Terms of Use

INTRODUCTION

These Terms of Use consist of two chapters covering the use of the Playgama gaming platform by the Internet user (Chapter 1. User Terms) and the cooperation with Partners regarding the Games distribution on the Partner’s platforms (Chapter 2. Partners Terms and Conditions).

Please note that the “Chapter 1. User Terms” applies to an Internet user who uses Playgama gaming platform. However, “Chapter 2. Partners Terms and Conditions” applies explicitly to the Partners who is registered at Playagama as a “Partner” and meets the conditions set in Chapter 2.

If you are registering as a Partner on the Playgama’s Portal, PLEASE READ CHAPTER 2 BEFORE USING THE PLAYGAMA’S PORTAL AS A PARTNER.

Chapter 1 and Chapter 2 constitute two separate agreements subject to their terms. Each of the Chapters is subject to change and may be updated periodically (together or separately).

• Chapter 1. USER TERMS
• Chapter 2. PARTNERS TERMS AND CONDITIONS

CHAPTER 1. USER TERMS

Last Updated: 17.02.2025

ARTICLE 1. GENERAL PROVISIONS

1.1. LeadToChanges L.L.C-FZ, The Meydan Hotel, Grandstand, 6th floor, Meydan Road, Nad Al Sheba, Dubai, U.A.E (the “Company”) invites an Internet user (the “User”) to use Playgama gaming platform available at: (https://playgama.com) (the “Service”).

1.2 In all cases not provided for by these Terms, the relations between the Company and the User in connection with the use of the Service shall be governed by the:

• License agreement for users (https://playgama.com/license);

• Privacy Policy (https://playgama.com/confidential).

  1.3. By starting to use the Service/its certain functions, the User is deemed to have accepted these Terms and terms of the above documents, in full, without any reservations and exceptions. If the User disagrees with any of the provisions of the said documents, the User may not use the Service.

  1.4. These Terms may be amended by Company without any prior notification, the new version of the Terms shall become effective upon its posting on the Internet at the address specified in this paragraph, unless otherwise provided in the new version of the Terms. The current version of the Terms is always available at: (https://playgama.com/termsofuse).

  1.5. If Company makes any amendments to these Terms in the manner provided for by section 1.4. of these Terms, to which the User does not agree, he/she shall stop using the Service.

  1.6. By using the Service, the User consents to receiving informational notices. The User may unsubscribe from the notices by using relevant functions of the Service or following instructions specified in a message received.

ARTICLE 2. USER REGISTRATION / AUTHORIZATION. USER ACCOUNT.

2.1. In order to use some functions of the Service, the User must go through the registration / authorization procedure using the partner platforms of the Service. As a result of registration the User will get a unique account on the Service.

2.2. During or after registration, the User can upload an image for the account, as well as customize the name that represent the User within the use of the Service. The image of the account and the customized name of User must comply with the requirements of paragraphs 3.7.1 - 3.7.6 of these Terms.

2.3. The User's data received when using the Service is processed under the conditions specified in the Privacy Policy published at: (https://playgama.com/confidential). The User is notified and agrees that, subject to authorization in the Service and the User's posting of materials and publications, and / or participation in the User rating, and/or under other circumstances related to the display of User actions in the Service, the Service may publicly display a name and image (avatar) of the User specified in the User account.

The above data, as well as other data related to the use of the Service functionality (statistics of visits, results and progress of the Game, purchases made in the Service, and other information) may be transferred to the Rightsholder for the purposes of maintaining the correct operation of the Service and provision of certain functions of the Games, forming User rating tables (leaderboards), posting reviews in the Game interface, collecting and analyzing anonymized statistical data.

2.4. The User is solely responsible for the security (including guessing stability) of the means of access to the account chosen by the User, and independently ensures their confidentiality. The User is solely responsible for all actions (as well as their consequences) within the Service under the User's account, including cases of voluntary transfer by the User of data for access to the User's account to third parties.

2.5. The User is responsible for the compliance with all the requirements of the applicable legislation on personal data and also guarantees that if the transfer of personal data of third parties to the Service takes place, the Customer has obtained necessary legal basis for processing such data by the Company, and the relevant third parties are notified of the processing of their personal data by the Service (if such notification is required by legislation on personal data).

