IDthon - Terms and Conditions.md

IDThon Terms and Conditions Last Updated: June 30, 2023

These IDthon terms and conditions (the “IDThon Terms”) apply to that certain event known as the IDThon (the “IDThon”) sponsored by ZKID Labs AG (“ZKID Labs”). Please read these IDThon Terms carefully before you participate in the IDThon. The IDThon may have additional terms and conditions or rules (the “Rules”) that may be provided to you with the IDThon’s details. By participating in the IDThon, you represent and agree to be bound by these IDThon Terms and the Rules. The IDThon constitutes Services (as defined in the Terms of Use (the “Terms of Use”)). In order to participate in the IDThon, you also must agree to the Terms of Use. In the event of a conflict between the Terms of Use and these IDThon Terms, these IDThon Terms will prevail. ZKID Labs may make changes to these IDThon Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email or updating the date at the top of these IDThon Terms. Unless we say otherwise in our notice, the amended IDThon Terms will be effective immediately.

1. Eligibility; KYC Requirements

In order to participate in the IDThon, at the time of entry:

• If you are participating in the IDThon as an individual, then you must be of legal age in the jurisdiction in which you reside and must have the legal capacity to enter into these IDThon Terms and be bound by them;

• If you are participating in the IDThon as an entity, then you must have the legal authority to accept these IDThon Terms on that entity’s behalf, in which case “you” (except as used in this paragraph) will mean that entity;

• You must not be a resident, national, or agent of Ukraine Regions of Crimea, Donetsk and Luhansk, Cuba, Iran, North Korea, Sudan, Syria, or any other country to which the United States, the United Kingdom or the European Union embargoes goods or imposes similar sanctions (collectively, “Restricted Territories”); and

• You must not be a member of any sanctions list or equivalent maintained by the United States government, the United Kingdom government, the European Union, or the United Nations (collectively, “Sanctions Lists Persons”).

You will not be able to receive any awards or prizes associated with this IDThon unless you successfully complete ZKID Labs’ KYC requirements in full within 30 days of being contacted by ZKID Labs at the contact email address you provided when registering for the IDThon.

Further, ZKID Labs reserves the right to limit or refuse your eligibility to participate in the IDThon for any reason in its sole discretion, including where your participation is prohibited by any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or another directive, requirement, or guideline, published or in force that applies to or is otherwise intended to govern or regulate any person, common law or equity (collectively,“Applicable Laws”). If ZKID Labs becomes aware of any violation of these IDThon Terms, the Rules and/or the Terms of Use, ZKID Labs may elect to, among other things, (i) prohibit you from using the Services; or (ii) withhold, amend, or cancel the benefits and/or awards of the IDThon.

By participating in the IDThon, you represent and warrant that you meet the requirements contained in these IDThon Terms and the Rules. If you do not meet the requirements contained in these IDThon Terms and the Rules you cannot participate in the IDThon.

2. IDThon Details

• ZKID Labs reserves the right to immediately terminate the participation of any participant who engages in prohibited conduct (as described below).

• At the conclusion of the IDThon, the ZKID Labs will review the performance of each participant. Based on the absolute and relative performance rendered by each participant who completed the IDThon in good standing and without engaging in prohibited conduct, ZKID Labs will determine whether and how what prizes to award to each participant in its sole and absolute discretion as an award for completing the IDThon (each, an “Award”). The Award distributed to each and all participants in this IDThon will be determined by ZKID Labs in its sole discretion, and is subject to change at any time by ZKID Labs. In the event of a dispute between participants in the IDThon about their contributions to a particular project, idea, or proposal, ZKID Labs will have the sole discretion to determine whether each participant's performance satisfies these IDThon Terms and or is deemed sufficient to receive Awards.

• Prizes will be offered as Awards; however, ZKID Labs makes no promises that any participant will receive any minimum or maximum number of Awards. ZKID Labs has no obligation to distribute or pay out all Awards at the conclusion of the IDThon. No participant has a legally binding right to any Award as a result of their participation in the IDThon. ZKID Labs will be relieved of any and all obligations to issue Awards if ZKID Labs, in consultation with legal counsel, determines that such issuances cannot be completed at a commercially reasonable cost without violating applicable laws.

• Participation in the IDThon does not create an employment relationship between the participant and ZKID Labs or any of its affiliates. Nothing contained in these IDThon Terms or the Rules may be construed to create between ZKID Labs or its affiliates and any participant any employment relationship or right to provide services following the conclusion of the IDThon. You understand and agree that you are an independent contractor to ZKID Labs and are not authorized to act as, or represent oneself as, an officer, employee or agent of ZKID Labs for any purpose. No participant has any authority to enter into any agreements or incur any obligations on behalf of ZKID Labs.

