Terms of Use
 

Tipsto Corp (“Tipsto,” “we,” “us,” or “our”) invites you to access and use our proprietary platform, which serves as a marketplace for sports tips, allowing users to browse and purchase tips on various sports events as well as provide their own tips to others. Through our platform, users can connect, share insights, and discover valuable sports information (“Platform”). We make the Platform available to you (“you” or “your”) through  our mobile application (the “App”). Your access to the Platform is subject to the following terms of use (the “Terms of Use”), which may be updated by us from time to time without notice to you. Capitalized terms not defined in these Terms of Use shall have the meaning set forth in our privacy policy (the “Privacy Policy”).

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USERS ACKNOWLEDGE AND AGREE THAT BY BROWSING OR USING THE CONTENT, SERVICES, AND TOOLS OFFERED BY THE SITE AND MOBILE APP, YOU HAVE AGREED, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THESE TERMS OF USE AND ANY ADDITIONAL TERMS THAT MAY APPLY.
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1. CHANGES TO THESE TERMS OF USE. We reserve the right, at our sole discretion, to modify, discontinue, or terminate the Platform, or to modify the Terms of Use, at any time and without prior notice. If we modify the Terms of Use, we will post the modification on the Platform and/or provide you with notice of the modification at the last email address you gave us. By continuing to access or use the Platform after we have posted a modification or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms of Use. If the modified Terms of Use is not acceptable to you, your only recourse is to cease using the Platform.

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2. MEMBER ACCOUNTS. In order to access the Platform, you must register with us and become a member (“Member”). As a Member you will be able to: (i) create a profile; (ii) browse and purchase sports tips from other tipsters; (iii) provide your own tips for others to browse and purchase; (iv) track and manage your tips; (v) sign up for and receive alerts when other Members post User Content (as defined below) or make updates; (vi) share your tip information and post commentary and other content (collectively, “User Content”); and (vii) email us. We are under no obligation to accept any individual as a Member, and may accept or reject any registration in our sole and complete discretion. To withdraw account balances, users may be required to provide accurate and complete beneficiary details, including legal name, bank account number, and other required information. Tipsto uses this information exclusively to facilitate financial transactions through third-party payment providers. Users acknowledge and agree that Tipsto is not a financial institution and does not itself process withdrawals, but transmits payment instructions to licensed third-party payment processors. Tipsto is not liable for any errors, delays, or issues arising from third-party handling of withdrawal requests. You are solely responsible for ensuring the accuracy of your banking details. Tipsto shall not be held responsible for losses or delays due to incorrect or incomplete beneficiary information provided by the user.

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3. USE OF SITE. Within Tipsto’s marketplace, you are required to follow the marketplace rules and to treat others the way you would want to be treated. Specifically and in addition, you agree as follows:

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• You shall not interfere with or attempt to interrupt the proper operation of the Platform through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Platform through hacking, password or data mining, or any other means.

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• You are prohibited from using any robot, spider, scraper, or other automated method to access the Platform for any purpose without our explicit written permission. However, we do allow operators of public search engines to use spiders to copy materials from the Platform, solely to the extent needed for creating publicly accessible searchable indices of these materials, but not for caching or archiving them.

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• You must not engage in any activity that imposes, or could impose (at our sole discretion), an unreasonable or disproportionately large load on our technical infrastructure. If you encounter any content that violates our community guidelines, please inform us, and we will review it.

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• We retain the right, at our sole and absolute discretion, to restrict your access to the Platform or any part of it, without notice, and to remove any User Content that fails to comply with these guidelines.

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• You may not use the Tipsto Platform, including any content or materials contained therein, for any purpose that is unlawful, prohibited by these Terms of Use, or that encourages illegal activity or infringes the rights of Tipsto or others. Without limiting any terms or conditions set forth herein, you agree that, while using the Platform, you will not transmit or solicit: (a) Any unlawful, threatening, abusive, libellous, defamatory, obscene, vulgar, pornographic, profane, or otherwise indecent information of any kind, including images and language; (b) Any message that constitutes, encourages, or incites conduct that would constitute a criminal offence or gives rise to civil liability; or (c) Any information, software, or other material that infringes the rights of others, including content that invades privacy or publicity rights, or that is protected by copyright, trademark, or other proprietary rights, without prior permission from the owner or rights holder.

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• Any unauthorised access to or violation of Tipsto’s systems or networks may subject you to civil and/or criminal liability.

