Refract Terms of Service

Last Updated Date: 1 December 2023

1. Introduction

  1. 1.1. These Terms of Service set out the terms and conditions which govern your use of our Services (as defined below) and is an agreement between the relevant Refract Company (also referred to as "Refract", "we", "us" or "our") and you.
  2. 1.2. By accessing, and/or using our Services, you agree to these Terms of Service. If you do not agree to these Terms of Service, please do not access or use our Services.
  3. 1.3. We may issue additional terms and conditions relating to specific features, content and services (including but not limited to, events, competitions and contests). Your right to participate in and/or use such features, content and services will also be subject to these Terms of Service and these additional terms and conditions.
  4. 1.4. We reserve the right, at our discretion, to change, modify, add or remove portions of these Terms of Service and other relevant Refract policies, at any time by posting the amended terms or policies on our websites. You will be deemed to have accepted such changes by continuing to use the Services.

2. Creating and Using an Account

  1. 2.1. To access and use certain Services, you may be required to register for an account ("Account"). You agree not to use or provide any false, inaccurate or misleading information when signing up for your Account. We reserve the right to deny the creation of any account at our discretion and for any reason.
  2. 2.2. If you choose or are provided with a user name, password, or any other piece of login information as part of the Account registration process (collectively, "Login Information"), you must treat such information (other than your user name) as confidential, and you must not disclose it to others. You shall not share the use of your Account or Login Information, or let anyone else access your Account or do anything that might jeopardize the security of your Account. In the event you become aware of or reasonably suspect any breach of security, including without limitation any loss, theft, or unauthorised disclosure of your Login Information, you must immediately change your password and notify Refract. You are solely responsible for maintaining the confidentiality of the Login Information, and you will be responsible for all use of your Account, including purchases, whether or not authorized by you.
  3. 2.3. Your Account is non-transferable and is for your personal use. You shall not purchase, sell, rent or give away your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall be owned by Refract.

3. Account Registration by Minors

  1. 3.1. By using or registering for an Account or otherwise using the Service, you represent that you have either reached the age of majority or "legal responsibility" where you live or your parent or legal guardian agrees to be bound by these Terms of Service on your behalf. If you do not know whether you have reached the age of majority or "legal responsibility" where you live, or do not understand this section, please ask your parent or legal guardian for help. If you are the parent or legal guardian of a minor, you and the minor accept and agree to be bound by these Terms of Service and are responsible for all use of the Account or Services, including purchases, whether the minor's account is now open or created later.

4. Closing Accounts and Suspension

  1. 4.1. You may terminate your Account at any time and for any reason by following the process described on our support page for the relevant Service. Depending on the Service provided, you may also be able to cancel specific Services, or portions or features of a Service by following the relevant process described on our support page.
  2. 4.2. We may at any time and for any reason, in our sole discretion and without notice or liability to you or any third-party, limit, suspend, terminate, cancel, modify or delete Accounts or access to the Services, or portions or features of the Services, including without limitation in the following circumstances:
    1. 4.2.1. if you, or we suspect that you, have failed or are failing to comply with these Terms of Service;
    2. 4.2.2. for any actual or suspected illegal or improper use of the Services by you;
    3. 4.2.3. where you have failed to make a payment required for the provision of any Services and/or Materials;
    4. 4.2.4. if you have not accessed or used your Account, or we otherwise consider that it has been inactive for a period of 180 days or more; and
    5. 4.2.5. where we are required to do so to comply with a legal obligation or a court order.
  3. 4.3. If in accordance with clauses 4.1 and 4.2 above, we or you limit, terminate, cancel, modify or delete Accounts or access to the Services, or portions or features of the Services:
    1. 4.3.1. we shall be entitled to delete any information, data, Materials, and/or User Content which is associated with your Account or with your access and use of the relevant Service, or portions or features of the Service;
    2. 4.3.2. this may result in the loss of your use of Services you have purchased, and any benefits, privileges, and earned or purchased Digital Content (including Virtual Items) associated with your Account or your access and use of the relevant Service; and/or
    3. 4.3.3. we shall be entitled to reallocate or offer for registration your user name or user tag.
  4. 4.4. Our rights under clause 4.2 shall be in addition to any other rights and remedies provided by law or under this Agreement. Termination of an Account or cancellation of a Service shall not affect the respective rights and liabilities of any party accrued prior to such termination or cancellation.

