Wonup Shop Terms of Use
Last updated on June 11, 2025
THESE TERMS OF USE CREATE A LEGAL AGREEMENT BETWEEN YOU AND US, WHICH APPLIES TO YOUR USE OF THIS WEBSITE, INCLUDING MARKETPLACE, SEATPLAY GAMES (“SEATPLAY” or the “GAMES”), AND OUR PLATFORM, ON ANY ELECTRONIC DEVICE.
YOU MUST CAREFULLY READ THESE TERMS OF USE IN THEIR ENTIRETY BEFORE CONFIRMING YOUR ACCEPTANCE DURING REGISTRATION OF YOUR CUSTOMER ACCOUNT ON THE PLATFORM, ACCESSING THE GAMES, OR ACCESSING THE WONUPSHOP EXPERIENCE. THE DEFINITIONS SECTION OF THE TERMS OF USE CAN BE FOUND AT THE END OF THESE TERMS OF USE.
By confirming your acceptance of these Terms of Use during the Customer Account registration process, accessing the Games or creating a Customer Account on the Platform, you confirm that you have read, understood and agree to be bound by the legal agreement between you and us, consisting of:
These Terms of Use;
The incorporated Privacy Policy; and
Any other specific terms relevant to your Participation, for instance, terms applying to promotions we run (“Special Terms”),
(together, the “Customer Agreement”).
If you disagree with any provision of these Terms of Use, you may not register a Customer Account on the Platform, and you must not play the Games or access the Wonup Shop experience.
Only users located in Canada are permitted to register a Customer Account on the Platform.
THESE TERMS OF USE PROVIDE THAT, IN ACCORDANCE WITH APPLICABLE LAW, YOU WAIVE THE RIGHT TO PURSUE ANY CLASS, GROUP OR REPRESENTATIVE CLAIM AGAINST US AND THAT YOU MUST PURSUE ANY PAST, CURRENT, AND/OR FUTURE CLAIMS BETWEEN YOU AND US VIA INDIVIDUAL ARBITRATION, UNLESS YOU OPT OUT OF THIS ARBITRATION AGREEMENT IN ACCORDANCE WITH CLAUSE 13 (DISPUTE RESOLUTION AND ARBITRATION AGREEMENT).
1. Your Participation on the Platform
1.1 You warrant and represent that:
You are at least of the legal age of majority in the jurisdiction in which you usually reside;
You do not reside in an Excluded Territory;
You will not access or use the Platform or play the Games from an Excluded Territory;
Your Participation is personal and recreational, and not on behalf of any third party;
All information that you provide to us is true, complete, correct, accurate and not misleading, and you will promptly notify us if there is any change to that information;
The funds that you use to pay the Subscription Fee or purchase Credits have not been derived from, or tainted by, illegal activity;
You will not pay the Subscription Fee, purchase Credits, or purchase any items in the Marketplace using a business or corporate Payment Method;
You will not be involved in any fraud, collusion or other illegal activity in connection with your Participation;
Payment of the Subscription Fee, each purchase of Credits, and any purchases made in the Marketplace will be made using a Payment Method held in your name; and
You will not attempt to, and must not, sell, or trade for value your Account, any Credits, or Marketplace Items.
1.2 It is your responsibility to ensure that your participation is lawful. Any person who breaches this clause 1 of these Terms of Use will be in material breach of these Terms of Use. You may also be committing fraud and could be subject to criminal prosecution.
1.3 Our personnel and each of their respective immediate family members and household members, are not eligible to Participate in Group Play. The personnel of our contractors, suppliers and service providers are also not eligible to Participate.
2. Managing your Customer Account
Single Customer Account
2.1 You may only register one (1) Customer Account on the Platform, including any Dormant Account.
2.2 If you attempt to register, or register, more than one Customer Account on the Platform, we may suspend or close all or some of those Customer Accounts and take any of the steps set out in clause 11 of these Terms of Use.
2.3 You must promptly notify us in writing if you become aware that you have registered more than one (1) Customer Account on the Platform.
Changes to Your Customer Account
2.4 You must ensure that all your details and information recorded on your Customer Account are correct and up to date at all times. For the avoidance of doubt, the name registered on your Customer Account must at all times be identical to the name that is listed on your government-issued identification.
2.5 If your residential address, email address, cell phone number or any other information that we hold about you changes, you must update the information on your Customer Account to match.
Responsibility for your Customer Account
2.6 You are required to choose your password as part of the Customer Account registration process if you are registering with your email independent of any third-party platform (e.g., if you sign up through Google).2.7 It is solely your responsibility to ensure that your password and any other login credentials for the Platform are safe and kept secure and are only accessible by you.
2.8 You must not share your Customer Account, password or other login credentials for the Platform with any other person or permit any person access to them, or do anything that could jeopardize the security of your Customer Account.
2.9 You are solely responsible for any access and use of your Customer Account and any activity on the Platform in connection with your Customer Account, including any purchase and/or gameplay, and irrespective of whether you personally undertook such activity.
No Customer Account Transfers
2.10 You must not sell or otherwise transfer any Credits to any person, including from your Customer Account to another Customer Account.
