TERMS OF SERVICE

WORLD FANTASY NETWORK TERMS OF SERVICE

Welcome to World Fantasy Network and its affiliates and subsidiaries — World Fantasy Pools and World Fantasy Games. Please review the following Terms of Service (“Terms”) carefully and contact us at support@worldfantasypools.com concerning anything you do not understand. The Terms govern your use of our services and affect your rights and obligations. By accessing or using our services including, without limitation, www.worldfantasypools.com or any related application, you are expressing your acknowledgement, acceptance and agreement to these Terms.

The Terms may change from time to time, and we will notify when that happens as described below. If you decide to use of our services after a change in the Terms, your continued use will serve as acceptance of the revised Terms.

IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE EXIT THE WEBSITE NOW AND DO NOT USE OR ACCESS OUR SERVICE. YOUR AGREEMENT WITH US REGARDING COMPLIANCE WITH THESE TERMS BECOMES EFFECTIVE IMMEDIATELY UPON COMMENCEMENT OF YOUR USE OF OUR SERVICE.

To report a violation of these Terms, please contact us at support@worldfantasypools.com .

NOTICE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS, AS DETAILED IN SECTION 15.

1. ACCEPTANCE OF TERMS

1.1. Use of Service Subject to Terms. World Fantasy Sports LLC (collectively “We,” “Us,” “Our,” or “WFN”) operates www.worldfantasypools.com (the “Website”) and other related applications, content, widgets, or services, including all of the text, images, audio, code and other material that they contain or provide, and all of the other features, contests and other services they contain (collectively, the “Service”) to you, the user, subject to your compliance with these Terms as well as any other written agreement between WFN and you. By using or otherwise accessing the Service, or clicking to accept or agree to these Terms where that option is made available to you, you (i) acknowledge, accept and agree to these Terms and any additional rules or scoring system applicable to the features of the Service that you use; (ii) consent to the collection, use, disclosure and other handling of information as described in our Privacy Policy; and (ii) any additional terms, rules, or conditions of participation in particular contests issued by WFN. If you do not agree to these Terms, then you may not access or use the Service.

THESE TERMS, AS AMENDED FROM TIME TO TIME AND PUBLISHED AT https://www.worldfantasypools.com/legal/terms, TOGETHER WITH WFN’S PRIVACY POLICY, PUBLISHED AT https://www.worldfantasypools.com/legal/terms, COMPRISE A LEGAL AGREEMENT BETWEEN YOU AND WFN.

1.2. Modification. WFN Reserves the right, at its sole discretion, to modify or replace the Terms at any time; the most current version of these Terms will be posted on https://www.worldfantasypools.com/legal/privacy. You acknowledge and agree that it is your responsibility to review these Terms from time to time and to familiarize yourself with any changes or modifications. If a revision to the Terms, in Our sole discretion, is material, we will notify you by email. Any modifications will be effective immediately, and will apply to any disputes arising under the Terms from the date of posing forward. Your continued use of the Service after a modification has been made to the Terms constitutes your acceptance of any such modification.

1.3. No Commercial or Unlawful Use. You may only use the Service for commercial purposes to the extent permitted by the Terms. You agree that you will not use the Service for commercial purposes in any way that is unlawful, or harms WFN or any other person or entity.

2. ELIGIBILITY

2.1. Age Restriction. YOU MUST BE AT LEAST EIGHTEEN (18) YEARS OF AGE TO OPEN AN ACCOUNT, PARTICIPATE IN CONTESTS, OR WIN PRIZES OFFERED AS PART OF WFN’S SERVICE. In jurisdictions, territories, and locations where the minimum age for permissible use of the Service is greater than eighteen (18) years old, you must meet the minimum age requirement in your local jurisdiction or territory.