2.6. The User must immediately notify the Company of any unauthorized (not authorized by the User) access to the Service using the User's account and/or any violation (suspicion of violation) of the confidentiality of its means of access to the account. For security purposes, the User is obliged to securely log out of his/her account (the "Logout" button) at the end of each session of working with the Service. The Company is not responsible for possible loss or damage to data, as well as other consequences of any nature that may occur due to the User's violation of the provisions of this part of the Terms.

2.7. The Company reserves the right, at its sole discretion, to limit the User’s access to the Service (or its particular functions, if technologically feasible) using User’s account, or completely block the User’s account in case of repeated non-compliance with these Terms or take other measures against the User in order to comply with legislative requirements or respect third-party rights and legitimate interests.

ARTICLE 3. USE OF THE SERVICE. CERTAIN FUNCTIONS OF THE SERVICE. INTELLECTUAL RIGHTS

3.1. The Service is available to Users who have the legal capacity to accept these Terms and have reached the age necessary to use the Service in accordance with the laws of the country of citizenship or residence of the User. The use of the Service by a minor is permitted with the knowledge and consent of his legal representative and under his control provided that the legal representative has read these Terms and fully accepted their provisions on his own behalf.

3.2. The Service provides the User with free access, viewing and playback on the User's device html5 games (the "Game") uploaded to the Service by the developer and (or) the rightsholder of the Games (hereinafter "Rightsholder"). All currently existing features of the Service, as well as any development of them and / or the addition of new ones, are subject to these Terms.

3.3. The rights to all components of design of the Service as a whole and to its parts, to Service software are vested in Company. The rights to the Games posted on the Service belong to their rightsholders.

3.4. The license agreement for the use of the Game is available at: (https://playgama.com/license).

3.5. By starting to use the Service, the User guarantees that he does not perform and will not perform any actions aimed at circumventing the technical means of protection against unauthorized use of the objects specified in section 3.3 of these Terms. Any copying, reproduction, modification, distribution, public display, circumvention of technical protection or other use of the above-mentioned objects of the Service beyond the scope of the capabilities provided by the Service, as well as any use for commercial purposes, is prohibited.

3.6. User also warrants, represents, and undertakes that with respect to these Terms:

(a) he meets and shall comply with all applicable sanctions and export control laws and regulations, including those administered and enforced by Switzerland, the United States, the United Kingdom, the European Union and relevant Member States, Russia, any other jurisdiction applicable to Rightsholders, the United Nations Security Council or any other body with jurisdiction relevant to these Terms (collectively, “Sanctions”) and is not identified on any Sanctions lists.

(b) User shall promptly notify the Company of the occurrence of any fact or event that would render any representation or warranty in this Section incorrect or misleading. The Company may immediately terminate these Terms in case of any breach by User of any representation or warranty in this clause or if Company reasonably determines that it cannot perform its obligations under these Terms due to Sanctions-related prohibitions.

3.7. The Service provides authorized Users with the opportunity to publish reviews of Games containing a subjective assessment of the User experience of using the Game, its characteristics, content, etc. When publishing a review, it is not allowed to:

3.7.1. in any way post and/or distribute any content that is illegal, harmful, slanderous, unethical or violates intellectual property rights, promotes hatred and/or racial, ethnic, sexual, religious or social discrimination or is insulting to any persons and/or organizations;

3.7.2. violate third party rights including underage people and/or cause harm in any way;

3.7.3. impersonate any other person or representative of an organization and/or community without being authorized to do so, including employees of the Company or Rightolder, moderators of Games, website owners and apply any other forms and methods of unlawful representation of other persons online as well as mislead other users and the Company regarding features and characteristics of any subjects or objects;

3.7.4. post and/or distribute unauthorized advertising information, spam (including spamdexing), lists of e-mail addresses of other people, pyramid schemes, multilevel marketing (MLM), Internet earning systems and e-mail businesses, chain letters etc.;

3.7.5. post and/or distribute any materials containing viruses or other computer codes, files or programs designed to breach, destroy or limit the operation of any computer or telecommunication equipment or software, for unauthorized access as well as serial numbers to commercial software and generation programs, logins, passwords and other means to receive authorized access to fee-based online resources, or post links to such information;

3.7.6. otherwise violate legal standards including international law.

3.8. By posting a review, the User agrees that the review may be used by the Company on the Service and applications related to the Service, as well as in advertising or marketing materials published on Company resources on the Internet, as well as on other resources and sites on the Internet, to promote the Service, either with or without specifying the name of the User who posted the information, without the need to obtain special permission from the User and without paying royalties, on the territory of all countries of the world without a time limit, with the right of the Company to grant the rights to use such information to third parties.

