TERMS OF USE

Last updated on 03.02.2022

TKNZ is a service provided by TKNZ Ltd. (hereinafter also referred to as “Provider”, “we”, “us”, or “our”) via its proprietary website https://www.tknz.gg  (hereinafter referred to as "Website" or “Platform”). The Platform allows users to make purchases and to collect esports digital collectibles.

In order to provide you with our services, as described herein, you must provide your consent with these Terms of Use and any other applicable terms and conditions made part of this document by way of reference (collectively referenced as “Terms”). Please read carefully through these Terms before you start using our service as it contains important information concerning your rights and obligations, when using our Website, as well as some terms, conditions, limitations, warranties and exclusions that may apply to you. The Terms regulate the usage of our Platform, unless specified otherwise in a separate agreement between us and yourself. We will not provide you with our services unless you accept these Terms. We will consider that you agree with these Terms by conducting either of the following actions: using the Website or any of its functionalities; or by clicking on “Accept” or “Agree” button appearing on the Website. Should you decide to disagree with these Terms we will not provide you with our services and you may not access our Website nor use its features.

For the purpose of these Terms “NFT” shall have the meaning of a non-fungible token which is stored on a blockchain (such as the Flow blockchain) and which is linked to certain data through the mediation of a smart contract.

These Terms may be amended from time to time at our sole discretion. The date of the latest edition of the Terms is stated at the beginning of this document. It is your responsibility to visit our Website from time to time and check for changes to these Terms. If you continue to use our services and/or visit our Website after changes to these Terms have been applied, this will constitute your acceptance of any changes made and, effectively, will serve as an agreement with the Terms as amended.

You are prohibited to use our Platform in either of the following scenarios:

1. You don't accept these Terms;

2. You are under the age of 18 or otherwise not qualified as having the age of majority, as per the legislation applicable for your jurisdiction of residence;

3. You are prohibited by law to access and/or use our Platform or any of its features.

1. Registering with the Platform and user account setup

Registration process. You are obliged to follow the registration steps as guided by the Platform. In the due process it is mandatory to provide accurate, up-to-date and complete information about yourself in order to successfully fulfill the registration process. By creating your account, you agree that you must keep your account updated and apply changes to the initial account information as necessary. When you enter https://www.tknz.gg by following a link on social media channel, Discord or other media outlet you must review the landing page and click on “Enter” or “GET NOTIFIED” buttons. You will be prompted to provide email address, to compile a password, which you will be using to access the Platform, and to confirm this password. Immediately after fulfilling this step, you will receive notification on the email you provided and you will have to verify your registration application by clicking on a link we have sent you. This step is followed by the last verification action when you are routed to our Website whereby you are prompted to click of a “Confirm” button. This concludes the registration process and you may login, using your credentials (email and password), and review your profile. Once you are logged in you may, at your sole discretion, edit your profile by updating your username (if not updated the Platform will grant you a generic one), adding First name, Last name, Date of birth and Country of residence. All of the aforementioned credentials are not mandatory for registration and should you provide those we will consider the personal data as to be voluntary given (please refer to our Privacy Policy).

Blockchain wallet. As part of our Platform we provide you with the blockchain wallet feature. Your blockchain wallet will be made available before you purchase or receive your first NFT.

Inaugural NFT eligibility criteria. Users that have subscribed to the TKNZ NFT giveaway by providing email for registration; have verified their email by following our guidance; have posted one tweet, mentioning TKNZ, as a mandatory step in the giveaway process, and have provided us with their Twitter username, are eligible for receiving the free inaugural giveaway NFT. Only by cumulatively fulfilling the aforementioned conditions will make you eligible for the giveaway.

Wallet creation. TKNZ initiates creation of blockchain wallets for those users who are meeting the eligibility criteria as described in s. 1, ss. 2, para. i) of these Terms. When users’ blockchain wallets are created, the Platform transfers the giveaway pack which contains the free NFT. Users get a randomly selected NFT. User gets notified that his account is created and they can go and set their password (reset password link is sent to the provided user email). User sets password and logs in their profile. User checks My Packs page and opens his first TKNZ NFT.

Password reset. Should you forget your password and cannot login to the Platform you shall follow the procedure, as specified herein and as prompted by the Platform: When clicking on “Forgot password” button you will be asked to enter your email and once you submit the email address you will receive confirmation on the provided email address. By clicking on the link provided by the Platform you will be able to reset your password. Once done you will be able to login with your new credentials.

Account Transactions. All the NFT transactions including purchasing, storing, selling or otherwise transferring your NFTs, are stored, managed and confirmed via the Flow blockchain. By registering with the Platform and by agreeing with these Terms you acknowledge that your unique Flow blockchain public address will be made publicly available whenever you enter into a transaction via the Platform.

