.
Each person who accesses or otherwise makes use of https://www.hatsprotocol.xyz or any of its subdomains is referred to herein as a “Customer”.
Each Customer, by virtue of such access or use, hereby agrees to abide by these Terms of Service and to comply with all applicable laws and regulations. If Customer does not agree with these Terms of Service, Customer is prohibited from using or accessing this website or using any other services provided by Haberdasher Labs. We, Haberdasher Labs, reserve the right to review and amend any of these Terms of Service at our sole discretion.
Upon doing so, we will update this page. Any changes to these Terms of Service will take effect immediately from the date of publication.
These Terms of Service were last updated on August 28, 2023.
HABERDASHER LABS IS NOT A BROKER, FINANCIAL INSTITUTION OR INTERMEDIARY AND IS IN NO WAY CUSTOMER AGENT, ADVISOR, OR CUSTODIAN. HABERDASHER LABS IS A NON-CUSTODIAL PLATFORM. HABERDASHER LABS CANNOT INITIATE A TRANSFER OF ANY OF CUSTOMER CRYPTOCURRENCY OR DIGITAL ASSETS OR OTHERWISE ACCESS CUSTOMER DIGITAL ASSETS. HABERDASHER LABS HAS NO FIDUCIARY RELATIONSHIP OR OBLIGATION TO CUSTOMER REGARDING ANY DECISIONS OR ACTIVITIES THAT CUSTOMER EFFECT IN CONNECTION WITH CUSTOMER USE OF THE SERVICES. UNLESS EXPLICITLY PROVIDED IN WRITING, HABERDASHER LABS DOES NOT HOST OR MAINTAIN ECOSYSTEM PARTNERS ACCESSIBLE ON OUR SERVICES, DOES NOT PARTICIPATE IN ANY TRANSACTIONS ON SUCH ECOSYSTEM PARTNERS’ PLATFORMS, AND DOES NOT RECOMMEND, ENDORSE, OR OTHERWISE TAKE A POSITION ON CUSTOMER’S USE OF THESE SERVICES.
ALL TRANSACTIONS INITIATED THROUGH THE SERVICES ARE EFFECTED BY CUSTOMER’S WALLET OR OTHER THIRD-PARTY DIGITAL WALLET EXTENSIONS. BY USING THE SERVICES CUSTOMER AGREES THAT SUCH TRANSACTIONS ARE GOVERNED BY THE TERMS OF SERVICE AND PRIVACY POLICY FOR THE APPLICABLE EXTENSIONS.
Representations
Customer represents that Customer is not a person barred from using the Services under the laws of the United States or any other applicable jurisdiction (including the Customer’s place of residence or citizenship). Customer is responsible for all activities that occur during Customer’s use of the Services and under Customer’s Wallet. Customer agrees that Customer shall monitor Customer’s use of the Services to restrict use by minors, and Customer will accept full responsibility for any unauthorized use of the Services by minors.
Customer represents, warrants, and agrees that Customer will not interact with the Interface and/or other users in a manner that:
violates these Terms;
infringes or violates the personal, property, and/or intellectual property rights (or any other rights including, but not limited to, moral rights, privacy rights, rights of publicity, and/or any rights relating to confidential or proprietary information) of anyone else;
violates any laws or regulations in Customer’s applicable jurisdiction, including, without limitation, any applicable export control laws, privacy laws, banking laws, commodities laws, money transmission laws, anti-money laundering laws, and securities laws;
violates any applicable law, rule, or regulation concerning the integrity of trading markets, including (but not limited to) the manipulative tactics commonly known as spoofing and wash trading;
is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, libelous (including any attack on another user’s character or reputation), vulgar, pornographic, obscene, or otherwise objectionable (including inciting violence, hate speech, and other discriminatory language that may promote racism, bigotry, or harm of any kind against any group or anyone else);
attempts, in any manner, to obtain the password, account, or other security information from any other user;
violates the security of any computer network, or cracks any passwords or security encryption codes;
runs Mail-list, List-serv, any form of auto-responder or “spam” on the Interface, or any processes that run or are activated while Customer is not logged into the Interface, or that otherwise interfere with the proper working of the Interface (including by placing an unreasonable load on the Interface’ infrastructure);
“crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Interface or Content (through use of manual or automated means);
Types of Content
Customer acknowledges that all Content, including the Services, is the sole responsibility of the party from whom such Content originated. This means that Customer and other Registered Users of the Services, and not Haberdasher Labs, are responsible for all User Content.
