By clicking “Generate Link” to create your unique referral code and join the BattleBuddy Referral Program, you are entering into a legally binding agreement between you and BattleBuddy Inc (“BattleBuddy”, “We” or “Us”). You acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

BattleBuddy reserves the right to update and change these terms by updating them on Our website (battlebuddy.gg). If a significant change is made, we will provide reasonable notice by email, or on our website. Any reference to the Agreement includes any and all terms and documents incorporated by reference.

You must read, agree with and accept all of the terms and conditions contained in this Agreement, including Our Terms of Service, Privacy Policy and Community Guidelines.

1. Definitions

For the purposes of the Referral Program and this Agreement;

(i) all capitalized references are used as defined in the Terms of Service.

(ii) “Referred Gamer” means any unique Gamer that:

(a) has registered for a BattleBuddy account; and

(b) was introduced by You actively promoting Our Services; and

(c) registered for a BattleBuddy account using Your Referral Link.

(iii) “Orders” means revenue generating activities whereby Gamers request and pay for Peer-to-Peer Services on Our website, which are then accepted and fulfilled without dispute.

2. Your Responsibilities

A. Marketing Activities

You will use Your best efforts to promote and market BattleBuddy. You will bear all costs and expenses related to Your marketing or promotion of BattleBuddy, and, as applicable, Your Applications, Themes, Websites, Channel Platform, or Your other products or services associated with Your participation in the Referral Program (collectively, “Your Marketing Activities”) in any area, location, territory or jurisdiction, unless otherwise determined by BattleBuddy at its sole discretion.

In the event that You have a list of emails where the individuals on the list have expressly elected to receive emails from You (“Opt-in List”), You may send emails regarding the offering of BattleBuddy to the individuals on the Opt-in List. In conducting all Your Marketing Activities, You will comply with all applicable laws, rules, regulations and directives, including but not limited to those relating to email marketing and “spamming”.

Without limiting the generality of this section, You will

(i) not send any email regarding BattleBuddy to any individual or entity that has not requested such information;

(ii) always include Your contact information and “unsubscribe” information in any email regarding BattleBuddy or Our Services; and

(iii) not imply that such emails are being sent on behalf of BattleBuddy.

You will not (i) use malware, spyware or any other aggressive advertising or marketing methods in any of its dealings relating to BattleBuddy;

(ii) make any false, misleading or disparaging representations or statements with respect to BattleBuddy;

(iii) solicit Gamers or BattleBuddies to leave Our Service;

(iv) copy, resemble or mirror the look and feel of Our websites or Our Services or otherwise misrepresent Your affiliation with BattleBuddy; or

(v) engage in any other practices which may adversely affect the credibility or reputation of BattleBuddy, including but not limited to, sending email communications or using any Website in any manner, or having any content on any Website, that

(a) uses aggressive or low-quality marketing, including marketing services that are unrelated to BattleBuddy or Our services,

(b) promotes sexually explicit materials, violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation or age, or any illegal or objectionable activities, or

(c) violates any intellectual property or other proprietary rights of any third party; or

(d) violates the Terms of Service.

(vi) promote or advertise BattleBuddy on coupon, deal, or discount sites or on GTP/Get Paid to Click or other incentivized sites, or display any offer code on a public-facing page or through the use of a “click to display” offer code;

(vii) use Your Referral Link directly in any pay-per-click advertising;

(viii) create or participate in any third party networks or sub-affiliate networks without the express written permission of BattleBuddy;

(ix) use or encourage any means of delivering fraudulent traffic, including but not limited to use of bots or toolbar traffic, cookie stuffing, or use of false or misleading links;

(x) use direct linking to any page on any BattleBuddy website, without prior written permission from BattleBuddy; or

(xi) mask Your referral sites or use deceptive redirecting links.

B. Compliance with Laws

In addition to, and without limiting the provisions of this Agreement, You will perform Your obligations under this Agreement in accordance with the highest applicable industry standards and in compliance with all applicable laws, rules and regulations.

C. Your Duty to Inform

You will promptly inform BattleBuddy of any information known to You that could reasonably lead to a claim, demand or liability of or against BattleBuddy by any third party.

