1.About us and these terms

These terms and conditions (the “Terms”) govern your access to and use of the Treasure Chess® platform, website, mobile application and related services (together, the “Services”).

The Services are operated by Disruptive Labs Ltd (“we”, “us”, “our”), a company registered in England and Wales under company number 16313861, with its registered office at 14 Ash Close, Lydney, Forest of Dean, United Kingdom. Treasure Chess® is a trademark and the intellectual property of Disruptive Labs Ltd.

You can contact us at hello@onchainchess.io or by post at the address above. Our trading name is Treasure Chess® and our websites are playtreasurechess.com and onchainchess.io.

Please read these Terms carefully before using the Services. By creating an account, accessing or using the Services, you confirm that you accept these Terms and agree to comply with them. If you do not agree, you must not use the Services.

These Terms refer to our Privacy Policy, our Cookie Policy and our AML & Financial Crime Statement, which also apply to your use of the Services. Where there is any conflict between these Terms and the Privacy Policy on the treatment of personal data, the Privacy Policy prevails.

2.Definitions

In these Terms, the following words have the following meanings:

• “Account” — the account you register in order to access certain features of the Services.
• “Content” — all text, graphics, software, code, designs, trademarks and other material made available through the Services.
• “Digital Assets” — blockchain-based assets used within the Services, including in-platform utility tokens and non-fungible tokens (NFTs). Digital Assets used in the Services are utility items for use within the platform; they are not offered or promoted as investments, and no financial return is promised or implied.
• “Paid Tournament” — a structured, skill-based chess competition that requires payment of a fixed entry fee to participate, with placement determined solely by chess play.
• “Prize Pool” — the prizes made available in a Paid Tournament, allocated according to published tournament rules based on finishing position.
• “Ramp Provider” — a regulated third-party provider of fiat-to-crypto and crypto-to-fiat conversion services made available through the Services (see section 8).
• “Consumer” — an individual acting wholly or mainly outside that individual’s trade, business, craft or profession.

3.Eligibility and restricted jurisdictions

You must be at least 18 years old to use the Services. Because the Services include Paid Tournaments and the use of Digital Assets that carry financial risk, the Services are not intended for, and may not be used by, anyone under 18.

By using the Services you represent and warrant that:

• you are 18 or older and have the legal capacity to enter into a binding contract with us;
• you are not located in, and are not a resident of, any country or territory in which your use of the Services would be unlawful, and you are not located in a country subject to comprehensive sanctions administered by the United Nations, the United Kingdom, the European Union or the United States;
• you are not named on any applicable sanctions list, including the UK Sanctions List and the U.S. OFAC Specially Designated Nationals list; and
• your use of the Services complies with all laws that apply to you, including any laws governing cryptoassets, gaming or competitions in your jurisdiction.

We maintain a list of restricted jurisdictions from which the Services, or certain features of the Services (including paid features and Digital Asset features), are not available. This list may change to reflect legal and regulatory developments, and the availability of Ramp Provider services is additionally subject to each Ramp Provider’s own list of supported countries. We may use technical measures, including geolocation and IP screening, to enforce these restrictions.

We may ask you to verify your age, identity or location at any time, and may suspend or restrict your Account until verification is complete.

4.Identity verification (KYC) and prevention of financial crime

We operate a zero-tolerance approach to money laundering, terrorist financing, fraud, sanctions evasion and other financial crime. To keep competition fair and to meet our legal and contractual obligations, every Account must be verified before paid features can be used.

• Identity verification. We, or specialist verification providers acting for us, may require you to provide identity documents and other information to verify your name, age, address and, where relevant, source of funds. You agree to provide accurate and complete information and to update it if it changes.
• Ramp Provider checks. When you buy or sell cryptoassets through a Ramp Provider, that provider will carry out its own KYC, AML and sanctions checks as a regulated business, under its own terms and privacy policy. Passing our checks does not guarantee that a Ramp Provider will accept you, and vice versa.
• Monitoring. We monitor activity on the platform for indications of fraud, collusion, cheating, money laundering or other unlawful conduct, and we may use blockchain analytics tools for this purpose.
• Our rights. We may decline, suspend, restrict or reverse (where technically possible) any transaction, and may suspend or close any Account, where we reasonably suspect financial crime or where we are required to do so by law, by a regulator, or by our banking, payment or Ramp Provider partners.
• Reporting. Where the law requires, we will report suspicious activity to the relevant authorities, and we may not be permitted to tell you that we have done so.

