# 📜 Terms of Use

### Cooking.City Terms of Use

**Last updated: July 1, 2025**



These Terms of Use (“Terms”) constitute a legally binding agreement between you (“you” or “User”) and Cooking.City (“we,” “us,” or “our”), governing your access to and use of the Cooking.City platform (“Platform”), a decentralized fair launch platform on the Solana blockchain for digital assets, including its website, applications, and related services (collectively, the “Services”). By accessing or using the Platform, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, you must not use the Platform.



### 1. Introduction

Cooking.City is a decentralized platform built on the Solana blockchain, designed to facilitate fair launches of digital assets. The Platform empowers developers to create and launch digital assets and enables users to participate in these launches equitably and securely.

Key features include fair launch mechanisms, a Conviction Pool for retail protection, and a Points System to reward user engagement. These Terms govern your interaction with the Platform and outline your rights, obligations, and the risks associated with its use.

#### Risk Warning

Digital assets are highly speculative and subject to significant price volatility, posing a material risk of economic loss. You should carefully assess whether trading or holding digital assets is suitable for your financial circumstances.

Please ensure that you fully understand the risks involved before using the Cooking.City Platform and Cooking.City Services.

Cooking.City does not provide investment, financial, or legal advice, and you are solely responsible for conducting due diligence and consulting professional advisors before making decisions. We are not liable for losses resulting from your use of the Platform or decisions based on information provided through the Services.

###

### 2. Eligibility

2.1. To access and use the [Cooking.City](http://cooking.city) Platform, you must:

* a. be an individual, corporation, legal person, entity or other organisation with the full power, authority and capacity to (i) access and use the Cooking.City Platform; and (ii) enter into and comply with your obligations under these Terms;
* b. if you act as an employee or agent of a legal entity, and enter into these Terms on their behalf, you must be duly authorised to act on behalf of and bind such legal entity for the purposes of entering into these Terms;
* c. not be located, incorporated, otherwise established in, or resident of, or have business operations in:
  * i. a jurisdiction where it would be illegal under Applicable Law for you access or use the Cooking.City Platform, or cause us or any third party to contravene any Applicable Law; or
  * ii. a country listed in our List of Prohibited Countries.

2.2. We may amend our eligibility criteria at any time at our sole discretion. Where possible, we will give you notice in advance of the change. However, we may occasionally need to make changes without telling you in advance. This may include where:

* a. we are making the change as a result of legal and/or regulatory changes;
* b. the changes being made are in your interest; and/or
* c. there is any other valid reason which means there is no time to give you notice.

Where we are unable to give you advance notice, we will let you know of the change as soon as possible after it is made.

###

### 3. Platform Usage

#### 3.1. Access and Use

Cooking.City is a token launch platform on the Solana blockchain, accessible via [Cooking.City](http://cooking.city), designed to foster innovation through fair token launches. The Platform integrates with Solana’s network rules and smart contracts, ensuring transparency and security. Key features include:

* **Fair Launch Mechanism**: Ensures equal opportunity for all participants to acquire newly launched digital assets, aligning with Cooking.City’s vision of equitable value creation.
* **Conviction Pool**: Developers can choose to deposit certain amount of SOL to demonstrate commitment to their project. If the token price falls below a set level, users can swap their tokens for SOL from the pool. If the price remains above the set level, developers may reclaim their SOL, as outlined in the [Conviction Pool Guidelines](https://cooking-city.gitbook.io/conviction-pool).
* **Points System**: Users earn Cooking Points through activities such as trading, referrals, and completing quests, redeemable for airdrops or other rewards, as detailed in the [Points System Guidelines](https://cooking-city.gitbook.io/docs/cooking-points).
* **Smart Contract Integration**: Transactions are executed via Solana smart contracts, and Cooking.City does not custody user assets.
* **Wallet Integration**: Users connect their own Solana-compatible wallets to interact with the Platform. Cooking.City does not control or manage wallet contents.

The Platform is subject to Solana’s network terms and policies, and users must comply with these in addition to our Terms.

