1.1 The Growth Program is a product and/or service provided to you by TCG International Ltd, St. Vincent and the Grenadines (together with its affiliates) (referred to as “we”, “us” or “Company”). The Growth Program Services (hereinafter the “Growth Program” or “Growth Program Service”) provide you, under the Terms (as defined herein), the option to contribute and earn rewards on eligible, available and idle account balances you otherwise maintain in your Teroxx Wallet offered and operated through the third-party Teroxx Worldwide UAB (hereinafter “Teroxx”) – separate Terms Separate Terms of Service apply.
NOT TCG INTERNATIONAL LTD AND NO TEROXX ENTITY IS A BANK OR OTHER DEPOSITORY INSTITUTION. YOUR TEROXX WALLET IS NOT A DEPOSIT ACCOUNT OR A BANK ACCOUNT. The growth program is not a depository or bank program. Neither your Teroxx wallet nor growth assets are covered by insurance against losses or subject to deposit protection schemes or the protections of any comparable organization anywhere in the world. PARTICIPATING IN THE GROWTH PROGRAM SERVICES MAY RESULT INTO FINANCIAL LOSSES.
1.3 By using the Growth Program Services and/or completing the registration process, you enter into a binding contract with us and you are deemed to have expressly read, understood and bound by these Terms and Conditions.
1.4 Definitions. In these terms:
- “Applicable law” means any law, regulation, law, subordinate legislation, protocol, code, contract, policy, communication, instruction or judicial, arbitration or administrative decision, award, decree, directive or other requirement or directive, published or in force at any time and applicable to any person (including all parties to these Terms), asset, transaction, activity, event or other provision or otherwise intended, including regulations, orders, judgments, guidelines or other requirements or guidelines issued by any governmental or regulatory authority that is binding upon or applicable to such Person;
- “Related undertaking” means an undertaking which directly or indirectly exercises control over, is controlled by or is under the direct or indirect joint control of another undertaking;
- “Business Day(s)” means any day other than Saturdays, Sundays or statutory holidays on which banking institutions are open for normal business activities in the jurisdiction in which the transaction or business activity is affected pursuant to these Terms.
- “Teroxx App” or “Teroxx Wallet” means a third-party mobile application software developed, released and available for download by Teroxx Worldwide UAB for Android or Apple iOS, including all content and services provided on or through such content and services, all updates, upgrades, additions, releases and versions thereof – Separate Terms of Service apply;
- “Teroxx App Services” refer to the third-party site, the Teroxx App, the service Content and any related functions, services, content and applications that Teroxx Worldwide UAB may provide in relation to your stored digital asset by them – Separate Terms of Service apply;
- “Digital asset” means any type of cryptographic token, digital currency, cryptographic currency or virtual currency or digital asset that does not fall within the classification of a financial instrument under the laws on virtual financial assets;
- “Digital Asset Wallet” has the meaning attributed to the term in Section 2.1.
- “Activated Device” means the mobile or other device successfully registered by you for use in connection with the Growth Wallet and thereafter the Teroxx App and the Teroxx App Services;
- “Fees” are all fees charged by us for the use of the Growth Program Services and as defined in Section 7;
- “Force Majeure Event” means any event or failure over which we have no control, including (i) Force Majeure, Nature, Court or Government; (ii) failure or interruption in public or private telecommunications networks, communication channels or information systems; (iii) acts or omissions of any party for which we are not responsible; (iv) delay, failure or interruption or unavailability of third party services and websites; (v) strikes, lockouts, industrial disputes, wars, acts of terrorism and civil commotion; (vi) viruses, malware, other malicious computer codes or hacking of any portion of the Teroxx App Services;
- “Instructions” means any information, instructions, communications, orders or messages (including those relating to Growth Contracts or other transactions) that apply to you;
- “Personal data” means, according to article 4 (1) of the GDPR, sany information relating to an identified or identifiable natural person. An identifiable natural person is a person who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors relating to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
- “Taxes” means any taxes, duties or charges that must be levied, paid or withheld in connection with your use of the Services in accordance with applicable law.
