Only Whitelist participants will be able to buy BGX tokens during token sale
Last updated: April 26, 2018
This document acts as an agreed upon terms of service (“Terms”) between you (“Purchaser”, “Backer”, “you”) and BIT.GAME, as BIT GAME FOUNDATION PTE. LTD., or other authorized by BIT.GAME company(-ies), if any (“Company”, “us” or “we”). You accept these Terms when you accessing Company’s websites http://bit.game/ and http://bitgamex.com/ (including all and any subdomains, collectively, the “Website”), accessing our Token Sales or documents and utilizing any products offered by Company through the Websites or through any other means (collectively, “Services”).
These Terms shall enter into force as of the moment you first access the Website or use Services, Platform or BGX tokens. Should you disagree with any provision of these Terms you shall cease using the Website or Services immediately. The content of the Website and websites accessible from hyperlinks do form an integral part of these Terms. If you are using Services on behalf of any entity, you are authorized to accept these Terms on such entity’s behalf and that such entity will be responsible for any damage arising out of a breach of these Terms by you or any other employee or agent of such entity (in such event references to “you” in these Terms refer to you and such entity, jointly).
Your access to and/or use of the Services is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, backers and others who access or use the Services.
We will provide notice of any amendment to these Terms by posting any revised document to the Website and updating the “Last updated” field above accordingly or by any other method we deem appropriate. We are not obligated to provide notice in any other method beyond these. Any change to these Terms will be effective immediately upon such notice and apply to any ongoing or subsequent use of the Website and Services.
By accessing the Website and/or using the Services, you agree to be bound by these Terms. If you disagree with any part of these Terms then you may not access the Website and/or use the Services.
1.Definitions of the Terms Used.
1.1.Backer: A natural or legal person who accesses the Website and/or Platform and/or in any way uses BIT.GAME’s Service and/or backs the Project by acquiring BGX tokens from the BIT.GAME by exchanging the Ether for BIT.GAME Exchange token (BGX).
1.2.Cryptocurrency: Is a digital asset designed to work as a medium of exchange using cryptography to secure the transactions and to control the creation of additional units of the currency.(Source: https://en.wikipedia.org/wiki/Cryptocurrency).
1.3.Ether or ETH: A token of the Ethereum blockchain called Ether. (Source: https://en.wikipedia.org/wiki/Ethereum#Ether).
1.4.Ethereum platform: Is an open-source, public blockchain, based on distributed computing platform featuring smart contract (scripting) functionality. (Source: https://en.wikipedia.org/wiki/Ethereum).
1.5.Hard Cap: The Maximum Value (expressed in US dollars) of Cryptocurrencies collected from backers in BIT.GAME token sale.
1.6.Soft Cap: The Minimum Value (expressed in US dollars) of Cryptocurrencies collected from backers in BIT.GAME token sale in order to be considered successful.
1.7.BIT.GAME Exchange: A digital asset exchange provided by BIT.GAME, which allows conversion between USD and Ether, and is located on: http://bit.game/.
1.8. Restricted Use Areas: The areas set out in section 2 in this Term.
1.9. BGX Token Sale: Means all the BGX Token Sale Phases including pre-ICO and ICO, during which the BGX tokens could be acquired by the Backers.
1.10. BGX token: A Ethereum based cryptocurrency called a BIT.GAME Exchange Token, or short, BGX, issued by BIT.GAME.
1.11. Services: All the services specified in section 4 of these Terms.
1.12. VAT: means value added tax of relevant jurisdiction.
2.Eligibility and Requirements.
2.1 You represent and warrant that you are at least eighteen (18) years of age, are legally entitled to use the internet and services like those provided by Company (according to the laws of Singapore and any relevant jurisdiction in which you reside), and have not had your right to use our service previously suspended or revoked by us.
