Please take the time to read these Terms carefully and if you do not agree to them, please do not register, access or use any of the Services.
By using and/or downloading the App and the Website and by confirming the Terms as they appear during the registration on your first use, you agree to be bound by these Terms, as may be amended from time to time. Please read these Terms carefully and visit this page regularly for updates and changes. If you do not agree to be bound by these Terms, you should remove the App from your device and discontinue use of the Services. As long as you do not cease using any of the Services, you will be conclusively deemed to have accepted these Terms.
By making use of Mitgate Services, in the case of services that use blockchain technology as an underlying, you acknowledge and agree that: (1) you are aware of the risks associated with transactions of crypto asset; (2) you shall assume all risks related to the use of the Services and transactions of crypto-assets; and (3) Mitgate shall not be liable for any such risks or adverse outcomes.
In these Terms, the following definitions shall apply:
a) “Account” means the virtual accounts, including main accounts and subaccounts, which are opened by Mitgate for users to record on the Platform their usage of the Services, transactions, asset changes and basic information. The Accounts serve as the basis for the use of the Services, including the Wallet service.
b) “App” means Mitgate mobile application.
c) “Charge” means a credit or debit instruction to capture funds from an Account that a Customer maintains with a bank or other financial institution in connection with a Transaction.
d) “Customer” means any registered user, different from a Merchant, who performs any action, including the purchase,and transfer of MIT tokens.
e) “Derivative Works” means all works based upon the Software, such as computer programs, proprietary software, innovative tools, or any other form in which the Software may be recast, transformed, or adapted.
f) “Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights. Intellectual property rights include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trademarks, service marks.
g) “License” means all the set of provisions and conditions under which Customers and Merchants are entitled to use Mitgate Services.
h) “Merchant” a User who sells goods or services on a Marketplace. that accepts MIT tokens to grant access to such goods or services.
i) “Marketplace” means any website, page, Internet content or store, including any physical shop, which is used or about to be used for the promotion, sale, or access through MIT tokens, of goods or services.
j) “MIT tokens” or “MIT” means that type of crypto asset, and precisely a utility token, which is intended to provide digital access to a good or a service offered by Mitgate.
k) “Network” means the network of all affiliates, users and Merchants.
l) “Party” or “Parties” means either one, or in the plural, both of the parties to the agreement.
m) “Payment Method Providers” means any authorised third party providing a Payment Processing Service based on specific contractual agreements.
n) “Payment Processing Services” means those Services enabling users to buy/exchange MIT tokens or make any payment in digital currency for the purchase of goods and services available in the Marketplace.
o) “Platform” means the Website, the App and all the online applications hosted by Mitgate.
p) “Provider” means Mitgate S.r.l. who, providing the Services, acts as a hosting service provider under the Directive 2000/31/EC of the European Parliament and of the Council of 8 June 2000.
r) “Software” means the whole set of information of Mitgate, in binary form or programming language, in its object Code or source code form, and comprehensive of the App.
s) “Territory” means, unless the context otherwise requires, the entire world.
t) “Third Party Rights” means any right of a person or entity, either in contracts or tort law, including intellectual property rights.
u) “Transaction Risks” mean all the risks, including any damages, claims, liabilities, costs, harm, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any transaction on the Platform.
v) “User” means each person or entity accessing or using the App and/or the Services.
w) “Wallet” means the electronic wallet generated upon registration with the Mitgate Platform and uniquely associated with the individual or entity holding the Account.
x) “Wallet Service” means the service of safeguarding private cryptographic keys on behalf of its customers, to hold, store and transfer MIT tokens or other digital currency.
y) “Website” means the Mitgate website, available at www.Mitgate.com.
If any provision of this contract is invalid or unenforceable, that provision will be interpreted, construed, limited, modified or, if necessary, severed, to the extent necessary, to eliminate its invalidity or unenforceability, and the other provisions of this contract will remain unaffected.
Nothing in this agreement shall be deemed to constitute a partnership or joint venture between the Parties or constitute any Party to be the agent of the other Party for any purpose.
By using any service or performing any action on the Platform, the User expressly accepts and agrees to be bound by the terms of this agreement as specified therein.
The Provider reserves the right to amend these Terms from time to time (e.g. in the event of changes to the functionality of the Services) or when there are regulatory reforms that impact these Terms or the Services.
The User will be informed by individual communication or through a notice on the Platform of any modification to these Terms that will disadvantage or limit the access or usage of the Services. The Provider shall update the “Last Updated” date at the top of the Terms on the Website to reflect the effective date of the most recently updated version of the Terms.
