Bodega

Terms of Use

Effective date: August 1, 2022

1.        Welcome to Bodega

2.        Basics about Bodega

3.        Will these Terms ever change?

4.        What about my privacy?

5.        What are the basics of creating a Bodega Account?

6.        How can I use Bodega?

a.        Hosting, Sorting, Cataloging, and Exchanging Your Digital Assets

b.        Title to Digital Assets

c.        Recovering Your Digital Assets

d.        Transacting with Digital Assets

e.        Using Third Party Applications and Blockchain Networks

7.        What about messaging?

8.        Are there restrictions in how I can use the Bodega Platform?

9.        What are my rights in the Bodega Platform?

10.        What about anything I contribute to the Bodega Platform – do I have to grant any licenses to Bodega or to other users?

11.        What if I see something on the Bodega Platform that infringes my copyright?

12.        Who is responsible for what I see and do on the Bodega Platform?

13.        Will Bodega ever change the Bodega Platform?

14.        Does the Bodega Platform cost anything?

15.        What if I want to stop using the Bodega Platform?

16.        What about Mobile Applications?

17.        I use the Bodega App available via the Apple App Store – should I know anything about that?

18.        What else do I need to know?

Warranty Disclaimer

Limitation of Liability

Indemnity

Assignment

Choice of Law

Arbitration Agreement

Miscellaneous

  1. Welcome to Bodega

Please read on to learn the rules and restrictions that govern your use of our website, products, Bodega Platform and applications (the “Bodega Platform”). If you have any questions, comments, or concerns regarding these terms or the Bodega Platform, please contact us at:

Email: compliance@bodega.com 

These Terms of Use (the “Terms”) are a binding contract between you and Robot Oddity, Inc. [b][c][d][e](“Bodega,” “we” and “us”). Your use of the Bodega Platform in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Bodega Platform. These Terms include the provisions in this document as well as those in the Privacy Policy. Your use of or participation in certain Bodega Platform may also be subject to additional policies, rules and/or conditions (“Additional Terms”), which are incorporated herein by reference, and you understand and agree that by using or participating in any such Bodega Platform, you agree to also comply with these Additional Terms.

Please read these Terms carefully. They cover important information about the Bodega Platform provided to you. These Terms include information about future changes to these Terms, limitations of liability, a class action waiver and resolution of disputes by arbitration instead of in court. PLEASE NOTE THAT YOUR USE OF AND ACCESS TO OUR BODEGA PLATFORM ARE SUBJECT TO THE FOLLOWING TERMS; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS THE BODEGA PLATFORM IN ANY MANNER.

ARBITRATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION AGREEMENT SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

  1. Basics about Bodega

Bodega allows you to search for, catalog, aggregate, market, mint, display, and transact in Digital Assets (as defined below) on blockchain networks compatible with the Bodega Platform. You can also join interest lists and collaborate with other Bodega users on various Digital Asset-based collections and projects.

  1. Will these Terms ever change?

We are constantly trying to improve the Bodega Platform, so these Terms may need to change along with our Bodega Platform. We reserve the right to change the Terms at any time, but if we do, we will place a notice on our site located at Bodega.com, send you an email, and/or notify you by some other means.

If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Bodega Platform. If you use the Bodega Platform in any way after a change to the Terms is effective, that means you agree to all of the changes.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

  1. What about my privacy?

Bodega takes the privacy of its users very seriously. For the current Bodega Privacy Policy, please click here.

Children’s Online Privacy Protection Act

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 thirteen (13). The Bodega Platform is only available to you if you are eighteen (18) or over. If you are under eighteen (18), please do not attempt to register for or otherwise use the Bodega Platform or send any personal information about yourself. If we learn we have collected personal information from a child under thirteen (13), we will delete that information as quickly as possible. If you believe that a child under thirteen (13) may have provided us with personal information, please contact us at compliance@bodega.com.

  1. What are the basics of creating a Bodega Account?

You will be required to sign up for an account (“Bodega Account”), which could involve selecting a password and user name (“Bodega User ID”), and provide us with certain information or data, such as your contact information. You promise to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Bodega User ID a name that you do not have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.

Additionally, you may be able to access certain parts or features of the Bodega Platform by using your account credentials from other Bodega Platform (each, a “Third Party Account”), such as those offered by Twitter and Discord. By using the Bodega Platform through a Third Party Account, you permit us to access certain information from such account for use by the Bodega Platform. You are ultimately in control of how much information is accessible to us and may exercise such control by adjusting your privacy settings on your Third Party Account.

