Terms of Service
BUDZ TERMS OF SERVICE
Document ID: BUDZ-LEGAL-TOS-2025-001
Version: 3.0
Effective Date: December 13, 2025
Last Updated: December 18, 2025
Governing Law: State of Wyoming, United States
RELATED DOCUMENTS
| Document | Reference | Relationship |
|---|---|---|
| Privacy Policy | BUDZ-PRIV-001 | Incorporated by Reference |
| NFT License Agreement | BUDZ-LIC-001 | Incorporated by Reference |
| Risk Disclosure Statement | BUDZ-RISK-001 | Incorporated by Reference |
| Cookie Policy | BUDZ-COOKIE-001 | Incorporated by Reference |
| Treasury Policy | BUDZ-TREAS-001 | Incorporated by Reference |
IMPORTANT LEGAL NOTICE THESE TERMS OF SERVICE ("AGREEMENT" OR "TERMS") CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND GAMESONCHAIN LLC. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE BUDZ PLATFORM. BY ACCESSING OR USING BUDZ, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT IN ITS ENTIRETY.
ARBITRATION NOTICE THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE (SECTION 16) AND CLASS ACTION WAIVER (SECTION 16.4) THAT AFFECT YOUR LEGAL RIGHTS. PLEASE READ THESE PROVISIONS CAREFULLY. BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE ALL DISPUTES THROUGH FINAL AND BINDING ARBITRATION, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTION LAWSUITS OR CLASS-WIDE ARBITRATION.
TABLE OF CONTENTS
PART I: GENERAL PROVISIONS
PART II: USER OBLIGATIONS
PART III: GAME MECHANICS
PART IV: FINANCIAL TERMS
PART V: INTELLECTUAL PROPERTY
PART VI: LIABILITY AND RISK
PART VII: GENERAL TERMS
SCHEDULES
PART I: GENERAL PROVISIONS
SECTION 1: DEFINITIONS AND INTERPRETATION
1.1 Defined Terms
In this Agreement, unless the context otherwise requires, the following terms shall have the meanings set forth below:
"Agreement" means this Terms of Service agreement, including all schedules, exhibits, and documents incorporated by reference herein.
"Angelic Trait" means a rare genetic characteristic with approximately 1/100 (1%) probability in Expert Difficulty, 1/500 (0.2%) in Advanced Difficulty, and 1/1,000 (0.1%) in Beginner Difficulty, conferring enhanced visual properties to a Plant NFT or Bud NFT.
"Base Network" or "Base" means the Ethereum Layer 2 blockchain network developed by Coinbase, Inc. operating at Chain ID 8453, or any successor network.
"Blockchain" means, collectively, the Base Network and any underlying settlement layer, including Ethereum Mainnet.
"Bud NFT" means a non-fungible token conforming to the ERC-721 standard, minted by the BudzBud Smart Contract upon successful harvest of a Plant NFT.
"Clone NFT" means a non-fungible token conforming to the ERC-721 standard, minted by the BudzClone Smart Contract, representing a genetic copy of a mother plant.
"Company" means GamesOnChain LLC, a Wyoming Limited Liability Company, together with its members, successors, and assigns.
"Difficulty Level" means the selected gameplay difficulty tier (Beginner, Advanced, or Expert), each with distinct mechanical requirements and outcome parameters as specified in Section 8.3.
"Effective Date" means December 13, 2025, or the date on which the User first accesses or uses the Platform, whichever is later.
"ETH" means Ether, the native cryptocurrency of the Ethereum network and the Base Network.
"Founder" means the owner and operator of GamesOnChain LLC, identified by the wallet address specified in Schedule B.
"Gas Fees" means the transaction fees required by the Base Network for processing blockchain transactions, payable to network validators.
"Grade" means the quality tier assigned to a Bud NFT upon harvest, determined by the accumulated Potency Score, classified as Shwag (0-15), Mids (16-30), Gas (31-45), Fire (46-55), or Legendary (56+).
"Growing Cycle" means the sixty-five (65) day period during which a User tends to a Plant NFT, divided into Seedling (Days 1-10), Early Vegetative (Days 11-19), Vegetative (Days 20-33), Flowering (Days 34-65), and Harvest Window (Days 56-65, overlapping late Flowering).
"Harvest" means the on-chain process of converting a Plant NFT to a Bud NFT during the Harvest Window.
"Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, and other proprietary rights recognized in any jurisdiction worldwide.
"NFT" or "Non-Fungible Token" means a unique digital asset conforming to the ERC-721 standard recorded on the Blockchain.
"Plant NFT" means a non-fungible token conforming to the ERC-721 standard, minted upon planting a Seed NFT, representing an active growing virtual plant that is locked (non-transferable) during the Growing Cycle.
"Platform" means the BUDZ website (digibuds.xyz), all associated Smart Contracts, the Marketplace, and all related services and infrastructure.
