PlanetPlay Terms of Use

Last updated: 30 January 2026

Thank you for your interest in PlanetPlay. Please read these Terms of Use carefully before you use PlanetPlay (referred to as these “Terms” in the remainder of this document). This is an important legal document that explains your rights and obligations as a user of PlanetPlay, the PlanetPlay website and any other digital content or services that we provide to you in relation to PlanetPlay (collectively, the “Services”). In these Terms, we refer to the website at https://planetplay.com as the “Website” and the digital marketplace available on the Website as “PlanetPlay”.

FOR RESIDENTS IN THE USA AND CANADA, THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS-ACTION WAIVER AT PARAGRAPH 13 BELOW. PLEASE READ IT CAREFULLY.

These Terms govern the relationship between you and us in relation to your use of PlanetPlay and any other Services provided by us to you relating to PlanetPlay or the Website. By accessing or otherwise using PlanetPlay or our other Services, you acknowledge that you have read, understood and agree to these Terms and are entering into a binding legal agreement with us incorporating these Terms (referred to as the “Agreement” in these Terms).

In addition to these Terms, you must also agree to our Privacy Notice and our Cookie Notice before you may use PlanetPlay or any other Services. These documents will form part of the legally binding Agreement between you and us. You may not use PlanetPlay or our other Services if you do not agree to the Privacy Notice and Cookie Notice.

We may update or change the Agreement from time to time in accordance with Paragraph 12 below.

1. ABOUT US

1.1. We are Sphaira Innovation A.G., a company registered in Switzerland with company number CHE-228.557.440. Our registered office address is at Altgasse 43, 6340 Baar, Zug, Switzerland (“Sphaira”, “we”, “our” and “us”).

1.2. Sphaira is a not-for-profit entity devoted to contributing to environmental action through the power of gaming, people and technology.

1.3. We operate PlanetPlay, which is a proprietary, web-based platform and digital content marketplace hosted at https://planetplay.com (“PlanetPlay”).

1.4. As a not-for-profit organisation, we use profits generated from PlanetPlay to further the causes of Sphaira, including providing support for certified environmental sustainability projects run in accordance with industry standards, such as Goldstandard. You can find out more information about how it works at https://planetplay.com/how-it-works. You can also find out more about Sphaira as an organization, including our aims, governance and how our money is spent at our organization's website at https://sphaira-innovation.com.

1.5. If you have a query relating to PlanetPlay, including in relation to refunds and customer support, you can contact us via email at help@sphaira-i.com.

2. ABOUT YOU

2.1. You may only accept the Agreement if you are an adult of full legal age of majority in the country or state in which you live (for example, 18 years of age in the United Kingdom or Switzerland). This applies to you even if the age rating for the content that we make available indicates that it is suitable for children.

2.2. If you are not an adult and you want to use PlanetPlay or the Services, then you must ask your parent or legal guardian for permission. Your parent or legal guardian can help you read and understand these Terms. You should only use the Services if your parent or legal guardian consents for you to use the Services under supervision.

2.3. In the rest of these terms, “user”, “you”, and “your” means you, namely the individual that visits, uses or otherwise accesses the Services.

3. FOR PARENTS AND LEGAL GUARDIANS

3.1. If you are a parent or legal guardian of a child who has asked you to agree to these Terms so that they may use the Services (your “Child”), please read the following points carefully.

3.2. You should review these Terms, the Privacy Notice and the Cookie Notice carefully before accepting them. Please make sure that you and your Child (where your Child is old enough to consent to the processing of his or her personal data in the country in which your Child lives) is familiar with the Privacy Notice and the Cookie Notice, as by accepting the Terms you will be consenting to our processing of your Child's personal data in accordance with the Privacy Notice.

3.3. It is your responsibility as a parent or legal guardian to ensure that your Child only accesses the Services in a manner that is suitable for their age, as indicated by the applicable age rating system (or other condition of sale criteria) in the country or state in which they live for each Digital Content. Age rating systems for Digital Content may vary between platforms, devices and regions.

3.4. By agreeing to these Terms, you will be liable and responsible for all acts carried out by your Child when they are using the Services.

4. ABOUT PLANETPLAY

4.1. PlanetPlay is a digital platform and marketplace on which you can purchase digital content and services, including video games, downloadable content, software, in‑game items, virtual currencies, gift cards, subscriptions and top-ups (“Digital Content”).

