Terms And Conditions
35 TO FIRST TERMS OF SERVICE
1. Acceptance of the Terms of Service.
By using this website (the “Site”) and services (collectively with the Site, the “Services”) offered
by 35 to First, LLC, and its and their parents, subsidiaries, affiliates, agents, representatives,
employees, officers, and directors, -- collectively, “35 to First,” “we,” or “us”), you are agreeing to
these legally binding rules (the “Terms of Service”). You are also agreeing to our Privacy Policy
and agreeing to follow any other rules on the Site, as such rules and/or guidelines may be
implemented from time to time.
These Terms of Service (“Terms”) govern your access to and use the 35 to First website(s), our
mobile applications, and any live support, software, tools, features, or functionalities provided on
or in connection with our services, including without limitation using our service to connect directly
with us or others to mint, purchase, sell or transfer NFTs on the Site. “NFT” in these Terms means
a non-fungible token or similar digital item, which uses smart contracts to link to or otherwise be
associated with certain content or data.
2. Access and Use of the Services.
i. Description of Services. The Services are offered as a marketplace platform to
allow an individual, entity, or organization (“User”) to mint, purchase and trade our offered NFTs
associated with collegiate wrestlers on the Site (“Athlete”). For every NFT sold by us, a portion of
the proceeds paid by the User is provided to the Athlete and a portion is kept by us to maintain
and grow the Services. Additionally, a small portion of the proceeds are donated to a charity of
the Athlete’s choice, and another small portion is donated to the Athlete’s school wrestling
department. The Services described herein are in compliance with Name, Image, and Likeness
(“NIL”) guidelines, NCAA Regulations, or applicable guidelines.
ii. How It Works. Athletes engage us to create an NFT collection for them on the Site.
We create the NFT collection on the Athlete’s behalf, but limit the amount of NFTs we create in
order to preserve scarcity. The limitations vary depending on our arrangement with each Athlete.
Users then have the ability to mint, purchase, and trade Athlete NFTs on the Site.
iii. Wallet. You will need a third-party digital wallet to access the Services. Your
account on the Services (“Account”) will be directly associated with your digital wallet. By using
your wallet in connection with the Services, you agree that you are using that wallet under the
terms and conditions of the applicable provider of the wallet. Wallets are not operated by,
maintained by, or affiliated with 35 to First, and 35 to First does not have custody or control over
the contents of your wallet and has no ability to retrieve or transfer its contents. 35 to First accepts
no responsibility for, or liability to you, in connection with your use of a wallet and makes no
representations to warranted regarding how the Service will operate with any specific wallet. You
are solely responsible for keeping your wallet secure and you should never share your wallet
credentials with anyone. If you discover an issue related to your wallet, please contact your wallet
provider. Likewise, you are solely responsible for your Account and associated wallet and we are
not liable for any acts or omissions by you in connection with your Account or as a result of your
Account or wallet being compromised. You agree to immediately notify us if you discover or
otherwise suspect any security issue related to the Service or your Account.
iv. Refunds. We do not offer refunds to Users who have purchased an Athlete’s NFT.
If a User is unsatisfied with their purchase, the User has the option to sell or trade the NFT on the
Site.
v. License. You are hereby granted a limited, non-exclusive, non-transferable, non-
sublicensable and personal license to access and use the Service provided, however, that such
license is subject to your compliance with these Terms. If any software, content or other materials
owned by, controlled by, or licensed to use are distributed or made available to you as part of your
use of the Service, we hereby grant you a non-commercial, personal, non-assignable, non-
sublicensable, non-transferable, and non-exclusive right and license to access and display such
software, content, and materials provided to you as part of the Service.
3. Creating An Account.
You can browse certain features of 35 to First without registering for an account. But to engage
with the Services provided by 35 to First, you will need to register, choose a username, and set a
password. You are responsible for maintaining the confidentiality of your password and account,
if any, and are fully responsible for any and all activities that occur under your password or
account. You agree to immediately notify 35 to First of any unauthorized use of your password or
account or any other breach of security. We will not be liable for any loss or damage arising from
your failure to comply with this section.
For Users: To sign up for an account, you need to be at least 18 years old, or old enough to form
a binding contract where you live. If necessary, we may ask you to provide us with proof of age.