- “Conditions” or “GTC” means these conditions including all annexes;
- “Trademarks” have the meaning attributed to the term in Section 8.1;
- “You” jointly and severally means the person(s)/legal entity who/which is/are the user(s) of the Growth Program Services;
- “Growth Program” refers to any related functions, services, content and applications (including those described in Section 2.1) that the Company may provide in relation to the Growth Program;
- “Growth Contract” refers to the details mentioned in Section 2.1;
- “Locking Period” refers to the details mentioned in Section 2.1;
- “Growth Wallet” refers to the wallet which will be maintained for each Growth Contract you enter including the description in Section 2.1. Your Growth Wallet is operated and maintained by a third-party provider Teroxx Worldwide UAB (hereinafter Teroxx). Separate terms of service are applicable;
- “Available Assets” has the meaning given in Section 2.1;
- “Contributed Assets” has the meaning given in Section 2.1;
- “Eligible Assets” has the meaning given in Section 2.1;
- “Eligible participants” means the users who fulfill the eligibility criteria of the Terms; provided, however, that you may not use the Growth Program if you are located in or a national or resident of: (i) any Restricted Location; (ii) any jurisdiction in which the Company is not authorized to provide the Growth Program; or (iii) any jurisdiction where your use of the Growth Program would be illegal or otherwise violate any applicable law or regulation of that jurisdiction (each of the above locations, a “Restricted Jurisdiction”);
- “Anticipated Rates” has the meaning given in Section 3.4.
The company makes no representation or warranty that the growth program is appropriate for use in all locations, or that the transactions and services described herein are available or appropriate for entry into or use in all jurisdictions or by all parties. You should inform yourself as to the legal requirements and tax consequences of using the growth program within all jurisdictions applicable to you. The company is not responsible for tax consequences to you of participating in the growth program.
2. The Growth Program Services
2.1 The Growth Program Services comprise the following Services:
- The Growth Program allows you to contribute Available Assets (as defined within the Teroxx App) to us in exchange for the opportunity to earn Rewards (as defined within the Teroxx App). Only Eligible Assets (as defined within the Teroxx App) are permitted.
- A list of assets that are currently eligible for use in the Growth Program is available within the Teroxx App (each an “Eligible Asset” and collectively, “Eligible Assets”). We may decide to add or remove assets from the list of Eligible Assets at any time in our sole discretion.
- You may contribute Available Assets to the Growth Program by selecting the amount, the available Locking Period and type of Available Assets you wish to contribute from your Teroxx Wallet held with Teroxx (“Contributed Assets”).
- You agree to only contribute Eligible Assets to the Growth Program that comprise available and idle balances that you initially deposited into your Teroxx Wallet held with Teroxx for the purpose of storing and trading solely.
- A list of Locking Periods that are currently available for use in the Growth Program are displayed within the Teroxx App. We may decide to add, amend or remove Locking Periods from the list of Locking Periods at any time in our sole discretion.
- The Company with sole discretion may define minimum or maximum contribution amounts. We may decide to add or amend or remove minimum or maximum amounts at any time in our sole discretion.
- Assets you contribute to the Growth Program (“Contributed Assets”) will be treated as received when displayed as such on the Growth Wallet; provided, that we reserve the right to: (i) reject or remove any contribution from the program; (ii) establish minimum or maximum contribution amounts; or (iii) return any Contributed Assets, at any time and in our sole discretion. In the event we elect to return contributed assets to you pursuant to this Section 2(e), you agree to undertake promptly any other actions we reasonably request in order to facilitate that return. You may not transfer returned assets or any interest in a returned asset prior the completion of the return of those assets.
- The Growth Wallet can only be operated if you are a user of the Teroxx App offered and operated by Teroxx Worldwide UAB on behalf of the Company. The Growth Wallet is a sub wallet to your digital asset wallet held and operated by Teroxx.
- You remain the lawful and beneficial owner of Contributed Assets into the Growth Program. All Contributed Assets held in your Growth Wallet are custodial assets held by Teroxx and/or third party acting on behalf of Teroxx for your benefit.
- The Growth Wallet must only be used for the intended purpose of displaying the underlying conditions of the Growth Contract.
- You must only deposit Eligible Assets into the Growth Wallet. The Eligible Assets must only be deposited from your Teroxx Wallet held with Teroxx. No external depositing of digital currencies is permitted.
- For each Growth Contract a separate sub wallet is maintained.
