PLEASE TAKE NOTICE: THESE TERMS AND YOUR USE OF SERVICES ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN SECTION 16 BELOW. PLEASE READ THESE TERMS CAREFULLY.
1. ACCEPTANCE OF THE TERMS OF SERVICE.
These terms of service, together with any documents they expressly incorporate by reference (collectively, these “Terms”), are entered into by and between you, both in your individual capacity and as an agent, agency or representative of any individuals or entities for which you act (“you” or “user”) and Suku Labs, Inc., a Delaware corporation (“SUKULABS”, “we”, “Suku Wallet”, or “us”), and govern your access to and use of our services, including our platform, Suku Wallet, SukuPay, Sukuthis, digital coupons, NFTs, SBTs, minting services, various websites, SMS, APIs, email notifications, applications, buttons, widgets, ads, commerce services and other covered services that, for example, link to these Terms provided by SUKULABS and its affiliated companies, and Suku Labs’ social coupon service that enables the distribution of digital coupons as Non-Fungible Tokens (NFTs) and Soulbound Tokens (SBTs) into crypto wallets namely Suku Wallets associated with consumer social media accounts through an authentication login (collectively, the “Services”), and any information, text, links, graphics, photos, audio, videos, tokens, or other materials or arrangements of materials, content, or media uploaded, downloaded or appearing on or through the Services.
Please read the Terms carefully before you start to use the Services. BY CLICKING ON THE “ACCEPT” LINK, CHECKING THE ACCEPTANCE BOX, OR USING THE SERVICES, YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS AND OUR PRIVACY POLICY FOUND AT https://suku.world/privacy-policy-labs (OUR “PRIVACY POLICY”), INCORPORATED HEREIN BY REFERENCE. If you do not want to agree to these Terms or the Privacy Policy, you must not access or use the Services.
The Services are offered and available to individual users who are 18 years of age or older, reside in the United States or any of its territories or possessions or a legal entity located in and authorized to transact business in the United States or any of its territories or possessions. You represent to us that you are lawfully able to enter into contracts. If you are entering into these Terms for an entity, such as the company you work for or are an agent or agency for, you represent to us that you have legal authority to bind that entity too. By using the Services, you represent and warrant that you are of legal age to form a binding contract with SUKULABS and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services.
In addition, you represent to us that you and your financial institutions, or any party that owns or controls you (if you are an entity) or for which you are an agent, agency or representative, and their financial institutions, are (1) 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 (i.e., the Specially Designated Nationals List and Foreign Sanctions 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, the United Kingdom, or other applicable government authority and (2) not located in any country subject to a comprehensive sanctions program implemented by the United States. You agree to cease using the Services and notify SUKULABS in the event such status changes.
2. SERVICES
You understand and agree that the Services are subject to change, which we may revise and update from time to time in our sole discretion. All changes are effective immediately when posted and apply to all access to and use of the Services thereafter.
The SUKULABS terms of use and privacy policy can be found atterms of service andprivacy policy.
The Services include an online platform to facilitate the minting of NFTs and SBTs and the purchase, transfer, and sale of digital assets. Part of the Services comprise an application that connects users seeking to mint digital assets, such as NFTs and SBTs, on the blockchain with users seeking to acquire such digital assets.
YOU ACKNOWLEDGE AND UNDERSTAND THAT WE MAKE NO ASSURANCES OR GUARANTEES, EITHER EXPRESS OR IMPLIED, REGARDING THE SALE, TRANSFER, OR ACQUISITION OF DIGITAL ASSETS THROUGH USE OF THE SERVICES. INCLUDING, BUT NOT LIMITED TO, RISKS OF TRANSACTION FAILURE, DESCRIPTION OF DIGITAL ASSETS, THE USE OR REDEMPTION OF DIGITAL ASSETS SUCH AS DIGITAL COUPONS, LEGAL COMPLIANCE OF DIGITAL ASSETS, GOVERNMENTAL AND REGULATORY COMPLIANCE, OR LOSS.
YOU ASSUME ALL SUCH RISKS AND AGREE THAT SUKULABS IS NOT RESPONSIBLE FOR ANY LOSSES YOU INCUR AS A RESULT OF YOUR USE OF DIGITAL ASSETS OR BLOCKCHAIN TECHNOLOGY. FURTHER, YOU ALSO ACKNOWLEDGE AND UNDERSTAND THAT WE HAVE NO CONTROL OVER THE ONLINE AND OFFLINE CONDUCT OF USERS AND THIRD PARTIES PARTICIPATING IN THE SALE OF DIGITAL ASSETS AND WE DISCLAIM ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW.
2.1 THIRD-PARTY ACCOUNTS AND SERVICES
As part of the functionality of the Services, you may be allowed to link or be required to link or tie your account with online accounts you have with third-party service providers including but not limited to Zigi, MoonPay, OpenSea, Twilio, Privy, Stripe, Beam, Alchemy, Balam, Coinbase and X (formerly Twitter) and other online service providers for important functionality (each provider, a “Third-Party Service Provider”, and collectively, “Third Party Service Providers”).
By granting us access to any Third-Party Accounts, you understand that (1) we may access, make available, and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the “Content”) so that it is available on and through the Services via your account, including without limitation any friend lists.
Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account on the Services.
You further understand that linking a Third-Party Account involves risks, including the potential for unauthorized access to your Third-Party Account and the data contained therein, and you agree that SUKULABS is not responsible for any losses you incur as a result of such risks.