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4. INTELLECTUAL PROPERTY. The Platform contains material, such as software, text, graphics, images, sound recordings, audiovisual works, historical performance, charts, odds, match design, tipster statistics and other material provided by or on behalf of Tipsto,  including but not limited to the design, selection, coordination, expression, look and feel an arrangement of such content (collectively referred to as the “Content”). The Content may be owned by us or by third parties. The Content is protected under both United States and international laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use the Content except as expressly permitted under these Terms of Use. No other use is permitted without prior written consent from us. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of these Terms of Use, your permission to access and/or use the Content and the Platform automatically terminates and you must immediately destroy any copies you have made of the Content. The trademarks, service marks, and logos of Tipsto (“Tipsto Trademarks”) used and displayed on the Platform are registered and unregistered trademarks or service marks of Tipsto. Other company, product, and service names located on the Platform may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with the Tipsto Trademarks, the “Trademarks”). Nothing on the Platform should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of the Tipsto Trademarks inures to our benefit. None of the Content may be retransmitted without our express, written consent for each and every instance.

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5. USER CONTENT AND COMMUNICATIONS.  We encourage you to share User Content and communicate with Tipsto and other Members. However, any feedback, suggestions, questions, comments, ideas, notes, concepts, and other similar information you provide to Tipsto related to the Platform (collectively, “User Content”) will be considered Tipsto’s proprietary information, excluding any personally identifiable information (PII), such as your name, email address, physical address, phone number, and credit card information, which is protected under our Privacy Policy. The Platform may feature text analysis, profiles, and other interactive functions where you can post, submit, publish, display, or transmit content, including photos, text, and other creative materials. All User Content must comply with these Terms of Use. By submitting any User Content on the Platform, you grant Tipsto and its affiliates, successors, and assigns a non-exclusive, irrevocable, unrestricted, perpetual, transferable, worldwide, royalty-free, and fully paid-up license to use, reproduce, modify, perform, display, distribute, and otherwise exploit the User Content for any purpose, in any media now known or hereafter devised. You represent and warrant that you own or control all rights to your User Content and that you have the right to grant this license to Tipsto and its affiliates, successors, and assigns. This license includes the right, but not the obligation, for Tipsto to use your name, image, likeness, photograph, and Sign-In Name to advertise and promote the Platform or Tipsto. Tipsto is not responsible for the contents or accuracy of any User Content posted by you or any other user. You agree not to submit any User Content that includes confidential or non-public information. You further acknowledge that User Content may be used by Tipsto alongside advertising or other materials, including for profit. Each submission of User Content constitutes a representation and warranty that your content is original or that you have the rights necessary to grant this license, and that the content does not infringe upon any intellectual property, privacy, publicity, or moral rights of others, nor contain libelous, defamatory, or obscene content that violates Applicable Law or our community guidelines.

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6. CONFIDENTIALITY. While we encourage you to create and upload User Content and communicate with us and other Members, please be aware that any ideas, content, and information you post or share with other Members through the Platform will be visible to and may be used by other Members. We cannot guarantee that other Members will not use or share those ideas, content, or information that you disclose on the Platform. Therefore, if you have any information you wish to keep confidential, do not want others to use, or that may be subject to third-party rights that could be infringed by sharing, please refrain from posting it on or through the Platform. Additionally, you are responsible for complying with all applicable laws when posting User Content. Tipsto is not responsible for any Member’s misuse or misappropriation of any idea, content, or information you post on or through the Platform.

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7. WARRANTIES AND  LIABILITY. We make no warranty that the website, platform, or app will operate without errors or that they, their servers, or any content are free from viruses, contamination, or destructive features. If using the content, website, platform, or app results in the need for equipment or data repair or replacement, we are not liable for those costs. Tipsto does not warrant that predictions or price quotes will be accurate or free from delays or errors. You understand that price quotes may be different to what other users see depending on the date and time that the purchase request was placed. The website, platform, app, and all content are provided "as is" and "as available," without any warranties of any kind.  Under no circumstances are Tipsto, its officers, directors, affiliates, or licensors liable to users for any damages whatsoever including, without limitation, direct, indirect, incidental, punitive, exemplary, reliance, or consequential, special damages (whether or not foreseen), lost profits, or damages resulting from lost data, arising from your use, misuse, or reliance on the information and services available on the platform. This limitation of liability shall apply to prevent recovery of direct, indirect, incidental, consequential, special, exemplary, or punitive damages arising from any claim relating to these terms of use or the subject matter hereof, whether such claim is based on warranty, contract, tort (including negligence), or any other legal theory, even if Tipsto has been advised of the possibility of such damages. This limitation applies to the user’s use, misuse, or reliance on the platform, including damages that may result from advertised third-party content. To the fullest extent permitted by applicable law, Tipsto and its affiliates, officers, directors, employees, and agents shall not be liable for any indirect, incidental, punitive, special, exemplary, or consequential damages, including but not limited to loss of profits, business interruption, loss of business opportunities, goodwill, or data, even if Tipsto has been advised of the possibility of such damages. Tipsto shall not be responsible for the accuracy or reliability of User Content or third-party content on the Platform. The total aggregate liability of Tipsto shall not exceed the greater of (i) the amount paid by you to Tipsto in the 12 months preceding the claim or (ii) $100. Tipsto disclaims any liability related to failed, delayed, or misdirected withdrawals due to third-party financial institutions, user-submitted errors, or transmission issues outside of our control. Users are responsible for verifying the accuracy of withdrawal information and ensuring compliance with applicable tax or banking regulations in their jurisdiction.

