Platform GTC
Status: 22.11.2023
These General Terms and Conditions ("Platform T&Cs") of CW Sports Management Pte. Ltd., reg no 202300677M, #02-01, 68 Circular Road, Singapore 049422 ("CW Sports") apply to the use of CW Sports’ NFT platform available on CW Sports website at https://collectibles.vfb.de/ ("Platform") and to all services in connection with the Platform (the Platform and the services offered in connection with the Platform are hereinafter collectively referred to as the "Services" and the underlying agreement incorporating the Platform Terms as the "Platform Agreement"). In particular, the Platform Terms apply to the purchase and sale of Collectibles (as defined below) and Utilities (as defined below) between CW Sports and the Users (as defined below) via the Platform (the contract concluded in this regard is hereinafter referred to as the "Purchase Contract").
These Platform Terms and Conditions also apply to prize draws and the granting of other utilities (as defined below) carried out by VfB Stuttgart 1893 AG, Mercedesstraße 109, 70372 Stuttgart ("VfB Stuttgart") via the platform.
1. DEFINITIONS
In these Platform T&Cs, the following terms have the meaning assigned to them here, unless expressly defined otherwise in individual cases.
1.1 "Offer Page" means the page on the Platform on which the specific Legend Collectible (as defined below) or Player Collectibles (as defined below) and Utilities (as defined below) are offered for sale and on which the User (as defined below) can submit an offer to purchase this specific Legend Collectible or the Player Collectibles and Utilities.
1.2 "Blockchain" means the blockchain or comparable technology named on the Platform for the respective Token offered (as defined below).
1.3 "Collectible" means a Token (as defined below) and a Medium (as defined below) linked to the Token as well as the rights of use to the Medium pursuant to Section 7.
1.4 "Legend Collectible" means a Collectible linked to a Limited Medium that is either acquired directly via the Platform or issued to the corresponding Token Holder of these Player Collectibles (as defined below) when an entire team of Player Collectibles (as defined below) is assembled (Section 9).
1.5 "Medium" means the medium associated with the Token (as defined below), e.g. a graphic, a 3D object or a video, as described on the Platform.
1.6 "User" means a visitor to the Platform, a user of the Services, the purchaser of Collectibles and Utilities (as defined below), where applicable, and the winner of a Prize Draw, where applicable (Section 11).
1.7 "Player Collectibles" means a random assortment of several collectibles sold in a pack (e.g. pack of 3 or 5).
1.8 "Token" means the contractual token on the blockchain.
Machine Translation
1.9 "Token holder" means the person who has power of disposal over a token as the authorized party, for example by holding the corresponding cryptographic key (private key).
1.10 "Utility" means a right (e.g. benefits, discounts, vouchers, access to certain events, meetings with players) and/or a physical item (e.g. signed jerseys, products from partners) that are purchased together with a Collectible via the Platform.
1.11 "Wallet" refers to software provided by a wallet provider and operated independently, with which a user can manage their cryptographic key (private key) and thus dispose of purchased tokens.
2. REGISTRATION AND USER ACCOUNT
2.1 CW SPORTS provides the platform and access to the services in accordance with these Platform T&Cs and the descriptions available on the platform.
2.2 In order to use the Services, the User must successfully register on the Platform and create an account on the Platform ("User Account"). The user can, as indicated in the registration process on the platform, either
- (a) register with VfB Stuttgart using his or her individual membership number and the associated password; or
- (b) register by providing the mandatory information specified on the platform, in particular a valid e-mail address and a password of your choice; or
- (c) an existing compatible wallet according to section 3.2 to the platform and enter a valid e-mail address.
2.3 The e-mail addresses provided must be suitable for long-term communication and must be confirmed (double opt-in); in particular, so-called disposable e-mail addresses are not permitted. The creation of a user account is free of charge. All data must be complete and correct. If the e-mail address registered in the VfB customer account is changed or the VfB customer account is deleted, access to the user account cannot be guaranteed. In this case, the user can contact CW Sports or VfB Stuttgart customer service.