In the absence of an explicit acceptance of the new Terms, a continued access or use of the Services after the date of the new Terms constitutes a form of acceptance of such new Terms. If a User doesn’t agree to the new Terms, he/she must stop accessing or using the Services and unregister his/her Account.
3. Description of the Services
Mitgate is an innovative Marketplace that connects Customers and Merchants in a closed network who employs blockchain technology to offer users customer engagement services and loyalty programs accessible via MIT tokens.
The Platform allows users to buy/sell goods and services on the Marketplace in fiat currency.
Users may access the Services and the Platform via the Mobile App and via the Website. The Services and the Platform are restricted to persons 18 years of age or older.
4. User Registration and Identification
To access the Services, you must register as a Mitgate’s User on the Platform. Registration requires the creation of a username and password which must be confirmed by email.
After the successful creation of username and password the User is enabled to access the Platform’s Services. The right to use the Services will expire in any case of termination according to Art. 10 of these Terms.
You are solely responsible for the security of your username and password and must not make your username and/or password available to anyone. If you know or suspect that any third party holds a password or has accessed your Account, you must notify immediately writing to the support service.
In addition to providing us with such information, you agree to allow us to keep a record of such information during the period your Account is active as well as after termination of your Account for the maximum period prescribed by the applicable national law. You also authorize us to conduct necessary investigations directly or through a third party to comply with national and international applicable laws.
The information we require to verify your identity may include, but is not limited to, your name, email address, contact information, phone number, username, government-issued ID, date of birth, and other information collected during Account registration. When providing the required information, you confirm it is true and accurate.
5. License and User Type assignment
These Terms only grant a limited license to access and use Mitgate Software. Therefore, you hereby agree that when you use the Services, Mitgate does not transfer the ownership or intellectual property rights of any intellectual property to you or anyone else. All the text, graphics, user interfaces, visual interface, photos, sounds, process flow diagrams, computer code (including html code), programs, software, products, information and documents, as well as the design, structure, selection, coordination, expression, look and feel, and layout of any content included in the services or provided through Mitgate Services, are exclusively owned, controlled and/or licensed to the Provider.
After duly completing the registration process and creating a username and password, Mitgate will assign each registered Account to one of the following User types:
– “Customer” any registered user, different from a Merchant, who performs any action, including the purchase and transfer of MIT tokens, as defined by Art. 1.
– “Merchant” a User who sells goods or services on a Marketplace and who accepts MIT token to grant access to goods or services, as defined in Art. 1.
At the end of the registration process, the Platform will uniquely associate an electronic Wallet to each Account. The Platform offers an infrastructure of three types of Wallet:
a) The Main Wallet to store tokens issued by Mitgate that will be transferred to the Users’ Wallets;
b) the Business Wallet managed by Merchant profiles;
c) the Private Wallet managed by Customers profiles.
At this stage you can store only MIT tokens on your Wallet.
In any case, and regardless of type, a registered Mitgate Account allow You to:
– buy goods and services available on the Marketplace, using mobile devices or via the Website;
– make payments using your credit card, debit card, bank account, PayPal balance, or other payment methods;
– receive commercial information from users registered on the Mitgate network;
– use MIT tokens to access commercial benefits such as discounts, promotions offered in the Mitgate network.
If You registered as a Merchant Mitgate User, you or the person or people submitting the application (your representative) must provide us with your business or trade name, physical address, email, phone number, business identification number, URL, the nature of your business or activities, and certain other information about you that we require.
Registering as a Merchant will enable additional features on the Platform, such as:
a) use a company or business name as the name on your Mitgate Account;
b) allow employees access to some of the features of your Mitgate Account (so called “Multi-Merchant Account”);
c) plan marketing campaigns;
d) manage loyalty programs.
6. MIT token
MIT token is a type of crypto-asset that grants users access to exclusive commercial benefits such as discounts and promotions offered on the Platform.
You can earn MIT tokens through loyalty programs and special marketing campaigns organized by Mitgate and by the commercial activities participating in the Mitgate platform.
Earned MIT tokens can only circulate within the closed group of Users (Customers and Merchants) and can only be used for the purpose of providing digital access to a goods or services.
7. No-financial clause
Mitgate is not a financial intermediary, agent, or advisor and has no fiduciary relationship or obligation to you in connection with any trades or other decisions or activities effected by you using the Services. Mitgate doesn’t sell, promote, or otherwise offer financial products, instruments, or their derivatives. Nothing in this agreement shall be deemed to constitute a financial sale or solicitation for a financial contract.
