Welcome to conduit.xyz (the “Website”), owned and operated by ConduitXYZ,Inc. (“Conduit”, “we” or “us”). By using this Website, you agree to these terms of use (the “Terms”); if you do not agree, you may not use the Website. Conduit may modify the Website and/or these Terms from time to time without notice to you, except that if Conduit makes material changes to these Terms, we will post the revised Terms and the revised effective date on this Website and/or provide notice by some other means. By using the Website following any modifications to the Terms, you agree to be bound by the modified Terms.

1. Use of the Website. You must be at least 18 years old to use our Website. You will comply with all applicable laws, rules and regulations in connection with your use of the Website. You will not violate or attempt to violate the security of the Website or Conduit’s systems or network security, including, without limitation by (i) accessing data not intended for users of the Website or gaining unauthorized access to an account, server or any other computer system; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures; (iii) attempting to interfere with the function of the Website, host or network. You may not “crawl,” “scrape,” or “spider” any portion of the Website (through use of manual or automated means).

   
   

2. Proprietary Rights. The Website, including all of its contents (including, text, images, audio, and the HTML used to generate the pages) (“Content”), are the property of Conduit or that of our suppliers or licensors and are protected trademark, copyright, and/or other intellectual property laws. You may not download, copy, print, display, perform, reproduce, publish, modify, prepare derivative works from, license, transmit, or distribute any Content from this Website in whole or in part, for any public or commercial purpose without prior written consent from Conduit. Conduit grants you a limited, personal, non-exclusive, non-transferable license to access the Website, and to use the Content, solely for personal, internal and non-commercial purposes. Conduit (on behalf of itself and its suppliers and licensors) reserves all rights not expressly granted herein.

   
   

Without limiting the foregoing, as between you and Conduit (or other companies whose marks appear on the Website), Conduit (or the respective company) is the owner and/or authorized user of any trademark, registered trademark, logo, and/or service mark appearing on the Website (the “Marks”). Nothing on the Website should be construed to grant any license or right to use any Conduit Mark. You may not use or exploit any Marks without prior written consent from Conduit.

1. Privacy. Conduit takes the privacy of its users very seriously. For the current Conduit Privacy Policy, please click here: https://conduit.xyz/privacy. The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13 years of age. We do not knowingly collect or solicit personally identifiable information from children under 16 years of age; if you are a child under 16 years of age, please do not attempt to use the Website or send us any personal information. If we learn we have collected personal information from a child under 16 years of age, we will delete that information as quickly as possible. If you believe that a child under 16 years of age may have provided us personal information, please contact us at support@conduit.xyz.

   
   

2. Third Party Websites. The Website may contain links to third party websites (“Third Party Sites”). Third Party Sites are not reviewed, controlled or examined by Conduit in any way and Conduit is not responsible for any content contained therein. These links do not imply Conduit’s endorsement of, or association with, any Third Party Site. Conduit is not liable, directly or indirectly, to anyone for any loss or damage arising from or in connection with use of the Third Party Sites.

   
   

3. Disclaimer of Warranties. THE WEBSITE, INCLUDING, WITHOUT LIMITATION, THE WEBSITE AND ALL CONTENT AND FUNCTIONALITY THEREOF, IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS, TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND CONDUIT (ON BEHALF OF ITSELF AND ITS SUPPLIERS AND LICENSORS) HEREBY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED. NO ADVICE, RESULTS, INFORMATION OR MATERIALS, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. NO CONTENT CAN OR SHOULD BE CONSTRUED AS PROFESSIONAL ADVICE OF ANY KIND (INCLUDING BUSINESS, INVESTMENT, ACCOUNTING, TAX, AND/OR LEGAL ADVICE).

   
   

4. Limitation of Liability. TO THE GREATEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL CONDUIT OR ANY OF OUR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS (THE “CONDUIT PARTIES”), BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR IN CONNECTION WITH THE USE OF, OR THE INABILITY TO USE, THE WEBSITE OR THE CONTENT, EVEN IF ANY CONDUIT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE TOTAL LIABILITY OF ANY CONDUIT PARTY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM OR RELATED TO THE TERMS, THE CONTENT, AND/OR YOUR USE OF THE WEBSITE, EXCEED, IN THE AGGREGATE, $100.00. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

   
   

5. Indemnification. You shall defend, indemnify, and hold harmless Conduit and each of our respective employees, contractors, directors, officers, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to the Content, violation of these Terms, or infringement by you, or any third party accessing the Website on your behalf, of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

   
   

6. General Information. These Terms are governed by the laws of the State of California, without regard to the conflicts of laws provisions thereof. In the event of any dispute arising in connection with these Terms, you hereby consent to exclusive jurisdiction and venue in the state and federal courts of San Francisco, California. The failure of Conduit to exercise or enforce any right or provision of these Terms does not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You may not assign these Terms or transfer any of your rights or obligations hereunder without Conduit’s express written consent. These Terms inure to the benefit of Conduit’s successors, assigns and licensees. These Terms are the entire agreement between you and Conduit with respect to the subject matter herein.