2.2. Representations and Warranties. By using the Service, you hereby represent and warrant that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in these terms and to abide by and comply with these terms. By depositing money for use in connection with the Service, you represent and warrant that:

(i) You are a citizen or resident of, and that you have an address in, the United States of America;

(ii) You are physically located in the United States of America and reside in a jurisdiction in which participation in any contest you choose to participate in is not prohibited by applicable law;

(iii) You are not listed on any U.S. Government list of prohibited or restricted parties including, without limitation, those maintained by the U.S. Department of State, Department of the Treasury, Department of Defense, or other state or local authority;

(iv) You will abide at all times by these Terms and any other agreements between you and WFN regarding your use of the Service;

(v) When depositing funds or entering a paid contest, you are not physically located in any of the following states: Alabama, Arizona, Georgia, Hawaii, Idaho, Illinois, Iowa, Louisiana, Montana, Nevada, Washington

(vi) You are not subject to backup withholding tax because (a) you are exempt from backup withholding; or (b) you have not been notified by the Internal Revenue Service (“IRS”) that you are subject to backup withholding as a result of a failure to report all interest or dividends; or (c) the IRS has notified you that you are no longer subject to backup withholding;

(vii) When entering any contests that award prizes, that you are not an employee or relative of any WFN employee, or operator of another daily fantasy service that charges entrance fees or offers cash prizes, such as FanDuel, DraftKings, Yahoo etc.;

(viii) You do not, by virtue of any affiliation with another daily fantasy service, have access to pre-release, non-public confidential information about contest-related events or data.

2.3. Right to Demand Proof and Revoke Prizes. If you do not meet the eligibility requirements of this Section 2, then you are not authorized to use the Service. WFN reserves the right to require you to provide proof that you are eligible to participate according to this section prior to distributing any prize to you including, without limitation, by requesting that you submit an affidavit of eligibility or other verification information. If WFN otherwise determines that you do not meet any of the eligibility requirements of this section, in addition to any rights that WFN may have under applicable law or in equity, WFN reserves the right to terminate your account, withhold or revoke the awarding of any prizes associated with your account, or limit your ability to withdraw money from your account. In such situation, WFN may pay out any withheld or revoked prizes to other entrants in the relevant context in any manner consistent with the prize structure of the contest and the rules thereof, as determined by WFN in Our sole discretion. WFN also reserves the right to withhold or revoke prizes in furtherance of Our fraud prevention or anti-money laundering efforts.

2.4. Ineligible Persons. Notwithstanding any of the foregoing Section 2, athletes, coaches, and other team management, team support personnel (including, without limitation, team physicians, trainers, administrative personnel) and team owners may not participate in any WFN contests in the sport or sports (including e-sports) with which they are associated. Team owners, referees, league employees or independent contractors, sports commissioners, and other individuals who, through an ownership interest or sport-related employment, may influence gameplay within or have access to non-public confidential information regarding a particular sport (including e-sports) are ineligible to participate in any WFN contests in such sport.

3. ACCOUNT REGISTRATION

3.1. Registration Data. In order to access some features of the Service, you need to create a user account by completing Our online registration form, which requests certain information and data (“Registration Data”). By registering, you agree that all information provided in the Registration Data is true and accurate, and that you will maintain and update such information as required in order to keep it current, complete, and accurate. If you provide any information that is inaccurate, not current, or incomplete, or if WFN has reasonable grounds to suspect that such information is inaccurate, not current, or incomplete, WFN may deny you access to some or all of the Service that require account registration, or terminate your account, at Our sole discretion.

3.2. Affiliate Access to Registration Data. For certain aspects of the Service, WFN has a connection to, association with, or otherwise entered into a contractual relationship with other websites, third-party software or services (“Affiliate”). Examples include, but are not limited to, services for analyzing or managing data, email delivery or marketing, and customer support. You may need to grant WFN and the Service permission to share your Registration Data or other user information with such Affiliates.

3.3. Single Account Only. You may establish, maintain, user, and control only one account on the Service, and each account on the Service may only be owned, maintained, used and controlled by one individual. For the avoidance of doubt, users may not “co-own” accounts on the Service, nor use or control an account for the benefit of any other person. If WFN determines that you have opened, maintained, used or controlled more than one account, in addition to any rights that WFN may have under applicable law, WFN reserves the right to suspend or terminate any or all of your accounts and terminate, withhold or revoke the awarding of any prizes.