Security. You acknowledge that you are personally responsible for the security of your Platform user account and for your blockchain wallet. Should you become aware of any unauthorized access to your user account or your password has been compromised or any other misuse with your account, you agree to notify us immediately at  team@tknz.gg 

2. Purchasing NFTs

INTENTIONALLY LEFT BLANK. This section will be disclosed once we enable this Platform feature. You will be notified whenever we make this feature available.

3. Financials, Transaction fees, and Taxes

Payments made through the Platform. All the payments or financial transactions that you engage in via the Platform will be conducted on the Flow Blockchain. Given the nature of the blockchain technology, we don't have control over your payments or transactions, nor do we have the ability to reverse any payments or transactions. We don't provide refunds on purchases that you made via the Platform. We have no liability to you or to any third party for any claims or damages that may arise as a result of any payments or transactions that you engage in via the Platform.

Transaction fees (also “Gas Fees” or “Gas Fee”). Every transaction on the Flow Blockchain requires the payment of a Gas Fee. This means that every time you engage in a transaction via the Platform we will pay the related Gas Fee. You acknowledge and agree that we are solely responsible for paying the Gas Fees associated to your transactions.

Taxes. We are not responsible for determining what taxes may apply to the transactions you made via the Platform. Tax regimes differ from country to country and you are solely responsible for determining the type of taxes and the tax rates applicable to your transactions.

4. Ownership

The Platform including proprietary content, information and other materials, and all content and other materials contained therein, including, without limitation, the TKNZ logo and all designs, texts, graphics, pictures, data, software, sound files, other files, and the selection and arrangement thereof are the proprietary property of TKNZ Ltd. or our licensors, or users, as applicable, and you agree not to take any action(s) which will harm such interests and rights

The NFTs we will offer for selling on our Platform, or any giveaway NFT, are uploaded on the Flow Blockchain. Should you make a purchase of a digital asset in accordance with these Terms, you become the sole owner of the given NFT, which is part of the Flow Blockchain. You have the full ownership right over the given NFT which means you can sell it, swap it or give it away. Ownership is mediated entirely by the Flow Blockchain and we cannot alter nor delete any piece of information that is stored on the blockchain, as we do not have custody nor control over any blockchains.

Ownership of NFT Card. Because each Card is an NFT on the Flow Network, when you purchase a Card in accordance with these Terms, you own the underlying NFT completely. This means that you have the right to sell your NFT. Ownership of the Card is mediated entirely by the Flow Network. Except as otherwise permitted by these Terms in cases where we determine that the Card has not been rightfully acquired from a legitimate source (including, without limitation, through any of the prohibited activities listed herein), at no point will we seize, freeze, or otherwise modify the ownership of any Card. NFTs are minted in editions and each edition has a certain limited size. We are not liable to you or to any third party in case of fraudulent or dishonest actions of third parties which may lead to minting the same NFT on another platform or, by any means, unlawfully replicate, reproduce or anyhow falsify the original NFT.

Ownership of the Platform. You acknowledge and agree that we (or, as applicable, our licensors) owns all legal right, title and interest in and to all other elements of the Website, and all intellectual property rights therein (including, without limitation, all Art, Cards, designs, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the Website (collectively, the “Website Materials”)). You also acknowledge that the Website Materials are protected by copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. All Website Materials are the copyrighted property of us or our licensors, and all trademarks, service marks, and trade names associated with the Website or otherwise contained in the Website Materials are proprietary to us or our licensors.

No User License or Ownership of Platform content. Except as expressly set forth in these Terms, your use of the Website does not grant you ownership of or any other rights with respect to any content, code, data, or other Website Materials that you may access on or through the Website. We reserve all rights in and to the Website Materials that are not expressly granted to you in these Terms.

Further User Ownership Acknowledgements. For the sake of clarity, you understand and agree: (i) that your purchase of a Card, whether via the Website or otherwise, does not give you any rights or licenses in or to the Website Materials (including, without limitation, our copyright in and to the associated Art) other than those expressly contained in these Terms; (ii) that you do not have the right, except as otherwise set forth in these Terms, to reproduce, distribute, or otherwise commercialize any elements of the Website Materials (including, without limitation, any Art) without our prior written consent in each case, which consent we may withhold in our sole and absolute discretion; and (iii) that you will not apply for, register, or otherwise use or attempt to use any of our trademarks or service marks, or any confusingly similar marks, anywhere in the world without our prior written consent in each case, which consent we may withhold at our sole and absolute discretion

User License to Art. Subject to your continued compliance with these Terms, we grant you a worldwide, non-exclusive, non-transferable, royalty-free license to use, copy, and display the Art for your Purchased Cards, solely for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Purchased Cards, provided that the marketplace cryptographically verifies each Card owner's rights to display the Art for their Purchased Card 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 Purchased Card, provided that the website/application cryptographically verifies each Card’s owner’s rights to display the Art for their Purchased Card 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 Card leaves the website/application.

