Terms of Use

TERMS OF USE

THE BASICS

What’s in these terms?

These terms tell you the rules for using our Commody app & website commody.com (referenced herein as “Platform”).

Who are we and how to contact us?

Our Platform is operated by Commody, UAB (referenced herein as “us”, “our” or “we”). We are registered in the Republic of Lithuania under company number 306224588 and have our registered office at Jogailos str. 3-12, LT-01116 Vilnius. You can contact us via mobile phone, email address.

You agree that communications between you and us shall be electronic. You consent to receive communications from us in electronic form, including e-mail. You agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically (including emailing to you at the primary email address and / or through other electronic communication such as text message or mobile push notification) satisfy any legal requirement that such communications would satisfy if they were provided in writing. With respect to this agreement, you waive any rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent such waiver is not prohibited under applicable law.

What services do we provide?

Collectible car owners have an option to sell all or part of their owned vehicle by preserving the ownership and usage rights or giving it away. Among other perks the car owner is also entitled to the fixed success fee plus a percentage of any secondary car NFT sales on the Platform. NFT tokens are issued to represent the right to a share in an expensive car or other collectible. Buyers have the possibility to buy only part of the car or other collectibles without experiencing storage and maintenance costs through NFT token. Buyers have the option to acquire selected car NFT tokens during the initial sale or offer to buy the NFT tokens from other buyers who have already bought the desired NFTs in the secondary market. Ownership is exercised by the creation of a special foundation, which will be the holder of the property and the NFT holders will be the beneficiaries in that foundation.

Therefore, we provide an online collectible car trading Platform that enables the owners of the vehicles to generate income from their collection while maintaining the ownership and usage rights of their car’s and for the worldwide audience of automotive enthusiasts we grant a chance to co-own a part of the car (referenced herein as “Services”), which can be accessed via Platform, through which we operate.

USE OF THE WEBSITE

This agreement (referenced herein as the “Terms”) is entered between you (referenced herein as “user”, “you” or “your”) and us.

By using our Platform, you confirm that you accept these Terms of use and that you agree to comply with them. You agree to comply with all guidelines, notices, rules and policies pertaining to the use of the Services via the Platform.

If you do not agree to these Terms, you must not use our Platform.

There are other terms that may apply to you

These Terms of use refer to the following additional terms, which also apply to your use of our Platform:

Our Privacy Policy, which sets out the terms on which we process all personal data we collect from you, or that you provide to us. By using our Platform, you consent to such processing and you warrant that all data provided by you is accurate.

Our Cookie Policy, which sets out information about the cookies on our Platform.

Our Risks Statement, which sets out information about possible risks associated with our Services.

We may make changes to these Terms

We may amend, from time to time and without giving any reason or prior notice these Terms. Every time you wish to use our Platform, please check these Terms to ensure you understand the terms that apply at that time.

We may make changes to our Platform

We may, from time-to-time upgrade, modify or temporarily suspend the provision of the Services via the Platform or Platform itself to reflect changes to our products, our users’ needs and our business priorities. We shall not be liable if any such upgrade, modification, suspension, or discontinuation prevents you from using the Services or Platform or any part thereof.

We will inform you via the provided email in the reasonable time frame if upgrade, modification, suspension of the Services via Platform will be made.

You are also responsible for ensuring that all people who access our Platform through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.

YOUR RESPONSIBILITY

You must keep your account details safe

If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party. Users are expected to employ reasonable security measures, such as using strong passwords and not sharing account details, to protect their account integrity.

If you know or suspect that anyone other than you know your user identification code or password, you must promptly notify us via email:  …

We may at any time suspend / freeze or cancel the accounts of the users who are found to be in violation of one or more of the conditions in these Terms at any time. The final decision on this matter always belongs to us. Upon termination of your account on the Platform, we will notify you giving you at least fourteen (14) days written notice, specifying the date of termination.

Upon termination of these Terms we shall immediately hand over to you your assets in our possession, provided that the Platform shall be entitled to keep your assets as necessary to close your accounts which have already been opened and / or pay any pending obligations that you may have, including, without limitation, the payment of any amount which you owe to the Platform under these Terms. The remaining assets will be transferred to your indicated account unless the Platform is prohibited by law to proceed in this respect. In case the breach of these Terms will be made in violation of the law, the relevant authorities will be notified.

