GalaXY Kats Terms of Use

To use the platform (the “Platform”) and the application (the “App”) provided by GalaXY Kats, to purchase all digital assets and non fungible token (NFT), where applicable ("Digital Assets") and certain available services through our website (having its URL at https://galaxy.art, the "Site") (the "Services"), you are agreeing that you will be bound by the following terms and conditions ("Terms of Use") when you access the Site and use the App and the Services. Please review the Agreement carefully and do not register the Account, access the Site, or use the Services if you decide not to agree with the Agreement.

Please note that before using this service, you must carefully read the GalaXY Kats Privacy Policy (the "Privacy Policy") . If you have any concerns about the Privacy Policy or if you do not accept all applicable terms, please refrain from using GalaXY Kats service and confirm with GalaXY Kats first. Your agreement with us contains these Terms of Use and the Privacy Policy (together, the “Agreement”) and these Terms of Use and the Privacy Policy constitute an integral part of this Agreement. The Agreement may be changed, amended, or updated  by GalaXY Kats at any time. Additional terms will be available with the Services, and those additional terms will become part of your Agreement with us if you decide to use the Services. After the effective date of any changes, amendments, or updates, if you do not agree to such subsequent changes, amendments, or updates, you may still access to your records and your balance, but you will no longer be able to use any other Services or this App.

1. ACCEPTANCE OF AGREEMENT

By accessing or using the Services and this App by any means (including but not limited to, via devices or services provided by any other third parties), you acknowledge and agree to be bound by the terms and conditions of the Agreement, which may be modified in accordance with Article 12.2 of these Terms of Use.

2. ELIGIBILITY

Under the laws applicable to you to access and use the Services and this App, it is assumed that you agree to the Agreement and represent and warrant that you:

(1)are at least 20 years of age, or at least the minimum age required by applicable law such that the Services may be lawfully provided to you without parental consent;

(2)agree to the Agreement (and are legally capable of doing so);

(3)do not reside in and are not a citizen of a country with which United States persons are prohibited from doing business (e.g. countries subject to sanctions as identified by The  Office of Foreign Assets Control of the U.S. Department of the Treasury), and you are not a person or legal entity identified in the Specially Designated Nationals And Blocked Persons List ("SDN List");

(4)do not reside in and are not a citizen of the United States, or other countries where accessing and/or using the Services is prohibited; are not prohibited by relevant applicable laws and regulations from accessing and/or using the Services;

(5)have not previously been suspended or removed from the Site or the App;

(6)have all necessary authorizations and consents to carry out all transactions initiated from your Account;

(7)have provided true, accurate, and complete information in creating your Account(s); and

(8)have reviewed the risk disclosure statement contained in the Agreement, and consent to the bearing of all risks described therein.

If you are not qualified as above, please do not access or use the Services and this App, otherwise you and your parents or legal guardian shall be responsible for all legal and financial responsibility and liabilities resulting therefrom, and GalaXY Kats shall have the right to claim against you and your parents or legal guardian for damages caused to GalaXY Kats as a result of such access or use. In addition, GalaXY Kats shall have the right to suspend, cancel, or terminate your user account and may block transactions or freeze funds under your Account.

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3. PRIVACY POLICY

Please review our Privacy Policy to learn more about how we collect, process, and use your information.

4. ACCOUNT REGISTRATION AND SECURITY

(1)In order to use certain functions or features of the Services and this Site, you are required to register the Account with GalaXY Kats at first, and the Account will make you a registered user for accessing the Services and this App after you complete additional activation procedures. Please note that your registration with GalaXY Kats will be governed by the Agreement between GalaXY Kats and you.

(2)During the registration process with GalaXY Kats and the subsequent activation of your Account at GalaXY Kats, you can provide certain personal information, including, but not limited to: your name,wallet address, e-mail address, date of birth, and country.

(3)By activating your Account or accessing the Services and this App, you are deemed to agree to:

1. a.
   maintain the security of your identification;

2. b.
   accept all risks arising out of inaccurate, outdated or incomplete information.