You represent and warrant that you are an individual of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Bodega Platform and have gotten your parent or guardian to agree to these Terms on your behalf). If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization’s or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).

You will only use the Bodega Platform for your own personal use, and not on behalf of or for the benefit of any third party you are not authorized to use the Bodega Platform for, and only in a manner that complies with all laws that apply to you. If your use of the Bodega Platform is prohibited by applicable laws, then you aren’t authorized to use the Bodega Platform. We can’t and won’t be responsible for your using the Bodega Platform in a way that breaks the law.

You will not share your Bodega User ID, account or password with anyone, and you must protect the security of your Bodega User ID, account, password and any other access tools or credentials. You’re responsible for any activity associated with your Bodega User ID and account.

  1. How can I use Bodega?

  1. Hosting, Sorting, Cataloging, and Exchanging Your Digital Assets

As part of your Bodega Account, Bodega will provide qualifying users access to: (i) chain NFT catalog and search engine functionality for Digital Assets on Compatible Networks (as defined below); and (ii) aggregation services for multiple, non-custodial blockchain wallets for storing cryptocurrency (each a “Crypto Wallet”) and Digital Assets contained therein. Your Bodega Account allows you to store, track, transfer, and manage your Digital Assets across Crypto Wallets. As used herein, "Digital Asset" means only those digital assets listed as available to trade in Crypto Wallets linked to your Bodega Account. The Bodega Platform and supported assets may vary by jurisdiction. You are solely responsible for all Digital Assets held in Crypto Wallets linked to your Bodega Account. Bodega is a non-custodial service, meaning we do not have access to your private, cryptographic key (“Keys”) associated with any Crypto Wallets linked to your Bodega Account. You agree and acknowledge that it is your responsibility to maintain any and all Key(s) associated with your Crypto Wallets. Bodega is not a Crypto Wallets provider, and is not a custodian for your Keys. If you lose your Keys, Bodega will not be able to recover them for you. Please review the terms of any Crypto Wallets you link to your Bodega account in order to learn more about Key recovery options.

Your Bodega Account is intended solely for proper use of Digital Assets as designated on the Bodega Platform. You acknowledge and agree that Bodega is not liable for any unsupported digital asset that is sent to a Crypto Wallet linked with your Bodega Account.  Bodega may in its sole discretion terminate support for any particular Digital Asset, Compatible Application, or Crypto Wallet. If you do not sell or transfer a particular Digital Asset off platform before Bodega terminates its support for such Digital Asset and/or Crypto Wallet, and/or Compatible Application, then Bodega may, in its discretion, Bodega is not liable to you for that Digital Asset.

  1. Title to Digital Assets

All Digital Assets held in Crypto Wallets linked to your Bodega Account are non-custodial assets held by you for your own benefit, as described in further detail below.

Title to Digital Assets shall at all times remain with you and shall not transfer to Bodega. As the owner of Digital Assets in your Crypto Wallets, you shall bear all risk of loss of such Digital Assets. Bodega shall have no liability for Digital Asset fluctuations or loss. None of the Digital Assets in your linked Crypto Wallets are the property of, or shall or may be loaned to, Bodega; Bodega does not represent or treat assets in your Bodega Account as belonging to Bodega. Bodega may not grant a security interest in the Digital Assets held in any of your linked Crypto Wallets. Except as required by law, or except as provided herein, Bodega will not sell, transfer, loan, hypothecate, or otherwise alienate Digital Assets linked to Crypto Wallets in your Bodega Account unless instructed by you.

You control the Digital Assets held in your Crypto Wallets. At any time, subject to outages, downtime, and other applicable policies and terms of the third party Crypto Wallet providers, you may withdraw your Digital Assets by sending them to a different blockchain address. At all times, you shall retain control over Keys associated with blockchain addresses for Crypto Wallets that hold your Digital Assets.

  1. Recovering Your Digital Assets

You should ensure that you retain your Key(s) from Crypto Wallet(s) securely, and that you keep your respective devices and storage accounts containing your Key(s) secure. Unauthorized access to your Key(s) will compromise the security of Digital Assets stored in Crypto Wallets you choose to link to your Bodega Account, and if you lose your Keys you will not be able to recover such Digital Assets. We will not be responsible to you for any losses you suffer (including any network fees you incur) as a result of you losing access to your Key.

