CryptoSports™ Terms of Use

Last Updated: September 7, 2018

These Terms of Use (“Terms”) govern your use of the CryptoSports, Inc. Web site (“Site” or “CryptoSports721”) and any other applications, interactive features, widgets, and resources, offered by CryptoSports, Inc. (“CryptoSports, Inc.,” “we” or “us”) through Internet Web sites, mobile devices or other platforms (collectively, the “Services”). Please read these Terms carefully. Among other things, these Terms contain important disclosures, disclaimers, and limitations of liability. By using the Site or Services, you agree to these Terms.

Overview

CryptoSports Player Tokens (“Player Tokens”) are digital collectibles that are enabled by the Services on the Ethereum platform. Player Tokens are associated with real-world athletes in major sporting leagues. Player Tokens may be bought initially through our Services and may be subsequently bought and sold in the CryptoSports marketplace (the “Marketplace”). The rules of buying and selling Player Tokens are embodied in self-governing smart contracts associated with the Player Tokens (“Smart Contracts”). These Smart Contracts also govern the functionality of the Player Token. You can learn more about Smart Contracts and Ethereum here: https://www.ethereum.org/ether. You acknowledge and understand that your transactions on the Ethereum platform are public and that your Ethereum public address will be associated with these transactions.

Technical Requirements

In order to use the Site. Services and/or Player Tokens, you must follow the technical requirements described here. We have no control over and are not responsible for any third-party software or services that are required to access or use the Services.

Transactions

After a Player Token is initially sold by us, we have no control over subsequent transactions. Accordingly, we will have no liability to you or (anyone else) as a result of any transactions that you engage in with respect to the Services or any Player Token.

Risks

Because Player Tokens are enabled by Smart Contracts on the Ethereum platform, there are certain inherent risks. You acknowledge and agree that these risks include the following:

Fees

Eligibility

You must be at least 13 years old to use the Site or the Services.

By using the Services, you affirm that you are either 18 years old or older, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into and comply with these Terms. If you are a parent or guardian agreeing to the terms for the benefit of a child over 13, then you agree to and accept full responsibility and legal liability for that child’s use of the Services.

Contests

CryptoSports721 allows you to both create your own Fantasy Sports Contests (“Contests”) and enter your Player Tokens in Contests created by other users or by CryptoSports, Inc. When creating a Contest that has an associated prize amount, you will transfer the ether to cover that prize amount to a Smart Contract, and this prize will be either awarded or refunded by the Smart Contract in accordance with the rules for baseball scoring at CryptoSports Fantasy Baseball Contest Rules and for football scoring at CryptoSports Fantasy FootBall Contest Rules. When entering a Contest, you will transfer ownership of the Player Tokens that you enter to a Smart Contract, and these player tokens will be returned to you when the Contest completes or is canceled. When entering a Contest, you will also pay an Entry Fee in Ether. This entry fee is refunded to you if the Contest is canceled, and distributed to the Contest Creator if the Contest completes successfully, in accordance with the rules for baseball scoring at CryptoSports Fantasy Baseball Contest Rules and for football scoring at CryptoSports Fantasy FootBall Contest Rules.

Additional Terms

Some of our Services may have additional terms and conditions (“Additional Terms”). Where Additional Terms apply to a Service, we will make them available for you to read through your use of that Service. By using a Service subject to Additional Terms, you agree to those Additional Terms.

Use of the Site and Services

You are responsible for your use of the Site and Services, and for any use of the Site or Services made using Ethereum blockchain addresses that are under your control (“Your Ethereum Blockchain Addresses”). You are solely responsible for the activity that occurs on Your Ethereum Blockchain Addresses, and you are solely responsible for securing any wallets, keys, and passwords that you establish or receive in connection with your use of the Ethereum platform.

We prohibit certain kinds of conduct that may be harmful to other users or to CryptoSports, Inc.. When you use the Site or Services, you may not:

Ownership and Restrictions

Other than User Content, as described below, we own or license the content on the Site and Services, including software, text, visual and audio content (referred to together as “Content”) and we own CryptoSports, Inc.’s trademarks, logos, and brand elements (referred to as “Marks”). The Content includes all visual and audio content, graphics, artwork, designs, images, and drawings associated with or comprising the Player Tokens. The Content and Marks are protected under U.S. and international laws.

When you purchase a Player Token, you acquire the rights to use the Player Token and related functionality as permitted by the Services and the associated Smart Contracts and the right to sell the Player Token to someone else in accordance with these Terms and the associated Smart Contracts.

You acquire no other rights in the Player Tokens or to any element or intellectual property rights related thereto, including any characters, images, trademarks, or other intellectual property rights of our Licensors, all of which are expressly reserved. Except as permitted by the Services and associated Smart Contracts or as otherwise expressly permitted by CryptoSports, Inc. and our Licensors in writing, you may not copy, download, stream, capture, archive, upload, publish, republish, broadcast, sell, resell, modify, translate, decompile, disassemble, reverse engineer or otherwise exploit for any purposes any Content or any Player Token or any portion or element thereof.

Privacy

CryptoSports, Inc. respects your privacy. Our Privacy Policy explains how we collect, use, and disclose information about you.

Changes to the Site of Services

CryptoSports, Inc. enhances and updates its Site and Services often. We may change or discontinue the Site or any Services, with or without notice to you.