#### 3.2. User Responsibilities

By using the Platform, you agree to:

* Comply with all Applicable Laws, including those related to digital assets, taxation, and anti-money laundering.
* Securely manage your Solana wallet and private keys, ensuring adequate protection against unauthorized access.
* Ensure all instructions submitted to the Platform are complete and accurate. Instructions are irrevocable once submitted, unless we provide written consent otherwise.
* Pay all applicable fees, including transaction fees, gas fees, and other charges, which may be deducted from your connected wallet.
* Conduct your own due diligence and consult professional advisors before engaging in transactions or investments on the Platform.

We keep your personal data to enable your continued use of the Cooking.City Platform, and as may be required by law such as for tax and accounting purposes, compliance with anti-money laundering laws.

#### 3.3. Prohibited Activities

You agree not to engage in the following activities on the Platform:

* Violating these Terms or any related agreements.
* Engaging in illegal activities, including fraud, money laundering, or terrorist financing.
* Posting or sharing abusive, defamatory, obscene, or misleading content.
* Conducting market manipulation, such as pump-and-dump schemes or wash trading.
* Using bots, crawlers, or other automated tools to access or manipulate the Platform without express permission.
* Attempting unauthorized access, hacking, or introducing malware that could harm the Platform.
* Using the Platform in high-risk jurisdictions (e.g., Russia, Cuba, Iran, North Korea, Syria) or violating sanctions lists maintained by the U.S., U.K., EU, or UN.
* Using the Platform for commercial purposes without our written consent.

Violation of these prohibitions may result in immediate suspension or termination of your access, and we may take further action, including reporting to authorities.

###

### 4. Fees and Payments

You are responsible for all fees associated with your use of the Platform, including but not limited to:

* Service fees as specified [here](https://cooking-city.gitbook.io/docs/appetizer/quickstart).
* You agree to pay all applicable fees in connection with your use of the Cooking.City Platform as requested during your use on the Cooking.City Platform.
* You authorise us to deduct all applicable fees, commissions, interest, charges and other sums that you owe from the Wallet that you connect to the Cooking.City Platform under these Terms.
* Amending our fees. We may adjust our fees from time to time.
* Calculations: Any calculations made by the Cooking.City in connection with your use of the Cooking.City Platform are final and binding on you in the absence of Manifest Error.

We may deduct fees directly from your connected wallet. Fee structures may be adjusted at our discretion, with changes published on the Platform. You acknowledge that gas fees are non-refundable and that fee estimates may differ from actual costs.

###

### 5. **Records**

We keep your personal data to enable your continued use of the Cooking.City Platform, and as may be required by law such as for tax and accounting purposes, compliance with anti-money laundering laws.

###

### 6. Intellectual Property

All Cooking.CityIP shall remain vested in Cooking.City or a Cooking.City Affiliate.

**6.1. Cooking.City IP**

All intellectual property rights (“Cooking.City IP”), including copyrights, trademarks, patents, and trade secrets related to the Platform, are owned by Cooking.City or its licensors. You are granted a non-exclusive, non-transferable, revocable license to use the Platform for personal, non-commercial purposes, subject to these Terms. This license terminates upon suspension or termination of your access.

**6.2. User IP**

You grant Cooking.City a perpetual, royalty-free, worldwide, non-exclusive license to use, reproduce, modify, and distribute any content you upload or share on the Platform (“User IP”) to the extent necessary to provide the Services. This includes sublicensing rights to third parties for service provision. You warrant that you have the right to grant this license and that your User IP does not infringe third-party rights.

**6.3. Created IP**

Any intellectual property created by you on the Platform (“Created IP”), such as digital assets, vests in you, subject to the terms of the smart contracts governing their creation. Cooking.City retains a license to use Created IP for Platform operations.

###

### 7. Digital Assets and Creator Tokens

The Platform enables the creation and trading of digital assets, via Solana smart contracts. Creator Tokens may offer utilities such as access to exclusive content or governance rights, as defined by the creator. You acknowledge that:

* Digital assets are speculative, may be illiquid, and carry a high risk of loss.
* You are solely responsible for evaluating the risks and conducting due diligence before trading or investing.
* Cooking.City does not guarantee the value, utility, or success of any digital asset or Creator Token.
* Past performance is not indicative of future results, and external market conditions may impact prices.