2.4 If the user registers in accordance with section 2.2 (a) or according to section 2.2 (b)a wallet is automatically set up with the wallet provider Caves Inc, New Castle, Delaware, United States ("Withpaper") during the registration process. The user receives the corresponding cryptographic key (private key) of his wallet at Withpaper according to the instructions in his user account. By setting up the wallet with Withpaper, a direct contractual relationship is established between Withpaper and the User.
2.5 Registration as a user is only permitted for natural persons with unlimited legal capacity (i.e. those who are at least 18 years of age) or legal entities or partnerships. For natural persons with limited legal capacity (i.e. those who are at least 7 but not yet 18 years of age), the consent of their parents or legal representatives is required to conclude this platform contract and to conclude purchase contracts via the platform. CW Sports reserves the right to exclude users from certain countries or for compliance reasons in whole or in part from using the platform or within the scope of registration.
2.6 By registering on the platform, the user accepts these Platform T&Cs in a legally binding manner and thereby concludes this platform contract. By using the services offered via the platform, the user confirms that he/she has read the Platform T&Cs and agrees to them in full. If this is not the case, the user is not permitted to use the platform and the services.
2.7 If the requirements for registration under this section 2 are not met or are no longer met after conclusion of the platform contract, this may lead to immediate exclusion from use of the services and termination of the platform contract without notice.
2.8 After termination of the platform contract, a user may re-register on the platform unless the platform contract has been terminated by CW Sports in accordance with Section 20 terminated.
3. WALLET
3.1 A wallet is a prerequisite for the successful completion of registration and the creation of a user account, the purchase and the otherwise possible use of Collectibles via the services and outside the services. CW Sports does not offer the wallet to users and is not obliged to do so. The tokens are stored exclusively by the user. CW Sports has no influence on the functioning of the wallet and therefore bears no responsibility for the wallet or the safekeeping of the tokens.
3.2 The user can either use the services in accordance with section 2.4 or an external wallet by connecting a compatible wallet to their User Account. The User must ensure that an external wallet is compatible with the blockchain used by the Platform. Details of compatible wallets can be found on the platform collectibles.vfb.de. Compatible wallets are named on the platform, but this does not constitute a recommendation of a specific wallet.
3.3 CW Sports has no access to the user's cryptographic keys (private keys) or tokens. The user shall ensure that the wallet used for the use of the services, associated passwords and access data, the cryptographic key (private key) and any recovery identifiers (seeds) (together and individually the "wallet access data") are treated confidentially and that the wallet access data, insofar as the user has access to it, is secured against access by third parties by means of appropriate technical and organizational measures. The User is aware that any person who has access to Wallet Access Data may misuse the Wallet under his name. The User warrants that it will not be possible for third parties to use the Wallet access data. In particular, in order to protect the Wallet access data, the User shall not store it unsecured and shall prevent it from being spied on when entering the Wallet access data. If the User discovers that another person has knowledge of the Wallet access data or if the User suspects that this is the case, the User must change the Wallet access data concerned immediately, insofar as this is possible.
3.4 The user is obliged to maintain a wallet used for the use of the services in a secure, fully functional and valid condition.
3.5 The user is aware that they are solely responsible for controlling their wallet and that losing control of the wallet may mean that they can no longer dispose of the token.
3.6 The general terms and conditions of the respective wallet provider apply exclusively to the safekeeping of the tokens and the operation of the wallet.
4. CONCLUSION OF CONTRACT AND OBJECT OF PURCHASE
4.1 CW SPORTS advertises and presents collectibles on the platform, which can be offered either individually (Legend Collectibles) or in packs (Player Collectibles), as well as certain utilities that can be purchased together with collectibles. The Collectibles that can be purchased, the Utilities available with them and the purchase price will be determined in advance by CW Sports and published on the offer page. The offer page does not constitute a binding offer to conclude a purchase contract, but merely an invitation to submit an offer (invitatio ad offerendum).
4.2 Note on Player Collectibles: The offer of Player Collectibles as a random selection of collectibles does not refer to individual Player Collectibles with specific media, but merely represents the offer of unspecified Player Collectibles. The individual Player Collectibles purchased by the user are selected at random.
4.3 The user can submit a binding offer for the purchase of a Legend Collectible or the Player Collectibles and their Utilities via the offer page by truthfully providing all the data requested on the platform, communicating the address of his wallet compatible for receiving the Collectible to CW Sports and finally clicking on the "Buy Now" button. Once the offer has been submitted and for the duration of the validity of the offer, the corresponding collectibles and the utilities offered with them can no longer be purchased by other interested parties and are reserved for the user.