2.2 Our Services, Website and Product are not directed or allowed to any person in any jurisdiction where (by reason of that person's nationality, residence or otherwise) the publication or availability of the Product, Services or Website is or may be prohibited. Due to legal restrictions you are not allowed to access our Website, Services or Product, resell BGX token if you are a located in, under the control of, resident, habitant or citizen of the United States of America, People’s Republic of China, Singapore etc., or a legal entity based, domiciled, under the control of, located, incorporated or in any other way considered to be a U.S. entity, Singapore entity, Chinese entity under applicable legislation or if you are a resident, citizen or are located in any other jurisdiction in which applicable laws prohibit you to access our Website, Services and Platform (“Restricted Use Areas”). BIT.GAME EXPLICITLY PROHIBITS PERSONS OR ENTITIES IN RESTRICTED USE AREAS TO USE ITS WEBSITE, SERVICES AND PRODUCTS AND BIT.GAME SHALL NOT BE HELD LIABLE FOR ANY LEGAL OR MONETARY CONSEQUENCE ARISING OF SUCH USE. BY ACCESSING OR USING THE SERVICE, PRODUCT AND/OR WEBSITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE. PLEASE NOTE THAT RESTRICTED USE AREAS MAY CHANGE BEFORE/DURING/UNTIL THE END OF THE SALE. IN SUCH EVENT (IF RESTRICTED USE ARE SHALL CHANGE UNTIL THE END OF THE SALE, WE RESERVE THE RIGHT TO RETURN TO YOU ALL DIGITAL ASSET SEND TO US AND WE SHALL NOT ISSUE/UNLOCK BGX TOKENS).
Company is not obligated to solve nationality-related disputes if any issues occur. Backers must take full responsibility of every activity and behavior in Website on your own.
To acquire BGX tokens, you will need to register on our Website and perform a Know Your Client (hereinafter referred to as “KYC”) procedure. By Registering you agree to:
(a) provide accurate, current and complete information about yourself;
(b) maintain and promptly update your information from time to time as necessary;
(c) maintain the security of your password and accept all risks of unauthorized access to your account and the information you provide to us;
(d) immediately notify us if you discover or otherwise suspect any security breaches related to the Website, BGX tokens, or the information provided to us. You are only allowed to create one registration account and BIT.GAME will have the right to block multiple accounts of the same user.
KYC procedure is a customer identification process to ensure that each user is appropriately verified. It is not only a legal requirement to assess and monitor risks, to prevent doing business with a money launderer, terrorist or other criminal, even more importantly, KYC is a fundamental practice to protect a project and its supporters from fraud and losses due to illegal funds and transactions. You acknowledge and agree that to ensure the safety of the users’ accounts, to counteract money laundering and to enforce is internal security policy, BIT.GAME shall use internal controls and programs for such control to be maintained. BIT.GAME, through these programs and controls, shall collect and store information about the users and their transactions, including, but not limited to, personal information about you, such as your personal document ID number, scan of your ID document, your name, address, nationality and any other information required by us. Also, BIT.GAME will ask you to provide your ETH wallet address, only which you will be allowed to use when making a contribution during the Token Sale. We shall strive to perform KYC check within 48 hours, whereas sometimes the process may last longer.
If your proposed purchase is flagged through our internal controls, BIT.GAME may require additional identification information depending in case of any suspicious activity that may be indicative of illegal activity. Identification of bank accounts may also be required. You accept and agree that in cases where BIT.GAME has valid reasons to believe that your Account is used for money laundering or for any other illegal activity, or that you have concealed or reported false identification information and other details, and also if there is a valid reason to believe that the transactions effected via your Account were affected in breach of this Agreement, BIT.GAME shall be entitled to require you to provide any additional information and documents to clarify the circumstances. Transactions may be frozen until the documents are reviewed by us and accepted as satisfying the requirements of the legislation for counteracting laundering of incomes from criminal activities and financing of terrorism.
BIT.GAME can request from you any additional identifying information and support documents at any time at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-money laundering (legalization) of incomes obtained by criminal means, or for counteracting financing of terrorism. By agreeing to this Agreement, you acknowledge and agree that we maintain verification levels that require user participation and verification to obtain, with levelled permissions based on user-supplied information, our ability to verify it, and our internal policies. You accept that you may not be able to achieve your desired level of verification, and we reserve the right in our sole discretion, to determine the appropriate verification level for any user, as well as the right to downgrade users without notice and to not verify the user at all. We may, from time to time, implement policies restricting verification levels by nationality, country of residence, or any other factor. This may affect your right to purchase BGX tokens or withdraw BGXs from your Account, and you indemnify BGX against any losses associated with an inability to purchase or withdraw BGXs based on your verification level. In highly unlikely cases, where you would be initially approved in the KYC procedure and we would later on realize that you are from Restricted Use Areas (newly added or existing), we will return ETH paid by you to your address and you will not be able to withdraw BGXs tokens from your Account. You expressly agree and acknowledge that this might occur, and you hereby indemnify BIT.GAME against any losses associated with such event and your inability to purchase or withdraw BGXs.
The Project shall be financed by funds raised from Backers by means of the BGX Token Sales. During Token Sales, users who wish to participate in the token distribution, will be obliged to send their ETH (acceptable cryptocurrency) to the smart contract address Listed in Official Website.
