1. DEFINITIONS. The following terms have the corresponding meanings:

“NFT” means any blockchain-tracked, non-fungible token.

“Samsung Members NFT Wallet” means Samsung Members Wallet that is blockchain enabled to store and display Samsung Members NFT.

2. RESTRICTIONS. You agree and acknowledge that Samsung Members NFT is tied to your Samsung Account and you will lose your Samsung Members NFT if you permanently delete your Samsung Account. You also agree that you may not, nor permit any third party to do or attempt to do any of the following without Samsung’s express prior written consent in each case: (i) modify, distort or perform any other change to your Samsung Members NFT in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes; (ii) use the art for your Samsung Members NFTs as a brand or trademark or to advertise, market, or sell any third party product or service; (iii) use the art for your Samsung Members NFTs in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others or promote illegal activities; (iv) use the art for your Samsung Members NFTs in movies, videos, or any other forms of media, except solely for your own personal, non-commercial use; (v) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the art for your Samsung Members NFTs; (vii) use the art for your Samsung Members NFTs in connection with defamatory or dishonest statements about Samsung and/or its affiliated companies or which otherwise damage the goodwill, value or reputation of Samsung or represent; or (vii) otherwise utilize the art for your Samsung Members NFTs for your or any third party’s commercial benefit.

3. LIMITATIONS AND NO RIGHT TO TRADEMARKS. No Samsung trademarks are licensed to you. You may not use or attempt to register any asset, including any domain names, social media accounts or related addresses, that contains or incorporates any artwork, other representation, name or mark that may be confusingly similar to Samsung trademarks.

4. TRANSFERS. You agree and acknowledge that you are unable to transfer the Samsung Members NFT out of the Samsung Members NFT Wallet to another blockchain wallet.

5. DISCLAIMER OF WARRANTIES. You accept the Samsung Members NFT(s) “as is”, with no representation or warranty of any kind, express or implied, in excess of any statutory warranty rights that you may have under applicable law.

6. LIMITATION OF LIABILITY. Our obligation to pay damages shall be limited as follows: for damages caused by a breach of a material contractual obligation, we shall only be liable up to the amount of the typically foreseeable damages at the time of entering into these Terms. We shall not be liable for damages caused by a breach of a non-material contractual obligation. A material contractual obligation is any obligation on the performance of which you can routinely rely, and which in particular facilitates the due implementation of the contract that we have entered into. The limitation of liability as set out above shall not apply to (a) damages caused by us intentionally or by gross negligence, (b) culpably caused personal injuries, and/or (c) in case of any (other) mandatory liability. Furthermore, the limitation of liability above shall not apply if and to the extent we have assumed a guarantee. You shall take all reasonable measures necessary to avert and mitigate/reduce damages.

7. ASSUMPTION OF RISK. You agree as follows: (i) To the extent there is a price or market for a blockchain asset, such markets and prices are extremely volatile, and variations in the price of other digital assets could materially and adversely affect the value of any digital asset(s) you own, such as Samsung Members NFTs, and there is no guarantee Samsung Members NFTs will have or retain any value; (ii) there are risks associated with using an Internet-native assets (e.g., non-fungible tokens, etc.) and Samsung will not be responsible for any of these, however caused; (iii) Samsung does not make any promises or guarantees about the availability of the art on the Internet or that they will host the art at any specific location and/or for any specific period of time; and (iv) NFTs are made available solely for entertainment purposes.

8. GOVERNING LAW. These Terms will be governed solely by laws of Malaysia. These Terms will not be governed by the UN Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

1. Definitions. The following terms have the corresponding meanings:

“Art” means any art, design, product design, trademark, logo, animation, video, drawings and/or other digital content owned by or licensed to SAMSUNG MALAYSIA ELECTRONICS (SME) SDN. BHD. and linked to Samsung Members NFT.

“NFT” (short for "Non-Fungible Token") is a special type of digital asset, used to represent a unique asset that cannot be replaced or exchanged with any other asset.

“Samsung Members NFT Wallet” means Samsung Members Wallet that is blockchain enabled to store and display Samsung Members NFT.

