TFS News TFS Chat RU TFS Chat ENG
Fairspin TFS White Paper Registration
Fairspin TFS White Paper

TERMS AND CONDITIONS

Last updated: March 10, 2022

Trueplay Inventions Inc., a company registered in accordance with legislation of the Republic of Seychelles under company number 232041, with its registered office at House of Francis, Room 303, Ile Du Port, Mahe, Seychelles and/or any of its assignors and/or assignees and/or legal successors (“TRUEPLAY”, “we”, “us” or “our”) is the leading blockchain software development company aiming to transparent business between game providers, operators, regulators, and affiliates in the gaming industry. With a focus on utilizing decentralized technologies, we help different actors of all levels that are engaged in gaming industry to reach their targets and optimize their performance. We provide the best tools for the way forward, whether your goal is to become a reputable operator or to be respectable player all around the world.

We also provide you with a number of online tools that help you reach your all-inclusive and convenient usage of gaming platforms and offered loyalty more easily. We want to support you through our community and provide an opportunity to share your experiences with other like-minded players. Our technical solutions and TRUEPLAY web service together help you maximize the benefits of your gaming experience.

These Terms and Conditions (the “Terms” or “Agreement”) contain the terms and conditions that govern your access to and use of the Website, Services, Widget and TRUEPLAY Widget (as these terms defined below) provided by us and is an agreement between us and you (“you”). Please read these Terms carefully before using the Website, Services, Widget and TRUEPLAY Widget. By using the Website, Services, Widget or TRUEPLAY Widget you accept these Terms in full and agree to be bound thereby and comply therewith. These Terms are effective at the time you begin using the Website, Services, Widget or TRUEPLAY Widget (the “Effective Date”).

ARTICLE 1. DEFINITIONS

Blockchain shall mean type of distributed ledger, comprised of unchangeable, digitally recorded, data in packages called blocks.

Gaming Account shall mean your account created or otherwise registered on the Operator’s Site.

MetaMask Account shall mean account created or registered at https://metamask.io/.

Operator shall mean operator of the Operator’s Site.

Operator’s Site shall mean https://fairspin.io/.

Services shall mean any and all services provided or made available to you by TRUEPLAY through Website, Widget or TRUEPLAY Widget, including Play-to-earn, Hold-to-earn, etc.

TFS Tokens (or TFS) shall mean cryptographic tokens, which are software product (digital resources), created by TRUEPLAY at the request of the Operator as means of tokenized solution to power the Operator’s reward system and loyalty program.

Play-to-earn shall mean the process in which your gaming activity, as a player on the Operator’s Site, is verified and analyzed for the purpose of allocation of TFS Tokens to your TRUEPLAY Widget account.

TRUEPLAY Widget shall mean a relatively simple and easy-to-use software application made for integration into the Operator’s Site and further usage thereof by you as (1) a user of the Operator’s software platform(s) available on the Operator’s Site AND (2) as a user of our Services available through TRUEPLAY Widget, on terms and conditions of these Terms.

Hold-to-earn shall mean the process of locking (freezing) TFS Tokens in your TRUEPLAY Widget account or Widget account within any of the allowed period in order to get more TFS tokens as a reward. The distribution rules for Hold-to-earn periods, Hold-to-earn percentage (%) are set up by the Operator and may be changed (revised) anytime at the sole discretion of the Operator.

Website shall mean any content, information, texts, graphic and design elements, pages, pictures, photo, video and other intellectual creation, as well as set of computer programs (including Widget) contained in the information system, which ensures the accessibility of this information athttps://tfstoken.com, including any sub-domains and, in the event the domain or content of the website should be changed for any reason, it shall include the website after any such changes.

Widget Page shall mean https://tfstoken.com/widget.

Widget shall mean a relatively simple and easy-to-use software application made for integration into the Website and further usage thereof by you as (1) a user of TRUEPLAY’s software platform(s) available on the Website AND (2) as a user of our Services available through the Website and Widget, on terms and conditions of these Terms.

ARTICLE 2. USE OF SERVICES

2.1. You may access and use the Services in accordance with this Agreement. You agree to comply with the terms of this Agreement and all laws, rules and regulations applicable to your use of the Services, Website, Widget, TRUEPLAY Widget or TFS Tokens.