Assumption of Risk Related to Blockchain Technology
1. In order to be successfully completed, any transaction involving Digital Assets initiated by or sent to Customer Wallet must be confirmed by and recorded on the blockchain supporting such Digital Asset. Haberdasher Labs has no control over any blockchain and therefore cannot and does not ensure that any transaction details that Customer submit or receive via the Services will be validated by or confirmed on the relevant blockchain and does not have the ability to facilitate any cancellation or modification requests. In addition, certain Ecosystem Partners may support complex financial transactions that entail a high degree of risk. Customer accepts and acknowledges that Customer takes full responsibility for all activities that Customer effects through Customer Wallet and accepts all risks of loss, including loss as a result of any authorized or unauthorized access to Customer Wallet, to the maximum extent permitted by law.
Customer further accepts and acknowledges that:
2. Customer (a) has the necessary technical expertise and ability to review and evaluate the security, integrity and operation of Customer Wallet; (b) has the knowledge, experience, understanding, professional advice and information to make Customer’s own evaluation of the merits, risks and applicable compliance requirements under applicable laws of any use of Customer Wallet; (c) knows, understands and accepts the risks associated with Customer Wallet; and (d) accepts the risks associated with blockchain technology generally, and is responsible for conducting Customer’s own independent analysis of the risks specific to any Digital Assets Customer purchase or sell. Customer further agrees that Haberdasher Labs will have no responsibility or liability for, such risks.
3. The prices of Digital Assets can be extremely volatile. Haberdasher Labs makes no warranties as to the markets in which Digital Assets are transferred, purchased, or traded.
4. Customer is solely responsible for determining what, if any, taxes apply to Customer transactions of Digital Assets. Haberdasher Labs is not responsible for determining the taxes that apply to Digital Asset transactions.
5. Haberdasher Labs does not store, send, or receive Digital Assets. This is because Digital Assets exist only by virtue of the ownership record maintained on its supporting blockchain, and so any transfer of Digital Assets occurs within the supporting blockchain and not in the Services. The transaction details Customer submit via the Services may not be completed, or may be substantially delayed, as a result of activity or lack thereof on the blockchain used to process the transaction. Once transaction details have been submitted through Customer Wallet, Haberdasher Labs cannot assist Customer to cancel or otherwise modify Customer transaction or transaction details. Haberdasher Labs makes no warranties or guarantees that a transfer initiated on the Services will successfully transfer title or right in any Digital Asset.
6. Haberdasher Labs is not a payroll provider and does not provide compliance solutions with respect to the processing of Customer’s payroll. Customer is solely responsible for compliance with all legal and other obligations with respect to the payment of wages and salaries, and Haberdasher Labs makes no warranties that the use of its services to facilitate transactions involving Digital Assets enables Customer to meet any such obligations. Haberdasher Labs enables Customers to initiate transactions directly on a supporting blockchain and to organize, track, and automate such transactions. All transactions are conducted directly by Customer and Customer is responsible for all information provided through Haberdasher Labs to effect such transactions.
7. There are risks associated with using an Internet based currency, including but not limited to, the risk of hardware, software and Internet connections; the risk of malicious software introduction; the risk that third parties may obtain unauthorized access to information stored within Customer Wallet; and the risk of counterfeit assets, mislabeled assets, assets that are vulnerable to metadata decay, assets on smart contracts with bugs, and assets that may become untransferable. Customer accepts and acknowledge that Haberdasher Labs will not be responsible for any communication failures, disruptions, errors, distortions or delays or losses Customer may experience when using blockchain technology, however caused.
8. The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development of the Services and the utility of Digital Assets.
9. Haberdasher Labs makes no guarantee as to the functionality of any blockchain’s decentralized governance, which could, among other things, lead to delays, conflicts of interest, or operational decisions that are unfavorable to certain owners of certain Digital Assets. Customer acknowledges and accepts that the protocols governing the operation of a blockchain may be subject to sudden changes in operating rules which may materially alter the blockchain and affect the value and function of Digital Assets supported by that blockchain.
10. Haberdasher Labs makes no guarantee as to the security of any blockchain. Haberdasher Labs is not liable for any hacks, double spending, stolen Digital Assets, or any other attacks on a blockchain.
11. The Services rely on, and Haberdasher Labs makes no guarantee or warranties as to the functionality of or access to, any third-party Wallet (such as Gnosis, MetaMask, MagicLink and Ledger) and Ecosystem Partners (such as Pinata, Guild, Gnosis) to perform any transactions.