When and how you may use our Platform and its material

By using the Services on the Platform, you represent and warrant that:

you are a legal entity with full legal capacity and authority to enter into these Terms;

you are at least 18 years old or of legal age to form a binding contract under applicable law;

you are an individual or the representative of the legal entity has a right and a full authority to enter into these Terms on behalf of the legal entity;

you have not previously been suspended or removed from using the Services or Platform;

the use of the Services or Platform is void where prohibited by law;

your use of the Services or Platform will not violate any and all laws and regulations applicable to you regarding usage of the Services or Platform, including regulations on anti-money laundering and counter-terrorist financing;

you are not subject to any trade, financial or economic sanctions, embargos or other restrictive measures established, applied or imposed by the United Nations Security Council, the European Union, the United Kingdom (including Her Majesty’s Treasury), the United States (including the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury), other countries, international or governmental bodies (referenced herein as “Sanctioned Person“);

you are not a citizen or resident of, or are a legal entity that is registered, has presence in or is controlled or owned by citizens or residents of Cuba, Iran, North Korea, Syria, Crimea, Sevastopol or any other sanctioned country or region as we may designate according to consolidated sanctions list, which we follow (referenced herein as “Sanctioned Country”).

For the avoidance of doubt, you (including your beneficiaries) cannot use the Services and Platform, if you fail to meet any customer due diligence standards, requests or requirements of us and / or are deemed high risk by us according to criteria established at the sole our discretion. Users shall use the Platform only for lawful purposes and in a way that does not infringe the rights of, restrict, or inhibit anyone else’s use of the Platform.

We reserve the right to refuse registration or the commencement of relationship with you under these Terms without a reason. You acknowledge and agree that it is at our sole discretion whether to provide you with any or all of the Services. You also acknowledge that we are not responsible if you are not allowed to access third party websites, platforms, services, products (including, but not limited those, that may be accessible via the Platform) as such may be subject to additional different customer due diligence requirements.

The user is deemed to have made a correct statement based on the declaration of identity, address, and other contact information (i.e., mobile phone, e-mail). In case of a change in such information, you are responsible for notifying us of the new identity, address, and contact information within 15 days after the change of information. The user, in case of a change in the information and documents of the user and in case of a change in the user’s authorized representative or in the identity, address and other contact information of the authorized representative, the added information, document, identity, address, and contact information shall be submitted to us within 15 days after the change. You are responsible for notifying these changes to us.

We may at any time suspend / freeze or cancel the accounts of the users who are found to be in violation of one or more of the conditions in these Terms and its annexes at any time. The final decision on this matter always belongs to us.

We are the owner of all intellectual property rights on our site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.

You must not modify the paper or digital copies of any materials you have printed or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.

Our status (and that of any identified contributors) as the authors of content on our Platform must always be acknowledged.

You must not use any part of the content on our Platform for commercial purposes without obtaining a written confirmation from us.

If you print, copy or download any part of our Platform in breach of these Terms, your right to use our Platform will cease immediately and you must return or destroy any copies of the materials you have made.

Information that needs to be provided to us

To use the Platform, you may be asked to provide your name, surname, date of birth or legal entity name, representative name, basis of representation, email address, as well as to accept these Terms and other related documents that may be requested at our sole discretion. You agree to provide complete and accurate information before using the Platform and agree to promptly update any information you provide to us so that such information is complete and accurate at all times.

You agree to provide us with the information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud and other financial crimes and permit us to retain such information. We will collect, use and share this information in accordance with our Privacy Policy. You will need to complete certain verification procedures before you are permitted to use the Platform. For the identification we may request to provide information, such as, your name, surname, identification code and / or date of birth, registration address, citizenship, ID document or a legal entity name, form, code, registration and business address, extracts from register, beneficial owner name, surname, identification number and citizenship as well as representative name, surname, identification number, citizenship and power of attorney if required and other information collected at the time of registration and any such information that we may require from you from time to time under applicable law.

We may require you to submit additional information about your source of wealth / source of funds or representative and beneficial owner of legal entity, your business, or your transactions, provide records, and complete other Customer Due Diligence steps (referenced herein as “Enhanced Due Diligence”) so that we may, among others, establish the source of your wealth and funds for any transactions carried out in the course of your use of the Platform.

Where extended version of verification will be required, you will be asked to pay a deposit of EUR 1 to complete your verification and account creation process. This deposit will be returned to your account balance once it will be created. In usual cases verification via email will be performed.

You are responsible for any losses that occur regarding the submission of invalid / incorrect data. We shall have the right to send you a notice to demand corrections, remove relevant information directly and, as the case may be, terminate all or part of the Services to you. You shall be solely and fully responsible for any loss or expenses incurred during the use of the Platform if you cannot be reached through the contact information provided. You hereby acknowledge and agree that you have an obligation to keep all information provided up to date if there are any changes.

You authorize us to make inquiries, either directly or through third parties that are deemed necessary to verify your identity or to protect you and / or us against financial crimes such as fraud and to take action that we reasonably deem necessary based on the results of such enquiries. When we carry out these enquiries, you acknowledge and agree that your information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our enquiries in full.

