Last Revised on December 9, 2022
Acceptance of the Terms of Use
These terms of use are entered into by and between You and Mojito, Inc. (“Company” or “We”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Use”), govern your access to and use of caaholiday.mojito.xyz, which includes, without limitation, any content, functionality and services offered on or through this website (“Website”).
Please read the Terms of Use carefully before you start to use this Website. By using this Website, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use this Website.
This Website is offered and available to users who are 18 years of age or older. By using this Website, you represent and warrant that you are of legal age to form a binding contract with Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use this Website.
Changes to the Terms of Use
We may revise and update these Terms of Use 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 this Website thereafter. If we make changes that are material, we will use reasonable efforts to notify you, such as by e-mail, and/or by placing a prominent notice on the first page of the Website, and/or by implementing a mandatory click-through process. In the event we implement a mandatory click-through process for any material changes to these Terms, by clicking, you agree and acknowledge you have read the changes and acceptance of the modified Terms will become effective.
Your continued use of this Website following the posting of revised Terms of Use means that you accept and agree to the changes. It is your sole responsibility to review these Terms of Use from time to time to view any such changes so you are aware of any changes, as they are binding on you.
Accessing this Website and Account Security
We reserve the right to withdraw or amend this Website, and any service or material we provide on this Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of this Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of this Website, or the entire Website, to users, including registered users.
You are responsible for:
To access this Website or some of the resources it offers, you may be asked to provide certain registration details or other information. You agree that all information you provide is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
Services offered through the Website
The Website allows you to claim a free minted NFTs (“Claimable(s)”) whose ownership is recorded on the Ethereum blockchain or such other blockchain that we may support from time to time. “NFT” means a blockchain-tracked, non-fungible token. The Claimable(s) are associated with metadata, artwork, graphics, images, designs, logos, drawings, photographs, texts taglines or video or audio recordings which for the avoidance of doubt constitute NFT Media. NFT Media associated with the Claimable(s) is created by artists curated by the Company or licensed to the Company (collectively, “Creators”). All right, title and interest in the NFT Media associated with each Claimable (including all copyrights, trademark rights and all other intellectual property rights) is owned by Company or Company’s Creator licensors. If you Own a Claimable, your ownership is limited solely to ownership of the Claimable and does not extend to the NFT Media and is subject to your license in the NFT Media as specified in the License Grant below. “Own” for purposes of the foregoing, means a Claimable(s) that you have rightfully acquired from a legitimate source, where proof of such acquisition is recorded on the relevant blockchain. Acquiring a Claimable may also allow you to access certain other features that may be made available from time to time (collectively, such access and features, the “Additional Features”). For clarity, Company’s inclusion of the Additional Features does not imply or warrant that they will be available at any other time, and Company may cease providing such Additional Features at any time in its sole discretion. You are solely responsible for any actions taken on such Website and we shall not be liable for any loss resulting in whole or in part from your use of the Website.
Smart Contracts
The Claimable(s) available on the Website are digital assets created through the use of smart contracts, executable computer code initially maintained on a chain Network (“Smart Contracts”). The chain network provides a ledger of all transactions that occur on that network, including transfers of NFTs. NFTs are owned by controlling a private key associated with a public address on the chain network and will continue to exist as long as the node operators from time to time maintain the chain network (or the NFT has be recorded on another blockchain network). This means that all NFTs are outside of the control of any one party, including the Company and/or any third-party service provider and any single node operator.
Metadata
Metadata relates to the visual, audio, or other work associated with an NFT, will be separately maintained by us, our subcontractors, partner in a digital storage media of our choice. Unless expressly indicated on the Website, acquiring an NFT will not entitle you to possession of, or any rights in, any physical artwork or other physical item, even if a physical artwork or other item from which the Metadata was derived exists.
Wallets
All transactions of NFTs initiated through the Website require you to use third party non-custodial digital wallets (“Wallets”), such as MetaMask. By using the Website, you agree that you are governed by the terms or service and privacy policies of those Wallets that you choose to use. You are solely responsible for keeping your Wallet and any private keys necessary to decrypt your Wallet secure and you should never share your Wallet seed phrase or private keys with anyone else via the Website. We have no ability to help you access or recover your private keys for your Wallet, so please keep them in a safe place. By using such Wallets to conduct such transactions via the Website, you agree that you are governed by the terms of service and privacy policy for the applicable Wallets, and that Company has no responsibility, liability or responsibility to you in any way arising from your use of such third-party Wallets, including for any security failures or other errors or failures of such Wallets.
