GENERAL

1. This agreement, and all schedules and appendices attached or referred hereto, if any, (“Agreement”) is made between you and GAMER2GAMER GLOBAL Pte. Ltd. (Company Registration No: 201537924K) having its principal office at 50 Tagore Lane, #04-11C Entrepreneur Centre, Singapore 787494 (“G2G”, “we”, “us”, or “our”) in relation to your participation in the Affiliate Program (hereinafter defined). We reserve the right to amend or terminate the Affiliate Program at any time, for any reason.

2. The Services are intended for, and may only be used by:

   1. individuals who are 18 years and older and entities that can form legally binding contracts under the Applicable Law, and
   2. individuals under the age of 18 with the explicit consent and direct supervision of a parent or legal guardian. In the case that you are the designated parent or legal guardian, you assume full responsibility for all activities carried out through your account. It is important to note that the statement above serves as a non-exhaustive illustration and encompasses the requirement for parental or legal guardian approval in all G2G-related transactions.

3. By participating in the Affiliate Program, you agree to abide by the terms and conditions stated herein. If you do not agree to these terms and conditions in their entirety, you are not authorized to register as an Affiliate or to participate in the Affiliate Program in any other manner. You may not participate in the Affiliate Program if doing so would be prohibited by any Applicable Law or regulations.

4. G2G reserves the right to modify or amend at any time the terms and conditions of the Affiliate Program. We reserve the right to disqualify any Affiliates from participation in the Affiliate Program at any time at our sole discretion, including without limitation if the Affiliate does not comply with any of the terms and conditions herein or fails to comply with any Applicable Laws.

DEFINITIONS

1. In this Agreement, unless the context otherwise requires, the following words and expressions shall have the following meanings:

   Account means the account created and used by you in connection with the Affiliate Program;

   Applicable Law means all applicable law, statutes, bylaws, regulations, orders, delegated or subordinate legislation, regulatory policies, notices, determinations, guidelines, directives and/or any other requirements of any governmental, statutory and/or regulatory bodies and/or departments;

   Business Day means a day that is not a Saturday, a Sunday or a public holiday in Singapore;

   Enrolment Process means the enrolment process set out by G2G for you to be enrolled as an Affiliate;

   Information means any information, details, content, dimensions, data, maps, locations, photographs, text, descriptions, specifications, audio or video clips, graphics, and/or other materials;

   Intellectual Property Rights mean all rights, titles and/or interests in, to and/or under patents, registered designs, designs, copyrights, names, marks, trade names, trademarks, service marks and logos and all other intellectual, industrial and/or proprietary rights;

   Personal Data shall have the meaning prescribed to it in the Privacy Policy;

   Privacy Policy means the policy published by G2G on G2G’s Platform governing the processing of Personal Data;

   Prohibited Content means any content or term that:

   1. promotes or is related to illegal activities (illegal drugs, phising, terrorism, criminal activities, contests, pyramid schemes, or chain letters);
   2. promotes or is related to tobacco, gambling, or weapons;
   3. is related to pornographic or obscene material;
   4. is related to excessively graphic or explicit violence;
   5. is defamatory, inappropriate, or profane;
   6. is discriminatory or constitutes “hate speech”, whether directed at an individual or a group, and whether based upon the race, sex, creed, national origin, religious affiliation, sexual orientation, or language of such individual or group;
   7. promotes or contains viruses, worms, corrupted files, malware, cracks, or other materials that are intended to or may damage or render inoperable software, hardware, or security measures;
   8. is referred to in the G2G Product & Listing Policy, which may be updated by G2G from time to time.

   Platform means the online platform (website, mobile site or mobile application, as the case maybe) developed, owned and/or operated by the relevant party;

   Affiliate Link means the HTML link which is to be established by the Affiliate and displayed or placed at the mutually agreed Affiliate’s Platform (“your Platform”) that links to any of the online Platforms developed, owned or operated by G2G as G2G may determine from time to time (“our Platform”);

   Affiliate Program means the program developed and/or operated by G2G to allow HyperText Markup Language (“HTML”) linking (through the establishment of the Affiliate Link pursuant to the terms and conditions contained herein) for advertising materials made available by G2G to Affiliate;

   Affiliate means an Affiliate of the G2G Affiliate Program registered and accepted via the Enrolment Process;

   Representatives means the servants, employees, officers, agents, contractors, workmen, personnel and/or authorized representatives of the relevant party;

   Services means the services and features provided or made available by G2G through or on the Platform from time to time, including without limitation, the services provided by G2G as a marketplace provider; and

   User means any registered valid user of G2G’s Platform, which includes buyers and sellers on the Platform.

