TERMS AND CONDITIONS

INTRODUCTION

These Terms and Conditions (“Terms”) constitute a legally binding agreement between SIKS LLC (“Company”, “we”, “us”, or “our”) and any individual or legal entity (“Client”, “you”, or “your”) that accesses our website, requests, receives, or otherwise uses any of the services provided by the Company.

By accessing our website, communicating with the Company, requesting proposals, entering into negotiations, executing service agreements, or engaging the Company for any services in any manner, you expressly acknowledge, confirm, and agree that:

You have carefully read and fully understood these Terms;
You have the legal capacity and authority to enter into binding agreements on behalf of yourself and/or the entity you represent;
You unconditionally accept and agree to be legally bound by these Terms, as may be amended from time to time; and
These Terms apply to all present and future services, communications, engagements, and commercial relationships between you and the Company, unless expressly agreed otherwise in writing.

NATURE OF SERVICES

Company is an independent marketing and consulting Company specializing in the provision of end-to-end strategic, operational, and commercial support services for businesses operating in, or entering, the online gaming and gambling industry.

The Company provides services on a business-to-business (B2B) basis only and acts exclusively as a service provider, coordinator, and facilitator, without assuming any operational, regulatory, or legal role related to the organization, operation, or provision of gambling or gaming activities.

The scope of services may include, without limitation:

Development of comprehensive marketing and growth strategies tailored to online gaming operations;
Brand development, positioning, and market entry support across relevant jurisdictions;
Coordination and facilitation of communication between gaming providers, platform providers, software vendors, payment partners, and Clients;
Centralized project management, communication oversight, and operational coordination;
Advisory and consulting services related to the setup, structuring, and launch of online gaming operations from scratch;
Planning, execution, monitoring, and optimization of marketing campaigns and performance metrics;
Business development services, partnership sourcing, and commercial relationship facilitation.

The Company’s role is strictly limited to advisory, marketing, coordination, and facilitation activities and does not extend to the execution or control of gambling operations.

CLIENT RESPONSIBILITIES

Legal and Regulatory Compliance

The Client represents and warrants that all aspects of its business, including its operations, products, services, marketing activities, and overall business practices, are conducted in full compliance with all applicable laws, regulations, regulatory guidance, and recognized industry standards in each jurisdiction in which the Client operates or targets customers.

This obligation encompasses all legal and regulatory requirements relevant to the Client’s activities, including those relating to gaming and gambling operations, financial crime prevention, consumer and player protection, advertising and promotional conduct, and the lawful processing of personal data.

The Client acknowledges and agrees that it bears sole and exclusive responsibility for identifying, interpreting, implementing, monitoring, and maintaining compliance with all applicable legal and regulatory requirements, including any amendments, updates, new laws, regulatory guidance, or enforcement practices introduced from time to time.

The Company shall have no duty, obligation, or responsibility to monitor legal or regulatory developments, to assess or verify the Client’s compliance status, or to notify the Client of any changes in applicable laws or regulatory expectations. Any involvement of the Company in marketing, coordination, advisory, or facilitation activities shall not be construed as participation in, endorsement of, or responsibility for the Client’s regulatory compliance.

Any failure by the Client to comply with applicable laws or regulations shall be deemed entirely attributable to the Client and shall not give rise to any liability, responsibility, or obligation on the part of the Company.

Notwithstanding the foregoing, the Company reserves the right, but not the obligation, to review, analyze, and assess any legal, regulatory, compliance-related, or jurisdictional information, documentation, or representations provided by the Client in the course of the cooperation. Any observations, comments, or suggestions made by the Company, including recommendations aimed at enhancing legal, regulatory, or operational safeguards, shall be provided solely on an informational and non-binding basis and shall not be construed as legal, regulatory, or compliance advice, nor as an assumption of responsibility by the Company. The Client acknowledges and agrees that the accuracy, completeness, and timeliness of all information provided to the Company remain solely within the Client’s control and responsibility, and that the Company’s level of awareness, involvement, or assessment is strictly limited to the information expressly disclosed by the Client.

Responsibility for Authorities and End Users

The Client expressly acknowledges and agrees that it bears sole and exclusive responsibility for all matters relating to its regulatory standing, operational conduct, and relationships arising from or in connection with its gaming and gambling activities.

Without limitation, the Client remains fully and exclusively responsible for all communications, interactions, filings, disclosures, notifications, reporting obligations, audits, inspections, and any other engagements with regulators, supervisory authorities, governmental bodies, or similar institutions in any jurisdiction. The Company shall not be involved in, responsible for, or liable in connection with any such regulatory or governmental matters.

Furthermore, the Client assumes exclusive responsibility for all relationships and interactions with end users, players, customers, affiliates, and business partners, including the onboarding and management of players, the handling and resolution of complaints, disputes, chargebacks, claims, and any similar matters arising from the Client’s operations.

The Client is also solely responsible for the design, implementation, maintenance, and enforcement of responsible gambling measures, player protection mechanisms, and any related policies or controls, as required by applicable laws or regulatory expectations.