5. Intellectual Property and Ownership

  1. 5.1. Subject to your agreement and continuing compliance with these Terms of Service and any other relevant Refract terms and policies, Refract and its or its affiliates' licensors, where applicable, grant you a non-exclusive, non-transferable, non-sublicensable, revocable, and limited right to access and use the Services for your own personal, non-commercial use which shall include a right to:
    1. 5.1.1. take screenshots and/or make videos of the Services and/or Materials; and
    2. 5.1.2. upload and share such screenshots and/or videos on social media, video sharing and/or streaming sites and platforms,
    subject always to your compliance with any terms and policies which we may introduce from time to time, including but not limited to any policies on brand and digital asset usage.
  2. 5.2. Notwithstanding clause 5.1, you shall be permitted to include third party advertisements in your videos and receive revenue from such advertising provided always that such advertisements do not contravene any of our terms and/or policies, including any such terms and/or policies that we may issue from time to time. Without prejudice to any other rights or remedies available to us under these Terms of Services or applicable law, we reserve the right to revoke, at our sole discretion, your right to take screenshots and/or make videos, or publish or share such screenshots and videos, including without limitation, where you are in breach of any provision of these Terms of Service.
  3. 5.3. All rights, title, and interest in and to the Services and Materials are owned by Refract and/or its or its affiliates' licensors. Except as expressly stated herein, all other rights, title and interest in and to the Services and Materials are reserved by us, our licensors and/or our software suppliers. Save as expressly permitted herein, you may not copy, reproduce, distribute, publish, enter into a database, display, perform, modify, create derivative works, transmit, repost or in any way exploit any part of the Services for any purpose, without our prior written consent.

6. User Content

  1. 6.1. Our Services may permit you to store, post, submit, publish, display, or transmit ("Post" or "Posting") User Content or receive User Content from other users. Except to the extent required by applicable law, we assume no responsibility for the conduct of any user submitting any User Content, and assume no responsibility for monitoring the Service for inappropriate content or conduct. Your use of the Service is at your own risk. You bear all risks associated with the use of any User Content available in connection with the Service.
  2. 6.2. By Posting any User Content while using the Service, you represent, and warrant that such User Content is:
    1. (a) accurate and not confidential or misleading;
    2. (b) not in violation of any laws, contractual restrictions, or other third party rights, and that you have permission from any third-party whose personal information or intellectual property is comprised in the User Content;
    3. (c) free of viruses, adware, spyware, worms or other malicious code;
    4. (d) you acknowledge and agree that any of your personal information within such content will at all times be processed by us in accordance with our Privacy Policy.
  3. 6.3. We may, but shall not be obliged to, screen, monitor and/or record your interaction with the Service or communications when you are using the Service. We reserve the right in our sole discretion to prohibit, edit, delete, disable access to or otherwise make unavailable any User Content without notice for any reason or for no reason at any time.
  4. 6.4. The Services may include various forums, blogs, and chat features where you can Post User Content, including your observations and comments on designated topics. Other members may use the ideas and information that you Post.
  5. 6.5. Where you Post any User Content, you hereby grant to us an irrevocable, perpetual, transferable, fully sublicensable, royalty-free, worldwide license to copy, reproduce, fix, adapt, modify, create derivative works from, manufacture, commercialize, publish, distribute, sell, license, sublicense, transfer, lease, transmit, publicly display, publicly perform, or provide access to electronically, broadcast, communicate to the public by telecommunication, display, perform, enter into computer memory, and use and practice, in any way, your User Content as well as all modified and derivative works thereof in connection with our provision of the Service, including marketing and promotions of the Service.

7. Use of the Services

  1. 7.1. You are solely responsible for your interactions with other users of the Service and any other parties with whom you interact through the Service. We reserve the right, but have no obligation, to become involved in any way with these disputes.
  2. 7.2. If you have a dispute with one or more users, you agree to release us from claims, demands, and damages of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
  3. 7.3. In accessing and using the Services, you agree not to:
    1. 7.3.1. use the Services to advertise, solicit, or transmit any commercial advertisements;
    2. 7.3.2. engage in any act that is, or that we deem to be, illegal or in conflict with the spirit or intent of the Service;
    3. 7.3.3. use cheats, exploits, automation software, emulators, bots, hacks, mods, or unauthorized third-party software;
    4. 7.3.4. modify any files that are a part of the Services without our express written consent;
    5. 7.3.5. disrupt, interfere with or otherwise adversely affect the normal flow of the Services;
    6. 7.3.6. use any robots, spiders, crawlers, or other data gathering tools;
    7. 7.3.7. institute, assist, or become involved in any type of attack;
    8. 7.3.8. attempt to gain unauthorized access to the Services;
    9. 7.3.9. Post any information that is abusive, threatening, obscene, defamatory, libelous;
    10. 7.3.10. attempt to, or harass, abuse, harm, or advocate or incite harassment;
    11. 7.3.11. make available through the Services any material that infringes any rights;
    12. 7.3.12. reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code;
    13. 7.3.13. solicit or attempt to solicit Login Information;
    14. 7.3.14. collect or Post anyone's private information;
    15. 7.3.15. use the Services for gambling, betting, or any similar activity.
  4. 7.4. We reserve the right to determine at our sole discretion, what conduct we consider to be in violation or otherwise outside the intent or spirit of these Terms of Service or the Service itself.