4.4 The purchase contract is only concluded (i) upon payment of the purchase price by the user in accordance with section 5 and additionally (ii) upon acceptance of the offer by CW Sports . The confirmation of receipt automatically sent to the user by CW Sports merely documents receipt of the user's offer and does not constitute acceptance of the offer. Acceptance is only effected by CW Sports’ express confirmation in text form (Section 126b BGB) or by the transfer of the collectible to the user's wallet address. CW Sports is entitled to reject the contractual partner's offer at any time before the contract is concluded and to remove the publications of the medium on the platform and the offer page.
4.5 CW Sports’ offer to conclude a purchase contract is only directed at users who (a) have reached the age of 18 or (b) have reached at least the age of 7 but not yet the age of 18 and either (i) have the consent of their parents or legal representatives to conclude the purchase contract or (ii) pay the purchase price with their own funds that are available to them for this purpose or at their free disposal (e.g. pocket money).
5. PURCHASE PRICE PAYMENT, GAS FEES
5.1 The user is obliged to pay the agreed purchase price. The purchase price shall be paid in money ("fiat currency") or in a cryptocurrency ("cryptocurrency") in accordance with the description of the offer. Unless otherwise stated, the purchase price includes the applicable value added tax.
5.2 The purchase price, including VAT, is due upon submission of the offer by the user.
5.3 If the payment is made in a fiat currency, the user pays the purchase price via an external payment service provider of the platform (e.g. Stripe Payments Europe, Limited (SPEL), 1 Grand Canal Street Lower, Grand Canal Dock, Dublin, D02 H210, Ireland), unless otherwise described on the platform. If the payment is made in a cryptocurrency, the user must pay the purchase price from his or her account in accordance with section to the CW Sports address provided to the user by CW Sports on the platform.
5.4 External costs (so-called "gas fees") are incurred for transactions via the blockchain. These are external costs associated with the allocation of the token and its change on the blockchain that cannot be influenced by CW Sports . The amount of the gas fees can only be determined immediately before the purchase of content and communicated during the ordering process; it may vary from purchase to purchase. Gas fees are to be borne by the user and are payable in addition to the purchase price. The gas fees communicated during the order process are valid for 10 minutes; if the purchase process is not completed within this period, CW Sports will cancel the purchase process. The user must then initiate the purchase process again.
5.5 If CW Sports rejects the user's offer or if the user withdraws his offer before CW Sports accepts it, CW Sports will refund the purchase price paid by the user within 14 days of rejecting the offer or receiving the withdrawal of the offer via the payment method chosen by the user.
6. TRANSFER OF THE TOKEN AND THE MEDIUM
6.1 CW SPORTS transfers the token to the wallet address provided by the user immediately after the conclusion of the purchase contract in accordance with section 4.4.
6.2 Unless otherwise described on the platform, CW Sports makes the medium available to the user via the user account.
7. GRANTING OF RIGHTS OF USE TO THE MEDIUM
7.1 Unless otherwise stated on the offer page, CW Sports hereby irrevocably grants a user who is the token holder of a Collectible the worldwide, non-exclusive right to use the medium of the Collectible for non-commercial (private) purposes , to reproduce, distribute and publicly reproduce it (collectively the "License"). The License is limited in time to the period during which a user is the token holder of the Collectible: the user therefore loses the license to the Collectible medium when the token is transferred and the license is transferred to the new token holder. Further rights of use, such as the right to edit, are not transferred.
7.2 The user accepts the above granting of rights.
8. RECEIVING AND REDEEMING UTILITIES
8.1 The utilities purchased with Collectibles are displayed to the user in their user account.
8.2 If the utilities are physical items, they will be sent by CW Sports or VfB Stuttgart to the address provided by the user in their user account. Other utilities (e.g. voucher codes, discounts and other benefits, QR codes for access to events) will be made available to the user via the user account.
8.3 For utilities that enable access to certain events (e.g. VfB Stuttgart matches, meet-and-greets with certain players), CW Sports or VfB Stuttgart reserves the right to offer an equivalent replacement if the events cannot be held as planned for unforeseen reasons.
