(EULA)
END USER LICENSE AGREEMENT (EULA)
WAGMI GAME CO.
Effective Date: March 31, 2025
This End User License Agreement (“EULA” or “Agreement”) is a legally binding contract between you (“User,” “you,” or “your”) and WAGMI Game Co., a Delaware corporation with its principal office at 8924 E Pinnacle Peak Road, STE G5, Scottsdale, AZ, 85255 (“Company,” “we,” “us,” or “our”), governing your access to and use of the WAGMI Defense game, including its mobile application, desktop versions (if applicable), associated services, virtual goods, non-fungible tokens (NFTs), and all related documentation, source code, executable files, updates, patches, and content (collectively, the “Game”).
BY DOWNLOADING, INSTALLING, ACCESSING, OR PLAYING WAGMI DEFENSE, YOU AUTOMATICALLY AGREE TO BE BOUND BY THIS EULA, OUR PRIVACY POLICY, OUR TERMS AND CONDITIONS, AND ANY ADDITIONAL TERMS INCORPORATED HEREIN, AS AMENDED FROM TIME TO TIME. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE PROHIBITED FROM DOWNLOADING, INSTALLING, ACCESSING, OR USING THE GAME AND MUST IMMEDIATELY CEASE ANY SUCH ATTEMPTS.
1. Grant of License
1.1 Scope of License: Subject to your strict compliance with this EULA, WAGMI Game Co. grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, access, and play the Game on compatible devices that you own or legally control, solely for personal, non-commercial purposes, unless expressly authorized in writing by us. This license includes the right to access Game features and participate in its blockchain-based ecosystem as intended.
1.2 Conditions: This license is contingent upon your timely payment of any applicable fees, compliance with all terms herein, and use of the Game within its intended scope. Any use beyond this scope voids the license.
1.3 Restrictions: You shall not, directly or indirectly:
a. Copy, reproduce, distribute, publicly perform, publicly display, or broadcast the Game or any portion thereof, except as expressly permitted herein;
b. Modify, adapt, translate, or create derivative works of the Game or its components;
c. Decompile, disassemble, reverse engineer, or attempt to derive the source code, object code, algorithms, or underlying structure of the Game, except to the extent expressly permitted by applicable law (e.g., 17 U.S.C. § 1201(f)) despite this prohibition;
d. Use the Game for any commercial purpose, including resale, leasing, or commercial exploitation, without our prior written consent;
e. Remove, obscure, bypass, or alter any copyright, trademark, patent, or other proprietary notices or digital rights management mechanisms embedded in the Game;
f. Circumvent, disable, or interfere with security features, authentication measures, or access controls of the Game;
g. Use the Game in any manner that violates applicable local, state, national, or international laws, regulations, or third-party rights, including intellectual property, privacy, or publicity rights;
h. Transfer, assign, sublicense, or delegate this license or any rights or obligations hereunder to any third party, except as expressly permitted under Section 13.8;
i. Use automated systems (e.g., bots, scripts) to interact with the Game beyond its intended manual gameplay mechanics;
j. Engage in any activity that disrupts, overloads, or compromises the integrity or performance of the Game’s servers, networks, or infrastructure.
1.4 Reservation of Rights: Any rights not expressly granted herein are reserved exclusively by WAGMI Game Co. No implied licenses are granted by estoppel, implication, or otherwise.
1.5 License Revocation: We may revoke this license at our discretion if you fail to comply with any provision of this EULA, without prejudice to other remedies available to us under law.
2. Ownership and Intellectual Property
2.1 Ownership of Game: The Game, including all code, graphics, audio, text, characters, virtual goods, NFTs, databases, interfaces, and other content, as well as all intellectual property rights therein (e.g., copyrights under 17 U.S.C., trademarks under 15 U.S.C., patents under 35 U.S.C., and trade secrets), is and shall remain the exclusive property of WAGMI Game Co. or its licensors.
2.2 No Ownership of Game: This EULA confers a license to use the Game, not ownership or title to the Game or any of its components, except as specified for NFTs in Section 2.3.
2.3 NFT Ownership: NFTs earned, purchased, or otherwise acquired within the Game are digital assets recorded on the blockchain, and ownership transfers to you upon acquisition, subject to this EULA and applicable blockchain protocols (e.g., Ethereum standards). WAGMI Game Co. retains all right, title, and interest in the underlying intellectual property associated with such NFTs (e.g., artwork, designs, characters), granting you a limited, non-exclusive, non-transferable (except via NFT sale) license to use such intellectual property solely in connection with your ownership and permissible transfer of the NFT. You may trade, sell, or transfer NFTs on compatible third-party platforms, but such actions are at your own risk and expense.
