> For the complete documentation index, see [llms.txt](https://picks.gitbook.io/picks/llms.txt). Markdown versions of documentation pages are available by appending `.md` to page URLs; this page is available as [Markdown](https://picks.gitbook.io/picks/legal/terms-of-use.md). # Terms of Use TERMS AND CONDITIONS OF USE Date Last Modified: June 6, 2026 Thank you for reviewing these Terms and Conditions of Use (the “Terms and Conditions,” “Terms of Use,” “Terms,” or “Agreement”). Picks Ltd. (“Picks,” “We,” “Us,” or “Our”) makes and offers a fantasy sports platform that offers skill-based contests where you can put your skills and knowledge to the test for an opportunity to win pre-determined cryptocurrency prizes (“Games” or “Contests”) via , (“Website”), and any other services (collectively the “Service”) available for your (“You,” “Your,” “User,” or “Users”) use subject to this Agreement. This Agreement spells out what Users can expect from Picks and what Picks expects from its Users. The Picks Privacy Policy explains how Picks collects and protects information about Users who use the Service and can be viewed at [Privacy Policy](https://picks.gitbook.io/picks/legal/privacy-policy) . Please read this Agreement carefully before using the Website, or interacting with any Service. Any questions regarding these Terms or [Privacy Policy](https://picks.gitbook.io/picks/legal/privacy-policy) should be directed to . These Terms and Conditions form a binding legal agreement between You and Us and apply to your use of any of the Services in any way. PLEASE NOTE THAT THESE TERMS AND CONDITIONS INCLUDE A PROVISION WAIVING THE RIGHT TO PURSUE ANY CLASS, GROUP OR REPRESENTATIVE CLAIM AND REQUIRING YOU TO PURSUE PAST, PENDING, AND FUTURE DISPUTES BEWEEN YOU AND US THROUGH INDIVIDUAL ARBITRATION UNLESS YOU OPT OUT WITHIN THE SPECIFIED TIME FRAME. 1. ACCEPTANCE OF TERMS By using the Website, Users: (i) acknowledge that they have read and agree to be bound to and abide by these Terms; and (ii) represent and warrant that they are authorized and able to accept these Terms. If a User does not wish to be bound by the Terms, the User must not access the Website or use the Service. Picks reserves the right to change these Terms at any time without prior notice to Users. If Picks modifies these Terms, Picks will update the “Date Last Modified” and such changes will be effective upon posting. If Picks makes what it determines to be material changes to these Terms, Picks may notify Users by prominently posting a notice on the Website or by sending a notice to the e-mail addresses on file. Users continued use of the Service following such changes constitutes acceptance of such changes. If Users do not agree to the changes, their sole remedy is to cease using the Service. If Users breach any of the Terms, their authorization to use the Service automatically terminates. You acknowledge that these Terms are supported by reasonable and valuable consideration, the receipt and adequacy of which are hereby acknowledged. Without limiting the foregoing, you acknowledge that such consideration includes, without limitation, your use of the Website and receipt of materials and information available at or through the Website, the possibility of our review, and the possibility of publicity and promotion from our review. 2. USE OF WEBSITE AND SERVICES To be eligible to engage or use the Website or Service, you must be at least eighteen (18) years of age (or the age of legal majority in your jurisdiction of residence) to open an account, participate in Contests, or win prizes offered by the Website; and (ii) at all times abide by these Terms. You are subject to the laws of the Jurisdiction in which You reside and/or from which You access the Service. This Website is not intended for, designed to appear, nor targeted to those under the legal age of majority. If you are not the legal age of majority in the jurisdiction you reside, you must immediately stope using or accessing the Website and the Services. To open an account, participate in Contests, or win prizes offered by the Website, you must be at least nineteen (19) years of age if you are physically located in Nebraska or Alabama or twenty-one (21) years of age if you are physically located in Arizona Iowa, Louisiana, Massachusetts, or Virginia. It is a criminal offense to allow any individual that does not meet the age requirements in their local jurisdiction or territory to participate in Contests. Legal residents physically located in any of the fifty (50) states and Washington, DC, excluding Alabama, Arizona, Arkansas, Colorado, Connecticut, Delaware, Indiana, Iowa, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire, New Jersey, New York, Ohio, Pennsylvania, Tennessee, Vermont, and Virginia (together the "Excluded Regions" or “Excluded Jurisdictions”) are NOT eligible to open an account and participate in Contests offered by the Website. You agree to abide by all applicable laws in the jurisdiction where you are located while using the Website. Legal residents of the Excluded Regions are eligible to open and maintain accounts on the Website for use only in Games that do not offer prizes. By visiting or using the Website, You represent, warrant and affirm: * You are of the legal age of majority in the jurisdiction in which you reside; * You will only use the Website and Services for non-commercial purposes and in a personal capacity; * You have verified and determined that your use of the Service and the Website does not violate the laws or regulations of any jurisdiction that applies to you and you will not use the Website or Service or any materials and information contained therein, in connection with any unlawful activity; * You shall use the Website and Services in complete accordance with the terms and conditions of this Agreement, as amended from time to time; * You will not use the Website, Services, or any information contained on the Website for any illegal or unauthorized purposes that violates any local, national, or international laws (including but not limited to import, export, copyright, and trademark laws); * Not impersonate and individual, person, or entity, other than yourself.