4.2. We will normally make Digital Content to you on PlanetPlay by offering for purchase a unique serial number or activation code (a “Key”). You must use the Key to register, activate and download the Digital Content from a participating third-party platform, such as Valve's Steam, Google Play or Apple App Store.

4.3. In order to use a Key and download Digital Content, you may need to agree to additional terms from the creator or publisher of the Digital Content or the platform on which it is made available. For more information about the relationship between you, PlanetPlay and third parties, please see Paragraph 7 of these Terms.

4.4. In order to use our Services, the device that you use may need to meet certain minimum hardware and software requirements. The PlanetPlay Website can be accessed via a web browser, such as Google Chrome® or Microsoft Edge®.

5. USER ACCOUNTS

5.1. To access PlanetPlay and the Services, you will need to register an account at https://planetplay.com/signup (a “User Account”). When creating a User Account, you will be required to provide certain mandatory personal information about yourself, such as your email address, as well as to create a unique username to be associated with your User Account (your “PlanetPlay ID”).

5.2. You must ensure that all of the mandatory information associated with your User Account is up to date and remains accurate at all times.

5.3. You may choose to complete the sign-up and login process by connecting your User Account with a pre-existing third-party service (for example, Google or Facebook). If you choose to connect a third-party service, you may be required to accept the terms provided by that third-party service in order to permit the transfer of your personal information to us for the purposes of us creating and linking your User Account.

5.4. Each individual user and/or email address may only have one active User Account at any time.

5.5. When registering a User Account using an email address, you will be prompted to select a password. You must keep your password secure. We recommend that you change your password from time to time to maintain the security of your account.

5.6. If you believe that the security of your User Account has been compromised and/or that a third party has used your User Account details and password without your authorisation, you must notify us at help@sphaira-i.com as soon as you become aware of this and change your password.

5.7. You can update your User Account's information, PlanetPlay ID or password at any time by accessing your User Account via the 'settings' area of the PlanetPlay website.

5.8. Your PlanetPlay ID (and any other elements of your User Account, such as your profile image) must not:

(a) be obscene or offensive;

(b) infringe any third-party rights, including (without limitation) intellectual property rights;

(d) otherwise be considered inappropriate, as we may determine in our sole discretion.

5.9. If we consider at any time that your PlanetPlay ID does not comply with Paragraph 5.8 in any respects, we may ask you to change any element of your User Account, or make changes on your behalf or, in the case of serious breaches, terminate your access to the Services (in which case we will send a message to the email address registered with your User Account explaining what we have done and why).

5.10. You can ask us to delete your User Account at any time by selecting the relevant option in the settings area of your User Account or by contacting us at help@sphaira-i.com. We will delete your User Account within thirty (30) days of receiving your request, but we may retain limited, proportionate metadata on our systems for accounting and audit purposes for as long as is necessary to fulfil our legal and/or contractual obligations and/or for other legal purposes, in compliance with applicable law. Access to information and details about any Keys that are connected with your User Account will be lost and deemed forfeited once you have requested that we proceed with the closure of your User Account. Once we have processed the closure of your User Account, it cannot be recovered or undone. For further information about how we retain your personal information following deletion of your User Account, please see our Privacy Notice.

6. YOUR RIGHTS TO ACCESS OUR SERVICES

6.1. We own, or are otherwise permitted by third parties to use, market and distribute, all of the intellectual property rights in PlanetPlay, the Keys, the Digital Content and any other content made available to you in the course of our providing the Services.

6.2. In return for your acceptance of these Terms and any monetary payment (where applicable), we grant you the personal right (known as a 'licence') to access the Services, strictly subject to these Terms and, in particular, subject to the restrictions set out in Paragraph 6.3 below.

6.3. The licence granted to you by us to use the Services under these Terms is limited in a number of ways as set out below. This licence is:

(a) non-exclusive, meaning that we can grant the same or similar licences to other individuals and companies as well as you;

(b) personal and not sub-licensable, meaning that the licence is only for your benefit and you may not grant a licence to, or otherwise provide access to, the Services to anyone else (only we may grant licences to use the Services);

(d) non-commercial, meaning that you can only use the Services for private domestic purposes and not for commercial purposes;

(e) non-transferable, meaning that you cannot assign the rights under this licence to any other person;

(f) limited to using the Services for the purposes as set out in these Terms and for the duration that these Terms are in force; and

(g) conditional on your compliance in full with these Terms.