8.4 If utilities (e.g. rights to access events, meet-and-greets, discounts) can only be redeemed within a certain period or at a certain time, these utilities expire if the user does not redeem them on time.
8.5 Utilities will not be transferred to the new owner of a Collectible in the event of a transfer of a Collectible. However, CW Sports or VfB Stuttgart is free to grant Utilities to the transferor and/or the transferee.
9. LEGEND COLLECTIBLES
VfB Stuttgart may, at its sole and absolute discretion, offer a Legend Collectible to a User who is the token holder of Player Collectibles designated by VfB Stuttgart in the context of so-called Challenges, and the User may obtain this by clicking on the "Claim Legend Collectible" button in his/her User Account, which will then be activated. Once a Legend Collectible has been claimed, the affected Player Collectibles of the team can no longer be traded or sold. Further details on the requirements will be published by VfB Stuttgart on the platform from time to time. The Legend Collectible will be returned to the User in accordance with section 6 and 7 made available to the User.
10. FURTHER UTILITIES BY VfB STUTTGART
10.1 VfB Stuttgart may, at its sole and absolute discretion, offer additional Utilities to a User who is the Token Holder of a specific Collectible. The user will be shown the offer of further utilities in his/her user account and can confirm acceptance by following respective further instructions or reject it.
10.2 The offer of further utilities is subject to the resolutory condition of the exercise of any right of withdrawal with regard to the purchase contract on which the purchase of the Collectible is based. If a user revokes this purchase contract, this will result in the refusal to receive the Utilities and/or their reclaim.
10.3 For the receipt and redemption of further utilities via VfB Stuttgart, Section 8 shall apply accordingly.
10.4 The owners of collectibles have no legal claim to the granting of further utilities.
11. RAFFLES OF THE VfB STUTTGART
11.1 VfB Stuttgart may, at its sole and absolute discretion and at any time, conduct prize draws between users who are holders of Collectibles.
11.2 Only those users who (a) are owners of certain collectibles and (b) have reached the age of 18 will be selected for a prize draw.
11.3 As part of a competition, prizes will be raffled off among the selected users as token holders of Collectibles. The winner will be determined at random. In the event of a win, the winner will be notified via their user account and can confirm the claiming of the prize by following respective further instructions. If the winner does not confirm the claim within a period set by VfB Stuttgart in the prize notification, VfB Stuttgart reserves the right to determine a new winner.
11.4 Entitlement to the prize is subject to the resolutory condition that any right of withdrawal with regard to the purchase contract on which the purchase of the collectible is based is exercised. If a winner revokes this purchase contract, this will result in the prize being refused and/or reclaimed and VfB Stuttgart reserves the right to select a new winner.
11.5 If the prize consists of a physical object, the prize will be sent to the address provided by the winner in their user account. If the prize cannot be delivered to this address, the claim to the prize is forfeited. No second delivery attempt will be made. In this case too, VfB Stuttgart reserves the right to select a new winner. Other prizes will be made available to the winner via their user account.
11.6 VfB Stuttgart reserves the right to exclude users from a prize draw who are suspected of using unauthorized means in the prize draw or otherwise attempting to gain advantages for themselves or third parties by manipulation. In this case, exclusion may also take place after the prize draw and will result in the prize being refused and/or reclaimed.
11.7 VfB Stuttgart reserves the right to make a draw subject to different or additional conditions.
11.8 VfB Stuttgart reserves the right to suspend the prize draw for a temporary period or to terminate it prematurely without giving reasons if the proper execution of the draw can no longer be guaranteed for technical, legal or other reasons. This shall not give rise to any claims against VfB Stuttgart.
11.9 Holders of collectibles have no legal claim to participation in the prize draw or to the holding of the prize draw.
12. WARRANTY FOR COLLECTIBLES AND UTILITIES
12.1 CW SPORTS warrants that the token, utilities and the medium correspond to the condition described on the platform and therefore in accordance with the contract at the time of transfer to the user and that the use by the user does not conflict with any third-party rights to the contractually agreed extent.
12.2 The availability, resolution and quality of the medium depends on the device used by the user and other factors that are beyond the control of CW Sports and for which no guarantee is given.
