TERMS and CONDITIONS
1. INTRODUCTORY PROVISIONS
1.1. These Terms and Conditions govern the relationship between you ("user" or "you") and VRGENS Limited, ID 126948, incorporated: 09.07.2024, with registered office at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, 96960 Marshall Islands, represented by Ms. Shirley Van Kerkhove, Executive Officer ("Company" or "we"), in relation to the service - a web-based platform providing access to the Terminal, Hub and other AI-related functionalities.1.2. By using the Service, you confirm your agreement to these Terms and Conditions. If you do not agree to these Terms and Conditions, you may not use the Service.
1.3. The Service is not intended for children under the age of 13 and persons with limited legal capacity that precludes them from using the Service.
1.4. You acknowledge and agree that the Service may be offered on a beta or experimental basis. As such, it may contain bugs, may be incomplete, or be subject to further changes. We do not warrant that the beta features will function without interruption or error, and your use of any such beta features is at your sole risk.
2. DEFINITIONS
For the purposes of these Terms and Conditions, the following definitions apply:2.1. Service - A web-based platform providing access to AI-related functionalities, including the Terminal and Hub.
2.2. Terminal - A web service that allows users to interact with an AI Agent created by the Company designed to deliver comprehensive responses on cryptocurrency-related topics.
2.3. Hub - A web service that allows users to create, customize, and manage their own AI Agents.
2.4. AI Agent - A Virtual digital entity, designed to interact in a specific manner, aggregate information, and provide content from both internal and external sources. AI Agents are accessible through graphical chat interfaces or APIs.
2.5. Victoria VR Token - A cryptocurrency token (ERC-20) deployed on the Ethereum blockchain under the name Victoria VR, with the smart contract address 0x7d5121505149065b562C789A0145eD750e6E8cdD.
2.6. Victoria VR Land - A non-fungible token (NFT) (ERC-721) deployed on the Ethereum blockchain under the name VR Land, with the smart contract address 0x080E92b26a1D93546D2F5A8EF05A8B823306c146.
2.7. Wallet - A Web3 cryptocurrency non-custodial wallet identified by its public address on the blockchain.
2.8. User - A user who has proven ownership of a Wallet by logging into a third-party Web3 wallet provider and confirming their Wallet's public address.
2.9. Account - A user-associated account that displays the amount of Virtual Victoria VR tokens and belongs to the User.
2.10. Account Top-up - The process by which a User transfers Victoria VR tokens from their personal blockchain Wallet to the Company's designated wallet, thereby converting such tokens into an equivalent amount of Virtual Victoria VR tokens. Upon successful blockchain confirmation, the corresponding virtual tokens shall be credited to the User's Account for internal use only. Any applicable blockchain network fees ("gas fees") shall be borne solely by the User. Any delays or failures in blockchain processing shall be subject to verification by the Company, and the User acknowledges that such delays do not constitute grounds for refund or compensation unless expressly required by law.
Only Victoria VR tokens (VR) are accepted for Account Top-ups. Any other tokens, cryptocurrencies, or digital assets sent to the Company Wallet will not be credited, converted, or refunded. It is the User's sole responsibility to ensure that only VR tokens are transferred to the correct Company Wallet address.
2.11. Virtual VR Token - Digital representation reflecting the Victoria VR tokens that a User has sent to the Company's wallet. The balance displayed in the User's Account serves solely as an internal record.
2.12. Account Withdraw - The process by which a User converts the Virtual Victoria VR tokens held in their Account back into actual Victoria VR tokens. Upon the initiation of a withdrawal request, the specified Virtual Victoria VR token balance shall be debited from the User's Account, and, following any necessary internal processing and verification, Victoria VR tokens shall be transferred from the Company's designated wallet to the User's Wallet. The Company reserves the right to impose a processing period and additional verification checks prior to completing the withdrawal transaction.
