Terms of ServiceCookie PolicyPrivacy Policy

    Last updated July 12, 2023

    Terms of Service

    The following document explains how we conduct our services. If you have any questions reach out to hello@roji.io.

    1. Introduction

    Platform

    Roji, Inc., commonly known as roji.io (“Roji”, the “Company“) offers its services (outlined below) to you, the "User", through its website located at www.roji.io (the “Platform”), in adherence to these Terms of Service ("Terms"), as they may be modified from time to time.

    PLEASE EXAMINE THESE TERMS DILIGENTLY, AS THEY ENCOMPASS A MANDATORY ARBITRATION AGREEMENT AND CRUCIAL INFORMATION CONCERNING YOUR LEGAL RIGHTS, REMEDIES, AND DUTIES. THE MANDATORY ARBITRATION AGREEMENT REQUIRES (WITH LIMITED EXCEPTIONS) THAT YOU SUBMIT ANY CLAIMS YOU HAVE AGAINST US TO BINDING AND CONCLUSIVE ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE ALLOWED TO PURSUE CLAIMS AGAINST ROJI INDIVIDUALLY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE ALLOWED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

    Acceptance of Terms

    These Terms, along with any documents explicitly incorporated by reference, govern your use of and access to the Platform, including any content, functionality, and services provided on the Platform, and establish a legally binding contract between you and Roji. By using the Platform, you consent to and agree to comply with these Terms and all terms incorporated herein by reference. By agreeing to these Terms, you affirm and warrant that you (1) are not situated in a country subjected to a U.S. Government embargo, or identified by the U.S. Government as a terrorist-supporting country; (2) are not named on any U.S. Government list of prohibited or restricted parties; and (3) are at least 18 years of age. If you do not meet these conditions, you are prohibited from using the Platform. If we discover or suspect that you do not meet these conditions, we will be obliged to close your account. If you do not agree to these Terms, you must not access or use the Platform. By accessing or using the Platform, linking your Digital Wallet, or viewing, accessing, transmitting, transacting, uploading, or downloading any information or content from the Platform, you affirm and warrant that you (1) meet the eligibility conditions outlined above, (2) have read and understood the Terms, and (3) will abide by the Terms.

    Modification of Terms

    Terms Modification We reserve the right, at our sole discretion, to change or modify parts of these Terms at any given time. If we do this, we will post the changes on this page and will denote at the top of this page the date these terms were last updated. If the change is substantial, we will also notify you, either through the Platform user interface, in an email notification (if we have such information) or through other reasonable means, as we may decide. Any such changes will come into effect no sooner than fourteen (14) days after they are posted, except changes addressing new functions of the Platform or changes made for legal reasons, which will be effective immediately. Your continued use of the Platform after the date any such changes become effective constitutes your acceptance of the new Terms.

    2. What is Roji?

    The Roji Platform

    Roji operates a platform to connect Asset Providers (“Asset Providers”), Storage Provider (“Storage Provider”) with Users. The Platform provides tools and services to Asset Providers to offer to sell assets to users. Upon acceptance of the offer by User, the Asset Provider is obliged to put the asset with Storage Provider. Upon receipt of asset in Storage Provider, The Storage Provider is obliged to mint the Asset-Backed NFT as a digital Claim Receipt for the asset. The Asset-Backed NFT is minted as a non-fungible Ethereum or other blockchain based token at the discretion of Storage Provider. The platform provides tools and services to Storage Provider to store and redeem asset, Please see the terms and services of the Asset Provider and Storage Provider that govern the contractual relationships between you and Asset Provider and Storage Provider respectively. Roji is an online technical intermediary; it is not a party to any agreement between the Asset Provider and the USER. Roji is freely accessible to Users but some features of the Platform are only available to Asset Providers.

    ASSET PROVIDER

    If you are an Asset Provider wishing to use the Platform to mint Asset-Backed NFT, the additional terms and conditions set out in the Appendix to these Terms will apply (the “Additional Asset Provider Terms”). The Additional Asset Provider Terms expressly form part of these Terms.

    STORAGE PROVIDER

    If you are a Storage Provider wishing to use the Platform to mint Asset-Backed NFT, the additional terms and conditions set out in the Appendix to these Terms will apply (the “Additional Storage Provider Terms”). The Additional Storage Provider Terms expressly form part of these Terms.

    Smart-Contract Enabled

    Asset-Backed NFT are represented in smart contracts on the Ethereum and other blockchains that provides an immutable ledger of all transactions that occur on and off the Platform (“Smart Contracts”).