2. In this Agreement, unless the context otherwise requires:

   1. words denoting the singular include the plural and vice-versa;
   2. words denoting natural persons include bodies corporate and unincorporated businesses;
   3. references to any law, legislation or to any provision of any law or legislation shall include all relevant regulations, statutory requirements and instruments issued under such law, legislation or provision and any variation, modification or re-enactment of any of the foregoing;
   4. headings of this Agreement are inserted for convenience only and shall not affect the construction or interpretation of this Agreement;
   5. references to any party to this Agreement or any other agreement or instrument shall include that party's successors and permitted assigns;
   6. no rule of construction or interpretation applies to the disadvantage or detriment of the party having control or being responsible for the preparation of this Agreement; and
   7. any words following the terms including, include or any similar phrase shall be construed as illustrative and shall not limit the generality of the related general words.

AFFILIATE PROGRAM ENROLMENT PROCESS

1. If you wish to participate in the Affiliate Program, you shall submit an application to us in accordance with the Enrolment Process. No previous purchase is required to participate in the Affiliate Program. We shall be entitled to perform a background check on you and reject your application at our sole discretion. In the event that your application is auto approved, we reserve the right to re-evaluate your application at a later time upon our sole discretion.

2. Upon successful registration, you will be given access to the Affiliate Program platform via the Account created with us, in which you will be able to:

   1. view details and receive updates in connection with the Affiliate Program and previously published newsletters,
   2. download HTML code and banner creative. In order for us to accurately keep track of all guest visits from your Platform to our Platform, you must use the HTML code that we provide; and
   3. browse and get tracking codes for our coupons and deals.

3. Upon acceptance into the Affiliate Program, G2G grants to the Affiliate (“you”) for the duration of this Agreement a non-exclusive, non-transferrable and revocable right to access our Platform and to establish and display the Affiliate Link on your Platform at your own cost, for the sole purpose of your participation in the Affiliate Program. You shall not, without the prior written consent of G2G, alter or modify or create derivative works of the Affiliate Links or any of G2G’s intellectual property. Except as expressly set forth in this Agreement, nothing in this Agreement is intended to grant you any rights to use any of G2G’s intellectual property.

4. You shall establish and maintain at least one (1) Affiliate Link at your own cost and expense which allow the visitors or users of your Platform to navigate directly to our Platform by clicking on the Affiliate Link. We reserve the right, at any time, to review the placement of the Affiliate Link on your Platform and the manner in which the Affiliate Link is being made available to the visitors or users of your Platform. We shall be entitled to request that the Affiliate Link and/or the placement of the Affiliate Link be amended. You shall comply with all such requests made by us within seven (7) days of such notice, failure of which we may suspend or terminate your participation in the Affiliate Program.

5. You shall be solely responsible for keeping your username and password confidential and secured at all times and shall immediately notify us of any unauthorized access to your Account. Any instruction, notification or confirmation received by us from your Account shall be deemed to have been issued by you notwithstanding that such notification or confirmation may have been issued by a third party, whether authorized or otherwise, and you shall be bound by such instruction, notification or confirmation. We shall not be liable for acting on the instruction, notification or confirmation sent through your Account. We shall not be obliged to investigate the authenticity or authority of the person sending/effecting the instruction, notification or confirmation or verify the completeness of such instruction, notification or confirmation.

6. You shall closely monitor all activities and transactions carried out through your Account and you shall take all steps and measures to check and verify the transaction history of your Account. You shall immediately notify us:

   1. of any unusual activities or transactions in connection with your Account or in the event that any of the activities or transactions are not accurately recorded in your Account;
   2. upon receipt of any incomplete, garbled or inaccurate data or information from us; and
   3. upon receipt of any data or information which is not intended for you and you shall not use or disclose any such data or information without our written consent.

7. Unless expressly agreed by us, each User is limited to one Account. No Account may be created on behalf of or in order to impersonate another person. Should we discover that such a fraudulent account has been created, we shall be entitled to immediately delete the account and reserve the right to take any further remedial action, including without limitation informing the relevant authorities, without any liability on the part of G2G.