Upon complaint, the review can be deleted from the Service if the User violates the rules for publishing reviews.

ARTICLE 4. RESTRICTIONS

4.1. The Service is provided by the Company “as is”. The Company does not guarantee the compliance of the Service with User’s goals and expectations, the safety of the data submitted and posted by a User on the Service, uninterrupted and error-free operation of the Service or its features. The Company shall be entitled at any time to partially or fully change the functionality provided by the Service.

4.2. The Company does not guarantee the absence of the information which does not correspond to the age category of a minor, as well as that the classification of information products provided by the Rightsholder is correct. The Rightsholder is fully responsible for the content of the Games and the proper classification of information products.

4.3. The Company shall not be liable for the content of the Games or other information published in the Service. The Company also does not guarantee the security of the use of Games for the User's device, the absence of malware, viruses, or the technical compatibility of Games with the User's device.

ARTICLE 5. MISCELLANEOUS

5.1. Any information used in the Service is intended for personal non-commercial use only. At the same time, any copying of the Service's information, including using automatic and other software tools to gain access to data, its reproduction, processing, distribution, making available to the public (publication) on the Internet, any use in the media and/or for commercial purposes without the prior written permission of the Company is prohibited

5.2. If there are reasonable assumptions about a possible violation of the law, the rights and interests of third parties by the information posted in the Service, or by the User's actions, the User can report this by using the special functionality of the Service.

5.3. These Terms and all relations between the Company and Users in connection with the use of the Service shall be governed by and interpreted in accordance with English Law without regard to conflicts of laws principles.

5.4. Any dispute, difference, controversy or claim arising out of or in connection with these Terms and Conditions, including (but not limited to) any question regarding its existence, validity, interpretation, performance, discharge, applicable remedies and transactions contemplated hereby, shall be subject to the exclusive jurisdiction of the Courts of the Dubai International Financial Centre (“the DIFC Courts”). This choice of jurisdiction and venue does not prevent either Party from seeking injunctive relief with respect to a violation of intellectual property rights, confidentiality obligations or enforcement or recognition of any award or order in any appropriate jurisdiction.

CHAPTER 2. PARTNERS TERMS AND CONDITIONS

Last Updated: 17.02.2025

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE PLAYGAMA’S PORTAL AS A PARTNER. BY CLICKING ON THE "I ACCEPT" OR SIMILAR BUTTON, YOU AGREE TO BECOME BOUND BY THESE PARTNERS TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE PARTNERS TERMS AND CONDITIONS, CLICK ON THE "CANCEL" BUTTON AND YOU WILL NOT HAVE ANY RIGHT TO USE THE PLAYGAMA’S PORTAL AS A PARTNER. PLAYGAMA’S ACCEPTANCE IS CONDITIONAL UPON THE PARTNER’S AGREEMENT TO THESE TERMS AND CONDITIONS, TO THE EXCLUSION OF ALL OTHER TERMS.

These Partners Terms and Conditions (the "Terms") constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“Partner” or “you”) and LeadToChanges L.L.C-FZ ("Company", "Playgama", "we," "us," or "our"). By signing up as a Partner, embedding our widget, API, links, or otherwise using our services, you agree to these Terms.

The Terms are subject to change and may be updated periodically. Playgama has the right to amend or modify these Terms at any time. Please refer to article 10 for more information.

By registering as a Partner, you confirm that you:

• Have read, understood, and agreed to these Terms.
• Will comply with Playgama’s Terms and all applicable laws.

For any questions or support, please contact Playgama Support at [email protected].

ARTICLE 1. DEFINITIONS

For the purposes of these Terms, in addition to capitalized terms defined elsewhere in these Terms, the following defined terms shall have the meanings set forth below:

“Additional Costs” means the In-Game Advertisement platform costs and Games hosting costs incurred by Playgama, which are set to a maximum at twenty (20) percent of the Gross ln-Game Revenues (if applicable), and VAT (if applicable).

“Game(s)” means owned or licensed by Playgama browser gaming software distributed via the widgets, API or links on the Platform.

“Gross In-Game Revenue” means all revenues generated and received through In-Game Advertisement and In-Game Purchases under this Agreement and calculated based on related statistics and Playgama internal metrics in a Reporting Period excluding VAT (if and where applicable).