(4)GalaXY Kats reserves the right, at its sole discretion,

1. （a） to refuse your registration or activation with the Services and this App;

2. （b）to limit the number of Account that a single user may establish or maintain;

3. （c）to suspend, restrict, or terminate your access to any or all of the Services            and/or this App when GalaXY Kats suspects that you violate the Agreement or you engage in any inappropriate conduct or behavior; and

4. （d）deactivate or cancel your Account and remove all content available on or          through this Site (collectively, the “Content”), including but not limited to those posted, uploaded, shared, submitted or made by you, other users of Services and this App or GalaXY Kats ) submitted under the Account without prior notice and at our sole  discretion if (i) any information provided during the registration process or later is inaccurate, not current or incomplete; (ii) activities or actions under your Account is alleged to be infringing the Agreement or other agreements between you and        GalaXY Kats or falling under Prohibited Use set forth herein; (iii) a dispute has arisen between you and GalaXY Kats that remains pending in a legal or judicial proceeding;    or (iv) activities or actions under your Account is alleged to be infringing our                Anti-Fraud, Anti-Money Laundering and Counter Terrorist Policies or applicable law.

(5)You should be responsible for your Account security, including, but not limited to maintaining adequate security and control of any and all IDs, passwords, API keys or any other codes that you use to access to or associate with the Services and this App. When creating your user ID and password, please do not use easily identifiable or predictable information such as your birthday, telephone number or a recognizable part of your name. You must not share your Account or password with any other third party, knowingly or accidentally share, provide or make your Account or password available to any other third party, or otherwise enable any other third party to access or decipher your Account or password. In addition, you shall take necessary and reasonable measures to and due care  in keeping your Account and password confidential and preventing your Account and password from being used by any other third party. Any loss or compromise of the foregoing information and/or your personal information may result in unauthorized access to your Account by third-parties and the loss or theft of any Digital Asset and/or funds held in your Account and any associated accounts (if any). Since you are the owner of your Account and password, and you are responsible for taking necessary and reasonable measures to keep your Account and password confidential, you agree to take sole responsibility for any activities or actions under your Account, whether or not you have authorized such activities or actions, except to the extent that you are able to prove that a third party is able to tamper with your Account by unauthorized access of our IT systems due to system deficiencies of GalaXY Kats. If you believe your Account and password may have been disclosed to any third party, or is lost or stolen or unauthorized transactions may have been conducted, you are responsible for notifying GalaXY Kats immediately.

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5. RISK STATEMENT

You agree that you fully understand the risks involved in trading of Digital Assets, and you take solely personal responsibility for checking the legal status and requirements of related authorities. The risks include, but are not limited to, the followings:

(1)Digital Assets are not Fiat Currency. You have the sole responsibility to understand the nature and risks of the Digital Assets before you decide to hold, purchase, or sell Digital Assets. Also, the relevant legal obligations of Digital Assets may change due to the legal status.

(2)There is no guarantee that any person will accept any Digital Asset as payment for goods or services and that the use or transaction of Digital Assets may be expressly prohibited by legislation in a particular jurisdiction. You acknowledge and agree that GalaXY Kats is not responsible for determining whether or which laws, rules, or regulations apply or may apply to your transactions (including, without limitation, any anti-money laundering laws, securities laws and tax laws). You acknowledge and agree that you are solely responsible for compliance with all such laws rules, or regulations as may be applicable to your  transactions.

(3)The value of Digital Assets can fluctuate dramatically, so you shall be aware of this before you decide to hold, purchase or sell Digital Assets.

(4)All information technology systems, personal computers, mobile phones, internet  websites and/or any other devices can potentially be subject to cybersecurity or unwarranted intrusion or breach by malicious hackers, virus, trojan horse, code or other means (collectively, "Cyberattack"). In the event of any Cyberattack on the Platform, your Account and Digital Assets may be adversely affected. While this Site and this App endeavor to control the risk in a reasonable manner, there is no guarantee that the risk can be completely alleviated, and neither GalaXY Kats nor any of its affiliates makes any guarantee that it may foresee, present, mitigate, or take corrective action in the event of such Cyberattack. Furthermore, this Site and this App cannot control for the security of computers, mobile phones, terminals or any other devices used by you to access our website, and you are solely responsible for making sure that they are secure at all times.