BGX Token Sale will take place in three Token Sale Phases: Private Sale Phase (with 10% of total tokens), Pre-Sale Phase (with 5% of total tokens), and Main Sale Phase (with 25% of total tokens).
5. Acquisition of BGX tokens.
Backers who have successfully participated in the BIT.GAME Token Sale in accordance with the provisions of these Terms shall receive the corresponding number of BGX tokens to the ETH wallet address from which the user has sent his/her ETH, and which shall match the ETH wallet address, which the user has previously specified in his/her registration. Such wallet shall be compatible with Ethereum tokens (ERC20 standard).
The allocated BGXs shall be ready for transfer to the Backer’s wallet address not sooner than 5 days after the end of the Main Sale. However, BIT.GAME reserves the right to postpone allocation if additional checks and safeguards are needed prior to allocation and to ascertain such transfer to be technically plausible and secure. Backers will receive instructions on how to claim BGX purchased.
6.Backer’s Representations and Warranties.[两个第5款]
6.1 The Backer will implement all reasonable, appropriate and sufficient measures designed to secure access to: (a) any device associated with the Backer and utilized in connection with the acquisition of BGXs; (b) any private keys or access passwords to the Backer’s accounts and wallets; and (c) any other username, passwords or other logins or identifying credentials. In the event that the Backer is no longer in possession of the Backer’s private keys or any device associated with the Backer’s wallet or is not able to provide the Backer’s login or identifying credentials, the Backer may lose all of BGXs and/or access to the Backer’s account. The Backer is under no obligation to recover any BGXs, and the Backer acknowledges, understands and agrees that all acquisitions of BGXs are non-refundable and non-irreversible.
6.2 The Backer must provide digital wallet address that supports the BGXs. If the Backer sends to BIT.GAME a digital wallet address that is not an Ethereum compatible wallet or the Backer sends a wrong wallet address, the Backer may lose all the BGXs sent to this address. Backer is not allowed to send their ETHs to the BGX Token Sale smart contract address from the address of any cryptocurrency exchange. You may lose your cryptocurrencies sent from these addresses.
6.3 The Backer is only allowed to acquire the BGXs if and by acquiring the BGXs he/she covenants, represents, and warrants that he/she is neither a citizen, resident or tax resident nor has a primary residence or domicile of a country, state or territory within the Restricted Use Areas as defined by these Terms or areas restricted to the level disadvantageous to the Backer to obey definitions set by these Terms and to enter into the purchase. In order to acquire the BGXs, the Backer covenants, represents, and warrants that none of the owners or beneficiaries of the company, of which the Backer is an authorized officer, is a citizen, resident or tax resident nor has a primary residence or domicile within the Restricted Use Areas. Should this change at any time, he/she must immediately cease his/her activity and notify BIT.GAME.
6.4 If buying, selling, acquiring and the usage of cryptocurrency and/or BGXs, participation in the Token Sale and/or other transactions indicated in this Terms of Conditions and/or the Website, are not legal in your country (whether you are a citizen, a resident and/or a tax resident of that country) and/or such transactions can be considered as securities, securities trading, initial public offering, crowdfunding or similar, you are obliged not to participate in the Token Sale, not to use the Website and not to use or acquire the BGXs. Failure to comply with the local laws may result in the loss of your Account and any assets contained within.
6.5 The Website, the White Paper and other materials are prepared for the Backer’s general information only. It is not intended to be a recommendation to participate in the Token Sale and/or to use the BGXs.
6.6. All contributions the Backer makes will be made only in the Backer’s name.
6.7. The Backer expressly acknowledges, understands and agrees that the Backer is using the BGXs, the Website and other BIT.GAME’s documents at the Backer’s sole risk and that the BGXs, the Website and other BIT.GAME’s documents are each provided, used and acquired on an “as is” or on an “as available” basis without representations, warranties, promises or guarantees whatsoever of any kind by BIT.GAME, the Backer shall rely on its own examination and investigation thereof.
6.8. You represent and warrant, that you are acquiring BGX tokens for your own personal use and for your personal utility and not for investment or financial purposes. You also represent and warrant that: (i) BGX tokens are NOT considered security in the country of your applicable jurisdiction; (ii) BGX tokens may lose their value; (iii) you are not acquiring BGX tokens as an investment; (iv) you are aware of all other risks deriving from holding BGX tokens as specified but not limited in these Terms and you accept such risks
7.Limitation of Liability.