2.2. TRUEPLAY offers a number of Services and products under the TRUEPLAY brand or brands owned by us. These include Widget, TRUEPLAY Widget and others. Services are accessed through the Website, Widget or TRUEPLAY Widget unless otherwise agreed in writing or otherwise offered.

2.3. Most of our Services are designed to be used either through Widget or TRUEPLAY Widget. With the tools in the Widget, you can participate in Hold-to-earn, while TRUEPLAY Widget allows you to participate in Hold-to-earn and Play-to-earn.

2.4. In certain Services, third-party content may be used by you at your election. Third-party content is governed by this Agreement and, if applicable, separate terms and conditions accompanying such third-party content, which terms and conditions may include separate rules, regulations, fees and charges.

2.5. When you use our Services, you may also be using the services of one or more third parties, such as the Operator. Your use of these third party services may be subject to the separate policies, terms of use, and fees of these third parties.

2.6. Widget.

2.6.1. Widget account. To use our Widget you first need to connect your ERC-20 or other relevant address (e.g. MetaMask Account) to the Widget. For this, please enter the Widget Page and connect your ERC-20 or other relevant address to the Widget. After you connected your ERC-20 or other relevant address, we will create your Widget account.

2.6.1.1. You cannot close your Widget account before the end of each Hold-to-earn period.

2.6.1.2. Subject to Sub-Clause 2.6.1.1 hereof, you can close your Widget account after you withdraw all TFS to the connected ERC-20 or other relevant address.

2.6.1.3. Your Widget account closes automatically when you disconnect your ERC-20 address from the Widget.

2.6.2. Hold-to-earn. In order to start Hold-to-earn, you need first to top-up your Widget account by transferring TFS from the connected ERC-20 or other relevant address. Then, you have to choose Hold-to-earn period, amount of TFS you desire to put into Hold-to-earn and to push the “HOLD” button. Please note that we may set a minimum amount of TFS for Hold-to-earn in the Widget.

2.6.2.1. Once Hold-to-earn is started, you may see two balances in your Widget account. One balance shows your TFS put into Hold-to-earn which are frozen until the end of the Hold-to-earn period. Another balance shows your TFS which are not put into Hold-to-earn and may be controlled and managed by you as the Widget functionality allows.

2.6.2.2. Immediately after the end of Hold-to-earn period(s) chosen by you, we will release (unfreeze) the respective amount(s) of TFS and transfer your TFS earnings from Hold-to-earn to your Widget account.

2.6.2.3. TFS which are on your Widget account and were not frozen may:

– Remain on your Widget account; or

– Be transferred to the connected ERC-20 address.

2.7. TRUEPLAY Widget.

2.7.1. TRUEPLAY Widget account. To use our TRUEPLAY Widget, you need to create the Gaming Account and to be logged into it on the Operator’s Site. Once you have done it, your TRUEPLAY Widget account will be created automatically.

Any balance reflected in your TRUEPLAY Widget account (in TFS, ETH etc.) reflects your balance with TRUEPLAY. The balance of your Gaming Account reflects your balance with the Operator.

2.7.1.1. To top-up your TRUEPLAY Widget account you can use any method made available and shown in the interface of TRUEPLAY Widget.

Inter alia, you may withdraw the balance of your Gaming Account to top-up your TRUEPLAY Widget account. The withdrawal of balance from your Gaming Account shall be made in accordance with the rules, procedures and restrictions implemented by the Operator. Should the balance withdrawn from your Gaming Account in order to top-up your TRUEPLAY Widget account be denominated in any currency and/or digital asset and/or any other asset, which is not used (not available) in your TRUEPLAY Widget account or may not be used as of the time of transaction (the “Alternative asset”), TRUEPLAY shall convert such Alternative asset, when received, into the appropriate balance of your TRUEPLAY Widget account and shall use its own swap (exchange) rate for the mentioned purpose.

2.7.1.2. To withdraw the balance from your TRUEPLAY Widget account you can use any method available and shown in the interface of TRUEPLAY Widget.

Inter alia, you may withdraw the balance of your TRUEPLAY Widget account to top-up your Gaming Account. The withdrawal of balance from your TRUEPLAY Widget account shall be made in accordance with the rules, procedures and restrictions implemented by TRUEPLAY. Should the balance of your Gaming Account be denominated in any Alternative asset, prior to withdrawal from your TRUEPLAY Widget account to your Gaming Account, TRUEPLAY shall convert the balance of your TRUEPLAY Widget account into the appropriate balance in Alternative asset and shall use its own swap (exchange) rate for the mentioned purpose.