TERM AND TERMINATION

1. Your participation in our Affiliate Program shall commence upon our approval of your application and continues to be in effect until terminated in accordance with Clause 4.2 or 4.3.

2. Without prejudice to Clause 4.1 above and any other rights that G2G may have under this Agreement or at law, G2G may immediately restrict your participation in the Affiliate Program by notice in writing and disabling your Affiliate Link if you are in breach of any of the terms and conditions of this Agreement and such breach is not remedied by you within fourteen (14) days of G2G’s written notice.

3. Without prejudice to any other rights and remedies G2G may have under this Agreement or at law, G2G shall be entitled to forfeit all payment due to you in the event that you are found to be in breach of any of the terms and obligations contained in this Agreement without prejudice to G2G’s recourse for other rights or remedies available under Applicable Laws.

4. Upon termination of this Agreement for any reason, you shall immediately cease all use of G2G’s Affiliate Links and will cease representing yourself as a G2G Affiliate.

PAYMENT OF AFFILIATE FEE

1. Payment shall be made in accordance with the terms in Appendix A.

RESPONSIBILITIES OF AFFILIATE

1. You represent and warrant that:

   1. all Information provided by you to G2G and/or published by you on your Platform is true, complete, accurate and up-to-date and that you have all the necessary authority and right to publish or provide such Information;
   2. you shall obtain and maintain throughout the duration of this Agreement, all necessary approvals, consents, licenses and permissions (statutory, regulatory, contractual or otherwise) in relation to your obligations and activities under this Agreement and the operation of your Platform;
   3. your Platform and all such Information made available on or through your Platform will not infringe the rights, including without limitation the Intellectual Property Rights, of any third party. You must have express permission to use any third party’s copyrighted Information, whether it be text, an image, or any other copyrightable work; and
   4. your Platform is operated in a lawful manner and in compliance with all guidelines, rules, regulations, policies, instructions and procedures in connection with the Affiliate Program as imposed or may be imposed from time to time by G2G at G2G’s absolute discretion.

2. You shall not transmit or post (or cause to be transmitted or posted) through or on our and your Platforms any Information which is or may be untrue, inaccurate, unlawful, technologically harmful, threatening, abusive, defamatory, vulgar, obscene, profane or otherwise objectionable (in our sole discretion), which encourages or may encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law or which violates or infringes or may violate or infringe the rights of others. Without limiting the generality of the foregoing, your Platform shall not contain and will be deemed unsuitable in the event if it contains any Information which:

   1. is sexually explicit;
   2. portrays or promotes violence;
   3. portrays or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
   4. involves or promotes illegal activities;
   5. incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other Intellectual Property Rights or to violate the law; and/or
   6. contains software downloads that potentially enable diversions of traffic/click from other Affiliates in our program.

   For the avoidance of doubt, the list above is not exhaustive. You shall be responsible to refer to the G2G Product and Listing Policy from time to time for the latest list of prohibited content.

3. The operation, use, content and maintenance of your Platform is your sole responsibility. We may monitor your Platform to ensure that your Platform is operated in a manner consistent with our policies and the terms and conditions contained in this Agreement. In any event, you shall ensure that the placement of Affiliate Links complies with all Applicable Laws in jurisdictions in which you are located or provides goods and services, and other existing criteria or specifications required by G2G.

4. You shall promptly notify us of any significant changes to the content or structure of your Platform or in the event that your Platform is unavailable for a period of 72 consecutive hours.

5. You shall not create, design or revamp your Platform or any other Platform that you operate in a manner which directly or indirectly resembles our Platform or which may lead end users to believe that such Platform operated or owned by you is associated with G2G in any manner whatsoever.

6. You will not, and will not allow any third party to do the following:

   1. introduce, install, transmit or use any “interstitials”, “Parasiteware”, “Parasitic Marketing”, “Shopping Assistance Application”, “Toolbar Installations and/or Add-ons,” “Shopping Wallets”, “deceptive pop-ups and/or pop-unders” or any other similar tool or software which may interfere with or affect the Affiliate Link and/or the user’s use of our Platform upon clicking on the Affiliate Link;
   2. use robots or other automated query tools, computer generated search requests;
   3. fraudulent use of search engine optimization services to generate or conceal impressions, inquiries, clicks, or conversions that are fraudulent or invalid;
   4. drive or utilize any SEM keywords and other keyword-based advertising traffic using the G2G brand or private labels to G2G’s Platform without G2G’s prior written consent;
   5. advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address;
   6. use any automated means or form of scraping, or other data extraction methods to access, query, collect, or use G2G’s intellectual property, including logo, key visuals, creative materials and other Confidential Information from the Platform or otherwise; or
   7. (where Affiliate is an Affiliate network) re-brokering to another Affiliate network as their sub-Affiliate.