Secondary Marketplaces and Third-Party Platforms.
You may be able to buy, sell, trade, and transact the Claimable on secondary marketplaces that we or our affiliates may operate, or via the secondary marketplaces of third-party platforms. We may not be able to control the actions of secondary marketplaces of third-party platforms and make no promises or guarantees of any kind regarding such third party marketplaces. You also acknowledge and agree that we may implement a transaction fee on any secondary sale of the Claimable or that a royalty may be required by the terms of such Claimable and such transaction fees and royalties may be incorporated into the smart contracts for such Claimable(s) or in our agreements with such marketplaces.
Intellectual Property Rights
This Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use this Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Website, except as follows:
You must not:
You must not access or use for any commercial purposes any part of this Website or any services or materials available through this Website.
If you wish to make any use of material on this Website other than that set out in this section, please address your request to: holidayNFT@caa.com.
If you print, copy, modify, download or otherwise use or provide any other person with access to any part of this Website in breach of the Terms of Use, your right to use this Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to this Website or any content on this Website is transferred to you, and all rights not expressly granted are reserved by Company. Any use of this Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
License Grants
Subject to your compliance with these Terms of Use, Company, hereby grants to you, a personal, worldwide, royalty-free, non-assignable, non-sublicensable, non-transferrable (except in the case of a valid and lawful transfer of a NFT by you to another person), and non-exclusive license to use the software provided to you as part of the Website, provided that the license for any digital media, artwork, designs, or content that is associated with any Claimable (“NFT Media”) is solely as set forth below or as otherwise specified with respect to a certain collection of Claimable(s). This license has the sole purpose of enabling you to use and enjoy the benefit of the Website as provided by us, in the manner permitted by these Terms of Use.
NFT Media License
Subject to your compliance with these Terms of Use and unless otherwise specifically set forth with respect to a certain collection of Claimable(s), for as long as you Own a Claimable, Company and/or the Creator licensors,, hereby grants to you a non-exclusive right and royalty free license to use, copy and display the NFT Media associated with such Claimable(s) (i) for your personal and non-commercial use and (ii) in connection with your sale or offer for sale of your applicable Claimable(s) on a marketplace that cryptographically verifies each Claimable owner’s rights to display the art for acquired Claimable to ensure that only the actual owner can display the art. If you sell or transfer your Claimable, you will no longer be granted the foregoing license in the NFT Media that is associated with such Claimable, and such license will transfer to the new owner of the Claimable. For the specific NFT Media License grants with respect to certain Claimable(s) please visit the following websites and review the applicable terms:
Please note that you are subject to the terms and conditions of the Creators for each Claimable. You are bound by those terms and conditions and it is your solely responsibility and obligation to read and acknowledge the specific terms. Neither the Company or its clients will be held liable for your failure to comply with the specific terms.
Trademarks
Company’s name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Company or its affiliates or licensors. You must not use such marks without the prior written permission of Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.
Prohibited Uses
You may use this Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use this Website:
Additionally, you agree not to:
Reliance on Information Posted
The information presented on or through this Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to this Website, or by anyone who may be informed of any of its contents.
Privacy
Our Privacy Policy describes how we handle information you provide to us when you use the Website. By using this Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. For an explanation of our privacy practices, please visit our Privacy Policy located at caaholiday.mojito.xyz/privacy.
Other Terms and Conditions
Additional terms and conditions may also apply to specific portions, services, or features of this Website. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use.
Linking to this Website and Social Media Features
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our prior express written consent.
This Website may provide certain features that enable you to:
You may use these features solely as they are provided by us, solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.
We may disable all or any features and any links at any time without notice in our discretion.
Links from this Website
If this Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any third party websites linked from this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Assumption of Risk.
You acknowledge and agree that there are risks associated with holding, transferring or selling any NFTs and using blockchain technology. These include, but are not limited to, risk of losing access to an NFT due to the loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risks related to token taxation, risk of personal information disclosure, risk of uninsured losses, unanticipated risks, and volatility risks.
