GUESS IT! 

Terms and Conditions of Participation 

1. Acceptance of Terms and Conditions 

1.1. The following general terms and conditions regulate the use of mobile games and other services(collectively, the “Games”) provided by Lazada E-Services Philippines, Inc., (“Lazada”) on Lazada’s websites, mobile applications and in-application stores. By participating in or playing any of the Games including but not limited to Guess It!, you, as an eligible user (such person, a “User”), agree unconditionally and irrevocably to be bound by, and shall be
deemed to accept, these terms and conditions (the “Games Terms”) in addition to the Terms of Use for www.lazada.com.ph website (“Website”) and/or the LAZADA mobile app and the Terms & Conditions of Sale, which are incorporated by reference into these Games Terms. For the avoidance of doubt, capitalised terms used and not defined herein have the same meaning as given to such terms in the Terms of Use. 

1.2. Lazada offers mobile games and other services in connection with its Guess It! campaign (the “Campaign”) occurring on April 24, May 1, 8, 15, 22, 29, June 5 and 12, 2020 (the “Campaign Period”) within the context of its technical and operational capabilities, subject to downtime and lack of availability during which the use of the Games and other services are interrupted or affected due to urgent technical reasons or required maintenance work. Lazada shall not be liable, in any case whatsoever, for these instances in accordance with the conditions of this Games Terms. This also does not include periods of time in which Lazada’s general services or the servers of the particular games offered do not allow online access due to reasons beyond Lazada’s control such as any events of force majeure or as a result of third party actions or omissions. 

1.3. Lazada continuously updates, changes and develops its Games and other services at its own discretion. Other provisions or general terms and conditions of a User that deviates in any way from Lazada’s Games Terms herein, shall only apply if Lazada gives prior written consent to their validity. 

1.4. Lazada does not make any warranty or representation or undertaking on the performance and capability of the LAZADA mobile app, the Games and/or any software or hardware used with the Games, any application accessed by a User using the LAZADA mobile app and/or the Games, or the reliability or quality of the underlying telecommunications network accessed by such User using the Games.

1.5. Mobile games and other services offered by Lazada are intended solely for the purpose of a User’s personal entertainment and personal benefit. The use of these games or services for business or commercial purposes is strictly prohibited. 

 1.6. In addition to these Games Terms, any existing rules of the respective mobile games available in the Games portal shall also apply. In the case of any inconsistency or conflict between these Games Terms, the rules of any Game
and/or the Terms of Use, the provisions of these Games Terms shall prevail over the others, following by the specific rules of any Game and thereafter the Terms of Use, to the extent of such conflict. 

 2. Games Conditions 

 2.1. The Games shall only be made available for Users during the Campaign Period. A User shall be a Customer who has installed the LAZADA mobile app, registered for a customer account on the Website controlled, and operated, by Lazada and activated the Lazada Wallet. Users shall only be able to enter the Games portal and participate in the Games on the LAZADA mobile app after they have logged in and provided their full name and any other required information in accordance with their ID Card or passport. Only natural persons are eligible for registration and participation in the Games and only individual persons are permitted to be authorized users.  

 2.2. Users shall be prohibited from running the Games (including all individual mobile application page interfaces) with programs other than the Lazada client program that has been provided in the Games portal. This refers in particular to automated bots and other tools meant to replace or supplement the mobile application interface. In addition, scripts and completely or partially automated programs providing Users with any advantage over other Users shall be
prohibited, including without limitation, auto-refresh functions and other integrated browser mechanisms that use or concern automated procedures for participation in the Games. 

2.3. Users are, under no circumstances, permitted to: 

2.3.1. create or use cheats, mods and/or hacks, or any other third party software products that may change the result or gameplay of the Games; 

2.3.2. use software that allows the mining of data or otherwise intercepts or collects information in connection with the Games; 

2.3.3. use virtual items (including deal, platform or brands vouchers) that are being used in the Games outside of the Games other than for purchase of Products through Lazada, purchase virtual items for “real” money, or sell or swap virtual items; and 

2.3.4. sell, buy or trade User accounts, and the foregoing shall include all circumventions, similar actions or actions that produce an effect that matches the aforementioned prohibitions. 