7. For the purpose of Clause 6.6 (a) above, “Parasiteware” and “Parasitic Marketing” shall include primarily an application that:

   1. through accidental or direct intent causes the overwriting of Affiliate and non-Affiliate commission tracking cookies through any other means than a customer initiated click on a qualifying link on a web page or email;
   2. intercepts searches to redirect traffic through an installed software, thereby causing, pop ups, commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, Bing, Yahoo, Overture, AltaVista, Hotbot and similar search or directory engines);
   3. set commission tracking cookies through loading of G2G’s Platform in iFrames, hidden links and automatic pop ups that open G2G’s Platform;
   4. targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing; or
   5. removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.

8. Affiliates that among other keywords or exclusively bid in their Pay-Per-Click (“PPC”) campaigns on keywords such as G2G.com, G2G, www.G2G, www.G2G.com, and/or any misspellings or similar alterations of these – be it separately or in combination with other keywords – and do not direct the traffic from such campaigns to their own website prior to re-directing it to ours, will be considered trademark violators, and will be banned from G2G’s Affiliate Program. We will do everything possible to contact the Affiliate prior to the ban. However, we reserve the right to expel any trademark violator from the Affiliate Program without prior notice, and on the first occurrence of such PPC bidding behavior.

RESPONSIBILITIES AND RIGHTS OF G2G

1. G2G will operate and maintain its Platform. No changes relating to the features or functionalities of the Platform will affect the validity and enforceability of this Agreement.

2. G2G reserves the right to review the placement of G2G’s Affiliate Link and any related documentation submitted by you. If, in G2G’s sole judgment:

   1. any Affiliate violates the Terms of Use of G2G’s Platform;
   2. Affiliate violates or encourages violation of any Applicable Laws;
   3. Affiliate breaches its obligations under this Agreement;
   4. G2G believes that any conduct or behavior of the Affiliate within the confines of the Affiliate Program may subject G2G to criminal, civil, or administrative liability; or
   5. the Affiliate’s Platform constitutes or contains Prohibited Content in violation of the terms and conditions within this agreement and other specifications required by G2G,
   without prejudice to any other rights we may have under this Agreement or at law, G2G may take one or more of the following measures:
   1. suspend your access to our Platform and request that the Affiliate Links be removed or taken down immediately;
   2. suspend any or all activities and/or transactions in relation to your Account and your participation in the Affiliate Program;
   3. require Affiliate to cure its violation, non-compliance, or breach within a specified period of time;
   4. for each violation, impose a fine or Chargeback on the Affiliate as liquidated damage, which fine or Chargeback will not relieve the Affiliate from its liabilities if G2G’s losses exceed such amount;
   5. withhold, retain, or forfeit any payment due and owing to you until the matter is resolved in strict adherence to G2G’s standard policy; or
   6. terminate your participation in the Affiliate Program.

3. G2G may, at G2G’s discretion, update, amend, or modify these Terms and Conditions and the Terms of Use of G2G’s Platform. If G2G updates, amends, or modifies these Terms and Conditions or the Terms of Use of a Platform, G2G will make reasonable efforts to notify you of the updates, amendments, or modifications, including by publishing the modified Terms and Conditions and Terms of Use on the Platform’s website, by email, or by instant message. You are responsible to check the Platform periodically for such updates and notices. The modified Terms and Conditions and/or Terms of Use take effect immediately on publication. By continuing to use the Affiliate Links and access our Platform, you agree to be bound by the updated, amended, or modified Terms and Conditions and Terms of Use. If you do not agree to be bound by the updated, amended, or modified Terms and Conditions and Terms of Use, you must notify us in writing and cease your participation in the Affiliate Program.

4. By becoming a Qualified Affiliate in G2G, you implicitly agree to receive all the updated relevant information and advertisements from G2G via different channels.