- The Growth Contract displays the details of the deposited assets into the Growth Program such as contributed amount and currency of the respective Growth Contract.
- You may request a complete return of your Contributed Assets at any time. Upon receipt of your request, we will initiate the return of Contributed Assets process instantly when practicable; provided, that we may require up to 7 (seven) days after you submit your request to return Contributed Assets. Return of Contributed Assets limits based on frequency or volume may apply from time to time, provided no Locking Period applies at the time of your request.
- You may invest in the Growth Program assets that belong to you. You are not able to invest any funds on behalf of third Parties.
2.2 We reserve the right to and without liability towards you:
- update, change, remove, cancel, suspend, deactivate or restrict access to the Growth Program Services or change any functions, components or content thereof; or
- refuse, suspend, cancel, reverse, invalidate or partially execute any Growth Contract;
2.3 We reserve the right to suspend, block, close, restrict or terminate your access to some or all of our services and to deactivate your Growth Contract and/or Growth Wallet, including but not limited to your Growth Contract and/or Growth Wallet:
- if we are required to do so in our opinion or by applicable law or by a court or other judicial authority for which we are competent;
- on reasonable suspicion that you may be in breach of these Terms or otherwise attempting to circumvent these Terms by, for example, contributing assets which are not eligible and/or available or contributing assets which do not fulfil the criteria of an eligible participant or misusing any of our incentive systems;
- where there are reasonable grounds to suspect that a Growth Contract is defective;
- on reasonable suspicion that your Growth Wallet has been compromised or that the Services are being used in a fraudulent or unauthorized manner;
- where there are reasonable grounds for suspecting or suspecting money laundering, terrorist financing, fraud or other financial offences; or
- if you fail and/or deny and/or neglect the Company’s request for identity verification and general due diligence verification; or
- subject any of your Growth Wallets or you to any pending litigation or investigation.
2.4 In the event that we suspend, block, close, restrict or terminate your access to our Services in accordance with the provisions of this Section 2, we will (unless it is unlawful for us to do so) give you reasonable notice of such termination. Suspensions from the use of our services will only be revoked if the reasons for the refusal no longer exist. We are not obliged to carry out suspended, cancelled or terminated Growth Contracts at the same price or under the same conditions. You have the right to the balance of the Growth Wallet at the time of suspension, no claim can be raised for future gain losses. The value of the assets shall remain the face value of the DA. I.e 1 BTC shall remain 1 BTC and shall be returned as such irrespective of fluctuation of price in USD.
2.5 Clause 2.2 above may be applied to all Users or a particular group or individual User. We cannot guarantee that certain content, components and/or functions will always be available in the Teroxx App and/or the Growth Wallet respectively.
3.1 You may earn Rewards on Contributed Assets (“Rewards”). Rewards are not guaranteed and the rates and timing of Rewards may vary.
3.2 Rewards, if any, will be paid to you by the Company, and shall be subject to tax withholding and reporting as required by applicable law.
3.3 Reward rates will be determined in our sole discretion based on the type of Eligible Asset, market conditions and risk factors. Such rates have no relationship to and may not be competitive with benchmark interest rates observed in the market for bank deposit accounts.
3.4 We may make available anticipated Reward rates and payment schedules from time to time on or through the Teroxx App (“Anticipated Rates”). Anticipated Rates are forward-looking statements that reflect current expectations regarding future events, involve significant risks and uncertainties, should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such performance or results will be achieved. Forward-looking statements are in no way a form of advice, solicitation or offering of or for the Growth Program and should not be interpreted as such.
3.5 All Rewards will be (i) paid to your Growth Wallet in the same asset as the applicable Eligible Asset contributed, (ii) at the time when the Growth Contract expires (ending of the Locking Period). Upon expiration of the Growth Contract the Contributed Assets and Rewards remain in the Growth Wallet, until you claim a withdrawal to your Teroxx Wallet held with Teroxx. The withdrawal to any third-party than defined herein is prohibited. Withdrawals are only permitted to your Teroxx Wallet held with Teroxx.
3.6 Rewards will be calculated and paid with the decimal precision displayed within the Teroxx App, as may be updated by us from time to time in our sole discretion.