No communication or information provided to you by Mitgate is intended as, or shall be considered or construed as, investment advice, financial advice, trading advice, or any other sort of advice.
MIT is a type of crypto-asset which is intended to provide access to a good or service, available on Mitgate Platform. as defined in Art. 6.
You understand that MIT only confers the right to provide and receive goods or services in the Platform and does not confer any other rights of any form in connection with the Platform or its corporate affiliates, including, but not limited to, any voting, distribution, redemption, settlement, ownership (including all forms of intellectual property), or other financial or legal rights.
You may not obtain MIT for any other use or purpose, including, but not limited to, any investment, speculative or other financial purposes.
8. User’s duties and restrictions
Each User represents, warrants and agrees that he/she carry out your activities on the Platform in compliance with any applicable laws and regulations, performing business transactions with other Users in good faith, and carrying out his/her activities in accordance with these Terms.
The user may not:
a) access or use the Services if he or is under 18 years old, or if he is otherwise unable to agree to these Terms;
b) distribute, license, transfer, or sell, in whole or in part, any of the Software or the Services or any Derivative works thereof;
c) market, rent or lease the Services for a fee or charge to third parties, or use the Platform to advertise or perform any commercial solicitation to third parties, unless such activities are expressly authorised by the Provider in advance;
d) use the Services, without express written consent, for any commercial or unauthorized purpose, including communicating or facilitating any commercial advertisement or solicitation to investment or spamming;
e) interfere with or attempt to interfere with the proper working of the Services, disrupt the Platform, the website or any networks connected to the Services, or bypass any measures the Provider may use to prevent or restrict access to the Services;
f) incorporate the Platform or any portion thereof into any other program or product and, in such case, the Provider reserves the right to refuse to provide the Services, terminate Accounts or limit access to the Services at its sole discretion;
g) use any automated system or software – such as spiders, crawlers et similia –, whether operated by a third party or otherwise, to extract any data from the Service for commercial purposes;
h) use or attempt to use another’s Account, service or system without authorisation from the Provider, or create a false identity on the Platform;
i) use the Services to either intentionally, recklessly or negligently upload, transmit, distribute, store or otherwise make available:
– any material which does or may infringe applicable laws or which infringes someone else’s rights;
– any viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful;
– any unsolicited or unauthorised advertising, solicitations, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other prohibited form of solicitation;
– any material which does or may infringe any copyright, trade mark or other intellectual property of any other person;
– any material which infringes privacy or personality rights of any other person or deceased person;
– any material which is defamatory of any person, obscene, offensive, pornographic, hateful or inflammatory;
– any material that would constitute, encourage or provide instructions for a criminal offence, dangerous activities or self-harm.
The Provider reserves the right, at any time and without prior notice, to permanently or temporarily remove or suspend access to content if, in its sole opinion, that content violates or potentially violates these Terms or affects the rights of third parties (including intellectual property rights).
By accessing the Services, you agree that Mitgate has the right to investigate any violation of these Terms, unilaterally determine whether you have violated these Terms, and take actions under relevant regulations without your consent or prior notice. Examples of such actions include, but are not limited to:
– blocking access to the Services or a part of them, closing requests, sharing information or data pursuant to an order by a judicial or governmental authority;
– freezing your Account;
– reporting the incident or suspect operations to the Authorities;
– publishing the alleged violations and actions that have been taken;
– deleting any information You published that are found to be violations.
9. Intellectual property rights
Without prejudice to Art. 5, the User may not attempt to:
a) modify, copy, translate, sublicense, distribute, sell the Software or any part of it;
b) make copies, modify, adapt, translate, reverse engineer, disassemble, decompile or create any derivative works based on the Services, including any files, tables or documentation (or any portion thereof) or determine or attempt to determine any source code, algorithms, methods or techniques embodied in the Platform or any derivative works thereof unless any such activities are expressly authorised by the Provider in advance;
c) rent or lease any rights in the Software in any form to any third party or make the Software available or accessible to third parties in any other manner;
d) transfer assign or sublicense right to any other person or entity;
e) remove any proprietary notice, labels, or marks on the Software;
f) publish the Software for others to copy;
g) use the Software to determine, or disclose the results of, any benchmarking or performance measurements.
The Software is subject to Intellectual Property Rights (copyrights) owned by Mitgate S.r.l. All rights (including, trade secrets, patent and other intellectual property rights), title, interest in and to the Software, and any copy thereof remain with Mitgate S.r.l.
The User acknowledges that no title or other Intellectual Property Rights in the Software or in the Platform is transferred to him and that he will not acquire any rights to the Software or to the Platform.