For Athletes Only: To sign up for an account, you need to be at least 18 years old. If you are under
the age of 18 years old, you may use the Services only with the approval of your parent or
guardian. We will require you to submit a Consent of Parent/Guardian form for review to us before
allowing you access to an account.
Both Users and Athletes will be required to submit a form of identification to us when registering
an account on the Site.
4. Third-Party Content.
The Service may also contain links or functionality to access or use third-party websites (“Third-
Party Websites”) and applications (“Third-Party Applications”), or otherwise display, include or
make available content, data, information, services, applications or materials from third-parties
(“Third-Party Materials”). When you click on a link to, or access and use, a Third-Party Website,
Third-Party Application, though we may not warn you that you have left our Service, you are
subject to the terms and conditions (including privacy policies) of another website or destination.
Such Third-Party Websites, Third-Party Applications, and Third-Party Materials are not under the
control of 35 to First, and may be “open” applications for which no recourse is possible. 35 to First
is not responsible or liable for any Third-Party Websites, Third-Party Applications, and Third-Party
Materials. 35 to First provides links to these websites and applications only as a convenience and
does not review, approve, monitor, or endorse, warrant or make any representations with respect
to Third-Party Websites or Third-Party Applications, or their products or services or associated
Third-Party Materials. You use all links in Third-Party Websites, Third-Party Websites, and Third-
Party Materials at your own risk.
5. Software & Intellectual Property Rights.
i. Software. You acknowledge and agree that the Services may contain content or
features that are protected by copyright, patent, trademark, trade secret or other proprietary rights
and laws. In connection with your use of the Services you will not engage in or use any data
mining, spiders, robots, scraping or similar data gathering or extraction methods. Any use of the
Services, or the content and features of the Services, other than as specifically authorized herein
is strictly prohibited. The technology and software underlying the Services or distributed in
connection therewith are the property of 35 to First, our affiliates, our partners, and our
contractors. (the “Software”). You agree not to copy modify, create a derivative work of, reverse
engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign,
sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein
are reserved by 35 to First.
ii. Our Trademarks. The 35 to First logos and trademarks and service marks of 35 to
First. Other company, product, and service names and logos used and displayed via the Services
may be trademarks or services marks of their respective owners, who may or may not endorse
or be affiliated with or connected to 35 to First. Nothing in these Terms of Service or the Services
shall be construed as granting, by implication, or otherwise, any license or right to use any 35 to
First Trademark displayed on the Services, without our prior written permission in each instance.
iii. Third Party Intellectual Property. All logos, marks, names, copyrights, or other
intellectual property used on the Site or via the Services which is not owned by 35 to First, if any
exist, has been licensed by 35 to First to be used for the Services, and 35 to First acknowledges
that it has no ownership rights in any such intellectual property.
iv. User IP. As an Athlete or a User, you represent that you own all right, title, and
interest in and to all copyrights, trademark rights, and rights of publicity related to your account.
By uploading, sharing, providing, or otherwise making available content in connection with your
account, you hereby grant 35 to First and its affiliated companies and account holders a
nonexclusive, worldwide, royalty-free, transferable, sublicensable, perpetual irrevocable license
to use the content in connection with the operation and facilitation of the Services. Without limiting
the foregoing, if any content from an account holder contains your NIL, you hereby release 35 to
First from any all claims of invasion of privacy or publicity, any liability relating to violating NIL
laws, statutes, and rulings, and any liability for claims in connection with distorting your image or
NIL. Lastly, we do not guarantee that any of your content will be made available through the
Services. Reserve the right to, but do not have any obligation to (a) remove content without any
notice for any reason or for no reason at all; and (b) remove or block any content from association
with the Services and/or individual accounts.
6. User Conduct & Prohibited Uses.
You are solely responsible for compliance with all applicable law in relation to your use of the
Services. You are further solely responsible for all content that you upload, post, publish display
transmit or otherwise use. You agree to fully cooperate with any request we make for evidence
we deem necessary to verify your compliance with these Terms of Service.
The following examples of content and/or use that is illegal or prohibited by 35 to First. This list is
not exhaustive and we reserve the right to remove any account and/or investigate any User and/or
Athlete who, in our sole discretion violates any of the terms of these Terms of Service.