6.4. You acknowledge and agree that, other than the licence granted to you by these Terms, you have no other right to use, claim ownership of or repurpose the Services. This means, for example, that your use of the Services does not grant you title or ownership of any intellectual property rights in the Keys and Digital Content or other parts of the Services that you may access (including any intellectual property or branding used or displayed on the PlanetPlay website).

6.5. Any rights not expressly granted to you in these Terms are reserved to us.

6.6. If your access to the Services is limited, terminated or suspended, or if we discontinue the Services, in accordance with these Terms, you acknowledge that you may lose your right of access to the Services (including to Keys) granted under these Terms (either temporarily or permanently).

6.7. The checkout page for the purchase of a Key for Digital Content sets out the payment methods and currencies that we are able to accept, subject to availability and as amended from time to time. We will only take payment from your payment method once the order has been accepted and processed by us. Your payment details will be transferred to, and processed by, our payment service providers for the purpose of completing your payment. By sharing your payment information with us, you authorise us to share that information with our payment service providers for the purposes of processing your order. We are not responsible for any loss or damage arising from payment processing by third parties, except as required by applicable laws.

6.8. To ensure fairness, compliance with our third-party vendors and fraud prevention, the following purchase limitations apply to your use of the Services:

(a) Users may add no more than ten (10) items to their cart per transaction.

(b) Users may purchase no more than three (3) units of the same item (e.g. three of the same Keys) per User Account. Stricter limits may be imposed from time to time for limited-stock or promotional items. Details of any of these limits will be prominently displayed on the subpage for Digital Content or Key.

6.9. The restrictions and limitations referred to in Paragraph 6.8 above apply for each User Account and to each email address and/or residential address used in connection with the Services. Any attempts to circumvent these limits by creating multiple accounts, using alternative payment methods, registering multiple accounts with the same email address or residential address, or any other means, are strictly prohibited.

7. OUR PARTNERS AND THIRD-PARTY TERMS

7.1. We permit selected third-party owners, operators and publishers of some Digital Content (“Partners”) to list Keys for sale on the PlanetPlay website, from time to time.

7.2. Some Keys entitle you to 'pre-order' Digital Content before it is made available for access. When pre-ordering Digital Content, you agree and understand that you will be required to pay for the pre-ordered Digital Content on the date of your order and that the Key for the pre-ordered Digital Content will only be made available to you on the official release date for the Digital Content, as determined from time to time by the Digital Content's provider. We are not responsible for any delay or failure in connection with the delivery of pre-ordered Digital Content. We can only guarantee delivery of a Key for pre-ordered Digital Content (and any applicable bonus content, which may be limited in its availability) on our receipt of the Key from the Digital Content's provider. In the unlikely event that pre-ordered Digital Content is revoked or cancelled, we will reimburse your amounts paid in accordance with Paragraph 8 of these Terms (Refunds and Support).

7.3. While PlanetPlay provides a marketplace and platform to facilitate the purchase of Keys, we are neither the buyer nor the seller of the Digital Content. When you purchase a Key for Digital Content, the proceeds from your purchase will be distributed between PlanetPlay (including our supported environmental initiatives) and our Partners. We provide a service for Partners to list Keys for Digital Content which can subsequently be redeemed by end-users on third-party platforms to download and access such content. Accordingly, any contract formed at the completion of a redemption of a Key for Digital Content on a third-party platform is solely between you, the relevant Partner and the third-party platform, as applicable. Those terms and conditions will form a separate agreement between you and the relevant third party and are in addition to this Agreement. You must also accept and comply with all terms and rules of third-party platforms that make the Digital Content available to you.

7.4. Any breach of the terms or rules of any such third-party platforms and Partners shall also be deemed to be a breach of this Agreement by you.

7.5. Where the Services contain links to, and connect with, other services and resources provided by third parties, we have no control over the content of those services or resources and we make no warranties or representations as to the legitimacy, accuracy or quality of such third-party services or resources. Any external site that you visit by clicking through a link on the Services is entirely at your own risk. We accept no responsibility for their content, behaviour, safety or treatment of your personal data.