We will not be liable or responsible to you for any failure in the intended function of any smart contracts underlying any NFTs, or any bugs, viruses, exploits, logic gaps, or malicious code which may be incorporated into any such smart contracts, or which could be used to commit fraud or otherwise cause harm. You acknowledge that you have obtained sufficient information to make an informed decision to acquire an NFT, including carefully reviewing the code of the smart contract and the NFT, and fully understand and accept the functions of the same. Further, we will not be liable for any failure or removal of the storage system used to store any NFT Media that is linked to or associated with NFTs, or for any failures in the underlying blockchain on which the NFTs ownership may be recorded.
Claimable(s) have no inherent or intrinsic value. You acknowledge and affirm that you are collecting or trading a Claimable for purposes of acquiring digital collectibles for your personal use and enjoyment, and not for any investment or speculative purposes. Any economic benefit that may be derived from appreciation in the value of a Claimable is incidental to obtaining it for its collectible purpose. You agree that Claimable(s) are not to be used as a substitute for currency or medium of exchange, resale, or redistribution and that you are not acquiring any equity or other ownership or revenue sharing interest in Company Entities, their affiliates, or any brand as a result of your acquisition of the Claimable(s).
Geographic Restrictions
The owner of this Website is based in the state of California in the United States. We make no claims that this Website or any of its content is accessible or appropriate outside of the United States. Access to this Website may not be legal by certain persons or in certain countries. If you access this Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or this Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and other security safeguards, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER COMPANY NOR ANY PERSON ASSOCIATED WITH COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY NOR ANYONE ASSOCIATED WITH COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation of Liability
IN NO EVENT WILL COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
IF YOU ARE A CALIFORNIA RESIDENT OR A RESIDENT OF A STATE WITH A SIMILAR STATUTE, YOU WAIVE CALIFORNIA CIVIL CODE §1542 OR SUCH OTHER STATE STATUTE (AS APPLICABLE), WHICH SAYS: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify and hold harmless Company, its affiliates, licensors, and service providers, and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of this Website, including, but not limited to, your use of this Website’s content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from this Website.
Governing Law and Jurisdiction
Except as set forth in the “Disputes; Mandatory Arbitration and Class Action Waiver” section immediately below, all matters relating to this Website and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).
Disputes; Mandatory Arbitration and Class Action Waiver
Any disputes or claims relating in any way to your use of this Website, or to products or services sold or distributed by Company or through us, will be resolved by binding arbitration rather than in court, with the following exceptions:
The arbitration agreement in these Terms of Use is governed by the Federal Arbitration Act (the “FAA”), including its procedural provisions, in all respects. This means that the FAA governs, among other things, the interpretation and enforcement of this arbitration agreement and all of its provisions, including, without limitation, the class action waiver discussed below. State arbitration laws do not govern in any respect.
This arbitration agreement is intended to be broadly interpreted and will survive termination of these Terms of Use. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to the extent permitted by law to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this arbitration agreement, including, but not limited to any claim that all or any part of this arbitration agreement is void or voidable. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same compensatory damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow these Terms of Use as a court would.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to: 2000 Avenue of the Stars, Los Angeles, CA 90067, Attn: General Counsel. You may download the forms located at http://www.jamsadr.com. The arbitration will be conducted by JAMS under its Streamlined Arbitration Rules and Procedures or, if applicable, its Comprehensive Arbitration Rules and Procedures, and any applicable supplemental rules including its Consumer Arbitration Standards of Minimum Fairness. The JAMS Rules are available online at http://www.jamsadr.com or by calling (800)- 352-5267. Payment of all filing, administration and arbitrator fees will be governed by JAMS's rules. In no event will we pay for attorneys' fees. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location.
We each agree that the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding, and that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. You agree to waive any right to a jury trial or to participate in a class action. If this specific provision is found to be unenforceable, then the entirety of this arbitration section (except for your consent to venue in Los Angeles County, CA) will be null and void and neither of us will be entitled to arbitrate our dispute.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Entire Agreement
The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Company with respect to this Website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to this Website.
Your Comments and Concerns
This Website is operated by Creative Artists Agency, LLC: 2000 Avenue of the Stars, Los Angeles, CA 90067.
All other feedback, comments, requests for technical support and other communications relating to this Website should be directed to: holidayNFT@caa.com.