Without limiting the foregoing, you agree and represent, warrant and covenant that you will not
use the Services or utilize an account which engages in any of the following acts:
1. to intend to violate any applicable law, regulation, or requirement;
2. to defraud or mislead any Athlete and/or User;
3. to engage in any offensive, graphic, sensitive, or sexual content;
4. to violate the NIL rights of any Athlete engaged in the Services;
5. to attempt to engage in a pay-for-play scheme with, which is in direct violation of
the National Collegiate Athletic Association’s Rules and Guidelines.
6. to publish content which causes reputational harm;
7. to do anything threatening, abusive, harassing, defamatory, libelous, tortious,
obscene, profane, or invasive to another person’s property;
8. to distribute unsolicited or unauthorized advertising or promotional material, or any
junk mail, spam, or chain letters;
9. to distribute software, viruses, or anything else designed to interfere with the
proper function of any software, hardware, or equipment on the Site;
10. to interfere with the Services, or try to bypass any measures we have put in place
to secure the Services;
11. to take apart or reverse engineer any aspect of 35 to First in an effort to access
things like source code, underlying ideas, or algorithms;
12. to create an account for a minor who is an Athlete without the express permission
of the minor’s guardian;
13. to infringe on the intellectual property or other proprietary rights of any party;
14. to harvest, collect, or publish personally identifiable information of others;
15. to engage in the Services for any other purposes than as the Services are
described in these Terms of Services;
16. to engage in any other activity which, in 35 to First’s sole discretion, violates the
spirit of the Site or 35 to First’s Community Guidelines;
17. to use the Service to carry out any financial activity subject to registration or
licensing, including but not limited to creating, offering, selling or buying securities, commodities,
options or debt instruments;
18. to use the Service to buy, sell or transfer stolen items, fraudulently obtained items,
items taken without authorization, and or other illegally obtained items;
19. to create or display NFTs or other items that promote suicide or self-harm, incite
hate or violence against others, or dox another individual; and/or
20. to use the Service with the proceeds of unlawful activity or with a wallet used to
engage in unlawful activity.
We reserve the right, without limitation, to ban or disable your use of the Services, remove the
offending content, suspend or terminate your account, stop payments to any Athlete, freeze or
hold payments, and report you to law enforcement authorities or otherwise take appropriate legal
action, including without limitation, seeking restitution on behalf of ourselves and/or our Athletes
and Users.
We additionally reserve the right to refuse, condition or suspend any transaction any transaction
that we believe, in our sole discretion, violates these Terms of Service or harm the interests of our
Users or
Furthermore, by using the Service you understand the importance of doing your own research.
You bear full responsibility for verifying the authenticity, legitimacy, identity, and other details about
any NFT, collection or account that you view or interact with in conjunction with our Service. We
make no claims, guarantees or recommendations about the identity, legitimacy, or authenticity of
any NFT not created and sold directly by us.
7. User Contributions
You acknowledge and agree that any contribution by you to the Site or Services does not and will
not give or grant you any right, title, or interest in the Site or Services. You agree that 35 to First
may use and disclose your contributions in any manner and for any purpose whatsoever without
further notice or compensation to you and without retention by you of any proprietary or other right
or claim. You hereby assign to 35 to First any and all right, title and interest (including but not
limited to any patent, copyright, trade secret, trademark, show-how, know-how moral rights and
any and all other intellectual property right) that you may in and to any and all contributions made
by you.
8. Communication Preferences.
By creating an Account and utilizing the Services, you acknowledge that we can send you emails,
text messages, notifications, or other electronic service communications about your account. To
the extent permitted by applicable law, you also consent to receive electronic promotional
messages, offers, surveys, and other materials. You understand that texts, calls or pre-recorded
messages may be generated by automatic telephone dialing systems. Agreeing to receive these
promotional texts is not a condition of purchasing any NFTs. If you at any time no longer want to
receive promotional communications, you can opt out in accordance with the terms of our Privacy
Policy.
9. Changes to Services.
We reserve the right to modify these Terms or change any part of the Services at any time. We
will communicate material changes to these Terms by making the revised Terms available for
your review on the Site. The date that these Terms were last modified can be found at the end of
these Terms. The modified Terms will become effective and govern your use of the Services upon
the date and time they are posted to the Site.
If any change materially limits the availability of the Services, then in addition to posting the
revised Terms on the Site, we intend to communicate this limitation by sending an email to the
address associated with your Account. So, it is important that you keep your Account information
up to date.