2.4 User Content: If the Game permits you to create, upload, or submit content (e.g., avatars, usernames, chat messages, or custom designs), you grant us a worldwide, perpetual, irrevocable, royalty-free, fully paid-up, transferable, and sublicensable license to use, reproduce, modify, adapt, distribute, publicly perform, publicly display, and create derivative works of such content for any purpose related to the Game, our services, marketing, or business operations, subject to our Privacy Policy. You represent and warrant that you own or have sufficient rights to grant this license and that such content does not infringe third-party rights or applicable laws.
2.5 Feedback: Any suggestions, ideas, or feedback you voluntarily provide about the Game (“Feedback”) may be used by us without restriction or compensation, and you irrevocably assign all rights, title, and interest in such Feedback to WAGMI Game Co. upon submission, waiving any moral rights to the fullest extent permitted by law.
2.6 Third-Party IP: The Game may include third-party intellectual property licensed to us; your use is subject to those licensors’ rights as incorporated herein.
3. Eligibility and Account Management
3.1 Eligibility: You represent and warrant that you are at least 13 years of age, as WAGMI Defense is not directed to children under 13 without verifiable parental consent, in compliance with the Children’s Online Privacy Protection Act (COPPA, 15 U.S.C. §§ 6501–6506). If you are under 18, your parent or legal guardian must review and agree to this EULA on your behalf. The Game is rated 3+ on Google Play and 9+ on the Apple App Store for content suitability; however, eligibility to enter this Agreement is set at 13+ to ensure legal enforceability and contractual capacity under Delaware law (10 Del. C. § 8106). Users under 13 are strictly prohibited from accessing the Game unless we implement and verify parental consent mechanisms, which we do not currently offer. You further affirm you are not barred from using the Game under any applicable law or regulation (e.g., U.S. sanctions lists administered by OFAC).
3.2 Account Creation: Certain Game features, including NFT acquisition and multiplayer functionalities, require an account. You must provide accurate, current, and complete information during registration and maintain its accuracy throughout your use of the Game.
3.3 Account Security: You are solely responsible for maintaining the confidentiality of your account credentials (e.g., username, password, wallet keys) and for all activities occurring under your account, whether authorized or not. You agree to notify us immediately at support@wagmigame.io of any unauthorized access, use, or security breach of your account. We are not liable for losses resulting from your failure to secure your account.
3.4 Account Suspension or Termination: We reserve the right to suspend, restrict, or terminate your account or access to the Game, with or without notice, for any reason, including suspected fraud, abuse, violation of this EULA, illegal activity, or to protect our rights, property, or other users. Upon suspension or termination, you forfeit access to the Game, though NFT ownership persists as per Section 2.3.
4. Updates, Maintenance, and Availability
4.1 Updates: We may, at our sole discretion, provide updates, patches, enhancements, or modifications to the Game (“Updates”) to improve functionality, fix bugs, or enhance security. Updates are deemed part of the Game and governed by this EULA unless accompanied by separate terms explicitly stated at the time of release.
4.2 Maintenance: We may temporarily suspend access to the Game or portions thereof for scheduled or emergency maintenance, upgrades, or technical adjustments, without prior notice or liability to you.
4.3 Availability: We do not guarantee that the Game will be available at all times, free of errors, interruptions, or delays, or compatible with all devices or software. Availability may be affected by factors beyond our control, including internet connectivity, blockchain network performance, or third-party service outages.
4.4 Discontinuation: We reserve the right to discontinue the Game or any of its features, in whole or in part, at any time, with or without notice, without liability to you, provided NFT ownership persists on the blockchain.
5. Privacy
5.1 Privacy Policy: Your use of the Game is subject to our Privacy Policy, available at [wagmigameco.com/privacy-policy], which governs the collection, use, storage, disclosure, and protection of your personal information, including gameplay data, account details, and blockchain transactions.
5.2 Consent: By downloading, installing, accessing, or playing the Game, you consent to our data practices as outlined in the Privacy Policy, including potential cross-border transfers of your data.
5.3 Blockchain Data: You acknowledge that certain data (e.g., NFT ownership, wallet addresses) is inherently public and immutable on the blockchain, beyond our control once recorded.
6. Payments, Virtual Goods, and NFTs
6.1 Fees: Access to premium features, virtual goods, or NFTs may require payment of fees in fiat currency (e.g., USD), as specified at the point of purchase. You agree to pay all applicable fees, taxes, and charges via the designated payment methods, which may involve third-party processors.
6.2 Virtual Goods and NFTs: The Game includes virtual goods and NFTs:
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Virtual Goods: Items such as in-game currencies or consumables are licensed to you solely for use within the Game under this EULA. They have no external value and cannot be traded or redeemed outside the Game.
