Termination of Use

TERMINATION OF USE

Your, use or possession of a NFT Sports Zone NFT, license to the Art, NFT Sports Zone IP, third-party IP or the Utilities shall automatically and immediately terminate without notice, and all rights shall revert to NFT Sports Zone if at any time: (i) You breach any portion of this Agreement; (ii) You engage in any unlawful activity related to your, use or possession of a NFT Sports Zone NFT (including transferring the NFT Sports Zone NFT to a Prohibited Transferee); (iii) You initiate any legal actions, except an arbitration as specifically provided herein, against NFT Sports Zone or its related entities, subsidiaries, and affiliate companies, and each of their respective officers, directors, members, affiliates, agents, attorneys, and employees (singularly a "NFT Sports Zone Party" or, collectively, the "NFT Sports Zone Parties"); or (iv) at NFT Sports Zone’s sole determination and discretion.

INDEMNIFICATION

You shall defend, indemnify, and hold the NFT Sports Zone Parties harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys’ fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought by a third-party (including any person who accesses or transacts using the NFT Sports Zone NFT and/or the Utilities, whether or not such person actually purchased the NFT Sports Zone NFT) against any NFT Sports Zone Party, or on account of any dispute, claim or controversy, whether based on past, present, or future events, arising out of, relating or in connection with (a) Your purchase, use and interaction with the NFT Sports Zone NFT or use of the Utilities, Art, NFT Sports Zone IP or third-party IP, (b) Your breach or anticipatory breach of this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), (c) Your violation or anticipatory violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental and quasi-governmental authorities in connection with Your use or interaction with the NFT Sports Zone NFT, Art, NFT Sports Zone IP, third-party IP or Utilities, (d) any misrepresentation made by You or breach of any representation made hereunder by You; (e), payments made by You or any payments made or allegedly owed to You from the sale, transfer or purchase of a NFT Sports Zone NFT, the Art, NFT Sports Zone IP, third-party IP and Utilities, (f) claims arising under federal or state consumer protection laws; (g) claims arising under antitrust laws, claims arising under the Telephone Consumer Protection Act and Fair Credit Reporting Act, the Uniform Trade Secrets Act, Civil Rights Act of 1964, Americans With Disabilities Act, and state statutes, if any, addressing the same or similar subject matters, (h) all disputes concerning the arbitrability of Claims and Losses (including disputes about the scope, applicability, enforceability, revocability, or validity of the Arbitration Agreement) and (i) all other federal and state statutory and common law claims (these claims and losses, shall hereinafter be referred to from time to time as a "Claim and Loss" or as "Claims and Losses").

You further acknowledge and agree that You will cooperate as fully required by NFT Sports Zone in the defense of any Claims and Losses.

Notwithstanding the foregoing, NFT Sports Zone retains the exclusive right to settle, compromise, and pay any and all Claims and Losses and reserves the right to assume the exclusive defense and control of any Claims and Losses. You will not settle any Claim and Loss without, in each instance, the prior written consent of an officer of NFT Sports Zone.

DISPUTE RESOLUTION, ARBITRATION AGREEMENT AND CLASS ACTION WAIVER.

i. Agreement to Binding Arbitration Between You and the NFT Sports Zone Parties

YOU AGREE TO WAIVE YOUR RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE BY ARBITRATION, AS SET FORTH BELOW. THIS AGREEMENT TO ARBITRATE ("ARBITRATION AGREEMENT") IS GOVERNED BY THE FEDERAL ARBITRATION ACT ("FAA" AND SURVIVES AFTER THIS AGREEMENT TERMINATES OR YOUR RELATIONSHIP WITH THE NFT SPORTS DAO PARTIES END.

ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED.

ANY AND ALL CLAIMS OR LOSSES SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION SOLELY BETWEEN YOU AND THE NFT SPORTS ZONE PARTIES.

YOU UNDERSTAND THAT YOU ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS AND LOSSES.