To the extent permitted by law, the English version of these Terms of Service is binding and their
translations are for convenience only; in case of discrepancies between the English version of
these Terms of Service and their translations, the English version shall prevail. If you do not wish
to accept the new Terms of Service, you may discontinue your use of the Services.
By continuing to use the Services after any revised Terms come into effect, you agree to be bound
to the changes.
10. Assumption of Risk.
By participating in the Services, you accept and acknowledge:
1. The value of an NFT is subjective and prone to price changes.
2. There are regulations governing NFTs and associated crypto-based currencies,
and new regulations or modifications to current regulations may adversely affect the Services
and/or the performance of your NFTs.
3. You are solely responsible for your tax liability arising from your use of the
Services.
4. We will not be responsible for any communication failures, disruptions, errors,
distortions or delays you may experience when using the Service, however caused.
5. You agree to indemnify us pursuant to these Terms and waive your right to a jury
trial per the Dispute Resolution and Arbitration Agreement sections below and a part of these
Terms.
11. Disclaimer of Warranties.
YOU ARE USING THE SERVICES AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED TO
YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. 35 TO FIRST EXPRESSLY DISCLAIMS ANY
AND ALL WARRANTIES, CONDITONS AND REPRESENTATIONS OF ANY KIND, WHETHER
EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE,
NON-INFRINGEMENT, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF DEALING,
COURSE OF PERFORMANCE, OR USAGE OF TRADE. NO ADVICE OR INFORMATION
(ORAL OR WRITTEN) OBTAINED BY YOU FROM 35 TO FIRST SHALL CREATE ANY
WARRANTY.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKE NO
RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF OR LOSS OF
USE OF NFTS, CONTENT, AND/OR CONTENT LINKED TO OR ASSOCIATED WITH NFTS,
INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM:
(A) USER ERROR, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED
ADDRESSES; (B) SERVER FAILURE OR DATA LOSS; (C) UNAUTHORIZED ACCESS OR ISE;
(D) ANY UNAUTHORIZED THIRD-PARTY ACTIVITIES, INCLUDING WITHOUT LIMITED THE
USE OF VIRUSES, PHISHING, OR OTHER MEANS OF ATTACK AGAINST THE SERVICE OR
NFTS.
12. Limitation on Liability.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, NEITHER 35 TO FIRST NOR ITS AFFILIATES WILL BE
LIABLE FOR ANY (A) INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR
CONSEQUENTIAL DAMAGES; (B) DAMAGES FOR LOSS OF PROFITS; (C) DAMAGES FOR
LOSS OF GOODWILL; (D) LOSS OR CORRUPTION OF DATA; OR (E) OTHER INTANGIBLE
LOSSES HOWEVER CAUSED AND WHETHER IN CONTRACT, TORT, OR UNDER ANY
THEORY OF LIABILITY, AND WHETHER OR NOT 35 TO FIRST HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES OR OTHERWISE RESULTING FROM (A) THE USE OR
THE INABILITY TO USE THE SERVICES; (B) THE COST OF PROCUREMENT OF
SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA,
INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR
TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (C) ANY
PROMOTIONS AND RELATED PRIZES OR REWARDS MADE AVAILABLE THROUGH THE
SERVICES; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS
OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR
(F) ANY OTHER MATTER RELATING TO THE SERVICES. TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL 35 TO FIRST’S TOTAL LIABILITY TO
YOU FOR ALL DAMAGES, LOSSES (INCLUDING CONTRACT, NEGLIGENCE, STATUTORY
LIABILITY OR OTHERWISE) OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE
PAID 35 TO FIRST IN THE LAST SIX (6) MONTHS.
IF THE LIMITATIONS ABOVE DO NOT APPLY TO YOU DUE TO YOUR JURISDICITON AND
YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES OR THE TERMS OF
SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE
SERVICES.