2.13. Deployment Fee - A one-time payment covering the activation of selected AI Agent tools.
2.14. Subscription Fee - A recurring charge billing cycle based on the deployed AI Agent tools.
2.15. Company Wallet - A blockchain wallet owned and operated by the Company, designated as the sole address for processing all Account Top-ups. Only transactions made from the User's Wallet to the Company Wallet shall be recognized for the conversion of Victoria VR tokens into Virtual Victoria VR tokens. The official Company Wallet address is: 0xac1B363EfeD652e8D61cE9B43BC7d66105577905
3. ACCESS TO THE SERVICE
3.1. To access the Service, you must connect a supported Wallet. By connecting your Wallet, you confirm that you are the lawful owner of the Wallet and that you will not connect a Wallet that does not belong to you.3.2. To use the Service, you must own a specified amount of Victoria VR Tokens or at least one Victoria VR Land, stored in the Wallet.
3.3. Logging in typically requires signing a non-transactional "challenge" message to prove you control the Wallet.
3.4. You are solely responsible for maintaining the confidentiality and security of your Wallet's private keys, seed phrases, and any other credentials. We do not have access to your private keys and cannot recover them if lost. Any unauthorized access to your Wallet or the Service is solely at your own risk.
3.5. It is your responsibility to ensure the security of your Wallet against unauthorized access by third parties. Promptly notify us via e-mail in the event of:
3.5.1. Any unauthorized usage of your Wallet or any breach of security.
3.5.2. Any detection or suspicion of hacking tools being employed or potentially used in connection with Wallet or Service.
3.6. We shall not be liable to you for any loss or damage incurred due to unauthorized use of your Wallet or unauthorized access, usage, alteration, modification, and/or disclosure of your personal information, to the extent resulting from your culpable omissions or negligent behavior.3.5.2. Any detection or suspicion of hacking tools being employed or potentially used in connection with Wallet or Service.
4. FEES
4.1. The Terminal is free to use for users who meet the access requirements (holding Victoria VR tokens and/or Victoria VR land).4.2. The Hub is free to use for users who meet the access requirements (holding Victoria VR tokens and/or Victoria VR land). However, the creation, customization, and operation of AI Agents incur Deployment and Subscriptions Fees.
4.3. The Deployment and Subscription Fees are established according to a publicly available pricing document at vrai168.com/pricing
4.4. If there are any changes to the pricing document, you will be notified at least 14 days in advance. Updated Subscription Fees will take effect in the next billing cycle, while Deployment Fees remain unchanged for already deployed AI Agents. Any modifications or new AI Agent deployments will follow the latest pricing. Your continued use of or access to the Service after such notice constitutes your acceptance of the modified fees.
4.5. The User is responsible for any blockchain network fees ("gas") fees.
4.6. All sales are final. We do not offer refunds for any paid Deployment Fee, Subscription Fee and Top-up unless a refund is expressly required by applicable law. By using the Platform, you acknowledge and agree to the refund terms set out in Section 10 of these Terms and Conditions. Any exceptions to this policy may be granted solely at our discretion and shall not be construed as a waiver of this no-refund policy.
AI Agent Access and Billing Cycle
4.7. Each AI Agent operates on its own independent 30-day billing cycle, starting from its deployment date. At the start of each new billing cycle, the Subscription Fee is automatically deducted from your Account in Virtual Victoria VR tokens. If your Account does not have sufficient Virtual Victoria VR tokens on the first day of a new billing cycle for Subscription Fee deduction, the Agent will be paused (i.e., become inactive). In such cases, you may modify the AI Agent to lower the Subscription Fee or perform an Account Top-up, and then restart the Agent by changing its state to "Active."
4.8. Once Subscription Fee is deducted, a new billing cycle will commence.
AI Agent Creation & Deployment
4.9. You may create multiple AI Agents, each with its own independent 30-day billing cycle commencing from the date of deployment. After configuring an AI Agent, you will be presented with a confirmation form displaying the Deployment Fee and Subscription Fee, both in Virtual Victoria VR tokens. Provided your Account holds sufficient Virtual Victoria tokens, the Deployment Fee (a one-time payment) and the Subscription Fee (recurring every 30 days) will be deducted at confirmation.
Agent Deletion
4.10. You may delete an AI Agent at any time, which results in its permanent removal from the Hub and any external services. No refund will be provided for any remaining balance of the Subscription Fee for the current billing cycle upon deletion.
Agent Modification
4.11. You may modify an active AI Agent at any time. If new tools or features are activated during modification, you must pay both the applicable Deployment Fee and the Subscription Fee for the newly added functionalities. The billing cycle remains unchanged (i.e., the 30-day period continues from the original deployment date). If you deactivate certain tools, the Deployment Fee for those tools is not refunded; however, the Subscription Fee for the next billing cycle will be reduced accordingly.