4. USE OF ACCOUNT AND SECURITY

4.1. User Name and Password. If you create an account, you may be asked to choose a user name and password. You agree that you will not choose a user name which, in the sole discretion of WFN:

(i) Substantially infringes the legal rights of others including, but not limited to, by comprising or being substantially similar to a trademark or service mark;

(ii) Is offensive, vulgar, obscene, hateful, or racially, ethnically, or otherwise objectionable;

(iii) In any way violates these Terms

(iv) Contains personally identifiable information including, but not limited to, your name, address, telephone number, or email address;

(v) Contains WFN’s name or any confusingly similar names.

You agree that WFN reserves the right to change, remove, alter, or delete any user name or password at any time if, in WFN’s sole discretion, it violates these Terms.

4.2. Unauthorized Account Use. You acknowledge and agree that you are responsible for maintaining the confidentiality of your user name and password and for any and all activities that occur in association with your account or user profile, whether or not authorized by you. You agree to notify WFN immediately of any unauthorized use of your account, user profile or Affiliate account or any other breach of WFN’s or an Affiliate’s security and to provide properly documented evidence as requested by WFN. You may not use anyone else’s user account at any time and you may not allow anyone else to use your user account at any time. You agree that WFN will not be liable for any loss you may incur as a result of someone else using your WFN user name, password, account, your Affiliate account or Registration Data or other account information your provided, either with or without your knowledge.

4.3. Authorization to WFN. You acknowledge and agree that WFN is authorized to act on instructions received through the use of your username and password, and that WFN may, but is not obligated to, deny access or block any transaction made through use of your username and password without prior notice if WFN believes that your username and password are being used by someone other than you for any reason.

4.4. No Right to Ownership. YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN YOUR ACCOUNT, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL RIGHTS IN AND TO YOUR ACCOUNT ARE AND SHALL FOREVER BE OWNED BY AND INURE TO WFN’S BENEFIT.

4.5. No Sale or Assignment. WFN does not recognize the transfer of an account or user profile. Therefore, you may not give, purchase, sell, bargain, barter, market, trade, offer for sale, sell, license, assign, or otherwise divest your rights, responsibilities, or obligations under the Terms, either in whole or in part, without the prior written consent of WFN. Any attempt to do so shall be void and of no effect.

5. GENERAL GAME RULES

5.1. Game of Skill. All contests provided on WFP are competitions of skill. In each contest, winners are determined based on their success in choosing an athlete to achieve a required stat line. All general and specific contest rules are determined by criteria stated in each contest’s rule set. User’s skill edge is earned through individual knowledge of relevant professional sports and fantasy sport game variants.

5.2. Entry and Fees. Certain contests require an entry fee listed in U.S. dollars. When you opt to participate in such a contest, the corresponding entry fee, if any, will be debited from your user account. In the event of any dispute regarding the identity of the person submitting an entry, the entry will be deemed submitted by the person in whose username the entry was submitted, or if possession of the username itself is contested and in WFN’s opinion sufficiently uncertain, the name in which the email address on file was registered with the corresponding email service provider. WFN reserves the right not to award a prize to an individual it believes in its sole discretion did not submit the winning entry.

5.3. Prizes. Following the end of each contest, the tentative winner(s) is/are subject to final verification by WFP. Monetary prizes are added to the account balance of the winning user’s account. Substitution or transfer of a prize is not permitted, except that WFN reserves the right to substitute a prize of equal or greater value if the advertised prize is unavailable. All prizes are awarded “as is” without warranty of any kind, express or implied, including without limitation, any implied warranty of merchantability for a particular purpose. All taxes associated with the receipt or use of any prize are the sole responsibility of the winner. In the event of a tie, the prize is divided evenly between all tied players, unless otherwise specified in the individual rules of a particular contest or game. WFN reserves the right to make adjustments based on errors or irregularities in the transmission of information or in our calculation of results. In the event that the awarding of any prizes to winners of a game or contest is challenged by any legal authority, WFN reserves the right in its sole discretion to determine whether or not to award, adjust, or revoke such prizes. In all disputes arising out of the determination of the winner of any game or contest, WFN shall be the sole judge and its decision are final and binding on all participants therein.