12.3 CW Sports cannot assume any further warranty, in particular for the tradability of the token on third-party platforms and marketplaces and compatibility with networks, infrastructures, blockchains and wallets of third parties other than those mentioned on the platform. The tradability of the Token on third-party platforms and marketplaces and the compatibility with other networks, infrastructures, blockchains and wallets depends on an authorization decision, conditions or formal requirements of a third party and may not be practically feasible due to deviating token standards for technical or other reasons.
12.4 With regard to the token, subsequent performance is only possible by destroying the defective token ("burning") and issuing a new token to the user's wallet address. The user is obliged to cooperate in the burning of the defective token in accordance with CW Sports’ instructions (e.g. by transferring the token to a wallet address specified by CW Sports ) and to accept a new token if the contractual scope of functions is maintained and the acceptance does not lead to significant disadvantages for the user.
12.5 Unless otherwise stipulated in this Platform Contract, CW Sports shall be liable for material defects and defects of title of the Token, the Medium and the Utilities in accordance with the applicable statutory provisions, in particular Sections 453 (1) sentences 2, 3, 327 et seq., Sections 474 et seq., 433 et seq. BGB.
13. TRADABILITY OF COLLECTIBLES AND SECONDARY MARKET
13.1 CW SPORTS may make a function available to users on the platform with which a user as the owner of a collectible can exchange their collectibles for the collectibles of other users as owners of collectibles. CW Sports is not obliged to offer this function and reserves the right to discontinue it at any time. The exchange of collectibles via the platform requires a wallet in accordance with section is required.
13.2 By clicking on the "Trade Collectibles" button in their user account, a user can display a collectible for exchange on the platform without obligation or submit a binding exchange offer by clicking on the "Create Offer" button for a collectible released for exchange by another user. A binding exchange offer must be confirmed by the other user by clicking on the "Accept Offer" button. After the exchange offer has been accepted, the respective tokens are transferred to the corresponding wallet addresses of the users and the medium will be reassigned to the corresponding user account.
13.3 The granting of rights of use to the medium to the new token holder of a Collectible is carried out in accordance with Section 7 with the assignment of the medium to his user account.
13.4 Utilities purchased with a collectible are not transferred with the collectible (see section 8.5).
13.5 CW Sports gives no guarantee or warranty that an exchange partner will be found for a collectible.
14. USE OF THE PLATFORM AND SERVICES
14.1 Apart from the purchase of collectibles and utilities (see section and ), the services are provided free of charge.
14.2 Access to the services and use of the services is exclusively for registered users and after logging in via the user account (see section ).
14.3 The user can use the services web-based via a browser. The prerequisite for using the services is that the user has a terminal device that corresponds to the current state of the art. In addition, the use of the services requires the user to have an internet connection with a sufficient data transfer rate and sufficient storage space on the user's end device, e.g. for downloading and watching videos. The user must keep the end device used to access the services up to date and have anti-virus protection installed.
14.4 The user's right to use the services is limited to the term of the platform contract, revocable, non-exclusive, non-sublicensable and non-transferable.
14.5 The entire contents of the Platform and the Services, including but not limited to the CW Sports sound files, other files, and the selection and arrangement thereof, are the property of CW Sports , VfB Stuttgart, its affiliates or third party licensors.
14.6 The user acknowledges that all enhancements provided by CW Sports are the sole property of CW Sports or third parties, even if they are based on feature requests or bug reports from users, and the user has no rights thereto.
14.7 Provided this is not unreasonable for the user, CW Sports reserves the right to adapt the services to market conditions and to continuously improve, expand, change and delete the services in whole or in part. In the event of defects in the services, CW Sports is entitled to provide an updated version of the services and the user is obliged to use this updated version.
14.8 CW Sports reserves the right to temporarily restrict access to the services or the possibility of using them in whole or in part if this is necessary due to capacity limits or the security or integrity of the servers or in order to carry out technical measures that serve the proper provision of the services or improvement (e.g. for maintenance work). If possible, CW Sports will carry out maintenance work after 8 p.m. and before 8 a.m. German time.
14.9 CW Sports is not obliged to provide updates or upgrades for the services or to adapt the services in any other way to possible changes in hardware and/or software (in particular operating systems).