USE OF G2G PLATFORM

1. Our Platform, the services made available by us to you, and/or all Information contained on, in or made available through our Platform shall be collectively referred to as “G2G Platform/Services” and reference to G2G Platform/Services shall include any part thereof. Save and except as otherwise stated in this Agreement or with our prior written consent, you shall not and shall not attempt to, whether by yourself or by allowing any third party:
   1. commercialize G2G Platform/Services;
   2. copy, distribute, recreate, and/or disseminate G2G Platform/Services except where such act is incidental to the normal use of G2G Platform/Services, or where it is necessary for the purpose of this Agreement or other back-up and/or operational security reasons which will be determined by G2G on a case-to-case basis;
   3. rent, lease, sub-license, loan, translate, merge, adapt, vary or modify any aspects of the G2G Platform/Services;
   4. make alterations or modifications to the whole or any part of G2G Platform/Services, or permit G2G Platform/Services to be combined with, or become incorporated in, any other programs;
   5. disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of G2G Platform/Services;
   6. provide or otherwise make available the underlying software of the Platform in whole or in part (including object and source code), in any form to any person;
   7. use G2G Platform/Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with or not authorized by this Agreement, or act fraudulently or maliciously;
   8. collect or harvest any Information from G2G Platform/Services or G2G’s systems or attempt to decipher any transmissions to or from the servers running any of the services provided or hosted on or through our Platform;
   9. access any data or Information not intended for you, including without limitation logging into a server or an account which you are not authorized to access;
   10. use any device, software or routine to interfere with the proper working of our Platform and/or transmit or distribute any malicious code, viruses, or harmful data or cause any such malicious code, viruses, or harmful data to be transmitted or distributed into or through our Platform or any operating system. You shall continuously operate nationally recognized virus scanning software to ensure that your Platform does not contain any virus or any other contaminant;
   11. misuse, abuse or hack into any aspect of G2G Platform/Services in any manner whatsoever or otherwise compromise the integrity of G2G’s software or systems;
   12. send, advertise or publish any unsolicited advertising or promotional content through or on G2G Platform/Services; and
   13. collect or harvest any Information from G2G Platform/Services or G2G’s systems or attempt to decipher any transmissions to or from the servers running any of the services provided or hosted on or through our Platform.

REPRESENTATIONS AND WARRANTIES

1. Each Party represents and warrants that:

   1. it is duly organized, validly existing, and in good standing in the jurisdiction it is formed;
   2. its execution and delivery of this Agreement has been duly and validly authorized;
   3. this Agreement constitutes a valid, binding, and enforceable obligation upon its execution; and
   4. it will, at its own cost and expense, comply with all Applicable Laws in its performance of obligations under this Agreement.

2. The Affiliate represents and warrants that:

   1. you have and will continue to have at all times the necessary power and authority to execute, deliver and perform your obligations under this Agreement; and
   2. all information provided by Affiliate to G2G is complete, true, accurate and current.

DATA AND PERSONAL DATA

1. All data collected by us through our platform is owned by us. For the avoidance of doubt, the data collected by us in relation to the visitors or users who are navigated or directed to our Platform via the Affiliate Link shall be owned by us. Each party shall be responsible for the processing of the data collected through its respective Platform.

2. All personal data collected by us from you will be processed in accordance with the Privacy Policy published on our Platform. By continuing to use the Affiliate Links and access our Platform, you agree to the way in which we process and deal with your personal data. We may disclose your personal data or access your account if required to do so by law, any court, or any other applicable regulatory, compliance, governmental, or law enforcement agency.

3. To the extent that any of the data or Information extended to you by G2G and/or collected or processed by you on behalf of G2G, pursuant to this Agreement, consists of personal data, you agree to:

   1. comply with the requirements of the Privacy Policy created by G2G, and shall not conduct yourself in such a manner as to cause G2G to be in breach of its obligations (as a “data user”) under the Privacy Policy,
   2. observe G2G’s published policies on Personal Data protection from time to time,
   3. give G2G access to any Personal Data as requested by G2G from time to time; and
   4. immediately notify G2G if you become aware of a breach or possible breach of your obligations in relation to the processing of the Personal Data under this Agreement. This Clause shall survive the termination of this Agreement.