6. CODE OF CONDUCT

6.1. You are solely responsible for your conduct, and all conduct on your user account, on the Service. As a condition of your use of the Service, you agree not to use the Service for any purpose that is unlawful or prohibited by the Terms, or any other purpose not reasonably intended by WFN. For example, and without limitation of any kind, you agree that you will not:

(i) Publish, post, upload, distribute, or otherwise make available through the Service any—

a. pyramid schemes, chain letters, junk email, or spam;

b. material that his harmful, abusive, defamatory, libelous, pornographic or obscene, infringing, embarrassing, unwanted, invasive of another’s right of privacy or publicity, or racially, ethnically or otherwise offensive, objectionable, or otherwise inappropriate as determined by WFN in its sole discretion;

c. material or information that infringes any copyright, trademark, patent, trade secret, privacy, publicly, or other right of any other person or entity;

d. communication or solicitation designed or intended to obtain the password, account, or private information of any other user;

e. files that contain malicious code, including viruses, spyware, Trojan horses, worms, time bombs, cancelbots, corrupted data, or that may in any way damage or interfere with the operation of the Service, other users’ access to the Service, or other users’ computers or mobile devices.

(ii) Defame, abuse, harass, stalk, threaten, bully, intimidate, or otherwise violate the legal rights of any other person or entity;

(iii) Impersonate another user or create a false identity including, but not limited to, identifies falsely indicating that the user is another user, a celebrity or other well-known individual, or a representative of WFN;

(iv) Engage or attempt to engage in fraudulent transactions;

(v) Establish more than one account to participate in the Service;

(vi) Make false reports through the Service or to WFN’s administrators;

(vii) Use the Service for any unauthorized purpose, or in violation of any applicable law, including intellectual property laws, or to circumvent anti-money laundering or sanctions implementation controls;

(viii) Advertise to, or solicit, any other user to buy or sell any products or services, or use any information obtained from the Service in order to contact, advertise to, solicit, or sell any products or services to users without their prior explicit consent;

(ix) Use any robot, spider, scraper, sniping software, scripts or other automated means to access the Service for any purpose without WFN’s express written permission;

(x) Take any action that imposes, or may impose in WFN’s sole discretion, an unreasonable or disproportionally large load on WFN’s infrastructure;

(xi) Interfere or attempt to interfere with the proper operation of the Service including, without limitation, bypass any measures that WFN uses to prevent or restrict access to the Service;

(xii) Attempt to sell or otherwise transfer your account;

(xiii) Attempt to influence the play in any sporting event (including e-sports event) from which athletes are available for selection in any WFN contest in which you are involved or in which you have a direct or indirect interest;

(xiv) Enter into a game or contest, by any means including the unauthorized use of multiple accounts, for which you are ineligible; or

(xv) Coordinate, or attempt to coordinate, with any other users in order to prearrange, “throw,” or otherwise improperly influence or control the outcome of any game or contest.

6.2. Your violation of any of the rules may result in the removal of some or all of your content from the Service, forfeiture of prizes, winnings or account balances, and/or cancellation of your Account. You acknowledge and agree that WFN may remove any User Content (as defined below) and terminate your account at any time for any reason including, without limitation, upon receipt of claims or allegations from third parties or law enforcement relating to such User Content.

7. INTELLECTUAL PROPERTY INFORMATION

7.1. Content. “Content” is defined as all digital material including, without limitation information, videos, photos, graphics, music, sounds, text, data, communications, illustrations, documentation, and other material and services that users can view on, access through, or contribute to the Service. This includes support forums, message boards, chat, and other original content. WFN owns, or has a license to, all right, title and interest in the Content that WFN makes available through the Service. Except for any rights specifically enumerated as being licensed to you hereunder, WFN reserves any and all of its rights to the Content. You are only permitted to use the Content as expressly authorized by WFN or the specific Content provider.