"Potency Score" means a numerical value (0-60+) accumulated during the Growing Cycle based on User care actions, which determines the final Grade.
"Protocol" means the BUDZ Smart Contracts and associated on-chain logic.
"Seed NFT" means a non-fungible token conforming to the ERC-721 standard, minted by the BudzSeed Smart Contract, which may be planted to create a Plant NFT.
"Smart Contract" means self-executing code deployed on the Blockchain that automates certain functions of the Protocol.
"Strain" means a virtual cannabis variety with distinct visual characteristics and trait probabilities.
"Treasury" means the wallet controlled by the Company holding funds allocated for operations and player rewards, as further described in the Treasury Policy.
"User" or "you" means any natural person or legal entity accessing or using the Platform.
"Wallet" means a cryptocurrency wallet compatible with the Base Network capable of interacting with the Platform (including MetaMask, Coinbase Wallet, Rainbow, and WalletConnect-compatible wallets).
1.2 Interpretation
In this Agreement, unless the context otherwise requires:
(a) Headings are for convenience only and shall not affect the interpretation of this Agreement;
(b) Singular and Plural words importing the singular include the plural and vice versa;
(c) Gender words importing any gender include all genders;
(d) References to Statutes include amendments, re-enactments, and successor legislation;
(e) References to Sections are to sections of this Agreement;
(f) References to Schedules are to schedules attached to this Agreement, which are incorporated by reference;
(g) "Including" means "including, without limitation";
(h) "Or" is not exclusive unless the context clearly indicates otherwise;
(i) "May" denotes permission; "Shall" and "Must" denote obligation;
(j) USD Equivalents are calculated at the prevailing exchange rate at the time of the relevant transaction.
1.3 Incorporation by Reference
The following documents are incorporated by reference and form part of this Agreement:
| Document | Location | Purpose |
|---|---|---|
| Privacy Policy | digibuds.xyz/legal/privacy | Data practices |
| NFT License Agreement | digibuds.xyz/legal/nft-license | Artwork rights |
| Risk Disclosure Statement | digibuds.xyz/legal/risk | Risk acknowledgment |
| Cookie Policy | digibuds.xyz/legal/cookies | Cookie usage |
| Treasury Policy | digibuds.xyz/legal/treasury | Fund management |
In the event of conflict between this Agreement and any incorporated document, this Agreement shall control.
SECTION 2: FORMATION OF AGREEMENT
2.1 Acceptance
This Agreement becomes effective and binding upon the earlier of:
(a) Your connection of a Wallet to the Platform;
(b) Your acquisition of any BUDZ NFT;
(c) Your use of the Marketplace; or
(d) Your continued access to the Platform after the Effective Date.
2.2 Capacity
By entering into this Agreement, you represent and warrant that you have the legal capacity to enter into binding contracts in your jurisdiction.
2.3 Amendments
The Company reserves the right to modify this Agreement at any time. Modified terms become effective upon:
(a) Posting to the Platform with updated "Last Updated" date; and
(b) For material changes, providing at least fourteen (14) days' notice through the Platform interface.
Your continued use of the Platform after modifications take effect constitutes acceptance of the modified Agreement.
2.4 Entire Agreement
This Agreement, together with all documents incorporated by reference and all Schedules, constitutes the entire agreement between you and the Company regarding the subject matter hereof and supersedes all prior negotiations, representations, warranties, and agreements.
SECTION 3: DESCRIPTION OF SERVICE
3.1 Platform Overview
BUDZ is a blockchain-based virtual plant growing simulation game where Users:
(a) Purchase Seed NFTs to begin a sixty-five (65) day Growing Cycle;
(b) Care for virtual plants through watering, feeding, and light management;
(c) Harvest plants to receive Bud NFTs reflecting growing skill;
(d) Create Clone NFTs for breeding purposes;
(e) Trade NFTs on the integrated Marketplace;
(f) Earn rewards through gameplay achievements.
3.2 No Actual Cannabis
IMPORTANT DISCLAIMER BUDZ IS A VIRTUAL GAME. NO ACTUAL CANNABIS, THC, CBD, OR ANY CONTROLLED SUBSTANCE IS INVOLVED IN ANY ASPECT OF THIS PLATFORM. All references to cannabis, growing, harvesting, strains, terpenes, potency, and related terminology are purely fictional and for entertainment purposes within the game context. Users do not grow, possess, sell, or consume any actual cannabis products through the Platform.
3.3 Blockchain Technology
All Platform operations occur on the Base Network. Users acknowledge that:
(a) Blockchain transactions are generally irreversible;
(b) Transaction finality depends on network confirmations;
(c) Network congestion may delay transactions;
(d) Smart Contract execution is deterministic and automatic;
(e) The Company does not control the Base Network or Ethereum.
3.4 Service Availability
The Platform is provided on an "as available" basis. The Company does not guarantee uninterrupted access. The Platform may be unavailable due to:
(a) Scheduled maintenance (with reasonable advance notice when practicable);
(b) Emergency security measures;
(c) Smart Contract upgrades;
(d) Blockchain network issues beyond the Company's control;
(e) Force Majeure events as described in Section 20.