4. Our use of contributed assets
You grant us the right, to the fullest extent that we may effectively do so under applicable law and without further notice to you, to utilize Contributed Assets in our discretion; provided, that the quantity and type of your Contributed Assets will be returned to you in accordance with the terms described herein.
5.1 The Growth Program Service is risky. Before participating in the Growth Program Service, it is important to understand its specific and unique risks. The Growth Program Service is not for everyone. You should examine your objectives, financial resources and risk tolerance to determine whether contributing Funds to the Growth Program Service is appropriate for you. Participating in Growth Program Service may result to financial losses.
5.2 Not the Company is or is regulated as a bank or other depository institution. Your Growth Wallet and Teroxx Wallet is not a deposit account or a bank account. The Growth Program is not a depository or bank program. Contributed Assets are not covered by insurance against losses or subject to deposit protection schemes of any comparable organization anywhere in the world.
5.3 The Company does not offer securities services, is not registered under the securities laws of any jurisdiction and the provision of the Growth Program has not been and will not be registered under the securities laws of any jurisdiction or otherwise approved by securities regulators in any jurisdiction.
5.4 Legislative and regulatory changes or actions at the state, federal or international level may adversely affect: (i) the use, transfer, and value of Contributed Assets; (ii) the operations and profitability of the Growth Program; (iii) the tax treatment of the Growth Program; and (iv) your ability to return Contributed Assets in a timely manner or at all.
5.5 Rewards for Contributed Assets are not guaranteed and we reserve the right to adjust Reward rates in our sole discretion.
5.6 The risk of loss of Digital assets and/or Contributed Assets can be significant. You should therefore carefully consider whether holding Digital assets is appropriate for you in view of your financial situation. When considering whether you want to hold Digital assets, you should be aware that the price or value of Digital assets can change rapidly, decrease, and possibly even drop to zero. Past performance is not an indicator of future performance. If you use the third-party Teroxx to access and store digital asset private keys for you and/or third parties, you acknowledge that we are not and also the third-party is not responsible for the protection of such keys and that we are not responsible for the loss of stored digital asset keys resulting from theft, loss or misuse of stored digital asset private keys that are beyond our control.
5.7 We are not responsible for the digital asset market and make no representations or warranties as to the actual or perceived value of digital assets denominated in a quoted currency. Although we or the third-party Teroxx may provide historical and/or real-time data at the price of digital assets, we nor do the third-party make no representations regarding the quality, suitability, usefulness, accuracy or completeness of such data, and you should not rely on such data for any reason whatsoever. You understand and agree that the value of Digital Assets may be volatile and we will not be in any way responsible or liable for any loss you suffer as a result of holding or trading or investing Digital assets, even if the Teroxx App Services are delayed, suspended or interrupted for any reason.
5.8 We do not provide investment advice and content on the Website should not be regarded as a substitute for individual investment advice. The content of the Website should not be used as a basis for investment decisions and is not intended as an attempt to market or promote digital assets or growth programs.
5.9 Without limiting anything in the Terms, the Company makes no representation or warranty, express or implied, to the full extent not prohibited by applicable law, regarding the advisability of your participation in the Growth Program. Neither the Company, nor any of its respective officers, directors, employees and affiliates is providing advice, including legal, financial, investment or tax advice, in connection with the Growth Program or your determination to participate in it.
5.10 Nothing in these Terms shall be deemed or is intended to be deemed, nor shall it cause, you and the Company to be treated as partners, joint venturers, or otherwise as joint associates for profit. The Company in no way acts in any fiduciary capacity or advisory capacity to you and nothing in these Terms shall be deemed or is intended to be deemed, nor shall it cause, any fiduciary or advisory relationship between you and us to exist.