3. THE SERVICES & GAME RULES For rules and information on the specific Games (e.g., type, length, scoring, withdrawing, and cancellation), see the applicable [**House Rules**](https://picks.gitbook.io/picks/core-concepts/how-picks-works)**.** Users will be able to visit the Website and view the Games available for entry. The entry fees for each Contest is displayed in the Lobby of the Website and on the respective Contest page, and each individual Contest that is not free to enter has an entry fee listed in all applicable and accepted cryptocurrency amounts. The minimum entry fee for Contests that are not free is $0.5, and there is maximum entry fee for Contests. When you select to participate in a Contest and complete the entry process, the listed amount of cryptocurrency will be debited form your Picks account. The maximum number entries an account holder may submit for a particular Contest is listed in the “Contest Details” tab for each Contest. 4. ACCOUNTS You must register an user account (“Account”) to use the Services, which includes making deposits to play Games. In order to register for an Account, you agree, represent, and warrant that: * Your use of the Services is at your sole risk; * You shall provide accurate registration information and inform us of any changes to such details in order to keep such information accurate, current, and complete; * You are opening a non-transferable account solely for your personal use, and are not acting as a principal or agent on behalf of a third party; * You will not allow any other person to access or use your Account; * You will not attempt to sell or otherwise transfer the benefit of your Account to any third party, nor will you acquire or attempt to acquire an Account which has been opened in the name of a third party; * You may not transfer funds or bonuses from your Account to another player’s Account; * You are legally capable of entering into binding contracts, including these Terms, and hve read and shall abide by these Terms; * You are not prohibited for any reason from using the Services; * You are not subject to backup withholding tax because: (a) you are exempt from backup withholding, (b) you have not been notified by the Internal Revenue Service (IRS) that you are subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified you that you are no longer subject to backup withholding. You will immediately notify us if you become subject to backup withholding at any time; * To use the Services, you must be a legal resident in the United States of America and physically located in a jurisdiction where participation in the Services is legal and not prohibited or restricted by law; * You must not be physically located in a Restricted Region at the time you make any Contest selections; * The availability of the Services in a Restricted Region does not constitute an offer, solicitation, or invitation by us for you to use the Services in Restricted Region; * Picks will monitor and record any contest entry communication and geographic location information associated with your Account; * We cannot provide you with legal advice with respect to the legality of your use of the Services; * We are not liable for any violation of any local, State, federal, or other law that may occur as a result of your use of the Services; * You will use the Services and all user-generated content in accordance with all applicable State and federal laws, as well as in accordance with these Terms; and * Professional or amateur athletes, sports agents, coaches, trainers, sports league referees or officials, sports team owners, sports team employees, and the immediate family members of these individuals, are prohibited from using any Services concerning the sport(s) in which they are associated. In addition to the agreements, representations, and warranties stated in these Terms, to register an Account, you must also: * Provide all required personal information if required, including your full legal name, date of birth, social security number, residential address, email address, and phone number; * Certify that the information you provide is current, complete, and accurate; and * Complete our identity-verification process. If we otherwise determine that you do not meet the eligibility requirements of this Section, or any other eligibility requirements which we may impose at our sole discretion, then in addition to any rights that we may have in law or equity, we reserve the right to terminate or suspend your Account and withhold or revoke the awarding of any winnings, prizes, or promotions associated with your Account. We reserve the right to refuse to register you as An Account holder, either with or without cause. Picks reserves the right, at any time, to verify your information as a condition for opening and maintaining an Account. In doing so, we may use third-party verification services and databases (collectively, “Verification Services”). By providing your information to us, you expressly authorize us to share your information with the Verification Services for the purposes of establishing your identity, age, and location. Moreover, you authorize your wireless carrier to use or disclose information about your Account and your wireless device, if available, to Picks or our service providers for the duration of your business relationship, solely to help Picks and our service providers identify you or your wireless device and to prevent fraud. Please refer to our Privacy Policy for information on how we treat your data. You agree to provide accurate information to us and the Verification Services upon request and to continually update any changes to that information. We reserve the right to reject your application for an Account, or if one has already been established for you, block access, suspend, or cancel your Account temporarily or permanently, for any reason, including if we are unable to verify your identity, age, or location, or have reason to believe that you do not fulfill one or more of the eligibility requirements. We reserve the right to conduct a security review at any time to validate your identity, age, location, and the registration data provided by you, and the right to verify your use of the Services, including your compliance with these Terms, and your financial transactions carried out via the Services for potential breach of these Terms and of applicable law. To conduct such review(s), you authorize us and our agents to (i) make any inquiries of you and (ii) use and disclose to any third party the information that you provide to us in accordance with these Terms to validate such information, including by obtaining a credit report or otherwise verifying such information against third-party databases. In addition, to facilitate these review(s), you agree to provide such information or documentation as we, in our sole and absolute discretion, may request. You may have only one (1) active and continuously used Account, and you must register with your own personal details. You will receive notice of the establishment of an Account via electronic mail or regular mail. Your Account is unique to you, non-transferable, and is for your personal use only. It shall be a violation of these Terms to allow any other person to access or use your Account. Each Account may only be owned, maintained, used, and controlled by one individual. For the avoidance of doubt, User may not “co-own” Accounts. If we discover that you have opened more than one Account, then you acknowledge and agree that, in addition to any other rights we may have in law or equity, we reserve the right to suspend and terminate your Account(s), withhold or revoke any winnings, prizes, or promotions which would otherwise be awarded, or take any other actions we deem appropriate in our sole discretion. It is your responsibility to maintain your Account, keep the personal data provided therein current, and inform us promptly of any changes to your personal data. It is your responsibility to protect and maintain the confidentiality and security of your Account login, password, and devices, including keeping secure and locking your devices to which your Account is linked. You accept responsibility and liability for all activities, charges, and damages under or occurring on or from your Account, including deposits or withdrawals into or out of your Account. You agree to inform us immediately by email at if you believe that your Account, including your login and password, is being misallocated, compromised, or otherwise mishandled so that we may suspend your Account to prevent further abuse. All actions in or with your Account are deemed to be made by you, and you agree that any contest selections made and accepted in your Account will be valid even if you have not authorized such selections. If a third party accesses your Account, you are solely responsible for that third party’s actions, whether or not that third party’s access was authorized by you. We will not be liable for any loss that you may incur as a result of misuse of usernames or passwords or from any unauthorized use of your Account, whether fraudulent or otherwise. In opening an Account, you will not choose a username or alias that is defamatory or offensive, or in any way intended to impersonate a real person or brand or to be used for any nefarious purpose, and you agree that we reserve the right to amend your username or alias in our sole and absolute discretion, regardless of whether we believe you have breached this Section. You can change your password at any time, provided your password meets the requirements for password strength. If you cannot access your