2.11 You must not sell or otherwise transfer any Customer Account to any person.
2.12 You must not acquire any Customer Account or Credits from any person except us.
2.13 Without prejudice to any other rights and remedies available to us, any breach or attempted breach of this section entitled “No Customer Account transfers” shall be grounds for the immediate closure of your Customer Account.
Dormant Accounts
2.14 If your Account is inactive for more than 90 days (i.e., you have been registered for more than 90 days and have not played at least one game in the past 90 days), it will be considered a Dormant Account.
2.15 We reserve the right to close your Customer Account if it becomes a Dormant Account.2.16 Any Credits or Points held in a Dormant Account will be forfeited when a Dormant Account is closed.
Closure of Customer Account
2.17 If you wish to close your Customer Account, you can do so through the Website.
2.18 When you close your Customer Account, any unused Credits or Points held in your Customer Account will be forfeited.
2.19 If you have closed your Customer Account, you are able to reopen the account by signing back up on the Website. You will not receive any unused Credits or Points that were forfeited from your previous Customer Account.
Our Right to Close Your Customer Account
2.20 You agree that we have the right to suspend and/or close any Customer Account at any time in our sole discretion.
2.21 You agree that we may refuse or deny the opening of any Customer Account in our sole discretion.
2.22 If we close and/or suspend your Customer Account for any of the reasons set out in clause 11 of these Terms of Use, then the consequences set out in clause 11 of these Terms of Use will apply.
2.23 If we close your Customer Account for any reason, then the license granted under clause 4 of these Terms of Use will be deemed to have been terminated (unless and until we reopen your Customer Account, in our sole discretion).
3. Customer Support
3.1 You can contact our Customer Support team via email at Hello@wonupshop.com.
3.2 All email messages between you and us must be via your email account registered on your Customer Account.
3.3 You must include the following information in any email message sent to our Customer Support:
Your username registered on your Customer Account;
Your full name registered on your Customer Account;
The reason for your enquiry or complaint; and
Any relevant dates, times and supporting materials relating to your enquiry or complaint (if any).
3.4 If you fail to comply with the requirements of this clause 3, our responses to you may be delayed.
3.5 Our Customer Support team endeavours to investigate and respond to customer enquiries and complaints within 10 days of receipt.
3.6 In limited circumstances, where we require additional time to investigate and respond to your enquiry or complaint, we will inform you of this within 10 days of receipt of your enquiry or complaint.
4. License
4.1 Provided that you have accepted and comply with the Customer Agreement, we hereby grant you a non-exclusive, personal, revocable, non-transferrable, non-sublicensable license to access and use the Platform, including the Content and our Games, on an electronic device solely for the purpose of your personal entertainment when you are located in a jurisdiction that is not an Excluded Territory.
4.2 Any access or use of the Platform, Content, or Games in breach of the License will be a material breach of the Customer Agreement between you and us.
4.3 The Customer Agreement does not grant you any ownership rights over the Platform, including the Content, the Games, or any right, title or interest in the Intellectual Property Rights in them.
5. The Games
Game Rules
5.1 It is your responsibility to ensure that you have read and are familiar with the rules of each Game that you play on the Platform.
5.2 We reserve the right to declare Participation in a Game void, either partially or in full, if we determine, in our sole discretion, that there was an error, mistake or technical error on the pay-table, win-table, minimum or maximum stakes, odds or the Game software.
5.3 In the event of a discrepancy between the result shown on your electronic device on the one hand, and our software on the other hand, the result shown on our software will prevail and be the governing result.
Joining the Platform
5.4 To participate in any of the Games, you must have an active Account on the Website. There is no fee to open an Account.
5.5 We also provide a free trial of the Wonup Shop platform, in which Users may explore the Platform prior to committing to a subscription.
Credits
5.6 When you register an Account, you will have the option to pay a monthly subscription fee (“Subscription Fee”). Upon paying the Subscription Fee, Users receive an equal number of virtual credits (“Credits”) per dollar spent on the Subscription Fee. For example, a User will receive 10 Credits for paying the $10.00 Subscription Fee.
5.7 Credits can be purchased separately from the Subscription Fee, but cannot be withdrawn for real cash. Credits can be converted to Points at a rate of 1 Credit = $1 towards a gift card purchase. Credits can also be used as credits to play the Game.
5.8 We do not and will not extend credit to any person for the purpose of purchasing Credits or otherwise.
5.9 You are responsible for any foreign exchange, transaction or other fees and charges that you may incur in connection with any Credit purchases.
5.10 When you purchase Credits on the Platform, we will promptly draw the corresponding funds from your Payment Method selected by you to fund such purchase.
5.11 We may limit the maximum and minimum amounts of Credits that may be purchased on the Platform at any time.
5.12 The purchase of Credits on the Platform is the purchase of a license that permits you to Participate in the Games using Credits.