2.7.1.3. The available balance of your TRUEPLAY Widget account may be used for any purpose or transaction made available by TRUEPLAY through TRUEPLAY Widget.

2.7.1.4. You cannot close your TRUEPLAY Widget account before (i.) you withdraw the balance of your TRUEPLAY Widget account in full and (ii.) your Gaming Account is closed.

2.7.1.5. Subject to Sub-Clause 2.7.1.4 hereof, we will close your TRUEPLAY Widget account immediately after closure of your Gaming Account.

2.7.2. Play-to-earn. When your Gaming Account is created on the Operator’s Site, all you need to start Play-to-earn is to make wager, bets or otherwise participate in games made available to you by the Operator provided, however, that you wagering and betting real money (not in “play for free” or “play for fun” mode). The more you wager and bet, the more TFS you get in result of Play-to-earn.

2.7.2.1. By default, Play-to-earn is enabled when you create the Gaming Account and you start using Play-to-earn from the very beginning of your playing, wagering and betting on the Operator’s Site.

2.7.2.2. TRUEPLAY, being the duly authorized service provider of the Operator, will allocate the respective amount of TFS considering the Play-to-earn rate(s) set up and communicated to us by the Operator, and the total amount of your wager and bets that have already been done at the time of allocation.

2.7.2.3. TFS earned by you in the course of Play-to-earn will immediately be credited to your TRUEPLAY Widget account after each of your wagers and bets.

2.7.3. Hold-to-earn. In order to start Hold-to-earn, please choose available Hold-to-earn period, which is shown in the TRUEPLAY Widget, choose the amount of TFS you want to put into Hold-to-earn and push the “HOLD” button. Please note that we may set a minimum amount of TFS you may put into Hold-to-earn using the TRUEPLAY Widget. Thus, make sure that you have sufficient amount of TFS on your TRUEPLAY Widget account.

2.7.3.1. Once Hold-to-earn is started, you may see two balances in your TRUEPLAY Widget account. One balance shows your TFS put into Hold-to-earn which are frozen until the end of the Hold-to-earn period. Another balance shows your TFS which are not put into Hold-to-earn and may be controlled and managed by you as the TRUEPLAY Widget functionality allows.

2.7.3.2. Immediately after the end of Hold-to-earn period(s) chosen by you, we will release (unfreeze) the respective amount(s) of TFS and transfer your TFS earnings from Hold-to-earn to your TRUEPLAY Widget account.

2.7.3.3. TFS which are on your TRUEPLAY Widget account and were not frozen may:

– Remain on your TRUEPLAY Widget account;

– Be transferred (withdrawn) to your Gaming Account; or

– Be transferred (withdrawn) to your ERC-20 address provided that such transfer(s) is enabled and allowed through the functionality of TRUEPLAY Widget.

2.7.3.4. TFS which are on your Widget account and were not frozen may:

– Remain on your TRUEPLAY Widget account;

– Be transferred (withdrawn) to your Gaming Account; or

– Be transferred (withdrawn) to your ERC-20 or other relevant address provided that such transfer(s) is (are) enabled and allowed through the functionality of TRUEPLAY Widget.

2.7.3.4. Balance of your TRUEPLAY Widget account other than TFS may:

– Be used to purchase TFS using your TRUEPLAY Widget account; or

– Be transferred (withdrawn) to your Gaming Account.

2.8. Eligibility. To be eligible to enter into this Agreement and to use the Website, Services, Widget and TRUEPLAY Widget, you must be at least 18 years old, have capacity to enter into legally binding contracts and reside in a country in which the relevant Services are accessible.

2.9. Restricted Jurisdictions. We support residents of more than 160 countries, but unfortunately, there are a few regions we haven’t rolled out support for yet. If you’re a resident of one of the following countries: Australia, Curacao, France, Netherlands and the United States of America (the “Restricted Jurisdictions”), you will have no AND you shall not access to and/or use our Website, Services, Widget and TRUEPLAY Widget.

2.10. Sanctioned Countries & Persons. Your use of the Website, Services, Widget and TRUEPLAY Widget is subject to international export controls and economic sanctions requirements. By accessing and using the Website, Services, Widget and TRUEPLAY Widget, you agree that you will comply with those requirements.

