Terms of Service

1: Agreement.

This Agreement is a contract between you and Myopengrid and applies to your use of the Myopengrid Exchange service available through http://hgexchange.com/ (the "Service"). You understand and agree that the Service is provided on an AS IS and AS AVAILABLE basis. Myopengrid disclaims all responsibility and liability for the availability, timeliness, security or reliability of the Service. Myopengrid also reserves the right to modify, suspend or discontinue the Service with or without notice at any time and without any liability to you. To the extent that you access Myopengrid Grid, you agree that the Myopengrid Terms of Service are expressly incorporated by and into this Agreement, as is the Myopengrid Exchange Privacy Policy.

2: Account restrictions.

2.1: Eligibility.

This Agreement must be completed, understood and agreed to by an adult of at least 18 years of age. If you are not yet 18, you do not have permission to create an Account or use the Service. By accepting this agreement you represent that you are an adult 18 years of age or older.

2.2: Obligations.

In consideration of use of the Service, you agree to: (a) provide true, accurate, current, and complete information about yourself as prompted by the registration form; and (b) to maintain and update this information to keep it true, accurate, current, and complete. If any information provided by you is untrue, inaccurate, not current, or incomplete, Myopengrid has the right to terminate your Account and refuse any and all current and/or future use of the Service.

3. "Myopengrid Tokens" are virtual tokens that we license.

3.1 Each Myopengrid dollar is a virtual token representing contractual permission from Myopengrid to access features of the Service. Myopengrid Tokens are available for Purchase or distribution at Myopengrid's discretion, and are not redeemable for monetary value from Myopengrid. The Service includes a component of virtual tokens ("Myopengrid Tokens" or "M$"), each of which constitutes a limited license permission to use features of our Service as set forth below. Myopengrid may or may not charge fees to acquire or use Myopengrid dollars, and these fees may change at any time. When you acquire a Myopengrid dollar, Myopengrid hereby grants you a limited license ("Myopengrid Dollar License") to use the Myopengrid dollar as a virtual token to be held, bartered, traded and/or transferred in Myopengrid Grid with other users (and/or Myopengrid), in exchange for permission to access and use Content, applications, services, and various user-created features, in accordance with these Terms of Service. The Myopengrid Dollar License is transferable by the holder to any other user, provided that both users comply with these Terms of Service, maintain their Accounts in good standing, and are not delinquent on any Account payment requirements. Except as expressly permitted by this Agreement or otherwise expressly permitted by Myopengrid, the Myopengrid Dollar License may not be sublicensed, encumbered, conveyed or made subject to any right of survivorship or other disposition by operation of law or otherwise, and you agree that any attempted disposition in violation of these Terms of Service is null and void. Myopengrid may revoke the Myopengrid Dollar License at any time without notice, refund or compensation in the event that:

1. (i) the Myopengrid dollar program is suspended or discontinued;
2. (ii) Myopengrid determines that fraud or other illegal conduct is associated with the holder's Account;
3. (iii) Myopengrid imposes an expiration date on usage of Myopengrid Tokens in compliance with applicable laws and regulations;
4. (iv) the holder's Account is terminated for violation of these Terms of Service; or
5. (v) the holder becomes delinquent on any of that user's Account payment requirements, ceases to maintain an active Account or terminates this Agreement.

You acknowledge that Myopengrid Tokens are not real currency or any type of financial instrument and are not redeemable for any sum of money from Myopengrid at any time. You agree that Myopengrid has the right to manage, regulate, control, and/or modify the license rights underlying such Myopengrid dollars as it sees fit and that Myopengrid will have no liability to you based on its exercise of this right. Myopengrid makes no guarantee as to the nature, quality or value of the features of the Service that will be accessible through the use of Myopengrid dollars, or the availability or supply of Myopengrid dollars.