Limitations of Use
By using this website, Customer warrants on behalf of Customer, Customer’s users, and other parties Customer represents that Customer and such other parties will not:
1. modify, copy, prepare derivative works of, decompile, or reverse engineer any materials and software contained on this website;
2. remove any copyright or other proprietary notations from any materials and software on this website;
3. transfer the materials to another person or “mirror” the materials on any other server;
4. knowingly or negligently use this website or any of its associated services in a way that abuses or disrupts our networks or any other service Haberdasher Labs provides;
5. use this website or its associated services to transmit or publish any harassing, indecent, obscene, fraudulent, or unlawful material;
6. use this website or its associated services in violation of any applicable laws or regulations;
7. use this website in conjunction with sending unauthorized advertising or spam;
8. harvest, collect, or gather user data without the user’s consent; or
9. use this website or its associated services in such a way that may infringe the privacy, intellectual property rights, or other rights of third parties.
The Protocol
Hats Protocol is a self-governing decentralized system on the Ethereum, Gnosis, Optimism, Arbitrum, Polygon, and Goerli blockchains, designed to enable the granting and revocation of roles to organizational contributors and community members. As a decentralized blockchain protocol, the Protocol operates autonomously without any central authority or entity in control. The open-source code that forms the foundation of the Protocol is freely accessible at https://github.com/Hats-Protocol/hats-protocol.
Haberdasher Labs disclaims all responsibility or liability, under any legal theory, for your use of the Protocol, which is done solely at your risk. It is your responsibility to verify the proper operation, performance, functionality, and security of the Protocol prior to use. You assume full risk and responsibility for your engagement with the Protocol.
License; No Warranties; Limitation of Liability
The software that underpins the Protocol is provided under the terms of the AGPL v3 License, accessible here: https://github.com/Hats-Protocol/hats-protocol/blob/main/LICENSE
The Protocol is given "AS IS," "WITH ALL FAULTS," and "AS AVAILABLE," without any express or implied assurances, including warranties of merchantability or fitness for a particular use, which are hereby disclaimed.
Neither the copyright holders nor contributors will be responsible for any direct, indirect, incidental, special, exemplary, or consequential damages. This includes, but is not limited to, replacement of goods or services; loss of use, data, or profits; or interruption of business activities, regardless of how they occur or the theory of liability, be it in contract, strict liability, or tort (including negligence or otherwise). This applies even if the possibility of such damage was previously advised, and results from the use of this software.
Our website and the materials on our website are provided on an 'as is' basis. To the extent permitted by law, Haberdasher Labs makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property, or other violation of rights.
In no event shall Haberdasher Labs or its suppliers be liable for any consequential loss suffered or incurred by Customer or any third party arising from the use or inability to use its website, app, or docs or the materials on its website, app, or docs, even if Haberdasher Labs or an authorized representative has been notified, orally or in writing, of the possibility of such damage.
In the context of this agreement, “consequential loss” includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity, or otherwise.
Haberdasher Labs assumes no responsibility or liability for any errors or omissions in the content of this site. The information contained in this site is provided on an "as is" basis with no guarantees of completeness, accuracy, usefulness or timeliness.
Intellectual Property
The intellectual property in the materials contained in this website are owned by or licensed to Haberdasher Labs and are protected by applicable copyright and trademark law. We grant our users permission to download one copy of the materials for personal, non-commercial transitory use. This constitutes the grant of a license, not a transfer of title. This license shall automatically terminate if Customer violates any of these restrictions or the Terms of Service, and may be terminated by Haberdasher Labs at any time.
Accuracy of Materials
The materials appearing on our website are not comprehensive and are for general information purposes only. Haberdasher Labs does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on this website, or otherwise relating to such materials or on any resources linked to this website.
Links
Haberdasher Labs has not reviewed all of the sites linked to its website and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement, approval, or control by Haberdasher Labs of the site. Use of any such linked site is at Customer’s own risk and we strongly advise Customer to make Customer’s own investigations with respect to the suitability of those sites.
Severance
Any term of these Terms of Service which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity of the remainder of these Terms of Service is not affected.
Governing Law; Dispute Resolution
1. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Florida applicable to agreements made and to be entirely performed within the State of Florida. Although the Site may be available in other jurisdictions, each Customer hereby acknowledges and agrees that such availability shall not be deemed to give rise to general or specific personal jurisdiction over Site Operator in any forum outside the State of Florida.