“In-Game Advertisement(s)” means the digital advertising displayed to Users within the distributed Games made available through the Platform.

“In-Game Purchase(s)” means digital item/product/service purchased by the Users within the Games made available through the Platform.

“Net Revenue” means the Gross In-Game Revenue, less developer’s share, Additional Costs, payment processing fees, and VAT (if and where applicable).

“Playgama”, “Company”, “we”, “us” or “our” means LeadToChanges L.L.C-FZ, a limited liability company registered under the legislation of U.A.E under formation number 2306448 and having its registered office situated at The Meydan Hotel, Grandstand, 6th floor, Meydan Road, Nad Al Sheba, Dubai, U.A.E.

“Partner” or “you” means any physical person, company or another legal entity registered on Playgama’s portal as a Partner, making one or several Games available through the widgets, API or links on the Platform under this Agreement.

“Platform” means the Partner’s website(s), social media, domain(s) or other content hosting infrastructure, which is owned by, or licensed to, the Partner where the Partner will display (or provide links to) the Games.

“Users” means a physical person end-user accessing and playing the Games via the Partner’s website, social media, or shared links.

ARTICLE 2. LICENSE FOR GAME DISTRIBUTION

2.1. Subject to the Terms, Playgama grants the Partner a limited, worldwide, revocable, non-exclusive and non-sublicensable right to publish the Games (web-version of the Games) on the Platform and to allow Users interact with the functionality of the Games. The Partner is not permitted to publish the Games in any native application stores unless with specific written approval from Playgama.

2.2. All rights granted by Playgama are subject to the Partner’s full compliance with this Agreement. This Agreement does not transfer any ownership rights of Playgama in and to the Games to the Partner.

2.3. The Company retains all intellectual property rights to the Games, the widgets solution, documentation, and any associated branding. The Partner must not claim ownership of, modify, or distribute the Company’s intellectual property.

ARTICLE 3. INTEGRATION AND USAGE OF THE GAMES

3.1. The Partner shall integrate the Games on the Platform by embedding the provided widgets, using API or otherwise as agreed by the Parties.

3.2. The Partner may also share direct links to the Games via social media platforms, including but not limited to Twitch, YouTube, and Facebook.

3.3. The Partner is solely responsible for ensuring the Game functions properly on the Platform. The Partner must ensure that Games are displayed in accordance with the Company’s branding and content guidelines.

ARTICLE 4. PARTNER’S REGISTRATION AND ACCESS

4.1. To become a Partner, you must register in the “Partner” section of the Playgama’s portal and provide accurate company and payment details. The Company reserves the right to verify the information provided and approve or reject applications at its discretion.

4.2. The documents required for registration and verification of the Partner’s account are the following:

• Certificate of business registration (e.g., extract from the trade register or the incorporation certificate);
• Tax Registration Certificate, or VAT payer number with the related confirmation document;
• Confirmation of signatory power (signer’s authority to sign contracts on behalf of the company);
• Articles of association or the Partner’s charter

Failure to provide abovementioned documents may result in refusal of Partner’s registration as well as inability of the Company to proceed with the payment in accordance with Article 5.

ARTICLE 5. COMPENSATION AND PAYMENT TERMS

5.1. The Partner is entitled to a compensation equal of fifty per cent (50 %) of the Net Revenue received in the Reporting Period. The Reporting Period is a calendar month. The amount of compensation due to the Partner will be calculated by Playgama monthly, according to Playgama internal metrics.

5.2. The Partner understands and accepts that the amount of Compensation is not subject to the discretion of Playgama but depends on the web traffic the Games realize on the Platform and thus the In-Game Advertisement and the number of In-Game Purchases made by the Users. The actual Compensation amount can only be calculated by Playgama at the end of the Reporting Period, based on the abovementioned criteria, when Playgama is provided with the necessary information and results from its advertising and distribution partners.

5.3. All amounts payable by Playgama to the Partner are due based on the invoices provided by the Partner, sixty (60) business days after full pay-out to Playgama by advertisers, based on related In-Game Advertisements shown in the Reporting Period, or by Users, based on In-Game Purchasers in the Reporting Period.

The amounts are payable in US Dollars (USD via the payment method agreed upon during registration except if otherwise agreed upon by the Parties. Any transaction fees or currency conversion costs will be deducted from the final payout amount.