PART II: USER OBLIGATIONS
SECTION 4: ELIGIBILITY AND REPRESENTATIONS
4.1 Age Requirement
You must be at least twenty-one (21) years of age to access or use the Platform. By clicking "Yes, I'm 21+" on our age verification gate or by otherwise accessing the Platform, you represent and warrant that:
(a) You are at least 21 years of age;
(b) You have the legal capacity to enter into this Agreement;
(c) Accessing cannabis-themed content is legal in your jurisdiction;
(d) You are not accessing this Platform on behalf of a minor.
We implement age verification measures and reserve the right to request proof of age at any time. Any user found to have misrepresented their age will have their access terminated immediately, and any NFTs or in-game assets may be forfeited.
WARNING: This Platform contains cannabis-themed content. If you are under 21 years of age, you must exit immediately.
For jurisdictions where the age of legal majority is higher than 21, you must meet the age of legal majority in your jurisdiction to use the Platform.
4.2 Geographic Restrictions
You may not use the Platform if you are:
(a) Located in, under the control of, or a national or resident of any country listed in Schedule C (Prohibited Jurisdictions);
(b) On any U.S. Government list of prohibited or restricted parties, including the Specially Designated Nationals List (SDN) maintained by the Office of Foreign Assets Control (OFAC);
(c) Subject to sanctions imposed by the United Nations, European Union, or United Kingdom.
4.3 User Representations
By using the Platform, you represent and warrant that:
(a) You meet the eligibility requirements in Sections 4.1 and 4.2;
(b) You have the legal capacity to enter into this Agreement;
(c) Your use of the Platform complies with all applicable laws in your jurisdiction;
(d) You are not using the Platform for money laundering, terrorist financing, or other illegal purposes;
(e) All information you provide is accurate and complete;
(f) You own or control the Wallet you connect to the Platform;
(g) You understand blockchain technology and its associated risks;
(h) You have read and understand the Risk Disclosure Statement.
4.4 Ongoing Compliance
You agree to maintain compliance with the representations in Section 4.3 throughout your use of the Platform and to notify the Company promptly if any representation becomes inaccurate.
SECTION 5: WALLET CONNECTION AND SECURITY
5.1 Wallet Requirement
You must connect a Compatible Wallet to access Platform functionality. The Company does not create accounts, store passwords, or hold custody of your assets.
5.2 Self-Custody
You retain sole custody and control of:
(a) Your Wallet private keys and seed phrases;
(b) All assets held in your Wallet;
(c) All transactions initiated from your Wallet.
5.3 Security Responsibilities
You are solely responsible for:
(a) Maintaining the security of your Wallet credentials;
(b) All activities occurring through your connected Wallet;
(c) Verifying transaction details before signing;
(d) Protecting against phishing, malware, and social engineering attacks.
5.4 No Recovery
CRITICAL WARNING THE COMPANY CANNOT RECOVER LOST PRIVATE KEYS, REVERSE UNAUTHORIZED TRANSACTIONS, OR RESTORE ACCESS TO YOUR WALLET. IF YOU LOSE ACCESS TO YOUR WALLET, YOU MAY PERMANENTLY LOSE ALL ASSOCIATED ASSETS.
SECTION 6: PROHIBITED CONDUCT
6.1 General Prohibitions
You agree NOT to:
(a) Violate any applicable law, regulation, or third-party right;
(b) Infringe any Intellectual Property Rights;
(c) Use the Platform for money laundering, terrorist financing, or sanctions evasion;
(d) Transmit malware, viruses, or harmful code;
(e) Attempt unauthorized access to Platform systems or Smart Contracts;
(f) Interfere with Platform functionality or other Users' experience;
(g) Harass, abuse, defame, or threaten other Users;
(h) Create multiple Wallets to circumvent restrictions or manipulate outcomes;
(i) Engage in market manipulation, wash trading, or artificial inflation of NFT prices;
(j) Use bots, scripts, or automated tools except as explicitly permitted;
(k) Exploit bugs or vulnerabilities (report to binarydrool@protonmail.com);
(l) Scrape, data mine, or systematically collect Platform data;
(m) Reverse engineer Smart Contracts for malicious purposes;
(n) Circumvent any access restrictions or security measures.
6.2 Consequences
Violations may result in:
(a) Wallet blacklisting from Platform Smart Contracts;
(b) Referral to law enforcement;
(c) Civil legal action for damages.