These Terms are effective upon the date you first access or use the Services and continues until terminated by you or Mitgate. You may terminate these Terms by closing your Mitgate Account at any time and ceasing to use the Service. If you use the Services again or register for another Mitgate Account, you are consenting to these Terms.
The Provider reserves the right to temporarily or permanently suspend or terminate an account or impose limits on or restrict the access to parts or all of the Services with or without notice at any time for any reason including:
a) if has objective grounds to reasonably believe that the User violates of is about to violate the Terms, including any incorporated agreements, policies or guidelines, or any applicable laws or regulations;
b) if activities occur which, in the sole discretion of Mitgate technical staff, would or might cause damage to or impair the Platform or the Services or infringe or violate any third-party rights (including Intellectual Property Rights);
c) in response to requests by law enforcement or other government agencies under valid legal process;
d) due to unexpected technical or security issues or problems; or
e) if there are extended periods of inactivity in your Account.
When an account is temporarily or permanently suspended or terminated, the user cannot access to his username, password, and any related information. The Provider does not guarantee the permanent availability of user generated contents or backups of any content.
The User may request at any time the deletion of his Account through the functionalities provided on the Platform. The User also contact Mitgate support team for further assistance. Once the deletion procedure has been completed, the user will not be able to reactivate his account or retrieve any of the content or profile information.
When the user exercises the right to delete his profile, or removes, data or documents previously uploaded, the Provider reserves the right to retain, in an anonymous form, public access to the documents, unless specifically requested otherwise in writing by the user.
11. Provider’s Duties
The Provider seeks to offer the Service without significant interruptions. However, it may occur that the service is completely or partially unavailable for certain periods of time for reasons of planned or unplanned downtime, for maintenance or in case of technical difficulties.
Due to the nature of the Internet, uninterrupted access and error-free transmission cannot be guaranteed. In addition, your access to the Mitgate Services may also be occasionally suspended or restricted to allow for repair work, maintenance, or the introduction of new activities or services. We will attempt to limit the frequency and duration of these suspensions and limitations.
12. Force Majure
Mitgate shall not be liable for or required to pay compensation of any nature whatsoever for any loss arising from the unavailability, inconvenience or failures of the services or systems due to the following reasons: (i) system shut-down for maintenance; (ii) inability to transmit data due to failures in communications terminals or telecommunications equipment; (iii) systems failure and inability to perform its functions due to force majeure events including but not limited to typhoons, earthquakes, tsunamis, floods, power failure, fires, storms, war, political unrest, labour strikes, shortage of labor or materials, riots, insurrections, civil disturbances, terrorist attack, explosions, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties; or (iv) suspension or delay of services or systems failure due to reasons beyond the reasonable control of Mitgate such as hacker or cyber attacks, technical adjustments or failure of the telecommunications department, system upgrades, third party problems or any suspension or disruption of transportation or business operation (including but not limited to delays or disruption of the resumption of work or operation ordered by any government agency) in the event of a national or regional spread of epidemic or pandemic.
16. Transactions Between Customers and Merchants
Mitgate does not represent either the Customer or the Merchants in transactions. Mitgate does not control and is not liable or responsible for the quality, safety, lawfulness or availability of the products or services offered for sale on the Websites or on the Marketplace, the ability of the Customers to complete a sale or the ability of Merchants to complete a purchase.
Customers and Merchants accessing or using the Services shall assume the risks of conducting any purchase and sale transactions in connection with or through the Services.
Customer and Merchants accessing or using the Services shall also fully assume all risks of liability or harm of any kind arising out of or in connection with any subsequent activity relating to the products or services that are the subject of the transactions on the Platform. Examples of such risks shall include, but are not limited to, mis-representation of products and services, fraudulent schemes, unsatisfactory product quality, failure to meet specifications, defective or dangerous products, unlawful products, delay or default in delivery or payment, cost mis-calculations, breach of warranty, breach of contract, transportation accidents, the risk that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Platform may violate or may be asserted to violate Third Party Rights, and the risk that Users may incur costs of defense or other costs in connection with third parties’ assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defense or indemnification in relation to the assertion of rights, demands or claims by claimants of Third Party Rights. Examples of such risks also include the risk of claims from consumers, other purchasers, end-users of products or other third parties that they have suffered injuries or harm from their use of the products obtained through the Services. All of the foregoing risks are referred to as “Transaction Risks”.
Mitgate is not liable or responsible for any damages, claims, liabilities, costs, harm, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any Transaction Risks.