8. Personal Data

  1. 8.1. We collect, use and disclose your Personal Data in accordance with our Privacy Notice (virtualtkd.gg).
  2. 8.2. Where applicable, you acknowledge and consent to us collecting, using and disclosing your Personal Data for the provision of the Services to you and such purposes which are further described in our Privacy Notice.

9. Changes to the Services

  1. 9.1. You understand that our Services are constantly evolving. We may require that you accept updates to the Services. You may need also need to update any software provided by us or third-party software from time to time in order to receive the Services.
  2. 9.2. We may from time to time without giving any reason or prior notice, upgrade, modify, alter, suspend, discontinue the provision of or remove, whether in whole or in part, the Materials and/or the Services and shall not be liable if any such upgrade, modification, suspension or alteration prevents you from accessing the Services and/or the Materials or any part thereof.

10. Links to Third Party Sites

  1. 10.1. Our Services may link to websites or services operated by third-parties. We shall not be responsible or have any liability for the operation or content of such third-party website or service, or to any changes or updates to such sites.
  2. 10.2. We make no warranties in relation to any third-party website or service and any use of such websites or services is solely at your own risk. Your use of third-party websites or services may be subject to agreements or terms with the third-party licensors. It is your responsibility to review and understand any third-party terms.

11. Payments and Purchases

  1. 11.1. The purchase of Products and Digital Content offered for sale through the Services, shall be subject to the terms of this section.
  2. 11.2. You may place orders through the relevant online shopping process applicable to the Products and/or Digital Content that you wish to purchase. Your order is an offer to buy. You are responsible for ensuring the accuracy of each order placed by you. Upon our receipt of your order, we will send to you an acknowledgement confirming our receipt of your order. This order acknowledgement is not an acceptance of your order by us. All orders placed by you are final and you may not cancel orders which you submit.
  3. 11.3. You must make payment in full before we accept your order. Orders for Products shall be considered accepted only where we notify you that the Product has been shipped. Orders for Digital Content shall be considered accepted once access to the content is made available on your Account for the relevant Service. Prior to acceptance of your order we reserve the right, at our sole discretion for any reason, to cancel your order and provide you with a refund if payment has been processed. We shall not be liable for any loss, liability or damage arising from any cancellation of an order.
  4. 11.4. All prices are in United States Dollars, or where applicable, the equivalent amounts in your local currency. You will be informed of any applicable shipping and handling charges during the relevant online shopping process, and such shipping and handling charges shall be in addition to the prices displayed for the Products. You are responsible for any sales tax or duty, customs charge, import duty and tax, chargeable on your order. We reserve the right to revise prices for our Products and/or Digital Content from time to time, without notice to you.
  5. 11.5. Any delivery time lines provided by us shall be for indicative purposes only. We will attempt to notify you if we expect to be unable to meet our estimated delivery date, but, to the extent permitted by law, we shall not be liable to you for any losses, liabilities, costs, damages, charges or expenses arising out of late delivery.
  6. 11.6. All risk in Products you order shall pass to you upon delivery, except that, where delivery is delayed due to your unreasonable refusal to accept delivery or failure to accept delivery or collect the Product from a carrier, risk shall pass at the date when delivery would have occurred but for your unreasonable refusal or failure.
  7. 11.7. You must notify us within ten (10) business days of your acceptance of a delivery if you believe that you have received the wrong Products or if parts of your order are missing.
  8. 11.8. All purchases and redemptions of Digital Content (including Virtual Items) are final and non-refundable.
  9. 11.9. We provide a Limited Warranty for Products purchased from us.