Restrictions on Ownership. You agree that you may not, nor permit any third party to do or attempt to do any of the foregoing without our (or, as applicable, our licensors') express prior written consent in each case: (i) modify the Art for your Purchased Card in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes; (ii) use the Art for your Purchased Card to advertise, market, or sell any third party product or service; (iii) use the Art for your Purchased Card in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (iv) use the Art for your Purchased Card in movies, videos, or any other forms of media, except to the limited extent that such use is expressly permitted in these Terms or solely for your own personal, non-commercial use; (v) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the Art for your Purchased Card; (vi) attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Art for your Purchased Card; or (vii) otherwise utilize the Art for your Purchased Card for your or any third party's commercial benefit.

Third Party Intellectual Property. The content associated with your purchased NFT contains Third Party IP and you understand and agree that you will not have the right to use such Third Party IP in any way except as incorporated in the content, and subject to the license and restrictions contained in these Terms.

User Feedback. You may choose to submit comments, bug reports, ideas or other feedback about the Platform, including, but not limited to, improving the Platform. By submitting any feedback, you agree that we are free to use such feedback at our own discretion and without additional compensation to you, and to disclose such feedback to third parties, however and whenever we deem fit. You hereby grant us a perpetual, irrevocable, nonexclusive, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose.

5) User conduct and Prohibited Activities You agree that you are responsible for your own conduct, actions and/or omissions while accessing or using the Platform, and for any consequences thereof. You agree to use the Platform only for purposes that are legal, proper and in accordance with these Terms and any applicable laws or regulations.

Without limiting the foregoing, you warrant and agree that your use of the Platform will not (and will not allow any third-party to) in any manner:

involve the sending, uploading, distributing or disseminating any unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content;

involve the distribution of any spyware, malware or any other items of a destructive or deceptive nature;

involve the uploading, posting, transmitting or otherwise making available through the Platform any content that infringes the intellectual property rights of any party;

involve engaging in, promoting, or encouraging illegal activity (including, without limitation, money laundering);

involve demonstrating bad behavior towards other users of the Platform and by doing so - aggravate their user experience when using the Platform and its features;

involve modifying, adapting, translating, or reverse engineering any portion of the Platform;

We are not responsible if the Platform content is given in multiple languages, which we can’t curate at all times, contains any violence, propaganda or offensive language.

Notwithstanding the foregoing, however, if we reasonably believe that you are engaged in any prohibited activities, in addition to our right to immediately suspend or terminate your user account and/or delete your content from the Platform, we also reserve the right, at our sole and absolute discretion, without notice or liability to you or any third-party, to take any or all of the following actions: (i) to deem any transaction that took place via or as the result of such activities to be void; and/or (ii) to immediately confiscate any NFTs that were purchased or acquired as the result of such activities.

6) Termination

You may terminate these Terms at any time by closing your account on the Platform and discontinuing your access to and use of the Platform. If you terminate these Terms, you will not receive any refunds for any purchases that you made via our Platform.

You agree that we, in our sole discretion and for any or no reason, may terminate these Terms and terminate your account, without giving you prior written notice. You agree that we are not liable to you nor to any other third-party if any negative impact arise of the act of termination. We have the right to notify any harmed third-party and/or to notify any governmental body that may enforce any piece of legislation or start investigations and raise claims against you or any third-party.

7) Disclaimers

You acknowledge, accept and agree that we shall not be held liable for the following:

any breach of security unless it is due to our gross negligence;

we will not be responsible or liable to you for any losses you incur as the result of your use of the Flow blockchain, or your blockchain wallet, including but not limited to any losses, damages or claims arising from user error; incorrectly construed smart contracts or other transactions; server failure or data loss; corrupted wallet files; or any 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 Platform, the Flow blockchain, or any blockchain wallet.

we are not responsible for losses due to blockchains or any other features of the Flow blockchain, or any blockchain wallet, or any issues with the network supporting the Flow, including forks, technical node issues, or any other issues having fund losses as a result.

8) Limitation of Liability and Indemnification

Limitation of liability. You agree that we, our partners and licensors will not be liable to you or to any third party for any indirect, incidental, special, consequential, or exemplary damages which you may incur, howsoever caused and under any theory of liability, including, without limitation, any loss of profits (whether incurred directly or indirectly), loss of goodwill or business reputation, loss of data, cost of procurement of substitute goods or services, diminution of value or any other intangible loss, even if we have been advised of the possibility of such damages.

