Solana Name Service

Terms and Conditions for Genesis Airdrop

The following Terms and Conditions (these "Terms") govern the participation of any person, individual or corporation eligible to participate ("You", "Your", "Participant") in the Genesis Airdrop (defined below) launched by Soldid Tech Corp, a private corporation incorporated in Panama (the "Company").

Any person, individual or corporation which engages in any activity in connection with the Genesis Airdrop shall immediately be deemed a Participant and shall be deemed to have agreed to be bound by these Terms. These Terms shall be deemed entered into between the Participant and the Company each a "Party", collectively the "Parties".

If You do not agree or You do not accept these Terms, You may not participate in the Genesis Airdrop and therefore should not engage in any activity in connection with the same.

By accepting these Terms, You shall also be bound by any policies, instructions, schedules, guidelines, operating rules, supplementary terms and/or procedures which the Company may publish from time to time on the website at https://www.airdrop.sns.id and/or the Company's related social media channels (collectively the "Public Channels"), which are hereby expressly incorporated herein by reference. In accordance with Clause 7, the Company reserves all rights to disqualify Your participation.

The Company may revise these Terms at any time with or without notice to You by publishing the updated Terms on any of the Public Channels. These changes shall take effect from the date of upload, and Your continued participation in the Genesis Airdrop from such date shall be deemed to constitute Your acceptance of such revised Terms. It shall be Your sole responsibility to check the Public Channels for such revisions from time to time. If you do not agree to these Terms, please do not participate in the Genesis Airdrop.

Digital tokens issued by the Company, are not intended to constitute securities of any form, units in a business trust, units in a collective investment scheme or any other form of investment in any jurisdiction. This document and these Terms do not constitute a prospectus or offer document of any sort and are not intended to constitute an offer of securities of any form, units in a business trust, units in a collective investment scheme or any other form of investment, or a solicitation for any form of investment in any jurisdiction. No regulatory authority has examined or approved of these Terms. No such action has been or will be taken by the Company under the laws, regulatory requirements or rules of any jurisdiction. The provision of these Terms to You does not imply that the Applicable Laws, regulatory requirements or rules have been complied with.

In particular, any digital tokens issued by the Company (a) are not a loan to the Company or any Affiliate; (b) does not provide the holder with any ownership or other interest in the Company or any Affiliate, or any other entity, enterprise or undertaking, or any kind of venture; (c) is not intended to be a representation of currency or money (whether fiat or virtual or any form of electronic money), security, commodity, bond, debt instrument, unit in a collective investment scheme or any other kind of financial instrument or investment; (d) is not intended to represent any rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss; (e) is not a commodity or asset that any person is obliged to redeem or purchase; (f) is not any note, debenture, warrant or other certificate that entitles the holder to interest, dividend or any kind of return from any person; (g) is not intended to be a security, commodity, financial derivative, commercial paper or negotiable instrument, or any other kind of financial instrument between the relevant holder and any other person, nor is there any expectation of profit; and (h) is not an offer or solicitation in relation to gaming, gambling, betting, lotteries and/or similar services and products.

The following definitions shall apply in the interpretation of these Terms:

"Applicable Laws" means, with respect to each Party and any person, any and all applicable laws to which such Party or person is subject, including any and all jurisdictions which may apply;

"Affiliate" means with respect to any person, any other person directly or indirectly controlling, controlled by or under common control with such person;

"Digital Wallet" means the digital asset wallet that is compatible with the Solana blockchain network that the Participant shall use for the purpose of participation in the Genesis Airdrop; and

"Indemnified Persons" means the Company, the Company's group/affiliated entities as well as their respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, Affiliates, agents, representatives, predecessors, successors and assigns.

"Solana Name Service" means the "Solana Name Service" protocol (SNS), a name service for the Solana blockchain network which allows users to convert digital address strings such as marcPwJA...nwsMPSW5 into human-readable names (like sns.sol), providing an easy way for users to easily send/receive on-chain transfers, manage cryptocurrency addresses, smart contracts, and decentralised websites (as more particularly described at https://www.sns.id/).