Termination

We reserve the right not to provide the Site or Services to anyone. We also reserve the right to terminate any user’s right to access the Site or Services at any time, in our discretion. If you violate any of these Terms, your permission to use the Site and Services automatically terminates.

If we terminate your right to access or use the Site or Services, you will retain rights in your Player Tokens, but you will not be able experience them through the Services or engage in transactions in the Marketplace.

Disclaimer and Limitations on Our Liability

YOU USE THE SITE AND SERVICES AT YOUR OWN RISK. THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CRYPTOSPORTS, INC., AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS (REFERRED TO COLLECTIVELY AS “AFFILIATES”) DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE AND SERVICES (INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE AND NON-INFRINGEMENT).

IN PARTICULAR, CRYPTOSPORTS, INC. AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (A) THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SITE OR SERVICES, (B) THE FUNCTIONALITY OR INTEGRITY OF SMART CONTRACTS, OR THE AVAILABILITY OR INTEGRITY OF THE ETHEREUM PLATFORM OR ANY THIRD PARTY SOFTWARE SERVICES REQUIRED TO ACCESS OR USE THE ETHEREUM PLATFORM, INCLUDING ANY WALLET SERVICES, OR THEIR CONTINUED OPERATION.

CRYPTOSPORTS, INC. AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: (a) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (b) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO, USE, OR MISUSE OF THE SITE OR SERVICES, INCLUDING ANY LOSSES YOU EXPERIENCE AS A RESULT OF YOUR OWN ERRORS; (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL OR FINANCIAL INFORMATION; (d) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SITE OR SERVICES; (e) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE SITE OR SERVICES BY ANY THIRD PARTY; OR (f) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT MADE AVAILABLE ON OR THROUGH THE SITE OR SERVICES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER CRYPTOSPORTS, INC. OR ITS AFFILIATES WILL BE LIABLE UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO USE OF THE SITE OR SERVICES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CRYPTOSPORTS, INC.’S AND ITS AFFILIATES’ LIABILITY TO YOU FOR ANY DIRECT DAMAGES WILL BE LIMITED TO THE AMOUNTS PAID BY YOU TO CRYPTOSPORTS, INC. FOR THE PLAYER TOKENS ASSOCIATED WITH A GIVEN CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent CryptoSports, Inc. may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of CryptoSports, Inc.’s liability will be the minimum permitted under such law.

Indemnification

You agree to indemnify, defend, and hold harmless CryptoSports, Inc. and its Affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, fees of any kind (including reasonable attorneys’ fees and legal costs), arising from or relating to: (a) the use of the Site or Services by you or anyone using Your Ethereum Blockchain Addresses; (b) the violation of these Terms or any applicable law, rule, or regulation by you or anyone using Your Ethereum Blockchain Addresses; (c) your failure to pay or reimburse any applicable Taxes; (d) the violation of any rights of any third party, including intellectual property, privacy, publicity, or other proprietary rights by you or anyone using Your Ethereum Blockchain Addresses; or (e) any information (including your User Content, feedback, or any other content) that you or anyone using Your Ethereum Blockchain Addresses submit, post, or transmit through the Site or Services. CryptoSports, Inc. reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. If we do assume the defense of such a matter, you will reasonably cooperate with CryptoSports, Inc. in such defense.

Resolution of Disputes; Arbitration

These Terms, any Additional Terms, and any dispute arising from or relating to these Terms, the Additional Terms or the provision or use of the Service, shall be governed exclusively by, and construed in accordance with the laws of the United States and the State of Massachusetts, without reference to any conflict of laws principles.

Any controversy, claim, or dispute arising out of or related to these Terms (or the interpretation, performance, or breach of them), the Site or the Services, including but not limited to alleged violations of state or federal statutory or common law rights or duties (a “Dispute”) shall be solely and exclusively resolved according to the procedures set forth in this paragraph. If we are unable to resolve any Dispute through informal means, either party may initiate binding arbitration of such Dispute. The arbitration shall be initiated and conducted according to the JAMS/Endispute Comprehensive Arbitration Rules and Procedures in effect as of the date hereof, including the Optional Appeal Procedure provided for in such rules (the “Arbitration Rules”). The arbitration shall be conducted in Suffolk County, Massachusetts, before a single neutral arbitrator appointed in accordance with the Arbitration Rules. The arbitrator’s decision shall be controlled by these Terms and any of the other agreements between us, including any applicable Additional Terms, and may be enforced in any court of competent jurisdiction. No Disputes may be arbitrated on a class or representative basis. Arbitration can decide only the individual Dispute and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. BY ENTERING INTO THESE TERMS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THESE TERMS MUST BE ASSERTED INDIVIDUALLY. The arbitrator shall not have the power to award punitive damages against any party.

Other Provisions

Under no circumstances will CryptoSports, Inc. be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond its reasonable control.

If any provision of these Terms is found to be unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity or enforceability of any remaining provisions.

The failure of CryptoSports, Inc. to enforce any right or provision of these Terms will not prevent CryptoSports, Inc. from enforcing such right or provision in the future.

We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, a sale of assets or by operation of law.

Changes to these Terms

From time to time, we may change these Terms. If we change these Terms, we will inform you by posting the revised Terms on the Site. Those changes will go into effect on the Revision Date shown in the revised Terms. By continuing to use our Site or Services, you agree to the revised Terms.