5. LICENSE TO USE THE SERVICE
5.1. When you use any part of the Service, we grant you a licence to use the Service ("Licence").5.2. The Licence is characterized as follows:
a) 'non-exclusive', implying that we can grant same or similar licences to others and we ourselves may exercise rights granted by the licence;
b) 'revocable', indicating that we may terminate your licence under specific conditions detailed later;
c) 'personal', which restricts the use of the Service to non-commercial purposes (if you do not choose a plan that explicitly permits a use for commercial purposes);
d) 'non-transferable', ensuring that the licence is solely for your benefit and cannot be transferred or sub-licensed to others;
e) 'limited', meaning the Service can only be used as outlined in these Terms and conditions;
f) 'non-perpetual', signifying that it will cease under certain conditions mentioned in these Terms and conditions; and
g) dependent on your adherence to these Terms and conditions.
5.3. The Service, including its code, graphics, user interface, and other intellectual property, contains proprietary information and materials safeguarded by intellectual property laws. You acknowledge our ownership or licensing of this proprietary information and materials and agree not to use or exploit them without our permission.b) 'revocable', indicating that we may terminate your licence under specific conditions detailed later;
c) 'personal', which restricts the use of the Service to non-commercial purposes (if you do not choose a plan that explicitly permits a use for commercial purposes);
d) 'non-transferable', ensuring that the licence is solely for your benefit and cannot be transferred or sub-licensed to others;
e) 'limited', meaning the Service can only be used as outlined in these Terms and conditions;
f) 'non-perpetual', signifying that it will cease under certain conditions mentioned in these Terms and conditions; and
g) dependent on your adherence to these Terms and conditions.
6. PROHIBITED ACTIVITIES AND OTHER RULES
6.1. The following actions are prohibited while using the Service:6.1.1. to provide or generate content that is offensive, damaging, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, or discriminatory;
6.1.2. any illegal activity;
6.1.3. transmitting any content that contains a virus, corrupted data, malware, Trojan horse, bot, keystroke logger, worm, time bomb, cancelbot, spiders, spyware, extraction tools, mining programs, or other computer programming routines intended to damage, detrimentally interfere with, secretly intercept or mine, scrape, or expropriate any system, data, or personal information;
6.1.4. creating, using, making available, or distributing any unauthorized software or tools, including hacks, cheats, exploits, scripts, bots, trainers, automation programs, or other software that interacts with the Service in any way and for any purpose, including intercepts, emulates, or redirects any communication between such software and us;
6.1.5. creating, using, making available, or distributing any software designed to modify the Service;
6.1.6. accessing or attempting to access areas of the Service or servers that have not been made available to the public;
6.1.7. bypass or remove any measure preventing misuse of the Service;
6.1.8. represent that Output was human-generated when it was not;
6.1.9. use Output to develop models that compete with our Service,
6.1.10. to generate Output intended to mislead others as to the origin, authenticity, or authorship of information, or to impersonate any individual, organization, or entity without prior authorization,
6.1.11. misuse the Service in any way contrary to the applicable law, including good morals rules.
6.1.12. depicts minors in any sexual or erotic context;
6.1.13. is excessively graphic, obscene, or pornographic, including but not limited to explicit sexual acts;
6.1.14. violates applicable laws regarding the display or distribution of adult content
6.1.15. encourages non-consensual or illegal activities, including sexual violence.
We reserve the right to determine, in our sole discretion, whether any content violates these standards and to remove or disable such content, and/or suspend or terminate your access if you breach this rule.