    This means that Asset-Backed NFT are outside of the control of any one party, including Roji, and is subject to many risks and uncertainties. We neither own nor control Metamask, Coinbase, OpenSea, the Ethereum network, your browser, or any other third party site, product, or service that you might access, visit, or use for the purpose of enabling you to use the various features of the Platform. We will not be liable for the acts or omissions of any such third parties, nor will we be liable for any damage that you may suffer as a result of your transactions or any other interaction with any such third parties. You understand that your Ethereum public address will be made publicly visible whenever you engage in a transaction on the Platform.

    Non-custodial

    Roji does not buy, sell, or ever take custody or possession of any Asset-Backed NFT. The Platform facilitates User’s management and collection of Asset-Backed NFT, but Roji is not custodian of any Asset-Backed NFT. The User understands and acknowledges that the Smart Contracts do not give Roji custody, possession, or control of any Asset-Backed NFT or cryptocurrency, fiat currency or any asset at any time for the purpose of facilitating transactions on the Platform. You acknowledge that Roji is a non-custodial service provider and has designed the Platform to be directly accessible by the Users without any involvement or actions taken by Roji.

    3. Your Roji Account

    Creating an Account

    Roji does not buy, sell, or ever take custody or possession of any Asset-Backed NFT. The Platform facilitates User’s management and collection of Asset-Backed NFT, but Roji is not custodian of any Asset-Backed NFT.  The User understands and acknowledges that the Smart Contracts do not give Roji custody, possession, or control of any Asset-Backed NFT or cryptocurrency, fiat currency or any asset at any time for the purpose of facilitating transactions on the Platform.  You acknowledge that Roji is a non-custodial service provider and has designed the Platform to be directly accessible by the Users without any involvement or actions taken by Roji.

    Limited License to Use the Platform

    Subject to your strict compliance with these Terms at all times while using the Platform, Roji grants to you a limited, personal, non-exclusive, revocable and non-transferable right and license to access and use the Platform to (i) search, explore and view Asset-Backed NFTs, (ii) buy and collect assets offered by Asset Providers, (iii) redeem Asset-Backed NFTs from the Storage Provider.

    Purchases

    Asset purchases on the Platform shall be made in a digital currency specified by the Asset Provider through your compatible Digital Wallet. By buying an asset, you agree to pay the price shown on the Platform's transaction page, following the procedures of the Platform. By purchasing an asset on the Platform or any other platform, you further agree to pay all applicable fees, including, but not limited to, any transaction fees and gas fees, as may be applicable. The transaction is only closed upon full payment. Upon successful purchase, Roji, as an accommodation to the Asset Provider, will deliver the Asset-Backed NFT for said asset to your Digital Wallet.

    Rights with Asset Purchases

    Buying an asset publicly associates your Digital Wallet public address (and any username you've created on the Platform) with the Asset-Backed NFT. No additional rights or benefits are granted by Asset Providers, Storage Provider, or Roji. However, Roji may occasionally offer certain exclusive additional features or functionality on the Platform to Asset-Backed NFT holders. These might include the right to make a public comment on the Asset-Backed NFT page. Such features are subject to change and are only available while you are in possession of an Asset-Backed NFT.

    Redemption Rights

    The redemption rights are defined within the individual Smart-Contracts.

    Platform Use Restrictions

    Use of the Platform is subject to several conditions, including:

    • Access: Your Roji account is for your use only. You agree not to sell, rent, lease, or grant access to your Roji account to anyone without our prior written permission.
    • Security: You agree to maintain the security of your account and any usernames, codes, seed phrases, and other security information used to access the Platform.

    Unauthorized account access by third parties could result in loss or theft of your Asset-Backed NFT. You agree not to hold us responsible for managing and maintaining your account or Digital Wallet security.

    You agree to not hold us liable for any unauthorized access to or use of your account and monitor your account and immediately notify us of any unauthorized or suspicious activity.

    • Unlawful Activity: You agree not to engage in or assist in any activity that violates any law, statute, ordinance, regulation, or sanctions program, such as, but not limited to, the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or that involves proceeds of any unlawful activity.
    • Abusive Activity: You agree not to engage in any activity that threatens Roji or the Platform, such as distributing a virus or harmful code, or unauthorized Platform or user account access.
    • Inappropriate Behavior: You agree not to interfere with other users' access to or use of the Platform.
    • Communication: You agree not to communicate with other Users to: (1) send unsolicited advertising, promotions, donation requests, or spam; (2) harass or abuse other users; (3) interfere with other users' transactions.

