1. The Agreement

These Terms and Conditions ("Terms") establish the legal relationship between you, the user ("Member" or "you"), and Blockpass BVI Limited, a company duly registered in the British Virgin Islands with registration number 2040091 ("Blockpass", "us", or "we").

These Terms apply to your use of the PASS Club loyalty program (the "Program"). By participating in the Program, you acknowledge that you have read, understood, and agree to be bound by these Terms.

2. Definitions

Blockpass ID: Your digital identity profile created using Blockpass services.

Partners: Blockpass customers who offer services for which PASS Rewards may be earned.

PASS Rewards: Loyalty program points awarded to users for signing up for applicable services offered by Partners.

PASS Token: The BEP-20 cryptocurrency token on the Binance Smart Chain into which PASS Rewards can be redeemed.

Program: The PASS Club loyalty program designed and operated by Blockpass.

User/Member: You, the user of the Program.

3. The PASS Club Program

3.1. PASS Club is a loyalty program that allows Blockpass ID users to earn PASS Rewards after approval by Partners.

3.2. PASS Rewards are points given to users when they sign up for applicable services offered by Partners. The amount of PASS Rewards given is solely at Blockpass's discretion, and users have no guaranteed right to receive them.

3.3. PASS Rewards do not apply to free service plans offered by Partners.

4. Redemption of PASS Rewards

4.1. The minimum threshold of PASS Rewards required for redemption (the "Threshold") will be set by Blockpass at its discretion. Blockpass reserves the right to change or adjust the Threshold from time to time.

4.2. When a User accumulates PASS Rewards equal to or exceeding the Threshold, they may request redemption into PASS Tokens via the designated "Redeem" button within the Program.

4.3. Blockpass can determine the exchange rate for PASS Rewards redemption at its absolute discretion and will endeavor to provide reasonable notice to users of any changes to the rate whenever practicable.

4.4. Transaction fees associated with token transfers resulting from a redemption request, including any applicable network fees, will be estimated and deducted from the redemption amount in PASS Tokens. If the fees exceed the redemption amount, the transaction will fail.

4.5. Users are responsible for ensuring the accuracy of the blockchain address registered with Blockpass. Blockpass will not be liable for any loss of tokens resulting from inaccurate or incompatible blockchain addresses provided by users.

5. Terms for PASS Token Holders

5.1. Incorporation of PASS Token Terms: By redeeming PASS Rewards for PASS Tokens, you become a "Token Holder" and agree to be bound by the separate "PASS TOKENS - Terms and Conditions of Use" (the "Token Terms"). The Token Terms are hereby incorporated by reference into this Agreement and govern all aspects of holding and using PASS Tokens.

5.2. Incorporation of Whitepaper: Further technical, operational, and strategic information regarding the PASS Token and the Blockpass ecosystem is detailed in the PASS Token Whitepaper ("Whitepaper"). The Whitepaper is incorporated by reference and provides essential context. You acknowledge that you have been given the opportunity to review the Whitepaper.

5.3. Key Provisions Summary: As a Token Holder, you specifically acknowledge the following key provisions from the Token Terms:

* Utility Token Nature: PASS Tokens are utility tokens designed for use within the Blockpass ecosystem. They are not securities, investments, or financial instruments.

* Inherent Risks: You understand and accept the significant risks associated with cryptographic tokens, including but not limited to price volatility, potential for total loss of value, security risks related to private key management, and regulatory uncertainty. Please review the Appendices of the Token Terms for a non-exhaustive list of risks.

* No Refunds: The redemption of PASS Rewards into PASS Tokens is final and non-refundable.

6. Eligibility and Registration

6.1. To participate in the Program, the User warrants that:

* You are at least eighteen (18) years of age.

* Your use of the Program is for lawful purposes.

* You do not reside in a jurisdiction where participation in the Program is prohibited.

6.2. To receive PASS Tokens from a redemption, the user may need to provide additional KYC information as required by the custodian of Blockpass. The user agrees that such data may be shared with the custodian for the purpose of transferring the tokens.

6.3. Blockpass reserves the right to reject any PASS Club registration application if the applicant has engaged in fraudulent activity, misrepresented themselves, or breached these Terms. In such cases, any PASS Rewards associated with the applicant's account will be forfeited.

7. Privacy and Data Protection

7.1. Details about how Blockpass handles any personal data collected from you in connection with the Program can be found in our Privacy Policy, available on our website. Blockpass undertakes to comply with its responsibilities under applicable data protection laws.

7.2. We have implemented appropriate technical and organizational measures to protect your personal data. However, internet transmissions are never completely private or secure.

8. General Terms

8.1. Indemnity: You will indemnify, defend, and hold harmless Blockpass from all claims, damages, liabilities, and expenses that arise from or relate to your access to or use of the Program and/or PASS Tokens.

8.2. Disclaimers: The Program and PASS Tokens are provided "as is." To the fullest extent permitted by law, Blockpass disclaims all representations and warranties, whether express, implied, or statutory.

8.3. Limitation of Liability: To the maximum extent permitted by applicable law, in no event will Blockpass be responsible or liable for any claims, damages, liabilities, or losses arising from your participation in the Program or your acquisition, holding, or use of PASS Tokens.

8.4. Variation: Blockpass reserves the right to modify these Terms, including the amount of rewards, redemption thresholds, and exchange rates, at its sole discretion. Continued use of the Program following such modifications will constitute acceptance of the revised Terms.

8.5. Governing Law and Dispute Resolution: These Terms shall be governed by the laws of the British Virgin Islands. Any dispute shall be referred to and finally resolved by arbitration in accordance with the Rules of the London Court of International Arbitration (LCIA). The seat of arbitration shall be London.

8.6. Severability: If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall remain in full force.

8.7. Assignment: These Terms are personal to you and may not be assigned or transferred by you without our prior written consent.