Account, you can request a new password by contacting our Customer Support Team at . If we reasonably believe that your Account is compromised or that your password does not provide adequate security, we may require that you change your password. You may access a summary statement of all your Account contest selection activity during the past year. You may also request a summary statement of all your Account selection activity during the past five (5) years by contacting . If we reasonably believe you are engaged in illegal or fraudulent activity, or if you conduct or attempt to conduct a Prohibited Activity (as defined below), or if we are required to do so by a law, regulatory body, or court, we may cancel any selections you may have made or close or suspend your Account and refer the matter to the proper law enforcement or regulatory authority, in which case we have no obligation to pay any winnings, promotions, or prizes which might otherwise have been payable to you. We may also report such activity to third parties (including Picks’ vendors and partners, payment processors, banks, and credit card companies) and provide any and all of your personal, financial, banking or other information to which we have access. Furthermore, we reserve the right to withhold any funds in your Account pending the conclusion of any internal or external investigation. If such investigation reveals that you conducted a Prohibited Activity, fraud, suspicious contest selections, or other illegal activity, we have the right to seize some or all of the funds in your Account, subject to applicable law and consultation with applicable regulatory bodies. If we believe you engaged in a Prohibited Activity and we decline to honor your request to withdraw funds, we will provide notice to you of the delay in honoring the request to withdraw funds, investigate in a reasonably expedient fashion, and notify you of the final determination. If requested by law enforcement, ordered by a court, gaming regulators, tax authorities, or other applicable authorities, we may suspend your Account, deny you access to the Website and Services, and withhold your funds until such time as a final determination by the requesting authorities has been rendered, the conclusion of any criminal or other legal proceedings, or upon guidance by our own legal counsel. Your Account is not insured, guaranteed, sponsored, or otherwise protected by any government, deposit, or banking insurance system or by any other similar insurance system. 5. CONDITIONS OF PARTICIPATION By entering a Contest, entrants agree to be bound by these Terms and the decisions of Picks, which shall be final and binding in all respects. The Company, at its sole discretion, may disqualify any entrant from a Contest, refuse to award benefits or prizes and require the return of any prizes, if the entrant engages in conduct or otherwise utilizes any information the Company deems to be improper, unfair or otherwise adverse to the operation of the Contest or is in any way detrimental to other entrants. These Terms prohibit entering a Contest if the entrant is: * Except as otherwise stated in these Terms, an employee of the Company or an immediate family member of such employee; * An employee or operator of any daily fantasy site including any that charges entrance fees or offers prizes, and any immediate family member of such person; * Accessing or has had access to any pre-release, conditional information or other information that is not available to all other entrants of a Contest and that provides the entrant an advantage in such a Contest, including any information from any daily fantasy sport site or information from a sports governing body (e.g., pre-release injury information) ("Pre-Release Data"); * An employee of a sponsor, consultant, or supplier of the Company or any other daily fantasy sports contest provider that has access to Pre-Release Data or otherwise receives an advantage in the entrant’s participation in a Contest; * An employee, operator or consultant to a sports governing body where such employee, operator or consultant is prohibited from participating in applicable Contests by such governing body; * Breaches any rules or policies of the entrant’s employer, of any sports governing body, or any other professional body of which the entrant is a member, including any rule or policy regarding participation in Contests or accepting prize money; * Any person prohibited from participating pursuant to court order; * Any entrant who has knowingly received Pre-Release Data or any other non-public information that provides an advantage in a Contest from any person who is prohibited from entering a Contest as provide in these Terms. In addition, conduct that would be deemed improper also includes, but is not limited to: * Falsifying personal information required to enter a Contest or claim a prize; * Engaging in any type of financial fraud to enter a Contest or claim a prize; * Colluding with any other individual(s) or engaging in any type of syndicate play; * Any violation of Contest rules or the Terms; * Using a single Account to participate in a Contest on behalf of multiple entrants or otherwise collaborating with others to participate in any Contest; * Using automated means (including but not limited to scripts and third-party tools) to interact with the Website in any way; * Using automated means (including but not limited to harvesting bots, robots, parser, spiders or screen scrapers) to obtain, collect or access any information on the Website or of any User for any purpose; * Any type of bonus abuse, abuse of any refer-a-friend programs, or abuse of any other offers or promotions; * Tampering with the administration of a Contest or trying in any way to tamper with the computer programs or any security measure associated with a Contest; * Obtaining other entrants’ information and spamming other entrants; or * Abusing the Website in any way. Users further acknowledge that the forfeiture and/or return of any prize shall in no way prevent Picks from pursuing criminal or civil proceedings in connection with such conduct. By entering into a Contest or accepting any prize, entrants, including but not limited to the winner(s), agree to indemnify, release and to hold harmless Picks, its parents, subsidiaries, affiliates and agents, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities (collectively, the "Released Parties"), from any and all liability, claims or actions of any kind whatsoever, including but not limited to injuries, damages, or losses to persons and property which may be sustained in connection with participation in the Contest, the receipt, ownership, use or misuse of any prize or while preparing for, participating in and/or travelling to or from any prize related activity, as well as any claims based on publicity rights, defamation, or invasion of privacy. Picks may, in its sole and absolute discretion, require an User to execute a separate release of claims similar to the one listed above in this Paragraph as a condition of being awarded any prize or receiving any payout. ANY ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE THE WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF ANY CONTEST IS A VIOLATION OF CRIMINAL AND/OR CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, PICKS RESERVES THE RIGHT TO SEEK DAMAGES AND OTHER REMEDIES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW. All entries become the property of Picks and will not be acknowledged or returned. To be eligible to enter a contest or receive any prize, the User may be required to provide Picks with additional documentation and/or information to verify the identity of the User, and to provide proof that all eligibility requirements are met. In the event of a dispute as to the identity or eligibility of an User, Picks will, in its sole and absolute discretion, utilize certain information collected by Picks to assist in verifying the identity and/or eligibility of such User. Participation in each Contest must be made only as specified in the Terms. Failure to comply with these Terms will result in disqualification and, if applicable, prize forfeiture. Where legal, both entrants and winners consent to use of their name, voice, and likeness/photograph in and in connection with the development, production, distribution and/or exploitation of any Contest or the Website. Winners agree that from the date of notification by Picks of their status as a potential winner and continuing until such time when Picks informs them that they no longer need to do so that they will make themselves available to Picks for publicity, advertising, and promotion activities. Picks reserves the right to move entrants from Contests they have entered to substantially similar Contests in certain situations determined by Picks in its sole discretion. 