6.1 The Growth Program Service is only available to Eligible Participants. You must have registered as a user of the Teroxx App Service and maintain a Teroxx Wallet. By having registered to use the third-party Teroxx App Services, you certify, represent and warrant that:
- You have the unrestricted right and authority to agree to these Terms;
- You have full power and authority to agree to these Terms and, in doing so, will not violate any other agreement to which you are a party;
- You are eligible to participate in the Growth Program as provided and defined herein;
- You are not a resident or tax resident of any jurisdiction notified by the Company and have no other relevant relationship with any jurisdiction that is prohibited or restricted from accessing or using the Growth Program Services;
- You are not a resident or tax resident of any jurisdiction in which the entry into the Growth Contract or performance of your obligations under these Terms in any way restricted or requires or is unlawful in licensing, registration or approval of any kind;
- You are registered as a user of the Teroxx App Services;
- You do not impersonate any person, work under a pseudonym, or otherwise conceal your identity;
- You do not use our Services if the laws of your country prohibit you from doing so in accordance with these Terms;
- For individuals, you are the sole final beneficiary of your wallet and you are not acting in the name or on behalf of any other person or entity;
- For legal entities, that the legal entity is the sole owner of the wallet and you are authorized to represent the legal entity;
- You pass the Company’s KYC and due diligence checks and procedures;
- You are the beneficial owner of the Contributed Assets subject to these Terms and subject to the Services; and
- You comply with, but are not limited to, all applicable legal requirements to which you are subject, including all tax laws and regulations, exchange control requirements and registration requirements;
- All assets you will contribute to the Growth Program are Available Assets;
- You: (i) have read and understand this Terms of Service in its entirety; (ii) acknowledge and accept the risks associated with participating in the Growth Program, including those risks described in Section 5; and (iii) were given the opportunity to ask questions of and receive answers from us concerning the terms and conditions of the Growth Program prior to participating or agreeing to participate; and
- All representations and warranties you made upon your acceptance of the Terms were and remain true and complete.
6.2 In order to use the Growth Program, you must register as a user with the third-party provider Teroxx Worldwide UAB and provide us and/or Teroxx with all requested information and / or documents (including information and / or documents requested by us and/or Teroxx) that are required by applicable law for us to process your registration.
6.3 You agree to cooperate with all requests made by us or any of our third-party providers on our behalf in connection with your use of the Growth Program Services, including identifying or authenticating your identity or validating your funding sources or transactions. This may include, without limiting the generality of the foregoing, the need for further information with which we can reasonably identify you, including a request to take steps to confirm ownership of your telephone number or payment instruments or to verify your information against third party databases or other sources by us.
6.4 We may, in our sole discretion and without giving reasons, reject your request or suspend, terminate or restrict your use of the Growth Program Services or your Growth Wallet and/or change the eligibility criteria for registration or use of the Growth Program Services at any time.
6.5 We may confidentially review the information you provide to us or obtain information about yourself or from third parties from secure databases. By agreeing to these terms, you acknowledge that we or a third party on our behalf may conduct or arrange to conduct such reviews.
6.6 You hereby represent and warrant that all information you provide to us, our affiliates or our third-party providers is complete, accurate and up-to-date in all respects. In the event that this information is no longer complete, accurate or current, you will promptly provide us, our affiliates and third parties with the revised and updated information. If at any time we believe that your information is out of date or inaccurate, we may contact you to request further information or ask you to review the process again (ongoing due diligence). If you do not complete a step in the registration process or provide up-to-date information, you may not be authorized to use the Growth Program Services. You agree to indemnify us, our affiliates and third-party providers for all losses resulting from your failure to provide complete, accurate and current information before, during and after the termination of our services.
6.7 At the time you register with the Growth Program or at any time thereafter, you authorize us to perform electronic identity checks on you, either directly or through third parties.
6.8 Notwithstanding these Terms or your successful completion of the registration process pursuant to Clause 6.1, certain types of Users are expressly prohibited from using certain functions of the Growth Program Services. You further represent and warrant that you are not a citizen or resident of a country which the Company, our affiliates and third-party providers deems as prohibited and restricted with respect to the use of the Growth Program Services.
7.1 We reserve the right to charge you fees in connection with your participation in the Growth Program. A schedule of these fees, if any, will be made available on or through the Teroxx App. Fees are subject to change, at our sole discretion, and you are solely responsible for accessing the fee schedule prior to participating in the Growth Program.
7.2 The use of the growth Program Services may incur certain fees, which may be debited from your Growth Wallet or Teroxx Wallet. The list of applicable fees is set out in the Teroxx App and may be changed from time to time.
7.3 Monthly Dormancy/inactivity fee may be charged at the discretion of the Company for inactivity longer than 3 months, insofar the Growth Contract has expired but no withdrawal took place.
7.4 All applicable fees listed in the Teroxx App do not include any applicable taxes. The actual fee charged will be increased to take account of the applicable taxes.