5.13 The purchase of Credits does not constitute a deposit of funds with us, which can then be withdrawn.
5.14 Any funds used to purchase Credits on the Platform are not refundable and will not be refunded to you.
5.15 Credits do not have any real money value, are not transferrable, and cannot be redeemed for value or otherwise.
5.16 Users will also be able to obtain 2 Credits via a free alternative method of entry (“FAMOE”) by mailing a handwritten letter containing the following information:
Full name (matching the name on file for your Customer Account);
Complete mailing address, including postal code (matching the one registered with your Customer Account);
Email address registered with the Customer Account;
Username of the Customer Account;
A statement requesting free participation credits;
The letter must be enclosed in a self-addressed, stamped envelope and sent to:
WonupShop FAMOE
235 rue de Stockholm
Gatineau, Quebec J9J 3Z8
Canada
Only one request per envelope is accepted. Incomplete, duplicate, bulk, or mechanically reproduced entries will not be honored. Postmark must be within the promotional period. WonupShop reserves the right to verify eligibility and reject any non-compliant FAMOE requests.
Points
5.17 “Points” are the second type of virtual currency provided on the Website. Points cannot be purchased on their own and cannot be withdrawn for real cash.
5.18 Points are provided to a User if, subject to certain conditions being met (outlined below in sections 5.23-5.28), the User loses a Game.
5.19 Points are provided at a 1:1.1 ratio of the Credits required to play the Game. For example, if a User spends 5 Credits to play a Game and the User loses (and all conditions are met), the User’s Credits will convert to 5.5 Points. Points can only be used as discount vouchers on items (a “Marketplace Item”) that are available for sale in the Company’s virtual marketplace. 1 Point is equal to $1 CAD. For example, 5.5 Points would provide the User with a $5.50 discount on a Marketplace Item.
Playing the Game
5.20 You can only play the Games if you hold sufficient Credits in your Customer Account required for such Participation.
5.21 Assuming you have an active account and sufficient Credits, the User can choose an Item that the user wants to purchase by playing the Game (a “SeatPlay Item”). Once the User selects a SeatPlay Item, the User will be prompted to play the Game.
5.22 The Game hides an 80% discount credit for the SeatPlay Item (the “Discount”) under one (1) of five (5) to ten (10) clickable buttons (a “Seat”). The number of Seats in a Game will vary depending on the SeatPlay Item chosen. The User’s goal is to select the one (1) Seat that is hiding the Discount (the “Winning Seat”), which is pre-selected at the time that the Game begins. The Game will indicate the maximum number of Seats a User can select in the Game.
5.23 There is a fee associated with selecting a Seat, which is paid for by the User’s Credits (the “Seat Fee”).
Game Modes
5.24 There are two Game Modes a User can play: (i) Solo Play or (ii) Group Play.
i) Solo Play
5.25 In Solo Play, if the User does not select the Winning Seat, the User will have a time-limited window (the “Purchase Window”) to purchase the SeatPlay Item at its full price (less the cost of the Seat Fee spent in the Game) before their used Seat Fee converts to Points.
5.26 For example, if the User spends 5 Credits to select a Seat where the prize is an 80% discount on a $50 gift card, but the User loses, the User is given the opportunity to purchase the $50 gift card for $45 within the Purchase Window. If the User does not purchase the Item within the Purchase Window, the Seat Fee of 5 Credits used in the Game will convert to 5.5 Points.
ii) Group Play
5.27 In Group Play, if a User does not select the Winning Seat, their used Seat Fee will immediately convert to Points upon revealing the Winning Seat. The Winning Seat will only be revealed when all Seats have been selected by Users.
Redeeming Prizes
5.28 If the User selects the Seat that is hiding the Discount (the “Winner”), the Winner will be able to purchase the SeatPlay Item for the price including the Discount.
5.29 Users will be required to correctly answer a mathematical skill-testing question prior to redeeming a SeatPlay item.
5.30 SeatPlay items may take the form of gift cards. The Government of Canada has regulations around gift cards available here: https://www.canada.ca/en/financial-consumer-agency/services/payment/gift-cards.html. We will ensure that all gift cards that are rewarded as SeatPlay items will be compliant with these guidelines.
5.31 If you find that a gift card you’ve redeemed as a SeatPlay item is not compliant with the above guidelines, please contact Customer Support at Hello@wonupshop.com.
No Refunds
5.32 Each purchase of Credits is final and is not refundable, exchangeable, redeemable or transferrable.
5.33 You are responsible for and must indemnify us in respect of all reversals, chargebacks, claims, fees, fines, penalties and any other damage and loss suffered and incurred by us that was caused or contributed to by payments that were authorized or accepted using your Customer Account (irrespective of whether they were actually authorised by you).
6. Promotions
6.1 All promotions that we run are governed by the Customer Agreement.
6.2 Each promotion may also be subject to additional Special Terms specified in the relevant promotion.
6.3 To the extent of any inconsistency between these Terms of Use and any Special Terms, these Terms of Use shall prevail.
6.4 We reserve the right to withdraw and/or modify any promotion that we offer without notice at our sole discretion.
6.5 If we have reasonable grounds to believe that you have or will abuse any promotion that we offer to derive any advantage (including any bonus) for yourself and/or any third party, then we may cancel, withhold or refuse such advantage at our sole discretion.