PART III: GAME MECHANICS
SECTION 7: NFT TYPES AND CHARACTERISTICS
7.1 Overview
The Platform features five (5) distinct NFT types, each with specific characteristics:
| NFT Type | Contract | Transferable | Creation Method |
|---|---|---|---|
| Seed | BudzSeed | Yes | Purchase (0.0001-0.0005 ETH) |
| Plant | BudzPlant | No (locked) | Plant a Seed |
| Clone | BudzClone | Yes | Cut from mother plant (0.0001 ETH) |
| Bud | BudzBud | Yes | Harvest a Plant |
| Weight | BudzWeight | Yes | Burn 7/14/21/28 Buds |
7.2 ERC-721 Compliance
All BUDZ NFTs conform to the ERC-721 standard and are compatible with standard NFT marketplaces, subject to royalty enforcement mechanisms.
7.3 On-Chain Metadata
All NFT metadata, including traits, genetics, and care history, is stored on-chain and is immutable once recorded.
SECTION 8: GROWING CYCLE AND MECHANICS
8.1 Cycle Overview
Each Plant NFT progresses through a mandatory sixty-five (65) day Growing Cycle:
| Stage | Days | Key Activities |
|---|---|---|
| Seedling | 1-10 | First leaves appear, establishing roots |
| Early Vegetative | 11-19 | Rapid early growth |
| Vegetative | 20-33 | Full growth, clone window (Days 28-35) |
| Flowering | 34-65 | Bud development, daily care critical |
| Harvest Window | 56-65 | Must harvest to receive Bud NFT |
8.2 Care Requirements
Users must perform care actions including:
(a) Watering - Maintain hydration within optimal parameters;
(b) Feeding - Provide nutrients (0.0001 ETH per feeding);
(c) Light Management - Adjust light cycles (Advanced/Expert);
(d) CO2 Management - Refill CO2 tanks (Expert only, 0.0001 ETH).
8.3 Difficulty Levels
| Difficulty | Light Cycle | CO2 Required | Max Grade | Angelic Chance |
|---|---|---|---|---|
| Beginner | Automatic | No | Mids | 1/1,000 (0.1%) |
| Advanced | Manual | No | Fire | 1/500 (0.2%) |
| Expert | Manual | Yes | Legendary | 1/100 (1%) |
8.4 Plant Death
HIGH RISK WARNING PLANTS CAN DIE PERMANENTLY. Plant death results in: - Complete loss of seed purchase (0.0001-0.0005 ETH) - Complete loss of all nutrient purchases - Burning of the Plant NFT - No refunds under any circumstances
Death Conditions:
| Condition | Cause | Prevention |
|---|---|---|
| Health Depletion | Health stat reaches zero | Regular care |
| Dehydration | Water stat reaches zero | Timely watering |
| Missed Harvest | No harvest by Day 65 | Harvest during window |
| Stalk Cut (Expert) | User cuts main stalk | Careful action selection |
8.5 Clone System
Users may create Clone NFTs from mother plants (plants kept in vegetative stage):
(a) Clone Window: Days 28-35 of the vegetative stage only. Plants outside this window cannot produce clones;
(b) Maximum Clones: Each mother plant may produce a maximum of five (5) clones over its lifetime;
(c) Clone Creation Fee: 0.0001 ETH per clone;
(d) Angelic Generation Tracking: Angelic trait clones track generation (maximum Generation 5). Generation increases by one (1) with each clone. Clones at Generation 5 cannot be further cloned;
(e) Clone Properties: Clones inherit the mother plant's strain genetics, difficulty level, and maximum potency potential;
(f) Clone Tradability: Clone NFTs may be freely traded on the Marketplace or used for breeding.
8.6 Breeding System
Users may breed Clone NFTs to create new plants:
(a) Breeding Requirements: Two Clone NFTs are required per breeding. Both clones are burned in the breeding process;
(b) Breeding Fee: 0.0002 ETH per breeding transaction;
(c) Offspring Characteristics: The resulting plant inherits traits from both parent clones, including averaged strain name and averaged potency potential with a +2 bonus (capped at 60);
(d) Angelic Mutation Chance: When breeding two Clone NFTs, there is a small chance the offspring may receive the rare Angelic trait. The mutation chance is determined by the strain tier of the lower-rarity parent clone:
| Lowest Parent Strain Tier | Angelic Mutation Chance |
|---|---|
| Common | 0.1% (1 in 1,000) |
| Uncommon | 0.25% (1 in 400) |
| Rare | 0.5% (1 in 200) |
| Legendary | 1.0% (1 in 100) |
Note: Angelic clones cannot be used for breeding. Only non-Angelic clones may participate in the breeding system;
(e) Carefree Restriction: Plants with the Carefree trait (descended from Angelic parents) cannot be bred.
8.7 Breeding Marketplace
Users may list their Clone NFTs for breeding by other players:
(a) Listing Clones: Clone owners may list their non-Angelic clones on the Breeding Marketplace, setting a breeding fee of their choosing (minimum 0.0002 ETH);
(b) Breeding Fee Structure: When another user breeds with a listed clone:
(c) Clone Consumption: When breeding with a listed clone, BOTH the listed clone AND the breeder's clone are burned. The clone owner's listed clone is permanently consumed;
(d) Delisting: Clone owners may delist their clones at any time before breeding occurs;
(e) No Guarantees: The Platform does not guarantee:
(f) Angelic Restriction: Angelic clones cannot be listed for breeding as they cannot participate in the breeding system.