2. OWNERSHIP.

You acknowledge and agree that SAMSUNG MALAYSIA ELECTRONICS (SME) SDN. BHD. (“Samsung”) (or, as applicable, its licensors) owns all legal right, title and interest in and to the Art, and all intellectual property rights therein. The rights that you have in and to the Art are limited to those expressly stated in Section 3 of these Terms and Conditions (these “Terms”) below. Samsung and its licensors reserve all rights in and to the Art not expressly granted to you in Section 3 of these Terms including, without, limit the right to reproduce, create derivative Art, distribute and display the Art.

3. TERMS

Subject to your continued compliance with these Terms, Samsung grants you a worldwide, non-exclusive, revocable, royalty-free license, with no right to sub-license, to display the Art for your Samsung Members NFT, solely for the following purposes for your own personal, non-commercial use (for example home display, display in a virtual gallery or as an avatar). The license to display the Art for the Samsung Members NFT is automatically and always transferred with the NFT as provided below in Section 4. Otherwise the license to display the Art for the Samsung Members NFT is non-transferable.

4 LIMITATIONS AND NO RIGHT TO TRADEMARKS.

Without limitation to Section 5 below, the license in Section 3 does not include: (i) the right to use the Art to create additional NFTs; (ii) the right to create derivative works of the Art; (iii) the right to, and you may not, use any Samsung trademarks in connection with the exercise of your license in Section 3. No Samsung trademarks are licensed to you. You may not use or attempt to register any asset, including any domain names, social media accounts or related addresses, that contains or incorporates any artwork, other representation, name or mark that may be confusingly similar to Samsung trademarks. The limitations in this Section 4 will survive the expiration.

5 RESTRICTIONS

You agree and acknowledge that Samsung Members NFT is tied to your Samsung Account and you will lose your Samsung Members NFT if you permanently delete your Samsung Account. You also agree that you may not, nor permit any third party to do or attempt to do any of the following without Samsung’s express prior written consent in each case: (i) modify, distort or perform any other change to your Samsung Members NFT in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes; (ii) use the art for your Samsung Members NFTs as a brand or trademark or to advertise, market, or sell any third party product or service; (iii) use the art for your Samsung Members NFTs in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others or promote illegal activities; (iv) use the art for your Samsung Members NFTs in movies, videos, or any other forms of media, except solely for your own personal, non-commercial use; (v) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the art for your Samsung Members NFTs; (vii) use the art for your Samsung Members NFTs in connection with defamatory or dishonest statements about Samsung and/or its affiliated companies or which otherwise damage the goodwill, value or reputation of Samsung or represent; or (vii) otherwise utilize the art for your Samsung Members NFTs for your or any third party’s commercial benefit.

6. LIMITATIONS AND NO RIGHT TO TRADEMARKS.

No Samsung trademarks are licensed to you. You may not use or attempt to register any asset, including any domain names, social media accounts or related addresses, that contains or incorporates any artwork, other representation, name or mark that may be confusingly similar to Samsung trademarks.

7. DISCLAIMER OF WARRANTIES.

You accept the Samsung Members NFT(s) “as is”, with no representation or warranty of any kind, express or implied, in excess of any statutory warranty rights that you may have under applicable law.

8. LIMITATION OF LIABILITY.

Our obligation to pay damages shall be limited as follows: for damages caused by a breach of a material contractual obligation, we shall only be liable up to the amount of the typically foreseeable damages at the time of entering into these Terms. We shall not be liable for damages caused by a breach of a non-material contractual obligation. A material contractual obligation is any obligation on the performance of which you can routinely rely, and which in particular facilitates the due implementation of the contract that we have entered into. The limitation of liability as set out above shall not apply to (a) damages caused by us intentionally or by gross negligence, (b) culpably caused personal injuries, and/or (c) in case of any (other) mandatory liability. You shall take all reasonable measures necessary to avert and reduce damages.

9. ASSUMPTION OF RISK.

You agree as follows: (i) there is no guarantee Samsung Members NFTs will have or retain any value; (ii) there are risks associated with using an Internet-native assets (e.g., non-fungible tokens, etc.) and Samsung will not be responsible for any of these, however caused; (iii) Samsung does not make any promises or guarantees about the availability of the art on the Internet or that Samsung will host the art at any specific location and/or for any specific period of time; and (iv) NFTs are made available solely for entertainment purposes.

10. GOVERNING LAW

These Terms will be governed solely by laws of Malaysia. These Terms will not be governed by the UN Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.