Membership Terms and Conditions
This document contains very important information about Fnatic’s Memberships. Please read the whole document carefully.
You should note in particular that:
Each Member must set up a wallet to acquire a Membership. Each Membership is a type of digital blockchain collectible known as a Non-Fungible Token - a form of ‘cryptoasset’. Memberships are made available by Fnatic as a way to engage with our fans. However, should You consider trading Your Membership (or any other type of cryptoasset You may acquire from Fnatic through your Membership) on a secondary marketplace, it is important that You carefully consider and accept the following risks:
- the value of a cryptoasset may go down as well as up;
- capital gains tax may be payable on the proceeds of sale of a cryptoasset;
- for UK residents: Cryptoassets are not regulated by the UK Financial Conduct Authority or protected by financial compensation schemes;
- Cryptoassets do not carry rights like normal financial instruments or security tokens;
- Fnatic makes no representation or guarantee about the value or earning potential of a Membership or any other cryptoasset You may acquire from Fnatic through your Membership, either now or in the future (e.g. if sold on a marketplace); and
- Fnatic excludes any liability or responsibility to You for any losses You may incur in respect of any sale or purchase by You of a Membership, or any other cryptoasset You may acquire from Fnatic through your Membership, on a secondary marketplace.
Fnatic will receive a five (5)% royalty on any sale of a Core or Pioneer Membership.
1. Application and Overview
1.1 Fnatic is offering three (3) Membership tiers to eligible fans:
(B) Core; and
each a “Membership”. By acquiring a Membership, You become a “Member”.
1.2 You may acquire a Membership, subject to availability and to the maximum number of Memberships stated in Clause 8.1 below. Each Membership is provided in the form of a Non-Fungible Token on the Polygon blockchain network (“Polygon Network”) and has certain Membership rights attached to it.
1.3 By acquiring a Membership, You confirm that You understand and agree to these Terms and Conditions (“Terms”), which govern Your Membership and explain the benefits, rights, and conditions associated with Your Membership.
1.5 References in these Terms to “You” are to the individual who acquired the Membership.
1.6 Fnatic’s obligations and Your rights under the Terms are subject to and limited by Applicable Law.
2. Fnatic’s Liability - Key Exclusions and Limitations
2.1 Without affecting Clauses 2.2 and 2.3 below, if we fail to comply with these Terms, we are responsible for loss or damage You suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it was an obvious consequence of our breach or if it was contemplated by You and by Fnatic at the time that You acquired Your Membership.
2.2 Subject to Clause 2.3 below, Fnatic shall not have any responsibility or liability to You for any losses, damages, expenses or liabilities you incur in respect of the following:
(A) engaging in or facilitating the sale and/or purchase of a Membership, or any other cryptoasset You may acquire from Fnatic through your Membership, on any secondary marketplace (i.e. other than by directly acquiring such cryptoasset from Fnatic);
(B) any unauthorised use of the Membership by You or a third party, including any loss or damage caused by Your failure to keep Your Fnatic ID Account details secure;
(C) actions taken by Fnatic as a consequence of Applicable Law;
(D) any failure or delay in carrying out any matter in respect of Your Membership caused by circumstances outside of Fnatic’s reasonable control
(E) any products and/or services provided by any third party in connection with the Membership and which are beyond the reasonable control of Fnatic; and/or
(F) any loss of profit or revenue or loss of opportunity, or any other business losses, whether in contract, tort or otherwise.
2.3 Nothing in these Terms excludes or limits Fnatic’s liability for:
(A) death or personal injury caused by Fnatic’s negligence;
(B) fraud or fraudulent misrepresentation; or
(C) any matter for which it would be unlawful to exclude or restrict our liability.
3. Membership Eligibility Criteria
3.1 To be eligible to acquire a Membership, You must:
(A) hold a current Fnatic ID account;
(B) be aged 18 years of age or older;
(C) complete any required steps as stipulated on the Website, including setting up a wallet and making any necessary payment (including if applicable by using a cryptocurrency nominated by Fnatic); and
(D) hold no greater than the maximum number of Memberships stipulated in Clause 8.1 below.
3.2 By acquiring a Membership You represent and warrant that:
(A) You meet the eligibility criteria stated at Clause 3.1 above;
(B) all information You provided as part of registering Your Fnatic ID account and acquiring Your Membership is true and accurate and that You shall keep such information updated in a timely fashion;
(C) You will only use Your Membership for Your own personal, non-commercial use;
(D) You are permitted to acquire a Membership under Applicable Law in Your particular country of domicile;
(E) You are not personally subject to, or resident in a country that is subject to, economic sanctions or embargoes; and
(F) You will not fund the purchase of Membership using funds from anyone that is personally subject to, or resident in a country that is subject to, economic sanctions or embargoes.