Further detail is set out in our AML & Financial Crime Statement.

5.Your account

To use certain features you must register an Account. When you do so, you agree to:

• provide accurate, current and complete information and keep it up to date;
• keep your login credentials and any connected wallet secure and confidential; and
• notify us promptly at the contact details above if you suspect any unauthorised use of your Account.

You are responsible for all activity that takes place under your Account, except to the extent caused by our failure to keep the Services secure. You must not share your Account or transfer it to anyone else without our prior written consent. Each person may hold only one Account.

6.Acceptable use and fair play

You agree to use the Services fairly, lawfully and respectfully. In particular, you must not:

• cheat, collude, or use bots, engines, scripts or any external assistance during games;
• exploit bugs, vulnerabilities or errors, or attempt to manipulate game outcomes, rankings or rewards;
• harass, abuse, threaten or defraud other users, or post unlawful, offensive or infringing content;
• attempt to gain unauthorised access to the Services, or interfere with their security or operation;
• use the Services to conduct, promote or facilitate gambling, betting or wagering of any kind — the Services are a skill-based competition platform and must not be used to bet on the outcome of games; or
• use the Services for money laundering, terrorist financing, fraud, sanctions evasion or any other unlawful purpose.

We may investigate suspected breaches and take proportionate action, which may include issuing a warning, removing content, restricting features, reversing improperly obtained rewards where technically possible, or suspending or closing your Account in line with section 15.

7.Blockchain, tokens and NFTs

Some features of the Services use blockchain technology. You acknowledge and accept that:

• blockchain transactions are generally irreversible once confirmed, and we cannot reverse, cancel or refund them;
• transactions may incur network or “gas” fees that are charged by the relevant network, not by us, and that are outside our control;
• you are solely responsible for the security of your wallet, private keys and recovery phrases — if you lose access to them, we cannot recover your Digital Assets;
• the value of Digital Assets can be volatile and may fall as well as rise, and Digital Assets may become illiquid or worthless;
• Digital Assets within the Services are utility items intended for use on the platform. They are not shares, securities, e-money or deposits; they carry no rights to dividends, revenue or governance of Disruptive Labs Ltd; and nothing in the Services is an offer, recommendation or promotion of any investment; and
• the legal and regulatory treatment of Digital Assets is uncertain and may change, which could affect the Services.

We do not provide investment, legal or tax advice. If you are unsure about acquiring or holding cryptoassets, seek independent professional advice.

8.Buying and selling cryptoassets — third-party Ramp Providers

Where the Services allow you to buy cryptoassets with fiat currency (an “on-ramp”) or sell cryptoassets for fiat currency (an “off-ramp”), those services are provided directly to you by independent, regulated Ramp Providers, and not by us. We will name our Ramp Provider(s) on our website and in the transaction flow before those features go live. You acknowledge and agree that:

• each Ramp Provider contracts with you directly under its own terms of service and privacy policy, which you should read before using its services;
• the Ramp Provider — not Disruptive Labs Ltd — performs the fiat payment processing, currency conversion, KYC/AML checks, sanctions screening and transaction monitoring for those transactions;
• we do not receive, hold, transmit or custody your fiat money at any point in an on-ramp or off-ramp transaction, and we are not a party to your contract with the Ramp Provider;
• Ramp Provider services are only available in the countries, currencies and payment methods each provider supports, and a Ramp Provider may decline, delay, limit or reverse a transaction under its own rules;
• fees, exchange rates, limits, processing times and refund or chargeback handling for those transactions are set by the Ramp Provider and disclosed to you within its checkout flow before you confirm; and
• questions or complaints about an on-ramp or off-ramp transaction should be raised with the relevant Ramp Provider through its support channels; we will assist where we reasonably can, but we cannot resolve issues within the Ramp Provider’s systems.

We may add, remove or replace Ramp Providers at any time. Nothing in this section limits your statutory rights against us in respect of the services that we ourselves provide.

9.Fees, payments and Paid Tournaments

Some Services are free; others require payment. Where fees apply, we will make them clear to you before you commit to the transaction.