IT IS HEREBY AGREED:

PARTICIPATION IN GENESIS AIRDROP
1. The Company is launching this one-off token distribution (the "Genesis Airdrop") solely for the purpose of increasing awareness of Solana Name Service, and to encourage users to participate in Solana Name Service. Participants which successfully participate in the Genesis Airdrop shall be eligible for certain digital tokens issued by the Company (at its sole discretion). You agree and accept that the Genesis Airdrop shall in no way be construed as a sale of any digital asset. Participants are responsible for ensuring that the Digital Wallet utilised to participate in the Genesis Airdrop is a self-hosted digital wallet (do NOT utilise an address from an exchange or custodial wallet service).
2. In order to be eligible for the Genesis Airdrop, Participants should have met the following threshold conditions, as determined based on an on-chain snapshot taken at 23:59:59 UTC on 29 April 2025 or such other date as determined by the Company at its discretion in each case, as well as any other additional criteria as may be published by the Company from time to time:
  1. holding at least one (1) .sol domain name;
  2. holding specific fungible or non-fungible digital token(s) launched by various Solana community projects, with specific details to be published on Public Channels; and/or
  3. holding at least one (1) applicable .sol community subdomain.
3. The Company reserves the right to prescribe, at its sole discretion, such other qualifying conditions or restrictions on a user's participation in the Genesis Airdrop, modify the weightage allocated to any specific condition/task, or to disqualify or prohibit any person from participating or qualifying in any aspect of the Genesis Airdrop for any reason, including without limitation due to a user engaging in Disqualifying Conduct (defined below).
4. There are limited numbers of digital tokens available for Participants in the Genesis Airdrop, and the amount to be allocated for each Participant shall be determined by the Company based on the aforementioned on-chain snapshot.
5. The Participant acknowledges that the Company reserves the right to suspend, modify, restrict, cancel, withdraw or amend any aspect of the Genesis Airdrop at its sole discretion without liability to any person.
6. Each Participant who enters or participates in any aspect of the Genesis Airdrop represents and acknowledges, without limitation or qualification, that all determinations or decisions made by the Company for the purposes of the Genesis Airdrop are final and binding. The Company shall not entertain any requests for appeal or review. In particular, the Participant acknowledges and accepts that despite any Participant satisfying all prescribed qualifying conditions / restrictions, the Company shall have the sole discretion to decline to allow any Participant to receive any digital tokens, for any reason whatsoever.
TRANSFER AND CLAIMS PROCESS
1. Subject to your full compliance with these Terms, you shall be granted access to an online claims portal which allows you to (a) view your eligibility to claim digital tokens issued by the Company (at its sole discretion) and (b) claim said digital tokens.
2. Participants may claim awarded digital assets during the claim period commencing from May 13, 2025 and ending on the date falling ninety (90) days thereafter, by connecting their Digital Wallet enabling access to the Participant's Digital Wallet address, approving the relevant smart contract permissions as prompted, and calling the "Claim" function as instructed. Any unclaimed digital assets after the aforementioned claim period shall no longer be available for claim, and shall be dealt with by the Company at its sole and absolute discretion.
3. Each Participant shall pay for all blockchain network fees or "gas" which may be required to send a "claim" function, or otherwise interacting with any underlying smart contracts deployed on a blockchain network.
4. Once claimed, the Company shall transfer the claimed digital tokens on such date determined by the Company in its absolute discretion. You undertake to the Company that until such time that digital tokens are transferred to You, You shall not in respect of such:
  1. lend, issue, offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly (or agree to do any of the above, whether or not in writing), the digital assets; or
  2. enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the digital assets.