###

### 8. **Transactions**

8.1. You acknowledge and agree that where you execute any Transaction with Improper Intent and/or in the case of Manifest Error, Cooking.City is authorised by you (without any payment or penalty or liability due by Cooking.City and provided that such action is in compliance with Applicable Law) to cancel/void such Transaction (to the extent possible), take such actions as Cooking.City may reasonably deem fit and treat such Transaction as if they had never been entered into.

8.2. We may be required under these Terms or Applicable Law to share information about your activities on the Cooking.City Platform with third parties and within the Cooking.City Group. You acknowledge and agree that we are entitled to disclose such information.

8.3. We do not represent or warrant that any actions by you on the Cooking.City Platform will be completed successfully or within a specific time period.

8.4. You agree to permit us (but agree to not require us) to keep a record of all Transaction information as long as it is required to fulfil their intended purposes, or such other period as prescribed by Applicable Law.

8.5. Your activity on the Cooking.City Platform may be subject to limits that Cooking.City shall determine from time to time at its sole discretion.

###

### 9. Security

**9.1. User Security Responsibilities**

You are responsible for protecting your hardware, software, and data from viruses, malicious software, and unauthorized access. Regularly back up and maintain duplicate copies of any information stored or transferred through the platform. Cooking.City is not liable for losses due to your failure to secure your data, except as required by Applicable Law.

**9.2. Access Information Protection**

You must safeguard all information used to access the platform, including wallet private keys and passwords. Do not share this information with anyone, as Cooking.City will never request it.

**9.3. Account Monitoring**

Regularly monitor your account activity to detect any unauthorized or suspicious transactions.

**9.4. Security Breach Response**

If you suspect a security breach, you must:

* Notify us immediately and provide accurate, up-to-date information throughout the incident.
* Follow any reasonable instructions we provide to mitigate, manage, or report the breach.

**9.5. Cooperation with Investigations**

We may request information or documents related to actual or suspected security breaches. You agree to provide this information promptly. We may share this information with third parties, such as law enforcement or cybersecurity experts, to investigate and resolve the breach.

###

### 10. Risks

Using the Platform involves inherent risks, including:

* **Volatility**: Digital asset prices can fluctuate significantly, potentially resulting in total loss.
* **Irreversibility**: Blockchain transactions are final and non-refunded.
* **Security**: Risks of hacking, phishing, or loss of private keys may lead to asset loss.
* **Technical Issues**: Platform downtime, blockchain forks, or network delays may occur.
* **Regulatory Risks**: Changes in laws or regulations may impact Platform functionality.

You accept these risks and agree that Cooking.City is not liable for losses resulting from them. You should secure your wallet and consult professionals before engaging with the Platform.

###

### 11. Privacy

11.1. Our collection and use of personal data in connection with these Terms and use of the Cooking.City Platform is as provided in our Privacy Notice (as updated from time to time). You acknowledge that we may process personal data in relation to you, that you have provided to us, or we have collected from you in connection with these Terms. Your personal data will be processed in accordance with the Privacy Notice, which shall form part of these Terms.

11.2. You represent and warrant that:

* a. you acknowledge that you have read and understood our Privacy Notice.
* b. our business changes regularly and our Privacy Notice will change also. Therefore, if from time to time we provide you with a replacement version of the Privacy Notice, you will promptly read the Privacy Notice.

###

### 12. Liability

12.1 Neither Cooking.City, its developers, contributors, affiliates, partners, nor any person involved in operating the Cooking.City Platform (collectively, the “Cooking.City Group”) shall be held liable for any loss or damage suffered by you or any third party, except to the extent such loss is proven to arise directly and solely from Cooking.City’s wilful misconduct or actual fraud.

12.2 Notwithstanding any other clause in these Terms, the total aggregate liability of the Cooking.City Group shall in no event exceed the total amount of platform fees paid by you to Cooking.City in relation to the specific transaction giving rise to the claim. This amount shall constitute full and final settlement of all liabilities for the relevant claim.

12.3 You acknowledge that:

* (a) Cooking.City has no knowledge of your specific personal or financial circumstances;
* (b) monetary damages are an adequate and exclusive remedy for any losses;
* (c) you waive any entitlement to remedies in equity, including injunctions, specific performance, or any proprietary claims.