Do not rely on information accessible on this Platform as a financial or investment advice

The content on our Platform is provided for general information only. It is not intended to amount to advice on which you should rely. You should not consider information provided on the Platform to be seen as an investment advice. You must obtain professional or specialist advice before taking, or refraining from, any action based on the content on our Platform.

Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied that the content on our Platform is accurate, complete or up to date.

We are not responsible for websites we link to

Where our Platform contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them.

Please note that content, products or services of third party may be accessible on the Platform in relation to the Services, the access and / or use of such content, products or services are subject to the term and conditions stipulated by such third-party websites / platform and that you shall separately read and agree to such terms and conditions before accessing such content, products or services.

We shall not be liable in any way for your access to and use of such third-party systems, services, content, materials, products or programs, or for purchases or subscriptions made in relation thereto.

We have no control over the contents of those sites or resources.

Activities that are restricted

In connection with your use of the Platform, you agree and undertake that you will not do the following:

a) violate or assist any party in violating any law, statute, ordinance, regulation or any rule of any self-regulatory or similar organization of which you are or are required to be a member through your use of the Platform;

b)  engage in any illegal activity, including without limitation illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data, the financing of terrorism, other violent activities or any prohibited market practices;

use specific IT software (e. g., web crawler) to access our Platform data or extract other sensitive data or disassemble any aspect of the Services accessible through the Platform to access any source code and algorithms;

perform any unauthorized vulnerability, penetration or similar testing or take any action that imposes an unreasonable or disproportionately large load on our infrastructure;

otherwise attempt to gain unauthorized access, computer systems, or networks connected to the Platform, through password mining or any other means;

engage in any other activity which, in our reasonable opinion, amounts to or may amount to market abuse including without limitation the carrying out of fictitious transactions or wash trades, front running or engaging in disorderly market conduct;

manipulate our brand or our users for the purpose of deceiving, damaging or providing material or moral benefits within or outside the Platform (web pages, blog content, social media posts, etc.) or making promises to our users for these purposes or directing them and making similar attempts;

create membership by using the identity and address information of third parties without their knowledge and consent;

open an account on social media using the names and images of us and names, logos, or other images as they are or created by changing them;

change the content of the commitments made by us through membership / reference / competition / campaign etc. and promising different gains.

This list is non-exhaustive and nothing contained above should be construed as granting, by implication, estoppel or otherwise, any license or right for the Platform to be used for illegal, unlawful, fraudulent, unethical or unauthorized purposes or to promote or facilitate such activities.

OUR RESPONSIBILITIES

Our responsibility for loss or damage suffered by you

Whether you are a consumer or a business user:

We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our gross negligence or the gross negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.

Different limitations and exclusions of liability will apply to liability arising as a result Services we provide to you.

If you are a business user:

We exclude all implied conditions, warranties, representations or other terms that may apply to our Platform or any content on it;

This limitation of liability does not include Platform’s willful tortious misconduct. However, we will not be liable to you for any loss or damage, occurred due to financial decisions or otherwise, even if foreseeable, arising under or in connection with:

use of, or inability to use, our Platform; or

use of or reliance on any content displayed on our Platform.

In particular, we will not be liable for:

loss of profits, sales, business, or revenue;

business interruption;

loss of anticipated savings;

any indirect or consequential loss or damage.

If you are a consumer user:

Please note that we only provide our Platform for domestic and private use. You agree not to use our Platform for any commercial or business purposes, other than for personal or capital income purposes to generate capital gain, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity and;

If defective digital content that we have supplied, damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.

Security of the Platform

We are not responsible for viruses and you must not introduce them.

We will put all the effort to ensure appropriate protection, however we do not guarantee that our Platform will be secure or free from bugs or viruses.

You are responsible for configuring your information technology, computer programs and platform to access our Platform. You should use your own virus protection software.

You must not misuse our Platform by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to our Platform, the server on which our Platform is stored, or any server, computer or database connected to our Platform. You must not attack our Platform via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence. We will report any such breach to the relevant law enforcement authorities, and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Platform will cease immediately.

LEGAL BITS AND PIECES

Which country’s laws apply to any disputes?

Please note that these Terms, their subject matter and their formation, are governed by the Lithuanian law. You and we both agree that the courts of the Republic of Lithuania will have exclusive jurisdiction.

Any disagreements or disputes between us, arising from the use of Platform and being regulated by these Terms will be brought before the competent courts of Republic of Lithuania, unless they are settled by negotiations between us. Nevertheless, we invite you to raise your issue first by contacting us via e-mail before bringing any legal action before the courts or, as the case may be, any other institutions. If your raised issue cannot be resolved through the negotiations it shall be brought before the courts of The Republic of Lithuania.