You shall not access to and/or use our Website, Services, Widget and TRUEPLAY Widget if you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan, or Syria or any other country subject to United States embargo, UN sanctions, the European Union or HM Treasury’s financial sanctions regimes (each a “Sanctioned Country”), or if you are a person on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List, Entity List, or the EU or HM Treasury’s financial sanctions regime (a “Sanctioned Person”).

2.11. By using this Website, our Services, Widget, TRUEPLAY Widget or TFS Token, you covenant, represent, and warrant that:

– You are of an age of majority to enter into this Agreement, meet all other eligibility and residency requirements, and are fully able and legally competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth herein and to abide by and comply herewith;

– You are aware of all the merits, risks and any restrictions associated with cryptographic tokens (their buying and use), cryptocurrencies and Blockchain-based systems, as well as you know how to manage them, and you are solely responsible for any evaluations based on such your knowledge;

– You have necessary and relevant experience and knowledge to deal with cryptographic tokens, cryptocurrencies and Blockchain-based systems, as well as you have full understanding of their framework.

2.12. You shall not use the Website, Services, Widget, TRUEPLAY Widget or TFS Token if you are prohibited under the applicable law from using it. Any user that is in any manner limited or prohibited from the purchase, possession, transfer, use or other transaction involving any amount of TFS Tokens under the applicable law should not access this Website and use our Services, Widget, TRUEPLAY Widget or TFS Token, and is prohibited from accessing, referencing, engaging, or otherwise using this Website, our Services, Widget, TRUEPLAY Widget or TFS Token.

ARTICLE 3. CHANGES AND MODIFICATIONS

3.1. We may change or discontinue any or all of the Services or change or remove functionality of any or all of the Services from time to time. We will notify you of any material change to or discontinuation of the Services. For any discontinuation of or material change to a Service, we will use commercially reasonable efforts to continue supporting the previous version of the Service for three (3) months after the change or discontinuation (except if doing so (a) would pose a security or intellectual property issue, (b) is economically or technically burdensome, or (c) would cause us to violate the law or requests of governmental entities).

3.2. We reserve the right, at our sole discretion, to modify or replace any part of this Agreement (including any policies) at any time. Such modification shall take effect immediately upon the new version of these Agreement is published on the Website. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Services following the posting of any changes to this Agreement constitutes acceptance of those changes.

ARTICLE 4. CONDUCT AND OBLIGATIONS

4.1. In connection with your use of the Website, Services, Widget, TRUEPLAY Widget or TFS Token, you will not:

– Violate or assist any party in violating any law, statute, ordinance, regulation or any rule of any self-regulatory or similar organization of which you are required to be a member through your use of the Website, Services, Widget, TRUEPLAY Widget or TFS Token;

– Provide false, inaccurate or misleading information;

– Infringe upon TRUEPLAY / Website or any third party’s copyright, patent, trademark, or intellectual property rights;

– Distribute unsolicited or unauthorized advertising or promotional material, any junk mail, spam, or chain letters;

– Reverse engineer or disassemble any aspect of the Website, Services, Widget, TRUEPLAY Widget or TFS Token in an effort to access any source code, underlying ideas and concepts, and algorithms;

– Take any action that imposes an unreasonable or disproportionately large load on our infrastructure, or detrimentally interfere with, intercept, or expropriate any system, data, or information;

– Transmit or upload any material to the Website that contains viruses, Trojan horses, worms, or any other harmful or deleterious programs;

– Otherwise attempt to gain unauthorized access to the website, other TRUEPLAY systems, computer systems or networks connected to the Website, Services, Widget, TRUEPLAY Widget or TFS Token through password mining or any other means; or

– Transfer any rights granted to you under these Terms.

4.2. Except to the extent caused by our breach of this Agreement, you are responsible for all activities that occur under your Widget account or TRUEPLAY Widget account and your use of our Website or Services, regardless of whether the activities are authorized by you or undertaken by you, and we and our affiliates are not responsible for unauthorized access to your Widget account or TRUEPLAY Widget account.

4.3. You are responsible for properly configuring and using the Services and otherwise taking appropriate action to secure, protect and backup your accounts and content in a manner that will provide appropriate security and protection, which might include use of encryption.

ARTICLE 5. TAXES

5.1. The purchase price paid for or consideration for acquisition of TFS Tokens is exclusive of all applicable taxes. You are responsible for determining what, if any, taxes apply to your purchase or acquisition of TFS Tokens, including, for example, sales, use, value added, and similar taxes. It is also your responsibility to withhold, collect, report and remit the correct taxes to the appropriate tax authorities. We are not responsible for collecting, reporting, or remitting any sales, use, value added, or similar tax arising from your purchase or acquisition of TFS Tokens.