(5)The risks associated with using the Platform, the Services and this Site may include, without limitation, malfunction or delay of transmission arising from any failure in any computer facility, hardware, software, and Internet connection, which may lead to delays or failures of this Site. You further acknowledge that it is in the nature of telecommunication and Internet services that instructions given by you may not be properly received by GalaXY Kats. Further, instructions by telecommunication and Internet services may be read or be made known to unauthorized persons. You hereby agree that the risk of misunderstanding and errors shall be borne by you, and, to the extent permitted by law, neither GalaXY Kats nor any of its affiliates shall be liable for any loss/liability damages arising from such misunderstanding or errors in transmission.Whether you are suitable to engage in the purchase or sale of Digital Assets will depend on your personal financial situation and tolerance for risk. By using the Services and this App, you agree that you demonstrate full awareness of the related risks and considerations and waive any and all claims against GalaXY Kats and its Affiliates for all losses or damages that may arise from your purchase or sale of Digital Assets.

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6. OWNERSHIP; GRANT; RESTRICTIONS ON GRANT

(1)You acknowledge and agree that GalaXY Kats hereby grants you a limited,                  non-transferable and non-exclusive rights, subject to the Agreement, to access and use the Services, the Content, and this App solely for your personal and non-commercial purposes and that GalaXY Kats retains ownership of all right, title and interest to the Services, the Content, and this App, and the intellectual property rights therein and thereto (including without limitation, all patent rights, design rights, copyrights, trademarks, and trade secret rights) subject to the license granted in this Article 6. You acknowledge and agree that, GalaXY Kats may, on the basis of factors such as operating cost, marketplace, and the security of transaction, or at the request of the government authorities, set and adjust the minimum and maximum amount for use of any or all Services, and charge transaction fees as a result thereof.

(2)This App, this Site and the Content may not always be entirely accurate, complete or      up-to-date and may also contain technical inaccuracies or typographical errors. You should verify all information before relying on them, and all decisions based on information contained on this Site and this App are your sole responsibility and we shall not be liable for such decisions. You acknowledge and agree that GalaXY Kats is not responsible for any information, content, or services contained in any third-party materials or on any third-party websites.

(3)Unless otherwise specifically permitted under the Agreement, you may not:

1. a.
   copy, imitate, develop or reproduce the Services, this App, or the Content, including but not limited to: the model, design, interface, appearance and layout;

2. b.
   create any derivative works of any Services, this App, or the Content, including without limitation the model, design, interface, appearance and layout;

3. c.
   reverse engineer, decompile, or disassemble or otherwise attempt to derive the source code for any part of the Services and this App;

4. d.
   disseminate malicious software, programs, virus, worm or in any other manners that destroys or crashes the Services and this App;

5. e.
   distribute, transfer, sell, rent, lease, sublicense, or grant your Account to any other third party;

6. f.
   copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part;

7. g.
   remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols, or labels in the Services and this App;

8. h.
   use, access or tamper with non-public areas of the Services and this App, GalaXY Kats’s computer systems, or the technical delivery systems of GalaXY Kats’ providers;

9. i.
   probe, scan, or test the vulnerability of any GalaXY Kats system or network or breach or circumvent any security or authentication measures;

10. j.
    access or search the Services and this App or download Content from Services and this Site by any means (automated or otherwise) other than through the currently available interfaces that are provided by GalaXY Kats (and only pursuant to those terms and conditions) or other generally available third party web browsers;

11. k.
    forge any [TCP/IP] packet header or any part of the header information in any email or posting, or in any way use the Services and this App to send altered, deceptive, or false source-identifying information;

12. l.
    avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by GalaXY Kats or any of GalaXY Kats’ providers or any other third party (including another user) to protect the Services and this App or Content; or

13. m.
    interfere with or disrupt (or attempt to do so) the operation of the Services and this App, the access of any user, host or network by any means or interfere with or create an undue burden on the Services and this App.。

(4)In connection with your use of the Services and this App, and your interactions with other users, and third parties you agree and represent you will not engage in any action or activity as set forth in Article 6.3 and Article 7.1 herein (collectively “Prohibited Use”). GalaXY Kats reserves the right at all times to monitor, review, retain, and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process, or governmental request.

