DG Game Studio Pte. Ltd
TERMS & CONDITIONS
D.G.Pals is a distributed application that runs on the Cronos Chain (the “Blockchain”), using uniquely coded smart contract (each, a “Smart Contract”) that allow users to acquire, buy and sell own and transfer, the unique digital creatures known as D.G.Pals (hereafter “D.G.Pals) located at https://dgpals.io (the “Site”). The Smart Contract and the Site are collectively referred to in these T&C as the “App”. By using the App, users can view and manage their D.G.Pals, and use the Smart Contract to acquire, buy, sell, own, trade and transfer D.G.Pals on the Cronos Chain (the “Blockchain”).
DG Game Studio Pte. Ltd ("DG Game Studio Pte. Ltd”, "we", or "us") is the party making the App available for you to use. Before using the App, the Smart Contract, or the Site, you must agree to these T&C and any other terms and conditions incorporated or referenced herein (the T&C and any other terms and conditions incorporated or referenced herein are collectively referred to as the “Terms”).
- To use the App, you will need to have a web browser and a Cronos Chain wallet that is compatible with the Non-Fungible Token (NFT) standard on the Cronos Chain.
- All transactions regarding D.G.Pals are managed and confirmed via the Cronos Chain. You understand that your Cronos Chain public address may be made publicly visible whenever you engage in a transaction.
- We do not own nor control your web browser, your Cronos Chain wallet, the Cronos Chain, or any other third-party site, product, or service that you might access, visit, or use for the purpose of enabling you to perform a transaction with your D.G.Pals. We are not liable for the acts or omissions of any such third parties, nor will we be liable for any damage that you may suffer as a result of your transactions or any other interaction with any such third parties.
- You may be able to create an account on the Site. If so, you agree to provide true, accurate and complete information about yourself. If you become aware of any unauthorized use of your account, contact us immediately.
- The App may show certain pricing data that has been loaded and collected from the Cronos Chain. We are not liable for any incorrect information or typographical errors of any kind, including any incorrect information that is due to a coding error, blockchain code errors or due to a data outage. It is your duty and obligation to confirm any and all pricing data on your own and base any decisions you make on your own information and data.
- Any calculations that are displayed on the App are for information purposes only. These calculations are in no way predictions of value and you agree that you will not construe these calculations as predictions of future prices or values in any way or that we are giving you any advice on what to purchase or not to purchase. All such decisions are made in your sole discretion without reliance on any information provided on the App.
- We are not responsible or liable for any transactions that are cancelled by a seller.
Ownership, License, Restrictions
- "Art" means any art, design, and drawings that may be associated with a D.G.Pal that you Own
- "Own" means, with respect to a D.G.Pal, a D.G.Pal that you have purchased or otherwise rightfully acquired from a legitimate source, where proof of such purchase is recorded on the relevant Cronos Chain.
- "Purchased D.G.Pal" means a D.G.Pal that you Own.
- "Third Party IP" means any third-party patent rights, copyrights, trade secrets, trademarks, know-how or any other intellectual property rights recognized in any country or jurisdiction in the world.
- When you purchase a D.G.Pal, you own only the NFT, not any associated Art. Each D.G.Pal is associated with a non-fungible token (an “NFT”) on the Cronos Chain. When you acquire a D.G.Pal, you own the NFT, not the associated Art, or any other DG Game Studio Pte. Ltd Materials (as that term is defined below), or any Third Party IP. You can trade the NFT, sell it, or give it away for free. Ownership of the NFT is governed solely by the Smart Contract and the Cronos Chain.