12.4 Without prejudice to the foregoing, and to the fullest extent permitted by law, the Cooking.City Group shall not be liable for any direct, indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to:

* (a) loss of profits, revenue, business, opportunity, or data;
* (b) technical errors, smart contract bugs, exploits, or code vulnerabilities;
* (c) inaccurate or delayed on-chain data (including pricing feeds or transaction statuses);
* (d) service interruptions due to scheduled or unscheduled maintenance;
* (e) delays or failures in token transactions, withdrawals, launches, or Conviction Pool executions;
* (f) the theft, compromise, or unauthorized use of wallets, keys, email, or social accounts;
* (g) third-party fraud, scams, spoofing, phishing, or malware attacks;
* (h) user negligence, operational mistakes, or misinterpretation of Platform mechanics;
* (i) adverse events caused by other users or smart contract interactions;
* (j) extreme market volatility or “rug pulls” in third-party or community-launched tokens;
* (k) airdrop misallocation, ineligibility, or changes to reward distribution policies;
* (l) any failures or delays in response to your instructions;
* (m) any Manifest Errors, such as mispriced assets, UI inconsistencies, or calculation bugs;
* (n) losses resulting from interacting with or depending on third-party integrations (e.g. Meteora DBC/DLMM or RPC providers);
* (o) changes to applicable law, regulatory enforcement, or forced termination of services.

12.5 No action or claim arising out of or relating to these Terms or the use of the Platform may be brought by you more than **one (1) year** after the cause of action has occurred. If this clause is unenforceable in your jurisdiction, the minimum permissible limitation period shall apply.

12.6 You are responsible for safeguarding your wallet, devices, and credentials. Cooking.City shall not be liable for any damages arising from viruses, malware, spyware, phishing, or system failures that compromise your devices or access.

###

### 13. Indemnity

You agree to indemnify and hold harmless Cooking.City, its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising from:

* Your use of the Platform.
* Your breach of these Terms or Applicable Law.
* Your violation of third-party rights, including intellectual property rights.
* Any disputes with other users or third parties related to the Platform.

###

### 14. **Technology disclaimers**

14.1. The Cooking.City Platform is provided on an "as is" and "as available" basis without any representation or warranty, whether express or implied, to the maximum extent permitted by Applicable Law. Specifically, we disclaim any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement. We do not make any representations or warranties that access to the Cooking.City Platform or any of the materials contained therein, will be continuous, uninterrupted, timely or error-free. This could result in the inability to trade on the Cooking.City Platform for a period of time and may also lead to time delays.

14.2. We may, from time to time, suspend access to the Cooking.City Platform, for both scheduled and emergency maintenance. We will make reasonable efforts to ensure that Transactions on the Cooking.City Platform are processed in a timely manner, but we make no representations or warranties regarding the amount of time needed to complete processing, which is dependent upon many factors outside of our control.

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

14.4. Links to third-party websites (including, without limitation, content, materials, and/or information in the third-party websites) may be provided as a convenience but they are not controlled by us. You agree that we are not responsible for any aspect of the content, materials, information or services contained in any third-party websites accessible or linked from the Cooking.City Platform.

14.5. You are responsible for obtaining the data network access necessary to access and use the Cooking.City Platform. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Cooking.City Platform and any updates thereto. Cooking.City does not guarantee that the Cooking.City Platform, or any portion thereof, will function on any particular hardware or devices. The Cooking.City Platform may be subject to malfunctions and delays inherent in the use of the internet and electronic communications.

###

### 15. Dispute Resolution

15.1 If you have any questions, concerns, or complaints regarding the Cooking.City Platform or Services, we encourage you to first contact us at X @cookingcityHQ. We aim to resolve most user concerns quickly and without resorting to formal legal proceedings.

15.2 Both parties agree to attempt in good faith to resolve any dispute informally through confidential negotiation for a period of no less than **thirty (30) days** from the date the issue is raised. These negotiations shall not be admissible in any future legal or arbitration proceedings.

15.3 If the dispute cannot be resolved informally, and you wish to initiate a claim (“Claim”), you must first serve a written **Notice of Claim** to us. This Notice must:

* Clearly state the basis and nature of the Claim;
* Specify the remedy or relief sought;
* Include your associated Solana wallet address and relevant transaction details.

Notices should be sent to **marketing@cooking.city**. Only after such notice is submitted and the informal resolution period has lapsed may either party initiate arbitration.