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8. PRIVACY. Tipsto’s privacy policy applies to the use of this site, and its terms are made a part of these terms of use by this reference. Additionally, by using the site, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send to the site may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted. Tipsto processes personal data in compliance with the General Data Protection Regulation (GDPR) in the European Economic Area (EEA) and the California Consumer Privacy Act (CCPA) in the United States. We do not sell personal data; however, we may process user data as outlined in our Privacy Policy.

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9. THIRD PARTY CONTENT. The site may display content or tools provided by third parties, links to third-party webpages, or both, including advertisements and solicitations to purchase products or services, collectively known as “third-party content.” In consideration for the convenience of Tipsto making this third-party content available or accessible to the user, the user acknowledges that Tipsto has not reviewed all the third-party content and that Tipsto is not responsible or liable for any such third-party content, including, but not limited to, the privacy practices of third parties offering such third-party content; you must contact the third party directly for any remedies that may be available to you. Access to any third-party content does not constitute an endorsement by Tipsto or any of its subsidiaries or affiliates of any third parties or third-party content. Tipsto is not a seller of products purchased from third parties offering third-party content and is in no way responsible for shipping their products. Tipsto may from time to time engage certain affiliates or other third parties to provide all or part of the services to you, and you hereby acknowledge and agree that such third-party participation is acceptable.

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10. APPLICABLE LAW AND DISPUTES.  Any cause of action or claim you may have with respect to this site must be commenced within one (1) year after the claim or cause of action arises. Some jurisdictions do not allow the exclusion of certain warranties, the shortening of applicable statute of limitations, or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, in certain jurisdictions, some of the above limitations may not apply to you; however, all the provisions of these terms of use remain in full force and effect. User agrees that any and all controversies, claims, or disputes with anyone (including the company and any employee, officer, director, stockholder, or benefit plan of the company in their capacity as such or otherwise) arising out of, relating to, or resulting from user’s use of the site or the terms of use, shall be subject to binding arbitration under the applicable arbitration rules in your jurisdiction, with the governing law and location for arbitration as follows:

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• For disputes in the United States: Delaware law and arbitration in New Castle County, Delaware, or the U.S. District Court for the District of Delaware.

• For disputes in European Union jurisdictions: Arbitration will be conducted in accordance with the rules of arbitration in the country where the user resides, with governing law of that European Union country.

• For disputes in Asian jurisdictions: Arbitration will be conducted in accordance with the rules of arbitration in the country where the user resides, with governing law of that Asian country.

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If, for any reason, the jury waiver is held to be unenforceable in any jurisdiction, the parties agree to binding arbitration for any dispute or claim arising out of these terms of use under any applicable federal, state, local, or international statutes, laws, or regulations, under the applicable commercial rules of the relevant arbitration association. Users also irrevocably consent to the exclusive venue of the designated court or arbitration location for each jurisdiction. If you access the site from outside your country, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. The determination of the arbitrator shall be final, binding, and conclusive upon the parties and enforceable in a court of competent jurisdiction. The agreement of each party to waive its right to a jury trial shall be binding on its successors and assigns.

 

Except as otherwise specified below, all actions, disputes, claims, and controversies under common law, statutory law, or in equity of any type or nature whatsoever, whether arising before or after the date of this agreement, and whether directly or indirectly relating to: (a) this agreement and/or any amendments and addenda hereto, or the breach, invalidity, or termination hereof; (b) any previous or subsequent agreement between the parties; and/or (c) any other relationship, transaction, or dealing between the parties (collectively the “disputes”), will be subject to and resolved by binding arbitration in accordance with the governing law and arbitration rules of the country or jurisdiction of the user. Arbitration will take place in the applicable jurisdiction’s designated location, determined by Tipsto.