7.2. Specific License and Restrictions. By using the Service, you acknowledge, agree and otherwise consent not to engage in, permit another person or entity to engage, or otherwise be related to or a part of the following restricted activities:

(i) market, share, distribute, offer to sell, sell or otherwise make reproductions or copies of the Service or Content in any way inconsistent with the rights of use provided by the license herein;

(ii) remove any applicable, relevant identification, copyright, trademark or other notices relating to the intellectual property or other property of WFN;

(iii) attempt to access source or object code of the Service, by methods including reverse engineering or otherwise reducing it to a form readable without the use of a computer, except and unless any applicable statutes or laws specifically prohibit the foregoing provision;

(iv) amend, change, modify (including the creation of any derivative of or other work based on) the Service;

(v) create code, software or other program that incorporates any elements of the Service;

(vi) attempt to hack into, compromise or otherwise access the object or source code of the Service for any purposes, personal or commercial;

(vii) interrupt or attempt to interrupt the operation of the Service in any way;

(viii) (a) use the Service or Content for any political or commercial purpose; (b) engage in any activity in connection with the Service or Content that is unlawful, harmful, offensive, sexually explicit, obscene, violent, threatening, harassing, abusive, falsely representative of your persona, invasive of someone else’s privacy, or otherwise objectionable to WFN; (c) harvest any information from the Service or Content; (d) reverse engineer or modify the Service or Content; (e) interfere with the proper operation of or any security measure used by the Service or Content; (f) infringe any intellectual property or other right of any third party; (g) use the Service or Content in a manner that suggests an unauthorized association or is beyond the scope of the limited license granted to you; or (h) otherwise violate these Terms or any applicable Additional Terms.

7.3. User Content. You acknowledge and agree that all content made available on the Service by a user (“User Content”), including but not limited to profile information and communications with other users, whether privately transmitted or made publically available, is the sole responsibility of the person from which such User Content originated. You further acknowledge and agree that you, not WFN, are responsible for all User Content that you upload, post, share, email, distribute, transmit, or otherwise make available via the Service, and that WFN shall have no liability in any way for any User Content. If you submit User Content to the Service, your submission constitutes your acknowledgment, representation and warranty that that you are the owner of any intellectual property rights in such User Content, or else have sufficient rights to submit the User Content to the Service without infringing any third-party rights. You hereby represent that User Content that you submit shall not be unlawful, harmful, offensive, sexually explicit, obscene, violent, threatening, harassing, abusive, falsely representative of your persona, invasive of someone else’s privacy, or otherwise objectionable to WFN. WFN does not claim any ownership rights in the User Content that you submit or offer through the Service. However, to the extent you submit any User Content, you acknowledge and agree that you automatically grant (and represent and warrant that you have the right to grant) a royalty-free, worldwide, fully paid-up, perpetual, irrevocable, non-exclusive right and license to WFN to:

(i) use, reproduce, distribute, remove, and analyze any of your User Content as WFN may deem necessary or desirable for any purpose in connection with the operation of the Service;

(ii) copy, modify, and reproduce your User Content for marketing, promotional and/or other purposes in connection with WFN or the Service in any media now known or hereinafter created;

(iii) use, edit, modify, reproduce, distribute, prepare derivative works of, display, display or otherwise make your User Content available to any other user in connection with any feature of the Service;

(iv) delete any or all of your User Content from the Service, whether intentionally or unintentionally, for any reason or no reason, without any liability of any kind to you or to any other party, and

(v) enable users of the Service to share or post your User Content on third party sites, such as, without limitation, on social networking sites.

7.4. Reservation of Right to Moderate. You acknowledge and agree that WFN may or may not pre-screen User Content, but that WFN and its designees have the right (but not the obligation) in their sole discretion to pre-screen, refuse, permanently delete, undelete, modify, and/or move any User Content available via the Service. Without limiting the foregoing, WFN and its designees shall have the right to remove any User Content that violates these Terms or is otherwise objectionable as determined in WFN’s sole discretion. You understand that, by using the Service, you may be exposed to Content or User Content that you may consider to be offensive or objectionable. You agree that you have the responsibility to evaluate, and bear all risks associated with, the use or disclosure of any Content or User Content. You further acknowledge and agree that you bear the sole risk of reliance on any Content or User Content available on or through the Service. You are solely responsible for your interactions with other users of the Service; WFN reserves the right, but has no obligation, to monitor or resolve disputes between you and other users.