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NFTs: Non-fungible tokens (e.g., cards, characters) are blockchain-based digital assets you own upon acquisition, recorded on a supported blockchain (e.g., Ethereum). You may trade, sell, or transfer NFTs on compatible third-party platforms (e.g., OpenSea), subject to our retained intellectual property rights in the underlying artwork, designs, or content, and this EULA. NFTs have external value determined by market conditions, but we do not guarantee their value, liquidity, marketability, or continued interoperability with the Game or external platforms.
6.3 Purchases: In-game purchases may be facilitated through fiat payments via our shop or gameplay mechanics. We do not directly sell NFTs outside the Game ecosystem, but they may be earned or purchased within the Game. All purchases are final and non-refundable except where required by applicable law (e.g., EU Consumer Rights Directive 2011/83/EU, providing a 14-day withdrawal right for digital content not yet consumed).
6.4 Modifications and Termination: We may modify, suspend, limit, or remove virtual goods or NFTs (including their functionality, appearance, or availability within the Game) at our sole discretion, without liability, provided your ownership of NFTs remains intact on the blockchain. We are not responsible for losses due to blockchain forks, hacks, or third-party platform failures.
6.5 Risk Acknowledgment: You assume all risks associated with NFT ownership, including volatility, loss of private keys, or regulatory changes affecting their legality or value.
7. User Conduct
7.1 Prohibited Conduct: You agree not to engage in any of the following:
a. Use cheats, hacks, bots, exploits, or unauthorized software to manipulate gameplay or gain an unfair advantage;
b. Harass, bully, threaten, defame, or engage in abusive behavior toward other players, staff, or third parties;
c. Transmit viruses, malware, worms, or any harmful code that could damage the Game or other users’ systems;
d. Collect, harvest, or misuse personal information from other users without consent;
e. Impersonate any individual or entity, including WAGMI Game Co. staff, or misrepresent your affiliation;
f. Engage in fraudulent activities, including payment fraud or NFT scams;
g. Violate any applicable laws, regulations, or contractual obligations, including those related to blockchain transactions or digital assets;
h. Interfere with or disrupt the Game’s servers, networks, or infrastructure.
7.2 Enforcement: We reserve the right to investigate suspected violations and take any action we deem appropriate, including removing content, suspending or banning accounts, restricting access, or pursuing civil, criminal, or injunctive remedies, without prior notice or liability.
7.3 Reporting: You may report violations by other users to support@wagmigame.io, though we are not obligated to act on such reports.
8. Termination
8.1 Termination by You: You may terminate this EULA at any time by uninstalling the Game, ceasing all use, and deleting all copies from your devices.
8.2 Termination by Us: We may terminate or suspend your license and access to the Game immediately, with or without notice, for any reason, including breach of this EULA, discontinuation of the Game, suspected illegal activity, or to protect our interests or those of other users.
8.3 Effect of Termination: Upon termination, your license ends, and you must immediately cease all use of the Game and destroy or delete all copies in your possession. Your ownership of NFTs acquired through the Game persists on the blockchain, subject to Section 6.2. Sections 2, 5, 6.2, 6.4, 6.5, 8.3, 9, 10, 11, 12, and 13 survive termination indefinitely to enforce our rights and your obligations.
8.4 No Refund: Termination does not entitle you to refunds for fees paid, except as required by law.
9. Disclaimer of Warranties
9.1 As-Is Basis: THE GAME IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, OR QUIET ENJOYMENT, TO THE FULLEST EXTENT PERMITTED BY LAW.
9.2 No Assurance: We do not warrant that the Game will meet your expectations, operate without interruption, be free of errors, viruses, or security vulnerabilities, be compatible with all devices or software, or that defects will be corrected. We disclaim any guarantee regarding the value, functionality, or interoperability of NFTs outside the Game or the reliability of blockchain networks.
9.3 Third-Party Services: The Game may rely on third-party services (e.g., blockchain networks, payment processors); we are not responsible for their performance, availability, or security.
10. Limitation of Liability
10.1 Exclusion: TO THE MAXIMUM EXTENT PERMITTED BY LAW, WAGMI GAME CO., ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, GOODWILL, USE, OR NFT VALUE, ARISING OUT OF OR RELATING TO THIS EULA OR YOUR USE OF THE GAME, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10.2 Cap: OUR AGGREGATE LIABILITY UNDER THIS EULA, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID TO US FOR THE GAME IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100 USD).
10.3 Essential Purpose: These limitations apply even if a limited remedy fails of its essential purpose, as permitted under Delaware law (6 Del. C. § 2-719).