• With respect to each participant, ZKID Labs will not withhold any amounts for payment of any taxes unless applicable law requires us to do so. You expressly acknowledge and agree that you have the sole responsibility to pay all taxes, if any, and file all tax returns required by applicable laws, in respect of any amounts provided by ZKID Labs or its affiliates to you due to participation in the IDThon.

3. Prohibited Conduct

You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while you participate in the IDThon. In connection with this IDThon, you will not (in each case except as otherwise contemplated as part of the IDThon set forth in these IDThon Terms):

• Initiate any attacks that violate your cloud service, data-center or other applicable third- party service provider’s rules or policies;

• Initiate any attacks against other users of any Polygon protocol or the IDThon;

• Impersonate any person;

• Provide services from a jurisdiction other than the jurisdiction of your residence (as determined by the KYC documentation provided by you);

• Use Polygon protocols other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying any Polygon protocol or that could damage, disable, overburden or impair the functioning of any Polygon protocol in any manner;

• Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from Polygon protocols in any manner in contravention of these IDThon Terms;

• Use any Polygon protocol for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these IDThon Terms;

• Breach any of the IDThon Terms; or

• Submit fraudulent or otherwise improper submission materials.

4. Intellectual Property

By participating in the IDThon, you hereby grant a perpetual, irrevocable, royalty-free, worldwide, nonexclusive copyright license to reproduce, publicly display, publicly perform, distribute, create derivative works based upon, and otherwise use and sublicense any of your contributions, content, or code (together, “Contributions”) created during, or in connection with, the IDThon. For any Contributions or derivative works in source code or object code form, you agree to make such Contributions pursuant to the permissive open source MIT license, found at https://opensource.org/license/mit/ (the “OSS License”). You will not be entitled to compensation for any use of your Contributions by ZKID Labs, or its agents, licensees or assignees, except as expressly provided herein.

5. Privacy

By participating in the IDThon, you acknowledge and agree that any personal information that you provide will be maintained in accordance with the Privacy Policy. By participating in the IDThon, you (a) grant to ZKID Labs the right to use your name, country of residence, email address or any other information you provided to ZKID Labs (“Personal Information”) for the purpose of administering the IDThon; (b) grant to ZKID Labs the right to use your Personal Information for publicity, promotional, marketing and advertising purposes relating to the IDThon, in any and all media now known or hereafter devised, without further compensation unless prohibited by Applicable Law; and (c) acknowledge that ZKID Labs may disclose your Personal Information to its third-party agents and service providers in connection with any of the activities listed in clause (b) above. ZKID Labs will use your Personal Information only for the identified purposes and as contemplated in the Privacy Policy.

6. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless ZKID Labs and its affiliates, and each of their respective officers, directors, sponsors and agents, partners and employees (individually and collectively, the “ZKID Labs Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your participation in the IDThon, including but not limited to your contributions, developments or feedback or your receipt of Awards; (b) your violation of these IDThon Terms or the Rules; (c) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); and (d) any typographical or other error in the publication of the offer or administration of the IDThon or in the announcement thereof. You agree to promptly notify ZKID Labs Parties of any third-party Claims, cooperate with ZKID Labs Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including attorneys’ fees). You also agree that ZKID Labs Parties will have control of the defense or settlement, at ZKID Labs’s sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and ZKID Labs or the other ZKID Labs Parties.

7. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ZKID LABS AND THE OTHER ZKID LABS PARTIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY—WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY, OR OTHERWISE—FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR SPECIAL DAMAGES OR LOST PROFITS ARISING OUT OF OR IN CONNECTION WITH YOUR PARTICIPATION IN THE IDThon, EVEN IF ZKID LABS OR THE OTHER ZKID LABS PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The limitations set forth in this Section will not limit or exclude liability for any matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

8. Governing Law and Venue

Any dispute arising from these IDThon Terms will be governed by and construed and enforced in accordance with the laws of Switzerland. Any action, suit or case arising out of, or in connection with, this IDThon or these IDThon Terms or the Rules must be brought in courts located in Zug, Switzerland.

9. Administration

ZKID Labs reserves the right to amend, suspend or terminate the IDThon at any time with or without prior notice or consent. Without limiting the foregoing, and in addition to the authority specified elsewhere herein, ZKID Labs has the sole discretion and authority to construe, interpret, and apply the terms and provisions of the IDThon and these IDThon Terms and the Rules; to prescribe such rules and regulations, and issue such directives, as it deems necessary or appropriate for the administration of the IDThon or these IDThon Terms and the Rules; to make all other determinations and decisions as it deems necessary or appropriate for the administration of the IDThon and these IDThon Terms and the Rules; and to delegate all or any portion of its powers and authority to any of its members or to a duly authorized third-party or parties. ZKID Labs may correct any defect or supply any omission or reconcile any inconsistency in these IDThon Terms and the Rules in the manner and to the extent it deems expedient. Decisions of ZKID Labs will be final and binding on all parties, including the participants and their legal representatives and beneficiaries.