NFT STAKING TERMS

**PUZZLE CHAMPIONS**

**PUZZLE CHAMPIONS: MATCH 3 LEAGUE

NFT STAKING TERMS**

**October 26, 2024**

(Version 1.0)

**OVERVIEW**

"Puzzle Champions: Match 3 League NFT Staking" (hereinafter "Puzzle Champions NFT Staking") is a feature that allows owners of Puzzle Champions NFTs to stake their tokens for rewards.

These terms ("Staking Terms") are a legally binding agreement by and between BOCA GAMES PTE. LTD ("BOCA GAMES," "we" or "us"), a Singapore corporation, and any person or entity that stakes a Puzzle Champions NFT ("you" or "Staker").

These Staking Terms govern the rights and obligations of both parties with respect to the Puzzle Champions NFT Staking feature. BY STAKING A PUZZLE CHAMPIONS NFT, YOU AGREE TO BE BOUND BY THESE STAKING TERMS.

These Staking Terms apply in addition to any platform terms and conditions ("Platform Terms") that may exist, to the extent that they do not conflict. In the event of any conflict between these Staking Terms and the Platform Terms, these Staking Terms shall prevail with respect to the Puzzle Champions NFT Staking feature.

PUZZLE CHAMPIONS NFT STAKING IS A TEMPORARY, EVENT-BASED SERVICE. BOCA GAMES RESERVES THE RIGHT TO TERMINATE THIS SERVICE AT ANY TIME AT ITS SOLE DISCRETION.

**NOTICE REGARDING ARBITRATION AND CLASS ACTION WAIVER:** BY ACCEPTING THESE STAKING TERMS, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND BOCA GAMES THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 10 (DISPUTE RESOLUTION) BELOW FOR DETAILS REGARDING ARBITRATION. HOWEVER, IF YOU ARE A RESIDENT OF A JURISDICTION WHERE APPLICABLE LAW PROHIBITS ARBITRATION OF DISPUTES, THE AGREEMENT TO ARBITRATE IN SECTION 10 WILL NOT APPLY TO YOU, BUT THE PROVISIONS OF SECTION 12 (GOVERNING LAW AND FORUM CHOICE) AND RELEVANT PROVISIONS OF APPLICABLE LAW WILL STILL APPLY. YOU ALSO WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

**STAKING TERMS AND CONDITIONS**

By participating in Puzzle Champions NFT Staking, you confirm that you have read, understood, and accepted all terms and conditions in these Staking Terms.

Detailed staking policies, including current rates, rewards, and any special promotions, are available on the Puzzle Champions NFT Staking service page or on [https://boca.games]. These policies may be updated from time to time, and it is your responsibility to review them regularly.

NFT staking involves various risks, including but not limited to potential loss or reduction of assets, market volatility, and smart contract vulnerabilities. A comprehensive list of risks is provided in Section 4 (RISKS AND LIABILITY). You are strongly advised to carefully review and understand these risks before participating in Puzzle Champions NFT Staking.

**SERVICE DURATION AND TERMINATION**

Puzzle Champions NFT Staking is a temporary, event-based service. The duration of this service is not guaranteed.

BOCA GAMES reserves the right to modify, suspend, or terminate the Puzzle Champions NFT Staking service at any time, for any reason, without prior notice.

This right of termination applies even if the predetermined staking period for any NFT has not yet ended.

By participating in Puzzle Champions NFT Staking, you acknowledge and accept the temporary nature of this service and the possibility of early termination.

BOCA GAMES shall not be liable for any losses or damages resulting from the modification, suspension, or termination of the Puzzle Champions NFT Staking service.

**RISKS AND LIABILITY**

You must carefully consider all the risks arising out of participating in Puzzle Champions NFT Staking, including but not limited to:

- **Potential Loss or Reduction of Assets:** There is a risk of possible reduction or loss of staked assets or rewards as a result of NFT staking. This can occur due to various factors including, but not limited to, smart contract vulnerabilities, market volatility, or changes in the staking protocol.

- **Network and Validator Failures:** You may lose your staked assets or rewards in the event of a network or validator failure. This could include blockchain network outages, consensus failures, or issues with the specific validators processing transactions.

- **Market Volatility:** NFT values fluctuate and the NFT prices could go up or down significantly. The value of your staked NFTs and any rewards received may be subject to high market volatility.

- **Liquidity Risks:** Depending on the staking terms, your NFTs may be locked for a certain period. During this time, you may not be able to sell or transfer your NFTs, which could result in opportunity costs or inability to react to market changes.

- **Smart Contract Risks:** The staking process relies on smart contracts. While these are audited and tested, there is always a risk of undiscovered vulnerabilities that could lead to loss of assets.

- **Regulatory Risks:** The regulatory landscape for NFTs and staking is evolving. Future regulations could impact the legality, functionality, or value of NFT staking.

- **Reward Rate Changes:** The reward rates for staking may change over time due to various factors such as protocol updates or changes in the total amount of staked assets.

- **Tax Implications:** Staking rewards may have tax implications depending on your jurisdiction. You are responsible for understanding and complying with any tax obligations resulting from your staking activities.

- **Cybersecurity Risks:** While we implement strong security measures, there is always a risk of hacking or unauthorized access to the platform or your personal wallet, which could result in loss of assets.