4. Membership Benefits
4.1 You are entitled to the benefits associated with Your Membership as may be advertised on the Website from time to time, provided that:
(A) You continue to hold the relevant Membership. For the avoidance of doubt, if You sell or transfer or otherwise dispose of Your Membership to another person, Your entitlement to any benefits associated with that Membership will cease from the date of the relevant sale / transfer / disposal; and
(B) You comply with these Terms and any associated benefit Terms and conditions as stipulated on the Website.
4.2 Fnatic reserves the right to vary and/or update the Membership benefits available on the Website from time to time.
5. Acquiring a Membership
5.1 You can acquire a Membership in the following ways:
(A) directly from Fnatic, through Your Fnatic ID account; and/or
(B) from a third party, by purchasing a Membership on an online marketplace.
Acquiring / purchasing a Membership from Fnatic
5.2 To acquire a Membership from Fnatic, You must meet the eligibility criteria in Clause 3.1 above.
5.3 Any purchase of a Membership via the Website will be conducted via third party suppliers who operate the transactional elements of the Website.
5.4 You have a right to cancel Your contract for the purchase of a Membership from Fnatic under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (“CCRs”) or equivalent consumer protection law in Your country of residence. However, by purchasing a Membership from Fnatic, You request that we provide the Membership (and deliver the applicable Non-Fungible Token) to You immediately and acknowledge and agree that You will thereby waive any right You may have had to cancel Your purchase under the CCRs or equivalent consumer protection law in Your country of residence.
5.5 You are solely responsible for any tax liabilities incurred in respect of Your purchase and/or subsequent sale of a Membership or other form of cryptoasset You acquire from Fnatic through Your Membership (if applicable), including any applicable capital gains tax payable on the proceeds of any subsequent sale of such cryptoasset.
Purchasing a Membership from a Third Party
5.6 If You acquire a Membership from a third party on a marketplace:
(A) any such purchase will be subject to these Terms (and please note in particular Clauses 2.2(A) and 5.6(C));
(B) Your ability and entitlement to utilise certain Membership benefits will be subject to You meeting the eligibility criteria in Clause 3.1 above, including holding a Fnatic ID account and linking the Non-Fungible Token underlying Your Membership to Your Fnatic ID account; and
(C) any such purchase is entirely at Your own risk, we exclude any and all liability to You arising out of or in connection with the Membership You have purchased and Your sole recourse in respect of Your Membership is to the person from whom You purchased it.
6. Membership Cryptoassets - Key Features
6.1 Each Membership is an Non-Fungible Token on the Polygon Network. Non-Fungible Tokens are a form of ‘cryptoasset’.
6.2 There is a digital artwork associated with each Membership, and over the course of Your Membership You may acquire other cryptoassets with associated digital artworks (together, “Membership Artwork”). Membership Artwork is viewable via a URL embedded in the metadata of the applicable cryptoasset. Each cryptoasset has a unique blockchain identifier, meaning that each cryptoasset linking to a copy of the relevant Membership Artwork is unique.
7. Membership Cryptoassets - Ownership and Licensing rights
What You Own:
7.1 When You acquire a Membership pursuant to these Terms, You shall own the underlying Non-Fungible Token. You may also acquire ownership of other cryptoassets from Fnatic over the course of Your Membership. Your ownership of such cryptoassets shall be recorded on the Polygon Network and shall give You the rights to: (i) access certain Membership benefits in accordance with these Terms and (ii) sell, transfer or otherwise dispose of Your cryptoasset through the Polygon Network.
7.2 For the avoidance of doubt, You do not own copyright in the Membership Artwork, however Fnatic grants You a licence to use the Membership Artwork in accordance with Clause 7.4 below.
What Fnatic Owns
7.3 Fnatic and our licensors retain ownership of all intellectual property rights of any kind related to the Website (including, without limitation, all Membership Artworks, applicable copyrights, trademarks and other proprietary rights in respect of designs, code, software and other elements of the Website) (together, the “Website Materials”). Fnatic reserves all rights to the Website Materials that are not expressly granted to You under these Terms.
Your Licence to use Membership Artwork
7.4 Subject to these Terms (including Your compliance with Clause 8.4 below), and for the duration of the Licence Term, we grant You a worldwide, royalty-free, non-exclusive, non-transferable, licence to display, use and copy the Membership Artwork, solely for the following purposes:
(A) Your own personal use;
(B) to facilitate the sale, purchase or transfer of the underlying cryptoasset on a marketplace, provided such marketplace verifies Your ownership rights in the underlying cryptoasset before facilitating any such process; or
(C) to display or otherwise recognise Your Membership within a third party website or application, provided such website/application first verifies Your ownership rights in the underlying cryptoasset.
