1. General Terms and Conditions

• 1.1 Any person utilizing the Portal (“User” or “you” or “your”) or using Services shall be bound by these Terms and Conditions (“Terms”). These Terms constitute a legally binding agreement between you and us and you affirm that you understand and acknowledge the legally binding nature of these Terms. Our Services are intended to be used by adults (18 and older) and you affirm, warrant and represent that you are an adult at the time of agreeing to these Terms and you have the legal authority and capacity to enter into these Terms. You also waive any defenses and claims that these Terms are not applicable to you since you are not an adult and agree to be legally bound by these Terms. You also agree to our Privacy Policy which is hereby incorporated by reference in these Terms.
• 1.2 We have the right to modify, update or change any of these Terms at any time without notice. The revised Terms will come into effect as soon as they are posted. You waive any rights to challenge our right to modify, update or change these Terms.
• 1.3 You agree that use of our Services may be subject to local laws and regulations. You agree to comply with such local laws and regulations. You acknowledge that, $BNRY loyalty points, $BNRY crypto token and other Services offered by us may be regulated in your local country and you have conducted the appropriate due diligence to ensure your use of our Services is in compliance with local laws.
• 1.4 As a condition of using our Services, you agree that (i) you will use our Services in accordance with these Terms; (ii) you will only use our Services to make legitimate transactions such as reservations for you or for another person for whom you are legally authorized to act; (iii) you will inform such other persons about the terms and conditions that apply to the transactions such as reservations you have made on their behalf, including all rules and restrictions applicable thereto; (iv) all information supplied by you on our Services is true, accurate, current and complete; and (v) at all times, you will comply with our policies and not act in a malicious, against our policies or illegal way; (vi) you will not use any malicious code or automated technology to harm our Services; (vii) you are legally authorized to use our Services in the country you reside in; (vii) you are not a resident or citizen of a country that is subject to United States, United Nations, European Union sanctions; (viii) you are not using our Services for purposes not authorized by us; (ix) you will not decompile or deconstruct our Services; and, (x) you will abide by all applicable laws and use our Services in compliance with local laws. We retain the right at our sole discretion to deny access to anyone to our Services and the Services we offer, at any time and for any reason, including, but not limited to, for violation of these Terms.
• 1.5 You consent to receive transactional, commercial and marketing communications both related to our Services specifically, and to our other products and services generally from us and our partners. When you use our Services, or send emails, text messages, chat, use video calling and other communications from your desktop or mobile device to us, you are communicating with us electronically. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

• 1.6 The content and information in our Services, as well as the infrastructure used to provide such content and information, is proprietary to us, our suppliers and our partners. You are licensed to use our Services solely for the purpose set out in these Terms and any ancillary terms you agree to. You are not permitted to copy our Services. While you may make limited copies of transaction related documents for products or services purchased or exchanged through these Services, you agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from or through these Services. Additionally, you agree not to:

