Partner Terms of Service
PLEASE BE ADVISED THAT ARTICLE 15 OF THIS TERMS OF SERVICE CONTAINS BINDING ARBITRATION AND A WAIVER OF CLASS ACTION THAT MAY AFFECT YOUR RIGHTS FOR RESOLVING ANY DISPUTE WITH THE COMPANY.
Article 1. Objective
The objective of this Terms of Service is to regulate all related rights, duties, and related processes of Partner's Server Partners and the company pertaining to the Partner's Server program, website, mobile app, software, and more, as provided by WEMIX PTE. LTD (hereinafter "the company") as used by Partners. Use of the Partner’s Server program may be ceased or changed at any time due to reasons pertaining to but not limited to issues regarding blockchain networks, technology, environment, applicable laws, and more, and Partner’s Server users and Partners are presumed to have agreed to this.
Article 2. Definition of Terminology
The definitions of the main terminology used in this Terms of Service are as follows.
① "Partner" (hereinafter "Partner" or "Partners") refers to those who have been granted permissions to operate servers according to the process described in this Terms of Service. Partners may be given server operation permissions, support in their server operations, and more.
② "Partner's Server" (hereinafter "this program" or "the program") refers to special servers managed and operated by Partners with permissions equivalent to official partners.
③ "Award" refers to the activity support incentives (herinafter "Award" or "Awards") that the company pays out to Partners, taking into account the server sales and activity level of the server operated by the Partner. The Award is paid in WEMIX.
④ "Total Sales" refers to the "entire revenue of the designated platform(s)" generated by general users within the Partner's Server through the purchase of products or services. The detailed criteria is determined by the Company's policy.
⑤ "Net Sales" refers to the server revenue metric used as the basis for calculating the award. It is calculated based on the criteria stipulated by the Company (such as deducting platform fees, refunds, and award fees from Total Sales.)
⑥ "Award Fee" refers to the fee levied for the payment of the Award.
⑦ "Usage Period" refers to the duration for which the Partner is granted server operation permissions for a Partner's Server, with the default term being approximately 6 months (Approximately 180 days). The final operation date shall be determined based on the actual number of operation days in the commencing month of operation.
⑧ "Related policies" refers to the Terms of Service, Operation Policy, and related policies that the Partner must abide by. This term includes this Terms of Service, the Partner's Server Operation Policy, and the Terms of Service and Operation Policy of WEMIX and the game.
⑨ "WEMIX" is a digital asset issued based on the WEMIX3.0 mainnet, and may be used within WEMIX3.0 mainnet-based services including game services.
⑩ "Digital Asset Wallet" refers to the digital asset wallet synchronized to the Partner's game account, which is the designated means for the Partner to receive Awards.
Article 3. Partner's Server Program Overview
Below is the list of services that the company provides the Partner with.
① Partner's Server
- Partner's Servers are special servers operated by Partners, who are granted partial server operation permissions for content and events. These servers are set up with same in-game environment as the official game server.
- Each Partner's Server is set up with the same in-game environment as the latest update of the official server by default. Access to certain content may be limited.
- Partner's Servers are classified into 'ORIGIN, LITE, and MINI' based on maximum capacity, technical specifications, and the Award Calculation formula.
- Partner's Servers can be opened at any time based on bidding, selection, promotion, and sales.
② Partner Permissions
- Upon selection, the Partner may exercise the permissions granted for operating and managing a Partner's Server.
③ Activity Support Incentives
- Partners are eligible to receive Awards calculated based on server operation performance (Total Server Sales) during the Usage Period.
④ Dedicated Partner Program Channel
- Notices related to the Partner Program will be sent via the dedicated channel email, and Partners are obligated to check them. The Partner is responsible for any issues that arise from failing to check these notices.
- Inquiries must be submitted through the dedicated inquiry channel. Responses may be delayed if inquiries are sent through other channels.
Email: loypartnerprogram@wemade.com
Article 4. Validity and Amendments to this Terms of Service
① The content of this Terms of Service is given validity as the Partner, after being notified of the content of this Terms of Service, agrees to the terms and participates in use of Servers.
② This Terms of Service may be amended at any time. Prior to the amendment, the company will notify the user of the amendment and the amended content at least 7 days before the date of amendment using one or more of the methods stated below. However, in cases where the amendment is not in the Partner's favor, the company will notify the Partner with a prior grace period of at least 10 days before the date of amendment.