9.1  Platform fees

We may charge entry fees for Paid Tournaments, subscription fees for premium membership, and fees on certain transactions, including NFT trades. The applicable amounts will be shown to you before you confirm. Any administration fee we retain from a Paid Tournament will not exceed 10% of total entry fees for that event. Our fee schedule will be published on our website before launch, and we will update these Terms, or the fee schedule they link to, when it becomes available.

9.2  Paid Tournaments

Paid Tournaments are skill-based competitions. Entry requires payment of a fixed, pre-disclosed entry fee; placement and any Prize Pool allocation are determined solely by chess performance under the published rules of the event; and no element of chance affects the outcome of any game. Prize structures are published before entry closes. Paid Tournaments are not gambling, betting or wagering, and the Services do not permit players or spectators to bet on the outcome of games. You should only enter a Paid Tournament where it is lawful for you to do so, and you accept that an entry fee is a fee to compete, not a stake, and is not returned if you do not win a prize.

9.3  Payment processing

Fiat card and bank payments for entry fees and subscriptions are processed by a regulated third-party payment processor, which will be identified to you at checkout. Purchases and sales of cryptoassets are handled by Ramp Providers as described in section 8.

9.4  Verifying transactions

You are responsible for checking the details of each transaction before you confirm it, including the amount, recipient and any fees. We are not responsible for losses caused by your error in entering or confirming transaction details.

10.Your rights as a consumer

Nothing in these Terms affects your statutory rights. If you are a Consumer in the UK, you have rights under the Consumer Rights Act 2015, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and other consumer-protection law, and these Terms are subject to those rights.

In particular, digital content we supply must be of satisfactory quality, fit for purpose and as described. If it is faulty, you may be entitled to a repair, replacement or a price reduction, or in some cases a refund.

10.1  Right to cancel (“cooling-off”)

Where you buy a paid digital service from us as a Consumer, you normally have 14 days to cancel and receive a refund. However, you agree that:

• once a Paid Tournament you have entered begins, or you confirm a blockchain transaction, supply has begun with your express request; and
• you acknowledge that, to the extent the law allows, you lose the right to cancel a digital service once its supply has begun with your consent.

This does not remove your right to a refund or other remedy where the Services are faulty or not as described. To cancel where you are entitled to, contact us at hello@onchainchess.io before supply begins.

10.2  Refunds

Where you are entitled to a refund under these Terms or by law, we will refund you without undue delay using the same payment method you used, unless we agree otherwise. If a Paid Tournament is cancelled by us before it begins, we will refund your entry fee in full. We cannot reverse on-chain transactions, but this does not limit any refund you are entitled to by law, which we will make separately. Refunds relating to on-ramp or off-ramp transactions are handled by the relevant Ramp Provider under its own terms (see section 8).

11.Responsible play and spending controls

Treasure Chess® is a game of skill, but paid competition and cryptoassets still involve spending real value, and we want the platform to be used healthily. You should treat entry fees and Digital Asset purchases as entertainment spending, not as a way to make money. You may ask us at any time at hello@onchainchess.io to restrict paid features on your Account or to close it, and we will action such requests promptly. If you feel your spending is becoming a problem, support is available from organisations such as GamCare (gamcare.org.uk, 0808 8020 133) and the National Debtline (nationaldebtline.org).

12.Intellectual property

All intellectual property rights in the Services and the Content belong to us or our licensors. We grant you a limited, personal, non-exclusive, non-transferable and revocable licence to use the Services for your own personal, non-commercial use, in line with these Terms.

Owning an NFT does not transfer to you any intellectual property rights in the underlying artwork or Content unless we expressly say so in writing. You must not copy, reproduce, distribute or create derivative works from the Content except as the Services allow or the law permits.

13.Third-party services and links

The Services may rely on, or link to, third-party services such as wallets, blockchain networks, payment processors, Ramp Providers and analytics providers. We are not responsible for third-party services, and your use of them may be subject to their own terms. We do not endorse, and are not liable for, third-party content or services.

14.Availability and disclaimers

We work to keep the Services available and accurate, but we provide them on an “as available” basis. We do not promise that the Services will be uninterrupted, error-free or secure, or that defects will be corrected, except to the extent required by law.

We may suspend, withdraw or change all or part of the Services for business or operational reasons. Where we can, we will give you reasonable notice of any planned suspension or withdrawal.