  1. Transacting with Digital Assets

In order to execute transactions on certain Compatible Networks, you will need to pay network fees (for example, “gas” on Ethereum). Network fees are set by the operators of the relevant Compatible Network, and may fluctuate depending on a Compatible Network’s traffic. Transactions may fail if a respective network fee for a transaction is too low.

  1. Using Third Party Applications and Blockchain Networks  

The Bodega Platform allow you to access and use certain third party applications (“Compatible Applications”) and cryptocurrency networks ("Compatible Networks") and Crypto Wallets that are integrated or compatible with your Bodega Account in order to search, catalog, sell, and transfer Digital Assets over cryptocurrency networks. These Compatible Applications and Compatible Exchanges are provided by third parties that are not related to Bodega. Although we facilitate your access to these third parties via the Bodega Platform, we are not responsible for them in any way. Your use of the Compatible Applications and Compatible Exchanges will be subject to separate terms and conditions. You should make sure that you check the third party providers’ website for the most up to date version of their terms and conditions before you access their services using our Bodega Platform.[f]

Similarly, not all networks will support the same exchanges and applications. You should check which networks are compatible with the exchanges and applications that you wish to use before you access or use them through the Bodega Platform. We will not be responsible to you for any losses you suffer as a result of any use of exchanges or applications on networks incompatible with transactions you try to initiate via your applicable Bodega Account.

  1. What about messaging?

As part of using the Bodega Platform, you may receive communications through the Bodega Platform, including messages that Bodega sends you (for example, via email). When signing up for the Bodega Platform, you will receive a welcome message and instructions on how to stop receiving messages.

  1. Are there restrictions in how I can use the Bodega Platform?

You represent, warrant, and agree that you will not provide or contribute anything, including any Content or User Submission (as those terms are defined below), to the Bodega Platform, or otherwise use or interact with the Bodega Platform, in a manner that:

  1. infringes or violates the intellectual property rights or any other rights of anyone else (including Bodega);
  2. violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by Bodega;
  3. is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
  4. jeopardizes the security of your Bodega User ID, account or anyone else’s (such as allowing someone else to log in to the Bodega Platform as you);
  5. attempts, in any manner, to obtain the password, account, or other security information from any other user;
  6. violates the security of any computer network, or cracks any passwords or security encryption codes;
  7. runs Maillist, Listserv, any form of auto-responder or “spam” on the Bodega Platform, or any processes that run or are activated while you are not logged into the Bodega Platform, or that otherwise interfere with the proper working of the Bodega Platform (including by placing an unreasonable load on the Bodega Platform’ infrastructure);
  8. “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Bodega Platform or Content (through use of manual or automated means);
  9. copies or stores any significant portion of the Content; or
  10. decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Bodega Platform.

A violation of any of the foregoing is grounds for termination of your right to use or access the Bodega Platform.

  1. What are my rights in the Bodega Platform?

The materials displayed or performed or available on or through the Bodega Platform, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions (as defined below) and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Bodega Platform, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including Bodega's) rights.

Subject to these Terms, we grant each user of the Bodega Platform a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Bodega Platform. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Bodega Platform is expressly prohibited without prior written permission from us. You understand that Bodega owns the Bodega Platform. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Bodega Platform. The Bodega Platform may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply.

  1. What about anything I contribute to the Bodega Platform – do I have to grant any licenses to Bodega or to other users?

User Submissions

Anything you post, upload, share, store, or otherwise provide through the Bodega Platform is your “User Submission”. Some User Submissions may be viewable by other users, such as Digital Assets you display in accordance with your Bodega Account. You are solely responsible for all User Submissions you contribute to the Bodega Platform. You represent that all User Submissions submitted by you are accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations.

You agree that you will not post, upload, share, store, or otherwise provide through the Bodega Platform any User Submissions that: (i) infringe any third party's copyrights or other rights (e.g., trademark, privacy rights, etc.); (ii) contain sexually explicit content or pornography; (iii) contain hateful, defamatory, or discriminatory content or incite hatred against any individual or group; (iv) exploit minors; (v) depict unlawful acts or extreme violence; (vi) depict animal cruelty or extreme violence towards animals; (vii) promote fraudulent schemes, multi-level marketing (MLM) schemes, get rich quick schemes, online gaming and gambling, cash gifting, work from home businesses, or any other dubious money-making ventures; or (viii) that violate any law.

Licenses

In order to display your User Submissions on the Bodega Platform, and to allow other users to enjoy them (where applicable), you grant us certain rights in those User Submissions (see below for more information). Please note that all of the following licenses are subject to our Privacy Policy to the extent they relate to User Submissions and Digital Assets that are also your personally-identifiable information.

