Terms and conditions
Updated 21st of June 2023
Welcome and Introduction
Welcome to the Ember Sword community. This website and products and services held within are owned and operated by Bright Star Studios ApS, (VAT no. DK39822075), and in respect of the terms, Ember Sword will be represented by (“Bright Star Studios”, “we”, “us” or “our”).
By accessing and/or using this website and related services, you agree to these Terms and Conditions, which include our Privacy Policy. You should review our Privacy Policy and these Terms carefully and immediately cease using our products and services if you do not agree to these Terms.
Subject Matter
Bright Star Studios and all its subsidiaries are a global independent games development studio crafting next-generation original MMO game franchise experiences utilizing its own proprietary engine. The studio is developing its flagship MMORPG title, Ember Sword, a modern rewrite of the games industry business model which brings a player-owned economy and the community together in a unique and engaging cooperative role-playing story universe.
Ember Sword is a social sandbox MMORPG taking place in a player-driven universe where the adventure finds you. Built by a team of imaginative artists, engineers, and game designers, Ember Sword offers a unique community-led and frictionless PvP and PVE player experience. The game utilizes blockchain technology, which allows users to trade their in-game digital assets in secondary marketplaces.
The Ember Sword game is in the early stages of development, and therefore product timelines related to the game, and in-game economy are subject to change. This may result in subsequent changes to the timelines for capabilities, usage, or utility of different Digital Assets which may have been released prior to the finalization of the game.
These User Terms apply to all interactions from all Bright Star Studio’s products and services supplementary to external platform-specific terms such as Discord, Twitch, etc. We will most likely implement further updates to our terms and policies when we reach further development of our products and services.
Definitions
App: means the Bright Star Studios distributed application that utilizes an exchange on the Ethereum Blockchain, where individual persons can acquire Digital Assets, which then can be visualized on a platform that the buyer of Digital Assets can interact with.
Site: means the (Ember Sword or Bright Star Studios) websites and social media platforms that the community members, players, and users of Digital Assets can interact with.
Game: means the Ember Sword online game.
NFT: means Non-fungible Token which refers to the digital assets users can acquire while playing the game or bought, traded, or sold on any whitelisted exchange.
Smart Contract: means the contract you automatically agree to on the Ethereum blockchain to execute transactions.
Digital Assets: means virtual assets or collectables to or in connection with Bright Star Studios products or services including the Ember Sword game and consist of (i) intangible but visible or auditory parts (graphic displays, symbols, sounds, etc.); (ii) certain rights and (iii) underlying NFTs; examples of Digital assets include game assets such as land plots, game items such as collectables and community accessories such as support badges.
Fan Post: means pictures, drawings, art, text, music, sounds, Digital Assets, and other content which is uploaded by Players, Community Members, Fans, SoMe platform users, or others outside the Bright Star organization on an Ember Sword or Bright Star Studios Site.
Immutable X (IMX): means a layer-2 scaling solution for Digital Assets on the Ethereum blockchain. On May 31st, 2022, we announced that we would be switching platforms from Polygon to Immutable X. Users who hold Digital Assets with us are fully responsible to migrate their Digital Assets from Polygon’s platform to IMX within 18 months of the original announcement, i.e. by December 1st, 2023. Digital Assets which have not been migrated will from December 1st, 2023 no longer be supported.
Binding Agreement
When purchasing, selling, or trading Digital Assets, completing transactions on the (IMX)Immutable X and/or Polygon /Ethereum Blockchain, purchasing add-ons in tools, or otherwise obtaining rights to or use of Digital Assets, the Site or the App, you automatically agree to these Terms of Use (“Terms”). These Terms constitute the entire legally binding agreement between the buyer of Digital Assets (“you”, “your”), whether personally or on behalf of an entity, and Bright Star Studio ApS (“we”, “us” or “our”).
User Registration and Representation
You may be required to register and thereby submit your personal information to the Site, the App, and the Smart Contract. It is your responsibility to ensure complete, accurate, and relevant information and to maintain the information associated with your registration and account.
We inform you that you must have the legal capacity necessary to perform your obligations under these Terms and you understand that you cannot legally purchase Digital Assets, or use the App and the Site if you are a minor in the jurisdiction you reside.