THIS ARBITRATION AGREEMENT IS INTENDED TO REQUIRE ARBITRATION OF EVERY CLAIM OR DISPUTE THAT CAN LAWFULLY BE ARBITRATED.

ii. Prohibition of Class Actions and Non-Individualized Relief

YOU UNDERSTAND AND AGREE THAT YOU MAY BRING CLAIMS AND LOSSES IN ARBITRATION AGAINST THE NFT SPORTS ZONE PARTIES ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS ("CLASS ACTION WAIVER"). YOU UNDERSTAND AND AGREE THAT YOU ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. NOTWITHSTANDING THE FOREGOING, THIS SUBSECTION SHALL NOT APPLY TO REPRESENTATIVE PRIVATE ATTORNEYS GENERAL ACT CLAIMS BROUGHT AGAINST THE NFT SPORTS DAO PARTIES, WHICH ARE ADDRESSED SEPARATELY IN OTHER SECTIONS.

The arbitrator shall have no authority to consider or resolve any Claim and Loss or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim and Loss or issue any relief on a class, collective, or representative basis. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claims.

iii. Rules Governing the Arbitration

Any arbitration conducted pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association ("AAA") pursuant to its Consumer Arbitration Rules that are in effect at the time the arbitration is initiated, as modified by the terms set forth in this Agreement. Copies of these rules can be obtained at the AAA’s website (www.adr.org) (the "AAA Rules") or by calling the AAA at 1-800-778-7879. Notwithstanding the foregoing, if requested by You and if based on the facts and circumstances of the Claims and Losses presented, the arbitrator shall have the discretion to select a different set of AAA Rules, but in no event shall the arbitrator consolidate more than one person’s Claims and Losses, or otherwise preside over any form of representative, collective, or class proceeding. The parties may select a different arbitration administrator upon mutual written agreement.

As part of the arbitration, both You and the NFT Sports Zone Parties will have the opportunity for reasonable discovery of non-privileged information that is relevant to a particular Claim and Loss. The arbitrator may award any individualized remedies that would be available in court. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual Claims and Losses.

The case shall be heard by one arbitrator and will be conducted in English. The arbitrator will decide the substance of all claims in accordance with applicable law and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different NFT owners. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

You and the NFT Sports Zone Parties agree that any Claim and Loss that has been submitted to arbitration, and all related proceedings, including any settlement agreement, shall be kept confidential. In the event you or any NFT Sports Zone Party file the arbitration award with any court of competent jurisdiction in order to have that award confirmed in a court order or judgment, or any other proceeding under the Federal Arbitration Act, then each party shall take measures to the extent permitted by applicable law to redact or file under seal any highly sensitive business or personal information that appear in the award and any other supporting documents filed in such a proceeding.

iv. Arbitration Fees and Awards

The payment of filing and arbitration fees will be governed by the relevant AAA Rules subject to the following modification: The arbitrator in his award shall allocate all arbitration fees in his sole discretion and shall have the power to charge reasonable attorney fees of the successful party to the losing party.

v. Location and Manner of Arbitration

Unless You and the NFT Sports Zone Parties agree otherwise, any arbitration hearings between you and the NFT Sports Zone Parties will take place in the State of Virginia, and shall take place in English. Your right to a hearing will be determined by the AAA Rules.

vi. Severability of Arbitration Agreement Provisions

In addition to the severability provisions above, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable under applicable law not preempted by the FAA, such provision shall be severed, and the remainder of the Arbitration Agreement shall be given full force and effect.

vii. Before initiating any arbitration or proceeding, You and the applicable NFT Sports Zone Party may agree to first attempt to negotiate any dispute, claim or controversy between the parties informally for 30 days, unless this time period is mutually extended by You and the particular NFT Sports Zone Party. If You intend to seek negotiation under this subsection, You must first send a written notice of the dispute ("Notice") via email to [e-mail]. The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of any settlement negotiation between You and any NFT Sports Zone Party are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in arbitration or other proceeding involving the parties.