A. E-mail
B. Game homepage notice
C. Message or notification in the game or a related service
D. Exclusive channel on official Discord server
E. A method of contact as specified by the Partner on signing up
③ The company notifies the Partner using the methods stated in the previous clause based on the information provided by the Partner; completion of such notification fulfills the Company's legal notice requirement.
④ The Terms of Service amended as per this rule is by default proactively valid from the date on which it becomes valid.
⑤ Partners who have objections regarding the amendment of this Terms of Service may stop participating in the program and withdraw their registration. Partners who have not withdrawn their registration or raised their objection to the company separately are seen to have agreed to the amended Terms of Service.
Article 5. Partner Selection and Requirements
① Partners must participate in processes such as bids and applications as set by the company. The company's final evaluation on Partner selection depends on internal policies and evaluation criteria.
② Partner Selection Criteria
- Age requirements: the Partner must be an adult that is 19 years or older, who is a legal adult in their country of residence, who is capable of bearing legal responsibilities in the region of their residence.
- Account requirements: the Partner's account must not have violated any of the policies of the game or WEMIX PLAY, and the Partner's game account must be synchronized with a digital asset wallet that can receive Awards.
- Other requirements: to be selected as a Partner, the Partner may need to fulfill other qualification requirements as separately made available by the company.
③ Partner Restrictions
- Employees of the company, their proxies, representatives, and their immediate family members are disqualified from participating as a Partner.
- If the laws of the region of residence limit or prohibit the use of the program, or if Awards (WEMIX) cannot be or must not be transferred due to legal or other reasons, the Partner cannot receive activity support incentives. The Partner is obligated to check that the terms do not violate the laws of their country of residence or nationality, and responsibilities that occur from failure to do so, or misrepresentation of this information, belong to the Partner.
Article 6. Duties of the Partner
① Prohibited Acts for Partners
The Partner may not do any of the following during their use of the service.
- Using the Program in an illicit manner, such as encouraging speculative activities.
- Violating copyright or other rights of the company or a third party
- Acts that cause chaos and destruction of information or malfunction of service-related facilities
- Collecting, storing, or disclosing the personal information of other Partner's Server users or Partners.
- Posting or transferring information that is prohibited from being transferred or posted by related laws
- And other illegal acts and other acts that hinder service operations
- Other acts that violate the game's Terms of Service or Operation Policy.
② Duties of the Partner
- Fair server operations: the Partner shall not misuse the granted permissions; the Partner shall operate the server in a way that is transparent and fair to all normal users.
- Encouraging active participation in the server: the Partner shall do their best to encourage active participation in the server community and to foster satisfaction of normal users.
- Complying with policies: the Partner shall comply with all related policies as set by the company, including this Terms of Service; the Partner shall follow the operational guidelines as agreed upon with the company when managing the Server.
- Confidentiality: the Partner shall not leak trade secrets of the company or undisclosed information acquired while operating the Server to third parties.
- Account management: there is no set limit on the number of Partner's Servers that one can be a Partner in; accounts that have been granted Partner operation permissions shall not be shared, transferred, or lent to others.
③ Measures Taken for Violating Partner Duties
If the Partner violates Partner Duties as described in this Article, the company may take the following measures, taking into account the seriousness of the act of violation.
- Service Use Restriction: the company may place a temporary or permanent ban on the Partner's use of the Partner's Server, or the official server entirely, for violations.
- Postponement and Cancellation of Award Payouts: once a Partner is found to have violated their duties, the Awards for that usage period may be postponed, and part or all of the amount may be cancelled. Even in cases where the Award payout decision has been finalized, a confirmed violation before payout may cancel the payout.
- Revoking of Partner Status Qualification: for violations of duties or repeated violations, the company may instantly revoke Partner qualifications after notifying the Partner.
- Claiming Damages: the company may claim for damages if the cause of the damage is attributable to the Partner.
- In cases where the company takes measures as described in this article, the company shall notify the Partner of the reasons by using the methods described in Article 4, Clause 3.
Article 7. Permissions and Responsibilities
① The operational period for a Partner Server is provided as a base term of approximately 6 months for each Partner, and this period is applied differently in accordance with Article 3 of Partner Operation Policy. The operational period may be subject to change according to game service maintenance schedules, relevant laws and regulations, or the Company's circumstances.