15.4 Aside from where Applicable Law requires or provides you with a choice otherwise, these Terms (including this arbitration agreement) shall be governed by, and construed in accordance with, **the laws of the British Virgin Islands**.

15.5 The seat and venue of arbitration shall be **England**.

The arbitration tribunal shall consist of **one (1) arbitrator**, appointed under SIAC rules.

The arbitration language shall be **English**.

Each party shall bear its own legal fees and arbitration costs unless the arbitrator rules otherwise.

15.6 You and Cooking.City agree that:

* Arbitration shall be conducted in an individual capacity only, and not as a class, collective, or representative action;
* The arbitrator shall have exclusive authority to determine the scope, validity, or enforceability of this arbitration agreement.

15.7 The arbitration shall be **strictly confidential**. Neither party may disclose:

* The existence or content of the Claim;
* Documents, materials, or testimony presented;
*   The outcome or award,

    except to legal counsel, regulatory bodies, insurers, or as required by law. This confidentiality clause survives termination of these Terms.

15.8 Any arbitration must be commenced by serving a formal **Notice of Arbitration** within **one (1) year** of the event giving rise to the Claim. Failure to do so within this limitation period shall bar the Claim. If this clause conflicts with applicable law, the minimum permissible period shall apply instead.

###

### 16. **Governing law**

Aside from where Applicable Law requires or provides you with a choice otherwise, these Terms (including this arbitration agreement) shall be governed by, and construed in accordance with, the laws of England.

###

### 17. Termination, Suspension, and Restrictions

17.1. We may at any time modify or discontinue, temporarily or permanently, any portion or feature of the Cooking.City Platform. In particular, we may: (i) refuse to complete or block, cancel, or, where permitted by Applicable Law, reverse (the extent possible) any action you have undertaken; (ii) terminate, suspend, or restrict your access to any or all of the Cooking.City Platform; (iii) refuse to transmit information or instructions to third parties (including but not limited to third-party Wallet operators); and/or (iv) take whatever action we consider necessary, in each case with immediate effect and for any reason including, but not limited to where:

a. you are not, or are no longer, eligible to use the Cooking.City Platform;

b. we reasonably suspect that:

i. the person connecting to the Cooking.City Platform with your Wallet is not you, or we suspect that you have been or will be using the Cooking.City Platform for any illegal, fraudulent, or unauthorised purposes;

ii. information provided by you is wrong, untruthful, outdated, or incomplete;

c. we have reasonable concerns in relation to your creditworthiness or financial status;

d. we reasonably consider that we are required to do so by Applicable Law, or any court or authority to which we are subject in any jurisdiction;

e. we have determined or suspect:

i. that you have breached these Terms;

ii. that any activity is unauthorised, erroneous, fraudulent, or unlawful or we have determined or suspect that the Cooking.City Platform or your Wallet are being used in a fraudulent, unauthorised, or unlawful manner;

iii. there is any occurrence of money laundering, terrorist financing, fraud or any other crime in connection with your usage of the Cooking.City Platform;

f. the use of the Cooking.City Platform is subject to any pending, ongoing or threatened litigation, investigation, or judicial, governmental or regulatory proceedings and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your usage of the Cooking.City Platform;

g. you owe amounts to us that are not satisfied, whether due to a chargeback or on any other basis;

h. you have taken any action that may circumvent our controls without our written consent; or

i. there is any other valid reason which means we need to do so.

We will take reasonable steps to provide you with appropriate notice.

15.2. You acknowledge and agree that:

a. the examples set out in clause 15.1 above of when we might take action to terminate, suspend, close or restrict your access to the Cooking.City Platform is a non-exhaustive list; and

b. our decision to take certain actions, including, without limitations, to terminate, suspend, or restrict your access to your usage of the Cooking.City Platform, may be based on confidential criteria that are essential to our risk management and security protocols. You agree that we are under no obligation to disclose the details of our risk management and security procedures to you.

15.3. Where we terminate, suspend, hold or restrict your access to the Cooking.City Platform:

a. if you have Instructions or Transactions that are open, they may be closed by you, or by us, depending on the circumstances of the termination, suspension, hold, restriction or other action we take;

b. you authorise and grant us the right to deduct costs and fees directly from any assets in the Wallet that you connected to the Cooking.City Platform.

