Exhaustive Terms of Service

1. Comprehensive Definitions and Interpretations

For the purposes of these Terms & Conditions, the following capitalized terms shall have the meanings ascribed to them in this Section 1. These definitions are binding and govern the interpretation of all subsequent clauses.

• **1.1. "Marketplace," "We," "Us," or "Our"**: Refers, collectively and individually, to [Legal Entity Name, e.g., Nebula Digital Exchange LLC], the operator, administrator, and proprietor of this digital platform, its affiliated entities, agents, officers, directors, employees, and all related services, whether currently existing or developed in the future.
• **1.2. "User," "You," or "Your"**: Refers to any individual, legal entity, or authorized agent thereof, who accesses, browses, registers for an account, transacts, submits Content, or otherwise utilizes any function or service of the Marketplace.
• **1.3. "Digital Good(s)" or "Product(s)"**: Refers exclusively to non-physical, intangible assets, which may include, but are not limited to, software licenses, digital content, data structures, electronic files, access tokens, in-application entitlements, and any digital item sold or exchanged via the Marketplace. The definition explicitly excludes all physical property or services.
• **1.4. "Content"**: Refers broadly to all materials displayed, performed, or available on the Marketplace, including text, graphics, designs, logos, images, code snippets, User Submissions (as defined below), and the layout and compilation thereof.
• **1.5. "User Submission"**: Refers to any content, data, or material uploaded, posted, submitted, or otherwise transmitted by a User to the Marketplace, including product listings, reviews, comments, and communications.
• **1.6. "Prohibited Item"**: Defined in extensive detail in Section 6, this term explicitly includes any Digital Good, service, or request intended for cheating, hacking, exploitation, unauthorized modification, or any illegal activity, or which violates the terms of service of any Third-Party Platform.
• **1.7. "Third-Party Platform"**: Refers to any external digital environment, application, game, network, or service not owned or operated by the Marketplace (e.g., specific game servers, social networks, operating systems) where a Digital Good is intended to be used.
• **1.8. "Payment Event"**: Means any attempt by the User to transfer funds, cryptocurrency, or other value to the Marketplace or its vendors in exchange for a Digital Good, which, pursuant to Section 8, constitutes an irrevocable Donation.
• **1.9. "Donation"**: As defined in Section 8, this refers to all funds transferred to the Marketplace during a Payment Event, explicitly categorized as a non-refundable, voluntary contribution to support platform operations, regardless of the User's expectation of receiving a Digital Good.
• **1.10. "Effective Date"**: The date listed at the top of these Terms, from which point these Terms are legally binding.

1.11. Rules of Interpretation

**1.11.1. Headings**: The headings and Plain-Language Summaries used in these Terms are for convenience only and shall not affect the interpretation or construction of the clauses herein.

**1.11.2. Singular and Plural**: Where the context permits, words in the singular shall include the plural, and words in the plural shall include the singular.

**1.11.3. Including**: The word "including" or "includes" means "including without limitation."

**1.11.4. Conflicts**: In the event of any conflict between the English language version of these Terms and any translation thereof, the English language version shall prevail.

2. Assent and Acceptance of Terms

**2.1. Express Consent**: By accessing, browsing, registering, or utilizing any functionality of the Marketplace, you hereby execute a legally binding contract and acknowledge that you have read, understood, and irrevocably agree to be bound by these Terms & Conditions ("Terms"), including all future amendments, the Privacy Policy, the Acceptable Use Policy (Section 20), and all other policies and guidelines incorporated herein by reference.

3. Eligibility and Capacity to Contract

**3.1. Age Requirement**: You represent and warrant to the Marketplace that you are at least eighteen (18) years of age, or the age of legal majority in your jurisdiction, whichever is greater, and are fully competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.

4. Account Registration, Security, and Responsibility

**4.1. Registration Accuracy**: You agree to provide and maintain accurate, current, and complete information, including name, email address, and billing details, during account registration and throughout the tenure of your account. Failure to maintain accurate information constitutes a material breach of these Terms, which may result in the immediate termination of your account.

4.2. Security Obligations and Best Practices

5. Scope of Products and Services: Digital Goods Limitation

**5.1. Intangible Nature**: The Marketplace's core service is the facilitation of transactions exclusively involving **Digital Goods**. The Marketplace shall not be liable for, nor offer, any services relating to physical goods, shipping, installation, or on-site support.