Under no circumstances, whether directly or indirectly, shall the Company be deemed to have any responsibility, duty, or liability toward regulators, authorities, end users, players, or any third parties in connection with the Client’s gaming or gambling operations.

Content, Campaigns, and Instructions

The Client represents and warrants that all instructions, materials, content, campaigns, messaging, branding elements, and approvals provided to or requested from the Company are lawful, accurate, and compliant with all applicable laws, regulations, and industry standards, and do not infringe any third-party rights or violate advertising, consumer protection, or responsible gambling requirements in any jurisdiction.

The Company acts strictly on the basis of the Client’s instructions and approvals and shall not be responsible or liable for the legality, accuracy, or regulatory compliance of any such content, materials, or campaigns.

No Reliance and No Verification

The Company does not provide legal, regulatory, or compliance advice
The Client has not relied, and shall not rely, on the Company for regulatory, licensing, or legal compliance determinations
The Company is under no obligation to verify, audit, or supervise the Client’s compliance, licenses, or regulatory standing.

Any failure by the Client to comply with applicable laws or regulations shall not create any liability for the Company, regardless of whether the Company was involved in marketing, coordination, or advisory activities.

Indemnification

The Client shall indemnify, defend, and hold harmless the Company, its directors, officers, employees, contractors, and affiliates from and against any and all claims, damages, losses, liabilities, penalties, fines, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

The Client’s failure to comply with applicable laws or regulations
The Client’s lack of required licenses or approvals
Regulatory actions, investigations, or enforcement measures against the Client
Claims brought by regulators, authorities, end users, or third parties related to the Client’s operations.

THIRD-PARTY PROVIDERS

In the course of providing its services, Company may introduce, recommend, coordinate, or facilitate communication and cooperation between the Client and third-party service providers, including, without limitation, game developers, platform providers, payment service providers, software vendors, and marketing or affiliate partners.

Unless expressly agreed otherwise in writing, Company does not act as an agent, guarantor, or representative of any third-party provider, nor does it assume responsibility for the performance, services, or obligations of such third parties.

Where expressly agreed with the Client, Company may enter into agreements with third-party providers in its own name but for the benefit and on behalf of the Client, acting solely as a contractual intermediary or facilitator. In such cases, the Client acknowledges and agrees that:

all services provided by third-party providers are rendered exclusively for the Client’s benefit;
all commercial, operational, regulatory, and financial risks arising from such agreements remain solely with the Client;
Company does not assume any gambling-related, regulatory, licensing, or end-user obligations as a result of entering into such agreements.

Any fees, costs, charges, or expenses incurred by Company in connection with agreements concluded with third-party providers on behalf of the Client shall be fully and transparently re-invoiced (prefactured) to the Client, without markup, unless otherwise expressly agreed in writing. The Client shall reimburse such amounts in accordance with the applicable invoice terms, irrespective of the performance, non-performance, or termination of the underlying third-party agreement.

All contractual relationships with third-party providers, whether entered into directly by the Client or indirectly through Company acting on the Client’s behalf, are undertaken at the Client’s sole risk and responsibility, and Company shall not be liable for any acts, omissions, delays, failures, or non-performance of third-party providers.

LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, Company shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages of any kind, whether arising in contract, tort (including negligence), statutory liability, strict liability, or otherwise, and whether or not such damages were foreseeable or Company was advised of the possibility of such damages.

Without limitation, Company shall not be liable for any loss of profits, loss of revenue, loss of business, loss of data, loss of goodwill or reputation, loss of anticipated savings, or loss of business opportunities, arising out of or in connection with the services, these Terms, the Client’s operations, or any relationship with third-party providers.

Company shall have no liability whatsoever for any regulatory or governmental actions, investigations, audits, fines, penalties, sanctions, enforcement measures, license suspensions, revocations, or similar measures imposed on or affecting the Client, regardless of whether such actions arise in connection with services provided by Company.

To the extent that liability of Company cannot be excluded under applicable law, the total aggregate liability of Company, whether arising in contract, tort (including negligence), statute, or otherwise, shall be strictly limited to the fees actually paid by the Client to Company for the specific services directly giving rise to the claim during the twelve (12) months preceding the event giving rise to such claim.

In any event, Company liability per individual claim shall not exceed the amount of fees paid for the specific service giving rise to that claim, and under no circumstances shall Company total cumulative liability exceed the aggregate cap set forth above.

TIME LIMITATION FOR CLAIMS

Any claim, action, or proceeding against Company arising out of or in connection with the services, these Terms, or any related engagement must be brought within six (6) months from the date on which the Client became aware, or reasonably should have become aware, of the facts giving rise to such claim.

Any claim not brought within this period shall be permanently barred and deemed irrevocably waived.

INTELLECTUAL PROPERTY

All materials, methodologies, concepts, strategies, frameworks, analyses, documents, reports, presentations, content, know-how, and any other work product created, developed, or provided by Company, whether independently or in collaboration with the Client, shall remain the exclusive intellectual property of Company, unless expressly agreed otherwise in writing.

Nothing in these Terms shall be construed as transferring, assigning, or licensing any intellectual property rights to the Client, except for a limited, non-exclusive, non-transferable, and revocable right to use such materials solely for the specific purposes for which they were provided and strictly in connection with the services.