6. DEPOSITS & WITHDRAWALS In order to make Contest selections, you need to deposit sufficient funds into your Account. While most deposits are instant, deposited funds may take a few days to appear in your Account depending on the payment method used. We do not offer any interest on funds held in your Account. FUNDS IN YOUR ACCOUNT DO NOT BELONG TO PICKS AND ARE NOT MADE AVAILABLE TO CREDITORS OTHER THAN AUTHORIZED PLAYERS WHOSE FUNDS ARE BEING HELD. You may use any method available and accepted by the Services to deposit funds into your Account, including third-party electronic payment processors (“Third-Party Provider”), subject to the State-specific exceptions specified below. By initiating a deposit into or withdrawal from your Account, you agree and hereby authorize us to instruct Third-Party Providers to handle deposits and withdrawals from your Account and agree that we may provide such Third-Party Providers with your personal information as needed to complete the transaction. You agree that we are not liable for any acts or omissions of any Third-Party Providers in processing your deposit or withdrawal and you further agree to be bound by the terms and conditions of use of each applicable Third-Party Provider. If there is a conflict or inconsistency between these Terms and the terms and conditions of any Third-Party Provider, these Terms prevail. We are not responsible for any fees charged to you by Third-Party Providers related to your deposits or withdrawals. We reserve the right to credit all relevant funds to your Account only upon actual receipt of such funds by us or our agents. We reserve the right to request additional information from you prior to accepting such funds (or allowing a withdrawal) in order to properly identify the source of the funds, your identity, or for any other reason we deem necessary. We may refuse funds or return funds at any time in our sole discretion and void any contest selections if we deem the funds unauthorized. If we reasonably believe that you have no intention of using the deposited funds to make contest selections, we may suspend or close your Account and report such activity to the relevant regulators or other authorities. We may apply minimum and maximum limits to the deposits into your Account for any reason. You agree to abide by those limits. If you violate this provision, we may suspend or terminate your Account and may refund or refuse to refund any monies in your Account in our sole and absolute discretion and in accordance with applicable law. Subject to the above, and subject to availability of funds in your Account, you can request withdrawals from your Account at any time. We reserve the right to evaluate the payout of funds based on our assessment of their origin. We reserve the right to pay any requested withdrawal partly or in total via the same method of payment of your deposit. You are solely responsible for recording, reporting, paying, and accounting for any tax that may be payable on any prizes to any relevant governmental or taxation authority. We are not responsible for any taxes you may owe related to or arising from your use of the Services, including taxes owed on winnings. We may report your Account activities and winnings to the appropriate State or federal authorities if required by law. You consent to receive your Picks related tax information, including Forms 1099 or W-2G (if applicable), mailed or emailed to the physical address and email address associated with your Account. We reserve the right to withhold deposited funds and winnings if we reasonably believe that the deposit was unauthorized, misused, or fraudulent. We will report all matters of unauthorized, misused, or fraudulent deposits or withdrawals to the appropriate State or federal authorities. We may conduct our own investigation into such matters and may temporarily or permanently close your Account during such time. In connection with making a deposit, you represent and warrant to us that: * All payments made into your Account are authorized and you will not attempt to reserve a payment made into your Account or take any action which will cause such a payment to be reversed by a third party in order to avoid any legitimate liability; * All funds that you deposit in your Account is free from and unconnected to any illegality and, in particular, does not originate from any illegal activity or source; and * All funds that you deposit in your Account originates from a payment source of which you are the legal owner. You accept that all transactions may be checked for the detection of money laundering, and that any transactions made by you which we deem suspicious may be reported to the appropriate authorities. 7. PRIZES Prizes will only be awarded if a Contest is run. We reserve the right to cancel Contests at any time. In the vent of a cancellation, all entry fees will be refunded to the customer except as specifically provided in the Terms. Guaranteed prizes are offered in connection with some of the Contests offered by the Website. Each Contest is governed by its own set of official rules. We encourage you to read such Contest rules before participating. 8. CONTEST SELECTIONS It is your responsibility to fully understand how to make your fantasy contest selections and the terms of any choices that you make. You will need to deposit funds into your Account and for the funds to be credited to your Account before you can play a Game or make selections (please note that there may be some delay before these processes are completed and your Account is ready for your to start playing). It is your responsibility to read and familiarize yourself with the [**house rules**](https://picks.gitbook.io/picks/core-concepts/how-picks-works). When you make a contest selection, you agree to the terms of the house rules. When making a selection, you are responsible for ensuring that all of the details of your selections are correct. Once a selection has been made, you cannot cancel that selection. You can only select up to the lesser of the amount of funds held in your Account or the limit set by us. Selections will be valid only after we accept such selection. Any selections made in your Account and accepted by us will be valid even if you have not authorized such selection. We are not liable for the settlement of any selection we have not accepted. After a selection has been accepted by us, you will receive a selection confirmation and the selection will be displayed in your Account. We reserve the right to cancel and void any contest selections if, in our sole and absolute discretion, there is an error with the selection or with accepting the selection. This includes selections made after the contest closed, where any event was resolved before the selection was taken, where the User could have an indication of the outcome, where the User did not have adequate funds in the Account, or other failures, errors, manipulations, or fraudulent or dishonest activities, including if we have a reasonable suspicion that your identification or Account has been compromised. In the event of a technological error, interruption of a data flow resulting in a system error, any system failure, or any game error that results in an error in any odds calculation, charges, fees, or payout, or any currency conversion as applicable, we will seek to place all parties directly affected by any such error in the position they were in before the error occurred. We reserve the right to declare null and void any contest selections or choices that were the subject of any such error and to take any money from your Account relating to the relevant contest fees. We are not, regardless of the cause, responsible for any network connectivity issues or delayed computer transmission issues. We reserve the right, in our sole and absolute discretion, to refuse or cancel, in whole or in part, any Contest selection or change Contest limits without notice, at any time. We reserve the right, in our sole and absolute discretion, to reject and limit the entry fee amount an individuals can select in any way. You fully accept and agree that if there is a discrepancy between any results showing in your Account and our servers, the results showing on our servers shall govern. You understand and agree that our records will be the final authority in determining such matters. 9. CONTESTS OF SKILL Contests offered on the Website are contests of skill. Winners are determined by the objective criteria described in the Contest deadline, roster, rules, scoring, and any other applicable documentation associated with the Contest. From all entries received for each Contest, winners are determined by the individuals who use their skill and knowledge of relevant sports information and fantasy sports rules to accumulate the most points according to the corresponding scoring rules. The Website and Contests may not be used for any form of illicit gambling. 10. CONTEST RESULTS Contest results and prize calculations are based on the final statistics and scoring results at the completion of the last professional sports game of each individual Contest. Once Contest results are reviewed and graded, prizes are awarded. The scoring results of a Contest will not be changed regardless of any official statistics or scoring adjustments made by the leagues at later times or dates, except in Picks’ sole discretion. Information about the effects of a cancelation, postponement, or rescheduling of a game within a Contest are available in the "My Entries" page of each Contest. Picks reserves the right, in its sole and absolute discretion, to deny any contestant the ability to participate in contests for any reason whatsoever. Further, Picks may, in its sole and absolute discretion, invalidate any contest result for the purposes of preventing abusive and/or any unfair or potentially unlawful activity, or in the event that there is a risk of any such abusive, illegal, or unfair activity. 