3.2 Myopengrid dollar Exchange

Myopengrid offers a Myopengrid dollar exchange, called the Myopengrid Exchange, for the trading of Myopengrid Tokens, which uses the terms "Buy" and "Sell" to indicate the transfer of Myopengrid Dollar Licenses. The Service includes a component called the "Myopengrid Exchange" or the "Exchange" which refers to an aspect of the Service through which Myopengrid permits transactions in which users may exchange their Myopengrid Tokens with one another. The Service may include other, similar Myopengrid dollar exchange sites and methods, including the Myopengrid Marketplace "Currency Exchange" (to the extent we make that method available), and the Service may from time to time include other, similar methods or sites on which Myopengrid dollars may be exchanged (referred to collectively as the "Exchange" or "Myopengrid Exchange"). You acknowledge that the Exchange has been created to enable users of Myopengrid Grid to enhance their experience using the Service with the ability to transfer license rights to other users of the Service, and that the terminology used is solely for the purpose of enabling this use of the Service. Regardless of terminology used, you acknowledge that as used in this Agreement and throughout the Service in the context of Myopengrid dollar transfers:

1. (a) the term "Sell" means "to transfer for consideration to another user their Myopengrid Tokens in accordance with the Terms of Service,"
2. (b) the term "Buy" or "Purchase" means "to receive for consideration from another user their Myopengrid Tokens in accordance with the Terms of Service,"
3. (c) the terms "Buyer," "Seller," "Sale," "Recipient" and "Purchaser" and similar terms have corresponding meanings to their root terms,
4. (d) "Sell Order" and similar terms mean a request from a user to Myopengrid to list Myopengrid Tokens for Sale on the Exchange at a requested Sale price, and
5. (e) "Buy Order" and similar terms mean a request from a user for Myopengrid to match open Sale listings with a requested Purchase price and facilitate completion of the Sale of Myopengrid Tokens.

You acknowledge that Myopengrid may deny any Sell order or Buy order individually or with respect to general volume, price or other limitations set by Myopengrid. Myopengrid may halt, suspend, discontinue, or reverse any Exchange transaction (whether proposed, pending or past) in cases of actual or suspected fraud, violations of other laws or regulations, or deliberate disruptions to or interference with the Service.

4: Payments in US Dollars.

4.1: Marketplace fees

Myopengrid does not charge merchants for item listings on the Marketplace website. Myopengrid charges Marketplace merchants a commission for each sale. A Standard commission rate is 10% of the sale amount. Commissions are rounded to the nearest M$ (credits/tokens) using straight rounding (e.g. 0.5 is rounded to 1). We may increase (or decrease) this fee in our sole discretion. If we increase this fee, it will be disclosed in the Marketplace website.

4.2: Government Fees.

You agree to pay all applicable taxes or fees imposed by any government entity in connection with your use of the Service.

4.3: Ownership of Funds.

Payments made under this Agreement are only for use by you and may not be transferred to any third party unless expressly authorized in writing by Myopengrid.

4.4: Violation of Agreement.

Myopengrid reserves the right to withhold payment or charge back your account due to any violation of this Agreement by you, pending Myopengrid's reasonable investigation of any violation of this Agreement by you.

5: User-Supplied Content.

5.1: User-Supplied Website Content.

You understand that information available to you through the Service may include information, data, text, software, music, sound, photographs, graphics, video, messages, or any other materials whatsoever (collectively, "Content") that are unedited, sexually explicit, or offensive to you and that your access to such materials is at your own risk. Myopengrid hereby disclaims any responsibility for or control over all Content, and you acknowledge that Myopengrid is in no way liable and you will not hold Myopengrid liable for any other users' Content or conduct involving this Service.

5.2: Right to Refuse Content.

Myopengrid reserves the right (but not the obligation) to refuse or delete any Content that it reasonably considers to violate any provision of this Agreement or the Myopengrid Terms of Service , or to be otherwise illegal or violate the rights or any other person or entity.

5.3: Right of Editorial Discretion.

Myopengrid reserves the right to modify any Content that it reasonably considers to violate any provision of this Agreement for the purpose of bringing it into compliance with this Agreement.

5.4: License.

When you submit Content, you remain the original copyright holder. However in doing so you also grant Myopengrid a non-exclusive, world-wide, royalty-free, sublicensable right to exercise the copyright, publicity, and database rights you have in the Content. These rights allow us to promote, sell, and distribute your Content. These rights will automatically be revoked when you delete your content from http://hgexchange.com.

6: User Conduct.

6.1: User Conduct.