15.4. If we are informed and reasonably believe that any Digital Assets in your Wallet are stolen or otherwise are not lawfully possessed by you (whether by error or otherwise), we may, but have no obligation to terminate your usage of the Cooking.City Platform. We will not become involved in any dispute, or the resolution of the dispute, relating to (i) any Digital Assets you have in your Wallet or may have used with regard to the Cooking.City Platform; or (ii) the Digital Assets on the Cooking.City Platform that may have been created, bought or sold using such Digital Assets.

###

### 18. General Terms

18.1. You must comply with all Applicable Law, licensing requirements and third party rights (including data privacy laws and anti-money laundering and countering the financing of terrorism laws) in your use of the Cooking.City Platform.

18.2. We may give notice to you by electronic means (including but not limited to Telegram or direct message over social media). Notices may be given, and are deemed to be received, whether or not a notice of delivery failure is received. You may give us notices only as we direct, which may change from time to time. Any notices, consent or other communication given under these Terms must be in writing, in English, and signed or otherwise authorised by the party giving it.

18.3. All official announcements and news will be broadcast on X (formerly known as Twitter) from the official Cooking.City account. These announcements are important, and may relate to issues that may impact the value of your Digital Assets, or their security. You are responsible for monitoring the Cooking.City Platform and reading and considering these announcements.

18.4. The Terms constitute the whole agreement between you and us with respect to the Cooking.City Platform. Each party acknowledges that it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in the Terms.

18.5. You may not assign or transfer any of your rights or obligations under the Terms without our prior written consent, which may, in some cases, require additional information to be provided or enhanced due diligence to be performed. However, we may assign or transfer any of our rights or obligations under the Terms at any time to anyone else, including, without limitation, in connection with any merger, acquisition, or other corporate reorganisation involving Cooking.City.

18.6. If, at any time, any clause or sub-clause of the Terms is or becomes illegal, invalid, or unenforceable in any respect, neither the legality, validity or enforceability of the remaining clauses or sub-clauses will in any way be affected or impaired.

18.7. You agree that we may record any telephone, email and chat conversations with you, as well as any other forms of communications, including communication used to give Instructions or effect Transactions, between you and us, and that the recordings may be used as evidence in any proceedings relating to any agreement with you. These records will be our sole property.

18.8. These Terms may be translated into a language other than the English language. Any such translation is provided solely for your convenience. In the event of inconsistency or ambiguity, the English text will prevail.

18.9. Other than in relation to Cooking.City Affiliates, nothing expressed or referred to in these Terms will be construed to give any person other than the parties to these Terms any legal or equitable right, remedy, or claim under or with respect to these Terms or any clause or sub-clause of these Terms. The Terms and all of its clauses and sub-clauses are for the sole and exclusive benefit of the parties to these Terms and their successors and permitted assigns.

18.10. All clauses and sub-clauses of these Terms, which by their nature extend beyond the expiration or termination of these Terms, will continue to be binding and operate after the termination or expiration of these Terms.

18.11. Cooking.City is not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between the parties.

18.12. We will not be liable for any delay or failure to perform as required by these Terms to the extent the delay or failure is caused by a Force Majeure Event.

18.13. No delay or omission by us in exercising any right or remedy under the Terms will operate as a waiver of the future exercise of that right or remedy or of any other rights or remedies under the Terms. The rights and remedies provided in the Terms are cumulative and not exclusive of any rights or remedies provided by Applicable Law.

18.14. In addition to any legal or other remedy available under the Terms or by law, we may set-off any amounts you owe to us under the Terms or otherwise. You must pay all sums that you owe to us free and clear without any set-off, counterclaim, deduction or withholding of any kind, save as may be required by Applicable Law.

18.15. If you receive information about another user through the Cooking.City Platform, you must keep the information confidential and only use it in connection with your usage of the Cooking.City Platform and always in accordance with Applicable Law. You must not disclose or distribute any user information to a third party or use the information in any manner except as reasonably necessary to effect a Transaction.

18.16. Where you have breached these Terms, Cooking.City may publish, or otherwise provide its users with details of the breach, including any information that you have provided Cooking.City. Cooking.City may only do so where it determines that doing so is necessary for the protection of other users, and consistent with Applicable Law.