5. You are responsible for implementing all reasonable and appropriate measures for securing Your Digital Wallet, vault or other storage mechanism that You use to store digital tokens issued by the Company, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s). If Your private key(s) or other access credentials are lost, You may lose access to digital tokens issued by the Company. The Company shall not be responsible for any security measures relating to Your receipt, possession, storage, transfer or potential future use of digital tokens issued by the Company, nor shall the Company be under any obligation to recover or return any such digital tokens. The Company hereby excludes (to the fullest extent permitted under applicable laws) any and all liability for any security breaches or other acts or omissions which result in Your loss of (including loss of access to) digital tokens issued by the Company. In the event of any loss, hack or theft of digital tokens issued by the Company, You acknowledge and confirm that You shall have no right(s), claim(s) or causes of action in any way whatsoever against the Company, its affiliates, representatives, employees, directors and agents.
REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS
1. You, the Participant, agree, represent and warrant that:
  1. Where You are an individual, You are at least eighteen (18) years' old, or the age of majority in your jurisdiction, whichever higher, and have the full right, power, and authority to enter into and comply with these Terms;
  2. You have read and understood the provisions of these Terms, including all relevant schedules and annexes that may be attached hereto;
  3. You have full power and authority to enter into and give effect to Your obligations and undertakings under these Terms, and in the case where You are a corporation or acting on behalf of a corporation:
  4. these Terms constitute a legal and binding obligation and undertaking, and may be enforced to the full extent of the law;
  5. where required, You have approved any approvals under any Applicable Laws for the participation in the Genesis Airdrop;
  6. any expenses that the You may incur in observing these Terms shall be at Your own expense and cost;
  7. You have not engaged in Disqualifying Conduct.
  8. You understand that and no materials, commentary, content provided by the Company and/or the Indemnified Parties shall be considered financial advice, and any financial advice sought by the You in relation to Your participation in the Genesis Airdrop shall be at Your own costs and expense;
  9. You are responsible and shall bear all expenses and costs involved (including but not limited to accountant fees) in determining the tax implications in Your participation of the Genesis Airdrop and the observance of these Terms;
  10. You are responsible for ensuring that Your Digital Wallet is functional and the keys for such, secure, and that it is Your responsibility to contact the Company through the appropriate avenue to resolve any issue with the Digital Wallet;
  11. You or (if participating on behalf of a corporation) any of the corporation's related corporations, directors, officers, employees, agents or any person acting on the corporation's behalf is NOT an individual or entity that is or is owned or controlled by an individual or entity that ("Sanctioned Persons"):
    1. is listed by any Panama regulatory authority as "designated", "sanctioned", "prohibited" or "restricted" (or with other similar terminology) individuals or entities or under any law, regulation or rule as may be prescribed by any relevant authority;
    2. is currently the subject of any sanction administered by the United States Office of Foreign Assets Control of the United States Department of the Treasury ("OFAC") or any other United States government authority, is not designated as a "Specially Designated National" or "Blocked Person" by OFAC or subject to any similar sanctions or measures imposed or administered by the United Nations Security Council, the European Union, or similar sanctions administered or imposed by any other country (collectively, the "Sanctions");
    3. is located, organised or resident in a country or territory that is the subject of such Sanctions (including, without limitation, the Democratic People's Republic of Korea, the Democratic Republic of Congo, Eritrea, Iran, Libya, Somalia, South Sudan, Sudan and Yemen); or
    4. has engaged in and is not now engaged in any dealings or transactions with any government, person, entity or project targeted by, or located in any country or territory, that at the time of the dealing or transaction is or was the subject of any Sanctions.