ARTICLE 6. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

6.1. THE Services, Website, Widget, TRUEPLAY Widget AND TFS Tokens ARE PROVIDED ON AN “AS IS” BASIS AND WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. YOU ASSUME ALL RESPONSIBILITY AND RISK WITH RESPECT TO YOUR USE OF THE Services, Website, Widget, TRUEPLAY Widget AND TFS Tokens AS WELL AS BUYING OR ACQUIRING OF TFS Tokens IN ANY AMOUNT AND THEIR USE.

6.2. YOU HEREBY EXPRESSLY AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW, THE TRUEPLAY DOES NOT ACCEPT ANY LIABILITY FOR ANY DAMAGE OR LOSS, INCLUDING LOSS OF BUSINESS, REVENUE, OR PROFITS, OR LOSS OF OR DAMAGE TO DATA, EQUIPMENT, OR SOFTWARE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR OTHERWISE), RESULTING FROM ANY USE OF, OR INABILITY TO USE, THIS WEBSITE, OUR Services, Widget, TRUEPLAY Widget, TFS Tokens OR THE MATERIAL, INFORMATION, SOFTWARE, FACILITIES, SERVICES OR CONTENT ON OR RELATED TO THIS WEBSITE, OUR Services, Widget, TRUEPLAY Widget FROM BUYING OF THE TFS Tokens BY THE BUYER, REGARDLESS OF THE BASIS, UPON WHICH THE LIABILITY IS CLAIMED AND EVEN IF TRUEPLAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.

6.3. YOU UNDERSTAND AND AGREE THAT TRUEPLAY SHALL NOT BE HELD LIABLE TO AND SHALL NOT ACCEPT ANY LIABILITY, OBLIGATION OR RESPONSIBILITY WHATSOEVER FOR ANY CHANGE OF THE VALUE OF THE TFS Tokens OR ETH OR ANY OTHER CRYPTO ASSET OR DIGITAL ASSET. TO THE EXTENT ALLOWABLE PURSUANT TO APPLICABLE LAW OR REGULATION, THE PURCHASE OR ACQUISITION OF THE TFS Tokens BY THE BUYER OR ACQUIRER IS FINAL, AND THUS THERE ARE NO REFUNDS AND/OR CANCELLATIONS. YOU UNDERSTAND AND EXPRESSLY AGREE THAT TRUEPLAY SHALL NOT GUARANTY IN ANY WAY THAT TFS Tokens MIGHT BE SOLD OR TRANSFERRED DURING OR AFTER THE TOKEN SALE.

6.4. IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. YOU UNDERSTAND AND AGREE THAT IT IS YOUR OBLIGATION TO ENSURE COMPLIANCE WITH ANY LEGISLATION RELEVANT TO YOUR COUNTRY OF DOMICILE CONCERNING USE OF Services, Website, Widget, TRUEPLAY Widget AND BUYING OR ACQUIRING TFS Tokens, AND THAT TRUEPLAY SHOULD NOT ACCEPT ANY LIABILITY FOR ANY ILLEGAL OR UNAUTHORIZED USE OF Services, Website, Widget OR TRUEPLAY Widget AND FOR BUYING OR ACQUIRING TFS Tokens. YOU AGREE TO BE SOLELY RESPONSIBLE FOR ANY APPLICABLE TAXES IMPOSED ON TFS TOKENS PURCHASED OR ACQUIRED.

6.5. TRUEPLAY DOES NOT WARRANT OR REPRESENT THAT ANY INFORMATION ON THE WEBSITE, WIDGET OR TRUEPLAY WIDGET IS ACCURATE OR RELIABLE OR THAT THE WEBSITE, WIDGET OR TRUEPLAY WIDGET WILL BE FREE OF ERRORS OR VIRUSES, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TRUEPLAY SHALL NOT BE LIABLE FOR UNINTERPRETED AVAILABILITY OF THE WEBSITE AT ALL TIMES, IN ALL COUNTRIES AND/OR ALL GEOGRAPHIC LOCATIONS, OR AT ANY GIVEN TIME.