- We Own the App, and the App includes the Art. You acknowledge and agree that DG Game Studio Pte Ltd (or, as applicable, our licensors) owns all legal right, title and interest in and to all other elements of the App, and all intellectual property rights therein (including, without limitation, all Art, designs, names, copyrights, trademarks, patents, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the App (collectively, the “DG Game Studio Pte. Ltd Materials”). Other than expressly stated in these Terms, you do not have any other rights in the DG Game Studio Pte. Ltd Materials. You acknowledge that the DG Game Studio Pte. Ltd Materials are protected by, as applicable, copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. All DG Game Studio Pte. Ltd Materials are the copyrighted property of DG Game Studio Pte. Ltd or its licensors, and all trademarks, service marks, and trade names associated with the App or otherwise contained in the DG Game Studio Pte. Ltd Materials are proprietary to DG Game Studio Pte. Ltd or its licensors. You may not use the DG Game Studio Pte. Ltd name without our prior written consent. Except as expressly set forth herein, your use of the App does not grant you ownership of or any other rights with respect to any Art, content, code, data, or other DG Game Studio Pte. Ltd Materials that you may access on or through the App. We reserve all rights in and to the DG Game Studio Pte. Ltd Materials that are not expressly granted to you in these Terms. For the avoidance of doubt, you understand and agree:
- That your acquisition or purchase of a D.G.Pal, whether via the App or otherwise, does not give you any rights or licenses in or to the DG Game Studio Pte. Ltd Materials (including, without limitation, our copyright in and to the associated Art or the DG Game Studio Pte. Ltd name/trademark) other than those expressly contained in these Terms.
- 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 DG Game Studio Pte. Ltd 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
- That you will not apply for, register, or otherwise use or attempt to use any DG Game Studio Pte. Ltd. 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 in our sole and absolute discretion.
License to Art
- General Use. Subject to your full and continued compliance with these Terms, DG Game Studio Pte. Ltd grants you a limited worldwide, non-exclusive, non-transferable, royalty-free license to use, copy, and display the Art of your Purchased D.G.Pals solely for the following purposes:
- For your own personal, non-commercial use.
- As part of a marketplace that permits the purchase and sale of your Purchased D.G.Pals, provided that the marketplace cryptographically verifies each D.G.Pal owner’s rights to display the Art for their Purchased D.G.Pals to ensure that only the actual owner of the NFT can display the Art.
- Or as part of a third party website or application that permits the inclusion, involvement, or participation of your Purchased D.G.Pals, provided that the website/application cryptographically verifies each D.G.Pals owner’s rights to display the Art for their Purchased D.G.Pals to ensure that only the actual owner of the NFT can display the Art, and provided that the Art is no longer visible once the owner of the Purchased D.G.Pals leaves or logs out of the applicable website/application.
- Non-digital Commercial Use. Subject to your continued compliance with these Terms, DG Game Studio Pte. Ltd grants you a limited, worldwide, non-exclusive, non-transferable license to use, copy, and display the Art for your Purchased D.G.Pals for the purpose of commercializing your own physical merchandise that includes, contains, or consists of the Art for your Purchased D.G.Pals (“Commercial Use”), provided that such Commercial Use does not.
bi. Include any form of collaboration or involvement of any brand or other third party.
You agree that you may not, nor permit any third party to do or attempt to do any of the foregoing without DG Game Studio Pte. Ltd express prior written consent in each case:
- Modify the Art for your Purchased D.G.Pals in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes.
- Use the Art for your Purchased D.G.Pals to advertise, market, or sell any third party product or service.
- Use the Art for your Purchased D.G.Pals 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.
- Use the Art for your Purchased D.G.Pals 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.
- 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 D.G.Pals, except as expressly permitted in these Terms.
- Attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Art for your Purchased D.G.Pals or g. Otherwise utilize the Art for your Purchased D.G.Pals for your or any third party’s commercial benefit. To the extent that Art associated with your Purchased D.G.Pals contains Third Party IP (e.g., licensed intellectual property from a celebrity, athlete, or other public figure), you understand and agree as follows:
- That you will not have the right to use such Third Party IP in any way except as incorporated in the Art, and subject to the license and restrictions contained herein.
- That, depending on the nature of the license granted from the owner of the Third Party IP, DG Game Studio Pte. Ltd may need to pass through additional restrictions on your ability to use the Art.
- and to the extent that DG Game Studio Pte. Ltd informs you of such additional restrictions in writing (email being acceptable), you will be responsible for complying with all such restrictions from the date that you receive the notice, and that failure to do so will be deemed a breach of this license. For the avoidance of doubt, it is strictly prohibited and a violation of these Terms to use any Art or Purchased D.G.Pals in order to create a similar or derivative NFT based on the Art or Purchased D.G.Pals. Such use constitutes a violation of these Terms as well as intellectual property infringement, which would cause monetary damages and irreparable harm to DG Game Studio Pte. Ltd. The restrictions in this Section will survive the expiration or termination of these Terms.