5.4. All payments are inclusive of VAT (unless a VAT exemption applies or no VAT is due),withholding taxes or any other duties, taxes or bank charges / payment processing fees (as the case may be). If any payment made by Playgama is subject to withholding tax or other deduction anywhere in the world, Playgama may decrease the payment to the Partner, and this decreased compensation amount shall be considered as full compensation under this Agreement.

5.5. Compensation will only be paid out to the Partner provided that the accumulated outstanding amount due to the Partner is at least one thousand (1000) US Dollars. Compensation amounts of less than one thousand (1000) US Dollars shall be carried over to the next month until the amount of one thousand (1000) US Dollars is reached. Playgama may waive these limits at the request of the Partner.

In the event that the Agreement is terminated before the accumulated outstanding amount due to the Partner reaches one thousand (1000) US Dollars, the funds below the threshold of one thousand (1000) US Dollars shall be deemed forfeited, and the Partner explicitly agrees with this.

5.5. Performance Tracking. The Partner will have an access to the following metrics in the Partner’s account (depending on the type of solution used to integrate the Games on the Platform):

• Number of Games displayed
• Number of clicks on Games
• Number of Games played
• Revenue earned

The Partner must not (1) use fraudulent methods to generate clicks or Game’s plays; or (2) manipulate revenue data or engage in other misleading practices.

5.6. Compliance and Fraud Prevention. Payment is contingent upon Partner’s compliance with these Terms and the continued compliance of Partner’s Platform with Playgama guidelines. If any fraudulent activity, such as fake clicks, artificially inflated metrics, or other prohibited activities are detected, Playgama may withhold or cancel payments and/or terminate Partner’s account.

ARTICLE 6. WARRANTIES AND LIABILITY

6.1. The Partner warrants that:

• it has the necessary financial resources to perform its obligations under the Terms.
• it has the requisite legal right, power and authority to execute, deliver, and to perform its obligations under the Terms.
• nothing contained in the Terms will result in a breach of any provision of its constitutional documents or result in a breach of any agreement, license or other instrument, order, judgment or decree of any court or governmental body to which it is bound.

• it conducts its business in compliance with all applicable laws, rules and regulations, including without limitation, applicable personal data protection laws.

  6.2. Playgama warrants that Playgama either owns the Games or has the right/ the license to distribute the Games on the platforms.

  6.3. TOTAL AGGREGATE LIABILITY OF PLAYGAMA UNDER THESE TERMS WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), UNDER A WARRANTY, UNDERTAKING OR REPRESENTATION UNDER STATUTE OR OTHERWISE, FOR ANY LOSSES OR DAMAGES SUFFERED OR INCURRED BY THE PARTNER SHALL NOT EXCEED THE TOTAL AMOUNT OF THE COMPENSATION RECEIVED BY THE PARTNER IN THE PREVIOUS SIX CALENDAR MONTHS PRIOR TO THE DATE THE ALLEGED FAILURE TO FULFIL ANY OBLIGATIONS UNDER THE TERMS AND/OR THE WRONGFUL ACT FIRST AROSE, BUT IN NO EVENT TO EXCEED USD 10,000 (TEN THOUSAND US DOLLARS).

  6.4. Playgama shall not be liable under or in connection with the Terms whether in contract, tort (including negligence), under a warranty, undertaking or representation under statute or otherwise, for any indirect or consequential losses, any loss of business, business opportunities or goodwill, or any loss of revenue, savings or profits, whether actual or prospective or for any punitive damages, howsoever arising, whether such losses or damage were foreseeable or in the contemplation of the Partner.

  6.5. Nothing in the Terms shall limit or exclude any liability for (i) death or personal injury resulting from negligence, (ii) fraud, fraudulent misrepresentation or willful default, or (iii) for any other liability to the extent it cannot be lawfully excluded or limited.

ARTICLE 7. RESTRICTIONS AND COMPLIANCE

7.1. By entering in these Terms, the Partner agrees:

• Not to alter, modify, or manipulate the Games, widgets, or any other documentation provided by the Company.
• Not to use bots, automated scripts, or fraudulent techniques to generate artificial clicks or plays.
• Not to promote Games in a misleading or deceptive manner, neither to use the means of advertising of the Games which are (i) obscene, defamatory or otherwise unlawful; or (ii) violent, sexual or abusive in nature so as to be reasonably likely to cause offence to any material group of people.
• To comply with all applicable laws, including data protection and advertising regulations.
• Not to distribute Games on restricted platforms or in prohibited regions as specified by Playgama.