18.17. It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report, and remit the correct tax to the appropriate tax authority. You agree that we are not responsible for determining whether any taxes apply to your use of the Cooking.City Platform or for collecting, reporting or remitting any taxes arising from any Transaction or use of the Cooking.City Platform.

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### 19. **Prohibited use**

19.1. By using the Cooking.City Platform or carrying out any Transaction, and without prejudice to any other restriction or limitation set out in these terms, you agree that you will not:

a. breach these Terms or any agreement entered into pursuant to, or in connection with, these Terms;

b. use the Cooking.City Platform in a manner that violates our Prohibited Use Policy;

c. use Cooking.City Platform for commercial purposes, including transactions on behalf of other persons or entities, unless expressly agreed by us in writing;

d. use the Cooking.City Platform for anything which, in Cooking.City's sole opinion, is conduct designed to control or artificially affect the price of any Digital Asset (market manipulation) including, without limitation, pump and dump schemes, wash;

e. engage in fraudulent activities, or cause us to suspect that you have engaged in fraudulent activities or Transactions;

f. undertake any activities or use the Cooking.City Platform in a manner that results in, or may result in, complaints, disputes, claims, reversals, chargebacks, fees, fines, penalties, or other liability to us, other users, third parties, or yourself;

g. provide false, inaccurate or misleading information in connection with your use of the Cooking.City Platform, in communications with us, or otherwise connected with these Terms;

h. (i) use any deep linking, web crawlers, bots, spiders or other automatic devices, programs, scripts, algorithms or methods, or any similar or equivalent manual processes to access, obtain, copy or monitor any part of the Platform, or replicate or bypass the navigational structure or presentation of the Cooking.City Platform in any way, in order to obtain or attempt to obtain any materials, documents or information in any manner not purposely provided by the Cooking.City Platform; (ii) attempt to access any part or function of the Cooking.City Platform without authorisation, or connect to the Cooking.City Platform or any of our servers or any other systems or networks of the Cooking.City Platform provided through the Cooking.City Platform by hacking, password mining or any other unlawful or prohibited means; (iii) probe, scan or test the vulnerabilities of Cooking.City Platform or any network connected to the Cooking.City Platform, or violate any security or authentication measures on the Cooking.City Platform or any network connected to the Cooking.City Platform; (iv) track or seek to track any information of any other users or visitors of the Cooking.City Platform; (v) take any actions that impose an unreasonable or disproportionately large load on the infrastructure of systems or networks of the Cooking.City Platform, or the infrastructure of any systems or networks connected to the Cooking.City Platform; (vi) use any devices, software or routine programs to interfere with the normal operation of the Cooking.City Platform or any transactions on the Cooking.City Platform, or any other person's use of the Cooking.City Platform; or (vii) forge headers, impersonate, or otherwise manipulate identification, to disguise your identity or the origin of any messages or transmissions you send to us;

i. modify or adapt the whole or any part of the Cooking.City Platform or combine or incorporate the Platform into another programme or application;

j. disassemble, decompile, reverse-engineer or otherwise attempt to derive the source code, object code underlying concepts, ideas and algorithms of the Platform or any components thereof;

k. modify, replicate, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, broadcast, publish, remove or alter any copyright statement or label, or licence, sub-licence, sell, mirror, design, rent, lease, private label, grant security interests in such Cooking.City IP or any part of the intellectual properties, or create derivative works or otherwise take advantage of any part of the Cooking.City IP;

l. facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data or information in connection with the Cooking.City Platform;

m. (i) use an anonymizing proxy; (ii) use any device, software, or routine to interfere or attempt to interfere with our Sites; and (iii) take any action that may cause us to lose any of the services from our internet service providers, or other suppliers;

n. create, or purport to create, any security over your Digital Assets that may be on the Cooking.City Platform without our prior written consent;

o. violate, or attempt to violate, (i) any Applicable Law; or (ii) our or any third party's copyright, patent, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; and/or

p. access, use, or attempted to access or use, the Cooking.City Platform directly or indirectly with jurisdictions Cooking.City has deemed high risk, including but not limited to Russia, Cuba, Iran, North Korea, or Syria or as may be identified as being sanctioned as prescribed by United States of America, United Kingdom, European Union or United Nations, including but not limited to those on the sanctions lists maintained by the U.S. Office of Foreign Assets Control.