By submitting User Submissions through the Bodega Platform, you hereby do and shall grant Bodega a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, edit, modify, truncate, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the User Submissions in connection with this site, the Bodega Platform and our (and our successors’ and assigns’) businesses, including without limitation for promoting and redistributing part or all of this site or the Bodega Platform (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your account or the Bodega Platform. You also hereby do and shall grant each user of this site and/or the Bodega Platform a non-exclusive, perpetual license to access your User Submissions through this site and/or the Bodega Platform, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Submissions, including after your termination of your account or the Bodega Platform. For clarity, the foregoing license grants to us and our users do not affect your other ownership or license rights in your User Submissions, including the right to grant additional licenses to your User Submissions, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.

Certain features of the Bodega Platform allow you to share information with others, including through your social networks or other Third Party Accounts. When Content is authorized for sharing, we will clearly identify the Content you are authorized to redistribute and the ways you may redistribute it, usually by providing a “share” button on or near the Content. If you share information from the Bodega Platform with others through your Third Party Accounts, such as your social networks, you authorize Bodega to share that information with the applicable Third Party Account provider. Please review the policies of any Third Party Account providers you share information with or through for additional information about how they may use your information. If you redistribute Content, you must be able to edit or delete any Content you redistribute, and you must edit or delete it promptly upon our request.

Finally, you understand and agree that Bodega, in performing the required technical steps to provide the Bodega Platform to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, Bodega Platform, or media, and the foregoing licenses include the rights to do so.

  1. What if I see something on the Bodega Platform that infringes my copyright?[g][h]

In accordance with the DMCA, we’ve adopted the following policy toward copyright infringement.  We reserve the right to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (2) remove and discontinue service to repeat offenders.

  1. Procedure for Reporting Copyright Infringements.  If you believe that material or content residing on or accessible through the Bodega Platform infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a notice of copyright infringement containing the following information to Bodega's Designated Agent to Receive Notification of Claimed Infringement (our “Designated Agent,” whose contact details are listed below):
  1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
  2. Identification of works or materials being infringed;
  3. Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Company is capable of finding and verifying its existence;
  4. Contact information about the notifier including address, telephone number and, if available, email address;
  5. A statement that the notifier has a good faith belief that the material identified in (1)(c) is not authorized by the copyright owner, its agent, or the law; and
  6. A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
  1. Once Proper Bona Fide Infringement Notification is Received by the Designated Agent.  Upon receipt of a proper notice of copyright infringement, we reserve the right to:
  1. remove or disable access to the infringing material;
  2. notify the content provider who is accused of infringement that we have removed or disabled access to the applicable material; and
  3. terminate such content provider's access to the Bodega Platform if he or she is a repeat offender.
  1. Procedure to Supply a Counter-Notice to the Designated Agent.  If the content provider believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider believes that it has the right to post and use such material from the copyright owner, the copyright owner's agent, or, pursuant to the law, the content provider may send us a counter-notice containing the following information to the Designated Agent:
  1. A physical or electronic signature of the content provider;
  2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
  3. A statement that the content provider has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
  4. Content provider's name, address, telephone number, and, if available, email address, and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s address is located, or, if the content provider's address is located outside the United States, for any judicial district in which Company is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Designated Agent, Company may, in its discretion, send a copy of the counter-notice to the original complaining party informing that person that Company may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Company's discretion.  

Please contact Bodega's Designated Agent at the following address:

Robot Oddity, Inc.

Attn: DMCA Designated Agent

2120 Avy Ave. #7356

Menlo Park, CA 94026

  1. Who is responsible for what I see and do on the Bodega Platform?

Any information or Content publicly posted or privately transmitted through the Bodega Platform is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren’t liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Bodega Platform. We can’t guarantee the identity of any users with whom you interact in using the Bodega Platform and are not responsible for which users gain access to the Bodega Platform.

You are responsible for all Content you contribute, in any manner, to the Bodega Platform, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.

The Bodega Platform may contain links or connections to third-party websites or Bodega Platform that are not owned or controlled by Bodega. When you access third-party websites or use third-party Bodega Platform, you accept that there are risks in doing so, and that Bodega is not responsible for such risks.

Bodega has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites or by any third party that you interact with through the Bodega Platform. In addition, Bodega will not and cannot monitor, verify, censor or edit the content of any third-party site or service. We encourage you to be aware when you leave the Bodega Platform and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize. By using the Bodega Platform, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.