Customer and Merchants are solely responsible for setting out and performance of the terms and conditions of the transactions conducted on, through or as a result of use of the Services, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage.
17. Limitation of Liability
To the maximum extent permitted by law, the Services provided by Mitgate are provided “as is”, “as available” and “with all faults”, and Mitgate hereby expressly disclaims any and all warranties, express or implied, including but not limited to, any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose. All such warranties, representations, conditions, and undertakings are hereby excluded.
To the maximum extent permitted by law, Mitgate makes no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or correctness of any information provided through the Services. Mitgate does not represent or warrant that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the App or the Website does not violate any third party rights; and Mitgate makes no representations or warranties of any kind concerning any product or service offered or displayed on the platform.
Each User hereby agrees to indemnify and hold Mitgate, our affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User’s access to or use of the Services (including but not limited to the submission, posting or display of such User’s information and User content on the Platform) or from a breach of any of the representations, warranties hereunder and the terms and conditions of the Terms.
18. Payment Method and Payment Processing Services. Cost of the Services
Mitgate works with various Mitgate affiliates to provide you with access to the payment methods and Payment Processing Services. Where the Payment Processing Services enable you to submit a Charge, we may limit or refuse to process Charges for any restricted businesses, or for Charges submitted in violation of this Agreement.
When you register for a Mitgate Account, you may be asked for financial information, or information we use to identify you, your representatives, principals, beneficial owners, and other individuals associated with your Mitgate Account. According to these Terms We may share information about your Mitgate Account with payment method providers in order to verify your eligibility to use the Payment Processing Services, establish any necessary accounts or credit with payment method providers, monitor Charges and other activity, and conduct risk management and compliance reviews.
The Services are offered for a charge to paid as remuneration for the use of the Platform. All the cost of the Services, including the amount of charge and transactions fee, will be displayed and expressly accepted when the User registers its profile. The User will be informed by individual communication of any negative or more expensive changes to the cost of the Services.
19. Processing Transactions
You may submit Charges through the Payment Processing Services that are authorised by your Customers. To enable us to process Transactions for you, you authorise and direct Mitgate, the Payment Method Providers to receive and settle any payment processing proceeds owed to you through the Payment Processing Services.
You maintain the direct relationship with your Customers and are responsible for: (i) acquiring appropriate consent to submit Charges through the Payment Processing Services on their behalf; (ii) providing confirmation or receipts to Customers for each Charge; (iii) verifying Customers’ identities; and (iv) determining a Customer’s eligibility and authority to complete Transactions. However, even authorised Transactions may be subject to a dispute. Mitgate is not responsible for or liable to you for authorised and completed Charges that are later the subject of a dispute, refund, or reversal, are submitted without authorisation or in error, or violate any laws.
20. Governing Law and Settlement of disputes
The Parties shall make every effort to settle amicably any dispute relating to these Terms, which may arise between them.
Once a dispute has arisen, a Party shall notify the other Party of the dispute, stating its position on the dispute and any solution, which it envisages, and requesting an amicable settlement. The other party shall respond to this request for amicable settlement within 30 days, stating its position on the dispute. Unless the parties agree otherwise, the maximum time period laid down for reaching an amicable settlement shall be 120 days from the date of the notification requesting such amicable settlement. Should a Party not agree to the other party’s request for amicable settlement, should a party not respond in time to that request or should no amicable settlement be reached within the maximum time period, the amicable settlement procedure is considered to have failed.
In the absence of an amicable settlement, a Party may notify the other party requesting a settlement through conciliation by a third person. Unless the parties agree otherwise, the maximum time period laid down for reaching a settlement through conciliation shall be 120 days from the notification requesting such a procedure. Should a party not agree to the other party’s request for conciliation, should a party not respond in time to that request or should no settlement be reached within the maximum time period, the conciliation procedure is considered to have failed.
If the amicable settlement procedure and, if so requested, the conciliation procedure fails the following provisions will apply:
These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with their subject matter, are governed by the laws of Italy, subject only to any applicable mandatory law in the country in which you reside. The United Nations Convention on Contracts for the International Sale of Goods as well as any other similar law, regulation or statute in effect in any other jurisdiction shall not apply.
The Parties agree that the Italian courts shall have non-exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Terms or their subject matter or formation subject only to any applicable mandatory law in the country in which the user reside or choice of jurisdiction provisions that cannot be varied by contract.
For more information on Mitgate, you may refer to the company. If you have questions regarding these Terms, please feel free to contact Mitgate for clarification via our Customer Support team at support@Mitgate.com.