The license granted in Section 3 above applies only to the extent that you continue to Own the applicable Purchased D.G.Pals. If at any time you sell, trade, donate, give away, transfer, or otherwise dispose of your Purchased D.G.Pals for any reason, the license granted in Section 3 will immediately expire with respect to you and that D.G.Pals without requiring notice, and you will have no further rights in or to the Art for that D.G.Pals.
You may submit comments, bug reports, ideas or other feedback about the App (collectively, “Feedback”). 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. By submitting Feedback, you agree that we are free to use such Feedback at our discretion and without additional compensation to you, and to disclose such Feedback to third parties.
- Use of the DG Game Studio Pte. Ltd and D.G.Pals names. Notwithstanding any contained in these Terms, You agree that you will not use the DG Game Studio Pte. Ltd and D.G.Pals names for any purpose without obtaining our prior written consent. Approval shall be determined in our sole discretion. Furthermore, non-response to a request for such approval shall not be deemed an approval.
- Your Obligations. You agree that you are responsible for your own conduct while accessing or using the App, and for any consequences thereof. You agree to use the App only for purposes that are legal, proper and in accordance with these Terms and any applicable laws or regulations. By way of example, and not as a limitation, you may not, and may not allow any third party to:
- Send, upload, distribute or disseminate any unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content.
- Distribute viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature.
- Impersonate another person (via the use of an email address or otherwise).
- Upload, post, transmit or otherwise make available through the App any content that infringes the intellectual proprietary rights of any party.
- Use the App to violate the legal rights (such as rights of privacy and publicity) of others.
- Engage in, promote, or encourage illegal activity (including, without limitation, money laundering).
- Interfere with other users' enjoyment of the App.
- Exploit the App for any unauthorized commercial purpose.
- Modify, adapt, translate, or reverse engineer any portion of the App.
- Remove any copyright, trademark or other proprietary rights notices contained in or on the App or any part of it.
- Reformat or frame any portion of the App.
- Display any content on the App that contains any hate-related or violent content or contains any other material, products or services that violate or encourage conduct that would violate any criminal laws, any other applicable laws, or any third party rights.
- Use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the App or the content posted on the App, or to collect information about its users for any unauthorized purpose.
- Create user accounts by automated means or under false or fraudulent pretenses.
- Or access or use the App for the purpose of creating a product or service that is competitive with any of our products or services. If you engage in any of the activities prohibited by this Section, we may, at our sole and absolute discretion, without notice to you, and without limiting any of our other rights or remedies at law or in equity, immediately suspend or terminate your account and/or prohibit your access to the App and the Site.
Cronos Chain Fees And Payment
- Any final acquisition, purchase, trade, or sale of D.G.Pals will be conducted solely through the Cronos Chain, though the Site may serve as a platform that facilitates such transactions. We have no control over these transactions as or once they occur, nor do we have the ability to reverse any transactions. You agree that we will have no liability to you or to any third party for any claims or damages that may arise as a result of any transactions pertaining to the Smart Contract, or any other transactions that are conducted via the Cronos Chain.
- We may require you to provide additional information and documents at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-laundering (legalization) of incomes obtained by criminal means, or for counteracting financing of terrorism. DG Game Studio Pte Ltd may also require you to provide additional information and documents in cases where it has reasons to believe that:
- Your are using the App (or any portion thereof) for money laundering or for any other illegal activity.
- You have concealed or reported false identification information and other details.
- And/or transactions effected by you were effected in breach of these Terms. In such cases, DG Game Studio Pte Ltd, in its sole discretion, may pause or cancel your transactions until such additional information and documents are reviewed by us and accepted as satisfying the requirements of applicable law. If you do not provide complete and accurate information and documents in response to such a request, DG Game Studio Pte. Ltd may refuse to provide you with further access to the Site and/or the App.
- Cronos Chain requires the payment of a transaction fee (a “Gas Fee”) for every transaction that occurs on the Cronos Chain. You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments (except taxes on our net income) now or hereafter claimed or imposed by any governmental authority (collectively, “Taxes”) associated with your use of the App (including, without limitation, any Taxes that may become payable as the result of your ownership or transfer of any of your D.G.Pals). Except for income taxes levied on D.G.Pals, you.