(5)To the extent permitted by law, GalaXY Kats reserves the right to cancel and/or suspend your Account and/or block transactionsv at any time for any reason including but not limited to in the event that GalaXY Kats determines, in our sole discretion, that your user account is associated with any Prohibited Use or is on suspicion of violation of the Agreement or any Anti-Fraud, Anti-Money Laundering and Counter-Terrorist Policies. To the extent permitted by law, termination of your Account or the Services may not come with prior notice. You may not create another account on our Platform without prior written consent given by GalaXY Kats.

 

7.MEMBER CONDUCT

(1)You agree not to use the Services and this App to:

1. a.
   upload, post, transmit, distribute or otherwise make available any Content that is illegal, offensive, threatening, abusive, harassing, pornographic, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable;

2. b.
   promote discrimination, racism, hatred, harassment or harm against any person or group;

3. c.
   impersonate any other third party or falsely state or otherwise misrepresent your affiliation with any other third party;

4. d.
   upload, post, transmit, distribute or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

5. e.
   upload, post, transmit, distribute or otherwise make available any Content that violates any patent, trademark, trade secret, copyright, or other proprietary rights of any other third party;

6. f.
   upload, post, transmit, distribute or otherwise make available any unsolicited or unauthorized advertising, promotional materials, spam, pyramid schemes, or any other form of solicitation;

7. g.
   upload, post, transmit, disseminate or otherwise make available any material containing software viruses, malicious software, programs, worms or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

8. h.
   disobey, violate or disregard, to the extent applicable to you, any code of conducts, requirements, procedures, policies, or regulations of the Services and this App;

9. i.
   intentionally or unintentionally violate or encourage any conduct that would violate any applicable local, state, national or international law;

10. j.
    promote, encourage or engage in terrorism violence or financial contribution to terrorism;

11. k.
    stalk or otherwise harass other users of the Services and this App;

12. l.
    collect or store personal data about other users of the Services and this App without their prior express consent or permission; and

13. m.
    encourage, enable, or assist any other third party to do any of the foregoing.

(2)You acknowledge, consent, and agree that GalaXY Kats may access, preserve or disclose your GalaXY Kats Account information and Content if required to do so by applicable laws or if GalaXY Kats believes in good faith that such access, preservation, or disclosure is reasonably necessary to:

1. a.
   comply with legal process;

2. b.
   enforce or administer the Agreement or other agreements between you and GalaXY Kats, including but not limited to an investigation into any potential violation of these Terms of Use, the Privacy Policy or the Cookie Policy or association with any      Prohibited Use;

3. c.
   comply with the request from law enforcement, tax authority or any other government bodies;

4. d.
   respond to your requests for customer service;

5. e.
   detect, prevent, or otherwise address fraud, security or technical issues;

6. f.
   protect the rights, property or personal safety of GalaXY Kats, the users of Services and this Site, and the public.

 

8. LINKS TO OTHER WEBSITES

This Site and this App may contain links to websites controlled or offered by third parties (other than GalaXY Kats and its Affiliate). Such links are provided only as a convenience and GalaXY Kats does not imply any endorsement or recommend any products or services offered by or information contained in any of these third-party sites. GalaXY Kats hereby disclaims all liability for all information, materials, products or services posted, offered or accessible at any of the third-party sites linked to this Site. GalaXY Kats shall not be responsible for the content on or privacy practices of third party sites linked to from the websites. You acknowledge that you should bear sole responsibility for and assume all risks arising from your use of any such websites or resources. By using the Services and this Site and this App, you expressly release GalaXY Kats from any and all liability arising from your use of any third-party website or online resources. Accordingly, you shall be aware when you leave the Services and this Site and to review the relevant terms of each website that you may visit.