8.8 Randomness
Certain game elements are determined by on-chain randomness:
(a) Strain assignment at seed purchase;
(b) Angelic trait determination;
(c) Breeding outcomes.
Results are cryptographically verifiable and final.
8.9 Not Gambling
SKILL-BASED GAMEPLAY DISCLAIMER digiBUDS is a skill-based simulation game. While certain game elements (including but not limited to strain assignment and trait probability) incorporate cryptographic randomness, game outcomes are primarily determined by player skill, knowledge, attention, and consistent care throughout the 65-day Growing Cycle. digiBUDS does not constitute gambling, wagering, or betting under any applicable law. No house edge exists. Players engage with game mechanics; they do not wager against the Company, the protocol, or other players for pooled stakes. Random elements exist solely to enhance gameplay variety and realism, not to determine winners in games of chance.
Key distinctions from gambling:
(a) Skill Predominance: Game outcomes depend predominantly on player decisions (watering timing, feeding schedules, light management, harvest timing) over the 65-day cycle;
(b) No Wagering: Players do not bet against the house or other players;
(c) No Pooled Stakes: There is no prize pool funded by losing players;
(d) Deterministic Outcomes: Care quality directly correlates with harvest quality;
(e) No House Edge: The Company does not profit from player losses in gameplay.
SECTION 9: MARKETPLACE AND AUCTION OPERATIONS
9.1 Peer-to-Peer Trading
The Marketplace facilitates peer-to-peer trading through Smart Contracts. The Company is not a party to transactions between Users.
9.2 Daily Auction System
The Platform operates a Nouns-style daily auction of high-quality Bud NFTs:
(a) Auction Format: One premium Bud NFT is auctioned every twenty-four (24) hours;
(b) Eligibility Requirements: Only Bud NFTs meeting the following criteria may be auctioned:
(c) Auction Duration: Each auction runs for twenty-four (24) hours;
(d) Starting Bid: 0.01 ETH;
(e) Minimum Bid Increment: Each bid must be at least five percent (5%) higher than the current highest bid;
(f) Time Extension: Any bid placed within the final five (5) minutes of an auction automatically extends the auction by five (5) minutes;
(g) Reserve Price: Auctions have a reserve price of 0.05 ETH. If the reserve is not met, the Bud NFT is returned to the seller;
(h) Proceeds Distribution: Auction proceeds are distributed according to the platform fee structure;
(i) Settlement: Winning bidders receive the Bud NFT upon auction settlement. Outbid participants may withdraw their refunded ETH from the contract;
(j) Bud Submission: Users may submit eligible Bud NFTs for auction consideration through the Platform interface.
9.3 Auction Risks
AUCTION DISCLAIMER Participation in auctions involves additional risks including but not limited to: gas fee fluctuations, transaction timing, bid sniping, time extension mechanics, and potential for reserve prices not being met. The Company does not guarantee any particular outcome from auction participation.
9.4 Marketplace Mechanics
(a) Sellers list NFTs with asking prices in ETH;
(b) Buyers purchase at listed prices;
(c) Smart Contracts execute transfers automatically;
(d) Royalties are collected as specified in Section 11.3.
9.5 No Value Guarantee
VALUE DISCLAIMER THE COMPANY MAKES NO REPRESENTATIONS REGARDING NFT VALUE. NFT prices are determined solely by market supply and demand. The Company does not guarantee: - Any minimum or floor price - Ability to sell at any particular price - Liquidity in the Marketplace - Appreciation or stability of value
PART IV: FINANCIAL TERMS
SECTION 10: FEES AND PAYMENTS
10.1 Currency
All Platform transactions are denominated and payable in ETH on the Base Network.
10.2 Fee Schedule
Current fees are set forth in Schedule A. As of the Effective Date:
| Action | Fee (ETH) |
|---|---|
| Seed Purchase | 0.0001-0.0005 |
| Clone Creation | 0.0001 |
| Breeding | 0.0002 |
| Nutrient Feeding | 0.0001 |
| CO2 Refill (Expert) | 0.0001 |
| Marketplace Royalty | 5% of sale |
10.3 Gas Fees
Users are responsible for all Gas Fees. Gas Fees are paid to network validators, not to the Company.
10.4 Price Volatility
ETH prices fluctuate. The Company does not guarantee USD equivalents at any point in time.
SECTION 11: REVENUE ALLOCATION
11.1 Platform Fee Structure
All Protocol revenue (10% platform fee on transactions) is allocated as follows:
| Recipient | Percentage | Purpose |
|---|---|---|
| Founder | 15% | Development, operations |
| Player Rewards | 15% | Weekly rewards pool |
| Platform Operations | 70% | Infrastructure, growth |
11.2 Fee Transparency
(a) Clear Disclosure: The 10% platform fee and its distribution are disclosed here and throughout the Platform;
(b) On-Chain Verification: Fee distributions can be verified on the blockchain;
(c) No Hidden Fees: There are no additional hidden fees beyond those disclosed.