  • Make any speculative, false, or fraudulent claims about your membership to any loyalty rewards program or make any speculative, false, or fraudulent reservation or any reservation in anticipation of demand
  • Access, monitor or copy any content or information in our Services using any robot, spider, scraper, or other automated means or any manual process for any purpose without our express written permission
  • Violate the restrictions in any robot exclusion headers on our Services or bypass or circumvent other measures employed to prevent or limit access to our Services
  • Take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure
  • Deep-link to any portion of our Services (including, without limitation, the purchase path for any transaction) for any purpose without our express written permission
  • “Frame”, “mirror” or otherwise incorporate any part of our Services into any other website or app without our prior written authorization
• 1.7 You represent and warrant that you exclusively own any intellectual property rights on any content that you post to our Services. To the extent any such content is covered by intellectual property rights, like photos or videos, you specifically grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use such content on or in connection with our Services and waive any claims against us. You agree not to post any content which is sexual, includes nudity, incite violence or hatred, offensive to any religion, promotes gambling or other illegal activity, disparaging to any race, religion, sect or group, making false or libelous claims, promoting political views or disharmony or any other content which is prohibited in the countries that we operate.
• 1.8 Any data, text, graphics, images, audio and video clips, logos, icons, software, and links (collectively, the “Materials”), and any intellectual property and other rights relating thereto, are and will remain the property of The TBH, our suppliers and our partners.The trademarks, logos, and service marks displayed on the Services (collectively the “Trademarks”) are the registered and unregistered trademarks of TBH, our suppliers and partners, or their respective licensors and suppliers. The Trademarks, whether registered or unregistered, may not be used in any manner that is likely to cause confusion with customers, or in any manner that disparages TBH, our suppliers and partners, or their respective licensors and suppliers. Nothing contained on the Services should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark. You may make limited copies of documents related to transactions conducted via the Site (e.g., your travel itinerary, car-rental confirmation, or related documents) for personal, non-commercial use. You may not copy, reproduce, republish, upload, post, transmit, or distribute the Materials or other content or information available on or through our Services in any way without our prior written permission. Use or downloading of the Materials is conditioned on acceptance of the terms and conditions of any license agreements relating to such Materials, including agreements of third parties. By acquiring or using the Materials, you agree to such terms and conditions.
• 1.9 We make no claim or representation regarding, and accept no responsibility for, the quality, content, nature, or reliability of sites accessible by hyperlink from our Services, or sites linking from our Services. The linked sites are not under the control of TBH and we are not responsible for the content of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. We are providing these links to you only as a convenience, and the inclusion of any link does not imply affiliation or endorsement. When leaving our Services, you should be aware that our Terms and Privacy Policy no longer govern, and, therefore, you should review the applicable terms and policies, including privacy and data gathering practices, of that site.
• 1.10 These Terms, together with any applicable transaction request and confirmation, and our Privacy Policy constitute the entire agreement between you and us with respect to your use of our Services and the processing of any transactions thereon and supersede all prior or contemporaneous agreements or understandings, if any, whether written or oral, relating to such subject matter. No modification, amendment or waiver of these Terms shall be effective or binding unless made in writing and signed by us. If any of the provisions of this Terms shall be deemed invalid, void, or for any reason unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of any remaining provision.
• 1.11 We shall have no liability for delays or failure in performance caused by any event beyond our control such as cyberattacks, storms, strife, war or other acts which are outside of our reasonable control.
• 1.12 Subject to these Terms, TBH grants you a limited, non-transferable, non-exclusive, license to access and make personal use of these Services. This license does not include the right to access or use the Services for any of the restricted purposes set forth in these Terms. We may terminate this license at any time for any reason and pause, restrict or cancel your access to Services. The rights granted to you are subject to the following restrictions: (a) you shall not use our Services to place an order for resale on behalf of yourself or a third party for resale by that or another third party—we reserve the right, in our sole discretion, to cancel bulk purchases or purchases that, in our judgment, appear to be placed by dealers, resellers, drop shippers, or distributors; (b) you shall not license, sublicense, reproduce, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit our Services or its content without the express written consent of TBH; (c) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (d) you shall not access the Services in order to build a similar or competitive service, or to download, copy or collect content or account information for the benefit of another third party, including for purposes of resale; (e) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means without TBH's express written consent; (f) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information or content (including images and text descriptions) of the Services without TBH's express written consent; and (g) you may only use the Services as permitted by law. TBH reserves the right, at any time, to modify, suspend, or discontinue the Services or any part thereof with or without notice. You agree that TBH will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services or any part thereof. Any rights not expressly granted to you in these Terms are reserved and retained by TBH, its licensors, suppliers, or other content providers.
• 1.13 If we believe that you have violated any of the conditions as mentioned under our Terms, our Privacy Policy, Supplemental Terms applicable to certain services or any agreements consented to via the TBH App, we reserve the right to suspend your access to the all TBH Services and/or delete your account without prior notice to You. If we have reason to believe that there is suspicious or unusual activity being carried out through your account, we may temporarily or permanently suspend your access to the Services. You may reach out to the TBH support team to assist you with any query or question arising as a result of the aforementioned suspension/ deletion.
• 1.14 We may use payment partners to process your payments, such as Stripe payment services. You grant us permission to use the applicable payment methods and channels to process your payment. Your payments will be processed according to our payment partner terms and conditions. We will transfer your payment information to our payment partner for the purposes of processing your payment and by making a payment to agree to such transfer.
• 1.15 These Terms shall remain effective until we or you terminate it. We may terminate these Terms, your account and/or your ability to use the Services or any portion thereof immediately, without notice to you, at any time and for any reason, with or without cause, including if, in our sole discretion, you fail to comply with any of Terms or engage in any fraudulent, criminal or other unauthorized activity. We may also close and terminate your account due to inactivity.
• 1.16 You agree to indemnify, defend, and hold us, and our respective affiliates, licensors, suppliers, advertisers, and sponsors, and their respective directors, officers, employees, contractors, consultants, agents, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and other expenses that arise directly or indirectly out of or from (a) your breach of this Terms; (b) any allegation that any submissions or other materials you submit to us or transmit to the Services infringe or otherwise violate the copyright, trademark, trade secret, or other intellectual property or other rights of any third party; and/or (c) your activities in connection with our Services.
• 1.17 Neither TBH its suppliers and partners, nor any of our/their affiliates, licensors, suppliers, advertisers, or sponsors, nor any of our/their directors, officers, employees, contractors, consultants, agents, or other representatives, are responsible or liable for any indirect, incidental, consequential, special, exemplary, punitive, or other damages (including, without limitation, damages for loss of business, loss of data, or lost profits), under any contract, negligence, strict liability or other theory arising out of or relating in any way to the Services and/or materials contained in the Services, the software, any linked site or any product or service purchased through the Service. Your sole remedy for dissatisfaction with the Services, materials, software or any linked site is to stop using the Service, materials, software or linked site, as applicable. Our maximum liability for all damages, losses and causes of action, whether in contract, tort (including, without limitation, negligence) or otherwise, shall in no event exceed the amount paid by you for the transaction giving rise to the claim.
• 1.18 You agree that the laws of the Kingdom of Thailand shall be the applicable law to settle any disputes under these Terms without provisions for conflict of law provisions and the courts of the Kingdom of Thailand shall have the exclusive jurisdiction to settle any disputes. YOU AGREE TO PERMANENTLY AND IRREVOCABLY WAIVE ANY RIGHTS TO CLASS ACTION LAWSUITS OR SIMILAR LEGAL PROCEDURES THAT MAY BE OFFERED IN YOUR LOCAL COUNTRY.