Nothing in this section affects the statutory rights described in section 10, which always apply.

15.Suspension and termination

We may suspend, restrict or close your Account, or withdraw your access to the Services, if:

• you breach these Terms in a material or repeated way;
• we reasonably suspect fraud, financial crime, unlawful activity or a risk to other users or the Services; or
• we are required to do so by law, by a regulator, or by a banking, payment or Ramp Provider partner.

Where it is lawful and reasonable to do so, we will tell you before we take such action and give you a chance to put things right. Where we must act immediately, we will notify you as soon as we can. You may close your Account at any time by contacting us or using the in-app option, subject to completing any pending transactions.

16.Our liability to you

We do not exclude or limit our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence; for fraud or fraudulent misrepresentation; and for any matter for which it would be illegal for us to exclude or limit liability, including your statutory rights as a Consumer under the Consumer Rights Act 2015.

If you are a Consumer: we are responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. We do not exclude liability we are not permitted to exclude under consumer law. The Services are for domestic and private use; we have no liability for any business loss.

If you are a business: subject to the paragraph above, we exclude all implied conditions, warranties and representations to the maximum extent permitted by law; we are not liable for loss of profit, loss of business, business interruption or loss of business opportunity; and our total liability arising from or in connection with the Services is limited to the total fees you paid us in the 12 months before the event giving rise to the claim.

We are not responsible for losses caused by events outside our reasonable control (see section 18), by the inherent characteristics of blockchain technology described in section 7, by the acts or omissions of a Ramp Provider in providing its own services (see section 8), or by your own failure to keep your Account or wallet secure.

17.Indemnity

If you use the Services other than as a Consumer, you agree to indemnify us against reasonable losses, liabilities and costs we suffer arising from your breach of these Terms or your unlawful use of the Services. This section does not apply to you if you are a Consumer.

18.Events outside our control

We are not liable for any failure or delay in performing our obligations where this is caused by events outside our reasonable control, including network or blockchain failures, third-party outages, cyber-attacks, power failures, industrial action, or acts of government. Where such an event occurs, we will take reasonable steps to minimise its effect.

19.Changes to these terms

We may update these Terms from time to time, for example to reflect changes in the Services, the law or our business. We will:

• post the updated Terms on our website with a new “last reviewed” date; and
• where the change materially affects your rights, give you reasonable advance notice by email or in-app notice before it takes effect.

If you do not agree to a material change, you may close your Account before the change takes effect. Your continued use of the Services after a change takes effect means you accept the updated Terms. We will keep prior versions available on request.

20.General

20.1  Assignment

You may not transfer your rights or obligations under these Terms without our consent. We may transfer ours to another organisation, but this will not affect your rights under these Terms; we will tell you if this happens.

20.2  Severability

If any provision of these Terms is found to be unlawful or unenforceable, the rest will continue in force.

20.3  Waiver

If we do not insist that you perform any of your obligations, or if we delay in enforcing our rights, that does not mean we have waived them.

20.4  Third-party rights

These Terms are between you and us. No other person has any rights to enforce them under the Contracts (Rights of Third Parties) Act 1999.

20.5  Entire agreement

These Terms, together with the Privacy Policy and Cookie Policy, form the entire agreement between us about your use of the Services.

21.Complaints and how to contact us

If you have a complaint, please contact us first at hello@onchainchess.io so we can try to resolve it. We aim to acknowledge complaints within 10 working days and to respond within 14 working days.

Complaints about an on-ramp or off-ramp transaction should be raised with the relevant Ramp Provider in the first instance, as described in section 8. If we cannot resolve a complaint about our own Services, you may be able to use an alternative dispute resolution (ADR) scheme. None of this affects your right to take legal action.

22.Governing law and jurisdiction

These Terms, their subject matter and their formation are governed by the law of England and Wales.

If you are a Consumer: you and we agree that the courts of England and Wales have jurisdiction, except that if you live in Scotland or Northern Ireland you may also bring proceedings in your home courts. Nothing in these Terms requires you to give up your right to bring a claim in court or to use the courts to enforce your consumer rights.

If you are a business: the courts of England and Wales have exclusive jurisdiction over any dispute arising from these Terms or the Services.

By using Treasure Chess®, you confirm that you have read, understood and agree to these Terms.