8. REFUNDS AND SUPPORT

8.1. All purchases of Digital Content and Keys are non-refundable. Once your order has been processed and confirmed, we will send you an email providing details on how to reveal your Key and redeem it for the Digital Content you have ordered. When revealing the Key that you have purchased, you will be asked:

(a) to tick a box to expressly confirm and agree that you consent for the Key to be supplied to you immediately;

(b) to acknowledge your waiver of any statutory right you have to a cooling-off period in which you could cancel your order; and

(c) to confirm that the version, region, platform and other details of the Key are correct for the Digital Content you wish to buy.

This means that you will not have the right to cancel your order or your contract with us relating to Digital Content once you have expressly agreed to reveal the Key.

8.2. If you have made a genuine error in making a purchase, such as purchasing duplicative copies, please contact us at help@sphaira-i.com and we may be able to help you. If we reasonably consider that an error has been made, we may issue a refund in our sole discretion on a case-by-case basis, provided that you have not already redeemed, downloaded or otherwise activated the Key or Digital Content. Please note that, if we agree to issue a refund, that it may take some time for funds to be shown in your account following our processing of a refund request.

8.3. The Key redemption process detailed in Paragraph 8.1 does not affect your legal, statutory rights that you may have if the Key is faulty or otherwise not of satisfactory quality. If the Digital Content or Key that we supply to you is faulty, you are entitled to a repair or a replacement. If this repair or replacement cannot be undertaken in a reasonable timeframe without us incurring disproportionate costs, then we will refund the amount paid by you to us for the faulty Digital Content or Key within fourteen (14) days, beginning with the day on which we agree with you that you are entitled to a refund. Any refund will be given using the same means of payment that was used to pay for the faulty Digital Content or Key. For the avoidance of doubt, Digital Content or a Key will not be considered 'faulty' if you are unable to use or access it because the device you are using does not meet the minimum requirements notified to you during the order process.

8.4. We may require certain information from you, such as proof of purchase or identify verification, in order to process refunds or replacements. We aim to process refunds promptly, which means within three (3) working days and no later than fourteen (14) days following our confirmation that the refund will be processed. Refunds are always limited to the amount you actually paid with your card.

8.5. In the event that you experience difficulties with a Key that you have purchased and you are not sure whom you should contact:

(a) Partners and third-party platforms have the sole responsibility for dealing with any issues arising out of the Digital Content.

(b) We have the sole responsibility for all other issues relating to your use of the PlanetPlay website, your User Account and the Services. If you have any difficulty accessing your User Account on PlanetPlay, or facilitating the purchase of a Key on PlanetPlay, you should contact us at help@sphaira-i.com.

9. OUR RIGHTS AND RESPONSIBILITIES

9.1. We are required to give you certain key information before a legally binding contract between you and us is made. This important information will be provided to you prior to any purchase made on our Website, and will also be contained in the confirmation email that you receive from us when you place your order for a Key. The key information that we give to you forms part of these Terms, and if we wish to change any of the key information provided to you after your purchase is confirmed by us, we will only do so if you agree to it. All PlanetPlay prices displayed at checkout are inclusive of VAT and other taxes.

9.2. We provide the Services to you using reasonable skill and care. To the extent permitted by applicable law, we exclude all other warranties not expressly set out in these Terms.

9.3. We will use reasonable endeavours to make the Services available to you, but we cannot guarantee that the Services will be available on an uninterrupted basis. Your access to the Services may be disrupted to allow for maintenance, repairs, upgrades and the introduction of new functionality from time to time. At times, unscheduled downtime may be necessary, including for security purposes or urgent maintenance. Further, owing to the inherent nature of the internet and related technologies, errors, interruptions and delays may occur in the Services from time to time. We will use reasonable endeavours to try to limit the frequency and duration of downtime, to the extent our ability to do so is within our reasonable control.

9.4. The content displayed on the Services (and the content that we send to you via email in connection with the Services) is made available to you for general information purposes only. While we request that third-parties, such as our Partners, ensure that any information they provide to us is accurate, we cannot ensure that such information, such as Digital Content's age ratings, is accurate and up-to-date. Such information regarding Digital Content is not intended as any form of advice and should not be relied on as such. Any reliance that you may place on the content made available via the Services is at your own risk.

9.5. Access to the Services is provided free of charge and has not been developed to meet your specific requirements. We cannot guarantee that the Services will be fit or suitable for your specific purposes or that it will be compatible with all or any hardware or software that you may use.