7.5 You will be responsible for any excess transaction fees that may apply to your Growth Wallet.
8. Intellectual property rights
8.1 You acknowledge and agree that:
All intellectual rights of Growth Program and the Company including new versions, upgrades and any future updates belong to TCG International Ltd or our third-party licensors.
The Companies trademarks and logos and all other logos, service marks, product names, domain names, any distinctive brand features and other proprietary notices used in the Growth Program are the property of TCG International Ltd or third-party licensors (collectively, the “Trademarks”);
In case you provide us with voluntary comments, remarks or suggestions about the Growth Program and we use at our discretion these comments, remarks or suggestions to improve our existing services or to create new, you agree that any improvements based on these comments, remarks or suggestions will be free of any payments, any rights or any obligations to you and that the intellectual property rights arising from such improvements will belong to TCG International Ltd or our third-party licensors;
The intellectual property rights in the Growth Program belong to us or are licensed to us by third party licensors;
No part or parts of the Growth Program may be reproduced, distributed, republished, displayed, posted, linked, transmitted, adapted, modified, derivative works created from, or otherwise or in any way commercially exploited or stored in any information retrieval system without our prior written permission.
9.1 Notwithstanding the foregoing, you agree not to authorize, permit or assist any other party in any of the following:
Use the Growth Program to perform electronic spamming or otherwise distribute unsolicited or unauthorized advertising, promotional or marketing materials, junk mail, or chain letters.
Use the Growth Program to perform any unlawful or immoral activity (including, but not limited to, money laundering, terrorist financing and fraudulent activities);
Use the Growth Program to upload content that contains or is infected with viruses, malicious code or Trojan horses, is immoral or illegal, or contains other harmful programs;
Use the Growth Program in a manner that may damage, disable, impair or endanger the Growth Program or the provision of the Teroxx App Services or other computer systems or devices used in connection therewith or which may interfere with other users or the reputation of the Company or Teroxx. You agree not to gain or attempt to gain unauthorized access to the Growth Wallets or Teroxx Wallets of other users;
Engage in any other activity that we deem inappropriate or that violates these Terms or any applicable law;
Provide the Company or any of its affiliates or third-party providers with false, inaccurate, incomplete or misleading information; or
Deposit or contribute Digital assets or Available Assets or Eligible Assets with the Growth Program Services that are part of the proceeds of criminal or illegal activity.
10.2 We reserve the right to fulfil our internal requirements for your personal data at any time (e.g. by requesting relevant original documents), also for the purpose of preventing fraud and/or combating money laundering and terrorist financing.
11. Electronic communication
11.1 You assume full responsibility for the security and authenticity of all instructions sent to the Company via the third-party provider using the Teroxx App or by way of other means to the Company and are bound by all such instructions. We are entitled to assume that all instructions you receive from your activated device via the Teroxx App (third-party provider) and/or on behalf of the Company are with you. We are under no obligation whatsoever to verify that such communications actually originate from you.
11.2 You understand that instructions and information transmitted through the Teroxx App (third-party provider) are generally transmitted over the Internet and may be transmitted through public, cross-national installations that are not specifically protected. We cannot guarantee that the instructions and information so transmitted are in fact fully protected from such unauthorized access and you accept the risks involved.
11.3 Instructions sent by you to us shall not be deemed to have been received by us until we have successfully retrieved such instructions from the relevant system and duly informed you of them. In addition, instructions that you send to third parties (e.g. network resellers) will only be deemed received from such third parties in accordance with their terms and conditions.
11.4 Without prejudice to the provisions of these Terms, you agree that, to the extent that any provisions of your country governing the time and place of dispatch and receipt of electronic communications apply, these Terms shall not apply to your use of the Growth Program Services to the extent permitted by applicable law and you shall be liable for all damages caused by your use of the Internet, including loss, delay, misunderstanding, faulty text, unauthorized interception by third parties or duplicates.
11.5 You acknowledge and agree that in the event of any dispute relating to your use of the Growth Program Services or the Teroxx App Services, our records (including electronic, computer and microfilm records) of all matters relating to your use of the Growth Program Services and/or of you at any time specified shall be materially accurate and binding on you in all respects. In addition, you agree to the admissibility of such documents without further proof of authenticity or accuracy in a court of law as required by applicable laws.