7.5. Submission of Ideas. If you submit, via the Service or otherwise, any unsolicited concepts, ideas, or suggestions (collectively, the “Ideas”) for, by way of example and without limitation, any features or functionality for the Service, you agree that such Ideas are non-confidential and non-proprietary, and that WFN shall not be liable for the disclosure of such Ideas. You hereby grant and agree to grant WFN, under all of your rights in the Ideas, a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish and exploit such Ideas for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it on the Service, or any WFN product or service, without compensation or accounting to you and without further recourse by you.

7.6. Third Party Websites and Information. The Service may link you to other websites or otherwise include references to information, materials and/or services provided by other parties. These other websites and parties are not under WFN’s control, and you acknowledge that WFN is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such websites, nor is WFN responsible for errors or omissions in any references to other parties or their products and services. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with, the website or party by us, or any warranty of any kind, either expressed or implied.

7.7. Procedure for Reporting Copyright Infringement. WFN will respond appropriately to notices of alleged copyright infringement that comply with Section 512(c) of the U.S. Digital Millennium Copyright Act, a copy of which is provided by the U.S. Copyright Office at https://www.copyright.gov/title17/92chap5.html#512 . Notifications may be submitted to:

support@worldfantasypools.com

(i) DMCA Notification.

WFN responds to copyright notifications submitted under the Digital Millennium Copyright Act, 17 U.S.C. § 512 (“DMCA”). To submit a notice of claimed copyright infringement under U.S. law, provide our designated agent with the following written information:

· A physical or electronic signature of the copyright owner or a person authorized to act on his or her behalf;

· Identification of the copyrighted work claimed to have been infringed;

· Identification of the infringing material and information reasonably sufficient to permit us to locate that material;

· Your contact information, including your address, telephone number, and an e-mail address;

· A statement that you have a good faith belief that the use of the material in the manner asserted is not authorized by the copyright owner, its agent, or the law; and

· A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

Our designated agent is:

Joshua Rosengarten - CFO

89 River Street #1568

joshr@worldfantasysports.com

You can obtain further information from the Copyright Office’s online directory at https://dmca.copyright.gov/osp/ .

We will respond to notifications of claimed copyright infringement in accordance with the DMCA.

(ii) Counter Notification.

If you believe that your material has been removed in error in response to a copyright notification, you may submit a counter notification to our designated agent with the following written information:

· A physical or electronic signature;

· Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;

· A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and

· Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the U.S., for any judicial district in which Company may be found, and that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.

We will respond to counter notifications in accordance with the DMCA.

8. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

8.1. Neither WFN nor its Affiliates, subsidiaries, officers, directors, stockholders, employees, licensors, distributors, sublicensees, agents or subcontractors (collectively, the “WFN Parties”) warrant any connection to, transmission over, features or system functionality, or results or use of, any facilities provided or failed to be provided through the Service.

YOU EXPRESSLY AGREE THAT THE USE OF THE SERVICE IS AT YOUR SOLE RISK. ALL MATERIALS AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.

WFN MAKES NO COMMITMENT TO UPDATE ITS SERVICES. THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION APPLY TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF THE WEBSITE AND SERVICE, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.

YOU ACKNOWLEDGE AND AGREE THAT THE WFN PARTIES ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION OR CONTENT THROUGH THE SERVICE OR ANY RELATED PRODUCTS. YOU ACKNOWLEDGE AND AGREE THAT YOUR EXCLUSIVE REMEDY FOR ANY DISPUTE WITH WFN IS TO STOP USING THE SERVICE, AND TO CANCEL YOUR ACCOUNT AND USER PROFILE. IN NO CASE SHALL ANY LIABILITY OF THE WFN PARTIES TO YOU EXCEED THE AMOUNT THAT YOU PAID FOR THE APPLICABLE SERVICES GIVING RISE TO ANY SUCH LIABILITY. IN NO EVENT SHALL THE WFN PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE OR DATA, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICE.