11. CLOSURE OF INACTIVE ACCOUNTS, SUSPENSION, AND TERMINATION\\ An Account may, in our sole and absolute discretion, be considered inactive and “Dormant” in the event that the registered account holder does not engage in Games, make a deposit, or make a withdrawal (“Account Activities”) within eighteen (18) months, or to the extent designated under applicable State law (each such account, a “Dormant Account”). Funds of customers that remain in a Dormant Account and are legally found to be abandoned, shall be presumed to be abandoned (“Abandoned Account”). Picks may report and deliver all funds, or the portion of such funds required under State law from Abandoned Accounts to the respective State government/agency after the period established in applicable State law. Once the funds have been delivered to the State government/agency, Picks will no longer be liable to you for such funds and Picks will suspend delivery of any further Account statements to you. You can take a temporary break at any time by suspending your Account access for a period of time (“Deactivation Period”) Deactivation Periods range from a minimum of three (3) days to a maximum of three hundred sixty-five (365) days. During the Deactivation Period, you will have limited access to your Account to withdraw funds and view account details, but you will not be able to make any deposits or make contest selections. Past and pending contest selections that are valid and do not violate the Terms remain unaffected by such temporary suspension. The Deactivation Period ends automatically after the specified period. However, you may not reactivate your Account at any time before this period expires. You can set automatically renewing self-imposed gaming limits for your Account by adjusting the corresponding settings in your Account. You can set gaming limits on a daily, weekly, or monthly basis. We also include options to set pop-up warnings when you exceed your preferred amount of contest entries. Once you establish self-imposed gaming limits, any request you submit thereafter to reduce or remove these limits will not take effect until thirty (30) days after you have requested the modification. You may not change self-imposed gaming limits while your Account is suspended. To temporarily suspend your Account or set gaming limits, you must contact our Customer Support Team at . Your Account may be suspended if you have a negative balance. * Account Closure by You Subject to any exclusion-period restrictions that may be in place as set forth in this Section, you are entitled to permanently close your Account and terminate these Terms at any time for any reason. If you wish to terminate these Terms, please state so explicitly by contacting Customer Support at . Otherwise, Account closure will not be considered as termination. All pending contest selections will remain valid unless so doing would be a violation of these Terms or applicable laws or regulations. * Self-Exclusion For those Users who wish to restrict their access to Games, we provide a voluntary self-exclusion option, which enables you to close your Account or restrict your ability to participate on the Website. You can ask for your Account to be closed at any time by emailing our Customer Support Team at . Through our self-exclusion option, you may choose to suspend your Account for a period of one (1) year, two (2) years, three (3) years, five (5) years, or for a lifetime. For the entirety of the period of time you have chosen to self-exclude, you will not be permitted to use your Account, close your Account, or open another Account. Any open Contest selections will be settled as provided in the house rules and funds will be paid to you after settlement and upon your request. You may withdraw the funds in your self-excluded Account at any time by contacting . Withdrawals will not be delayed or restricted due to self-exclusion; however, to the extent applicable, withdrawals may be delayed or restricted as provided in these Terms. In agreeing to self-exclude, you accept that you have a parallel undertaking not to seek to circumvent the self-exclusion. * Account Closure by Us TO THE FULLEST EXTENT OF THE LAW, AND IN ADDITION TO ANY OTHER RIGHTS WE HAVE UNDER THESE TERMS, WE RESERVE THE RIGHT TO SUSPEND OR TERMINATE YOUR ACCOUNT IF ANY OF THE FOLLOWING OCCURS (OR WE REASONABLY BELIEVE IT HAS OCCURRED OR WILL OCCUR): (1) YOU DECLARE BANKRUPTCY; (2) YOU ARE IN MATERIAL BREACH OF THESE TERMS; (3) YOU COMMIT (OR ATTEMPT TO COMMIT) FRAUD AGAINST US OR A THIRD PARTY USING THE SERVICES OR OTHERWISE USE THE SERVICES FOR UNLAWFUL, UNFAIR, OR IMPROPER PURPOSES; (4) YOU IMPROPERLY DENY ANY DEPOSITS; (5) WE ARE INSTRUCTED TO OR ORDERED BY A LAW ENFORCEMENT OR REGULATORY AGENCY OR COURT; OR (6) WE ARE ADVISED BY OUR LEGAL COUNSEL TO DO SO. IF ANY OF THE ABOVE EVENTS OCCUR, WE MAY WITHHOLD YOUR ACCOUNT BALANCE AND RECOVER FROM YOUR ACCOUNT THE AMOUNT OF ANY WITHDRAWALS, WINNINGS, AS NECESSARY, AND IN ACCORDANCE WITH APPLICABLE LAWS AND REGULATIONS. 12. CONSENT TO CONTACT By signing up for an Account or communicating with us electronically, such as via e-mail, you hereby consent to receive communications from us or our affiliates via e-mail, telephone or mail. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. 13. INTELLECTUAL PROPERTY RIGHTS The Services contain a variety of materials, including: (i) materials and other items relating to us and our products and services, and similar items from our licensors and other third parties, including all text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Services, and the compilation, assembly, and arrangement of the materials of the Services and any and all copyrightable material (including source and object code); (ii) trademarks, logos, trade names, service marks, and trade identities of various parties, including those of Picks; and (iii) other forms of intellectual property (all of the foregoing, collectively, “Content”). The Services (including past, present, and future versions of the Services and the Content therein) are owned or controlled by Picks or our licensors and certain other third parties. All right, title, and interest in and to the Services (including the Content therein) are the property of Picks or our licensors or certain other third parties and is protected by United States of America and international copyright, trademark, patent, or other intellectual property rights to the fullest extent possible. We reserve all rights in and to the Services (including, the Content therein) not expressly granted to you under these Terms. You acknowledge that you do not acquire any right, title, or interest in any of the Services (including, the Content therein) as a result of using our Services, including downloading material from or uploading material to the Services. Nothing contained on the Website will be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Services without our express written permission. Subject to your strict compliance with these Terms, we grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable permission to download (temporary storage only), display, view, use, play, or print one copy of the Content (excluding source and object code in raw form or otherwise, other than as made available to access and use to enable display and functionality) on a personal computer, mobile phone, or other wireless device, or other Internet-enabled device for your personal, non-commercial use only, and solely for purposes of using the Services. The foregoing limited license: (i) does not give you any ownership of, or any other intellectual property interest in, any Content, and (ii) may be immediately suspended or terminated for any reason, in our sole discretion, and without advance notice or liability. You may not distribute, modify, transmit, reuse, re-post, or use the Content for public or commercial purposes without our express written permission. Further, unless expressly stated herein, you may not use, copy, reproduce, distribute, transmit, broadcast, display, sell, license, create derivative works, or otherwise exploit any of the Content (or intellectual property rights therein), whatsoever without the express written permission of the respective owners. As between you and us, the software used to operate the Services (the “Software”) is owned by us and will remain our property. You will only use the Software in accordance with these Terms. If you become aware that the Software is being used in any manner not authorized by these Terms, you will immediately notify us. You will not: (i) reverse engineer or decompile (whether in whole or in part) the Software; (ii) make copies, modify, reproduce, publish, transmit, alter, or distribute the Software or all or any part of the Services or any material or information contained on the Services; (iii) use the Software for any unlawful purposes; (iv) use the Software in a manner that constitutes a violation or infringement of the rights of any third party (including intellectual property rights); or (v) use the Software to cause harm or damage to the computer systems, network, or equipment of any third party. For the avoidance of doubt, provision of the Software is deemed part of the Services. From time to time, we may issue and make available to you upgraded versions of the Software. All such upgrades shall be deemed to be Software for the purposes of these Terms. If you have downloaded our apps, you agree to promptly download and install any new version that we make available. Some new versions may contain updated Terms, security fixes and service improvements, whether or not we disclose that they do; accordingly, failure to promptly update your version of the Apps may in some cases expose you to increased security risks or service malfunctions. All comments, feedback, suggestions, ideas, and other submissions (“Ideas”) disclosed, submitted, or offered to us in connection with the use of the Services shall be our exclusive property. You agree that unless otherwise prohibited by law, we may use, sell, exploit, and disclose the Ideas in any manner, without restriction and without compensation to you.