  12. You are not a citizen, resident (tax or otherwise), domiciliary and/or green card holder or other similar certificate of residency of a country (i) where holding tokens, trading tokens, or participating in token sales or distribution, whether as a purchaser or a seller, is prohibited, restricted or unauthorised by applicable laws, decrees, regulations, treaties, or administrative acts, or (ii) where it is likely that the distribution of digital tokens would be construed as the sale of a security (howsoever named), financial service or investment product (including without limitation the United States of America, Canada, the People's Republic of China, Hong Kong S.A.R., Democratic People's Republic of Korea, Cuba, Syria, Iran, Sudan, and the People's Republic of Crimea (each a Restricted Territory)), nor are you receiving digital tokens from any Restricted Territory, nor are you an entity (including but not limited to any corporation or partnership) incorporated, established or registered in or under the laws of a Restricted Territory, nor are you receiving digital tokens on behalf of any person or entity from a Restricted Territory.
2. You are aware of and agrees that the Genesis Airdrop generally involves significant risk, and You hereby agree to accept the full consequences of all risks that may arise during, before, after and in connection to:
  1. your participation in the Genesis Airdrop;
  2. any loss of digital assets in your Digital Wallet;
  3. the use of Solana Name Service, any other blockchain network, or for any other purpose; and
  4. any potential delay, postponement, suspension, modification or abandonment of the Genesis Airdrop.
3. The list under Clause 3.2 shall not be regarded as an exhaustive list of the potential risks associated with Your participation in the Genesis Airdrop and You agree to accept full responsibility for Your own knowledge of all risks that may arise.
4. The Company does not take any responsibility for any circumstance or event that may prevent a person from participating in the Genesis Airdrop as a result of technical restrictions, issues, or other limitations such as force majeure, which include (but are not limited to) regulatory considerations, government directives, and government intervention of whatsoever nature.
DISCLAIMERS OF WARRANTIES
1. The Company hereby disclaims and does not provide a warranty of any kind, whether implied, express or statutory, including but not limited to the respect of the matters listed in Clause 4.2. Where the Applicable Laws does not allow the disclaimer or exclusion of such warranties, the defective disclaimer shall apply to the full extent as permitted by the Applicable Laws.
2. You hereby and expressly agree that Your participation in the Genesis Airdrop is at Your sole risk and agree that in no event shall the Company be liable to You, or any corporation or entity You represent, for any of the following:
  1. any interruption, error, defect, flaw or unavailability of the Genesis Airdrop;
  2. any fraudulent or illegal use of Your Digital Wallet, or any loss of possession and destruction of Your private keys of any wallet;
  3. Your inability to participate in the Genesis Airdrop or any transactions You may undertake in connection with the same;
  4. any virus, malware, trojan or similar that may affect digital tokens issued by the Company, Solana Name Service, or Your devices from use of any resources provided by the Company, despite the Company's best reasonable precautions in place to prevent as such;
  5. any delay, postponement, suspension or abortion of the Genesis Airdrop;
  6. the non-disclosure of information relating to the Genesis Airdrop;
  7. Your disqualification for failing to recognise Yourself as a Sanctioned Person or the failure of the Company to recognise You as such; or
  8. any and all risks to You in Your participation in the Genesis Airdrop.
3. You agree that the Company may, at any time and in its absolute discretion, delay, postpone, suspend or abort the Genesis Airdrop for any reasons, including regulatory concerns or change in business strategy or goals. You agree that, where such should occur, neither the Company nor the Indemnified Parties would be liable for any loss (including but not limited loss of use, revenue, income, profits, damages) in accordance with Clause 9.
INFORMATION PROVIDED TO THE COMPANY
1. You shall ensure that any documents and information provided by You in connection with Your participation in the Genesis Airdrop is true, accurate and complete.
2. Where it occurs any event that may render such provided information under Clause 5.1 false, misleading, incomplete or altered, You shall, at the earliest possible, take such acts necessary to notify the Company and/or their Indemnified Parties of the event and corresponding change.
TAXES
The Parties shall seek their own advice on any tax that may be payable in connection with the performance of matter under these Terms. The Parties should be aware that this may include tax consequences including but not limited to tax reporting, income tax, transfer taxes and withholding tax. For the avoidance of doubt, the Company shall not be in any way reasonable for any claims, fines, penalties or other liabilities that any other party these Terms may incur.
DISQUALIFICATION FROM PARTICIPATING