IN NO EVENT SHALL BIT.GAME, ITS AFFILIATES, ENTITIES INCLUDED IN THE ECOSYSTEM, LICENSORS AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, CONTRACTORS, DIRECTORS OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED FROM BIT.GAME, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM A FORCE MAJEURE EVENT, LOSS OF BGX TOKENS, SUSPENSION OF ETHEREUM NETWORK COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO BIT.GAME RECORDS, PRODUCT, WEBSITE OR SERVICES. IN ADDITION TO THE ABOVE, BIT.GAME SHALL NOT BE LIABLE FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, TRADING LOSSES, LOSS IN VALUE, OR OTHER LOSS. THIS APPLIES EVEN IF SUCH DAMAGES ARE FORESEEABLE. EACH PARTY ACKNOWLEDGES THAT THE FEES PAYABLE HEREUNDER REFLECTS THE ALLOCATION OF RISK SET FORTH IN THE AGREEMENT AND THAT EACH PARTY WOULD NOT ENTER INTO THE AGREEMENT WITHOUT THESE LIMITATIONS ON LIABILITY.
BIT.GAME, ITS AFFILIATES, ENTITIES INCLUDED IN THE ECOSYSTEM, LICENSORS AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, CONTRACTORS, DIRECTORS OR AGENTS WILL NOT BE RESPONSIBLE NOR LIABILE FOR ANY COMPENSATION, REIMBURSEMENT OR DAMAGES ARISING IN CONNECTION WITH: (I) YOUR INABILITY TO PARTICIPATE IN THE TOKEN SALE AND/OUR USE OF SERVICES, WEBISTE AND/OR PRODUCT; (II) YOUR RELIANCE ON ANY INFOMRATION OBTAINED FROM THE COMPANY; (III) FORCE MAJEURE EVENT (IV) ANY UNAUTHORIZED ACCESS ALTERATION, DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STOE ANY DATA, INCLUDING PRIVATE KEY OR OTHER CREDENTIALS ASSCIATED WITH CROWDSAL OR PERSONAL INFORMATION.
If in any case exclusions of liability of BIT.GAME shall be declared void or illegal, then BIT.GAME’s liability shall be limited to the maximum extent allowed by the applicable legislation. You will defend, indemnify and hold BIT.GAME, its affiliates, other related entities and licensors and its officers, directors, contractors, employees, agents and representatives, harmless from and against all claims, actions, demands, liabilities, damages, losses, costs and expenses (including legal fees) relating to or arising from (a) your use of our Services, Website, Product, (b) your breach of these Terms or any other liabilities arising out of your use of the Services, Website and Product or the use by any other person accessing the Website, Service or Product using your computer and/or your Personal Information, (c) your violation of any rights of any other person or entity in connection with these Terms, (d) third-party claims concerning this Terms or your thereof; (e) your use of, or conduct in connection with the Token Sale; (f) your acquirement, acceptance or use of BGX Tokens. You will promptly notify us of any third-party claims, actions, or proceedings which you become aware of that involves BIT.GAME as a result of these Terms. BIT.GAME may participate with counsel of its own choosing in any proceedings describing above. If BIT.GAME will be required to respond to compulsory legal order, you will reimburse BIT.GAME for all attorney and contractors fees for their time and material spent responding to obligatory legal orders. You will not agree to any settlement which imposes any obligation or liability for BIT.GAME without BIT.GAME’s prior written consent.
BIT.GAME reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification under this Section 8. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and BIT.GAME.
The Backer is solely responsible and liable to declare, bear and pay all taxes, duties, imposts, levies, tariffs and surcharges that might be imposed by the laws and regulations of any jurisdiction as a result of or in connection with the BGX tokens, use of Services, Website, Platform or any other BGX Provider Product. BGX Provider is not giving any advice regarding tax issues and is not responsible for determining any tax implications connected with its Product, Website or Service. BIT.GAME makes no representation as to the tax implication of any jurisdiction. You shall be solely liable for all such penalties, claims, fines, punishments, liabilities or otherwise arising from his/her underpayment, undue payment or belated payment of any applicable tax.
All fees and charges payable by you to BGX Provider are exclusive of any taxes and if certain taxes shall be applicable, they shall be added on top of applicable amount. Upon our request, you will provide us any information we reasonably request to determine whether we are obligated to collect VAT from you, including your VAT identification number. If any deduction or withholding is required by law, you will notify us and will pay us any additional amounts necessary to ensure that the net amount that we receive, after any deduction and withholding, equals the amount we would have received if no deduction or withholding had been required. Additionally, you will provide us with documentation showing that the withheld and deducted amounts have been paid to the relevant taxing authority.