② The ownership and final regulatory permissions of Partner's Servers are retained by the company. The permissions granted to the Partner are delegated to the Partner within the boundaries of the objective of the Partner's Server program for the set period, and are not permanent.
③ The company may use operational cases or related information of certain Partner's Servers for the purpose of promoting the game and related services, and the Partner agrees to this.
④ The Partner is responsible for regulating and managing in-server disputes between users of a Partner's Server in the primary phase. The Partner must notify the company of important issues that the Partner is not able to resolve, and the Partner may request support in cases where it is deemed necessary.
⑤ Be default, the Partner is responsible for issues arising from server management neglect or misuse of permissions.
⑥ Should the Partner fail to submit required information, such as Partner's Server details and account information, within the designated period after becoming a Partner, the granting of server information and permissions may be delayed.
⑦ The Partner Server environment (including the server's maximum capacity, server technical specifications, etc.) may be adjusted based on the Partner selection method and performance (such as revenue, concurrent users, etc.).
⑧ Partner permissions may be subject to change due to service status, and each Partner is individually notified of details such as permissions granted per period.
[Partner Permissions]
- Authority to name server regions and servers.
- Summoning users (to designated villages)
- Server announcements
- Others (Hot time events, summoning boss monsters, community management)
* There may be a limit on the number of times or period in the day that events can be held, according to Partner permissions; for example, there may be a limit on the time and region of hot time events.
Article 8. Award
① Award Recipients: Partners who have secured the operational permissions of a Partner's Server are eligible for Award distributions.
② Award Settlement: Matters concerning the Award Settlement shall be governed by the provisions stipulated in the Partner Program Operation Policy. Detailed information, including the settlement period and schedule, will be announced separately.
③ Award Payout Accounts: Awards will be issued to the Digital Asset Wallet synchronized to the Partner's game account. The Partner must maintain a valid synchronized wallet, and the Partner assumes all liability arising from inaccurate wallet details or loss of access to the wallet.
④ Award Calculation
- Types of Awards: awards are composed of a Base Award and a Performance Award, which are calculated as the sum of the Finalized Award. The payment eligibility and amount for each award type are determined on whether a certain level of performance is achieved.
- Method of Calculation: It's finzalized by applying Award Settlement criteria onto the Net Sales of the Partner's Server. This method of calculation of Awards may change due to factors such as service status.
- Net Sales criteria: Net Sales is calculated based on criteria decided by the company, (Such as Net sales after exclusion of platform fees, refunds, Award Fees, and etc. from Total Sales) and the Partner may be notified of detailed calculation criteria through the Operation Policy or by separate notices. The Partner has the responsibility to check and agree to the criteria.
⑤ Award Payout: The Award (WEMIX) will be sent to the digital asset wallet linked to the Partner's game account on the separate payout date determined and announced by the Company. The payout schedule is subject to change based on the Company's circumstances.
Article 9. Taxes and Fees
① Taxes: the Partner must report and pay taxes imposed on claiming the Awards (WEMIX) according to the laws and regulations that apply to the country and region of residence or nationality of the Partner. The company does not act as a proxy for tax-related tasks, such as withheld taxes, and all legal responsibilities incurring thereof belong to the Partner.
② Transfer Fees: the Company bears the smart contract fees (gas fees) associated with transferring Awards to Partners; however, the final WEMIX amount issued may have gas fees deducted.
③ Other Costs: The Company is not responsible for third-party costs incurred by the Partner for Partner's Server operations or community incentives (e.g., costs for event gifts or promotions).
Article 10. End of, or changes to, the Program
① The company is under no obligation to keep the program running, and may change or end the service according to business decisions, legal limitations, or other circumstances If such an event actually occurs, the company will notify the Partner of the fact at least 10 days before the end date.
② If the Program is prematurely terminated by the Company, the Company will establish Award payout criteria and a process based on the elapsed Usage Period, notifying Partners who obtained Partner status at a cost. However, if the cause for contract termination is attributable to the Partner, Awards will not be paid out.
③ The Partner may at any time notify the company of their intent to withdraw from participating in the program and relinquish their Partner qualification. However, in such cases the Partner is seen to have relinquished all rights and permissions regarding Awards, and the costs used to obtain Partner permissions will not be refunded.
Article 11. Limit of Responsibilities
① The Company shall be exempt from liability if it is unable to provide the service due to force majeure events such as natural disasters, war, national emergencies, or technical defects.