12. Restriction of services / Termination / Closure of Wallet
12.1 Growth Program Services may at any time and without obligation to terminate, interrupt or restrict your use or withdrawal or functionality of the Growth Program (including freezing or closing your Growth Wallet or Teroxx Wallet and refusing to process virtual content) or cancel, including (but not limited to) cancelling, the undoing of any virtual digital asset or Growth Contract performed by you: (a) in the event of any breach by you of these Terms and any other applicable terms; (b) for the purpose of complying with applicable laws; (c) if the Company suspects that a transaction you have entered into may be related to illegal activities (including but not limited to money laundering, terrorist financing and fraudulent activities); (d) to remedy the effects of a defect or corruption of any information system on which the Company or any of its third-party provider relies; or (e) for any other reason not listed or referred herein at our sole discretion.
12.2 Your obligations under these Conditions shall remain in force in the event of such suspension or termination as described in paragraph 12.1 above.
12.3 You will not be entitled to any payment, compensation or damages from us in connection with any suspension or termination of your use of the Growth Program Services for any reason. Suspension or termination of your use of the Growth Program Services for any reason does not relieve you of any liability or responsibility that may have arisen at the time of such suspension or termination.
12.4 Our rights to suspend and terminate under these Terms shall not be affected by any other rights or remedies we may have (whether under these Terms, applicable law or otherwise).
12.5 If you wish to suspend or terminate your Growth Wallet, you must send a request to the Company with any documents we may need to request and effect such suspension or termination. You acknowledge and agree that you are subject to such terms and conditions that we may deem applicable to such suspension or termination.
12.6 If you still have funds in your Growth Wallet that have been blocked or closed, you will be entitled to recover such Digital assets unless the law or a court order prohibits the release of such Digital Assets or we have reasonable grounds to suspect that such Digital Assets have been obtained by fraud or unlawful means or in connection with criminal activity.
13. Customer feedback, questions and complaints
13.1 If you have any feedback, questions or complaints, please contact the Company or the third-party provider Teroxx using the Teroxx App. Although we try to answer you as soon as possible, it can take up to 45 days for us to contact you with complicated problems. You accept and agree that we are not responsible for any loss or damage incurred during this period.
14. Limitation of Liability
14.1. The services are provided without warranty of defects and without warranty or guarantee, expressly implied or statutory. Unless expressly provided in these terms, we disclaim all other representations or warranties to you, your participants or any other person, regardless of suitability or inclination for any particular purpose (whether in trade, custom or used goods) of services or goods supplied under the growth program services. Our liability with respect to non-exclusive warranties and representations is limited to one of the following:
(i) Repairing or replacing the services in relation to the injury; or
(ii) Payment of the costs for renewal, exchange or repair of the services in relation to the injury.
14.2. In no event shall we or any of our representatives, officers, employees, agents, partners and licensors be liable for any direct, indirect, incidental, special or consequential damage, injury or consequential loss, including damages for loss of data, profits or other intangible losses permitted by law:
(A) Due to unusual or unpredictable event and the consequences of natural disasters, strikes, suspensions, traffic disruptions and actions by domestic or foreign government authorities;
(B) From or in connection with:
(C) Delay of suspension, discontinuation or error of the growth program or of the third-party provider Teroxx.
(D) Refusal to process, authorise or reverse any contributed asset or transaction for any reason;
(E) The inability to interfere with or complete a contributed asset or transaction due to the maintenance or unavailability of the growth program or the third-party provider Teroxx App, the network, our hardware or software, including by third parties;
(F) The use of your activated device and the growth program and the third-party Teroxx App services by third parties, whether authorised or not by you;
(G) Any theft or loss of your activated device;
(H) Any unauthorised or unauthorised use of the growth program or the third-party Teroxx App services that complies with these terms and conditions;
(I) Based on respect of the applicable laws and / or legal provisions;
(J) Provided from or in connection with these conditions for lost profits, lost revenue, lost business possibilities, lost data, other intangible losses neither direct nor indirect liability for damages and consequential damages regardless of the parties’ agreement with these provisions;
(K) Results of hacking, falsification, virus transmission, or other unauthorised access to or use of the growth program services, your growth wallet, or the information contained therein.