1. The Company reserves the right, in its absolute discretion, to disqualify You from participation in the Genesis Airdrop, and neither the Company nor the Indemnified Parties would be liable for any losses or damages that may arise for such disqualification and in accordance with Clause 9.
2. Such situations of disqualification may include, but is not limited to, situations where You have encouraged, instigated and/or engaged in Disqualifying Conduct (defined below) that may be harmful to the Company. The Company reserves the right to take any action as necessary, including but not limited to legal proceedings, to protect the Company from the harm, losses, damage arising or connected to such conduct.
3. "Disqualifying Conduct" refers to exploitative, abusive and excessive conduct, and shall include but is not limited to, at the sole and full discretion and judgement of the Company:
  1. Creating or controlling multiple user accounts, identities or Digital Wallet addresses in connection with participation in the Genesis Airdrop or any aspect of Solana Name Service, or otherwise participating in any Sybil attack or "farming" in connection with the Genesis Airdrop or Solana Name Service;
  2. Introducing or using any malware, virus, trojan horses or other material that may alter or be harmful to technology in any way;
  3. Gain and/or engage in unauthorised excess and use of any materials of the Company and its Indemnified Parties;
  4. Interfering with the operation of Genesis Airdrop;
  5. Impersonating the Company and/or the Indemnified Parties (such as but not limited to the use of e-mail or screen names); or
  6. Using any materials produced for the Genesis Airdrop in a way that is inappropriate and violates any Applicable Laws.
4. The Company reserves the right to implement the measures it deems necessary and fit to ensure that any Participant that has engaged in Disqualifying Conduct does not have access to the Genesis Airdrop.
DISCLOSURE OF INFORMATION
1. The Company does not warrant the completeness and accuracy of any information relating to the Company, the Genesis Airdrop that is online, which may originate from but not limited to the following:
  1. the websites https://www.sns.id and all related sub-domains, https://v2.sns.id and all related sub-domains, and https://airdrop.sns.id and all related sub-domains;
  2. the X (prev Twitter) account https://x.com/sns;
  3. the Discord channel https://discord.sns.id; or
  4. any website or other social media channels directly or indirectly linked to the Company.
2. You hereby agree that the Company and/or its Indemnified Parties shall be free of any liability arising from any reliance on such materials.
3. In the event of any conflict or inconsistency between these Terms and any other information, social media posting, brochure, marketing or promotional material relating to the Genesis Airdrop, these Terms shall prevail.
LIABILITY AND INDEMNITY
1. To the fullest extent permitted by law, the Company hereby expressly disclaims its liability for any loss incurred or suffered by You or any person in connection with the Genesis Airdrop, for:
  1. any and all changes to the operations, management and organisation of the Genesis Airdrop including but not limited to any potential delay, postponement, suspension or abandonment of the Genesis Airdrop;
  2. any mistake or error in connection with the accrual or recording of digital tokens issued by the Company, due to any reason;
  3. failure, malfunction or breakdown of, or disruption to, the operations of the Company, Solana Name Service, or any other technology (including but not limited to any smart contract technology), due to any reason, including but not limited to occurrences of hacks, mining attacks (including without limitation double-spend attacks, majority mining power attacks and “selfish-mining” attacks), cyber-attacks, distributed denials of service, errors, vulnerabilities, defects, flaws in programming or source code or otherwise, regardless of when such failure, malfunction, breakdown, or disruption occurs;
  4. any virus, error, bug, flaw, defect or otherwise adversely affecting the Genesis Airdrop or your participation in Genesis Airdrop;
  5. Your failure to disclose information relating to the Genesis Airdrop at the request of the Company;
  6. any prohibition, restriction or regulation by any government or regulatory authority in any jurisdiction applicable to the Genesis Airdrop or Your participation in Genesis Airdrop; and
  7. all risks, direct, indirect or ancillary, associated with your participation in the Genesis Airdrop, the Company and/or Solana Name Service, whether or not expressly stated in these Terms.