15. WARRANTY FOR THE SERVICES
15.1 CW SPORTS gives no guarantees and assumes no warranty for the services, in particular not to the effect that CW Sports will make the services available indefinitely.
15.2 In the event of functional impairment (defects) of the services, the user shall inform CW Sports and VfB Stuttgart by email (service@vfb-stuttgart.de)) or via a contact form on the platform, stating the defects. In the event of defects, CW Sports is not obliged to rectify the specific defects. Instead, CW Sports may provide updates that are necessary to maintain the contractual condition and to rectify defects.
16. OBLIGATIONS OF THE USER
16.1 The user is obliged to
- (a) not to use the services improperly and only in accordance with the applicable law of the country in which the services are provided or used ;
- (b) not to take any measures aimed at circumventing technical protection measures of the Services and to refrain from any form of unauthorized use of the Services, in particular attempts to overcome or circumvent the security mechanisms of the Services or otherwise disable them, to use computer programs that enable the automatic reading of data, as well as to use/implement and/or distribute viruses, worms, Trojans, brute force attacks, spam or links, programs or procedures that are likely to harm CW Sports , VfB Stuttgart, the Services and/or other users;
- (c) to take all necessary and reasonable steps to prevent or limit damage caused by the use of the services
- (d) not to use the services for money laundering or other illegal activities;
- (e) not to participate in illegal, in particular fraudulent, activities and not to promote them;
- (f) not to use, utilize or operate bots or other forms of automation and/or multiple accounts when using the Services;
- (g) not to modify, adapt or reverse engineer the services.
16.2 Any violation of section 16.1 may result in immediate exclusion from the use of the services, termination of the platform contract without notice and the initiation of civil and criminal proceedings as well as the assertion of claims for damages by CW Sports against the user.
17. DESTRUCTION OF THE TOKEN IN THE EVENT OF MISUSE
17.1 If there is reasonable suspicion that the user has breached their obligations under this platform contract and the user does not rectify this breach within 14 days of a deadline being set, CW Sports reserves the right to transfer the token to the correct wallet address or, if necessary, to destroy the token (burning). The user is obliged to participate in the burning of the token in accordance with CW Sports' instructions (e.g. by transferring the token to the wallet address specified by CW Sports ).
17.2 A deadline must be set in the event of irremediable violations or serious violations, such as those based on intent or those against Section 16.1is not required.
18. LIABILITY
18.1 CW SPORTS shall only be liable for any damage caused by direct negligence in the event of a breach of a contractual obligation by CW Sports , its legal representative or its vicarious agent, the fulfillment of which characterizes the platform contract and on which the user may rely, and limited to the foreseeable damage typical for the contract. Sentence 1 does not apply to damages resulting from injury to life, body or health or in cases of mandatory liability, in particular liability for cases in which a procurement risk or a guarantee for damages has been assumed, in the case of liability under the Product Liability Act, liability under the GDPR or fraudulent concealment of a defect.
18.2 Claims for damages against CW Sports in accordance with Section 18.1 sentence 1 shall become time-barred two years after they arise, unless a case of section 18.1 sentence 2 applies.
18.3 The liability of CW Sports according to section 18.1 sentence 1 is limited to 1,000 euros for all damages incurred.
18.4 Subject to liability for intent in accordance with Section 18.1 CW Sports’ liability for indirect damages, such as loss of profit, is excluded.
18.5 CW Sports is not liable for damages resulting from use in breach of contract or unauthorized changes by the user or third parties, in particular wallet providers.
19. EXEMPTION
The user undertakes to indemnify CW Sports in full against any claims asserted by third parties due to an infringement of rights attributable to the user, unless the user proves that he is not responsible for the breach of duty that caused the damage.
20. CONTRACT TERM AND TERMINATION
1. The platform contract is concluded for an indefinite period of time. CW Sports may terminate the Platform Agreement at any time without notice by deactivating the Services. The user can terminate the platform contract at any time without observing a notice period using the corresponding functionality and the “Delete user account” button in the user account.
2. Termination for good cause remains unaffected for both parties. Good cause for CW Sports is, in particular, but not limited to, if one or more of the following events occur:
- A case of Section 2.7 exists (the user does not or no longer meets the requirements for registration on the platform).