14. INTERACTIVE SERVICES AND USER CONTENT
* Interactive Services The Service may contain message boards, chat rooms, profiles, forums, bulletin boards, and other interactive features that allow Users to post, submit, publish, display, or transmit to others content or materials (collectively, “User Content”). All User Content must comply with the Content Standards set out in this Agreement. Users understand and acknowledge that by using the Service, Users may be exposed to User Content that Users may consider to be objectionable and/or inaccurate and that their use of the Service constitutes their acceptance of such risk. Any User Content Users post on or through the Service will be considered non-confidential and non-proprietary. By posting any User Content on or through the Service, Users grant Picks and its respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, sell, exploit, and otherwise disclose to third parties any such material for any purpose, without restriction, and without compensation to Users. Users represent and warrant that: (i) Users own or control all rights in and to their User Content; (ii) Users have the right to grant the license granted above to Picks and its respective licensees, successors and assigns; and (iii) all of their User Content does and will comply with this Agreement. Users understand and acknowledge that Users are responsible for any User Content they submit or contribute, and Users, not Picks, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. User Content becomes public information, can be collected, and used by others, and may result in the receipt of unsolicited messages from third parties. We discourage Users from posting any personal information that can be used to identify or locate Users, such as User addresses, e-mail addresses, or phone numbers. IF A USER CHOOSES TO POST ANY PERSONALLY IDENTIFIABLE INFORMATION ON OR THROUGH THE SERVICE, SUCH USER DOES SO AT HIS/HER OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE ARE NOT RESPONSIBLE OR LIABLE TO ANY PERSON OR THIRD-PARTY FOR THE CONTENT OR ACCURACY OF ANY CONTRIBUTIONS POSTED BY ANY USER OF THE SERVICE. * Monitoring and Enforcement; Termination Picks does not undertake a review of material before it is posted on or through the Service and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, Picks assumes no liability for any action or inaction regarding transmissions, communications, or content provided by any User or third-party. Picks has no liability or responsibility to anyone for performance or non-performance of the activities described in this section. Picks does reserve the right, however, at its sole discretion, to take any of the following actions: * Remove or refuse to post any User Content for any or no reason; * Take any action with respect to any User Content that Picks deems necessary or appropriate, including, without limitation, if Picks believes that any User Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of other Users or the public or could create liability for Picks; * Disclose User identity or other information about Users to any third-party who claims that material posted by Users violates their rights, including their intellectual property rights or their right to privacy; * Take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service; or * Terminate or suspend access to all or part of the Service for any or no reason, including, without limitation, any violation of this Agreement. Without limiting the foregoing, Picks reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Us to disclose the identity or other information of anyone posting any materials on or through the Service. USERS WAIVE AND HOLD HARMLESS PICKS AND PICKS PROVIDERS (DEFINED BELOW) FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES. * Content Standards User Content must comply with all applicable federal, state, and local laws and regulations. Without limiting the foregoing, User Content must not: * Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable; * Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age; * Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person; * Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with this Agreement; * Be intended or likely to deceive any person; * Advocate, promote, or assist any illegal activity; * Be likely to upset, embarrass, alarm, or annoy any other person; * Impersonate any person, or misrepresent the User’s identity or affiliation with any person or organization; * Give the impression that it is endorsed by Picks or any other person or entity if this is not the case.
15. CONDUCT ON SERVICE Users agree not to use the Service for any unlawful purpose or for any purpose that is prohibited by this Agreement. Users further agree not to: * Engage in any illegal activity, including gambling, or the planning of any illegal activity; * Post or transmit, or cause to be posted or transmitted, any content that is infringing, libelous, defamatory, abusive, offensive, obscene, pornographic or otherwise violates the law or the rights of Picks, its Users, or any third-party; * Send or cause to be generated any unwanted e-mail to any User(s) or other third party; * Inflict or cause to be inflicted in any manner whatsoever software viruses or any other code designed to interrupt, destroy, limit, or otherwise affect the functionality of any software or hardware or telecommunications equipment associated directly or indirectly with the Service; * Improperly using support or complaint features of the Service or making false reports to Picks; * Use the Service for any purpose other than that which is authorized in this Agreement or in a manner that violates any laws including intellectual property laws; * Seek to or in any way assist others in obtaining personal information from any User(s); * Create a false identity, impersonate another person, or otherwise attempt to mislead any person as to the identity or origin of any communication; * Create or submit unwanted email (“Spam”) to any other Users or other third parties; * Post, email, transmit, upload, or otherwise make available any material that contains software viruses or any other computer code, files or programs designed or functioning to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; * Taking any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure; * Interfering or attempt to interfere with the proper working of the Service or any activities conducted on the Service; * Bypassing any measures we may use to prevent or restrict access to the Service; * Use unauthorized scripts; or * Engaging in any other activity deemed by Picks to be in conflict with the spirit or intent of this Agreement. Any use of the Service in violation of the foregoing constitutes a breach of this Agreement and may result in, among other things, prohibition from using the Service, and/or legal action. Users understand that any attempt to deliberately damage the Website or Service may also be a violation of criminal and/or civil laws and Picks reserves the right to fully seek damages and other remedies from any such person permitted by law. If Users wish to report any abuses, inappropriate online conduct, or a violation of this Agreement, please forward all evidence of the same to . Please report responsibly. 16. LIMITATION ON WARRANTY AND LIABILITY