5.2. As-Is Condition and Disclaimer of Warranty

5.3. Third-Party Compliance and Responsibility

The User explicitly acknowledges that Digital Goods often rely on or interact with Third-Party Platforms. The Marketplace makes no representation or warranty regarding the compatibility of any Digital Good with any Third-Party Platform. The User is solely and unconditionally responsible for the following due diligence obligations:

• **5.3.1. EULA Compliance**: Ensuring that the use of the Digital Good does not violate the End-User License Agreements (EULAs), Terms of Service, or Acceptable Use Policies of any Third-Party Platform.
• **5.3.2. System Compatibility**: Ensuring the User’s hardware, software, and network infrastructure are technically capable of receiving, storing, and utilizing the purchased Digital Good.
• **5.3.3. Consequences of Breach**: Accepting that any violation of a Third-Party Platform's terms due to the use of a Digital Good may result in punitive action, including the permanent closure of the User's third-party account, for which the Marketplace shall bear absolutely no liability or responsibility.

5.4. Membership Tiers and Service Levels (Illustrative Example)

6. Absolute and Explicit Prohibition: Prohibited Items and Severe Enforcement Policy

The prohibitions set forth in this Section 6 are the foundation of these Terms. Any violation constitutes a material breach that justifies the maximum penalties available under contract and law.

6.2. Exhaustive Definition of Prohibited Items

6.3. Enforcement, Remedies, and Legal Referral

7. Purchase Terms, Payment Authorization, and Legal Confirmation

**7.1. Offer and Acceptance**: All listings on the Marketplace constitute an invitation to treat. A purchase is initiated by the User making an offer to purchase, and the contract for the Digital Good is formed only upon the Marketplace's confirmation of acceptance, which is contingent upon successful payment processing and the User's explicit compliance with Section 7.3.

7.2. Payment Authorization Warranties

7.3. Mandatory Legal Confirmation Requirement

The completion of any Payment Event is strictly conditioned upon the User providing the following mandatory, irrevocable, and explicit legal confirmation:

8. Irrevocable Payments, Donation Status, and Assumption of Risk

**8.1. ALL PAYMENTS ARE IRREVOCABLE DONATIONS; PURCHASE AT YOUR OWN RISK.**

**8.2. Finality of Sale**: Due to the immediate, intangible, and easily duplicable nature of Digital Goods, which are incapable of verifiable "return," all Payment Events completed on the Marketplace are non-reversible, non-refundable, and final.

8.3. Legal Status of Funds as Donation

8.4. Assumption of Full Risk

The User explicitly assumes the entire risk of purchasing and using the Digital Goods. This assumption of risk includes, but is not limited to: (i) the risk that the Digital Good may be rendered non-functional by updates to a Third-Party Platform; (ii) the risk that the Digital Good may be incompatible with the User's system; and (iii) the risk that the Marketplace may cease operations or that the Digital Good may lose all value.

9. Delivery Protocols, Access Methods, and Force Majeure

**9.1. Delivery Method**: Digital Goods are delivered via electronic means, typically through a one-time secure download link, direct file transfer, or automated account entitlement update.

9.2. Delivery Failures and Liability Limitations

10. Intellectual Property Rights, License Grant, and Restrictions

**10.1. Ownership**: The Marketplace retains all right, title, and interest in and to the Marketplace platform, its underlying technology, all non-User-Submitted Content, trademarks, and copyrightable material. Nothing in these Terms grants you a transfer of ownership of any intellectual property.

10.2. Limited, Revocable License Grant

Upon completion of a valid Payment Event (Donation), the Marketplace (or its licensor) grants you a personal, non-exclusive, non-sublicensable, non-transferable, limited, and **revocable** license to:

• **10.2.1. Internal Use**: Download and use the specific Digital Good solely for your personal, non-commercial, or internal business use, consistent with the Digital Good’s intended function.
• **10.2.2. Single User**: Use the Digital Good on a single computing device at any given time, unless a multi-user license is explicitly purchased.
• **10.2.3. Duration**: Use the Digital Good for the duration specified in the product listing, or perpetually, provided the license is not terminated under Section 16.