13. Indemnification.
You shall release, indemnify, demand and hold harmless 35 to First and its affiliates, officers,
employees, directors and agents harmless from any and all losses, damages, expenses, including
reasonable attorneys’ fees, costs, awards, fines, damages, rights, claims, actions of any kind and
injury (including death) arising out of or relating to your use of the Site or the Services, your
connection to the Services, your violation of these Terms of Service or your violation of any rights
of another, including but not limited to: (i) your use or misuse of the Services, content, NFTs or
content linked to or associated with any NFTs; (ii) any contributions you provide; (iii) your violation
or breach of any term of these Terms or applicable law; (iv) your violation of the rights of or
obligations to a third party, including another use or third party; and (v) your negligence or willful
misconduct. We reserve the right to assume the exclusive defense and control of any matter
otherwise subject to this indemnification clause, and you shall cooperate in asserting any
defenses and at all times shall indemnify 35 to First for the costs of its defense (including but not
limited to attorney’s fees). If you are a California resident, you acknowledge that you have read
and understand Section 1542 of the California Civil Code which reads as follows: “A general
release does not extend to claims which the creditor does not know or suspect to exist in his or
her favor at the time of executing the release, which if known by him or her must have materially
affected his or her settlement with the debtor.” I hereby expressly waive and relinquish all rights
and benefits under section 1542 and any law of any jurisdiction of similar effect with respect to
my release of any claims I may have against 35 to First. If you are a resident of another
jurisdiction—in or outside of the United States—you waive any comparable statute or doctrine.
14. Dispute Resolution.
Our customer service department can resolve most User or Athlete concerns quickly and in a
satisfactory manner. Please contact 35 to First Customer Support.
Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of
a judge or jury, allows for more limited discovery than in court, and is subject to very limited review
by courts. Unless expressly limited by this Dispute Resolution provision, arbitrators can award the
same damages and relief that a court can award. Any arbitration under this Agreement will take
place on an individual basis; class arbitrations and class actions are not permitted. All costs
associated with arbitration shall be paid in accordance with AAA (defined below) rules.
15. Arbitration Agreement.
35 to First and you agree to arbitrate all disputes and claims between us, except for claims arising
from bodily injury or that pertain to enforcing, protecting, or the validity of your or our intellectual
property rights (or the intellectual property rights of any of our licensors, affiliates and partners).
This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to
claims:
- arising out of or relating to any aspect of the relationship between us, whether based
in contract, tort, fraud, misrepresentation or any other statutory or common-law legal
theory;
- that arose before this or any prior Terms;
- for mental or emotional distress or injury not arising out of physical bodily injury;
- that are currently the subject of purported class action litigation in which you are not a
member of a certified class; and
- that may arise after the modification or termination of these Terms.
References to “35 To First,” “you,” and “us” in this Arbitration Agreement include our respective
predecessors in interest, successors, and assigns, as well as our respective past, present, and
future parents, subsidiaries, and affiliates; those entities and our respective agents, employees,
licensees, licensors, and providers as of the time your or our claim arises; and all authorized or
unauthorized users or beneficiaries of the Services under this or prior Agreements between us.
Notwithstanding the foregoing, either party may bring an action in small claims court seeking only
individualized relief, so long as the action remains in that court and is not removed or appealed
to a court of general jurisdiction. This arbitration agreement does not preclude you from bringing
issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows,
seek relief against us on your behalf. You agree that, by entering into this Agreement, you and
we are each waiving the right to a trial by jury or to participate in a class action. This Agreement
evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the
interpretation and enforcement of this provision. This arbitration provision shall survive termination
of service or this Agreement, unless this provision is superseded by an updated arbitration
provision.
A party who intends to seek arbitration must first send to the other a written Notice of Dispute
(“Notice”). The Notice to 35 To First should be sent by U.S. mail or professional courier service
to: 1750 Chester Road SE, Rochester, Minnesota 55904 (“Notice Address”). The Notice must
include (a) provide your name, address, and email address; (b) a description of the nature and
basis of the claim or dispute; and (c) an explanation of the specific relief sought and the basis for
the calculations; (d) your signature; and (e) if you have retained an attorney, your signed
statement authorizing 35 To First to disclose your confidential 35 To First Account details to your
attorney if necessary in resolving your claim.
If we and you do not reach an agreement to resolve the claim within 60 days after the Notice is
received, you or we may commence an arbitration proceeding (if either you or we send the other
an incomplete Notice, the 60-day period begins only after a complete Notice is received).