- A case of Section 16.2 exists (breach of the user's obligations, suspicion of improper use).
- A case of Section 23.5 exists (violation of money laundering and terrorist financing).
- CW Sports must stop operating the platform, for example because an authority or court requires CW Sports to stop selling the collectibles or operating the platform.
- Due to a change in applicable laws or official regulations, CW Sports is no longer able to provide the services provided for in these Platform Terms and Conditions.
- CW Sports will be unable to continue to operate the Platform for an extended period of time for reasons beyond CW Sports' control.
3. Termination of the platform contract has no impact on existing contractual relationships between the user and wallet providers. The contract term and the possibility of terminating these contracts depend on the content of the regulations relevant to these legal relationships.
4. In the event of termination of the platform contract and thus the user account, all further explanations and information will no longer be sent to the user via the communication area set up on the platform, but only to the email address last provided by the user.
5. All provisions of this Platform Agreement that may reasonably be construed to survive termination or termination of the Platform Agreement, including, but not limited to, Sections 1 (Definitions), Section 10 (Granting of Additional Utilities by the VfB Stuttgart), Section 11 (Raffles), Section 12 (Warranty for Collectibles and Utilities); Section 18 (Liability); Section 19 (Exemption); Section 20 (Term and Termination), Section 23 (Money Laundering and Terrorist Financing), Section 27 (Choice of Law and Venue) and Section 28 (Severability) shall survive termination or termination of this Agreement.
6. CW SportsExcept for data backups as part of normal backup processes, if the platform contract is terminated, CW Sports will delete all data of the registered user within the platform within thirty (30) days after the termination takes effect, to the extent that this is legally permissible, i.e. in particular There are no legal retention or archiving periods that conflict with this. The data created on the blockchain cannot be deleted due to its fundamental immutability and nature as a continuous register.
21. LINKS TO THIRD-PARTY WEBSITES, THIRD-PARTY SERVICES
Users use all links provided on the Platform to visit third party websites and third party services, in particular wallet providers, payment service providers and KYC providers ("Third Party Services") at their own risk. When a user leaves the Platform, the information displayed by the user is not provided by CW Sports . These Platform T&Cs do not govern the use of third party websites and third party services. CW Sports does not monitor these websites and third-party services and has no control over them. To the extent such links are provided on the Platform or connection to third party services is enabled through the Platform, they are provided only as a convenience. Links to any other website or possible connection to Third Party Services do not imply that CW Sports endorses, adopts, sponsors or affiliates with such websites and/or Third Party Services.
22. CHANGE OF CONTRACTUAL PARTNER
22.1 VfB Stuttgart may enter into the rights and obligations arising from this platform contract in place of CW Sports at any time (assumption of contract). VfB Stuttgart will inform the user of this with a notice period of four weeks in advance.
22.2 The user hereby agrees to a transfer of contract between CW Sports and VfB Stuttgart and the resulting replacement of his contractual partner in the platform contract and any purchase contracts concluded via the platform.
23. MONEY LAUNDERING AND TERRORIST FINANCING
23.1 The user warrants that
- (a) Collectibles will not be used in any way for illegal or unethical purposes, including acts related to money laundering, terrorist financing or other acts that violate applicable law,
- (b) the user does not use the proceeds of criminal or illegal activities to pay the purchase price, and
- (c) no transactions in Collectibles are used to facilitate or engage in criminal or illegal activities, including activities related to money laundering, terrorist financing or other activities that violate applicable law.
23.2 The User warrants that at the time of conclusion of the Platform Contract no criminal or official investigations are pending against the User, a company affiliated with the User, executives or shareholders of the Investor in connection with the User's business activities.
23.3 The user warrants that at the time of concluding the platform contract
- (a) the user is not on a sanctions list of the United Nations, the USA, the European Union or Switzerland;
- (b) the user neither (i) indirectly (e.g. as a representative or messenger) for a natural or legal person acting on behalf of one of the parties referred to in clause (a) sanctions list referred to in point (a), nor (ii) directly or indirectly transfers assets of any kind to them.