- Will pay or reimburse us for all national, federal, state, local or other taxes and assessments of any jurisdiction, including value added taxes and taxes as required by international tax treaties, customs or other import or export taxes, and amounts levied in lieu thereof based on charges set, services performed or payments made hereunder, as are now or hereafter may be imposed under the authority of any national, state, local or any other taxing jurisdiction.
- And shall not be entitled to deduct the amount of any such taxes, duties or assessments from payments made to us pursuant to these Terms.
We may terminate your access to all or any part of the App at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your account, and that we will not be liable to you or to any third party for any such suspension or termination. All provisions of these Terms, which by their nature should survive termination, shall survive termination, including without limitation ownership provisions, warranty disclaimers, indemnity and limitations of liability. If we terminate these Terms or suspend or terminate your access to or use of the App due to your breach of these Terms or any suspected fraudulent, abusive, or illegal activity, then termination of these Terms will be in addition to any other remedies we may have at law or in equity.
- You expressly understand and agree that your access to and use of the app is at your sole risk, and that the app is provided “as is” and “as available” without warranties of any kind, whether express or implied. To the fullest extent permissible pursuant to applicable law, DG Game Studio Pte. Ltd, our subsidiaries, affiliates, and licensors make no express warranties and hereby disclaim all implied warranties regarding the app and any part of it (including, without limitation, the site, any smart contract, or any external websites), including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, correctness, accuracy, or reliability. Without limiting the generality of the foregoing, DG Game Studio Pte. Ltd, our subsidiaries, affiliates, and licensors do not represent or warrant to you that:
- Your access to or use of the app will meet your requirements.
- Your access to or use of the app will be uninterrupted, timely, secure or free from error (including any blockchain code errors).
- Usage data provided through the app will be accurate.
- The app or any content, services, or features made available on or through the app are free of viruses or other harmful components, or
- that any data that you disclose when you use the app will be secure. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you.
- You accept the inherent security risks of providing information and dealing online over the internet and agree that DG Game Studio Pte. Ltd has no liability or responsibility for any breach of security unless it is due to our gross negligence.
- DG Game Studio Pte. Ltd will not be responsible or liable to you for any losses you incur as the result of your use of the Cronos Chain or any Cronos Chain wallet or other electronic wallet, including but not limited to any losses, damages or claims arising from:
- user error, such as forgotten passwords or incorrectly construed smart contract or other transactions;
- server failure or data loss;
- corrupted wallet files; or
- unauthorized access or activities by third parties, including but not limited to the use of viruses, phishing, bruteforcing or other means of attack against the app, Cronos Chain, or any Cronos Chain wallet or other electronic wallet.
- D.G.Pals are intangible digital assets that exist only by virtue of the ownership record maintained in the Cronos Chain. All smart contracts are conducted and occur on the decentralized ledger within the Cronos Chain platform. We have no control over and make no guarantees or promises with respect to smart contract.
- DG Game Studio Pte Ltd is not responsible for losses due to blockchains or any other features of the Cronos Chain or any Cronos Chain wallet or other electronic wallet, including but not limited to late report by developers or representatives (or no report at all) of any issues with the blockchain supporting the Cronos Chain network, including forks, technical node issues, or any other issues having fund losses as a result.
Limitation And Liability
- You understand and agree that DG Game Studio Pte. Ltd, our subsidiaries, affiliates, 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, or any other intangible loss, even if DG Game Studio Pte. Ltd has been advised of the possibility of such damages.
- You agree and acknowledge 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 site, the app, and the smart contracts, whether in contract, tort, strict liability, or any other legal theory, is limited to the greater of
- the amounts you actually paid us under these terms in the twelve (12) month period preceding the date the claim arose, or
- one hundred (100) US dollars.
- You acknowledge and agree that DG Game Studio Pte. Ltd has made the app available to you and entered into these terms in reliance upon the warranty disclaimers and limitations of liability set forth herein, which reflect a reasonable and fair allocation of risk between the parties and form an essential basis of the bargain between us. DG Game Studio Pte. Ltd would not be able to provide the app to you without these limitations.
- Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, and some jurisdictions also limit disclaimers or limitations of liability for personal injury from consumer products, so the above limitations may not apply to personal injury claims.