    You agree not to use data collected from the Platform to contact individuals, companies, or other persons or entities outside the Platform for any purpose, including but not limited to marketing activity.

    • Fraud: You agree not to engage in any activity to defraud Roji, Asset Provider, Storage Provider, other users, or any other person, or provide false, inaccurate, or misleading information to Roji.
    • Gambling: You agree not to use the Services to engage in any lottery, bidding fee auctions, contests, sweepstakes, or other games of chance.
    • Taxes: You agree that you are solely responsible for determining what, if any, taxes apply to your Platform transactions. Neither Roji nor any other party is responsible for determining the taxes that apply to your Roji transactions.
    • Intellectual Property Infringement: You agree not to (1) engage in transactions that infringe or violate any copyright, trademark, right of publicity or privacy, or any other proprietary right under the law; (2) use our content without express written consent from Roji; or (3) engage in any action that falsely implies endorsement or affiliation with Roji.
    • Additional Prohibitions: You agree not to (1) distribute, publish, broadcast, reproduce, copy, retransmit, or publicly display any Roji Content (as defined below); (2) modify or create derivative works from the Platform or Roji Content, or any portion thereof; (3) use any data mining, robots, or similar data gathering or extraction methods on the Platform or Roji Content; (4) download any portion of the Platform or Roji Content, except for page caching, unless expressly permitted by us.

    If you're unsure whether a planned use would violate these Terms, contact us at legal@roji.io.

    Account Suspension

    You agree that Roji has the right to immediately suspend your account, pause or cancel your Platform access, or close your account if we suspect that (1) your account is being used for money laundering or any illegal activity; (2) you have concealed or provided false identification information or other details; (3) you have engaged in fraudulent activity; or (4) you have violated these Terms.

    4. Proprietary Rights

    Roji Content

    Everything you see on the Platform, including the Roji logo, design elements, text, images, data, software, files, and their organization and presentation ("Roji Content") is owned by Roji, our affiliates, licensors, or users, as appropriate, unless we state otherwise in writing. Our logo, our product names, our service names, logos, slogans that may appear on the Platform or elsewhere, are our trademarks or those of our affiliates and copying, imitating, or using them, entirely or partially, requires our prior written permission.

    Use of Roji Content

    You agree not to use Framing techniques to enclose any Roji Content without our express written consent. Furthermore, the aesthetics of the Platform and Roji Content, encompassing all page headers, custom graphics, button icons, and scripts are service marks, trademarks, or trade dress of Roji, and copying, imitating, or using them, in whole or in part, requires our prior written permission.

    5. Reporting Infringement

    1. Infringement Reports Except for Roji Content, all other trademarks, product names, logos, and copyright material on the Platform belong to their respective owners. These cannot be copied, imitated, or used, entirely or partially, without acquiring permission from the respective rights holder. If you believe any content on the Platform infringes upon your copyright, please report to us at legal@roji.io.

    For your written notice, you agree to include:

    • A declaration that you have found content on Roji that you believe infringes your copyright or the copyright of a third party on whose behalf you are authorized to act;
    • A description of the copyrighted work(s) that you believe have been infringed;
    • Information about the content you believe is infringing and where it can be found on Roji;
    • Your complete contact information including full name, address, phone number, a valid email address, and your Roji username (if you have one);
    • A statement asserting your good faith belief that the use of the disputed material is not authorized by the copyright owner, its agent, or the law; and
    • You agree to provide an affidavit under penalty of perjury that the information you have provided is accurate, and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

    If you wish for your communication to be a notice under the United States Digital Millennium Copyright Act, 17 USC §512(c), please also include:

    • Confirmation that your statement is made under penalty of perjury; and
    • Your electronic or physical signature (a scanned copy is acceptable).

    Send your communication to us via email at legal@roji.io or via mail to: 100 Wilshire Blvd, Suite 700, Santa Monica, CA 90401

    For your communication to be a notice under the United States Digital Millennium Copyright Act, 17 USC §512(c), it must be sent to Roji’s designated copyright agent at copyright@roji.io or via mail to: 100 Wilshire Blvd, Suite 700, Santa Monica, CA 90401

    This process is applicable only for copyright issues. If you believe your trademark rights are being violated, please inform us at legal@roji.io. For all other concerns, if you discover content that infringes or violates any of your rights, appears defamatory, pornographic, obscene, racist, or offensive, or breaches these Terms or applicable laws, please report it to us at legal@roji.io.