CONFIDENTIALITY

1. “Confidential Information” means all Information of any kind, whether in machine readable or visually readable form, oral or otherwise and whether or not labeled as “Confidential”, that are made available by or on behalf of the disclosing party to the receiving party, whether before or after the commencement of the term of this Agreement, for the purposes relating to or in connection with this Agreement. The Confidential Information shall include, without limitation, technical information, data, know-how, information relating to the disclosing party’s or their respective affiliates’ business, trade secrets, revenue or income information, marketing strategies, financial condition and operations, and any other information that is by its nature confidential and proprietary to the disclosing Party or its suppliers/affiliates.

2. “Confidential Information” shall not include information that:

   1. was, at the time of its disclosure, already in the possession of the receiving party free of any obligation to keep it confidential and such party can establish, through reasonably sufficient and credible competent evidence, such prior possession;
   2. is independently developed by the receiving party;
   3. is or becomes generally available to the public other than as a result of a breach of this Agreement by the receiving party or its Representatives; or
   4. becomes available to the receiving party on a non-confidential basis from a source other than the disclosing party or its Representatives; provided, however, that such source is not to the knowledge of the receiving party bound by a confidentiality agreement or other legal or fiduciary obligation of secrecy to the disclosing party; or is disclosed by the disclosing party to a third party without the confidentiality obligations comparable to those in this Agreement.

3. The receiving party of the Confidential Information agrees not to disclose the disclosing party’s Confidential Information to any person except

   1. where such disclosure is required by any Applicable Law or court of competent jurisdiction
   2. where such disclosure is permitted under this Agreement
   3. to their respective Representatives and/or legal, financial and/or accounting advisors who have a definite need to know such Confidential Information only to the extent that is necessary and where the third parties have signed a non-disclosure agreement containing provisions substantially as protective as the terms of this Agreement; and/or
   4. with prior written approval of the disclosing party.

4. In the event that any of G2G’s Confidential Information is required to be disclosed in any manner due to the requirements of any Applicable Law or court of competent jurisdiction, you shall give prompt written notice to G2G prior to any disclosure sufficient under the circumstances to allow G2G to seek a protective order or other appropriate remedy. You shall:

   1. only disclose such minimum information as is legally required and shall, at the request of G2G, use commercially reasonable efforts to obtain confidential treatment for G2G’s Confidential Information that is to be disclosed and allow G2G, if it wishes, to also take such measures as it deems necessary or desirable to challenge any such disclosure or to otherwise redact or minimize such disclosure; and
   2. fully cooperate with G2G in the protection of G2G’s Confidential Information.

5. The obligations under this Clause shall survive the termination or expiry of this Agreement.

INTELLECTUAL PROPERTY RIGHTS

1. All existing Intellectual Property Rights of a party, its contractors, partners, services providers, suppliers, or licensors (if any) shall belong and remain with its respective owner. Nothing in this Agreement shall transfer or assign such Intellectual Property Rights to the other party save and except as otherwise expressly provided in this Agreement.

2. All Intellectual Property Rights created and/or developed pursuant to this Agreement by G2G (its suppliers, contractors, partners and/or licensors (if any)) shall belong absolutely to G2G.

3. You may use any Information made available to you by G2G under this Agreement in which any of G2G’s Intellectual Property Rights subsist solely for the purpose of and only to the extent permitted by this Agreement.

4. You hereby grant G2G the right to use any Information provided by or made available by you to G2G for the purpose of this Agreement and you represent and warrant that G2G’s use of any such Information will not infringe and will not cause G2G to infringe the right (including without limitation the Intellectual Property Rights) of any third party.

5. The obligations under this Clause shall survive the termination of this Agreement.

LIMITATION OF LIABILITY

1. Information made available to you through our Platform or our Services may be furnished to us by third parties and we do not warrant that the said Information is accurate, complete, reliable, original, current, or error-free.

2. G2G does not warrant that:

   1. the functions contained in G2G Platform/Services will meet your expectations;
   2. the operation of our Platform and/or G2G Services will be uninterrupted or error-free at all times;
   3. any defects in our Platform and/or G2G Services will be corrected; and
   4. our Platform is free of viruses, bugs, online interruption or other harmful threats. You shall be responsible for implementing all necessary security and virus protection measures on or in your computer, mobile device or any electronic device you use before accessing our Platform.