ARTICLE 7. APPLICABLE LAW AND DISPUTE RESOLUTION

7.1. This Agreement, its interpretation and any contractual or non-contractual obligations arising from or connected with this Agreement shall be governed by, and construed in accordance with, the laws of the Republic of Seychelles.

7.2. You irrevocably and unconditionally agree that any legal action or proceedings in connection with this Agreement may be brought in the courts of the Republic of Seychelles, which shall have jurisdiction to settle any disputes arising out of or in connection with this Agreement AND submit to the jurisdiction of the courts of the Republic of Seychelles to settle any matter or dispute arising out of or connected with this Agreement.

ARTICLE 8. TERM, TERMINATION AND SUSPENSION

8.1. The term of this Agreement will commence on the Effective Date and will remain in effect for an indefinite period unless terminated.

8.2. Notwithstanding anything contained in these Terms, we reserve the right, without notice and at our sole discretion, to terminate these Terms or suspend your right to access the Website. You may terminate these Terms without notice by discontinuing use of the Website. All rights and licenses granted to you under these Terms will immediately be revoked upon our termination of these Terms or our suspension of your access to the Website.

8.3. We may suspend your right to access or use any portion or all of the Services, Website, Widget, TRUEPLAY Widget immediately if:

– We reasonably believe that we need to do so in order to protect our reputation;

– We are, in our reasonable opinion, required to do so by applicable law, regulation or any court or other authority to which we are subject in any jurisdiction;

– We reasonably suspect you of acting in breach of this Agreement;

– We suspect that our Services are being used in a fraudulent or unauthorized manner;

– We suspect money laundering, terrorist financing, fraud, or any other financial crime;

– Use of our Services is subject to any pending litigation, investigation, or government proceeding and / or we perceive a heightened risk of legal or regulatory non-compliance associated with your activity;

– You fail to provide on request such documentation as TRUEPLAY (or any third party whose services we use in providing the Services to you under this Agreement) reasonably requires in order to comply with its obligations under applicable money laundering laws and regulations or otherwise to ensure the verification of your identity and/or funding sources to TRUEPLAY satisfaction;

– TRUEPLAY reasonably believes that it is necessary or desirable to do so in order to protect the security of the Widget account or TRUEPLAY Widget account, including circumstances where any credentials or details may have been lost or stolen.

ARTICLE 9. PROPRIETARY RIGHTS

9.1. Depending on the Service, you may share your content with us. We obtain no rights under this Agreement from you (or your licensors) to your content. You consent to our use of your content to provide the Services to you.

9.2. We or our licensors own all right, title, and interest in and to the Services, Website, Widget, TRUEPLAY Widget, TFS Tokens and all related technology and intellectual property rights. Subject to the terms of this Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to do the following:

(a) access and use the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens solely in accordance with this Agreement; and

(b) copy and use our content solely in connection with your permitted use of the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens.

You obtain no rights under this Agreement from us, our affiliates or our licensors to the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens, including any related intellectual property rights.

9.3. Neither you nor any other user will use the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens in any manner or for any purpose other than as expressly permitted by this Agreement. Except as expressly authorized, neither you nor any other user will, or will attempt to:

(a) Modify, distribute, alter, tamper with, repair, or otherwise create derivative works of any content included in the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens (except to the extent content included in the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens is provided to you under a separate license that expressly permits the creation of derivative works);

(b) Reverse engineer, disassemble, or decompile the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens or apply any other process or procedure to derive the source code of any software included in the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens; or

(c) resell or sublicense the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens unless otherwise agreed in writing.

You will not use our trademarks unless you obtain our prior written consent. You will not misrepresent or embellish the relationship between us and you (including by expressing or implying that we support, sponsor, endorse, or contribute to you). You will not imply any relationship or affiliation between us and you except as expressly permitted by this Agreement.