The Client shall not, without the prior written consent of Company, copy, reproduce, modify, adapt, distribute, disclose, sublicense, publish, or otherwise make available any such materials, in whole or in part, to any third party, nor use them for any purpose outside the scope of the agreed services.

All intellectual property rights not expressly granted to the Client are expressly reserved by Company.

CONFIDENTIALITY

Each party undertakes to treat as strictly confidential all non-public, confidential, commercially sensitive, or proprietary information disclosed or made available by the other party in connection with the cooperation, whether in written, oral, electronic, or any other form, including, without limitation, business, technical, financial, strategic, operational, and commercial information (“Confidential Information”).

Confidential Information shall be used solely for the purposes of the cooperation and shall not be disclosed to any third party without the prior written consent of the disclosing party, except to the extent such disclosure is required by applicable law, regulation, or a competent authority, or to professional advisers bound by confidentiality obligations.

Each party shall take all reasonable measures to protect the Confidential Information from unauthorized access, disclosure, or misuse and shall ensure that its directors, officers, employees, and contractors comply with the obligations set forth herein.

The confidentiality obligations under this clause shall survive the termination or expiration of the business relationship for an indefinite period, or for such longer period as required by applicable law.

TERMINATION

Either party may terminate the cooperation in accordance with the provisions of the applicable service agreement or, where no specific agreement applies, by providing written notice to the other party.

Without prejudice to any other rights or remedies, Company reserves the right to terminate the cooperation immediately, by written notice, with effect as of the date of such notice, in the event that:

the Client commits a material breach of these Terms or any applicable agreement and fails to remedy such breach within a reasonable period after being notified;
Company reasonably determines that the continuation of the cooperation may expose it to legal, regulatory, compliance, reputational, or financial risk;
the Client fails to maintain required licenses, authorizations, or regulatory approvals;
the Client becomes subject to regulatory investigation, enforcement action, insolvency, liquidation, or similar proceedings; or
the Client provides inaccurate, incomplete, or misleading information that materially affects the cooperation.

Upon termination or expiration of the cooperation, for any reason whatsoever:

all outstanding fees, costs, and reimbursable expenses incurred up to the effective date of termination shall become immediately due and payable;
any ongoing obligations of Company shall cease, except where expressly agreed otherwise in writing;
the Client shall promptly cease using any materials, deliverables, or intellectual property of Company, unless otherwise permitted under these Terms.

Termination shall not affect any rights, obligations, or liabilities which by their nature or express wording are intended to survive termination. Without limitation, provisions relating to payment obligations, intellectual property rights, confidentiality, limitation of liability, indemnification, governing law and jurisdiction, and any accrued rights or remedies shall survive termination in full force and effect.

Termination of the cooperation shall not release either party from liability for any breach of these Terms or any applicable agreement occurring prior to the effective date of termination, nor shall it limit Company right to seek compensation or other remedies available under applicable law.

FORCE MAJEURE

Neither party shall be liable for any failure or delay in the performance of its obligations under these Terms (other than payment obligations) if such failure or delay results from events beyond its reasonable control, including but not limited to acts of God, natural disasters, epidemics or pandemics, war, terrorism, civil unrest, labor disputes, governmental actions, changes in law, regulatory measures, interruptions of utilities or telecommunications, or failures of third-party service providers (“Force Majeure Event”).

The affected party shall promptly notify the other party of the occurrence of a Force Majeure Event and use reasonable efforts to mitigate its effects. If a Force Majeure Event continues for a prolonged period and materially affects the cooperation, Company reserves the right to terminate the cooperation without liability by written notice.

GOVERNING LAW AND JURISDICTION

These Terms shall be governed by and construed in accordance with the laws expressly agreed between the parties in the applicable service agreement or other written agreement entered into between the Client and Company.

Any dispute, claim, or controversy arising out of or in connection with these Terms, the services, or the relationship between the parties shall be subject to the exclusive jurisdiction of the competent courts as agreed between the parties, without regard to any conflict of laws principles that would result in the application of the laws of another jurisdiction.

FINAL PROVISIONS

If any provision of these Terms is held or determined by a competent court, tribunal, or regulatory authority to be invalid, unlawful, or unenforceable, whether in whole or in part, such provision shall be construed, modified, or limited to the minimum extent necessary to render it valid, lawful, and enforceable, while preserving, to the greatest extent possible, the original intent of the parties. If such modification is not possible, the affected provision shall be deemed severed from these Terms.

In such case, the remaining provisions shall remain valid, binding, and enforceable in full force and effect, and the invalidity or unenforceability of any provision shall not affect the validity or enforceability of these Terms as a whole.

Company reserves the right, at its sole discretion, to update, amend, or modify these Terms from time to time, in whole or in part, to reflect changes in its services, business practices, legal or regulatory requirements, or for any other legitimate business reason. Any such update or amendment shall become effective as of the date specified by Company, or, if no effective date is specified, upon publication on the Company’s website or upon written notification to the Client.

The Client’s continued access to, use of, or engagement with the services following the effective date of any update or amendment shall constitute conclusive acceptance of the revised Terms.