11.3 Marketplace Royalties
| NFT Type | Royalty Rate |
|---|---|
| Bud | 5% |
| Seed | 5% |
| Clone | 5% |
| Weight | 5% |
Royalty enforcement depends on marketplace support for ERC-2981.
11.4 Player Rewards Pool Disclaimer
GAMEPLAY INCENTIVE PROGRAM DISCLAIMER The Player Rewards Pool (15% of protocol fees) constitutes a gameplay incentive program and is expressly NOT an investment vehicle, security, or financial instrument. All rewards distributed from this pool are: - Based exclusively on demonstrable, verifiable gameplay achievements (harvest quality, care consistency, and skill-based metrics) - Variable in amount and not guaranteed in any form - Subject to and dependent upon overall player participation levels - Distributed as gameplay incentives, NOT as dividends, profit-sharing arrangements, interest, or investment returns of any kind Participation in digiBUDS should be motivated solely by entertainment value. Players should not purchase Seed NFTs or participate in the game with any expectation of financial return, profit, or income. The value of NFTs and any rewards received may be zero. Past reward distributions do not indicate or guarantee future distributions.
Key characteristics of the rewards system:
(a) Skill-Based: Rewards correlate directly with gameplay skill and care quality;
(b) Active Participation Required: Only players who actively tend plants and successfully harvest receive rewards;
(c) No Passive Income: Merely holding NFTs does not generate rewards;
(d) Variable Amounts: Reward amounts fluctuate based on protocol activity and player participation;
(e) No Guarantees: The Company makes no representations regarding reward amounts or availability.
SECTION 12: NO REFUND POLICY
12.1 All Sales Final
NO REFUNDS ALL PURCHASES ARE FINAL AND NON-REFUNDABLE. Due to the irreversible nature of blockchain transactions, the Company cannot and does not provide refunds for: - Seed purchases - Nutrient purchases - CO2 refills - Clone creation fees - Marketplace purchases - Gas fees - Any other Platform transaction
12.2 Acknowledgment
By using the Platform, you acknowledge that you understand and accept this no-refund policy.
PART V: INTELLECTUAL PROPERTY
SECTION 13: OWNERSHIP RIGHTS
13.1 Company Intellectual Property
The Company owns or licenses all Intellectual Property Rights in:
(a) The BUDZ name, logo, and branding;
(b) All Smart Contract source code;
(c) The frontend application and user interface;
(d) All NFT artwork, visual assets, and animations;
(e) Game documentation and written content;
(f) Trademarks, service marks, and trade dress.
13.2 User Content
By submitting content to the Platform (e.g., plant names), you grant the Company a perpetual, worldwide, royalty-free, non-exclusive license to use, display, reproduce, and distribute such content in connection with the Platform.
SECTION 14: LICENSE GRANTS AND RESTRICTIONS
14.1 NFT Artwork License
Your rights to use NFT artwork are governed by the NFT License Agreement (BUDZ-LIC-001), which is incorporated by reference.
14.2 Platform License
Subject to this Agreement, the Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for its intended purposes.
14.3 Restrictions
You may NOT:
(a) Use BUDZ Intellectual Property for commercial purposes without authorization;
(b) Register or attempt to register any BUDZ trademarks;
(c) Create derivative works from Platform elements without permission;
(d) Remove or alter any proprietary notices.
PART VI: LIABILITY AND RISK
SECTION 15: DISCLAIMERS
15.1 As-Is Basis
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT.
15.2 No Investment Advice
BUDZ IS A GAME, NOT AN INVESTMENT. The Company does not provide investment, financial, tax, or legal advice. NFTs are digital collectibles with gameplay utility, not securities or investment instruments.
15.3 Technology Disclaimers
The Company does not warrant that:
(a) The Platform will be uninterrupted, secure, or error-free;
(b) Smart Contracts are free of vulnerabilities;
(c) The Blockchain will function properly;
(d) Your digital assets will be secure;
(e) Third-party services will remain available.
15.4 Regulatory Uncertainty
Laws and regulations governing blockchain technology and NFTs are evolving. Future regulatory changes may affect the Platform's operations or your ability to use it.
SECTION 16: DISPUTE RESOLUTION AND ARBITRATION
16.1 Informal Resolution
Before initiating formal proceedings, you agree to contact binarydrool@protonmail.com and attempt to resolve any dispute informally for at least thirty (30) days.
16.2 Binding Arbitration
EXCEPT AS PROVIDED IN SECTION 16.5, ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PLATFORM ("DISPUTE") SHALL BE RESOLVED EXCLUSIVELY BY FINAL AND BINDING ARBITRATION administered by the American Arbitration Association ("AAA") in accordance with its Consumer Arbitration Rules then in effect.