6.6 You hereby grant us and our suppliers a perpetual, irrevocable, worldwide, royalty-free license to use for any purpose, without any further acknowledgement of you as the author or otherwise, any content that you post or publish as part of any promotion, contest or competition that we run.
6.7 If we mistakenly credit Credits to your Customer Account, whether due to technical or human error, such Credits will remain our property and will be deducted from the balance held in your Customer Account.
6.8 If you discover that Credits have been mistakenly credited to your Customer Account, you must promptly notify us via Customer Support.
7. Verification checks
Identification and verification
7.1 You acknowledge and agree that we are entitled to undertake any identification, credit and other verification checks that we deem necessary. These checks may be required under applicable law or for the prevention of financial crime.
7.2 You acknowledge and agree that as part of our verification checks, we may use third-party service providers to undertake verification checks in respect of you, using the information that you have registered on your Customer Account and the verification documents you provide to us.
8. Prohibited conduct
Acceptable Use
8.1 You must not and you must not permit any person to, directly or indirectly:
Access any other person’s Customer Account on the Platform other than your allocated Customer Account;
Upload or input to the Platform any content about a person without the person’s consent or use the Platform to violate all or any legal rights of any person or company, or other entity in any jurisdiction;
Use the Platform (including by any intentional access, creation, modification, transmission, distribution or storage of information, data or material) in breach of Applicable Data Privacy Laws;
Use the Platform or any part of it in connection with crimes such as theft and fraud;
Provide us with false, misleading, counterfeit, doctored, or otherwise fraudulent documents or information;
Chargeback Credit purchases actually made by you, or made using your Customer Account, on the Platform;
Use the Platform in breach of any applicable laws, including but not limited to, Applicable Data Privacy Laws, laws relating to the protection of copyright, trade secrets, patents or other intellectual property, and laws relating to spam;
Use the Platform or any part of it to make unauthorized copies of copyrighted material, including, but not limited to, the download or installation of any copyrighted software for which you do not have an active license;
Use the Platform or any part of it in connection with the provision of negligent or unlawful services;
Use the Platform or any part of it for any form of computer hacking or introduction of malicious programs into our or any of our service provider’s networks, computers or servers (e.g., viruses, worms, Trojan horses, e-mail bombs, broadcast attacks or any other flooding techniques) or to otherwise violate the security or integrity any of our or our service providers’ networks, computers or communications systems or software applications;
Reveal your Customer Account password to others or allow the use of your Customer Account by others who are not authorized to do so, including by attempting to probe, scan or test the vulnerability of a Customer Account or the Platform;
Use the Platform or any part of it to actively engage in conduct that would make a person feel offended, humiliated, harassed or intimidated or procuring or transmitting material that is in violation of sexual harassment or workplace conduct laws;
Use the Platform to offer or distribute fraudulent goods or services;
Using the Platform to carry out security breaches or disruptions of network communication is strictly prohibited. Security breaches include, but are not limited to, accessing data of which you are not an intended recipient or logging into a server or account that you are not expressly authorized to access or corrupting any data, network sniffing, pinged floods, packet spoofing, denial of service, and forged routing information for malicious purposes;
Use the Platform or any part of it to execute any form of network monitoring or crawling which will intercept data not intended for you without permission;
Attempt to, or circumvent user authentication or security of any of our hosts, networks or accounts or those of our customers or suppliers;
Use the Platform or any part of it to interfere with or deny service to anyone;
Use any program/script/command, or send messages of any kind, with the intent to interfere with, or disable, any person's use of the Platform;
Send unsolicited email messages through or to users of the Platform in breach of Canada’s Anti-Spam Legislation (“CASL”);
Use the Platform or any part of it to send any form of harassment via email, or any other form of messaging, whether through language, frequency, or size of messages;
Use the Platform or any part of it in breach of any person's privacy (such as by way of identity theft or "phishing");
Attempt to, or gain unauthorized access to the Games or the Platform or any part of them;
Attempt to, or alter, reverse engineer, or reverse-assemble the Games or the Platform or any part of them; and/or
Engage in any cheating, collusion, or any form of illegal money transfer.
Unlawful Activity
8.2 Neither the Platform nor any part of it may be used for any unlawful, fraudulent, or prohibited transactions or conduct under applicable laws.
8.3 We actively monitor all transactions conducted via the Platform to prevent money laundering and financial crime.
Suspected Prohibited Activity
8.4 If we suspect that you are or have been involved in any fraudulent, unlawful, or improper activity in connection with the Platform or the Games, we may immediately suspend, close or otherwise restrict your Customer Account.
8.5 In such cases, we:
Have no obligation to reverse any Credit purchases; and
We may share information about you and any suspected unlawful, fraudulent, or prohibited transactions or conduct with any relevant regulator and/or law enforcement authority.
8.6 You must cooperate with us and any relevant regulator and/or law enforcement authority in respect of any investigation into any suspected unlawful, fraudulent, or prohibited activity.
Reporting Suspected Prohibited Activity
8.7 If you suspect that any person is or has participated in any unlawful, fraudulent or improper activity in connection with the Platform or the Games, you must promptly notify us via Customer Support.