3. You understand, acknowledge and agree that:

   1. your receipt of transaction notifications from us and vice versa may be delayed or prevented by factors affecting the relevant service providers and other relevant parties. You accept that we cannot guarantee the prompt delivery of such notification or confirmation; and
   2. there may be times that the Platform or our services may not be available due to maintenance, updating or upgrading works, or such other reasons beyond our control. We make no warranty that our Platform and/or services will be available at all times and we shall not be held responsible or liable in any manner whatsoever for such unavailability.

4. To the maximum extent permitted by law,

   1. G2G Platform/Services and the Affiliate Links are provided on an "as is" and “as available” basis, without warranty of any kind, and we hereby disclaim all warranties and conditions with respect to G2G Platform/Services unless otherwise stated in this Agreement;
   2. we shall not, under any circumstances, be liable to you for any consequential, incidental, special, punitive, or exemplary damages arising out of or related to the transactions contemplated under this Agreement, including lost profits or loss of business; and
   3. G2G’s maximum and cumulative total liability (including any liability for acts and omissions of its Representatives) in respect of any and all costs, loss, damages, claims, fines, penalties, liabilities and/or expenses however arising under, or in connection with, this Agreement (whether arising in contract, tort or otherwise) shall not exceed the total fees paid to you by us in the six (6) months’ period preceding the month the dispute arises.

INDEMNITY

1. Affiliate will indemnify, defend, and hold harmless G2G and its affiliates and their directors, officers, and employees from and against all claims, actions, losses, damages, liabilities, costs, and expenses, including attorneys’ fees and other legal expenses, arising directly or indirectly from or in connection with:

   1. any breach by Affiliate of this Agreement;
   2. any failure of Affiliate to perform its obligations under this Agreement in compliance with all Applicable Laws;
   3. any violation of any rights of any third party related to the Affiliate’s participation in the Affiliate Program; or
   4. Affiliate’s fraud, negligence or willful misconduct.

2. G2G will promptly notify Affiliate of any claim that is subject to Clause 14.1, and will permit Affiliate to assume and control the defense of that claim. G2G will, however, have the right to employ separate counsel and participate in the defense of claims at the Affiliate’s sole cost. Affiliate will have the sole authority to defend, compromise, settle, or otherwise dispose of a claim, but it will not agree to any disposition or settlement of a claim that admits liability or imposes duties of performance or payment on G2G without G2G’s prior written consent. If the parties agree to settle a claim, Affiliate will not publicize the settlement without first obtaining G2G’s written permission.

FORCE MAJEURE

1. G2G shall not be liable to you or be deemed to be in breach of this Agreement by reason of any delay in performing, or any failure to perform, any of G2G’s obligations under this Agreement, if the delay or failure was due to any cause beyond G2G’s reasonable control, including but not limited to:

   1. fire, act of God, storm, explosion, earthquake, flood, tempest, accident or other natural disaster;
   2. war or threat of war, sabotage, insurrection, civil disturbance or requisition;
   3. acts, restrictions, regulations, bylaws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority (including any new law or regulation);
   4. strikes, lock outs or other industrial actions or labour disputes; and/or
   5. telecommunication, transportation, power supply, or system disturbances or failures, or breakdown in machinery affecting our Platform, our Services or any part thereof.

2. In the event of the occurrence of any Force Majeure events specified in Clause 15.1 above, the affected Party shall notify the other Party in writing immediately. This Agreement shall terminate immediately upon the occurrence of a Force Majeure event that continues for more than thirty (30) days.

3. An event of Force Majeure shall not include economic downturn unless such economic downturn renders this Agreement commercially unviable, non-availability or insufficient funds, or lack of financing on the part of any Party to perform its obligations under this Agreement.

4. If this Agreement is terminated pursuant to any event of Force Majeure, all rights and obligations hereunder shall forthwith terminate and neither Party shall have any claim against each other except for rights/claims subsisting prior to termination.