8.2. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF THE WFN PARTIES SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

8.3. Notice to California Residents. Residents of California are entitled to the following specific consumer rights information: you may contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs by mail at 400 R St., Suite 1080, Sacramento, California, 95814, or by telephone at 916.445.1254. California residents expressly agree to waive California Civil Code Sec. 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

9. INDEMNIFICATION

9.1. You agree to defend, indemnify, and hold WFN and its employees, officers, directors, Affiliates and subsidiaries harmless from all liabilities, claims, losses, costs and expenses, including attorney’s fees, that arise from:

(i) Your use of, or activities in connection with, the Service;

(ii) Any violation of these Terms by you or through your account;

(iii) Any allegation that any User Content that you make available via the Service infringes or otherwise violates the copyright, trademark, trade secret, privacy, or other intellectual property rights of any third party.

9.2. WFN reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with WFN in asserting any available defenses.

10. SERVICE TERMINATION, SUSPENSION AND CHANGES

10.1. Right to Modify or Terminate the Service. WFN reserves the right to terminate (including withhold or revoke the awarding of any prizes), suspend, or change the Service or Content or any feature of the Service at any time, for any reason or no reason, with or without notice to you.

10.2. Right to Cancel at Any Time. WFN reserves the right to cancel games or contests, in WFN’s sole discretion, for any reason or no reason, at any time up to and including after the conclusion of such game or contest but before the distribution of any corresponding prize.

10.3. Right to Terminate User Account. WFN may terminate and/or suspend your user account if WFN determines, in its sole discretion, that you have violated any of the Terms or any other policy related to the Service, or engaged in any unlawful conduct.

10.4. Right to Disqualify. WFN, in its sole discretion, may disqualify you from a game or contest or the entire Service, refuse to award fantasy points or prizes, require the return of any prizes, or suspend or terminate your account if you engage in conduct that WFN deems, in its sole discretion, to be improper, unfair, in violation of the Terms, or otherwise adverse to the operation of the Service or in any way detrimental to other users. Improper conduct includes, but is not limited to: falsifying personal information required to use the Service or claim a prize; violating any rules applicable to a specific game or contest; accumulating points or prizes through unauthorized methods such as automated scripts or other automated means; tampering with the administration of the Service or trying to in any way tamper with the computer programs associated with the Service; obtaining other entrants’ information and spamming other entrants; abusing the Service in any way; or otherwise violating these Terms. You acknowledge that the forfeiture and/or return of any prize shall in no way prevent WFN from pursuing criminal or civil proceedings in connection with such conduct.

10.5. No Liability. You agree that WFN shall not be liable for any loss or damage caused, directly or indirectly, by any such termination, suspension, or change to your user account or the Service, in which case you will have no further access to the Service and/or your user account and shall have no right to any refund of any monies paid to WFN.

11. SURVIVAL OF TERMS

11.1. These Terms set forth herein shall continue to remain in full force and effect until such time as terminated by either party. You retain full discretion to end or terminate your use of the Service and your user account at any time, pursuant to these Terms. The provisions of Sections 1, 3, 4, 6, 8, 9, 10 and 12–XXX shall survive any termination of these Terms.

12. ASSIGNMENT

12.1. WFN may assign these Terms, in whole or in part, at any time. Notwithstanding, you may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms without WFN’s express prior written consent.

13. GOVERNING LAW

13.1. The Service (excluding any linked websites) is governed by the laws of the State of Nevada without regard to any jurisdiction’s choice or conflict of law rules. You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of the Service. Although the Service may be accessible worldwide, we make no representation that materials on the Service are appropriate or available for use in locations outside the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access the Service from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

14. DISPUTE RESOLUTION

PLEASE READ THIS SECTION CAREFULLY — THE FOLLOWING PROVISIONS MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

14.1. Admissibility; Limit on Time to Assert Claim. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings. You and WFN agree that any cause of action arising out of or related to the Service shall be heard under New York law and must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

14.2. Waiver of Right to Jury Trial. You hereby specifically acknowledge, agree and consent that you waive your right to a trial, by jury or otherwise, and that you agree that any suit, action, proceeding, dispute, controversy or claim (“Dispute”) arising out of or relating to this Terms of Service or any of the transactions contemplated herein or related to the Service or any games or contests conducted through the Service will be dealt with according to the procedure set out in this Section 15.