9. Errors, Disruptions and Changes to the Platform
Errors
9.1 If we mistakenly add Credits to your Customer Account, whether due to technical or human error, such Credits will remain our property and will be deducted from the balance held in your Customer Account.
9.2 If you discover that Credits have been mistakenly credited to your Customer Account, you must promptly notify us via Customer Support.
9.3 We make no warranties or representations, and expressly exclude all implied warranties, in respect of the Platform, including the Content and Games, to the fullest extent permitted by applicable law.
9.4 The Platform is provided “as is”.
Malfunctions
9.5 We are not responsible or liable for any disruptions, downtime, delays, or technical disturbances in connection with the Platform during Game play or by your attempt to, or Participation using methods not intended by us.
9.6 We are not liable for damage or loss suffered or incurred by you or any third party in connection with your or any third party’s use of the Platform or any part of it, including any delay, interruption, data loss, misuse, or errors in the Content.
9.7 If the Platform or any part of it experiences a system malfunction, all Game play on the Platform becomes void.
9.8 If you start playing a Game but it fails to conclude due to a system malfunction, we will use reasonable commercial endeavours to reinstate the lost Credits to your Customer Account.
9.9 If, for any reason, your Credits or winning Game play is confirmed by us to have been erroneously deleted, lost, corrupted or otherwise destroyed, your sole remedy is the replacement by us of an amount of Credits equal to the amount that was erroneously destroyed.
Removal of Games and Other Changes to the Platform
9.10 You acknowledge and agree that:
We may update, add and/or remove any Game and/or Content from the Platform at any time without notice to you;
We may cease to make the Platform, any Game, any Content and/or any part of them available in your jurisdiction at any time without notice to you; and
We are not liable for any loss or damage suffered or incurred by you in connection with any update, addition, removal, suspension, unavailability, and/or cessation of the Platform, any Game, any Content and/or any part of them.
10. Privacy and Marketing Communications
10.1 We take our privacy obligations very seriously and are committed to complying with all Applicable Data Privacy Laws.
10.2 Our Privacy Policy forms part of the Customer Agreement, and by accepting and agreeing to be bound by these Terms of Use, you acknowledge and agree that you have also accepted our Privacy Policy.
10.3 You consent to receiving marketing communications from us in respect of our products and services by email, post, SMS and push notification, however you can update your marketing communication preferences at any time by unsubscribing using the link contained in such communications or by sending a request via email to Hello@wonupshop.com.
11. Customer Account Closure and Suspension
11.1 You acknowledge and agree that, notwithstanding any other provision of the Customer Agreement between you and us, we have the right to suspend and/or close your Customer Account if we have reason to believe, in our sole discretion, that:
You have breached the Customer Agreement, including our Privacy Policy, Terms of Service, or any Special Terms;
You have assisted another person to breach the Customer Agreement, including our Privacy Policy, Terms of Service, and any Special Terms;
You have registered more than one (1) Customer Account on the Platform, including any Dormant Account;
You have provided us with incorrect, false, fraudulent, and/or misleading documents or information;
You have failed to satisfactorily complete our Customer Account verification or other due diligence procedures;
Your age, identity, residential address and/or source of funds cannot be verified;
You have participated, or attempted to participate, in any fraud, cheating, collusion, money laundering or financial crime;
The name registered on your Customer Account does not match the name that any Payment Method that you use, or attempt to use, to purchase Credits, is held in;
You use or attempt to use any technology that masks your real location at any time you Participate, or attempt to Participate, including a VPN or proxy;
You Participate, or attempt to participate, from an Excluded Territory or other jurisdiction where Participation is unlawful;
You are not at least 18 years old and of the legal age of majority in the jurisdiction in which you usually reside;
We receive a chargeback, claim, dispute or return notification via the provider of your Payment Method;
You have permitted (whether knowingly or unknowingly) another person to Participate using your Customer Account;
You have used, or attempted to use, any system or technology that gives you an unfair advantage on the Platform or any part of it;
You have colluded, or played in tandem, with one (1) or more other individuals in a coordinated manner to gain an advantage on the Platform or any part of it;
Any email communication with us includes racist, sexist, explicit and/or derogatory language, or any other form of offensive content or behaviour;
Your Customer Account becomes a Dormant Account; and/or
You become bankrupt.
11.2 You acknowledge and agree that without prejudice to any other rights we may have under the Customer Agreement or otherwise, if we close and/or suspend your Customer Account in accordance with this clause 11 of these Terms of Use:
You will be liable for, and must indemnify us in respect of, any loss and damage that we may suffer and incur in connection with your conduct that gave rise to the closure and/or suspension of your Customer Account in accordance with this clause 11;
We may withhold any Credits or Points held in your Customer Account when the Customer Account is suspended and/or closed.