The arbitration will be governed by the Consumer Arbitration Rules (“AAA Rules”) of the American
Arbitration Association (“AAA”), as modified by this arbitration provision, and will be administered
by the AAA. (If the AAA is unavailable, another arbitration provider shall be selected by the parties
or by the court.) The AAA Rules are available online at https://www.adr.org/, or by requesting
them in writing at the Notice Address. All issues are for the arbitrator to decide, except that issues
relating to the scope and enforceability of the arbitration provision or whether a dispute can or
must be brought in arbitration are for the court to decide. The arbitrator may consider other
arbitrations involving different customers, but an arbitrator's ruling will not be binding in
proceedings involving different customers. Unless we and you agree otherwise, any arbitration
hearings will take place in Olmsted County, Minnesota. If your claim is for $10,000 USD or less,
we agree that you may choose whether the arbitration will be conducted solely on the basis of
documents submitted to the arbitrator, through a telephonic hearing or videoconference, or by an
in- person hearing as established by the AAA Rules. If your claim exceeds $10,000 USD, the right
to a hearing will be determined by the AAA Rules. During the arbitration, the amount of any
settlement offer made by us or you shall not be disclosed to the arbitrator until after the arbitrator
determines the amount, if any, to which you or us is entitled. Regardless of the manner in which
the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to
explain the essential findings and conclusions on which the award is based.
The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking
relief and only to the extent necessary to provide relief warranted by that party's individual claim.
You and We agree that each may bring claims against the other only in Your or Our individual
capacity, and not as a plaintiff or class member in any purported class, representative, or private
attorney general proceeding. Further, unless both you and we agree otherwise, the arbitrator may
not consolidate more than one person's claims and may not otherwise preside over any form of a
representative, class, or private attorney general proceeding. If, after exhaustion of all appeals,
any of these prohibitions on non-individualized declaratory or injunctive relief; class,
representative, and private attorney general claims; and consolidation are found to be
unenforceable with respect to a particular claim or with respect to a particular request for relief
(such as a request for injunctive relief sought with respect to a particular claim), then the parties
agree such a claim or request for relief shall be decided by a court, after all other claims and
requests for relief are arbitrated.
16. Privacy Policy.
Please refer to our Privacy Policy for information about how we collect, use and share information
from and/or about you. By submitting your information through our Service, you agree to the terms
of our Privacy Policy and you expressly agree to the collection, use and disclosure of your
information in accordance with the Privacy Policy.
17. Termination of Relationship.
If you breach any of the provisions of these Terms, your ability to access the Services will
terminate automatically. Additionally, notwithstanding anything contained in these Terms, we
reserve the right, with or without notice and in our sole discretion, to suspend, restrict, disable,
terminate, or delete your Account and/or your ability to access or use the Services (or any part of
the foregoing) at any time and for any or no reason, and you acknowledge and agree that we
shall have no liability or obligation to you in such event If we terminate your Account or restrict
your access or use of the Service, you retain ownership of your NFTs unless you are otherwise
informed by us. You may still access your NFTs and wallets, but will be unable to participate in
the Services offered by us.
18. Governing Law and Jurisdiction.
The validity, interpretation, and performance of these Terms of Service shall be controlled by and
construed under the laws of the State of Minnesota (without regard to conflicts-of-laws principles
thereof). Any legal action brought under or in connection with these Terms of Service shall be
brought only in the United States District Court for the District of Minnesota or, if such court would
not have jurisdiction over the matter, then only in the Olmsted County District Court. Each Party
submits to the exclusive jurisdiction of these courts and agrees not to commence any legal action
under or in connection with the subject matter of these Terms of Service in any other court or
forum. Each Party also irrevocably waives any and all right to, and shall not request, a trial by jury
in any action, proceeding or counterclaim brought by one party against the other arising out of or
related to these Terms of Service.
19. Arbitration.
EXCEPT AS OTHERWISE DESCRIBED IN THESE TERMS, BY USING THE SERVICES, YOU
AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING,
INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO A JURY TRIAL OR TO
PARTICIPATE IN A CLASS ACTION. PLEASE REVIEW THE DISPUTE RESOLUTION AND
ARBITRATION AGREEMENT SECTIONS CAREFULLY. BY USING THE SERVICES, YOU
EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THESE
TERMS OF SERVICE.
20. Waiver and Severability.
The failure of 35 to First to exercise or enforce any right or provision of these Terms of Service
will not constitute a waiver of such right or provision. If any provision of these Terms of Service is
found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the
court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the
other provisions of these Terms of Service remain in full force and effect.
21. Entire Agreement.
These Terms of Service constitute the entire agreement between the User and 35 to First and
govern the User’s use of the Services, superseding any prior agreements between the User and
35 to First Fund with respect to the Services.
Last Updated: 12/11/2025