10.Lack of Legal and Tax Regulation Practice.
The Backer acknowledges that Legal and Tax regulations regarding blockchain technology and crypto currencies are very limited and insufficient. Thus, the Backer expressly agrees that he has sufficient knowledge and understanding of the risks and merits of blockchain-based systems to make an informed decision to exchange BGXs and evaluate the risks of the exchange.
BIT.GAME reserves all rights, titles and interest to the Services, Products, Website, and other Intellectual Property. Unless otherwise indicated by us, all copyright and other intellectual property rights in all content, software, tools and other materials contained on our Website, Product and Services, (collectively, "Materials") are the property of BIT.GAME, our licensors or suppliers and you hereby agree to comply with all proprietary notices contained in Materials and these Terms.
Under no circumstances will these Terms be construed as granting, by implication, estoppel or otherwise, a license to any Intellectual Property or components thereof other than as specifically granted in these Terms. You agree that BIT.GAME’s Intellectual Property may be used only as provided in these Terms. All rights not expressly granted herein are reserved.
There are no implied licenses under these Terms and any rights not expressly granted to you hereunder are reserved by BIT.GAME.
12.1 BIT.GAME and the Backer shall cooperate in good faith to resolve any dispute or claim that might arise out of, relating to or in connection with these Terms, including with respect to the formation, applicability, breach, termination, validity or enforceability (thereof the Dispute).
12.2 Any dispute between the parties will be governed by these Terms in accordance with the laws of the People's Republic of China, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. You agree and warrant that you will not commence against the other a class action, class arbitration or representative action or proceeding.
12.3. All disputes or claims arising out of or in connection with these Terms, including but not limited to its breach, termination, validity, nullity or any other disputes or claims arising out of or in connection with these Terms, Website, Products, the Services or any other matter shall be resolved by the competent court in the People's Republic of China, unless the Parties agree otherwise.
12.4. Prior to filling any claims, you agree to file such claim, notification of any dispute or request to BIT.GAME within thirty (30) days of when it arises as the attempt of informal resolution of dispute. Notice to BIT.GAME shall be sent to email@example.com. If dispute between you and BIT.GAME is not resolved within thirty (30) days, following the receipt of your request, you are entitled to file a claim in accordance with previous section. Claims filled contrary to the provision set out in this paragraph shall be rejected as premature.
12.5. Any dispute arising out of or related to this Terms is personal to User and BIT.GAME and will not be brought as a class arbitration, class action or any other type of representative proceeding.
Events that BIT.GAME could not foresee upon concluding the contractual relationship and which, or the consequences of which, cannot be avoided, are deemed as force majeure; for example, but not exclusively, force majeure includes flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, traffic jams, accident, action of government, communications, power failure, or equipment or software malfunction or any other cause beyond BIT.GAME’s reasonable control. The Backer explicitly agrees that a long disconnection or disturbances to the power supply, unforeseen hardware or software faults, failures in the telecommunication network or disturbances to its access, technical problems of the suppliers of products and the services required and used by the BGX shall also be deemed as force majeure; the foregoing events shall be deemed as force majeure even if they stem from the domain of the BIT.GAME. BIT.GAME shall not be liable for (1) any inaccuracy, error, delays or omission of (i) any information, or (ii) the transmission or delivery of information; (2) any loss or damage arising from a force majeure event.
If any provision of these Terms is invalid, illegal or incapable of being enforced by any rule of law or public policy, all other provisions of the Terms shall remain in full force and effect to the greatest extent permitted by law. Any invalid or unenforceable portion will be interpreted to affect the intent of the original portion. If such construction is not possible, the invalid provision of the Terms will be severed from these Term and the rest of the Terms will remain in full force and effect.
15.Term and Termination.
This agreement is entered into for unlimited duration. We reserve the right to terminate and/or suspend your access to our Services/Website, without giving you prior written notice and delete all related information and files related to your use of our Services, Product, Website, without liability to you, at any time for any reason, including, but not limited to, if based on our sole discretion believe: (i) You have violated these Terms, (ii) You create risk or possible legal exposure for us.
16.Change of Terms.
Company may amend these Terms at any time and in its own discretion by posting an updated version on Website. The updated version becomes effective at the time of posting. It is your responsibility to check updates regularly.
If you have any questions about these Terms, please contact us at firstname.lastname@example.org.