    Repeat infringers may have their accounts suspended or terminated under Roji’s policy. Though we consider all relevant factors, we generally terminate an account if it is the subject of three valid infringement notices.

    No Monitoring

    You agree that Roji does not actively monitor content created or uploaded by Sellers, Storage Providers or its users. Roji and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers, and partners have no obligation to monitor the Platform for inappropriate content, potential infringement of third-party rights, or content in violation of these Terms or applicable law.

    6. Privacy

    By using Roji, you agree to the collection, use, and sharing of your personal information in accordance with Roji's Privacy Policy, which is an integral part of these Terms.

    7. Risks Associated with Assets

    As a user of Roji, please be aware of the potential risks:

    • Blockchain assets have a reputation for extreme volatility, with prices and liquidity being subject to significant fluctuations.
    • Changes or actions at the state, federal, or international level in terms of legislation and regulation may negatively impact the use, transfer, exchange, and value of assets.
    • Asset-Backed NFTs are not backed by any government and are not recognized as legal tender.
    • If an Asset-Backed NFT is lost, the only recourse to redeem your asset is through the Storage Provider. You will need to prove your identity and ownership in such instances.
    • Transactions involving tokens and NFTs may be irreversible, so losses from fraudulent or accidental transactions might be irrecoverable.
    • Transaction confirmation times can vary. Some transactions on the Roji Platform are only confirmed when recorded on a public ledger, which is not necessarily the date or time when you initiated the transaction.
    • The inherent nature of Asset-Backed NFTs may increase the risk of fraud or cyber-attack. Technological difficulties with the platform storing the Asset-Backed NFTs might also hinder your access to or use of your digital receipts.

    It is crucial to remember that you bear sole responsibility for understanding and evaluating these risks. Roji does not provide advice or recommendations regarding assets and NFTs, including their potential value, suitability, appropriateness, and investment strategies. You agree and understand that you access and use the Platform at your own risk; these risks associated with the assets are not limited to Asset-Backed NFTs and other digital assets. We are not responsible for any communication failures, disruptions, errors, distortions, or delays when using Asset-Backed NFTs, regardless of the cause

    8. Risks Associated with Third Party Sites

    Roji Platform may include hyperlinks to third-party websites or applications (“Third Party Sites”), which are neither owned nor controlled by Roji. Your use of any Third Party Site or Digital Wallet will be governed by the terms and/or privacy policy of such Third Party Site, not Roji.

    Any changes to these Third Party Sites could potentially risk your access to and use of the Roji Platform. Please be aware that Roji only provides links to Third Party Sites as a convenience, without endorsing, warranting, or making any representations about them.

    Your dealings with these Third Party Sites are solely at your own risk.

    Roji has no control over and bears no responsibility for transfers or secondary sales of Assets. Purchases can only be made on the Roji Platform; for any selling, transferring, or other dealing, you must do it outside of the Platform, following the requirements set by Storage Provider and compliance with KYC/AML regulations

    9. Disclaimers

    Except as explicitly stated otherwise, the Platform, its content, and the NFTs listed are provided "as is" and "as available," without any warranties or conditions, either express or implied. Roji and its suppliers do not warrant that:

    • The Platform will meet your requirements.
    • The Platform will be available uninterrupted, timely, secure, or error-free.
    • The Platform will be accurate, reliable, complete, legal, or safe.

    Furthermore, Roji cannot guarantee that our Platform, content, NFTs, or servers are free of viruses or other harmful components. We will not be responsible for any breach of security unless it is due to our gross negligence.

    Roji is not responsible for losses due to user error, server failure or data loss, corrupted wallet files, unauthorized access to applications or digital wallets, or any unauthorized third-party activities, including but not limited to the use of viruses, phishing, brute forcing, or other means of attack against the Platform.

    NFTs are digital certificates that exist only by virtue of the ownership record maintained in the blockchain networks.

    Roji does not guarantee that Roji or any party can affect the transfer of any NFT.

    Roji is not responsible for sustained losses due to vulnerabilities or any kind of failure, abnormal behavior of software (e.g., wallet, smart contract), blockchains, or any other features of NFTs. Roji is also not responsible for sustained losses due to late reports by developers or representatives (or no report at all) of any issues with the blockchain supporting NFTs, including forks, technical node issues, or any other issues resulting in fund losses.

    The foregoing disclaimers do not affect any warranties that cannot be excluded or limited under applicable law.