9.4. You acknowledge and agree that any materials, including but not limited to questions, comments, feedback, suggestions, ideas, plans, notes, drawings, original or creative materials or other information, regarding the Services, Website, Widget or TRUEPLAY Widget (collectively, “Feedback”) that are provided by you, whether by email, posting through the Website or otherwise, are non-confidential and will become the sole property of TRUEPLAY. We will own exclusive rights, including all intellectual property rights, and will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

ARTICLE 10. MISCELLANEOUS

10.1. Data Processing. The transmission of data or information (including communications by e-mail) over the Internet or other publicly accessible networks is not one hundred percent secure, and is subject to possible loss, interception, or alteration while in transit. Accordingly, TRUEPLAY does not assume any liability, without limitation, for any damage you may experience or costs you may incur as a result of any transmissions over the Internet or other publicly accessible networks, including but not limited to transmissions involving the Website or e-mail with us containing your personal information. While TRUEPLAY will take commercially reasonable efforts to safeguard the privacy of the information provided to TRUEPLAY (if any) and will treat such information in accordance with TRUEPLAY Privacy Policy, in no event will the information provided to us be deemed to be confidential, create any fiduciary obligations for TRUEPLAY, or result in any liability for TRUEPLAY in the event that such information is negligently released by TRUEPLAY or accessed by third parties without our consent.

10.2. External Sites. TRUEPLAY makes no representations whatsoever about any external or third-party website you may access through the Website. Occasionally, our Website may provide references or links to other websites (“External Websites”). We do not control these External Websites or third-party websites or any of the content contained therein. You agree that we are in no way responsible or liable for the External Websites referenced or linked from the Website, including, but not limited to, website content, policies, failures, promotions, products, opinions, advices, statements, prices, activities and advertisements, services or actions and/or any damages, losses, failures or problems caused by, related to, or arising from those websites. You shall bear all risks associated with the use of such external content and External Websites. External Websites have separate and independent terms of use and related policies. We request that you review the policies, rules, terms and regulations of each External Website that you visit. It is up to you to take precautions to ensure that whatever you select for your use is free of items such as viruses, worms, Trojan horses and other items of a destructive nature.

10.3. Entire Agreement. These Terms is intended to fully reflect the terms of the original agreement between us and you. No provision of these Terms shall be considered waived unless otherwise expressly established hereby or agreed by us and you in writing. No waiver of any provision in these Terms, however, will be deemed a waiver of a subsequent breach of such provision or a waiver of a similar provision. In addition, a waiver of any breach or a failure to enforce any term or condition of these Terms will not in any way affect, limit, or waive a party’s rights hereunder at any time to enforce strict compliance thereafter with every term and condition hereof.

10.4. Severability. If any term, provision, covenant or restriction of these Terms is held by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated, and the parties hereto shall use their commercially reasonable efforts to find and employ an alternative means to achieve the same or substantially the same result as that contemplated by such term, provision, covenant or restriction. It is hereby stipulated and declared to be the intention of the parties that they would have executed the remaining terms, provisions, covenants and restrictions without including any of such that may be hereafter declared invalid, illegal, void or unenforceable.

10.5. Assignment. TRUEPLAY reserves the right to assign or otherwise lawfully transfer this Agreement. You will not have the right to assign or otherwise transfer this Agreement without prior written consent of TRUEPLAY. You shall not assign the Agreement in any manner without the prior consent of TRUEPLAY, and any purported assignment in contravention of this Clause 10.4 shall be null and void.

TRUEPLAY may assign the Agreement with you to any of its affiliates or to a third party. By accepting these Terms and entering the Agreement, you irrevocably consent for the above-mentioned assignment and/or transfer, including for the transfer of your data and other information in the course of such assignment.

10.6. English Language Controls. These Terms are published in a number of languages for information purposes and ease of reference. It is only the English version that is the legal basis of the relationship between you and TRUEPLAY and in case of any discrepancy between a non-English version and the English version of these Terms, the English version shall always prevail.

10.7. Indemnification. To the extent allowable pursuant to applicable law, you shall indemnify, defend, and hold TRUEPLAY and/or its subsidiaries, affiliates, directors, officers, employees, agents, successors, and permitted assignees harmless from and against any and all claims, damages, losses, suits, actions, demands, proceedings, expenses, and/or liabilities (including but not limited to reasonable attorneys’ fees incurred and/or those necessary to successfully establish the right to indemnification) filed/incurred by any third party against TRUEPLAY arising out of your breach of any warranty, representation, or obligation hereunder. You expressly waive any rights you may have under the applicable law as well as any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this indemnification.

10.8. Force Majeure. Neither party nor their respective affiliates will be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond such party’s reasonable control, including but not limited to acts of God, utilities or other telecommunications failures, cyber attacks, earthquake, storms or other elements of nature, pandemics, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.

10.9. Notices. You may send any questions regarding the use of the Services, Website, Widget, TRUEPLAY Widget and TFS Tokens or regarding these Terms via e-mail at support@trueplay.io.