- **Platform Risks:** The risk that the Digital Assets you used to subscribe may be lost because:

- You are directly putting your Digital Assets into smart contracts;

- The Applicable Network suspends, discontinues, or terminates its business, closes down, suspends, or stops trading.

Under no circumstances will BOCA GAMES be responsible or liable to you or any other person or entity for any direct or indirect losses (including loss of interests, business or opportunities), damages, or costs arising out of or in connection with any risk identified above.

Before making any NFT staking through BOCA GAMES, you should carefully consider whether doing so is appropriate for you, taking into account all of the circumstances.

By participating in Puzzle Champions NFT Staking, you acknowledge that you understand and accept these risks. BOCA GAMES strongly advises you to carefully consider these risks and your financial situation before engaging in any staking activities.

**ACCOUNT INFORMATION AND TRANSACTION RECORDS**

You will be able to view your account history on the Platform. You must review your account history carefully and let BOCA GAMES know if you see any entries or transactions that you do not recognize or you think are incorrect as soon as possible, and within 14 days after the date that your account history is provided or made available to you.

We may rectify any error in your account history at any time and reserve the right to void or reverse any transaction: i. Involving or deriving from a manifest error; ii. To reflect what we reasonably consider to be the correct or fair details of the transaction.

We may be required under Applicable Law to share information about accounts and use of the Platform with third parties. You acknowledge and agree that we are entitled to disclose such information.

**TECHNOLOGY DISCLAIMERS**

BOCA GAMES may, from time to time, suspend access to your accounts and/or the BOCA GAMES services, for both scheduled and emergency maintenance.

BOCA GAMES makes no representations or warranties regarding the amount of time needed to complete processing, which is dependent upon many factors outside of our control.

Although BOCA GAMES makes reasonable efforts to update the information on the Platform, we make no representations, warranties, or guarantees, whether express or implied, that the content on the Platform, including information in relation to the BOCA GAMES services, is accurate, complete, or up to date.

**WARRANTY DISCLAIMERS**

THE PUZZLE CHAMPIONS NFT STAKING FEATURE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, BOCA GAMES EXPLICITLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

BOCA GAMES WILL NOT BE RESPONSIBLE OR LIABLE TO STAKER FOR ANY LOSS IN CONNECTION WITH ANY PUZZLE CHAMPIONS NFT STAKING AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO STAKER FOR, ANY USE OF OR INABILITY TO USE THE STAKING FEATURE, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM USER ERROR, NETWORK ISSUES, OR THIRD-PARTY ACTIONS.

**INDEMNITY**

Staker shall defend, indemnify, and hold BOCA GAMES, its licensors, affiliates, representatives, and service providers harmless from and against any and all claims, damages, losses, costs, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys' fees) that directly or indirectly arise from, or are related to or in connection with Staker's use of the Puzzle Champions NFT Staking feature or violation of these Staking Terms.

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**LIMITATION OF LIABILITY**

  1. 1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, BOCA GAMES WILL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE STAKING TERMS OR FROM THE USE OF OR INABILITY TO USE THE PUZZLE CHAMPIONS NFT STAKING FEATURE.

  1. 2. IN NO EVENT WILL BOCA GAMES'S CUMULATIVE LIABILITY HEREUNDER FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY EXCEED $100.

**10. DISPUTE RESOLUTION**

  1. 1. **Mandatory Arbitration of Disputes.** Any dispute, claim, or controversy arising out of or relating to these Staking Terms or the breach, termination, enforcement, interpretation, or validity thereof, or the use of the Puzzle Champions NFT Staking feature ("Dispute") must be resolved solely by binding, individual arbitration and not in a class, representative, or consolidated action or proceeding.

2. The arbitration will be conducted by the Singapore International Arbitration Centre ("SIAC") under its Arbitration Rules then in effect, except as modified by these Staking Terms.

3. Each party waives the right to a trial in court and/or by a jury. This arbitration provision shall survive any termination of these Staking Terms.

  1. 4. **Class Action Waiver.** YOU AND BOCA GAMES AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if a Dispute is resolved through arbitration, the arbitrator may not consolidate another person's claims with a party's claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.

**11. AMENDMENTS**

BOCA GAMES reserves the right to clarify or amend these Staking Terms by publicly publishing a new version of them, including, but not limited to, on [https://boca.games], or any successor website.

**12. GOVERNING LAW AND FORUM CHOICE**

These Staking Terms and any action related thereto will be governed by Singapore law, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 10 (Dispute Resolution), the exclusive jurisdiction for all Disputes that are not subject to arbitration will be the courts of Singapore, and you and BOCA GAMES each waive any objection to jurisdiction and venue in such courts.

**13. MISCELLANEOUS**

  1. 1. These Staking Terms constitute the entire agreement between the parties with respect to the Puzzle Champions NFT Staking feature.

  1. 2. Failure to promptly enforce a provision of these Staking Terms will not be construed as a waiver of such provision or rights.

  1. 3. If any provision of these Staking Terms is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall be enforced.

  1. 4. Staker may give notice to BOCA GAMES by contacting BOCA GAMES at [help@boca.games]. Notice is effective upon receipt.

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