    10. Liability Restrictions

    Under the maximum extent permissible by law, Roji will not be held accountable to you or any third-party for loss of profit or any indirect, consequential, exemplary, incidental, special, or punitive damages emerging from this agreement, the platform, the services, products or third-party sites and products. This includes, but is not limited to, any damages related to loss of revenue, profits, business, anticipated savings, use, goodwill, or data, regardless of whether they were caused by tort, breach of contract, or otherwise. These remain applicable even if Roji has been advised of such possible damages. The access to, and usage of, the platform, products, or third-party sites and products are entirely at your own risk. You solely bear the responsibility for any damage to your computer system or mobile device or loss of data resulting from such activities.

    Roji, along with its subsidiaries, affiliates, successors, assignees, employees, agents, directors, officers, and partners, dismisses, to the fullest extent permitted by law, any liability that may arise from any Content and Artwork uploaded to the platform by Asset Providers. This includes any claims related to infringement of intellectual property rights, privacy rights, publicity rights, or claims related to abusive, defamatory, pornographic or obscene material, or any claims related to the completeness, accuracy, timeliness, or reliability of any information provided by users of the platform.

    Roji serves only as a passive channel for the upload, storage, and distribution of content, taking no active role in the presentation or use of said content. Therefore, Asset Providers are solely responsible for all content they upload or distribute on the platform. Any disputes with one or more users or Asset Providers will not involve Roji, and you agree to release Roji from any claims, demands, and damages associated with such disputes.

    Neither party's liability for fraud, death or bodily injury caused by negligence, violation of laws, or any other activity that cannot be limited or excluded by legitimate means will be excluded or limited by these terms.

    11. Indemnity

    To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless Roji, and our respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (individually and collectively, the “Roji Parties”), from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Platform, Roji Content, Artwork or Asset-Backed NFT, (b) your violation of these Terms, and (c) your violation of the rights of a third party, including another user. You agree to promptly notify Roji of any third-party Claims and cooperate with the Roji Parties in defending such Claims. You further agree that the Roji Parties shall have control of the defense or settlement of any third-party Claims. THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES SET FORTH IN A WRITTEN AGREEMENT BETWEEN YOU AND ROJI.

    12. Jurisdiction

    These terms, your rights and obligations, and all actions contemplated by, arising out of or related to these Terms shall be governed by the laws of the State of Wyoming. Your use of Roji as contemplated by these Terms shall be deemed to have been fully performed within in the State of Wyoming.

    13. Arbitration Agreement

    Please read the following agreement to arbitrate (“Arbitration Agreement”) in its entirety. This clause requires you to arbitrate disputes with Roji and limits the manner in which you can seek relief from us. By agreeing to the Terms you are hereby agreeing to the Arbitration Agreement. Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in a court having jurisdiction thereof. You agree that any dispute or claim relating in any way to: your access, use, or attempted access or use of the Platform; any products sold or distributed through the Platform; or any aspect of your relationship with Roji will be resolved by binding arbitration. You agree that any such arbitration shall be settled solely and exclusively by binding arbitration, rather than in court. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. Such an award is final and binding upon you and us. You understand that by agreeing to this Arbitration Agreement, you and Roji are each waiving their right to trial by jury and to participate in a class action or class arbitration. If any part of this Arbitration Agreement is found to be invalid or unenforceable, then such part shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue to in full force and effect. This Arbitration Agreement shall survive the termination of your relationship with Roji.

    14. Assignment

    Roji may freely transfer or assign any or all of its rights or obligations under these Terms. You may not transfer your rights or obligations under these Terms.

    15. Termination

    Roji reserves the right, without notice and in our sole discretion, to modify, suspend, or terminate your access or use to all or any portion of the Platform or your ability to access the Platform at any time and for any reason including termination for breach of any of the terms of these Terms. You understand and agree that we shall have no liability or obligation to you in such an event.

    16. Severability

    In the event any provision of these Terms are determined to be void or unenforceable, such determination shall not affect the remainder of these Terms, which shall continue to be in force.

    17. Entire Agreement

    These Terms and the documents referenced therein constitute the entire agreement between you and Roji relating to your access to and use of the Platform and Content, and superseding all prior contracts or agreements, whether oral or written, relating to the matters contained herein (including without limitation prior versions of this Terms). Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.

    18. Survival

    You agree that all provisions of these terms will survive the termination or expiration of these terms.

    19. Contact Information

    If you have any questions, feedback, or complaints, please contact us at hello@roji.io and legal@roji.io, respectively.