12. Subscriptions

  1. 12.1. We may offer Services and/or Digital Content, or parts thereof, on a subscription basis ("Subscription"), for recurring periods of time ("Subscription Periods"). Subscriptions may be purchased by paying the specified fee for the relevant Services and/or Digital Content.
  2. 12.2. We will charge any fees applicable to your Subscription, to the payment method you select when your purchase your Subscription. All fees are in United States Dollars, or where applicable, the equivalent amounts in your local currency.
  3. 12.3. You shall keep your payment method updated. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your Account or Subscription, we may suspend your Subscription for the Services and/or Digital Content until payment is successfully made, or cancel your Account or Subscription in accordance with clause 4.2.
  4. 12.4. Payments for Subscriptions are non-refundable. If your Subscription is cancelled, you will continue to receive access to the Services and/or Digital Content to which you have subscribed until the end of the relevant Subscription Period.
  5. 12.5. We reserve the right to change Subscription plans and Subscription fees from time to time, and will notify you of changes to your Subscription.

13. Virtual Items

  1. 13.1. Digital Content which we offer for purchase may include points, coins, diamonds or other forms of in-game assets, by whatever name called, as meant to be used on or in conjunction with the Services ("Virtual Items"). We may from time to time provide Virtual Items to users without charge, including as awards for Competitions.
  2. 13.2. Where you purchase and/or receive Virtual Items, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable, and limited right to access and use the Virtual Items for your own personal, non-commercial use.
  3. 13.3. Virtual Items do not reflect any stored value, and you must not sell, purchase, trade, transfer, redeem or exchange Virtual Items for legal tender or any commodity with any other user or third-party.
  4. 13.4. We may, in our sole discretion, manage, regulate, control, modify or eliminate Virtual Items at any time, with or without notice. We shall have no liability to you or any third party in the event that we exercise any such rights.
  5. 13.5. If data relating to Virtual Items is stored locally on your device, we shall not be liable for any risk of loss once such Virtual Items are successfully credited to or redeemed by you.

14. Events, Competitions and Contests

  1. 14.1. We may from time to time organise competitions, contests and other events (collectively, "Competitions"). Your participation in such competitions, contests and events, shall be subject to these Terms of Service and we may, in our sole discretion, impose additional terms relating to each Competition ("Competition Terms") including in relation to eligibility for participation and the award of prizes.
  2. 14.2. We may, in our sole discretion, impose a fee for participation in any Competition. All fees are in United States Dollars, or where applicable, the equivalent amounts in your local currency.
  3. 14.3. You are responsible for ensuring that you, and your team where applicable, meet any eligibility requirements and pay any participation fees imposed for participation in a Competition.
  4. 14.4. Unless otherwise stated in the Competition Terms:
    1. 14.4.1. employees and contractors of Refract and our affiliates, and advertising, promotion and publicity agencies whom we engage, and the immediate family members of such persons, shall not be eligible to participate in Competitions; and
    2. 14.4.2. all participants must have valid Accounts for the duration of each Competition.
  5. 14.5. We reserve the right to cancel your Account if we determine, in our sole discretion, that you have breached any Competition Rules.
  6. 14.6. You shall be responsible for any tax, duty or charge applicable on prizes awarded to you.
  7. 14.7. We reserve the right to record Competitions, including all performances and proceedings relating to such Competitions.
  8. 14.8. In the event that any disputes arise in relation to any individual's eligibility for participation in a Competition, any results of a Competition or part thereof, or any issue arising from or in relation to Competition Terms, the decision of Refract shall be final.

15. Indemnity

  1. 15.1. You agree to indemnify, defend and hold Refract and its affiliates (and our officers, directors, agents, subsidiaries, joint ventures, and employees) harmless from any claim, demand, damages, or other losses, including reasonable attorneys' fees, asserted by any third party resulting from or arising out of your access and use of the Services, or any breach by you of these Terms of Service.

16. Disclaimers

  1. 16.1. To the maximum extent permitted by applicable law, you agree that the Services are provided on an "As Is" and "As Available" basis for your use, without warranties of any kind, express or implied, including without limitation warranties of merchantability, fitness for a particular purpose, title, non-infringement, and warranties arising from course of dealing or usage of trade. We do not warrant that you will be able to access or use the Services at the times or locations of your choosing, that the Services will be uninterrupted and/or error-free, that defects will be corrected, or that the Services are free of viruses, bugs, errors or other harmful software or content.