9.6. We cannot guarantee that the Services will be free from errors, bugs or viruses; however, we do take reasonable steps to avoid this. We also cannot guarantee that the content or information provided in the Services is accurate or complete. As with all software and services accessed through an electronic device, we recommend that you use anti‑virus software while using the Services. We also recommend that you have an up-to-date back‑up of all the content on your device before using the Services.

9.7. We may modify, cease to offer or cease to support the Services in whole or in part from time to time. We may adjust the Services to reflect changes in law or regulation, to make minor technical improvements or adjustments, or to update what content is available to be accessed via the Services. We will use reasonable endeavours to inform you at least thirty (30) days in advance of any such changes or disruptions to the Services by email or through other appropriate means and we will signpost any changes that are significant or material.

9.8. We reserve the right to suspend access to the Services with immediate effect without notice where there are serious grounds for doing so (for example, at the request of law enforcement or a regulator, or where there is a real risk of loss or harm to us or other players).

10. YOUR RIGHTS AND TERMINATION

10.1. You must comply with the laws that apply to you in the country or state in which you live or from which you access our Services. If any laws applicable to you restrict or prohibit you from using our Services, you must comply with those legal restrictions or, if necessary, stop using our Services.

10.2. You must not:

(a) use the Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the Services;

(b) sell, lent, rent, trade or otherwise transfer your User Account or Digital Content to any other third-party; use your User Account or Digital Content as a stake in a bet or wager; or exchange your User Account or Digital Content for real-world money, goods or services, or for anything else strictly outside the permitted use of the Services.

(d) use the Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users;

(e) copy PlanetPlay or any content or other works made available to you as part of the Services, except as part of the normal use of the Services or where it is strictly necessary for the purpose of making a back-up or for operational security (and in such circumstances, only to the minimum extent required);

(f) decompile, reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Services or any part of them (except as and only to the extent permitted by applicable law);

(g) collect, 'scrape', 'mine' or 'harvest' any information or data from the Services or our systems or attempt to decipher any transmissions to or from the servers running the Services, including (but not limited to) for the purposes of training, developing, fine-tuning or otherwise improving artificial intelligence models, products and services;

(h) perform services for someone within the Services in exchange for payment outside of the Services;

(i) make available the Services to any other person in any form, whether in whole or in part (including for the purposes of resale, redistribution or bulk purchasing for commercial purposes), except to a Child for whom you are the parent or legal guardian in accordance with these Terms; or

(j) use, develop, host or distribute cheats, automation software ('bots'), modded lobbies, hacks, mods or any other unauthorised third-party software in connection with the Services, or engage in any form of cheating, 'scalping', botting, boosting, or booting, or otherwise attempt to circumvent technological measures designed to control access to, or elements of, the Services.

10.3. We may suspend your access to the Services if we reasonably believe that you have breached, intend to breach, or intend to facilitate the breach by a third party of, any part of the Agreement. We may also use network, device or geolocation checks, or request identity or payment information from you, or refuse or cancel orders, in cases of suspected fraud, abuse or violation of these Terms. Such measures do not create a purchase right and may result in order review or cancellation.

10.4. If we suspend or revoke your access to the Services:

(a) we will use reasonable endeavours to notify you via email within 30 days of us taking action, with an explanation as to what steps we have undertaken and why;

(b) you will not be able to access the Services during the period of suspension, while we investigate the relevant circumstances; and

10.5. If you commit a serious breach of these Terms, we can terminate the Agreement immediately at any time and without refunding any payments made by you. If we do this, we will endeavour to give you reasonable notice that we are terminating the Agreement and an explanation as to what steps we have taken and why (save that we reserve the right to terminate this Agreement with immediate effect where we deem you to have committed a material breach of these Terms).

10.6. We may also terminate the Agreement immediately at any time for technical or operational reasons beyond our reasonable control. If we do this, we will give you as much notice as reasonably possible and provide further details regarding any rights to refund or compensation that you may have.

10.7. If we terminate the Agreement, or otherwise permanently exclude you from the Services in accordance with these Terms, you must immediately stop all activities authorised by these Terms, including your access to the Services. Any licences granted to you in accordance with these Terms will immediately cease to take effect.

10.8. If that your access to the Services is revoked or suspended, we will use reasonable endeavours to provide you with sufficient detail of the reasoning for our decision and what steps we have undertaken.