D. FTC Guidelines

The Federal Trade Commission in the United States (“FTC”) has guidelines for governing endorsements and testimonials. These rules are aimed at increasing transparency between endorsers and consumers. As a member of the Referral Program with BattleBuddy, You receive compensation for the Referred Gamers referrals made to BattleBuddy. This may establish a “material connection” according to FTC rules, which creates an obligation for You to provide disclosure to consumers.

Full compliance with these guidelines requires, among other things, that (a) You clearly and conspicuously disclose that You are being compensated for referring Referred Gamers to BattleBuddy, and (b) You do not engage in misleading or deceptive advertising. For further information You should refer to the statement released by the FTC regarding these guidelines.

E. Other Terms

You must be the older of

(i) 18 years, or

(ii) at least the age of majority in the jurisdiction where you reside and from where you carry out Your Marketing Activities.

You confirm that you are becoming a for the purposes of carrying on a business activity and not for any personal, household or family purpose.

In order to join the Referral Program, You must create an account on Our website. You acknowledge that BattleBuddy will use the email address provided by You as the primary method for communication. You are responsible for keeping Your Account password secure. We cannot and will not be liable for any loss or damage arising from Your failure to maintain the security of Your Account and password.

You acknowledge and agree that You will be responsible for the performance of all of Your obligations under the Agreement, regardless of whether You sublicense or subcontract any such obligations to any third party, including but not limited to any affiliates.

You acknowledge and agree that BattleBuddy may amend this Agreement at any time by posting the relevant amended and restated Referral Program Terms and Conditions on Our website, and such amendments to the Agreement are effective as of the date of posting. Your continued participation in the BattleBuddy Referral Program after the amended Referral Program Terms and Conditions is posted to Our website constitutes Your agreement to, and acceptance of, the amended Agreement. If You do not agree to any changes to the Agreement, You must terminate the Agreement by discontinuing Your participation in the BattleBuddy Referral Program.

You acknowledge and agree that Your participation in the BattleBuddy Referral Program, including information transmitted to or stored by BattleBuddy, is governed by the BattleBuddy Privacy Policy found on Our Website.

3. Fees and Payments

A. Revenue Sharing Plans

Subject to Your compliance with this Agreement, You will be entitled to receive certain fees from BattleBuddy (the “Fees”). For all orders made by Gamers for Peer-to-Peer Services on Our website, BattleBuddy charges Gamers a 10% platform fee on the game or session price. For all successful Orders completed by a Referred Gamer within their first month since registering on Our website, You will be entitled to receive half of the platform fee which BattleBuddy charges to the Referred Gamer ( equivalent to 5% of the game or session price) . This will apply to all of Your Referred Gamers.

B. Payment

Fees due to You under the Revenue Sharing Plan will be added to Your account wallet once applicable Orders have been completed.

Fees are only made available for withdrawal from Your account wallet following a safety clearance period of 7 days after the Orders are marked as complete. For security concerns, We may temporarily disable Your ability to withdraw fees to prevent fraudulent or illicit activity. This may come as a result of security issues, improper behavior reported by other users, or associating multiple user accounts to a single withdrawal provider. Accounts in good standing may, at Our sole discretion, be offered expedited withdrawal of fees before the standard 7 days safety clearance period.

The minimum account wallet balance required to withdraw is $5. All withdrawals will be subject to a payment processing fee of $0.30 plus 2% of the withdrawal amount.

You are responsible for all applicable Taxes that arise from or as a result of any activities under this Agreement.

C. Additional Payment Information

All payments are subject to fraud and risk analysis considerations and anti-money laundering procedures and may be withheld by BattleBuddy during the period of investigation.

Notwithstanding anything to the contrary in this Agreement, BattleBuddy will not be responsible to pay any Fees:

(i) related to amounts that have been refunded by BattleBuddy;

(ii) for a Referred Gamer account created or owned in whole or in part by You;

(iii) related to fraudulent orders; or

(iv) related to revenues that have been subject to chargebacks.

If any Fees paid by BattleBuddy are subsequently discovered to be subject to one or more of the exclusions set out in Section 3.C, or to have been paid in error, BattleBuddy will have the right, at its sole discretion, to:(A) reclaim any Fees paid to You in error; or (B) set off the amounts described in Section 3.C. from payments due to You in the future. If the Agreement is terminated before such amounts are fully repaid by You to BattleBuddy, You will pay to BattleBuddy the remaining balance within thirty (30) days of the effective date of termination of the Agreement.