17. Exclusions and Limitation of Liability

  1. 17.1. To the maximum extent permitted by applicable law, we shall not be liable for any indirect, special, punitive, consequential, or incidental damages including but not limited to loss of revenue, lost profits, lost data, or business interruption, suffered by you or any third-party arising out of or relating to these Terms of Service whether based on contract, tort or any other legal theory, whether or not we have been advised of the possibility of such damages. To the extent permitted by law, in no event shall our aggregate liability exceed the amount paid by you for the Products and Services in the six (6) months immediately preceding the date on which you first assert a claim.
  2. 17.2. Nothing in this Agreement shall operate to exclude or limit either party's liability for death or personal injury caused by its negligence, fraud, or any other liability which cannot be excluded or limited under applicable law.

18. Applicable Law and Dispute Resolution

  1. 18.1. This contract is governed by the laws of Singapore.
  2. 18.2. Any dispute arising out of or in connection with this contract, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.

19. General Provisions

  1. 19.1. Severability: You and us agree that if any portion of these Terms of Service is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the terms.
  2. 19.2. Assignment: We may assign or delegate these Terms of Service, in whole or in part, to any person or entity at any time with or without your consent.
  3. 19.3. Supplemental Policies: We may publish additional policies related to specific services such as forums, contests, or loyalty programs.
  4. 19.4. Entire Agreement: These Terms of Service, any additional terms and policies, and any documents expressly incorporated by reference herein contain the entire understanding of you and us.
  5. 19.5. No Third-Party Rights: A person who is not a party to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any of its terms.
  6. 19.6. No Waiver:
    1. 19.6.1. Our failure to require or enforce strict performance by you of any provision of these Terms of Service shall not be construed as a waiver.
    2. 19.6.2. The express waiver by us of any provision shall not constitute a waiver of any future obligation to comply with such provision.
    3. 19.6.3. No representations, statements, consents, waivers, or other acts or omissions by us shall be deemed a modification of these Terms of Service.
  7. 19.7. Notices: We may provide any required notices to you via postings in our games, on our websites, via e-mail or any other communications means.
  8. 19.8. Equitable Remedies:
    1. 19.8.1. You acknowledge that the rights granted and obligations made under these Terms of Service to us are of a unique and irreplaceable nature.
    2. 19.8.2. You irrevocably waive all rights to seek injunctive or other equitable relief.
  9. 19.9. Feedback: If you give to us any idea, proposal, suggestion or feedback, you grant to us, without charge, royalties or other obligation to you, the right to make, have made, create derivative works, use, share and commercialize your Feedback in any way and for any purpose.
  10. 19.10. Force Majeure: We shall not be liable for any delay or failure to perform resulting from causes outside our reasonable control.

20. Definitions

  1. 20.1. In these Terms of Service, the following words shall have the meanings ascribed below:
    20.1.1. "Account" has the meaning given in clause 2.1.
    20.1.2. "Digital Content" means content and data which is produced and supplied in digital form, including video files, audio files, applications, games and any other software.
    20.1.3. "Competitions" has the meaning given in clause 14.1.
    20.1.4. "Competition Terms" has the meaning given in clause 14.1.
    20.1.5. "Feedback" has the meaning given in clause 19.9.
    20.1.6. "Login Information" has the meaning given in clause 2.2.
    20.1.7. "Materials" means any text, graphics, images, audio, video, software, data compilations and any other form of information capable of being stored in a computer that appears on or forms part of the Services.
    20.1.8. "Post" has the meaning given in clause 6.1.
    20.1.9. "Products" means any computer hardware, devices and any other hardware products, accessories or peripherals.
    20.1.10. "Refract Company" means:
    1. (a) Refract Technologies Pte. Ltd. in relation to the refract.gg and axis.gg websites;
    2. (b) Deep Dive Studios Pte. Ltd. in relation to the deepdivestudios.gg website;
    3. (c) Project 99 Pte. Ltd. in relation to the project99.gg website;
    4. (d) Virtual TKD Pte. Ltd. in relation to the virtualtkd.gg website.
    20.1.11. "Services" means any of the online services hosted or operated by Refract.
    20.1.12. "User Content" means any communications, images, sounds, and all the material, data, and information that you upload or transmit through the Services.
    20.1.13. "Virtual Items" has the meaning given in clause 13.1.

Contact Us

All notices given by you or required from you under these Terms of Service shall be in writing and addressed to:
71 Ayer Rajah Crescent #04-12/14Singapore 139951Or by email to:sales@virtualtkd.gg