11. OUR LIABILITY TO YOU

11.1. Subject to Paragraph 11.2 below, if we fail to comply with this Agreement, we are responsible for loss or damage you suffer that is a reasonably foreseeable result of our unremedied breach of this Agreement. Loss or damage is reasonably foreseeable only where it could be reasonably contemplated by you and us at the time and date you agreed to these Terms.

11.2. We are not liable to you for the following types of loss or damage that may arise from your use of the Services:

(a) loss or damage not caused by our breach of these Terms or our negligence;

(b) any increase in loss or damage resulting from breach by you of any of these Terms;

(c) loss or damage not reasonably foreseeable by you and us when you agreed to these Terms, including loss or damage that occurs in consequence of such loss or damage, for example, loss of data, loss of opportunity, service interruption, computer or other device failure or financial loss;

(d) loss or damage to any device on which you access PlanetPlay or other Services or to any data on that device, unless that damage is directly caused by our failure to exercise reasonable skill and care in the provision of the Services;

(e) loss or damage that you suffer as a consequence of the actions or omissions of third parties, including platforms, publishers or other users of the Services; or

(f) any loss or damage if the Services are not provided to you or are interrupted or suspended or if we do not comply with the Terms because of events beyond our reasonable control, including (without limitation), an act of God, storm, fire, flood, internet outage, epidemic or pandemic, strikes, or riots.

11.3. The Services may only be accessed by you for private non-commercial use under these Terms. Nevertheless, if you use the Services for commercial purposes in breach of these Terms, we will not be liable to you for any loss of profit, loss of business, loss of anticipated savings, loss of reputation and/or depletion of goodwill.

11.4. If the device you are using does not meet the minimum requirements to access the Services, we cannot accept any responsibility if they do not operate properly or if they cause any damage to your device.

11.5. If the consumer law of the country or state in which you are resident does not permit any of the limitations of liability set out in Paragraphs 11.1, 11.2 or 11.3, then those limitations of liability shall apply only to the maximum extent permitted by the laws of such jurisdictions. Nothing in these Terms shall affect any statutory rights that you may have as a consumer of the Services.

11.6. We do not limit our liability to you for death or personal injury caused by our negligence or the fraud of our employees or other representatives or for anything else where it would be unlawful to do so under applicable law.

12. CHANGES TO THESE TERMS

12.1. We may need to amend these Terms, our Cookie Notice and our Privacy Notice from time to time, for example, in order to ensure that we remain compliant with applicable law or to reflect any changes we make to the Services.

12.2. You can find a copy of these Terms by visiting our Website at the following URL: https://planetplay.com/terms-of-use. If we make any changes to these Terms, we will upload an amended version of the Terms to this URL. Where these changes are material, we will endeavour to give you notice of these changes with a notification within PlanetPlay or through other appropriate means, such as via email.

12.3. Your continued use of the Services following any changes to the Cookie Notice, Privacy Notice and/or Terms that may have been made by us will mean that you accept those changes. If you do not agree to any such changes, you must not continue to use the Services.

13. ARBITRATION (RESIDENTS IN THE USA AND CANADA)

13.1. IF YOU ARE A RESIDENT OF THE UNITED STATES OR CANADA, BY ACCEPTING THESE TERMS, YOU AND PLANETPLAY EXPRESSLY WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION, IN ACCORDANCE WITH THIS PARAGRAPH 13 OF THESE TERMS.

13.2. If we cannot resolve your concern, you and we agree to be bound by the procedure set forth in Paragraph 13 of these Terms to resolve any and all disputes between us. Paragraph 13 of these Terms constitutes an agreement between you and us, and applies to our respective agents, employees, affiliates, predecessors, successors, beneficiaries and assigns. This agreement to arbitrate evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of Paragraph 13 of these Terms.

13.3. All Disputes arising out of or relating to these Terms, any of our Services and their marketing, or the relationship between you and us shall be determined exclusively by binding arbitration. This includes claims that accrued before you entered into these Terms. The only Disputes not covered by Paragraph 13 of these Terms are claims (a) regarding the infringement, protection or validity of your, our or our licensors' trade secrets or copyright, trademark or patent rights; or (b) brought in small claims court.

13.4. You and we shall first attempt to resolve any Dispute informally for at least 30 days before initiating arbitration. The informal negotiations commence upon receipt of written notice from one person to the other (a “Notice of Dispute”). The Notice of Dispute must: (a) include the full name and contact information of the complaining party; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought. We will send our Notice of Dispute to your billing or email address. You will send your Notice of Dispute by contacting customer service at help@sphaira-i.com.