2. To the fullest extent permitted by Applicable Laws, You will indemnify, defend and hold harmless the Company and/or the Indemnified Parties from and against any and all claims, demands, actions, liabilities, costs, expenses for any type of loss (including but is not limited to damages, fines, punitive damages, personal injury, pain and suffering, emotional distress, revenue and profit loss, business and anticipated savings loss and data loss) that may arise in any kind (in tort, contract or otherwise), directly, indirectly, incidental or consequential, from or in connection with the matters dealt with and described in these Terms, including:
  1. losses that may be incurred by actions taken by the Company and/or Indemnified Parties against participants engaged in Disqualifying Conduct under Clause 7.3; and
  2. any loss that may be incurred as a result of the classification of the Participant as a Sanctioned Person as described under Clause 3.1(k).
3. You hereby agree that You waive all rights to assert any claims against the Company and/or the Indemnified Parties under any Applicable Laws. This shall include the right to participate in any class action lawsuit or class wide arbitration against the Company, the Indemnified Parties and/or any other Participant.
INTELLECTUAL PROPERTY
1. You acknowledge and agree that save as otherwise indicated in writing, the Company (or, as applicable, its licensor(s)) owns all legal right, title and interest in and all intellectual property and all elements of the Genesis Airdrop, digital tokens issued by the Company, and Solana Name Service, or any underlying websites in connection with the Genesis Airdrop, digital tokens issued by the Company, and Solana Name Service, including, without limitation all art, designs, systems, methods, information, computer code, software, services, website design, "look and feel", organisation, compilation of the content, code, data and database, functionality, audio, video, text, photograph, graphics, and all other elements of the same (collectively, the "Content").
2. You acknowledge that the Content are protected by copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. All Content are the copyrighted property of the Company (or, as applicable, its licensor(s)), and all trademarks, service marks, and trade names associated with the Genesis Airdrop, digital tokens issued by the Company, and Solana Name Service are proprietary to the Company or its licensor(s). Except as expressly set forth herein, your receipt or use of the Genesis Airdrop, digital tokens issued by the Company, or Solana Name Service does not grant you ownership of or any other rights with respect to the aforesaid Content.
3. The Company reserves all rights in and to the Content that are not expressly granted to you in these Terms. In particular, you understand and agree that:
  1. your usage of the Genesis Airdrop, digital tokens issued by the Company, or Solana Name Service does not give you any rights or licenses in or to the Content (including, without limitation, the Company's copyright in and to the associated art) other than those expressly contained in these Terms;
  2. you do not have the right, except as otherwise set forth in these Terms, to reproduce, distribute, or otherwise commercialise any elements of the Content (including, without limitation, any art) without the Company's prior written consent in each case, which consent may be withheld at the Company's sole and absolute discretion;
  3. you will not apply for, register, or otherwise use or attempt to use any trademarks or service marks of the Genesis Airdrop, digital tokens issued by the Company, or Solana Name Service, or any confusingly similar marks, anywhere in the world without the Company's prior written consent in each case, which consent may be withheld at the Company's and absolute discretion; and
  4. the Genesis Airdrop, digital tokens issued by the Company, or Solana Name Service may potentially include intellectual property elements provided by third parties that are subject to separate ownership and/or license terms, in which case those terms will govern such intellectual property rights.
THIRD PARTY ONLINE PRODUCTS AND SERVICE(S)
1. The Public Channels may contain links to third-party websites and services which are owned and operated by third parties ("Third Party Online Products and Service(s)"). These links are provided for Your information and convenience only, and are NOT an endorsement by the Company, its directors, officers, employees, agents, successors, and permitted assignees of the contents of such linked websites or third parties, over which none of the aforementioned entities have any control over.
2. Your access to and use of any Third Party Online Products and Service(s) is governed by the terms, conditions, disclaimers and notices found on each such website or in connection with such Third Party Online Products and Service(s). The Company has not verified, will not, and is under no obligation to verify the accuracy, suitability or completeness of the contents on such Third Party Online Products and Service(s), and the Company does not control, endorse, warrant, promote, recommend or in any way assume responsibility or liability for any services or products that may be offered by or accessed through such Third Party Online Products and Service(s) or the operators of them, or the suitability or quality of any of such Third Party Online Products and Service(s).