16.3 Arbitration Procedures
(a) Location: Arbitration shall be conducted in Cheyenne, Wyoming, or remotely by mutual agreement;
(b) Arbitrator: One neutral arbitrator selected in accordance with AAA rules;
(c) Discovery: Limited to exchange of relevant documents;
(d) Hearing: May be conducted telephonically or by videoconference;
(e) Award: The arbitrator's decision shall be final and binding;
(f) Judgment: Judgment on the award may be entered in any court of competent jurisdiction;
(g) Fees: Each party bears its own costs; AAA fees allocated per AAA rules.
16.4 Class Action Waiver
YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.
The arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of representative or class proceeding.
16.5 Exceptions to Arbitration
The following are excluded from arbitration:
(a) Actions seeking injunctive relief to prevent intellectual property infringement;
(b) Small claims court actions within jurisdictional limits;
(c) Claims that applicable law prohibits from arbitration.
16.6 Opt-Out Right
You may opt out of this arbitration agreement by sending written notice to binarydrool@protonmail.com within thirty (30) days of first using the Platform. The notice must include your name, wallet address, and clear statement of intent to opt out.
16.7 Survival
This arbitration agreement survives termination of this Agreement.
SECTION 17: LIMITATION OF LIABILITY
17.1 Exclusion of Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS MEMBERS, THE FOUNDER, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR:
(a) Any indirect, incidental, special, consequential, exemplary, or punitive damages;
(b) Loss of profits, revenue, data, use, goodwill, or other intangible losses;
(c) Loss of or damage to digital assets, NFTs, or cryptocurrency;
(d) Unauthorized access to or alteration of your transmissions or data;
(e) Statements or conduct of any third party on the Platform;
(f) Smart Contract bugs, vulnerabilities, or exploits;
(g) Blockchain network failures, forks, or reorganizations;
(h) Wallet compromise or loss of private keys;
(i) Regulatory actions affecting the Platform;
(j) Any other matter relating to the Platform.
17.2 Liability Cap
IN NO EVENT SHALL THE COMPANY'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PLATFORM EXCEED THE GREATER OF:
(a) The amounts you paid to the Company in the twelve (12) months preceding the claim; or
(b) One Hundred United States Dollars (USD $100.00).
17.3 Essential Basis
You acknowledge that the limitations in this Section 17 are an essential basis of the bargain between you and the Company, and the Company would not provide the Platform without these limitations.
17.4 Jurisdictional Limitations
Some jurisdictions do not allow limitation of certain damages. In such jurisdictions, the limitations in this Section 17 apply to the fullest extent permitted by law.
SECTION 18: INDEMNIFICATION
18.1 Your Indemnification Obligations
You agree to indemnify, defend, and hold harmless the Company, its members, the Founder, officers, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and costs) arising out of or relating to:
(a) Your use of the Platform;
(b) Your violation of this Agreement;
(c) Your violation of any applicable law or regulation;
(d) Your violation of any third-party rights;
(e) Your User content;
(f) Any dispute between you and another User.
18.2 Defense and Settlement
The Company reserves the right to assume exclusive defense and control of any matter subject to indemnification. You agree to cooperate fully with the Company's defense. You may not settle any claim without the Company's prior written consent.
PART VII: GENERAL TERMS
SECTION 19: TERM AND TERMINATION
19.1 Term
This Agreement remains in effect until terminated by either party.
19.2 Termination by User
You may terminate this Agreement at any time by:
(a) Discontinuing use of the Platform;
(b) Disconnecting your Wallet from the Platform.
19.3 Termination by Company
The Company may terminate or suspend your access to the Platform at any time, with or without cause, with or without notice, including for:
(a) Violation of this Agreement;
(b) Conduct harmful to the Platform or other Users;
(c) Legal or regulatory requirements.
19.4 Effect of Termination
Upon termination:
(a) Your license to use the Platform terminates;
(b) You remain bound by provisions that by their nature survive termination;
(c) NFTs in your Wallet remain your property (subject to any blacklisting);
(d) Blockchain records are permanent and unaffected by termination.
19.5 Survival
The following provisions survive termination: Sections 1, 12, 13, 15, 16, 17, 18, 19.5, 20, 21, 22.
SECTION 20: FORCE MAJEURE
20.1 Definition
Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to:
(a) Natural disasters, acts of God, pandemic, or epidemic;
(b) War, terrorism, civil unrest, or government actions;
(c) Blockchain network failures, forks, or attacks;
(d) Critical infrastructure failures (power, internet, telecommunications);
(e) Third-party service provider failures;
(f) Cyber attacks, hacking, or security breaches;
(g) Regulatory actions or changes in law.
20.2 Notice and Mitigation
The affected party shall:
(a) Provide prompt notice of the force majeure event;
(b) Use reasonable efforts to mitigate the impact;
(c) Resume performance as soon as practicable.