2. Terms relating to Earning and Redemption of $BNRY Loyalty points:

• 2.1 $BNRY loyalty points are provided to certain users of our Services. You should be a registered user of our mobile app or applicable portion of Services offered to our partner ecosystem in a supported android/apple device to earn $BNRY loyalty points.You may only register one $BNRY loyalty points Wallet account on our Services. You may join our Services directly or through Facebook Connect or another method we approve of. When you join our Services directly as a new user, you will be required to provide a password for your account. Your email address will be used as your login identification. When you join through Facebook Connect or any other method, your Facebook login credentials or similar credentials on another platform will be used to open and access your account on our Services. You are responsible for keeping your user ID and password confidential. We recommend that you use a strong password to make sure your account is secure. We reserve the right to terminate and delete any accounts at our sole and absolute discretion at any time and without notice. We offer users $ BNRY loyalty points for their regular and continuous use of our Services and use of our select partner services as a reward mechanism. These $BNRY loyalty points are separate and distinct from the $BNRY crypto tokens that can be purchased from exchanges. The $BNRY loyalty points are rewarded purely for the user's engagement within the app or Services and TBH do not permit any purchase or accrual of these $BNRY loyalty points in any other way. These $BNRY loyalty points are provided for performing various actions in the Services. Each registered user who completes the minimum tasks outlined in the “How to Participate” section in the app gets to earn $BNRY loyalty points. Users of the Services get to earn $BNRY loyalty points in exchange for their levels of engagement in the app or Services. You can also earn $BNRY loyalty points by spinning the wheel. Players are required to spin a wheel and depending upon where the wheel stops, they are rewarded with the respective number of $BNRY points. Spin the wheel is not a game of chance and designed as a gaming Service for engagement. These $BNRY loyalty points have no cash or monetary value outside of the marketplace and can not be traded on any exchanges. Unused $BNRY loyalty points shall expire after 365 days of earning with no value. You are responsible for any associated tax obligations related to $BNRY loyalty points.
• 2.2 Users can use our marketplace (also known as BinaryMart) to redeem $BNRY loyalty points for rewards such as products and services (“Rewards”). Rewards are fulfilled by our partners in the respective geography.The fulfillment of Rewards is subject to availability and fulfillment criteria by the respective partner. The price of the Reward is subject to change at any time without notice. We are not the merchant of record for the product or services purchased and therefore not liable for any quality, merchantability, delivery or any other issues relating to product or services as we are merely facilitating the transaction between you and the partner who is the merchant of record. If a particular Reward is unavailable then the user will get the relevant $BNRY loyalty points refunded. You may go to the Rewards/marketplace section of the app, and select the product matching the number of $BNRY loyalty points you have. During the checkout process selection, you will be guided to mention your delivery address and our team will assist to get the product delivered to your doorstep through our local partners in your region. We are entitled to act on all instructions received by anyone using your account and are not responsible for any transaction made without your authorization. We accept no responsibility for any loss of $BNRY loyalty points due to unauthorized use of your account. It is your responsibility to make sure your account remains secured. ALL TRANSACTIONS ARE FINAL AND NON-REFUNDABLE. ONCE A TRANSACTION HAS BEEN SUBMITTED IT MAY NOT BE CANCELED OR REVERSED. WE RESERVE THE RIGHT TO REVIEW, CANCEL AND REVERSE ANY TRANSACTION IN THE EVENT OF FRAUD OR MISUSE, A CHARGE-BACK OF ANY TRANSACTION FEE PAID BY CREDIT CARD, OR AN ERROR OR MISTAKE MADE BY US, INCLUDING ERRORS IN ANY $ BNRY LOYALTY POINTS CONVERSION, REDEMPTION OR SWAP RATE. YOU HEREBY CONSENT TO THE REMOVAL OF $ BNRY LOYALTY POINTS FROM YOUR LOYALTY PROGRAM ACCOUNTS AS REQUIRED BY US TO REVERSE A CANCELED TRANSACTION. We endeavor to provide current and accurate information regarding the offers and transactions available to you. Nevertheless, errors and misprints occur. Accordingly, we reserve the right to reject, correct, cancel or terminate any transaction for which the price or offer details were incorrectly displayed or for which any other erroneous or inaccurate information was provided. We reserve the right to do this at any time during the transaction process, including after a transaction has been submitted and even if the transaction has been confirmed by us. Under no circumstances are we obligated to process or complete any transaction based on any error, misprint or otherwise.
• 2.3 We make reasonable efforts to ensure that the balances displayed to you relating to your $BNRY loyalty points are accurate and up to date, we cannot ensure that this will always be the case and hereby disclaims any responsibility for the accuracy of such balances. Reward product or service quality, service, warranty, guarantee is not managed by TBH and is to be taken up by the user directly with the fulfillment partner. Should the product or service be of a compromised quality or performance, and if the user successfully returns the product, then the associated quantity of the $ BNRY loyalty will be refunded on the condition that the respective partner accepts the return of the item and confirms full refund of the item to us. The order is fulfilled by our partners depending on the availability of the stock, and serviceability of the user's location by the partner. If the order cannot be fulfilled by our partner due to any reasons then the appropriate quantity of the $BNRY loyalty points will be deposited back to the user's wallet. The product or service delivered at your location will depend on the stocks available with the local delivery partner in your region. The return or refund policy shall follow the associated partner, and delivery partner’s policy in your region. We reserve the right to change/modify the redemption value of the items at any time without notice. You may have to pay additional charges such as shipping, handling, VAT, sales taxes, excise duties and import duties.