13.5. If you and we cannot resolve a Dispute informally, subject to the exceptions in this Paragraph 13 of these Terms, you or we will have the Dispute finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. The arbitration shall be administered by the Judicial Arbitration Mediation Services, Inc. (“JAMS”) according to the JAMS Streamlined Arbitration Rules and Procedures effective July 1, 2014 (the “JAMS Rules”) as modified by these Terms. Your arbitration fees and your share of arbitrator compensation shall be governed by the JAMS Rules. If such costs are determined by the arbitrator to be excessive, or if you send us a notice to the Notice of Dispute address above indicating that you are unable to pay the fees required to initiate an arbitration, we may pay the relevant arbitration fees and expenses. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator shall make a decision in writing, and shall provide a statement of reasons if requested by either party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. You and we may litigate in court to compel arbitration, to stay proceeding pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.

13.6. You and we agree that each may bring claims against the other only in our or your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. The arbitrator shall not consolidate another person's claims with your claims, and shall not preside over any type of representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favour of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. If this Paragraph 13.6 is found to be unenforceable, then the entirety of these Terms to arbitrate shall be null and void.

13.7. If an in-person hearing is required, the hearing will take place either in Wake County, North Carolina, or where you reside; you choose. Any decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial acceptance of any award and an order of enforcement.

13.8. We will not enforce material changes to these Terms to arbitrate, unless you expressly agree to the changes.

13.9. If any clause within this Paragraph 13 (other than the class action waiver clause above) is illegal or unenforceable, that clause will be severed from this Paragraph 13, and the remainder of this Paragraph 13 will be given full effect. If the class action waiver clause is found to be illegal or unenforceable, this entire Paragraph 13 will be unenforceable, and the Dispute will be decided by a court.

14. LAW AND JURISDICTION

14.1. If you have a complaint, please let us try to resolve it first. You can send us details of your complaint by email to help@sphaira-i.com.

14.2. If you have entered into a transaction relating to one of the Services with anyone other than us, for example, by acquiring Digital Content directly from a Partner or other third party, then you should contact that third party for assistance.

14.3. In the event of any dispute or claim relating to these Terms (including the Privacy Notice or Cookie Notice) or the Services (a “Dispute”), both you and Sphaira shall first use best efforts to negotiate an informal resolution to such Dispute for at least thirty (30) days before initiating any formal proceedings. This informal negotiation period will commence upon written notice from one party to the other.

14.4. This Agreement, and any Dispute, shall be governed by and interpreted in accordance with English law.

14.5. The jurisdiction for any Dispute shall depend on the country or state in which you are resident. You may be entitled by applicable consumer protection laws to bring proceedings in your own jurisdiction and such entitlement may not be excludable by agreement. Where such laws permit the exclusion of local jurisdiction rights by agreement, you agree that such rights are excluded and that the jurisdiction provisions of these Terms shall apply in full. Subject to any such local jurisdiction rights, you may only bring legal proceedings in respect of a Dispute against us as follows:

(a) if your country or state of residence is Switzerland: only in the courts of Switzerland; or

(b) if your country or state of residence is not Switzerland: in the courts of England and Wales.

Other important terms

14.6. You may not assign or otherwise transfer your rights under this Agreement to someone else for any reason (or attempt or purport to do so), unless we have first given you our express permission in writing, which we may withhold in our sole discretion. We may assign or otherwise transfer our rights and may sub-contract our obligations, in whole or in part, under this Agreement to anyone else. We will contact you to let you know if we plan to do this, and you may end your use of the Services if you do not agree with the assignment or transfer.

14.7. Each of the terms and conditions of these Terms operates separately. If any court or other competent authority decides that any of them are unlawful or unenforceable, the remaining terms and conditions will remain in full force and effect to the fullest extent permitted by law.

14.8. Nothing in these Terms, the Cookie Notice or the Privacy Notice creates any relationship of partnership, agency or employment between you and us.

14.9. If we do not enforce our rights against you, or if we delay in doing so, that does not mean that we have waived our rights against you, and it does not mean that you are relieved of your obligations under this Agreement. If we do waive a breach by you, we will only do so in writing, and that will not mean that we will automatically waive any later breach by you.

14.10. No one other than a party to this Agreement (either you or us) has any right to enforce any of the terms of this Agreement.