* Disclaimer of Warranties Users expressly acknowledge and agree that use of the Service is at their sole risk. Users further acknowledge and agree that the Service is provided on an “AS IS” and “as available” basis. Neither Picks nor any of its parents, subsidiaries, affiliates, licensees, licensors, contractors, agents, content providers, vendors, component suppliers (both hardware and software), and/or any third-party who provides products or services to Picks as well their respective officers, directors, members, managers, representatives, employees, investors or the like (collectively “Picks Providers”), warrant that services affiliated with Picks, including, but not limited to, the Website, and services offered thereon, will be uninterrupted, error-free, or free of viruses, worms, Trojan horses, keyboard loggers, spyware, adware, malware, harmful or malicious code, or other defects. Picks is not responsible for: any incorrect, invalid or inaccurate entry information; human errors; postal delays/postage due mail; technical malfunctions; failures, including public utility or telephone outages; omissions, interruptions, deletions or defects of any telephone system or network, computer online systems, data, computer equipment, servers, providers, or software (including, but not limited to software and operating systems that do not permit an entrant to participate in a Contest), including without limitation any injury or damage to any entrant's or any other person's computer or video equipment relating to or resulting from participation in a Contest; inability to access the Website, or any web pages that are part of or related to the Website; theft, tampering, destruction, or unauthorized access to, or alteration of, entries and/or images of any kind; data that is processed late or incorrectly or is incomplete or lost due to telephone, postal issues, computer or electronic malfunction or traffic congestion on telephone lines or transmission systems, or the Internet, or any service provider's facilities, or any phone site or website or for any other reason whatsoever; typographical, printing or other errors, or any combination thereof. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PICKS AND THE PICKS PROVIDERS DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED AND STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. PICKS AND THE PICKS PROVIDERS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICE, SECURITY OF THE SERVICE, AVAILABILITY OF ANY GOODS, SERVICES OR OFFERINGS OFFERED ON OR THROUGH THE SERVICE, OR THE INFORMATION, CONTENT, SERVICES, MATERIALS OR PRODUCTS, INCLUDED ON OR THROUGH THE SERVICE. NEITHER PICKS NOR ANY PICKS PROVIDER MAKES A WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION, CONTENT, OR SERVICES, PROVIDED ON OR THROUGH THE SERVICE. THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON OR THROUGH THE SERVICE MAY CONTAIN INACCURACIES OR TYPOGRAPHICAL ERRORS. NEITHER PICKS NOR ANY PICKS PROVIDER SHALL BE RESPONSIBLE FOR ANY OPINIONS, VIEWS, ADVICE, STATEMENTS, OR USER CONTRIBUTIONS POSTED ON OR THROUGH THE SERVICE (INCLUDING, WITHOUT LIMITATION, IN ANY INTERACTIVE AREAS OF THE SERVICE) BY ANY PERSON OR ENTITY OTHER THAN AN AUTHORIZED PICKS REPRESENTATIVE. * Limitations on Liability NEITHER PICKS NOR THE PICKS PROVIDERS GUARANTEE THE CONTINUOUS, UNINTERRUPTED, OR SECURE ACCESS TO THE SERVICE OR ANY ASPECT THEREOF. THE OPERATION OF THE SERVICE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE THE CONTROL OF PICKS AND THE PICKS PROVIDERS. YOU UNDERSTAND AND AGREE THAT NEITHER PICKS NOR THE PICKS PROVIDERS SHALL BE LIABLE TO USERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PICKS OR THE PICKS PROVIDERS HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF USER TRANSMISSIONS OR DATA; (III) OPINIONS, VIEWS, ADVICE, STATEMENTS, OR USER CONTRIBUTIONS POSTED ON OR THROUGH THE SERVICE; OR (IV) ANY OTHER MATTER RELATING TO THE SERVICE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN AND REGARDLESS OF THE FORM OF THE ACTION, PICKS’ LIABILITY TO USERS FOR ANY CAUSE WHATSOEVER WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY SUCH USER TO PICKS FOR USE OF THE SERVICE. IN THE EVENT THAT A USER RESIDES IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SOME OF THE LIMITATIONS ABOVE MAY NOT APPLY TO SUCH USER. 17. SERVICE AND MAINTENANCE We conduct maintenance work on its systems from time to time primarily for the purpose of ensuring security and integrity. A portion, or sometimes all, of the features of the Service will not be available during maintenance periods. If possible, Users will be notified of maintenance periods in advance, however, Users hereby agree that We may update the Service with or without notifying Users. We also reserve the right to modify or discontinue operation of any aspect of the Service at any time, including, without limitation, the availability of the Website, or any features or content thereon. We may also impose limits on certain features and offerings or restrict access to parts or all the Service with or without notice to Users and without liability to Users or any third-party. All problems encountered during the use of the Service, can be reported to Picks when the problem is encountered at . 18. CALIFORNIA CONSUMER NOTICE As required by California Code Section 1789.3, this notice is to advise Users that (i) the Service is provided by Picks, Beachmont Business Centre, 434, Kingstown St. Vincent and the Grenadines P.O. Box 1510, Beachmont, Kingstown St. Vincent and the Grenadines St. Vincent and the Grenadines 1510, Phone: (+357) 9654-0567, and (ii) a fee may be charged for certain offerings, including, without limitation, in connection with Service. Picks reserves the right to change the amount of any fee or charge and to institute new fees or charges, effective on reasonable notice to Users. If Users have a complaint regarding the Service or desire further information on use of the Service, please contact . 19. BINDING ARBITRATION AND CLASS ACTION WAIVER PLEASE READ THIS SECTION CAREFULLY AS IT MAY SIGNIFICANTLY IMPACT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. * Initial Dispute Resolution Users agree to work with Picks in good faith to resolve any dispute, controversy, disagreement, or claim (“Dispute”) arising out of or relating to this Agreement or their use of the Service before escalating the Dispute to binding arbitration or litigation, as addressed below. Users must give Picks an opportunity to resolve the Dispute by sending written notification to with the subject line “DISPUTE” or mailing Picks Ltd. Attn: Dispute Resolution, . The written notification of Dispute must include: (i) the User’s name and address; (ii) a written description of the Dispute; and (iii) a description of the specific relief the User seeks. The parties agree to use their best efforts to resolve Disputes using this Initial Dispute Resolution process. * Binding Arbitration By entering into this agreement, You agree that all Disputes between You and Picks that cannot be resolved through Picks’ Initial Dispute Resolution procedure shall be resolved exclusively and finally by binding arbitration conducted in St. Vincent and the Grenadines before a single arbitrator in accordance with the American Arbitration Association’s (“AAA”) Commercial Arbitration Rules and expedited hearing procedures or JAMS. The laws of St. Vincent and the Grenadines shall be applied in any arbitration proceedings, without regard to principles of conflict of laws. EXCEPT AS OTHERWISE PROVIDED BELOW, NO DISPUTE MAY BE BROUGHT AS A CLASS ACTION AND YOU DO NOT HAVE THE RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS ACTION WITH RESPECT TO ANY DISPUTE. You further agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to any claim that all or any part of these Terms are void or voidable, or whether a claim is subject to arbitration. The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. The arbitrator’s decision shall be final and binding on You and Picks and may be entered as a judgment in any court of competent jurisdiction. Each party shall bear its own costs in connection with any arbitration proceedings. The parties shall equally share the fees of the arbitration