3. Terms relating to $BNRY Tokens

• 3.1 $BNRY tokens are crypto tokens you can trade on public exchanges like MECX and BingX. You should always follow the exchange rules for any transactions relating to $BNRY tokens. We do not offer $BNRY tokens on our Services. Please note $BNRY tokens are different from $BNRY loyalty points which are designed as loyalty points to reward customers for their loyalty and engagement.
• 3.2 You acknowledge that $BNRY token and other Services offered by us may be regulated in your local country and you have conducted the appropriate due diligence to ensure your use of $BNRY token and our Services is in compliance with local laws. You acknowledge that $BNRY tokens are not a security and not a legal tender and they are not regulated as such.
• 3.3 You should be aware that spot market prices of $BNRY tokens on the public exchanges are subject to extreme volatility due to the nature of digital assets. We make no representations or predictions around the price of $BNRY tokens and you should consult your advisors before making any $BNRY token purchases or sales. We make no claims about profit or loss on your transactions relating to $BNRY tokens and you acknowledge that $BNRY tokens you hold may lose value.
• 3.4 We do not not offer $BNRY tokens to residents of the following countries: North Korea, Cuba, Sudan, Syria, Iran, Crimea, the United States, the United Kingdom, and Canada. We also do not offer $BNRY tokens to individuals and companies under the United States, United Nations and European Union sanctions or terrorism list. If you are on this list, please do not trade $BNRY tokens on exchanges.
• 3.5 Your transactions relating to $BNRY tokens are subject to the terms and conditions of the exchange you are using to make such transactions. You can't make such transactions on our Site or Services.
• 3.6 Tax rules are different in each country and you should consult your tax advisor on the impact of transactions relating to the $BNRY token.
• 3.7 You agree that any transactions you make relating to the $BNRY token will be in compliance with all the applicable laws and you will not use $BNRY tokens for any criminal or fraudulent activity as defined by applicable laws.
• 3.8 We are not a broker, dealer, promoter, exchange for digital assets or digital token portal service provider under the meaning of laws and regulations of the Kingdom of Thailand.