BattleBuddy reserves the right to modify the Fees or the payment terms at any time upon reasonable advance notice to You. Such notice will be provided by email or by posting a notice on Our website. In the event of any disputes over Fees, BattleBuddy’s determination will be final and binding.

4. Termination

A. Termination

Unless otherwise specified in the Agreement, any Party may terminate this Agreement at any time, with or without cause, effective immediately upon notice to another Party.

Fraudulent or other unacceptable behaviour by You, including breach of the Terms of Service, as determined by BattleBuddy at its sole discretion, may result in one or more of the following actions being taken by BattleBuddy:

(a) suspension of some or all Referral Program privileges; and

(b) termination of Your BattleBuddy account entirely without notice to, or recourse for, You.

BattleBuddy reserves the right to cancel or modify the Referral Program Terms and Conditions in its entirety, including Fees, at any time. If a significant change is made to the Referral Program Terms and Conditions, including any material change to Fees, BattleBuddy will provide reasonable notice by email or by posting a notice on Our website.

B. Consequences of Termination

Upon termination of this Agreement:

(a) each Party will return to the other Party, or destroy (and provide certification of such destruction), all property of the other Party in its possession or control; and

(b) all rights granted to You under this Agreement will immediately cease, including but not limited to the right to receive any payments of Fees under this Agreement, unless otherwise determined by BattleBuddy at its sole discretion.

This Section 4.B will survive any termination or expiration of this Agreement.

5. Limitation of Liability and Indemnification

A. Limitation of Liability

BattleBuddy, will have no liability with respect to the BattleBuddy Referral Program, Our Services or BattleBuddy’s obligations under this Agreement or otherwise for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for losses of profits, goodwill, use, data or other intangible losses resulting in any way from Our Services or Your participation or inability to participate in the BattleBuddy Referral Program, even if BattleBuddy has been advised of the possibility of such damages. In any event, BattleBuddy’s liability to You under this Agreement for any reason will be limited to the Fees paid to You by BattleBuddy during the six (6) month period immediately preceding the event giving rise to the claim for damages. This limitation applies to all causes of action in the aggregate, including, but not limited to, breach of contract, breach of warranty, negligence, strict liability, misrepresentations, and other torts. The relationship between a Referred Gamer and You is strictly between the Referred Gamer and You, and BattleBuddy is not obligated to intervene in any dispute arising between the Referred Gamer and You. Under no circumstances will BattleBuddy be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary or other damages whatsoever, that result from or relate to the Your relationship with any Referred Gamer. These limitations will apply even if BattleBuddy have been advised of the possibility of such damages. The foregoing limitations will apply to the fullest extent permitted by applicable law.

B. Indemnification

You agree to indemnify, defend and hold harmless BattleBuddy and the directors, officers, employees, subcontractors and agents thereof (each, an “Indemnified Party”, and collectively, the “Indemnified Parties”), with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys’ fees (collectively, “claims”), to the extent that such claim is based upon or arises out of:

(a) Your breach of any representation, warranty, obligation or covenant under this Agreement;

(b) Your gross negligence or wilful misconduct;

(c) any warranty, condition, representation, indemnity or guarantee relating to BattleBuddy granted by You to any Referred Gamer or other third party;

(d) Your breach of any term of this Agreement (including any documents it incorporates by reference);

(f) any third party claim that Your products or services, including without limitation any Application, Theme, or Channel Platform infringes the intellectual property or other rights of a third party;

(g) the performance, non-performance or improper performance of the Your products or services, including without limitation, any Application or Theme or Channel Platform; and

(i) Your relationship with any Referred Gamer.

C. Notice of Indemnification

In claiming any indemnification under this Agreement, the Indemnified Party will promptly provide You with written notice of any claim which the Indemnified Party believes falls within the scope of the indemnifications provided under this Agreement. The Indemnified Party may, at its own expense, assist in the defense if it so chooses, provided that You will control such defense and all negotiations relative to the settlement of any such claim and further provided that in settling any claim You will not make any admission on behalf of the Indemnified Party or agree to any terms or conditions that do or reasonably could result in any admission by, or the imposition of any liability upon, the Indemnified Party without the prior written approval of the Indemnified Party.