6.2. We retain the prerogative to furnish or unilaterally implement patches, updates, and other modifications to the Service. Such actions may be undertaken to rectify bugs, glitches, or other issues, prevent misuse of the Service or violation of these Terms and conditions. The Service may be temporarily unavailable while these processes are being installed.6.1.2. any illegal activity;
6.1.3. transmitting any content that contains a virus, corrupted data, malware, Trojan horse, bot, keystroke logger, worm, time bomb, cancelbot, spiders, spyware, extraction tools, mining programs, or other computer programming routines intended to damage, detrimentally interfere with, secretly intercept or mine, scrape, or expropriate any system, data, or personal information;
6.1.4. creating, using, making available, or distributing any unauthorized software or tools, including hacks, cheats, exploits, scripts, bots, trainers, automation programs, or other software that interacts with the Service in any way and for any purpose, including intercepts, emulates, or redirects any communication between such software and us;
6.1.5. creating, using, making available, or distributing any software designed to modify the Service;
6.1.6. accessing or attempting to access areas of the Service or servers that have not been made available to the public;
6.1.7. bypass or remove any measure preventing misuse of the Service;
6.1.8. represent that Output was human-generated when it was not;
6.1.9. use Output to develop models that compete with our Service,
6.1.10. to generate Output intended to mislead others as to the origin, authenticity, or authorship of information, or to impersonate any individual, organization, or entity without prior authorization,
6.1.11. misuse the Service in any way contrary to the applicable law, including good morals rules.
6.1.12. depicts minors in any sexual or erotic context;
6.1.13. is excessively graphic, obscene, or pornographic, including but not limited to explicit sexual acts;
6.1.14. violates applicable laws regarding the display or distribution of adult content
6.1.15. encourages non-consensual or illegal activities, including sexual violence.
We reserve the right to determine, in our sole discretion, whether any content violates these standards and to remove or disable such content, and/or suspend or terminate your access if you breach this rule.
6.3. We reserve the right to suspend or terminate accounts that engage in prohibited activities according to Terms and conditions.
7. INPUTS AND OUTPUTS
7.1. You may provide input to the Service ("Input") and receive output from the Service based on the Input ("Output").7.2. While efforts are made to ensure its utility, all Outputs may be incomplete, inaccurate, or unsuitable for certain purposes. The User assumes all risks associated with reliance on AI-generated content.
7.3. Due to the nature of the Service, Output may not be unique and other users may receive similar output. We do not guarantee that the Outputs will be free from any third-party claims (including copyright or trademark claims).
7.4. You grant us a royalty-free, worldwide, non-exclusive, perpetual, irrevocable, and freely sublicensable license to utilize, reproduce, adapt, derive works from, exploit, distribute, transmit, perform, translate, host, render accessible, and communicate the Outputs from Service and any associated platforms, including third-party platforms, pertinent to our Service, for the purposes of operation, distribution, integration, and promotion of our AI agent, other services or services of our partners throughout the entirety of the duration of intellectual property rights.
7.5. Concerning any Inputs or Outputs, you agree to adhere to and abide by the following stipulations:
7.5.1. You must refrain from uploading any Input that is owned by someone else unless you possess explicit authorization from the respective rights holder to do so.
7.5.2. You must refrain from uploading any Inputs that infringe intellectual property rights, privacy, or any other rights of any individual or entity, or that contravenes applicable laws or these Terms and conditions.
7.5.3. You bear sole responsibility for the Outputs; we do not engage in pre-screening of all Outputs and do not endorse, sanction, or pre-screen the Outputs.
7.5.4. Inputs and Outputs must conform to all relevant regulations and must not contain material that might be deemed offensive, defamatory, unlawful, or which could result in reputational harm to us.
7.5.5. If you create any Output, you assume responsibility and liability for it; we bear no liability or responsibility for the Outputs.
7.6. In the event we determine that your Inputs or Outputs violate any of the rules set up in this article, we reserve the right to remove, block, amend, relocate, or disable such Input or Output.7.5.2. You must refrain from uploading any Inputs that infringe intellectual property rights, privacy, or any other rights of any individual or entity, or that contravenes applicable laws or these Terms and conditions.
7.5.3. You bear sole responsibility for the Outputs; we do not engage in pre-screening of all Outputs and do not endorse, sanction, or pre-screen the Outputs.
7.5.4. Inputs and Outputs must conform to all relevant regulations and must not contain material that might be deemed offensive, defamatory, unlawful, or which could result in reputational harm to us.
7.5.5. If you create any Output, you assume responsibility and liability for it; we bear no liability or responsibility for the Outputs.
7.7. If you breach any of the rules set up in this article, we reserve the right to suspend or permanently cease the availability of the Output and to take any other measures we deem appropriate.