23.4 If one of the aforementioned events occurs after the conclusion of the platform contract and during the term of the platform contract, the user undertakes to inform CW Sports immediately, as far as permissible, and to immediately suspend all transactions in connection with the platform contract until the event no longer exists.
23.5 Any violation of section 23 may result in immediate exclusion from the use of the services and termination of the platform contract without notice.
24. DATA PROTECTION
CHROMIA’S privacy policy can be found at https://chromaway.com/privacy-policy; it is not part of this platform contract.
25. OBLIGATIONS AND RISK
25.1 The user agrees that after the transfer of the Collectible, the responsibility for the use of the Collectible lies solely with the user. The user must inform himself/herself about how the token can be transferred from his/her wallet to the wallet of a third party and how the token can be secured against loss and theft.
25.2 The user knows that after transferring the Collectible, he is responsible for the legal permissibility of the use of the Collectible. He must therefore ensure in each individual case of use that the specific use of the collectible is permitted, such as a public sale.
25.3 The user agrees that CW Sports does not assume any obligation or otherwise guarantee that Collectibles are or will be tradable on regulated or unregulated markets (in particular online platforms) and/or that third parties will attribute a market value to Collectibles. CW Sports has no obligation to obtain permission, approval or similar for the trade, sale or exchange of Collectibles on other online platforms and/or marketplaces.
25.4 The User is responsible for the technical possession of the Collectible. The user acknowledges that he may no longer be able to exercise the rights of use if he is no longer in possession of the Collectible or has otherwise lost control of the Collectible.
25.5 The user understands that the token is technically based on a blockchain. This blockchain is not operated by CW Sports , but by third parties. CW Sports has no influence on the network and therefore does not guarantee or assume any responsibility for its functioning. Defects in the functioning of the blockchain may lead to errors in the token, which in turn may lead to a situation in which the user loses control of the token. The user confirms that they have sufficient knowledge of blockchain technology and know how to secure their wallet.
25.6 CW Sports does not owe and does not provide any advice regarding the acquisition of the rights of use and the collectible. Any decision to purchase is the sole responsibility of the user. CW Sports cannot and will not provide the user with any binding information about future price developments, tradability, market developments or similar economic forecasts about collectibles. No assurance or guarantee is given with regard to forward-looking statements.
25.7 The value of the Collectibles may be subject to considerable price fluctuations (so-called volatility), which may be based on various unforeseeable developments. CW Sports does not assume any guarantee for future positive market price developments of the Collectible or the medium and is not liable for losses incurred by the user.
25.8 The user is obliged to familiarize himself with the associated risks before making a purchase.
26. DISPUTE RESOLUTION
26.1 In accordance with Art. 14 (1) of Regulation (EU) No. 524/2013 on Online Dispute Resolution (ODR Regulation), CW Sports is legally obliged to inform a user who is a consumer within the meaning of Section 13 of the German Civil Code (BGB) of the European Online Dispute Resolution Platform (ODR Platform) of the European Commission. The consumer can reach this at http://ec.eoropa.eu/consumers/odr/.
26.2 CW Sports does not participate in dispute resolution proceedings before a consumer arbitration board and is not obliged to do so.
27. CHOICE OF LAW AND PLACE OF JURISDICTION
27.1 This Platform Contract and its interpretation as well as all non-contractual obligations in connection with it are subject to German law. The application of the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.
27.2 The Platform Contract, the Platform T&Cs, the License Agreement and the Purchase Contract are subject to the jurisdiction of the courts in Germany, unless statutory national consumer protection provisions in the country in which the user has his domicile or habitual residence take precedence in his favor. In the event that the user moves his domicile or usual place of residence outside the area of application of German law after conclusion of the contract or his domicile or usual place of residence is unknown at the time the action is brought, the Stuttgart Regional Court shall have jurisdiction.
28. SEVERABILITY CLAUSE
Should individual provisions of these Platform T&Cs be or become invalid or ineffective in whole or in part, this shall not affect the validity of the remaining provisions. Any General Terms and Conditions that are not included or are invalid shall be replaced by statutory law (Section 306 (2) BGB). In all other respects, the parties shall replace the void or ineffective provision with an effective provision that comes as close as possible to it in economic terms, unless a supplementary interpretation of the contract takes precedence or is possible. The same applies in the event of contractual loopholes.