• Not to permit any User to:

  • use, reproduce, copy, sell, resell, or exploit any Game, or any parts thereof, for any purpose other than for which the Games are made available hereunder;
  • remove or change any branding or links included in any Game, nor otherwise adjust any Game in any way whatsoever, unless explicitly otherwise agreed by Parties;
  • abuse, decompile, reverse engineer, attempt to derive the source code, or disassemble any Game;
  • interrupt or attempt to interrupt the proper operation or exploitation of any Game in any way whatsoever;

  • register any rights regarding any Game, Playgama or its business.

    7.2. Failure to comply with the aforementioned restrictions may result in Partner’s account suspension, termination, and forfeiture of unpaid compensation, or other legal remedies available under the Terms or applicable legislation.

ARTICLE 8. TERM AND TERMINATION

8.1. These Terms shall come into force the date of its acceptance by the Partner and shall be in force as long as the Partner is registered and is using Playgama’s portal and services. In the event of termination of these Terms, as applicable, the rights and duties of Playgama and Partner to each other will terminate except that any part of the Terms, which by their nature should survive termination, will survive, including sections 6, 7, 9, 10.

8.2. Termination for Cause

Playgama may terminate the Terms immediately, upon providing written notice to the Partner, if any of the following events occur:

• The Partner violates any provisions of the Terms, which remains uncured for a period of thirty (30) days following receipt of written notice specifying the breach.
• The Partner engages in fraudulent, abusive, unlawful or prohibited activities, or otherwise violates any applicable regulations.
• The Partner becomes insolvent, files for bankruptcy, or has a receiver or administrator appointed over its assets.
• The other Party engages
• A force majeure event prevents the other Party from fulfilling its obligations under this Agreement for a continuous period exceeding sixty (60) days.

Playgama may unilaterally terminate the Terms, in whole or in part with immediate effect and without any liability for damages, in the case where the Game developed by the third party (developer) and therefore licensed to Playgama infringes any third party intellectual property rights or is in violation of any applicable law or regulation.

8.3. Termination for Convenience

Either Party may terminate this Agreement for any reason, or no reason, by providing the other Party with prior written notice of at least thirty (30) days. The termination shall take effect at the expiration of the notice period, unless otherwise agreed upon in writing. Termination notices shall be sent to Playgama at [email protected] stating the legal name of the Partner, and the reason for termination.

The Agreement can be terminated by any time by the mutual agreement of the Parties

Playgama also reserves the rights to unilaterally terminate the Terms, without any liability for damages, in case Playgama discontinues the services, by sending a 30-day prior written notice.

8.4. Upon termination of this Agreement, the Partner shall immediately remove all Games from its Platform.

8.5. Payment Upon Termination.

If terminated for non-compliance or fraudulent activity, any unpaid compensation may be forfeited. If terminated for other reasons, final payments will be processed within 60 days in accordance with article 5, provided the minimum payout threshold is met.

ARTICLE 9. CONFIDENTIALITY AND DATA PROTECTION

9.1. Each Party may disclose to the other Party’s Confidential Information as may be necessary to further the performance of its obligations under these Terms. Each Party agrees to treat the other's Confidential Information in the manner prescribed herein.

Confidential Information means any business and technical information of a Party hereto that is treated as confidential by such Party and furnished to the other Party, and which includes but is not limited to source code, object code, flow-charts, and algorithms. Confidential Information includes (but is not limited to) the following:

• all performance and revenue (compensation) data;
• the existence of Parties collaboration, unless agreed otherwise;
• any information relating to the business, affairs, clients, suppliers, plans, intentions, or market opportunities of the disclosing party, and the operations, processes, product information, intellectual property, or know-how of the disclosing party; and

• any information or analysis derived from the Confidential Information.

  9.2. The Parties shall protect the other Party's Confidential Information as follows:

• Except as specifically provided herein or otherwise permitted by the other Party in writing, each Party may disclose Confidential Information of the other Party only to those employees and agents required to have knowledge of the same to perform their duties pursuant to these Terms. Each Party shall require each such employee or agent to enter into a written non-disclosure agreement containing provisions substantially consistent with the terms hereof prior to the disclosure of Confidential Information to such employee or agent. Each Party shall treat the Confidential Information of the other Party with the same degree of care as it protects its own Confidential Information and in no event less than a reasonable degree of care.