10.3. Explicit License Restrictions (Prohibited Acts)

You are expressly prohibited from, and warrant that you will not, directly or indirectly:

• **10.3.1. Redistribution**: Sell, rent, lease, sublicense, loan, distribute, or otherwise transfer the Digital Good, or any portion thereof, to any third party.
• **10.3.2. Reverse Engineering**: Modify, adapt, translate, reverse engineer, decompile, disassemble, or attempt to derive the source code or structure of any Digital Good, except as strictly permitted by mandatory applicable law.
• **10.3.3. Derivative Works**: Create any derivative works based upon the Digital Good or the Marketplace Content.
• **10.3.4. Commercial Exploitation**: Use the Digital Good in any manner that creates a competing product or commercial service.
• **10.3.5. Circumvention**: Remove, alter, or obscure any copyright, trademark, or other proprietary rights notices contained in or on the Digital Good.

11. Comprehensive User Warranties and Material Representations

You covenant, represent, and warrant to the Marketplace that, throughout the term of these Terms:

12. User Submission, Content License, and Moderation Authority

**12.1. Content Grant**: By submitting or posting any User Submission, you hereby grant the Marketplace a worldwide, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free, transferable, and sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform, and publicly display such User Submission in any and all media or distribution methods (now known or later developed).

12.2. Moderation and Removal Rights

13. Digital Millennium Copyright Act (DMCA) and Intellectual Property Takedown Procedure

The Marketplace operates in accordance with the U.S. Digital Millennium Copyright Act (DMCA) and similar laws. Our policy is to respond to clear notices of alleged copyright infringement.

13.1. Formal Takedown Notice Procedure

If you are a copyright owner or an agent thereof and believe that any Content on the Marketplace infringes upon your copyrights, you must submit a written notification ("Takedown Notice") to our Designated Copyright Agent (see Section 19) that substantially includes the following elements as required by 17 U.S.C. § 512(c)(3):

• **13.1.1. Physical/Electronic Signature**: A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• **13.1.2. Identification**: Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works.
• **13.1.3. Location**: Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the Marketplace to locate the material (e.g., specific URLs).
• **13.1.4. Contact Information**: Information reasonably sufficient to permit the Marketplace to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address.
• **13.1.5. Good Faith Statement**: A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
• **13.1.6. Accuracy Statement**: A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

13.2. Counter-Notice Procedure

If your User Submission has been removed or disabled and you believe that the material was removed or disabled as a result of mistake or misidentification, you may submit a Counter-Notice to our Designated Copyright Agent (see Section 19) containing the following:

• **13.2.1. Physical/Electronic Signature**: Your physical or electronic signature.
• **13.2.2. Identification of Material**: Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
• **13.2.3. Perjury Statement**: A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
• **13.2.4. Consent to Jurisdiction**: Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you are outside the U.S., for any judicial district in which the Marketplace may be found), and that you will accept service of process from the person who provided the original Takedown Notice or an agent of such person.

The Marketplace may forward the Counter-Notice to the original complaining party. If the complaining party does not file a court action seeking a court order to restrain the User from engaging in infringing activity within 10 to 14 business days, the Marketplace may, in its sole discretion, reinstate the removed content.

14. Privacy, Data Security, and International Data Transfer Compliance

**14.1. Incorporation of Privacy Policy**: All collection, use, maintenance, protection, and disclosure of data, including personal information, are governed by the Marketplace’s separate **Privacy Policy**, which is incorporated into these Terms by this reference. By accepting these Terms, you also accept the Privacy Policy.

14.2. Data Handling Warranties and Consent

15. Exhaustive Limitation of Liability and Comprehensive Indemnification

15.1. Limitation of Liability Clause (Exhaustive)

TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, IN NO EVENT SHALL THE MARKETPLACE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, USE, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH:

• **15.1.1.** The use or inability to use the Marketplace or any Digital Goods;
• **15.1.2.** Any conduct or content of any third party on the Marketplace;
• **15.1.3.** Unauthorized access, use, or alteration of your transmissions or content;
• **15.1.4.** Any content or services obtained from the Marketplace; or
• **15.1.5.** The suspension or termination of your account.

15.2. Cap on Financial Liability

In no event shall the aggregate liability of the Marketplace for any claim arising out of or relating to these Terms or your use of the Marketplace exceed the greater of: (i) the total amount paid by you to the Marketplace for the specific Digital Good or service giving rise to the claim during the twelve (12) months immediately preceding the date the claim arose; or (ii) One Hundred U.S. Dollars ($100.00 USD).