We inform you that Geographical restrictions may apply for our Land sale. In general, our Land sales are not for any residents of or any person located in China, Cuba, Iran, North Korea, Syria, The Crimea Region or any other country or territory that is the subject of national legal restrictions, or country wide or territory wide sanctions. For US residents restrictions may apply and we encourage accredited investors to contact us at [email protected] for further information.
You agree to keep your wallet address and password personal and confidential and will be responsible for all use of and access to your account and password.
You acknowledge that for the purpose of complying with applicable legislation, including but not limited to anti-money laundering laws and regulations, court rulings, public authorities decisions, industry practice, or other requests or requirements, we may demand from you further information to be able to fully identify or perform checks of you or others; You agree and understand that fulfilling of such requirements may be necessary to complete the transactions on the IMX and/or Polygon/Ethereum Blockchain with the purpose of buying, selling or trading Digital Assets and using the Site, the App or the Smart Contract and that we may have to rescind such transactions if you do not comply with our demands in this respect.
When accepting to purchase our Digital Assets you also accept the terms and conditions on the trading platform where the actual trading is set. This includes, but is not limited to, conditions on regrets, the platform's disclaimer, and any other conditions for trading on the platform.
Ownership
Our Ownership
We own and shall remain the sole owner of all legal rights, titles, and interests in and to all other elements of the Bright Star Studios products which include the Game, the Site and in the App, and all intellectual property rights (“IP rights”) vested in the App and the Digital Assets.
Your Ownership
When acquiring Ember Sword related Digital Assets, you own the underlying NFT. Within your ownership lies that you are permitted to trade, sell or give away your NFT. NFT ownership and rights included herein are governed by the Smart Contract and the IMX/Ethereum Blockchain. Nothing in these Terms, the Smart Contract, the App, or the Site is intended to give you ownership of IP Rights or other rights in respect of our intellectual property.
We may require you to transfer your Digital Assets to another platform, in which case we will grant you at least twelve (12) months to migrate your Digital Assets. If you fail to transfer your Digital Assets and choose to keep your Digital Assets on a platform that we no longer support, the value of such Digital Assets may decrease substantially.
Licence Terms
General Use
We grant you a limited license to access and use the Site and the App. The right granted is revocable, non-exclusive, non-perpetual, and non-transferable except as otherwise set forth in these Terms. We grant you a revocable, assignable, and transferable licence to use Digital Assets that you own. This right granted applies only to the extent that you continue to own the Digital Assets. If you at any time decide to trade, sell or give away the Digital Assets to others, your rights to the specific Digital Assets immediately cease to exist, as the licence follows the ownership of the Digital Assets. When you transfer any Digital Asset you should make sure that the acquirer is informed about limitations and restrictions to its use.
In no event shall we become responsible for resales or other transfers of the NFTs or Digital Assets.
Limitation of Use
Unless otherwise specifically stated in the Terms, your purchase of Digital Assets and underlying NFT does not include; i) any rights or licenses to Bright Star Content (as defined in section 6 below), ii) a right to transfer the license to other parties or entities unless it forms part of a trade, sale, or give away through the IMX and/or Polygon/Ethereum Blockchain subject to the terms in the Smart Contract, iii) a right to use, copy, display or otherwise utilize the Digital Assets for non-personal commercial purposes, iv) a right to modify the Digital Assets, v) a right to use the Digital Assets in a way that infringes the rights of others, including but not limited to fundamental human rights and IP rights, vi) a right to attempt to acquire additional IP rights to the Digital Assets.
Intellectual Property Rights
The ownership covers both content created prior to or during the use of the App by both parties under these Terms and shall cover the following non-exhaustive list of IP rights: any inventions, patents, copyrights, design rights, trade right, or knowhow, whether registered or not in relation to all source code, database, functionality, software, website design, audio, video, text, photographs, and graphics and any other content (collectively, “Bright Star Content”) on the Site and in the Game and the App.