10.4 Jurisdictional Variations: Some jurisdictions do not allow certain exclusions; in such cases, the above limitations apply to the fullest extent enforceable.
11. Indemnification
11.1 Obligation: You agree to indemnify, defend, and hold harmless WAGMI Game Co., its affiliates, subsidiaries, successors, assigns, and their respective officers, directors, employees, agents, and licensors from and against any and all claims, demands, actions, suits, damages, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out of or relating to: (a) your use or misuse of the Game; (b) your breach of this EULA; © your violation of any applicable law, regulation, or third-party rights (e.g., intellectual property, privacy); or (d) your NFT transactions or interactions with third-party platforms.
11.2 Procedure: We reserve the right, at our expense, to assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate fully with our defense efforts.
12. Governing Law and Dispute Resolution
12.1 Governing Law: This EULA and all disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law principles, and applicable U.S. federal law (e.g., Copyright Act, 17 U.S.C.).
12.2 Arbitration: Except as provided in Section 12.4, any dispute, controversy, or claim arising out of or relating to this EULA or the Game shall be resolved exclusively through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, conducted in English in Wilmington, Delaware, before a single arbitrator. The arbitrator’s award shall be final, binding, and enforceable in any court of competent jurisdiction.
12.3 No Class Actions: YOU AND WE AGREE TO RESOLVE DISPUTES ONLY ON AN INDIVIDUAL BASIS AND EXPRESSLY WAIVE ANY RIGHT TO PARTICIPATE IN CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTIONS OR ARBITRATIONS, TO THE FULLEST EXTENT PERMITTED BY LAW.
12.4 Exceptions: Either party may seek injunctive or equitable relief in a court of competent jurisdiction to prevent intellectual property infringement, misappropriation, or irreparable harm, or pursue claims in small claims court if within its jurisdictional limits.
12.5 Opt-Out: You may opt out of arbitration by sending written notice to support@wagmigame.io within 30 days of first accepting this EULA, including your full name, account ID (if applicable), and a clear statement of intent to opt out.
12.6 Costs: Each party shall bear its own costs, except as otherwise provided by AAA rules or applicable law.
13. Miscellaneous
13.1 Entire Agreement: This EULA, together with the Privacy Policy, Terms and Conditions, and any additional terms expressly incorporated by reference, constitutes the entire agreement between you and WAGMI Game Co. regarding the Game, superseding all prior or contemporaneous agreements, understandings, or representations, whether written or oral.
13.2 Amendments: We may modify this EULA at any time by posting the revised version on our website, within the Game, or via email notification. Changes are effective immediately upon posting or as specified, and your continued use of the Game thereafter constitutes acceptance. Material changes will be notified 30 days in advance where required by law (e.g., CCPA, Cal. Civ. Code § 1798.135).
13.3 Severability: If any provision of this EULA is deemed invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect, and the invalid provision shall be reformed to the minimum extent necessary to reflect the parties’ intent.
13.4 Waiver: No waiver of any term or breach shall be effective unless in writing signed by an authorized representative of WAGMI Game Co., and no waiver shall constitute a continuing waiver of similar or subsequent breaches.
13.5 Force Majeure: We shall not be liable for any delay or failure to perform obligations under this EULA due to events beyond our reasonable control, including acts of God, war, terrorism, riots, strikes, natural disasters, pandemics, power outages, internet failures, or blockchain network disruptions.
13.6 Assignment: You may not assign, transfer, or delegate this EULA or any rights or obligations hereunder without our prior written consent, which may be withheld at our discretion. We may assign this EULA freely, including in connection with a merger, acquisition, sale of assets, or by operation of law, without notice to you.
13.7 Notices: Notices to you may be sent via email, in-Game notifications, or posted on our website. Notices to us must be sent to support@wagmigame.io or our physical address at 8924 E Pinnacle Peak Road, STE G5, Scottsdale, AZ, 85255, with proof of delivery.
13.8 Export Compliance: You agree to comply with all applicable U.S. export control and sanctions laws (e.g., Export Administration Regulations, 15 C.F.R. Parts 730-774; OFAC regulations, 31 C.F.R. Parts 500-599), and you shall not use the Game in embargoed countries or by prohibited entities.
13.9 Language: This EULA is drafted in English, which shall govern any translations or interpretations.
13.10 Contact: For inquiries, support, or legal notices, contact us at support@wagmigame.io or 8924 E Pinnacle Peak Road, STE G5, Scottsdale, AZ, 85255.
13.11 Third-Party Beneficiaries: There are no intended third-party beneficiaries to this EULA, except as expressly stated (e.g., licensors under Section 2.1).