14.3. Our liability for loss or damage arising in connection with the growth program services shall never exceed the fees you have paid us for the use of the growth program services during the 12-month period. The above limitations of liability apply to the entire legal framework.
14.4 We shall not be liable for the fault of third-party service providers commissioned by us. In such cases, our liability shall be limited to reasonable care in selecting, ordering and instructing such third-party service providers (but not by subcontractors or other third parties that may be used by such third-party service providers).
14.5 Nothing in these terms shall limit or exclude liability for fraud, willful misconduct or death or personal injury resulting from negligence.
14.6 The parties agree that any claim against the others under these terms may be made only on an individual basis and not as a plaintiff or class member in any alleged class or representative action or proceeding. No court or judge shall consolidate or join the claims of any person or party or otherwise preside over a consolidated procedure, a representative or a collective procedure. Any relief granted to a user of the growth program services cannot and must not affect other users.
14.7 Should any conflict arise between the English language version of this agreement and any translation thereof; the English language version shall be controlling.
15.1. You agree to indemnify, defend, reimburse and hold harmless TCG International Ltd and the Growth Program Services and Third Party Providers and their officers, directors, agents, joint venture companies, employees and agents from any claims or demands (including attorneys’ fees, fines and fees), including any sanctions imposed by any regulatory authority, if you (a) breach any of these Terms; (b) your use of the Growth Program Services or the third-party provider Teroxx App violates any law or regulation of any jurisdiction or the rights of any other third party.
16. Change and Deviation
17. Transfer or assignment
17.1 These Terms and all rights, obligations and licenses granted to you under these Terms are limited, revocable, non-exclusive and personal and therefore may not be transferred, assigned or delegated to any third party without our prior written consent. Any attempted transfer or assignment in violation of these provisions shall be null and void.
18.1 If any provision of these Terms is found by any court or administrative authority to be invalid or unenforceable, the invalidity or unenforceability of that provision shall not affect the other provisions of these Terms and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. This provision shall be amended and interpreted in order to achieve as far as possible the objectives of the provision within the framework of the applicable laws.
19. Overall agreement / Translation
19.1 These Conditions constitute the entire agreement between the parties with respect to their subject matter and supersede all other prior representations, agreements, understandings and arrangements relating to the same subject matter (oral or written, express or implied). Each party acknowledges that in agreeing to these Terms it will not rely on any statements, representations, warranties or understandings other than those expressly set forth in these Terms.
19.2 These Terms and Conditions are drawn up in German / English and all notices, including any notices or information, shall be given in German / English. In the event that these Terms or any part thereof (for any purpose, for your convenience or otherwise) are translated into another language, the English language text of these Terms shall prevail.
20.1 These terms and conditions may not be waived in whole or in part unless all parties have agreed to this in writing.
20.2 A party’s delay in enforcing or failure to enforce any provision of these Terms shall not constitute a waiver of any other right of that party arising out of any breach or subsequent breach of these Terms and no right, power or remedy conferred or reserved in these Terms to any party shall exclude any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative.
21. Notes and communications
21.1 By using the third-party provider Teroxx App, you agree that we may send you communications relating to your use of the Growth Program Services electronically: (a) by e-mail (in each case) to the address provided by you), SMS message or telephone call (in each case to the telephone number provided by you) or (b) by posting on the Website. In the case of notifications by e-mail, the date of receipt shall be the date on which the notification is transmitted. You can unsubscribe from receiving communications from us at any time.
21.2 Notices to us should be sent electronically to our support system.
22. Third party rights
22.1 With the exception of companies within TCG International Ltd and the Growth Program Services, a person who is not party to these Terms shall have no right to review and enforce these Terms.
23. Applicable law and place of jurisdiction
23.1 Any dispute, controversy or claim, whether contractual or non-contractual, arising out of or in connection with these Terms, or any breach, termination or invalidity thereof, or any other problem arising out of these Terms shall be referred to and an attempt shall be made by national arbitration at the place of business of TCG International Ltd, St. Vincent and the Grenadines, to settle the dispute out of court.
The venue shall be at the registered office of TCG International Ltd in St. Vincent and the Grenadines and all parties agree to submit to the jurisdiction of such courts.
If you have any questions or comments about these Terms and Conditions you can contact us.