and the arbitrator. The Commercial Arbitration Rules governing the arbitration may be accessed at [www.adr.org](http://www.adr.org) or by calling the AAA at 1 (800) 778-7879. * Class Action Wavier The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. USERS AND PICKS AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITIES AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes. * 30-Day Right to Opt Out YOU HAVE THE RIGHT TO OPT-OUT OF THE BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS SET FORTH ABOVE WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). Users may opt-out of these provisions by mailing written notification to Picks, Attn: Opt Out, . The written notification must include: (i) the User’s name and address and (ii) a clear statement that the User does not wish to resolve disputes with Picks through binding arbitration. A decision to opt-out of these provisions will have no adverse effect on the User’s relationship with Picks. If Users opt-out of these provisions, Picks also will not be bound by them. ANY OPT-OUT REQUEST RECEIVED AFTER THE OPT-OUT DEADLINE WILL NOT BE VALID AND USERS MUST PURSUE THEIR DISPUTE THROUGH BINDING ARBITRATION OR SMALL CLAIMS COURT. 20. GENERAL PROVISIONS
* Relationship of Parties/No Third-party Beneficiaries Users agree that no joint venture, partnership, employment, or agency relationship exists between Users and Picks as a result of this Agreement or their use of the Service. Users agree not to hold themselves out as representatives, agents, operators, distributors, or employees of Picks and Picks shall not be liable for any of their representations, acts, or omissions. Users also agree that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this Agreement. * Assignment We may assign its rights and obligations under this Agreement and/or the Picks Privacy Policy, in whole or in part, to any person or entity at any time with or without the Users’ consent. Upon such assignment, We may be relieved of any further obligation hereunder. Users may not assign or delegate any rights or obligations under this Agreement or the Picks Privacy Policy without Picks’ prior written consent, and any unauthorized assignment and delegation by Users is void and ineffective. * Circumvention/Indemnification Users agree that they shall not circumvent or attempt to circumvent these Terms or the Service or otherwise interrupt or attempt to interrupt the operations of Picks (collectively, a “Circumvention Act”). If Picks determines, at its sole discretion, that Users have engaged, or attempted to engage, in any Circumvention Act, or to otherwise commit fraud with regard to the Service, then, in such an event, We reserve the right to institute civil or criminal proceedings against such Users and to report such Users to the relevant regulatory authorities. By entering a Contest or accepting any prize, entrants, including but not limited to the winner(s), agree to indemnify, release and to hold harmless Picks, its parents, subsidiaries, affiliates and agents, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities (collectively, the "Released Parties"), from any and all liability, claims or actions of any kind whatsoever, including but not limited to injuries, damages, or losses to persons and property which may be sustained in connection with participation in the Contest, the receipt, ownership, use or misuse of any prize or while preparing for, participating in and/or travelling to or from any prize related activity, as well as any claims based on publicity rights, defamation, or invasion of privacy. Picks may, in its sole and absolute discretion, require an Account holder to execute a separate release of claims similar to the one listed above in this Paragraph as a condition of being awarded any prize or receiving any payout. Users further agree to indemnify, save, and hold harmless the Released Parties from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of their use or misuse of the Service, any violation by Users of this Agreement, or any breach of the representations, warranties, and covenants made by Users herein. We reserve the right, at the Users’ expense, to assume the exclusive defense and control of any matter for which the Users are required to indemnify Picks and Users agree to cooperate with Picks’ defense of these claims. We will use reasonable efforts to notify Users of any such claim, action, or proceeding upon becoming aware of it. Users agree that the provisions in this paragraph will survive any termination of the Service. * Force Majeure We shall not be liable for any delay or failure to perform resulting from unforeseen circumstances or causes outside its reasonable control, including, without limitation, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation facilities, fuel, energy, labor or materials. * No Agency Nothing in these Terms will be construed as creating any agency, partnership, trust arrangement, fiduciary relationship or any other form of joint enterprise between You and Us. * Waiver/Severability No failure or forbearance on Picks’ part to exercise its rights or insist upon performance of obligations hereunder is to be construed as a waiver or relinquishment of those or any other rights or obligations in that or any other instance; rather, the same shall remain in full force and effect. If any provision of this Agreement is deemed unlawful, void, or for any reason unenforceable, such provision shall be narrowed in scope or otherwise amended to the extent necessary to make such provision lawful, valid, and enforceable while as nearly as possible reflecting the intent of the parties as expressed in this Agreement, or, if such amendment is impossible, severed from this Agreement. No amendment or severing of any provision of this Agreement shall affect the validity or enforceability of any remaining provisions. * Entire Agreement These Terms constitute the entire agreement between Users and Picks with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of these Terms or the Picks Privacy Policy will be effective only if in writing and signed by Us. * Amendments We reserve the right to amend these Terms, or to implement or amend any procedures, at any time. Any amendments will be published on the Service and such changes will be binding and effectively immediately. * Supplemental Policies We may publish additional policies related to specific services. Your right to use such services is subject to those specific policies and these Terms. * Termination We may terminate this Agreement as well as Your access to the Website and the Services immediately without notice to You (and without any financial compensation to you): (i) if for any reason We decide to discontinue to provide the Services or the Website or any part thereof, in general or specifically to You; (ii) if We believe that You have breached any of the terms of this Agreement; (iii) if Your use of the Services or the Website has been in any way improper or breaches the spirit of this Agreement; or (iv) for any other reasonable grounds we see fit in our sole discretion. 21. GOVERNMENTAL COMPLIANCE Picks’ performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of Picks’ right to comply with governmental, court, and law enforcement requests or requirements relating to use of the Service or information provided to or gathered by Picks with respect to such use. 22. CONTACT US At any time, you may contact us with any questions, requests, comments, or complaints that you may have with respect to the Service or these Terms, at: THE SECTION TITLES IN THESE TERMS OF USE ARE FOR CONVENIENCE ONLY AND HAVE NO LEGAL OR CONTRACTUAL EFFECT. Please visit this page regularly for updates to these Terms of Use. \ \
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