12. Indemnity and Liability
12.1 YOU ACKNOWLEDGE AND AGREE THAT YOU MUST INDEMNIFY AND HOLD HARMLESS US, OUR AFFILIATES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SUPPLIERS AND AGENTS (THE “INDEMNIFIED PARTIES”) FROM AND AGAINST ALL DAMAGE AND LOSS OF ANY KIND SUFFERED OR INCURRED BY THE INDEMNIFIED PARTIES ARISING FROM OR IN CONNECTION WITH:
YOUR ACCESS AND/OR USE OF THE PLATFORM OR ANY PART OF IT;
THE ELECTRONIC DEVICES YOU USE TO PARTICIPATE (AS DEFINED BELOW);
YOUR PURCHASE OR RECEIPT OF CREDITS (AS DEFINED BELOW);
ANY USE OF THE CONTENT (AS DEFINED BELOW) IN BREACH OF THESE TERMS OF USE; AND
YOUR BREACH OF OUR (OR OUR LICENSORS’) INTELLECTUAL PROPERTY RIGHTS (AS DEFINED BELOW).
12.2 TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL WE, OUR AFFILIATES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SUPPLIERS AND AGENTS, BE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING FOR THE AVOIDANCE OF DOUBT, FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, LOSS OF OPPORTUNITY, LOSS OF DATA, LOSS OF REVENUE, LOSS OF GOODWILL, IN EACH CASE THAT ARISES FROM OR IN CONNECTION WITH THE CUSTOMER AGREEMENT (AS DEFINED BELOW), OUR ACTS OR OMISSIONS, THE PLATFORM (AS DEFINED BELOW) OR ANY PART OF IT.
12.3 TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, OUR, OUR AFFILIATES’, AND EACH OF THEIR RESPECTIVE DIRECTORS’, OFFICERS’, EMPLOYEES’, SUPPLIERS’ AND AGENTS’ MAXIMUM AGGREGATE LIABILITY UNDER THE CUSTOMER AGREEMENT (AS DEFINED BELOW) IS LIMITED TO AN AMOUNT EQUAL TO THE VALUE OF THE CREDITS THAT YOU HAVE PURCHASED FROM US IN THE THIRTY (30) DAYS IMMEDIATELY PRECEDING YOUR FIRST CLAIM MADE AGAINST ANY OF THEM. IF YOU HAVE NOT PURCHASED ANY CREDITS FROM US IN THE THIRTY (30) DAYS IMMEDIATELY PRECEDING YOUR FIRST CLAIM MADE AGAINST ANY OF US, OUR AFFILIATES, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SUPPLIERS OR AGENTS, THEN YOU AGREE AND ACKNOWLEDGE THAT YOUR SOLE AND EXCLUSIVE REMEDY IN RESPECT OF ANY CLAIM MADE AGAINST US IS TO CLOSE YOUR CUSTOMER ACCOUNT AND CEASE YOUR PARTICIPATION.
12.4 YOU ACKNOWLEDGE AND AGREE THAT THE INDEMNITY AND LIMITATION OF LIABILITY PROVISIONS CONTAINED IN THIS CLAUSE 12 ARE REASONABLE AND NECESSARY TO PROTECT OUR, OUR AFFILIATES’ AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SUPPLIERS AND AGENTS LEGITIMATE INTERESTS, AND THAT YOU HAVE CONSIDERED THEM AND TAKEN THEM INTO ACCOUNT WHEN YOU ACCEPTED, AND AGREED TO BE BOUND BY, THE CUSTOMER AGREEMENT (AS DEFINED BELOW).
12.5 THIS CLAUSE 12 WILL SURVIVE THE EXPIRY OR TERMINATION OF THE CUSTOMER AGREEMENT (AS DEFINED BELOW).
13. Dispute Resolution and Arbitration Agreement
13.1 PLEASE READ AND CONSIDER THIS CLAUSE 13 CAREFULLY BECAUSE IT MAY REQUIRE YOU AND US TO RESOLVE CERTAIN DISPUTES VIA ARBITRATION AND MAY LIMIT THE WAY IN WHICH YOU AND WE CAN SEEK RELIEF FROM EACH OTHER.
Agreement to Arbitrate
13.2 To the maximum extent permitted under applicable law, by accepting these Terms of Use, both you and we each hereby agree to resolve any past, present and future claims or disputes, including any dispute related to or in connection with the Platform or any part of it, or the Customer Agreement, or concerning the enforceability, validity, scope or severability of this agreement to arbitrate, through binding arbitration in accordance with this clause 13 (“Arbitration Agreement”).
13.3 The parties agree that any arbitration proceedings conducted between the parties pursuant to this clause 13 or otherwise will not proceed as a class, group or representative action.
Opt Out of Agreement to Arbitrate
13.4 You may decline this Arbitration Agreement by notifying us at Hello@wonupshop.com by the date that is 30 days after you first accepted these Terms of Use and stating that you decline this arbitration agreement. By opting out of the Arbitration Agreement, you will not be precluded from accessing or using the Platform or any part of it, but you and we will not be permitted to rely on the mutual agreement to arbitrate under the Customer Agreement.
Informal Dispute Resolution
13.5 Each party acknowledges and agrees that before initiating any arbitration proceedings or other dispute resolution mechanism, it will notify the other party of the nature and existence of any dispute between the parties (“Dispute“).
13.6 We would like to have the opportunity to resolve any complaint or concern that you may have before it escalates into a Dispute with us, and you acknowledge and agree that you will use all reasonable endeavours to attempt to resolve any complaint or concern with us via Customer Support.