• Except as may specifically be permitted herein, upon the termination of the Terms each Party shall return to the other, or, if so requested, destroy all Confidential Information of the other Party in its possession or control, except such Confidential Information as may be reasonably necessary to exercise the rights that survive the termination of this agreement.

  9.4. The foregoing obligations of confidentiality shall not apply with respect to either Party's Confidential Information to the extent that it:

• is within or later falls within the public domain through no fault of the Party receiving the Confidential Information; or
• is, or becomes, available to the receiving Party from third parties, who, in making such disclosure, have breached no written confidentiality agreement; or
• is previously known by the receiving Party;

• is independently developed by or for the receiving Party without use of the Confidential Information.

  9.5. In the event any Party receives a request to disclose any Confidential Information under the terms of a valid and effective subpoena or order issued by a court of competent jurisdiction or a governmental body, such Party shall (i) immediately notify the Party that furnished such Confidential Information of the existence, terms and circumstances surrounding such request, (ii) consult with such Party on the advisability of taking legally available steps to resist or narrow such request, and (iii) exercise reasonable best efforts, at the expense of the Party producing such Confidential Information, to obtain an order or other reliable assurance that confidential treatment will be accorded to such portion of the Confidential Information as may be disclosed.

  9.6. The Partner must comply with all data protection laws regarding Users information collected through Partner’s Platform, widgets, API or links, unless otherwise agreed by the Parties.

  9.7. Notwithstanding aforementioned, Playgama may use anonymized and aggregated data for analytics and reporting.

ARTICLE 10. MISCELLANEOUS

10.1. Entire Agreement.

These Terms collectively set forth the entire agreement and understanding between the Parties hereto with respect to the subject matter hereof and, except as specifically provided herein, supersedes and merges all prior oral and written agreements, discussions and understandings between the parties with respect to the subject matter hereof, and neither of the Parties shall be bound by any conditions, inducements or representations other than as expressly provided for herein.

10.2. Amendments, Modifications

If Playgama publishes a new or updated version of these Terms, it will promptly notify the Partner by revising the date on these Terms, or in some cases by adding notices on the homepage or other websites or sending the Partner email updates (where data protection laws allow this). Upon receipt of such notice, the Partner shall have the right to terminate the Terms between the Partner and Playgama subject to article 8 above within fourteen (14) days.

If the Partner refrains from terminating the Terms within this period, the amended version of the Terms will apply between the Parties in full from the Last Updated date. Your continued use of the widgets, API or links on the Platform after any changes to these Terms constitutes your acceptance and agreement to such updated Terms.

10.3. Independent Contractors

In performing these Terms, the Partner and the Company act and shall act at all times as independent contractors and nothing contained in these Terms shall be construed or implied to create an agency, partnership or employer and employee relationship between the Parties.

10.4. Electronic Signature

The Parties agree these Terms may be accepted by electronic means by clicking the "I ACCEPT" or similar button. The Parties agree that this method of acceptance is enforceable and in compliance with the requirements under the UAE legislation, and waives any claim of invalidity based on the lack of a handwritten or electronic signature.

11.5. Assignment

The Partner shall not assign its rights or obligations under these Terms to any third party without the Company’s prior written approval, which shall be not unreasonably withheld.

11.6. Severability

The provisions of these Terms shall be severable, and if any of them are held invalid or unenforceable for any reason, such provision shall be adjusted to the minimum extent necessary to cure such invalidity. The invalidity or unenforceability of one or more of the provisions contained herein shall not affect any other provisions of these Terms.

11.7. Governing Law

These Terms shall be governed by and interpreted in accordance with English Law without regard to conflicts of laws principles.

11.8. Competent Forum

Any dispute, difference, controversy or claim arising out of or in connection with these Terms and Conditions, including (but not limited to) any question regarding its existence, validity, interpretation, performance, discharge, applicable remedies and transactions contemplated hereby, shall be subject to the exclusive jurisdiction of the Courts of the Dubai International Financial Centre (“the DIFC Courts”).

This choice of jurisdiction and venue does not prevent either Party from seeking injunctive relief with respect to a violation of intellectual property rights, confidentiality obligations or enforcement or recognition of any award or order in any appropriate jurisdiction.