20.3 Extended Force Majeure
If a force majeure event continues for more than ninety (90) days, either party may terminate this Agreement without liability.
SECTION 21: NOTICES
21.1 Notices to Users
The Company may provide notice to Users by:
(a) Posting on the Platform interface;
(b) Email (if provided);
(c) On-chain notification through Smart Contracts;
(d) Announcement in official community channels.
21.2 Notices to Company
Notices to the Company must be sent to:
GamesOnChain LLC
21.3 Effective Date of Notice
Notices are effective:
(a) When posted (for Platform notices);
(b) When sent (for email);
(c) When confirmed on-chain (for blockchain notifications);
(d) When received (for notices to Company).
SECTION 22: MISCELLANEOUS PROVISIONS
22.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law principles.
22.2 Severability
If any provision of this Agreement is held invalid, illegal, or unenforceable:
(a) Such provision shall be modified to the minimum extent necessary to make it valid and enforceable;
(b) If modification is not possible, such provision shall be severed;
(c) The remaining provisions shall continue in full force and effect;
(d) The invalidity of any provision in one jurisdiction shall not affect its validity in other jurisdictions.
22.3 Waiver
No waiver of any provision shall constitute a waiver of any other provision or a continuing waiver. The Company's failure to enforce any right or provision shall not constitute a waiver of such right or provision.
22.4 Assignment
You may not assign or transfer this Agreement or your rights hereunder without the Company's prior written consent. The Company may freely assign this Agreement in connection with a merger, acquisition, or sale of assets.
22.5 No Third-Party Beneficiaries
This Agreement is for the sole benefit of the parties hereto. No third party shall have any rights or remedies under this Agreement.
22.6 Relationship of Parties
Nothing in this Agreement creates a partnership, joint venture, employment, or agency relationship between you and the Company.
22.7 Headings
Section headings are for convenience only and shall not affect the interpretation of this Agreement.
22.8 Language
This Agreement is written in English. Any translation is provided for convenience only. In case of conflict, the English version controls.
22.9 Electronic Execution
This Agreement may be accepted electronically through Wallet connection, and such acceptance shall have the same legal effect as a handwritten signature.
SECTION 23: ACKNOWLEDGMENT AND ACCEPTANCE
By using the Platform, you acknowledge and agree that:
SCHEDULES
SCHEDULE A: FEE SCHEDULE
Effective Date: December 18, 2025
| Action | Fee (ETH) | USD Equivalent* | Refundable |
|---|---|---|---|
| Seed Purchase | 0.0001-0.0005 | ~$0.35-$1.75 | No |
| Clone Creation | 0.0001 | ~$0.35 | No |
| Breeding | 0.0002 | ~$0.70 | No |
| Nutrient Feeding | 0.0001 | ~$0.35 | No |
| CO2 Refill (Expert) | 0.0001 | ~$0.35 | No |
| Marketplace Royalty | 5% of sale | Varies | N/A |
*USD equivalents are approximate and fluctuate with ETH price.
Platform Fee Distribution (10% of transactions):
SCHEDULE B: SMART CONTRACT ADDRESSES
Network: Base Mainnet (Chain ID: 8453)
| Contract | Purpose | Address |
|---|---|---|
| BudzSeed | Seed NFT minting | To be published |
| BudzPlant | Plant NFT management | To be published |
| BudzClone | Clone NFT minting | To be published |
| BudzBud | Bud NFT minting | To be published |
| BudzWeight | Weight NFT management | To be published |
| BudzBreeding | Breeding mechanics | To be published |
| BudzMarketplace | NFT trading | To be published |
| BudzAuction | Auction mechanics | To be published |
| BudzTreasury | Fund management | To be published |
| Founder Wallet | Founder allocation | To be published |
Contract Verification: All contracts will be verified on BaseScan.
SCHEDULE C: PROHIBITED JURISDICTIONS
The following jurisdictions are prohibited from using the Platform:
OFAC Sanctioned Countries:
Additional Restricted Jurisdictions:
User Responsibility: Users are responsible for determining whether their jurisdiction permits Platform use. The Company may update this list at any time without notice.
VERSION HISTORY
| Version | Date | Summary of Changes |
|---|---|---|
| 1.0 | December 13, 2025 | Initial publication |
| 2.0 | December 14, 2025 | Enhanced legal structure, added schedules, comprehensive definitions |
| 2.1 | December 17, 2025 | Added Daily Auction System, Clone System, Breeding System |
| 2.2 | December 18, 2025 | Added Breeding Marketplace, corrected Growing Cycle to 65 days |
| 3.0 | December 18, 2025 | Restructured for LLC model, removed DAO governance sections, simplified fee structure to 15/15/70 split |
This document constitutes a legally binding agreement. GamesOnChain LLC recommends that Users consult qualified legal counsel before using the Platform.
Document Contact: binarydrool@protonmail.com
Wyoming LLC: Formed under Wyoming LLC Act