15.3. Comprehensive Indemnification Obligation

You agree to **indemnify, defend, and hold harmless** the Marketplace, its parent companies, subsidiaries, affiliates, officers, directors, employees, consultants, and agents from any and all claims, demands, damages, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or in any way connected with:

• **(A) Breach of Terms** : Your breach of any covenant, representation, or warranty contained in these Terms.
• **(B) User Submission Claims** : Any claim that your User Submission infringes any intellectual property, privacy, or proprietary right of a third party.
• **(C) Prohibited Activity Claims (CRITICAL)** : Any claim, demand, or action brought by a Third-Party Platform (e.g., game publisher) or law enforcement entity resulting from your violation of **Section 6 (Prohibition)**. You will be solely responsible for all defense costs, judgments, and settlements related to such claims.
• **(D) Negligence/Misconduct** : Your negligence, willful misconduct, or unauthorized use of the Digital Goods.

16. Account Termination, Suspension, and Survival

**16.1. Marketplace Right to Terminate**: The Marketplace may, at any time, in its sole and absolute discretion, without prior notice or liability, suspend, limit, or permanently terminate your account and access to the Marketplace for any reason, including, without limitation, a breach of these Terms, the Privacy Policy, or the Acceptable Use Policy.

16.2. Mandatory Termination for Prohibited Activities

**Any material breach of Section 6 (Prohibition) will result in immediate, permanent, non-appealable termination and forfeiture of all associated funds and data.** This action will be taken without recourse, refund, or notice.

16.3. Effect of Termination and Survival

Upon any termination, your right to use the Marketplace and all licenses granted under Section 10 immediately cease. The following Sections shall survive any termination of these Terms: Definitions (1), Acceptance (2), Prohibition (6), No Refunds (8), Intellectual Property (10), User Warranties (11), DMCA (13), Privacy (14), Limitation of Liability & Indemnification (15), Dispute Resolution (17), and this Survival clause (16.3).

17. Dispute Resolution, Governing Law, and Mandatory Binding Arbitration Agreement

17.1. Governing Law and Jurisdiction

These Terms shall be exclusively governed by and construed in accordance with the internal laws of the **State of Nebula, USA**, without regard to its conflict of law principles.

17.2. Mandatory Arbitration Agreement (Detailed Full Text)

18. Acceptable Use Policy (AUP) and Behavioral Rules

The following rules govern all User conduct on the Marketplace. Any violation constitutes a material breach of these Terms, warranting immediate suspension or termination under Section 16.

18.1. Prohibited Online Behavior

You are explicitly prohibited from using the Marketplace to:

• **18.1.1. Harassment/Threats**: Transmit any content that is threatening, defamatory, obscene, hateful, or racially, ethnically, or otherwise objectionable.
• **18.1.2. Phishing/Scams**: Engage in any form of "phishing" or other attempts to fraudulently obtain passwords, account information, or private data from other Users.
• **18.1.3. System Abuse**: Use the Marketplace to generate or distribute spam, chain letters, or unsolicited bulk email, or deploy viruses, worms, or malicious code designed to interfere with the proper function of any software, hardware, or telecommunications equipment.
• **18.1.4. Impersonation**: Impersonate any person or entity, including Marketplace staff or another User, or falsely state or otherwise misrepresent your affiliation with a person or entity.
• **18.1.5. Data Scraping**: Utilize any automated system, including "robots," "spiders," or "offline readers," to access the Marketplace in a manner that sends more request messages to the Marketplace servers than a human can reasonably produce in the same period by using a conventional web browser.

19. Right to Amend and Modification Notification Procedure

**19.1. Discretionary Amendment**: The Marketplace reserves the exclusive right, at its sole discretion, to modify, amend, replace, or update these Terms at any time without prior written consent from the User.

19.2. Notification Requirements

20. General Legal Provisions and Boilerplate Clauses

21. Official Contact Information and Designated Agent

All formal legal notices, inquiries, DMCA Takedown Notices, Notices of Dispute, or questions regarding these exhaustive Terms should be directed to the following Designated Agent:

• **Attention:** Legal & Compliance Department / Designated Copyright Agent (Ref: TOS 2025)
• **Email for General Inquiries:** fuzacoreofficial@gmail.com
• **Email for Formal Legal/DMCA Notices (Mandatory):** fuzacoreofficial@gmail.com
• **Physical Address (For Certified Mail/Process Service):** [Insert Fictional/Real Company Name]
  123 Exhaustive Legal Plaza
  Nebula City, State of Nebula 90210, USA