2.2 SUKUTHIS
As part of the functionality of the Services, a user may be able to mint and promote, transfer or distribute NFTs and SBTs via methods involving social media (e.g., X formerly Twitter), as described on the Sukuthis website found at sukuthis.
2.3 SUKU WALLET
As part of the functionality of the Services, a user may be able to create a non-custodial wallet for digital assets (“Suku Wallet”) through user’s social media login, giving you full control and responsibility for the security and management of your digital assets.
To ensure the utmost protection of your digital assets, since we do not have access to your social media login or passwords associated with your non-custodial wallets, WE STRONGLY SUGGEST THAT YOU TAKE THE NECESSARY STEPS TO SAFEGUARD YOUR NON-CUSTODIAL WALLETS.
2.4 SUKU PAY
As part of the functionality of the Services, a user may be able to send monetary value in the form of digital assets to other users through non-custodial digital wallets affiliated with each user’s mobile phone number. SukuPay implements the ERC4337 standard which uses account abstraction to allow user assets to be held by smart contracts rather than being controlled by externally-owned accounts.
Using this method SukuPay can create a non-custodial wallet address for any phone number prior to onboarding a user. Text and data rates are governed by your agreement with your telecommunications provider, and such rates will apply to transmissions through SUKUPAY.
Recipients of your transfer will not be able to receive your transmission unless they access the link sent to their mobile phone, confirm their ownership of their phone number and agree to these terms and conditions.
You are responsible for maintaining custody of your phone and verifying the phone number of your intended recipients. Payments sent to wrong numbers cannot be recovered or refunded.
3. CHANGES TO THE TERMS
We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter. However, any changes to the dispute resolution provisions set forth in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on the Services.
Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes. If you do not agree to the changes, you must stop using the Services.
4. CHANGES TO THE SERVICES
We may change, discontinue, or remove functionality of any or all of the Services, such as the minting, transfer, or availability of NFTs, SBTs, and other digital assets, from time to time without any legal or monetary liability to you. We will use commercially reasonable efforts to communicate to you any discontinuation of any Service through the Site or public communication channels and we may use commercially reasonable efforts to continue supporting the Service after the discontinuation, except if doing so:
- Would pose an information security or intellectual property issue,
- Is economically or technically burdensome, or
- Would create undue risk of us violating the law or breaching agreements such as those with online service providers.
5. FEES AND PAYMENT
Fees applicable to the Services or any component of the Services, if any, shall be set forth in agreement you may have with our authorized resellers or at SukuLabs.com, the SukuLabs mobile application or as otherwise directed at the time you access the Service. We reserve the right to change or modify fees upon notice to you and to charge for additional fees and costs as they accrue. We reserve the right to withhold Services for failure of payment or for any other reason as permitted under these Terms.
a. Blockchain Transaction Fees
There may be transaction fees (e.g. mining fees) associated with your virtual currency and NFT transactions that are required by the virtual currency system or blockchain network with which you engage. You must ensure that you have an adequate balance in your wallet and/or “gas” to complete transactions before initiating a transaction. You acknowledge and agree that we will not be liable for any failed transactions or losses you incur due to incorrectly set transaction fees (i.e. too low or too high) or due to insufficient funds or gas associated with your wallet address.
b. Buy Digital Assets with Supported Credit or Debit Cards
If you use Suku Wallet to purchase digital assets with your credit or debit card, a third party will convert your chosen amount into the applicable digital asset and credit it to your wallet. You acknowledge and agree that:
- Suku Wallet is not responsible for your use of such third party service and shall have no liability whatsoever in connection with your use of such service;
- You will be subject to any terms and conditions imposed by the relevant third party service provider;
- Suku Wallet has no ability to change, withdraw or cancel any conversion requests you place;
- Suku Wallet is not responsible for any exchange rates offered by the relevant third party service provider(s); and
- Suku Wallet is not responsible for any fees charged by the relevant third party service provider(s) or your bank or credit card issuer(s).
c. Digital Asset Transactions
In order for all proposed digital asset transactions to be completed, they must be confirmed and recorded in the digital asset’s associated public blockchain. Such networks are decentralized, peer-to-peer networks supported by independent third parties, which we do not own, control, or operate. We have no control over the blockchain networks and, therefore, cannot and do not ensure that any transaction details that you submit via our Services will be confirmed and processed. By using our Services, such as Suku Wallet, you acknowledge and agree that:
- We do not have the ability to cancel or otherwise modify your transaction;
- The transaction details you submit may not be completed, or may be substantially delayed, by the applicable blockchain networks;
- We do not store, send, or receive digital assets;
- Any transfer that occurs in relation to any digital asset occurs on the relevant blockchain network and not on a network owned by us and therefore we do not guarantee the transfer of title or right in any digital asset or the legal compliance of the same and have no legal or monetary liability to you for all the above.
d. Accuracy of Information Provided by User
You represent and warrant that any information you provide via the Services is accurate, lawful, and complete. You accept and acknowledge that we are not responsible for any errors or omissions that you make in connection with any digital asset transaction initiated via the Services. We strongly encourage you to review your transaction details carefully before attempting to transfer a digital asset.
e. Taxes
It is your responsibility to determine what, if any, taxes apply to any use of our Services or to the transactions that you have submitted transaction details for via the Services, and it is your responsibility to report and remit the correct tax to the appropriate tax authority. You agree that we are not responsible for determining whether taxes apply to your transactions or for collecting, reporting, withholding, or remitting any taxes arising from any digital asset-related transactions. We of course reserve the right to cooperate with tax regulators.