You acknowledge and agree that our total, aggregate liability to you for any and all claims arising out of or relating to these terms or your access to or use of (or your inability to access or use) any portion of the app, whether in contract, tort, strict liability, or any other legal theory, is limited to the greater of the amounts you have actually and lawfully paid us under these terms in the month preceding the date the claim arose.

Indemnification. You agree to hold harmless and indemnify us and officers, agents, employees, advertisers, licensors, suppliers or partners from and against any claim, liability, loss, damage (actual and consequential) of any kind or nature, suit, judgment, litigation cost and attorneys' fees arising out of or in any way related to: (i) your breach of these Terms; (ii) your misuse of the Platform; or (iii) your violation of applicable laws, rules or regulations in connection with your access to or use of the Platform.

5. Force Majeure Force

Majeure Events. We will not be held liable or responsible to you, nor be deemed to have breached these Terms, for any failure or delay in fulfilling or performing any of our rights and/or obligations under these Terms, when and to the extent such failure or delay is caused by or stems from the following Force Majeure Events: (i) acts of God; (ii) natural disasters including, but not limited to: flood, fire, earthquake, tsunami, explosion; (iii) epidemics, pandemics, including COVID-19, (iv) war, invasion, hostilities (whether war is declared or not), terrorist threats or attacks , riot or other civil unrest; (v) government order, piece of legislation, or action; (vi) embargoes or blockades in effect on or after the date of these terms; (vii) strikes, labour stoppages or slowdowns or other industrial disturbances; (viii) shortage of adequate or suitable Internet connectivity, cyberattacks, telecommunication breakdown or shortage of adequate power or electricity; and (ix) any other event beyond our reasonable control.

Performance During Force Majeure Events. We will do our utmost to notify you as soon as possible in case we suffer from a Force Majeure Event. In the notification we will aim to provide you with the starting period of the Force Majeure Event, the expected duration of it and the impact it has on our service. Once we notify you for the failure or delay, we will take all the reasonable actions to minimize the effect of the Force Majeure Event and resume the normal performance of our obligations under these terms. You agree that we will be excused for any non-performance, delay or missed obligation under these Terms and we will have a cure period of sixty (60) consecutive days following the notification as per these Terms. Should we cannot cure the failure or delay, we may thereafter terminate these Terms upon fifteen (15) days' written notice.

6. Alterations of the Platform

Providing the best user experience is our main goal. Therefore, we are frequently upgrading and altering the Platform to accommodate new features and/or optimizations. We reserve the right to, without giving you prior notice, change the Platform from time to time and as deem fit. You agree that we may change the Platform, its features, design and functionalities, without providing you with prior written notice.

7. Age limitations

Our Platform is not suitable for minors under the age of 18. You declare that you are over the age of 18. If you are under the age of 18, you are prohibited of using the Platform. We reserve the right to terminate your account and ban you from future access should we find out that you are under the age of 18.

8. Privacy Policy

You agree that our Privacy Policy, or any reference to it, forms an integral part of these Terms. We have described in the Privacy Policy how we collect, use, store, transfer and disclose your personal data. By agreeing to these Terms you also agree how we process your data in accordance with our Privacy Policy.

9. MISCELLANEOUS

Entire Agreement. These Terms and our Privacy Policy constitute the entire legal agreement between you and us and will be deemed to be the final and integrated agreement between you and us, and govern your access to and use of the Platform and all its features, and completely replace any prior or contemporaneous agreements between you and us related to your access to or use of the Platform, whether verbal or written.

No Third-Party Beneficiaries. These Terms do not and are not intended to confer any rights or remedies upon any person or entity other than yourself.

Severability. Should any part of these Terms be held invalid, illegal, void or unenforceable, under applicable law, that portion will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions.

No Waivers. Our failure or delay to exercise or enforce any right or provision of these Terms will not constitute or be deemed a waiver of future exercise or enforcement of such right or provision. The waiver of any right or provision of these Terms will be effective only if in writing and signed for and on behalf of us by a duly authorized representative.

Assignment. You may not assign any of your rights or obligations under these Terms, whether by operation of law or otherwise, without our prior written consent. We may assign our rights and obligations under these Terms in our sole discretion to an affiliate, or in connection with an acquisition, sale of business or merger.

Governing Law. All matters arising out of or relating to these Terms including the validity, interpretation, construction and performance of the Terms shall be governed by the laws of England and Wales, without giving effect to the principles of conflict of laws.

Notices. Any notice required or permitted by these Terms shall be in writing and shall be deemed sufficient upon delivery, when delivered via email or by postings on the Platform. We may provide you with any notices (including, without limitation those regarding changes to these Terms) by email or postings on the Platform. By providing us with your email address, you agree that we can use the email address to send you any notices. Notices sent by email will be effective when we send the email, and notices we provide by posting will be effective upon posting. You acknowledge that you are monitoring your email and keeping it current.