② The company is not responsible for interruptions in use of service or damages incurring from causes attributable to the Partner.
③ The company is not responsible for any information or materials, or the factual credibility or accuracy of what is posted or sent by the Partner in server operations.
④ The company is under no obligation to intervene in disputes occurring with the service as a medium, either between Partner's Server users, or mutually occurring between users, and the company is also not responsible for compensating for damages incurred thereof.
⑤ The company is not responsible for changes in the valuation of digital assets (WEMIX) issued as Awards, and does not guarantee the preserving of its value.
Article 12. Nature of the Agreement and Prohibition of Transfer
① Agreement to these Terms does not imply the establishment of an employment relationship between the Partner and the Company. The Partner participates in this Program in an independent capacity, having purchased Partner qualifications or having been selected to be Partner.
② Awards do not constitute pay, wages, a product for sale, or a fixed, recurring reward. Instead, Awards serve as a additional incentive intended to encourage the Partner's voluntary community engagement efforts. The Company may change any aspect of the Awards (such as payout criteria, rate, and schedule) at any time, and the Company bears no legal obligation to make Award payouts.
③ The Partner may not, under any circumstance, transfer, donate, rent, or provide as collateral the permissions, duties, or Partner status granted under this Terms of Service.
Article 13. Jurisdiction and Governing Law
Any disputes or claims arising out of or in connection with this Agreement will be governed by and construed in accordance with the laws of Singapore. Any dispute arising from or in connection with this Agreement shall be irrevocably submitted to the exclusive jurisdiction of the State Courts of Singapore.
Article 14. Miscellaneous
① Severability Clause
If any part, term, or provision of this Agreement is held to be illegal, in conflict with any law or otherwise invalid by the law of a related region or within the jurisdiction of a related court, that portion may lose its validity in that region or jurisdiction, but the remaining portion or portions shall be considered severable and not be affected by such determination.
② Language
The Partner agrees that the official language of this Terms of Service is English, and that even in cases when the company provides translations in other languages, the translations were only provided for the convenience of the Partner, and that the English version of the Terms of Service apply to the relationship between the Partner and the company.
If the content of the English version of this Terms of Service and the content of the translations are inconsistent, the English version shall prevail.
Article 15. Dispute Resolution
PLEASE READ THIS ARTICLE CAREFULLY BECAUSE IT AFFECTS THE PARTNER'S RIGHTS. BY AGREEING TO BINDING ARBITRATION, THE PARTNER WAIVES THE RIGHT TO LITIGATE DISPUTE (DEFINED HEREINAFTER) THROUGH A COURT AND TO HAVE A JUDGE OR JURY DECIDE THE PARTNER'S CASE.
All disputes, claims, or controversies arising out of or relating to the Agreement, or the relationship between the Partner and the company ("Dispute") shall be determined exclusively by binding arbitration. However, the Dispute does not include any claim with respect to the infringement, protection or validity of intellectual property rights, or a claim brought in small claims court.
The Partner agrees that the Dispute shall be resolved according to the following procedures:
The Partner shall provide the company with the written notice ("Notice") regarding the Dispute to the or the game support center in order to resolve the Dispute. Such Notice shall state the information including but not limited to the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and a proposed solution. If the Partner and the company do not reach an agreement to resolve the Dispute within 30 days after the Notice is received, the Partner may commence an arbitration proceeding.
The arbitration shall be administered by the International Court of Arbitration of the International Chamber of Commerce (“ICC”) in Singapore under the Rules of Arbitration of the International Chamber of Commerce (“ICC Rules”) then in effect. The ICC Rules are available at https://iccwbo.org/dispute-resolution/dispute-resolution-services/arbitration/rules-procedure/2021-arbitration-rules/.
THE PARTNER AGREES THAT ANY AND ALL ARBITRATION SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT ON A COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE CLASS ACTIONS. THE PARTNER ACKNOWLEDGES AND AGREES THAT THE PARTNER IS WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION TRIED OR CHALLENGED BY A JURY.
All Disputes in relation to this Agreement must be raised in the binding arbitration process within 1 year.
The 1 year period starts from the time when the company receives the partner's Notice. It is permanently forbidden if the Dispute is not raised within 1 year.
Article 16. Additional Regulations
For matters not addressed under this Terms of Service, the Partner's Server Operation Policy, Terms of Service, and Operation Policy of the game service, and WEMIX-related policies apply.