13.7 If a Dispute is not resolved within 30 days of a party notifying the other party of the existence of a Dispute, then either party may initiate arbitration in accordance with the process described below.
Class Action and Collective Arbitration Waiver
13.8 TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, EACH PARTY ACKNOWLEDGES AND AGREES THAT IN RESPECT OF ANY DISPUTE (AS DEFINED BELOW) YOU AND WE WILL NOT BE ENTITLED TO:
CONSOLIDATE, COORDINATE OR JOIN ANY DISPUTE BY OR AGAINST OTHERS;
TO PARTICIPATE IN ANY GROUP, CLASS, MASS OR COLLECTIVE ARBITRATION OR LITIGATION;
TO ARBITRATE OR LITIGATE ANY DISPUTE IN A PRIVATE ATTORNEY GENERAL CAPACITY; OR
TO OTHERWISE SEEK TO RECOVER ANY LOSS OR DAMAGE INCURRED BY A THIRD PARTY, IN EACH CASE IN CONNECTION WITH ANY DISPUTE AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED,
AND IN CONNECTION WITH ANY DISPUTE (AS DEFINED BELOW), ANY AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED.
Exceptions to Arbitration Agreement
13.9 Notwithstanding this clause 13, each party may seek urgent injunctive relief in respect of any Dispute until such time as the arbitrator/s envisaged under this clause 13 have been impanelled and can determine whether such relief should continue, cease or be modified.
14. Intellectual Property Rights
14.1 You acknowledge and agree that all rights, title and interest in the Intellectual Property Rights in the Platform, including in the Content and the Games, and any modifications thereto, including in any updates, upgrades, derivative works, adaptations and enhancements in and/or to the Platform or any part of it (“Modifications“), are owned by us (or our licensors).
14.2 To the extent that you may own any of the Intellectual Property Rights referred to in clause 14.1, you hereby assign all such Intellectual Property Rights to us, including any future copyright in the Platform, any part of it and/or in any Modifications.
14.3 You must not use, reproduce, copy or modify the Platform or any part of it, including the Games and the Content.
14.4 You must not directly or indirectly do anything that would or might invalidate or put in dispute our (or our licensors’) title in the Platform, any part of it and/or in any Modifications.
14.5 You acknowledge and agree that nothing in the Customer Agreement between you and us constitutes an assignment of any Intellectual Property Rights to you.
14.6 You hereby assign to us all and any Intellectual Property Rights in all and any comments made in connection with the Platform or any part of it and any requests for new features that you and/or your personnel may make or suggest regarding them (an “Improvement Suggestion”). Each such comment and Improvement Suggestion becomes our sole and exclusive property. This assignment is effective when you make a comment or disclose the Improvement Suggestion to us. You must, upon request, provide an irrevocable and freely given written consent for the infringement of any Moral Rights that you may have in any such Improvement Suggestions by us, our licensors and any third party that we authorize.
14.7 You hereby grant us an irrevocable, perpetual, worldwide, royalty-free, non-exclusive license to use any words, images, videos and/or audio that you post, publish, input or upload to any social media page controlled by us or on our behalf, for any purpose.
15. Third-Party Links
15.1 Our websites and/or Platform may include links to third-party websites, plug-ins and applications (“Third-Party Links”). Clicking on Third-Party Links may allow third parties to collect or share data about you. We do not control or endorse these Third-Party Links, and we are not responsible for their privacy practices.
15.2 We encourage you to read such third parties’ privacy policies so that you understand how they may collect and process your Personal Data.
15.3 We are not responsible or liable for any words, images, videos and/or audio that you post, publish, input or upload to any social media page controlled by us or on our behalf.
15.4 We do not authorize any third party to offer Credits, and you acknowledge and agree that some third-party websites may offer Credits; any such offers should be considered as fraudulent, and we are not responsible for any Credits not offered by us.
16. Notices
16.1 Any notice to be given under the Customer Agreement shall be in writing and shall be sent by email to:
In the case of notices to you, your email address which is registered on your Customer Account; and
In the case of notices to us, by email to Hello@wonupshop.com and including the information specified at clause 2.3 of these Terms of Use.
Notices sent as above shall be deemed received at 9 am on the next Business Day following the day of sending, provided that an automated response that the email transmission failed shall be treated as proof that the notice was not received.
17. General
Force Majeure
17.1 We are not liable or responsible for any failure to perform, or the delay in performance of, any of our obligations under the Customer Agreement between you and us that is caused by events outside of our reasonable control.
Relationship of the Parties
17.2 Nothing contained in the Customer Agreement shall in any way constitute any association, partnership, joint venture or agency between the parties, or be construed to evidence the intention of the parties to establish any such relationship.
17.3 No party shall have any right, power or authority to make any representation or to assume or create any obligation, whether express or implied, on behalf of any other, or to bind any other party in any manner whatsoever.
Entire Agreement and Amendments
17.4 To the extent of any inconsistency between these Terms of Use and any information or document provided to you by Customer Support or otherwise, these Terms of Use shall prevail.