You agree not to upload, post, email, or otherwise transmit through the Service:

1. (a) any unlawful, harassing, libelous, privacy invading, abusive, threatening, harmful, vulgar, obscene, indecent, tortuous, or otherwise objectionable Content of any kind;
2. (b) any Content that violates the rights of another, including, but not limited to, the intellectual property rights of another;
3. (c) any Content that violates any applicable local, state, national, or international law or regulation or the Myopengrid Grid Terms of Service or Community Standards (posted at myopengrid.com); or
4. (d) unsolicited or unauthorized advertisements, promotional materials, "junk mail," "spam," "chain letters," or other forms of solicitation.

6.2: Misrepresentation.

You agree not to defraud or misrepresent yourself, your Content, other members, or their Content through use of the Service.

7: Interruption or Change of Service.

Myopengrid, at its sole discretion, may modify or revise these terms and conditions and policies at any time, and you agree to be bound by such modifications or revisions. If you do not accept and abide by this Agreement, you may not use the Service. Nothing in this Agreement shall be deemed to confer any third party rights or benefits.

8: Termination.

You agree Myopengrid may (in its sole discretion) immediately delete your Account and all related information, communications, and files, and may bar any further access to such account, communications, files, or the Service. You also acknowledge and agree that termination of any of Service may be effected without prior notice.

9: Unauthorized Transactions

9.1: Myopengrid reserves the right to hold any member's funds, or block exchange of any in-world "Myopengrid Dollar" tokens, up to 30 days from the time funds are deposited or received, if there is reason to believe said funds may be associated with one or more fraudulent or unauthorized transactions.

9.2: Myopengrid reserves the right to reverse, charge back, or withhold payment of any transaction that is fraudulent, illegal or unauthorized. You agree this may affect your account even if you are not directly involved with said fraudulent transactions. You further agree that Myopengrid shall not be held liable for any damages resulting from actions taken against fraudulent or unauthorized transactions.

10: Disclaimer of Warranties.

10.1: YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

10.2: MYOPENGRID EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

10.3: MYOPENGRID MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES MYOPENGRID MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED.

10.4: YOU UNDERSTAND AND AGREE THAT ANY INFORMATION, CONTENT, DATA, OR OTHER MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH OR FROM THE SERVICE IS OBTAINED AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR ANY LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.

10.5: MYOPENGRID MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH OR FROM THE SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICE.

10.6: NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MYOPENGRID OR THROUGH OR FROM THE SERVICE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

10.7: SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO SOME USERS.

11: Limitation of Liability

11.1: YOU AGREE THAT MYOPENGRID, ITS PARTNERS, AFFILIATES, SUBSIDIARIES, EMPLOYEES, AGENTS, SUPPLIERS, LICENSEES AND DISTRIBUTORS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, OR RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED, OR FROM MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE, OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA, OR OTHER INTANGIBLES, EVEN IF MYOPENGRID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2: YOU FURTHER AGREE THAT MYOPENGRID SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM INTERRUPTION, SUSPENSION, OR TERMINATION OF SERVICE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL, OR EXEMPLARY DAMAGES, WHETHER SUCH INTERRUPTION, SUSPENSION, OR TERMINATION WAS JUSTIFIED OR NOT, NEGLIGENT OR INTENTIONAL, INADVERTENT OR ADVERTENT.

11.3: YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL MYOPENGRID BE LIABLE FOR ANY DAMAGES, WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, ARISING OUT OF COMPLIANCE OR REASONABLE ATTEMPTS TO: (i) COMPLY WITH UNITED STATES COPYRIGHT ACT; OR (ii) SATISFY REQUIREMENTS TO QUALIFY FOR THE SAFE HARBORS DESIGNATED IN SECTION 512 OF THE DIGITAL MILLENNIUM COPYRIGHT ACT.

11.4: IN NO EVENT SHALL MYOPENGRID BE LIABLE FOR ANY AND ALL MATTERS RELATING TO THIS AGREEMENT FOR ANY AGGREGATE AMOUNT IN EXCESS OF $100.

11.5: SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO SOME USERS.

12: General.

This Agreement and the relationship between you and Myopengrid shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and Myopengrid agree to submit to the personal and exclusive jurisdiction of the courts located within San Diego, California. The failure of Myopengrid to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision and rule that the other provisions of this Agreement remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.