Your interactions with organizations and/or individuals found on or through the Bodega Platform, including payment and delivery of goods or Bodega Platform, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Bodega shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If there is a dispute between participants on this site or Bodega Platform, or between users and any third party, you agree that Bodega is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Bodega, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Bodega Platform. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

  1. Will Bodega ever change the Bodega Platform?

We’re always trying to improve our Bodega Platform, so they may change over time. We may suspend or discontinue any part of the Bodega Platform, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Bodega Platform. We’ll try to give you notice when we make a material change to the Bodega Platform that would adversely affect you, but this isn’t always practical. We reserve the right to remove any Content from the Bodega Platform at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.

  1. Does the Bodega Platform cost anything?

The Bodega Platform is currently offered free of charge for users who want to create a Bodega Account, but we reserve the right to charge for certain or all Bodega Platform in the future. We will notify you before any Bodega Platform features you are then using begin carrying a fee, and if you wish to continue using such features, you must pay all applicable fees for such features or aspects of the services.[i]

  1. What if I want to stop using the Bodega Platform?

You’re free to do that at any time by contacting us at compliance@bodega.com; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our Bodega Platform.

Bodega is also free to terminate (or suspend access to) your use of the Bodega Platform or your account for any reason at our discretion, including your breach of these Terms. Bodega has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account.

If you have deleted your account by mistake, contact us immediately at compliance@bodega.com – we will try to help, but unfortunately, we can’t promise that we can recover or restore anything.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us, including without limitation the arbitration agreement.

  1. What about Mobile Applications?

You acknowledge and agree that the availability of our mobile application is dependent on the third party stores from which you download the application, e.g., the App Store from Apple or the Android app market from Google (each an “App Store”). Each App Store may have its own terms and conditions to which you must agree before downloading mobile applications from such store, including the specific terms relating to Apple App Store set forth below. You agree to comply with, and your license to use our application is conditioned upon your compliance with, such App Store terms and conditions. To the extent such other terms and conditions from such App Store are less restrictive than, or otherwise conflict with, the terms and conditions of these Terms of Use, the more restrictive or conflicting terms and conditions in these Terms of Use apply.

  1. I use the Bodega App available via the Apple App Store – should I know anything about that?

These Terms apply to your use of all the Bodega Platform, including our iOS applications (the “Application”) available via the Apple, Inc. (“Apple”) App Store, but the following additional terms also apply to the Application:

  1. Both you and Bodega acknowledge that the Terms are concluded between you and Bodega only, and not with Apple, and that Apple is not responsible for the Application or the Content;
  2. The Application is licensed to you on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Bodega Platform for your private, personal, non-commercial use, subject to all the terms and conditions of these Terms as they are applicable to the Bodega Platform;
  3. You will only use the Application in connection with an Apple device that you own or control;
  4. You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support to the Bodega Platform with respect to the Application;
  5.  In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;
  6. You acknowledge and agree that Bodega, and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application;
  7. You acknowledge and agree that, in the event of any third-party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Bodega, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim;
  8. You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties;
  9. Both you and Bodega acknowledge and agree that, in your use of the Application, you will comply with any applicable third-party terms of agreement which may affect or be affected by such use; and
  10. Both you and Bodega acknowledge and agree that Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
  1. What else do I need to know?