17.5 The Customer Agreement, including these Terms of Use, Privacy Policy, and any Special Terms constitutes the entire agreement between you and us with respect to your Participation and supersedes all previous written or oral commitments and undertakings.
17.6 We reserve the right to update and supplement the Customer Agreement at any time. The updated document comprising part of the Customer Agreement will be published on the Platform and shall take effect immediately.
17.7 If we update the Customer Agreement in any way that impacts your rights or obligations under the Customer Agreement, we will notify you when you next visit the Platform, and you will be required to re-confirm your acceptance of the Customer Agreement. If, at any time, you do not accept the updated Customer Agreement, then you must cease using the Platform.
Waiver and Severability
17.8 Any waiver by a party of any breach or default by another party performing its obligations under the Customer Agreement must be in writing and signed by the party purporting to give the same and shall not be deemed or construed to be a waiver of any other breach or default hereunder.
17.9 If any provision of the Customer Agreement is deemed by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be severed from the Customer Agreement in that jurisdiction, and all remaining terms and conditions will continue to be valid to the fullest extent permitted by law.
Assignment and Novation
17.10 The Customer Agreement is personal to you and may not be assigned, novated or transferred by you except with our prior written consent.
17.11 We may assign, novate or transfer our rights and/or obligations under the Customer Agreement to a third party without your consent, including in the event of a change of control, merger, acquisition or sale of assets by us.
Governing law
17.12 The Customer Agreement, your access and use of the Platform and the parties’ relationship, is governed by and construed in accordance with the laws of Quebec, without regard to its conflict of laws principles. For the avoidance of doubt, the United Nations Convention on Contracts for the International Sale of Goods does not apply.
17.13 Subject to clause 13, the parties acknowledge and agree that the courts of the province of Quebec shall have exclusive jurisdiction to hear and decide any claim, dispute, action or proceedings that may arise out of or in connection with the Customer Agreement, your access and use of the Platform and/or the parties’ relationship.
18. Definitions and interpretation
18.1 In these Terms of Use, the following words have the following meaning, unless the context indicates otherwise:
Affiliate means any company that, whether directly or indirectly, controls, is controlled by, or under common control with another company.
Applicable Data Privacy Laws means applicable laws governing data privacy and the protection of personal data.
Business Day means a day that is not a Saturday, Sunday or public holiday in Canada.
CASL means Canada’s Anti-Spam Legislation, S.C. 2010, c.23.
Content means text, graphics, user interfaces, visual interfaces, images, trade marks, logos, sounds, music, artwork, source code and other materials used, displayed or made available as part of the Games and/or Platform. Content includes Credits and any other virtual currency made available on the Platform.
Customer Account means an account on the Platform held by a Registered Customer.
Customer Agreement has the meaning given in the introduction to these Terms of Use.
Customer Support means our player support function, contactable at Hello@wonupshop.com.
Dispute has the meaning given in clause 13.6 of these Terms of Use.
Dormant Account means a Customer Account that has not recorded any login for a period of 12 consecutive months or more.
Excluded Territory means any jurisdiction outside of Canada.
Game means any game made available on the Platform.
Improvement Suggestion has the meaning given at clause 14.6 of these Terms of Use.
License means the license granted to you under clause 4 of these Terms of Use.
Modifications has the meaning given at clause 14.1 of these Terms of Use.
Participate means to access or use any of the Platform, Content, or any Game for any purpose. Participation has a corresponding meaning.
Payment Method means any debit or credit card, online wallet, financial account, bank account or other payment method used to purchase Credits or pay the Subscription Fee.
Personal Data has the meaning given under Applicable Data Privacy Laws.
Platform means the service offering provided via the website located at www.wonupshop.com and all subdomains, including all Games, Content, features, tools and services made available there.
Registered Customer means an individual who has successfully registered a Customer Account on the Platform, whether the Customer Account is then active or not.
Special Terms has the meaning given in the introduction to these Terms of Use.
Terms of Use means these terms and conditions, as updated from time to time.
Third-Party Links has the meaning given in clause 15.1 of these Terms of Use.
You, Your, or Player means any person who Participates, including Registered Customers.
We, Us, or Our means WonupShop Inc., 235 rue de Stockholm, Gatineau, Quebec J9J 3Z8.
18.2 In these Terms of Use:
Headings and underlinings are for convenience only and do not affect the construction of these Terms of Use.
Where a word or phrase is given a defined meaning in these Terms of Use, any other grammatical form in respect of such word or phrase shall, unless the context indicates otherwise, have a corresponding meaning.
A provision of these Terms of Use will not be interpreted against a party because the party prepared or was responsible for the preparation of the provision, or because the party’s legal representative prepared the provision.
Unless specified expressly to the contrary, all references to currency or “$” refers to Canadian dollars.
A reference to a statute or regulation includes amendments thereto.
A reference to time is to time in Gatineau, Quebec (i.e. EST/EDT).
A reference to a person includes a reference to an individual, a partnership, a company, a joint venture, government body, government department, and any other legal entity.
The words “includes”, “including”, and similar expressions are not words of limitation.