You accept and acknowledge the following risks:
- The prices of blockchain assets and cryptocurrencies are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the value of your D.G.Pals, which may also be subject to significant price volatility. We cannot guarantee that any purchasers of D.G.Pals will not lose money.
- You are solely responsible for determining what, if any, taxes apply to your D.G.Pals-related transactions. DG Game Studio Pte. Ltd is not responsible for determining the taxes that apply to any of your transactions.
- The App does not store, send, or receive D.G.Pals. D.G.Pals exists only by virtue of the ownership record maintained on the blockchain in the Cronos Chain. Any transfer of D.G.Pals occurs within the supporting blockchain in the Cronos Chain.
- There are risks associated with using an Internet-based currency, including, but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your wallet. You accept and acknowledge that DG Game Studio Pte. Ltd will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Cronos Chain, however caused.
- A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the DG Game Studio Pte. Ltd ecosystem, and therefore the potential utility or value of D.G.Pals.
- The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the DG Game Studio Pte. Ltd’s ecosystem, and therefore the potential utility or value of D.G.Pals.
- Upgrades by Cronos Coin to the Cronos Chain platform, a hard fork in the Cronos Chain platform, or a change in how transactions are confirmed on the Cronos Chain platform may have unintended, adverse effects on all blockchains using the CRC-20, including the DG Game Studio Pte. Ltd’s ecosystem.
You shall defend, indemnify and hold harmless DG Game Studio Pte. Ltd and its subsidiaries, affiliates, 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
- Your breach of these Terms.
- Your use or misuse of, or access to the App.
- Misappropriation or infringement by you, of any intellectual property rights or other rights of DG Game Studio Pte. Ltd, or any person or entity.
- Or your violation of applicable laws, rules or regulations in connection with your access to or use of the App. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.
Third Party Site
The App may permit you to link to other websites, services or resources on the Internet, which are provided solely as a convenience to you. You access these third-party websites, services or resources at your own risk. These other websites, services or resources are not under our control and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of those websites, services or resources. The inclusion of any link to third party websites, services or resources does not imply our endorsement of them or any association with their operators. You acknowledge and agree that we shall not be responsible or liable (directly or indirectly) for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods or services available on or through any third party websites, services or resources.
Governing Law And Jurisdiction
This Policy and your use of the Website shall be governed and construed in accordance with the laws of Singapore. You agree to submit to the exclusive jurisdiction of the Singapore courts. A printed version of these Terms and any notice given in electronic form shall be admissible in judicial or administrative proceedings based on or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and DG Game Studio Pte. Ltd agree that any cause of action arising out of or related to the App must commence within 06 months after the cause of action arose; otherwise, such cause of action is permanently barred.
Change To The Term
We reserve the right, at our sole discretion, to modify or replace any of the Terms or to change, suspend or discontinue the App or Site at any time, by posting a notice on the Site or by sending you an email. We may also impose limits on certain features and services or restrict your access to parts or all of the App or Site without notice or liability, including, without limitation, by prohibiting you from selling your D.G.Pals through the App. It is your responsibility to check these Terms periodically for changes. You can determine if any changes were made to these Terms by noting the date that these Terms were last updated. Your continued use of the App or Site following the posting of any changes to the Terms constitutes acceptance of those changes.
Change To The App
You acknowledge and agree that the form and nature of the App, and any part of it, may change from time to time without prior notice to you, and that we may add new features and change any part of the App at any time without notice. We also reserve the right to shut down the App in our sole discretion. Shutting down the App will not prohibit you from transferring, buying or selling your Purchased D.G.Pals on another website or application.
These Terms and the Terms and Conditions on our website (including those terms incorporated herein by reference) are the entire Agreement between you and us with respect to the App, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the App. If any provision of the Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary for the rest of the Terms to remain enforceable. Our failure to enforce any part of these Terms shall not constitute a waiver of our right to later enforce that or any other part of these Terms. For any waiver of compliance with these Terms to be binding on us, one of our authorized representatives must provide you with written notice of that waiver. There are no third-party beneficiaries to these Terms. Nothing in these Terms create any agency, partnership, or joint venture. The language in these Terms will be interpreted as to its fair meaning, and not strictly for or against any party. You may not assign any or 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 or merger.