3. In addition, the Company does not warrant that such Third Party Online Products and Service(s) or the software, data or files contained in, accessed via or linked or referred to in, such Third Party Online Products and Service(s) are free of viruses (or other deleterious data or programs) or defects or that use of such Third Party Online Products and Service(s) will not cause harm or that they conform or will conform with any user expectations. Furthermore, the Company is not responsible for maintaining any materials referenced from another website, and makes no warranties for that website or service in such context.
COMPANY'S REMEDIES
1. If any Participant breaches any provision in these Terms or is discovered or deemed to be ineligible or disqualified for the Genesis Airdrop for any reason, the Company is entitled at any time:
  1. to reduce or vary the amount of digital tokens accrued by such Participant in connection with the Genesis Airdrop; and/or
  2. to withdraw or restrict any privileges, priority or access rights granted in respect of digital tokens accrued by such Participant in connection with the Genesis Airdrop.
2. Upon the occurrence of the above, no person shall be entitled to any payment or compensation from the Company.
ASSIGNMENT
1. You may not assign or transfer all or part of its rights or obligations under these Terms without the prior written consent of the Company. The Company may refuse to recognise any such assignment, transfer or any other transaction resembling such.
2. The Company may assign, as it sees fit and in its full discretion, any of its rights, obligations and duties under these Terms.
NO WAIVER
1. The Company's failure or delay to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision, nor will any single or partial exercise of any right or remedy preclude any other or further exercise thereof or the exercise of any other right or remedy.
2. Any provision in these Terms may be waived by written and signed consent of the Company. A waiver of any provision or terms shall not be deemed a waiver of any breach of the provision or term, or any other provision or term. For the avoidance of doubt, the Company may waive, by written and signed consent, any breach by any other Party to these Terms.
GOVERNING LAW AND DISPUTE RESOLUTION
1. These Terms are governed by the laws of Panama, without regard to conflict of law rules or principles (whether of Panama or any other jurisdiction) that would cause the application of the laws of any other jurisdiction.
2. Any controversy or dispute which arises out of or is related to these Terms, and interpretation, application, performance or termination thereof, must be decided by arbitration, following an attempt at Conciliation, administered by Panama Conciliation and Arbitration Centre in accordance with its procedural rules for the time being in force. The tribunal shall consist of 1 arbitrator, who shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of these Terms (including this arbitration agreement). The language used in the arbitral proceedings shall be English. Each Party irrevocably submits to the jurisdiction and venue of such tribunal. Judgment upon the award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant Party or its assets.
ENTIRE AGREEMENT
These Terms set forth the entire agreement and understanding between the Parties in connection with the matters dealt with and described herein, and supersedes all prior oral and written agreements, memoranda, understandings and undertakings between the Parties in connection with the matters dealt with and described herein.
RIGHTS OF THIRD PARTIES
Save as expressly provided for in these Terms, a person who is not a party to these Terms has no right under any law of any jurisdiction to enforce or to enjoy the benefit of any term of these Terms.
INVALIDITY AND SEVERANCE
If any provision of these Terms shall be held to be illegal, void, invalid or unenforceable, the provision shall be deemed illegal, void, invalid or unenforceable to that extent. The remaining provisions of these Terms shall remain fully valid, legal and enforceable to the extent that they are unaffected by the defective provision, and the illegality, invalidity or unenforceability of the defective provision in one jurisdiction does not affect its legality, validity and enforceability under any other jurisdiction. The Parties agree to use all commercially reasonable efforts to explore other means of achieving the same result as if the provision had been entirely valid, legal and enforceable.