Fan post
We are so glad for your contributions to our sites. Often we find it so cool, we want to share it. This means that we will grant you the right to create Fan Post based on our material, but only if you upload the Fan Post to our sites, and if only you make sure that the Fan Post is free from third-party rights. By uploading Fan Post to an Ember Sword or Bright Star Studios site, Bright Star Studios have the right to use this Fan Post for marketing purposes, for example, but not limited to, to reshare it, retweet it, repost it, and/ or repurpose it. Please keep in mind that uploading Fan Post on an Ember Sword or Bright Star Studios site does not change the initial IP rights of the Fan Post. We would like you to consider that the content of your Fan Post should not include harassment, sexual, political, drugs, violence, religious, or other kinds of offensive material. In any case, we reserve our right to take down Fan Post without notice.
Payment terms
The purchase, trade, and selling of all Digital Assets are enabled through whitelisted secondary marketplaces on the Ethereum Blockchain. The financial transactions that you engage with in this blockchain are governed solely by the owners of the marketplaces and Ethereum blockchain and we have no insights into or control over such transactions. Any claims or damages that may arise as a result of transactions on the exchanges, marketplaces, wallets, or Ethereum Blockchain is not part of our responsibility or control, and as such we cannot be held liable to you or any third parties for any claims or damages connected to transactions.
Each time you utilize a Smart Contract to conduct a transaction, no matter the type of transaction, with another user via the App, you authorize and agree to the terms and conditions of those specific applications. This includes all fees which are outlined clearly during the purchasing process.
Disclaimer of Warranties
Bright Star Studio to the fullest extent permissible under applicable law, makes no warranties of any kind related to the Site, the App, and the Smart Contracts, whether express or implied. This also applies to any communication between us and you in and after your purchase of Digital Assets. The information on the Site is not comprehensive and is intended to provide access to information about the Ember Sword project. You should monitor any changes to the information contained on the Site. We are not liable to you or anyone else if errors occur in the information on the Site or if that information is not up-to-date.
The Site, the App, and the Smart Contracts are provided “AS IS” and “AS AVAILABLE” and you understand and agree that the Ember Sword Game is still under production and the Site, the App, these Terms and the purchased Digital Assets may from time to time and without notice be subject to further development and changes.
Bright Star Studio will not be held accountable, responsible, or liable for any losses or damages, whether direct or indirect, you incur as a result of your use of Smart Contracts and the IMX and/or Polygon/Ethereum Blockchain, and any payments and transactional actions performed by you in relation thereto, as well as damages incurred by violation of these Terms, including without limitation your behaviour in contradiction with the prescribed limitations in use. We are not liable for interference with or damage to your computer systems in connection with the use of the Site or the App. You must take your own precautions to ensure that whatever you select for your use is free of viruses or anything else (such as worms or Trojan horses) that may interfere with or damage the operations of your computer systems.
Digital Assets are intangible digital assets that exist only by virtue of the ownership record maintained in the IMX and/or Polygon/Ethereum Network. You agree and understand that Bright Star Studio has no control over or and makes no warranties with respect to Smart Contracts, or losses due to blockchain or any other features of the IMX and/or Polygon/Ethereum Network. You acknowledge that the NFTs connected to Digital Assets are closely related to the Game.
We specifically disclaim any effects of keeping Digital Assets on a platform that we have ceased to support, e.g. such as the Polygon platform that we no longer support from December 1st, 2023.
Limitation of Liability
Bright Star Studio cannot be held liable for any indirect, special, or incidental damages, such as but not limited to loss of data, loss of goodwill or business reputation, loss of profits (whether incurred directly or indirectly), or any other intangible loss you may incur, even if Bright Star Studios has been advised of the possibility of such damages.
You agree and understand that the total, aggregated liability to you for any claim arising out of or relating to these Terms, or your use of or access to the Site, the App, and the Smart Contracts will be limited to 30% of the total amount you paid to us in a period of 6 months prior to the date the claim arose.
Indemnification
You agree to hold harmless and indemnify Bright Star Studio and its subsidiaries, affiliates, offers, agencies, advertisers, licensors, suppliers, or partners against any claim, loss, liability, damage, of any kind or nature, suit, judgement, litigation cost, and attorneys’ fees arising from or in any way related to your breach of these Terms, misuse of the Site and the App, violation of Applicable laws, rules or regulations in connection with your access to or use of the Site and the App.