9. WALLETS AND DIGITAL ASSETS

GalaXY Kats allows its users to access and manage Digital Assets. Your wallet, Digital Assets, and cryptocurrencies are completely in your own control. You are the one and only one responsible for manipulating your fund to perform any transfers of Digital Assets.

GalaXY Kats cannot interfere with any of your Digital Assets storage and transactions from your wallets in any case. GalaXY Kats does not maintain any blockchain wallets. You hereby acknowledge and agree that GalaXY Kats has no liability for or control over the safety, suitability, quality, delivery, legality, or other aspects of any of your Digital Assets.

10. DISCLAIMER AND LIABILITY

(1)The Services, this App, and the content provided under the agreement may contain certain issues that have not been identified. To the fullest extent permitted by law, the Services, this App, and the content are provided on an “as is” basis without warranties or representations of any kind. You should use the Services, this App, and the content with caution, to make the necessary verifications and use your own judgement. Information received via GalaXY Kats should not be relied upon for personal, legal, or financial  decisions. To the fullest extent permitted by law, GalaXY Kats makes no warranty that GalaXY Kats will continue to offer or make available Services, this App, and the content, including without limitation any particular function for any particular length of time and GalaXY Kats reserves the right to periodically add change, improve or update the Services, this App, and the content without notice to you. To the fullest extent permitted by law,  GalaXY Kats hereby disclaims all liability for any errors or omissions in the site content. You are solely responsible for, and assume all risks associated with, your access, link to and use of this Site and the site content. To the fullest extent permitted by law, GalaXY Kats assumes no responsibility for the timeliness, deletion, improper delivery, or failure to store any user communications or personalization setting.

(2)You acknowledge and agree that, to the fullest extent permitted by law, even if GalaXY Kats has been advised of the possibility of such damages or loss, GalaXY Kats, its officers, directors, employees, or agents or any other company or individual involved in creating, producing, or delivering the Services, this App, or content (“GalaXY Kats and affiliated parties”) shall not be liable to you or any other person for any indirect, incidental, special, consequential or punitive damages, or any loss of data, opportunities, reputation, profits or revenues, related to the Services (e.g. Losses arising from or relating to technical difficulties of the app, the platform, or the service).

(3) GalaXY Kats will not be responsible or liable to you for any losses you incur as the result of your use of the Blockchain, including but not limited to any losses, damages, or claims arising from:

(a) user error, such as forgotten passwords or incorrectly construed smart contracts or other transactions;

(b) server failure or data loss;

(c) corrupted wallet files;

(d) unauthorized access or activities by third parties, including but not limited to the use of viruses, phishing, brute-forcing, or other means of attack against the app, Ethereum network, or the Metamask electronic wallet.

 

11. INDEMNITY

To the extent permitted by applicable law, you agree to defend, indemnify and hold GalaXY Kats, its parent corporation, officers, directors, employees and agents harmless, from and against any and all claims, liabilities, damages, losses, and expenses, including, but not limited to, reasonable legal and accounting fees, arising from: (a) your violation of laws, regulations, and the Agreement; (b) your use and misuse of the Services, the App and the Platform; (c) dispute with any other user of GalaXY Kats, this App or this Site; or (d) your violation of any third-party right, including but not limited to any intellectual property, confidential information or privacy right. This defense and indemnification obligations shall survive the termination or expiry of the Agreement or your use of the Services and this App.

 

12. GENERAL PROVISIONS

(1)No class-action litigation rights, court of jurisdiction, and governing laws

To the extent permitted by law, you and GalaXY Kats may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any alleged class, representative,consolidated or multi-claimant proceeding. You and GalaXY Kats each waive any right to a jury trial.