2. Settlement Negotiations
If a Customer has a potential legal dispute, claim or cause of action against Site Operator, the Customer shall first (prior to initiating any litigation proceedings) contact Site Operator by sending an email to connect@hatsprotocol.xyz describing the nature of the potential dispute, claim or cause of action and providing all relevant documentation and evidence thereof. If so elected by the Site Operator, Customer shall use commercially reasonable efforts to negotiate a settlement of any such legal dispute, claim or cause of action within 60 days of the delivery of such email. Any such dispute, claim or cause of action that is not finally resolved by a binding, written settlement agreement within such 60 days shall be brought and resolved exclusively in accordance with the following provisions of this Section (3: Agreement to Binding, Exclusive Arbitration):
3. Agreement to Binding, Exclusive Arbitration
a) Mandatory Binding Arbitration. All claims, disputes and controversies directly or indirectly arising out of or in connection with or directly or indirectly relating to these Terms or any of the matters or transactions contemplated by these Terms (for the avoidance of doubt, including any claim seeking to invalidate, or alleging that, all or any part of these Terms is unenforceable, void or voidable) (such claims, disputes and controversies, collectively, “ Disputes ”) shall be resolved by confidential, binding arbitration to be seated in the State of Florida and conducted in the English language by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association (the “ Rules ”). The arbitrator shall be appointed in accordance with the procedures set out in the Rules. The award or decision of the arbitrator shall be final and binding upon the parties and the parties expressly waive any right under the laws of any jurisdiction to appeal or otherwise challenge the award, ruling or decision of the arbitrator. The judgment of any award or decision may be entered in any court having competent jurisdiction to the extent necessary. If the site operator elects to have a Dispute resolved by arbitration pursuant to this provision, no party hereto shall (or shall permit its representatives to) commence, continue or pursue any Dispute in any court; provided, however, that the site operator shall be entitled to obtain an injunction or injunctions to prevent breaches of this provision and to enforce specifically the terms and provisions thereof, this being in addition to any other remedy to which the site operator is entitled at law or in equity, and the parties hereto hereby waive the requirement of any posting of a bond in connection with such injunctive relief or specific performance.
b) Waiver of Jury Trial. The parties hereby acknowledge, represent and warrant that they understand that:
i. there is no judge or jury in arbitration, and, absent this mandatory provision, the parties would have the right to sue in court and have a jury trial concerning Disputes;
ii. in some instances, the costs of arbitration could exceed the costs of litigation;
iii. the right to discovery may be more limited in arbitration than in court; and
iv. court review of an arbitration award is limited. Each of the parties hereto hereby irrevocably waives any and all right to trial by jury in any action, suit or other legal proceeding arising out of or related to these Terms or the transactions contemplated hereby.
v. Confidentiality of Arbitration. Except to the extent necessary to enforce their respective rights under these Terms or as otherwise required by applicable law, the parties undertake to maintain confidentiality as to the existence and events of the arbitration proceedings and as to all submissions, correspondence and evidence relating to the arbitration proceedings. This provision shall survive the termination of the arbitral proceedings.
4. Court Jurisdiction
To the extent that any court is required to weigh on the enforceability of Section 3: Agreement to Binding, Exclusive Arbitration, to enforce any judgment of the arbitrator, then, without limiting Section 3: Agreement to Binding, Exclusive Arbitration or any other provision of this Agreement, the Customer (A) hereby irrevocably and unconditionally submit to the jurisdiction of the courts of the State of Florida for such purpose; (B) agrees not to commence any suit, action or other proceeding arising in connection with or based upon this instrument or the matters contemplated by this instrument except before the courts of the State of Florida, and (C) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this instrument or the subject matter hereof or thereof may not be enforced in or by such court.
5. Class Action Waiver
No Class Actions Permitted. All Customers hereby agree that any arbitration or other permitted action with respect to any Dispute shall be conducted in their individual capacities only and not as a class action or other representative action, and the Customers expressly waive their right to file a class action or seek relief on a class basis. CUSTOMERS SHALL BRING CLAIMS AGAINST SITE OPERATOR OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
Agreements if Class Action Waiver Unenforceable. If any court or arbitrator makes a final, binding and non-appealable determination that the class action waiver set forth in this Section 7.5 is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void with respect to any Dispute that would thus be required to be resolved by arbitration on a class basis, and the parties shall be deemed to have not agreed to arbitrate such Dispute. In the event that, as a result of the application of the immediately preceding sentence or otherwise, any Dispute is not subject to arbitration, the parties hereby agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts located in the State of Florida and to accept service of process by mail with respect to such Dispute, and hereby waive any and all jurisdictional and venue defenses otherwise available with respect to such Dispute.
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