Privacy
When purchasing Digital Assets and using the Site and App, we process your personal information. We are committed to protecting your personal information from any unauthorized use, access, and disclosure. For more information on how we collect, store, use, and disclose your personal information, please see our Privacy Policy.
Governing Law and Dispute Resolution
These Terms and any dispute relation hereto, or to the use of the NFTs, Digital Assets, the Site, the App, and the Smart Contracts, will be governed by and construed in accordance with Danish law. In the event of any lawsuit or proceeding, the Courts of Denmark will have exclusive jurisdiction.
If a dispute arises relating to these Terms, both parties agree to first attempt to resolve the dispute by informal negotiations. If informal negotiations do not result in a satisfying resolution, you agree and understand that the dispute will be finally and exclusively resolved by binding arbitration in accordance with Danish law.
If any dispute arises out of or relating to this Agreement, the Parties shall attempt to settle it by mediation in accordance with the Association of Danish IT Attorneys’ (DITA) Mediation Procedure (www.danske-it-advokater.dk). The mediator shall be nominated by DITA. The mediation shall take place in Copenhagen and the language of the mediation shall be English. The Mediation Agreement referred to in the Mediation Procedure shall be governed by, and construed, and take effect in accordance with, the substantive law of Denmark. To initiate the mediation a Party must give notice in writing to the other Part[y][ies] to the dispute requesting a mediation. A copy of the request shall be sent to DITA. The mediation shall start no later than 8 (eight) days after DITA's receipt of the notice. No Party may commence any arbitration proceedings in relation to any dispute arising out of this Agreement until it has attempted to settle the dispute by mediation and the mediation has terminated. As a minimum, a Party shall be obliged to attend the first meeting convened by the mediator. A Party shall be entitled to commence arbitration proceedings if any delay of such proceedings may result in the forfeiture of any right, e.g. due to time-barring.
Termination
These Terms shall remain effective and in full force while you use the Site, the App, and the Smart Contracts, and while you own the digital Assets or NFTs.
Termination may only be effectuated by you if you cancel your account and cease to use the Site and the App.
Termination or suspension, depending on the cause, may be effectuated by us for any breach of these Terms, misuse of the Site, the App, or the Smart Contracts, without warning, in our sole discretion. Termination or suspension may also be effectuated by us for any other action performed by you justifying such termination or suspension, including but not limited to, for example, all at our sole discretion:
Your application of the Site, the App, or the Smart Contract for criminal purposes or fraudulent conduct;
Your application of the Site, the App, or the Smart Contract with the intention to establish other financial instruments or engage in other financial transactions than already enabled on the IMX and/or Polygon/Ethereum Network and governed by the Smart Contract;
Requirement by applicable law, rule, or regulation;
Termination or change of terms by a third-party service provider in relation to services necessary for us to fulfill our obligations;
Risk of continued services creating a substantial economic burden on us;
Risk of continued services creating a security risk or material technical burden.
Upon termination, your account will be deleted, and your access to the Site and The App will expire and any rights granted in these Terms will expire.
Miscellaneous
You understand and agree that these Terms, the NFTs, Digital Assets, the Site, and The App may be subject to changes. You understand that the Ember Sword Game has not yet been released and more obligations and rights may be imposed on or granted to you in the future. It remains your own responsibility to keep yourself updated with changes to these Terms, whereas we will do our best to inform you of material changes.
Moderators
Community Moderators form our team of assigned assistants. Moderators are dedicated users, who are assigned to moderate posts and answer simple questions. Moderators are not empowered to act on behalf of Bright Star, take decisions, offer, accept, or conclude agreements. Moderators are not providing advice on behalf of Bright Star but rather post their own thoughts and opinions that might differ from Bright Star's position.
General Communications Disclaimer
Bright Star never provides advice on anything (OTHER than pure in-game topics); Statements made, including Fan Post meanings, interpretations, or statements – on any platform or media - from our community team, or anyone else outside of our community are never to be used as advice and in particular legal or financial advice. Statements around timelines and properties for the Game and Ember Digital Assets are always non-binding and will probably be changed. DLT-based products and services are likely to become subject to regulation and we are aiming to take such regulation into account in our updated terms. This may also affect already provided or promised goods or services (“Products”); All our Products, including Digital Assets, may become adjusted, changed, or even canceled without further notice.