7.8. You acknowledge that any AI "character" generated through the Hub is a fictional and automated persona. It does not possess genuine consciousness, emotions, or personal opinions. Any interactions with such AI characters are for entertainment or creative purposes only. We do not guarantee the accuracy, reliability, or appropriateness of any responses or behaviours exhibited by these AI characters.
7.9. Any content containing nudity must be flagged accordingly if you share it publicly or with other users. Users are responsible for ensuring that such content does not violate local laws or the rights of any third party.
7.10. We reserve the right to impose additional restrictions on the depiction of nudity, including requiring age verification for users who wish to create or view such content, where applicable by law.
8. WARRANTIES, DAMAGES, LIMITATION OF LIABILITY, INDEMNITY AND OTHER PROVISIONS
8.1. We hereby grant you all the rights delineated in these Terms and conditions concerning the Service, provided "as is" and "as available" and without warranty of any kind. You assume any and all risk of use and any and all risk associated with the Service. This implies that, within the constraints of the law, we do not provide any guarantee regarding the Service, especially but not exclusively such as guarantee regarding flawless functionality of the Service, devoid of bugs, glitches, or other issues. Additionally, to the extent permissible by applicable law, we disclaim any responsibility or liability for any bugs, glitches, or other issues encountered in the Service or for any content generated by an AI agent you create.8.2. We hereby disclaim all warranties, whether express or implied, including without limitation the warranties of merchantability, fitness for particular purpose and non-infringement. There is no warranty against interference with your enjoyment of the Service. We do not warrant that the operation of the Service or your access to the Service, or that your use of the Service will be uninterrupted or error-free, or that the Service will be compatible with your hardware and software.
8.3. In no event shall we, our subsidiaries or affiliates, our partners, licensors or suppliers be liable to you or to any third party for any special, indirect, incidental, consequential, punitive or exemplary damages (including without limitation, lost profits or lost or corrupted data), arising out of or in connection with the Service, content, the Terms and conditions, or any other services or materials provided in connection therewith, whether based on warranty, contract, or any other legal theory, and whether or not we are advised of the possibility of such damages, and even if any stated remedy fails of its essential purpose.
8.4. You shall defend, indemnify and hold harmless us and our subsidiaries or affiliates, licensors and suppliers, and their respective employees, contractors, officers, and directors, from any and all claims, loss, damages and demands, including reasonable attorneys' fees, arising out of your breach of any rules as stated in these Terms and conditions.
8.5. Although the Service may be accessible worldwide, we do not warrant that the Service may be lawfully used in your location, or that the content is not prohibited by applicable local laws. Users who choose to access the Service do so at their own risk and are responsible for compliance with any applicable local laws.
8.6. You understand and agree that any AI agent you create is purely algorithmic in nature and may generate content that is inaccurate, biased, or otherwise inappropriate, depending on the inputs provided and the inherent limitations of the model. You are solely responsible for all consequences arising from the use or dissemination of any content generated by your AI agent.
8.7. All content generated by the Service is for informational or entertainment purposes only. It is not intended to provide legal, financial, medical, or any other kind of professional advice. You should not rely on AI-generated output as a substitute for professional guidance. We disclaim any liability arising from your reliance on any AI-generated content.
8.8. The Service may integrate or interact with third-party services, platforms, or APIs. We do not endorse or assume any responsibility for the content, privacy policies, or practices of any third-party websites or services. Any use of such third-party services is solely at your own risk, and you must comply with any applicable terms and conditions of those third parties.
9. TERMINATION
9.1. If you materially breach these Terms and conditions, we have the right to terminate the Terms and conditions without any notice period. If it comes to this, you will lose all the rights granted by the Terms and conditions, namely the right to use the Service, whereas we shall have no further obligations to you stemming from these Terms and conditions.9.2. If we suspend your access or delete your account due to your breach of these Terms and conditions, you will not be entitled to any refunds or compensation, unless otherwise required by mandatory applicable law.
9.3. Your access to use Service may be restricted, suspended, or disabled, and you may lose access to part or all of the services offered by us (including your account, and any of your information, data, or content associated with such services), if:
i. we determine, in our discretion, that you have clearly, seriously, or repeatedly breached these Terms and conditions or any other our conditions that are applicable to you
ii. we may also disable or delete your account if after registration your account is not confirmed, your account is unused and remains inactive for an extended period of time, or if we detect someone may have used it without your permission and we are unable to confirm your ownership of the account, or where we are required to do so under applicable law.