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### **20. Amending the Terms**

20.1. We can make changes to these Terms and any terms and conditions incorporated by reference at any time and your continued use of the Cooking.City Platform constitutes your consent to such changes. Changes to these Terms will be published on our website and may also be notified to users by such other means as Cooking.City determines at its sole discretion.

20.2. Generally, we will try to notify users prior to changes to these Terms taking effect. However, we may occasionally need to make changes that are effective immediately, in which case users will be notified as soon as possible after the changes take effect. The circumstances in which changes to these Terms may take effect immediately may include, for example and without limitation, where:

a. the change is to address legal and/or regulatory requirements;

b. the changes are made to clarify the Terms.

20.3. If you do not wish to accept the changes, please cease to use the Cooking.City Platform. In absence of your ceasing to use the Cooking.City Platform, your continued access to or use of the Cooking.City Platform shall be deemed acceptance of the updated Terms.

20.4. We may also make changes to the fees charged from time to time, which may include introducing new fees and/or charges. If you do not wish to accept the changes, please cease to use the Cooking.City Platform. In absence of such cessation, your continued access to or use of the Cooking.City Platform shall be deemed acceptance of the updated Terms.

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### 21.**Representations and warranties**

21.1. You hereby represent and warrant to us, at all times, the following:

a. all decisions made in connection with these Terms were solely and exclusively based on your own judgement and after your own independent appraisal of your financial resources, ability and willingness to take relevant risks and financial objectives;

b. you have full power, authority, and capacity to (i) access and use the Cooking.City Platform; and (ii) enter into and deliver, and perform your obligations under these Terms and any agreement entered into pursuant to, or in connection with, these Terms;

c. all consents, permissions, authorisations, approvals and agreements of third parties and all authorisations, approvals, permissions, consents, registrations, declarations, filings with any Regulatory Authority, governmental department, commission, agency or other organisation having jurisdiction over you which are necessary or desirable for you to obtain in order to (i) access and use the Cooking.City Platform; and (ii) enter into and deliver, and perform the Transactions contemplated under these Terms and any agreement entered into pursuant to, or in connection with, these Terms, have been unconditionally obtained in writing, disclosed to us in writing, and have not been withdrawn or amended;

d. you either (i) have valid, unconditioned and enforceable rights to use the images and Intellectual Property Rights in any images that are uploaded to the Cooking.City Platform as part of the process to create Digital Assets; or (ii) have obtained all necessary consents, permissions, licenses, and authorizations required to use the images and Intellectual Property Rights in any images that are uploaded to the Cooking.City Platform as part of the process to create Digital Assets, and such use in respect of the Cooking.City Platform does not and will not infringe, misappropriate, or violate any Intellectual Property Rights of any third party.

e. these Terms and any agreement entered into pursuant to, or in connection with, these Terms constitute valid and legally binding obligations, enforceable against you in accordance with their respective terms;

f. if you are a legal entity, you are duly incorporated, duly organised, and validly existing under the laws of your jurisdiction and have full power to conduct your business; and

g. your access and use of the Cooking.City Platform, your execution and delivery of, and the performance of your obligations under these Terms and any agreement entered into pursuant to, or in connection with, these Terms, will not:

i. if you are a legal entity, partner in a partnership or trustee of a trust result in a breach of or conflict with any provision of your constitution, articles of association, partnership agreement, trust deed or equivalent constitutive documents;

ii. result in a breach of, or constitute a default under, any instrument, agreement, document or undertaking to which you are a party or by which you or any of your property is bound or subject; and

iii. result in you, or cause us or any third party to, breach any Applicable Law, decree or judgement of any court, or any award of any arbitrator or those of any governmental or Regulatory Authority in any jurisdiction.

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### 22. **Class Action Waiver**

You and Cooking.City agree that any Claims shall be brought against Cooking.City in an arbitration on an individual basis only and not as a plaintiff or class member in a purported class or representative action. You further agree to waive any right for such Claims to be brought, heard, or arbitrated as a class, collective, representative, or private attorney general action, to the extent permissible by applicable law. Combining or consolidating individual arbitrations into a single arbitration is not permitted without the consent of Cooking.City.

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### **23. Contact**

If you have questions, feedback or complaints you can contact us at X @cookingcityHQ, or marketing@cooking.city.