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11. CLASS ACTION WAIVER. You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilise class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

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12. INDEMNITY. Users agree to defend, indemnify, and hold harmless Tipsto and its affiliates and their officers, directors, employees, consultants, agents, licensors, and suppliers from and against any and all claims, losses, expenses, liabilities, settlements, litigation, damages, and/or costs (including, but not limited to, fees, costs, and other expenses of attorneys and expert witnesses) arising out of or related to: (1) user’s use of the site, including, but not limited to, any user content, (2) any violation of these terms of use or applicable law by the user in connection with the use of the site, including, but not limited to, user content, (3) any actual or alleged infringement by the user, or any person accessing the site using your password or account identifier, of any intellectual property, privacy, or other rights of any third party, or (4) any unauthorized use of password-protected user content utilizing your account information, whether or not known or authorized by you. Tipsto reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the user at the user’s expense, and the user shall not in any event settle or otherwise dispose of any matter without Tipsto’s prior written consent.

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13. SCOPE OF LICENSE. The user is granted a non-transferable, non-exclusive, non-sublicensable license to install and use the licensed application on any Apple or Android devices owned or controlled by the user, as allowed by the usage rules in this section and the terms of the App Store and Google Play Store. The licensed application may also be accessed and used by other accounts associated with the user through Family Sharing, volume purchasing, or similar features. This license covers: Any updates to the application provided by Tipsto that replace, repair, or supplement the original version, unless a separate license is provided for an update, in which case that new license’s terms will apply. The user may not share or make the application available to third parties (unless permitted by the App Store or Google Play Store Terms and Conditions and with Tipsto’s prior written consent), nor may they sell, rent, lend, lease, or otherwise redistribute the application.

 

Users are prohibited from:

• Reverse engineering, translating, disassembling, integrating, decompiling, removing, modifying, combining, creating derivative works or updates of, adapting, or attempting to derive the source code of the application, or any part of it, without Tipsto’s prior written consent.

• Altering the application or any part of it, except as expressly authorized by this license and the usage rules.

• Creating and storing copies of the application, except on devices owned or controlled by the user for backup purposes, under the terms of this license, the App Store and Google Play Store Terms of Service, and any other applicable device or software terms.

• Removing any intellectual property notices.

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Users acknowledge that no unauthorized third parties may access these copies at any time. Violations of these obligations, as well as any attempt to infringe them, may result in prosecution and damages. Tipsto reserves the right to modify the terms and conditions of this license at any time. Nothing in this license is intended to restrict applicable third-party terms. When using the application, users must ensure compliance with all applicable third-party terms and conditions.

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14. EQUITABLE RELIEF. You acknowledge and agree that if you breach or threaten to violate our intellectual property rights, or misuse our confidential and proprietary information, it would cause us irreparable harm, entitling us to seek injunctive relief to uphold these terms of use. Without waiving any other remedies available under these terms, we may seek interim, equitable, provisional, or injunctive relief from any court with jurisdiction, as necessary to safeguard our rights and property while arbitration is pending.

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15. TERMINATION.  Upon termination of your account for any reason, Tipsto will retain your data in line with its privacy policy. Even after your account is terminated, please note that certain provisions in these terms of use, by their nature, will continue to apply and remain in effect. Tipsto reserves the right to cancel any subscription at any time at its sole discretion, in which case affected users will be notified of the cancellation. Additionally, Tipsto may, without prejudice to its other rights, suspend or terminate a user’s access to the site if it determines, at its sole discretion, that the user’s actions are, or were, in violation of these terms of use.

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16. MISCELLANEOUS. Tipsto’s decision not to insist on or enforce strict performance of any provision in these terms of use should not be interpreted as a waiver of any provision or right. Neither the conduct between the parties nor common trade practices shall modify any of these terms of use. Tipsto may assign its rights and duties under these terms of use to any party at any time without notifying users and without requiring the user’s express consent. Users are prohibited from assigning any rights or delegating any of their obligations under these terms of use without Tipsto’s prior written consent. Any unauthorized assignment or delegation is considered null and void. No assignment or delegation relieves users of any obligations under these terms of use. If any provision of these terms of use is found to be unlawful, void, or unenforceable for any reason, that provision will be deemed severable from these terms and will not impact the validity or enforceability of the remaining provisions. All sections, as well as any other provisions that should logically survive, shall continue to apply after the termination of these terms of use. These terms of use, along with Tipsto’s privacy policy, constitute the entire agreement between the parties regarding the subject matter and supersede any prior written or oral agreements relating to such matters.

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17. LEGAL COMPLIANCE. The user represents and warrants that they are not located in a country subject to United Nations or international sanctions, including any country designated as supporting terrorism or subject to embargoes; and that the user is not listed on any UN or international list of prohibited or restricted parties.