To the maximum extent permitted by applicable law, we assume no liability for such loss of access and use and will have no obligations related to such loss.ii. we may also disable or delete your account if after registration your account is not confirmed, your account is unused and remains inactive for an extended period of time, or if we detect someone may have used it without your permission and we are unable to confirm your ownership of the account, or where we are required to do so under applicable law.
10. RIGHT OF WITHDRAWAL FOR CONSUMERS
10.1. By using the AI Hub and creating an AI Agent, you acknowledge and expressly agree that both the Deployment Fee and the Subscription Fee are non-refundable, regardless of usage, deletion, or termination of the AI Agent. Once the Deployment process is initiated, and/or the Subscription begins, no refund requests will be accepted.10.2. If you qualify as a consumer under applicable law, you expressly agree to waive your statutory right of withdrawal in relation to digital content and services that are delivered or performed immediately or after deployment. This includes both the Deployment Fee and the Subscription Fee, which are tied to services that begin execution upon confirmation of your order.
10.3. If, despite this waiver, a mandatory legal right of withdrawal applies to your use of the Platform, it must be exercised within 14 days of acceptance of your order by informing us of your decision in a clear statement (e.g., via email or letter).
10.4. If a refund is granted due to a mandatory legal obligation, any payment received from you will be refunded using the same payment method you used for the transaction, unless explicitly agreed otherwise.
10.5. You acknowledge and agree that no refunds are provided for any Account Top-up, as defined in Section 2.10. Once a top-up transaction is confirmed on the blockchain and Virtual VR tokens are credited to your Account, the top-up is considered final and non-refundable.
11. AMENDMENTS
11.1. Occasionally, it may be necessary to modify these Terms and conditions.11.2. We will notify you about specific amendments and your right to reject them in advance via the Service or other means. Should you disagree with the modifications, you have the option to terminate our contract and discontinue using the Service. Your continued usage of the Service after these changes are implemented will be deemed as your acceptance of such changes.
11.3. You are not entitled to receive any new releases of the Service, or any expansion packs, updates, upgrades or similar products under the Terms and conditions, but we may, in our sole discretion, offer any or all of the foregoing to you. We may provide new releases or otherwise enhance the Service at any time, in our sole discretion, without obligation to you. Any such new release or other enhancement of the Service may change the Service's terms, conditions, features, items, mechanics, or any other element of the Service.
12. TECHNICAL REQUIREMENTS
12.1. The Service is provided online, and you are responsible for obtaining and maintaining an internet connection or any other equipment necessary to access and use the Service. Any associated costs (e.g., data charges) are borne by you.13. FINAL PROVISIONS
13.1. You are prohibited from transferring or assigning these Terms and conditions or any rights conferred by it to a third party.13.2. To the extent permitted by applicable law, the provisions of the Terms and conditions shall be construed to their fullest extent as expressed herein. Should any provision of the Terms and conditions be deemed void, inapplicable, or unenforceable, such determination shall not affect the validity or enforceability of the remaining provisions.
13.3. These terms of use and the legal relations between you and Company are governed by Czech law.
13.4. In case of any disputes relating to the interpretation, performance or validity of these Terms and conditions, an amicable solution will be sought before any legal action. In the event that an amicable solution is not reached, the courts of the Czech Republic.
13.5. If you are consumer you have the right to out-of-court settlement of a consumer dispute arising from a consumer contract. In such a case, you may contact the Czech Trade Inspection Authority (Central Inspectorate - ADR Department, Štěpánská 15, 120 00 Prague 2, email: [email protected], website: adr.coi.cz). Online out-of-court dispute resolution can be initiated through the ODR platform, available on the website ec.europa.eu/consumers/odr/.
13.6. The provisions of these Terms and conditions are not intended to exclude or limit the rights available to consumers under the relevant provisions of applicable law.
13.7. If any part of these Terms and conditions is held to be unenforceable, then it will not affect the enforceability of any other part of these Terms and conditions. Also, we and you agree to interpret the rest of these Terms and conditions in such a way as to reflect your and our intentions in these Terms and conditions as far as possible.
13.8. If you have any questions, complaints, or comments regarding these Terms and conditions or Service, please contact us at: [email protected]