NOTICES

1. Except as otherwise agreed or provided in this Agreement, all notices and other communications to be given to any party pursuant to this Agreement shall be in writing and shall be valid and sufficient if dispatched or sent in the following manner:

   From G2G to you	From you to G2G
   by posting, publishing or sending a notification on or through the relevant Platform by email to the email address provided by you by publication in a newspaper by short messaging services (SMS) to your mobile phone number registered with G2G	by hand, registered post, courier or other registered postal service to the following details: Attention to: GAMER2GAMER GLOBAL Pte. Ltd Address: 109 North Bridge Road, #05-21 Funan, Singapore 179097. By email to: support@g2g.com

2. Notices shall be deemed to have been served:

   1. if delivered personally, upon delivery;
   2. if sent by registered mail or courier, three (3) Business Days after dispatch;
   3. if sent by email, upon successful delivery of the email and recorded as a sent email if sent before 5pm. on a Business Day and if sent after 5pm. or on a non-Business Day, the next Business Day;
   4. if sent by way of posting, publishing or sending a notification on or through the relevant Platform or by SMS, immediately upon successful posting, publishing or sending if posted, published or sent before 5pm on a Business Day and if posted, published or sent after 5pm or on a non-Business Day, the next Business Day.

ENTIRE AGREEMENT

1. This Agreement (together with any documents, schedules, and appendix referred to herein) constitutes the whole agreement between the parties relating to the subject matter hereof and supersedes any prior agreements, understandings or arrangements between them, whether oral or in writing relating to the subject matter hereof and no representation, undertaking or promise shall be taken to have been given or be implied from anything said or written in negotiations between the parties prior to this Agreement except as set out in this Agreement.

ASSIGNMENT, NOVATION, DELEGATION AND SUBCONTRACTING

1. You may not voluntarily, involuntarily, or by operation of law, transfer, assign, novate and/or sub-contract any of your rights and/or obligations contained in this Agreement (in whole or in part) to a third party without G2G’s prior written consent, which G2G may withhold in its sole and absolute discretion. Any direct or indirect change of control of equity ownership or management or control of the Affiliate, whether or not the Affiliate survives as an entity, will be deemed an assignment and delegation of this Agreement that requires G2G’s prior written consent. An assignment by you will not relieve you of your obligations under this Agreement unless G2G expressly states otherwise in its written consent. G2G will not release you of your liability under this Agreement unless G2G expressly states otherwise in its written consent. G2G may voluntarily, involuntarily, or by operation of law assign any of its rights or delegate any of its obligations under this Agreement (in whole or in part) without your consent. Any purported assignment or delegation in violation of this Clause 18.1 will be null and void. Subject to this Clause 18.1, this Agreement will bind and inure to the benefit of each party’s respective permitted successors and permitted assigns.

NO WAIVER

1. No failure or delay on the part of a party in exercising any rights or remedies under this Agreement at any time or for any period of time nor any knowledge or acquiescence by a Party of, or in, any breach of any provision of this Agreement shall operate as or be deemed to be a waiver thereof nor shall a waiver by that party of any breach constitute a continuing waiver in respect of any subsequent or continuing breach. A provision of right or remedy under this Agreement may not be waived except in writing signed by the waiving party. Exercise or enforcement by either party of any right or remedy under this Agreement will not preclude the enforcement by the party of any other right or remedy under this Agreement or that the party is entitled by law to enforce.

SEVERABILITY

1. If any term, condition, or provision in this Agreement is found to be invalid, unlawful, or unenforceable to any extent, the parties will endeavor in good faith to agree to amendments that will preserve, as far as possible, the intentions expressed in this Agreement. If the parties fail to agree on an amendment, the invalid term, condition, or provision will be severed from the remaining terms, conditions, and provisions of this Agreement, which will continue to be valid and enforceable to the fullest extent permitted by law, and the tribunal will preserve, as far as possible, the original intention of the parties with respect to the severed term, condition, or provision.

NO PARTNERSHIP/AGENCY

1. Nothing in this Agreement shall create, or be deemed to create, a joint venture or partnership between/among the parties. No party has any authority to act, make representations or bind or contract on behalf of the other party.

GOVERNING LAW

1. The construction, validity and performance of this Agreement shall be governed in all respects by the laws of Singapore. The parties hereto submit to the exclusive jurisdiction of the courts of Singapore.

REMEDIES CUMULATIVE

1. No single or partial exercise of any right or remedy will preclude any other or further exercise of any other right or remedy. Rights and remedies provided in this Agreement are cumulative and not exclusive of any right or remedy provided at law or in equity.

SURVIVAL

1. The covenants, conditions and provisions of this Agreement which are capable of having effect and which shall by its nature survive after the termination or expiration of this Agreement shall remain in full force and effect following the termination or expiration of this Agreement.