4. Terms relating to Ngage:

• 4.1 Ngage is a service that allows for publication of content reels and other such content (“Content”) for our user base for a subscription fee. We reserve the right to change features and pricing of Ngage at any time without notice. Prices exclude service charges, processing charges, VAT and other applicable taxes.
• 4.2 We grant you a limited, non-exclusive, non-transferable, and revocable license to use the Ngage solely for the purpose of distributing advertising Content subject to these Terms. We have the right to suspend or revoke the license granted immediately in the event of breach of any terms of these Terms. You grant us worldwide, irrevocable, and royalty free license to us for any content loaded by you in Ngage.
• 4.3 You are responsible to ensure that Content (i) does not infringe on trademarks, copyrights or other intellectual property rights of any third party, (ii) does not contain any sexually suggestive Content, nude Content, offensive Content to any religion, race, gender, community, Offensive content to any political establishment or country, Content that promotes violence, hatred, discrimination, Content that shows any gambling or any activity prohibited by any laws or religion, Content that is fraudulent, deceptive, libelous or defamatory or any Content that is prohibited by the applicable local laws and our policies. The product or service being promoted in the Content must always be compliant with applicable local laws. We have the absolute right to reject or delete any Content at any time without notice.

  4.3.1 Rules for Content uploaded in Ngage:

  Content should not contain:

  • Nudity such as showing off private body parts or skin tight attire where private body parts are visible.
  • Sexual innuendo, depiction of sex or any content that may be construed as having sexual connotation.
  • Any depiction of gambling, casinos or any such visuals which promote or glorify the act of gambling.
  • Any language or images that may be considered insulting by a reasonable person.
  • Any threat, extortion or any language or image that may lead to a reasonable conclusion of threatening conduct or words.
  • Any content that may be offensive to a particular religion, sect or gender including portraying any religious figure in a bad light.
  • Any political content that may be offensive to a country, a particular party or class of people.
  • Any content that may incite racial hatred or interracial and interreligious harmony.
  • Any content that promotes or glorifies violence or hatred or any incitement of political unharmony.
  • Any political content.
  • Any content that asks people to gather for any purpose that is not lawful.
  • Any content that promotes or glorifies terrorism, war or violence.
  • Any other content that is against our policy.
  We reserve the absolute right to reject and remove any content that does not comply with these rules at our own discretion.
• 4.4 We reserve the right to discontinue any feature or Ngage Service anytime and refund you the pro-rata amount of your subscription fees.
• 4.5 We delete the uploaded Content within 24 hours of the upload. However, we reserve the right to maintain the Content and not delete it up to our sole discretion.
• 4.6 All subscriptions and purchases are final and Company reserves the right to not provide any refunds.

5. Terms relating to Gaming:

• 5.1 Gaming services allows for casual gaming services (“Gaming or Game”) for a subscription fee. We reserve the right to change features and pricing of Game at any time without notice. Prices exclude VAT and other applicable taxes.
• 5.2 Subject to these Terms, we grants you a non-transferable, non-exclusive, license to Gaming (a) use for your personal use, and (b) copy for the purpose of downloading, installing and executing the number of copies for which you are authorized by the download site of each Game on a device that you own or control for your use.
• 5.3 The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit any Gaming service; (b) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Gaming service, except to the extent the foregoing restrictions are expressly prohibited by applicable law; (c) you shall not access any Gaming service in order to build a similar or competitive service or application; (d) except as expressly stated herein, no part of any Gaming service may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, or (e) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in any Game. Any future release, update, or other addition to functionality of any Game (including in-app purchases, additional levels, and gameplay enhancements) shall be subject to these Terms, unless otherwise provided in terms associated with such addition. All copyright and other proprietary notices on any Game content must be retained on any copies.
• 5.4 You are solely responsible for compliance with all applicable laws, including without limitation export and import regulations and any gambling or Game access regulations.
• 5.5 Games provided to you are licensed to you and not sold. we (and our licensors, where applicable) own all rights, title and interest, including all related intellectual property rights, in and to all Games, excluding your user content which you upload subject to these Terms. These Terms are not a sale and do not convey to you any rights of ownership in or related to any Game. Our name, logo, and the product names associated with the Games belong to us (or its licensors, where applicable), and no right or license is granted to use them by implication, estoppel or otherwise. We (and our licensors, where applicable) reserve all rights not granted in this Agreement.
• 5.6 When you start or stop a Game, it may display an ad. During game play, banners, rewarded videos and/or interstitial ads and content may be displayed.
• 5.7 We reserve the right to discontinue any feature or Gaming Service anytime and refund you the pro-rata amount of your subscription fees.

Contracting Party and Contact:

These Terms constitute a legally binding agreement between you and The Binary Holdings (Thailand)
Co. LTD, located at Unit 702-703, 7th Floor, T Place Building, 150 Thong Lo, Khlong Tan Nuea, Watthana, Bangkok 10110, Kingdom of Thailand.

legal@thebinaryholdings.com