(2)Modifications

GalaXY Kats reserves the right, at its sole discretion, to modify, discontinue or terminate the Services and this App or to amend this Agreement, at any time and without prior notice. If a revision significantly reduces your rights, we will notify you (by, for instance, posting on this page). By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Agreement.

(3)Entire Agreement

The Agreement constitutes the entire understanding between you and GalaXY Kats and governs your use of Services and this App and any prior or contemporary representations, whether oral or written are hereby superseded.

(4)Assignment

Unless otherwise stated herein, you may not assign any of your rights under the Agreement, and any such attempt will be void. GalaXY Kats may assign or transfer its rights to any of its affiliates or subsidiaries, or to any successor in the interest of any business associated with the Services at its sole discretion, without restriction. Subject to the foregoing, the Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.

(5)Waiver and Severability

GalaXY Kats's failure to enforce a provision is not a waiver of its right to do so later. In case any one or more of the provisions contained in the Agreement is for any reason held to be invalid or unenforceable in any respect, the remaining provisions of the Agreement and the remaining portion of any provision held invalid or unenforceable in part shall continue in full force and effect.

(6)Change of Control

In the event that GalaXY Kats is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control

(7)Survival

All representations, warranties, covenants and agreements of the Agreement which by their nature extend beyond the expiry or termination of the Agreement, including, without limitation, articles relating to suspension or termination shall survive the termination or expiry of the Agreement.

(8)Force Majeure

GalaXY Kats shall have no obligation to perform the Services if its failure to do so is caused by or results from any act of God, governmental action, terrorists, civil disturbance, war, strike or other labor dispute, natural disaster or Internet services or network service providers, failure of equipment and/or software, rapid price fluctuation of any given  supported Digital Assets, or any other cause or circumstance, whether similar or dissimilar to the aforementioned causes or circumstances, beyond the reasonable control of GalaXY Kats.

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13. CONTACTING GalaXY Kats

If you have any questions about the Agreement (including these Terms of Use), please contact GalaXY Kats through: contact@galaxy.art

OWNERSHIP
 

i. You Own the NFT. Each Bored Ape is an NFT on the Ethereum blockchain. When you purchase an NFT, you own the underlying Bored Ape, the Art, completely. Ownership of the NFT is mediated entirely by the Smart Contract and the Ethereum Network: at no point may we seize, freeze, or otherwise modify the ownership of any Bored Ape.

 

ii. Personal Use. Subject to your continued compliance with these Terms, Yuga Labs LLC grants you a worldwide, royalty-free license to use, copy, and display the purchased Art, along with any extensions that you choose to create or use, solely forthe following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Bored Ape / NFT, provided that the marketplace cryptographically verifies each Bored Ape owner’s rights to display the Art for their Bored Ape to ensure that only the actual owner can display the Art; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of your Bored Ape, provided that the website/application cryptographically verifies each Bored Ape owner’s rights to display the Art for their Bored Ape to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner ofthe Bored Ape leaves the website/application.

 

iii. Commercial Use. Subject to your continued compliance with these Terms, Yuga Labs LLC grants you an unlimited, worldwide license to use, copy, and display the purchased Art for  the purpose of creating derivative works based upon the Art (“Commercial Use”). Examples of such Commercial Use would e.g. be the use of the Art to produce and sell merchandise products (T-Shirts etc.) displaying copies of the Art. For the sake of clarity, nothing in this Section will be deemed to restrict you from (i) owning or operating a marketplace that  permits the use and sale of Bored Apes generally, provided that the marketplace cryptographically verifies eachBored Ape owner’s rights to display the Art for their Bored Ape to ensure that only the actual owner can display the Art; (ii) owning or operating a third party website or application that permits the inclusion, involvement, or participation of Bored Apes generally, provided that the third party website or application cryptographically verifies each Bored Ape owner’s rights to display the Art for theirBored Ape to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner of  the Purchased Bored Ape leaves the website/application; or (iii) earning revenue from any of the foregoing.