7.5 You shall not, nor shall You permit anyone else to, do any of the following in respect of the Membership Artwork without first obtaining Fnatic’s written consent:
(A) modify the Membership Artwork;
(B) use the Membership Artwork for commercial gain, including to market a product or service; or
(C) use the Membership Artwork alongside any statement or media which could reasonably be considered: (i) a breach of the prohibitions in Clause 8.4(F) below; and/or (ii) otherwise found to infringe on a third party’s rights.
7.6 You acknowledge and agree that the licence granted to You in Clause 7.4 above is for the duration of the Licence Term only. This means that if You sell, transfer or otherwise dispose of Your Membership, the licence granted to You will immediately expire, and You will have no further rights to display, copy or use the Membership Artwork.
8. General Conditions of Membership
8.1 You may acquire a maximum of five (5) Memberships in total, with the following maximum limits applicable to each Membership tier: Citizen - 1 max; Core - 2 max; Pioneer - 2 max
8.2 You must use Your Membership in a manner that is consistent with Applicable Law and these Terms.
8.3 If You sell, transfer or otherwise dispose of Your Membership on a marketplace:
(A) it is Your responsibility to procure that the relevant acquirer of the Membership understands and accepts these Terms; and
(B) You acknowledge and agree that Fnatic will receive a five (5)% royalty on any sale of a Core or Pioneer Membership.
8.4 You must not (nor permit anyone else to) do the following:
(A) use a Membership for any unlawful purpose;
(B) use a Membership for any commercial (i.e. non-personal) purpose;
(C) acquire a Membership under false pretences, for fraudulent purposes and/or by other illegal or unauthorised means;
(D) acquire a Membership using automated means or by using a computer program to simulate human behaviour (i.e. a ‘Bot’);
(E) use Your Membership in any manner which violates or infringes the rights of any other person or organisation;
(F) engage in any discriminatory, abusive, obscene, harmful, threatening, bullying, harassing, dangerous or other unacceptable behaviour in person or online (including via Fnatic ID, social media and/or other online community platforms).
8.5 You are solely responsible for any tax You may incur in respect of Your Membership, including capital gains tax which may be payable on any proceeds of sale of Your Membership or other cryptoasset You may acquire from Fnatic through Your Membership.
9. Privacy and Data Protection
10. Third party suppliers
10.1 Membership services are made available via a range of third party suppliers, many of whom are linked to from the Website.
10.2 You acknowledge and agree that:
(A) Fnatic shall not have any responsibility or liability to You in respect of any of any products or services provided by any third party in connection with the Membership and which are beyond the reasonable control of Fnatic;
(B) the Terms and conditions of relevant third parties shall apply to the provision of their services; and
(C) the cryptoassets underlying Memberships are: (i) minted by ‘Paper’ (a company incorporated in the United States of America under the name “Caves Inc”); and (ii) stored in digital wallets supplied by ‘Venly’ (a company incorporated in Belgium under the name “Arkane”) or by Your chosen alternative digital wallet provider.
11. Fnatic’s Rights
11.1 Fnatic reserves the right in its absolute discretion to take any of the following actions without notice and without incurring any liability to You for any damage, loss, or expense that You may suffer as a result:
(A) make Membership services available on different platforms and websites from time to time;
(B) engage alternative third party service providers in the provision of Membership services from time to time;
(C) modify the types, prices and quantities of Memberships and/or other types of cryptoasset made available on the Website from time to time;
(D) issue additional terms and conditions applicable to specific Memberships and/or specific Membership benefits from time to time;
(E) decline Your application for a Membership;
(F) suspend, withdraw, cancel, or amend any of the Membership benefits that Fnatic offers or makes available from time to time, including where this is to comply with Applicable Law or where the benefits were offered or made available other than in accordance with these Terms;
(G) run other Fnatic loyalty, rewards or membership programmes alongside the Membership from time to time; and
(H) assign or otherwise transfer Fnatic’s rights and obligations under these Terms to another company in the Fnatic group of companies;
(I) disqualify You from applying for another Membership or any other product or service offered by Fnatic, if Fnatic reasonably suspects that You are guilty of any of the actions described in Clause 8.4 above; and/or
(J) suspend or cancel Your Membership in accordance with Clause 12 below.
12. Cancelling, suspending or terminating Your Membership
12.1 You may cancel Your Membership and/or request to stop receiving certain Membership benefits by writing to Fnatic using the contact details provided in clause 14 below. Please note that there will be no refund for any such cancellation.