Warranty Disclaimer. Bodega and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns (Bodega and all such parties together, the “Bodega Parties”) make no representations or warranties concerning the Bodega Platform, including without limitation regarding any Content contained in or accessed through the Bodega Platform, and the Bodega Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Bodega Platform or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the Bodega Platform. The Bodega Parties make no representations or warranties regarding suggestions or recommendations of Bodega Platform or products offered or purchased through or in connection with the Bodega Platform. THE BODEGA PLATFORM AND CONTENT ARE PROVIDED BY BODEGA (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE BODEGA PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Digital Assets Disclaimer. Bodega does not own or control the underlying software protocols which govern the operation of Digital Assets. Generally, the underlying protocols are open source, and anyone can use, copy, modify, and distribute them. We assume no responsibility for the operation of the underlying protocols and do not guarantee the functionality or security of network operations. In particular, the underlying protocols may be subject to sudden changes in operating rules (including “forks”). Any such operating changes may materially affect the availability, value, functionality, and/or the name of the Digital Asset you store in your Crypto Wallets linked to your Bodega Account. Bodega does not always control the timing and features of these operating changes. It is your responsibility to make yourself aware of upcoming operating changes and you must carefully consider publicly available information and information that may be provided by Bodega in determining whether to continue to use a Bodega Account for the affected Digital Asset. In the event of any such operational change, Bodega reserves the right to take such steps as may be necessary to protect the security and safety of Digital Assets, Crypto Wallets, and Compatible Applications integrated with the Bodega Platform, including without limitation, temporarily suspending operations for any of the foregoing as necessary; Bodega will try to provide you notice of its response to any material operating change; however, such changes are outside of Bodega’s control and may occur without notice to Bodega. Bodega’s response to any operating change is subject to its sole discretion and may include deciding not to support any new digital asset, fork, or other actions. YOU ACKNOWLEDGE AND ACCEPT THE RISKS OF OPERATING CHANGES TO DIGITAL ASSET PROTOCOLS AND AGREE THAT BODEGA IS NOT RESPONSIBLE FOR SUCH OPERATING CHANGES AND NOT LIABLE FOR ANY LOSS OF VALUE YOU MAY EXPERIENCE AS A RESULT OF SUCH CHANGES IN OPERATING RULES. YOU ACKNOWLEDGE AND ACCEPT THAT BODEGA HAS SOLE DISCRETION TO DETERMINE ITS RESPONSE TO ANY OPERATING CHANGE AND THAT WE HAVE NO RESPONSIBILITY TO ASSIST YOU WITH UNSUPPORTED CURRENCIES OR PROTOCOLS. YOU FURTHER ACKNOWLEDGE AND ACCEPT THAT BODEGA HAS NO RESPONSIBILITY TO SUPPORT NEW DIGITAL ASSET FORKS OR OPERATING CHANGES FOR SUPPORTED DIGITAL ASSETS STORED IN SUPPORTED CRYPTO WALLETS.

DEALING OR TRADING IN DIGITAL ASSETS AND CRYPTOCURRENCY IS INHERENTLY RISKY, AS THE PRICES OF CRYPTOCURRENCY CAN CHANGE RAPIDLY. WE CANNOT GUARANTEE THAT THE VALUE OF ANY DIGITAL ASSETS THAT YOU PURCHASE, MINT, OR IMPORT IN CONNECTION WITH YOUR BODEGA ACCOUNT WILL NOT FALL. YOU THEREFORE YOU BUY AND SELL ANY DIGITAL ASSETS THROUGH THE BODEGA PLATFORM AT YOUR OWN RISK.

Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE BODEGA PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, BODEGA PLATFORM OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF ONE-HUNDRED ($100) DOLLARS OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnity. You agree to indemnify and hold the Bodega Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Bodega Platform (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Bodega Platform account, in any way (by operation of law or otherwise) without Bodega's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

Choice of Law. These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the State of California, without regard to the conflicts of laws provisions thereof.

Arbitration Agreement. Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with Bodega and limits the manner in which you can seek relief from Bodega. Both you and Bodega acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Bodega's officers, directors, employees and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.

(a) Arbitration Rules; Applicability of Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, it shall be finally settled by binding arbitration in Los Angeles County, California . The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.

(b) Costs of Arbitration. The Rules will govern payment of all arbitration fees. Bodega will pay all arbitration fees for claims less than seventy-five thousand ($75,000) dollars. Bodega will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.

(c) Small Claims Court; Infringement. Either you or Bodega may assert claims, if they qualify, in small claims court in San Mateo County, California or any United States county where you live or work. Furthermore, notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.

(d) Waiver of Jury Trial. YOU AND BODEGA WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Bodega are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Bodega over whether to vacate or enforce an arbitration award, YOU AND BODEGA WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.

(e) Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor Bodega is entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in (g) below. 

(f) Opt-out. You have the right to opt out of the provisions of this Section by sending written notice of your decision to opt out to the following email address: compliance@bodega.com. You must include (i) your name and residence address, (ii) the email address and/or telephone number associated with your account, and (iii) a clear statement that you want to opt out of these Terms’ arbitration agreement in your message.

(g) Exclusive Venue. If you send the opt-out notice in (f), and/or in any circumstances where the foregoing arbitration agreement permits either you or Bodega to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and Bodega agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in, respectively, Los Angeles County, California , or the federal district in which that county falls.

(h) Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with Bodega.

Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Bodega Platform, provided that the Bodega may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or 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 and Bodega agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Bodega, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Bodega, and you do not have any authority of any kind to bind Bodega in any respect whatsoever.

Except as expressly set forth in the sections above regarding the Apple Application and the arbitration agreement, you and Bodega agree there are no third-party beneficiaries intended under these Terms.