D. Non-exclusive remedies

In the event of any breach or threatened breach by You of any provision above, in addition to all other rights and remedies available to BattleBuddy under this Agreement and under applicable law, BattleBuddy will have the right to

(a) immediately enjoin all such activity, without the necessity of showing damages or posting bond or other security,

(b) immediately terminate this Agreement and Your access to the Referral Program,

(c) receive a prompt refund of all amounts paid to You under this Agreement, and

(d) be indemnified for any losses, damages or liability incurred by BattleBuddy in connection with such violation, in accordance with the provisions of this Section 5.

9. General provisions

A. Force Majeure

If the performance of any part of this Agreement by either Party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action (including, but not limited to, any law, regulation or embargo prohibiting the performance contemplated under this Agreement or the failure or refusal of a government agency to issue a license required for any performance pursuant to this Agreement), labour disputes, act of God or any cause beyond the reasonable control of that Party, the Party will be excused from such performance to the extent that it is prevented, hindered or delayed by such cause. Notwithstanding anything in this Agreement to the contrary, the Party prevented from performing under this Agreement by a force majeure event will nevertheless use its best efforts to recommence its performance under this Agreement as soon as reasonably practicable and to mitigate any damages resulting from its non-performance under this Agreement.

B. Non-Exclusivity

Nothing in this Agreement is intended to create, nor will it be construed as creating, any exclusive arrangement between the Parties to this Agreement. This Agreement will not restrict either Party from entering into similar arrangements with others, provided it does not breach its obligations under this Agreement by doing so, including without limitation, any confidentiality obligations.

C. No Waiver

The failure of any Party to insist upon or enforce strict performance by another Party of any provision of this Agreement or to exercise any right under this Agreement will not be construed as a waiver or relinquishment to any extent of such Party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect. Each waiver will be set forth in a written instrument signed by the waiving Party.

D. Entire Agreement

This Agreement, including any completed application form and all guidelines and other documents linked or otherwise incorporated or referenced in this Agreement, sets forth the entire agreement and supersedes any and all prior agreements, written or oral, of the Parties with respect to the subject matter hereof (including, but not limited to, any prior version of this Agreement). Neither BattleBuddy nor You will be bound by, and each Party specifically objects to, any term, condition or other provision that is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement) and which is proffered by another Party in any correspondence or other document, unless the Party to be bound thereby specifically agrees to such provision in writing.

E. Assignment

All the terms and provisions of this Agreement will be binding upon and inure to the benefit of the Parties to this Agreement and to their respective heirs, successors, permitted assigns and legal representatives. BattleBuddy will be permitted to assign this agreement without notice to or consent from You. You will have no right to assign or otherwise transfer this Agreement, or any of its rights or obligations under this Agreement, to any third party without BattleBuddy’s prior written consent, to be given or withheld in BattleBuddy’s sole discretion.

F. Applicable Laws

This Agreement will be governed by and interpreted in accordance with the laws of the State of California and the laws of the United States of America applicable therein, without regard to principles of conflicts of laws. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement and is hereby expressly excluded.

The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the State of California with respect to any dispute or claim arising out of or in connection with this Agreement.

G. Severability

If any provision of this Agreement is, for any reason, held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability will not affect any other provision of the Agreement, and the Agreement will be construed as if such invalid, illegal or unenforceable provision had never been contained within the Agreement.

H. Notice

For questions relating to these Terms and Conditions, please contact legal@battlebuddy.gg. All requests for information or documents related to potential, anticipated, or current legal proceedings, investigations, or disputes must be made using the appropriate level of legal process, and must be properly served. All requests must include the information you may have that will help us identify the relevant records (particularly, the username at issue), the specific information requested, and its relationship to your investigation. Please also note that limiting your request to the relevant records (e.g., a limited time period) will facilitate efficient processing of your request. Our Services are offered by BattleBuddy Inc, reachable at: 12912 Via Grimaldi Del Mar, CA 92014 and help@battlebuddy.gg.