12.2 In addition to any other rights or remedies we may have at law or in equity, Fnatic reserves the right in its absolute discretion to suspend or terminate Your Membership without notice if Fnatic determines or reasonably believes that You have:
(A) acted in breach of these Terms, including the prohibitions listed in Clause 8.4 above;
(B) engaged in any discriminatory, abusive, obscene, harmful, bullying, harassing, dangerous or other unacceptable behaviour (including via Fnatic ID, social media and/or online community platforms);or
(C) offered for sale, made available or sought to otherwise trade, licence or dispose of, Your Membership: (i) in any jurisdiction in which it is unlawful to do so; (ii) in such a way as to circumvent any sums due to Fnatic relating to such sale, trade, licence or other disposal; (iii) under terms that purport to grant rights beyond those set out in these Terms; and (iv) on any marketplace or platform that is not lawfully able to perform such sale, trade, licence or other disposal.
12.3 If Fnatic, acting in its sole discretion, decides to discontinue the Membership Programme, Fnatic may terminate Your Membership upon the provision of at least three (3) month’s prior written notice.
12.4 Upon suspending or terminating Your Membership, Fnatic reserves the right to immediately and without notice take any of the following actions, without incurring any liability to You for any damage, loss, or expense that You may suffer as a result:
(A) close Your Fnatic ID account;
(B) render any Membership and/or accrued Membership benefits null and void; and/or
(C) where termination is due to Your breach of these Terms, deem any Membership transaction or activity that took place as a result of such breach to be void from the date it was undertaken.
12.5 For the avoidance of doubt, Fnatic shall not be obliged to offer You a refund or to otherwise compensate You for any unused Membership benefits that are suspended, cancelled, terminated or otherwise become null and void pursuant to this Clause 12.
13. Fees and Charges
13.1 Fnatic may charge You for the cost of delivering Your Membership benefits and/or may charge You reasonable fees associated with Your Membership (for example, for the cost of replacing a Membership card).
14.1 If You need to get in touch with Fnatic in respect of You Membership please contact us by email at ‘email@example.com’ or by post at this address: ‘Fnatic, 2 Ebor St, London E1 6AW’:
14.2 Fnatic will contact You using the most recent contact details you’ve supplied on Fnatic ID. It is Your responsibility to keep Your contact details up-to-date.
15. Consumer Rights
15.1 Nothing in these Terms affects Your rights as a consumer, including Your rights in respect of goods that are not fit for purpose and services that are not carried out with reasonable skill and care. You can seek advice about Your consumer rights from Your local Citizens’ Advice Bureau or Trading Standards Office (or equivalent consumer protection authority in Your country of residence).
15.2 If You are resident in the European Union and Fnatic directs the Membership to Your country of residence, nothing in these Terms affects your rights to benefit from any mandatory provisions of the local law of your country of residence. Fnatic is not obliged to participate in any online dispute resolution process, however if You would like information about online dispute resolution, You can visit the European Commission’s website at: http://ec.europa.eu/consumers/odr/. We provide You with this link for information only, as required by Regulation (EU) No 524/2013 of the European Parliament and of the Council.
16. Changes to Terms
16.1 Fnatic reserves the right to change these Terms from time to time. Any changes to these Terms will come into effect from the “Last Updated Date” at the top of this page. We shall notify You of any changes which materially affect Your rights as a consumer through the Website and/or using the contact details you have supplied us.
17. Governing law, enforceability and remedies
17.1 These Terms, including any issue or dispute regarding Your Membership are governed by English law.
17.2 Any dispute which may arise under these Terms can be bought to either: (i) the competent English court; or (ii) to the competent court of Your country of habitual residence, provided that Your habitual residence is within the UK or is an EU Member State and Fnatic has directed the sale of a Membership to such country.
17.3 If any part of these Terms is deemed to be invalid or unenforceable this shall not prejudice or otherwise affect the validity or enforceability of the remainder of the Terms.
17.4 Any failure or delay by Fnatic in exercising any legal right or remedy shall not amount to a waiver of that right or remedy.
“Applicable Law” means all national and international laws, statutes, regulations, codes of practice and related guidance which applies to You and/or Fnatic in respect of these Terms.
“Fnatic” means Fnatic Ltd, a company registered in England and Wales under company number 07805670 and with its registered office at 2 Ebor Street, London, United Kingdom, E1 6AW
“Fnatic ID” means the online community platform made available by Fnatic on the Website through which fans register a personal Fnatic ID account and profile;
“Licence Term” means the period starting on and from the date You acquire Your Membership up to and including the date You sell, transfer or otherwise dispose of Your Membership.
“Website” means the official Fnatic website, currently accessible at www.fnatic.com