14.3. Informal Negotiation. All parties shall first attempt to negotiate all Disputes informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations shall commence following the receipt of a notice in writing by one of the parties sent to the other. WFN will send its notice to your billing address, if provided, and email you a copy to the email address you have provided to Us. You may send any notice to WFN at the addresses listed in Section 16.

14.4. Consent to Arbitration. If the Dispute is not resolved through informal negotiations, the parties agree that the Dispute shall be finally and exclusively resolved by binding arbitration before a sole arbitrator. By agreeing to arbitration, the parties understand and agree that they are waiving their rights to maintain other available resolution processes, such as a court action or administrative proceeding, to settle their disputes. Claims under applicable consumer protection laws, for copyright or trademark infringement, for violation of the rights of privacy or publicity, and for breach of contract are just a few examples of the types of Disputes that would be subject to arbitration under this agreement, but there are no limitations on the type of Disputes that must be arbitrated under this Section 15.

14.5. Terms of Arbitration. In the event that a Dispute proceeds to arbitration, such Dispute shall be arbitrated within thirty (30) days of the appointment of the arbitrator, unless the parties agree otherwise in writing. The parties agree that any arbitration shall occur subject to the following terms:

(i) Location. If you are a resident of the United States, the arbitration will take place at any reasonable location within the United States convenient for you or anywhere that WFN is located. For residents outside the United States, any arbitration shall be initiated in any State where WFN is located.

(ii) Language. Any arbitration under this Section 15 shall proceed using the English language.

(iii) Designation of Arbitration Service. Any arbitration under this Section 15 shall be conducted in accordance with the Commercial Arbitration Rules and Procedures of the American Arbitration Association (“AAA”) then in effect, by one arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of AAA arbitrators. Information about the AAA’s rules and procedures is available at https://www.adr.org/Rules.

(iv) Waiver of Class Action. The parties agree that any arbitration shall be limited to the Dispute between you and WFN individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

(v) Determination of Arbitrability. The determination of whether a Dispute is subject to arbitration shall be governed by the Federal Arbitration Act and determined by an arbitrator rather than a court.

(vi) Prevailing Party Fees. The prevailing party in any arbitration or other proceeding arising under these Terms shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert witness fees and all other expenses) incurred in connection with the arbitration.

(vii) Enforcement of Arbitral Award. Any decision and award rendered by the arbitrator may be confirmed in a court having jurisdiction over the parties, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be.

14.6. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of the Terms, including without limitation, this Section 15.

14.7. Release of WFN. If you have a Dispute with another user of the Service, you release WFN, and its officers, directors, agents, subsidiaries, joint ventures and employees, from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. WFN at its sole discretion, may try to help resolve disputes between users; however it has no obligation to do so.

15. NOTICES

15.1. All notices to a party shall be in writing and shall be made either via email or conventional mail. The parties agree that all correspondence relating to this Agreement shall be written in the English language. Notices to WFN must be sent to the attention support@worldfantasysports.com if by email, or to WFN at the address below if by conventional mail. Notices to you may be sent to the email or mailing address supplied by you as part of your user account, if any. In addition, we may broadcast notices or messages through the Service to inform you of changes to the Service or other matters of importance, and such broadcasts shall constitute notice to you at the time of sending. You may send notices to WFN at the following address:

89 River Street #1568

Hoboken, NJ 07030

16. ENTIRE AGREEMENT

16.1. These Terms (and any additional terms, rules and conditions of participation in particular games or contests that WFN may post on the Service) constitute the entire agreement and understanding between you and WFN with respect to the Service and supersedes any prior agreements, oral or written, between you and WFN. To the extent that anything in or associated with the Service is in conflict or inconsistent with these Terms, these Terms shall take precedence.

17. SEVERABILITY

17.1. If any part of these Terms are determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms shall continue in effect.

18. MISCELLANEOUS

18.1. The failure of WFN to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

18.2. Nothing contained in these Terms is in derogation of WFN’s right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Service or information provided to or gathered by WFN with respect to such use. All headings, captions, or section titles contained herein are for convenience only, and shall in no way alter or vary the meaning of any provisions of these Terms.