2.4. The User acknowledges that the availability of the Games shall be subject to: 

2.4.1. the availability and functionality of resources including, without limitation, the availability and functionality of the LAZADA mobile app; and 

2.4.2. the capability of Lazada’s systems at the time and location when the Games are due to be operated or run for Users. 

2.5. The User accepts that Lazada shall not be responsible to him or her for any loss, damage, fine, regulatory action, claim or compensation of whatever nature arising from or related to the Games (collectively, the “Liabilities”)
including but not limited to (i) such User’s breach of these Games Terms, (ii) any alleged unauthorised transactions, disruptions, errors, defects or unavailability of the Games, or (iii) any loss of data or damage to any of his or her mobile equipment, to the fullest extent permitted by law. 

 2.6. In the event that any Liabilities are not excluded under Clause 2.4, Lazada’s maximum aggregate liability to any User in respect of such Liabilities, whether under all applicable laws of contract, tort or otherwise, shall be USD 50 (or
the equivalent value of such amount in Philippine Pesos) as converted according to the Bloomberg foreign exchange rate recorded as at 24 April 2020, to the fullest extent permitted by law.

3. Content Restrictions 

3.1. Lazada’s Games include various content, imagery, media and graphics that are protected by trademarks, copyrights or other means for the benefit of Lazada or third parties. Unless explicitly permitted within these Games Terms, no User or any third party may edit, copy, distribute, publicly reproduce, use for advertising purposes, or use beyond the contractually agreed purposes of any of Lazada’s Games, or the content or any portion thereof. Copyright information and brand names may not be changed, hidden or removed. The term “content” includes all and any data, images, text, graphics, music, sounds, sound sequences, videos, software programs and codes, and other information provided or developed by Lazada and any such services available for download. 

3.2. Users are obliged to abstain from any measure which may compromise or interrupt the proper functioning of Lazada’s mobile application, any individual services and/or offers there, or its Games. Users are also required to abstain from any measure which may allow unauthorized access to data. Any use of Lazada’s Games for commercial purposes, especially advertising purposes, requires the express prior written consent of Lazada. Users are not entitled to publish content on Lazada’s Games or other services.  

 4. General Rules of Participation in the Games  

 4.1. During the Campaign Period, Users shall be entitled to participate in the Games on the Lazada mobile application. To participate in the Games, Users shall enter the Game landing page at the home page and/or main campaign page in Lazada’s mobile application. If the User has not yet logged into the Lazada mobile application, the User will be prompted to login to the Lazada mobile application using his or her credentials prior to accessing the Game landing page. 

 4.2. Once a User has arrived at the Game landing page, the User will be able to start participating in the Game. Lazada may develop and publish rules to the Game (“Rules”) at its sole discretion. Rules shall apply upon publication on the Game, Game landing page, or Lazada’s mobile application, and Users agree to comply with all Rules.  

4.3. Users may, in the course of participating in the Game, and in accordance with the Rules, be awarded with Lazada Wallet Credits (“Winners”). Lazada shall, at its sole and absolute discretion, decide on the quantity, and value, of Vouchers to issue to Winners at any time during the Campaign Period. 

4.4. Lazada reserves the right to change the rules and any of these terms of participation at any time at its sole discretion, without prior notice to Users. Any and all amendments, changes, or decisions made by Lazada in connection with these Terms of Participation shall be final and binding upon Users. 

4.5. All Vouchers are subject to the terms and conditions of each individual Voucher, the Terms of Use, and the Terms & Conditions of Sale.  

4.6. Lazada reserves the right to cancel any Lazada Wallet Credits awarded to a User or Orders placed in connection with any Lazada Wallet Credits that were obtained under or as a result of the Games where it determines in its sole and absolute discretion that such User has breached these Games Terms, the Rules, the Terms of Use or the Terms & Conditions of Sale. 

5. User’s Obligations 

5.1. Each User acknowledges and agrees that:  

5.1.1. He or she shall comply with all applicable laws and regulations to the fullest extent when participating in the Games. 

5.1.2. He or she shall comply with all third party terms (including, without limitation, any applicable terms of use, policies and guidelines) provided by sharing channels where such sharing channels are used to invite third parties to the Games, and such User shall not, as part of his or her participation in the Games, breach any of these terms. 

5.1.3. He or she shall be responsible for all information that is communicated, submitted, transmitted or otherwise made available during such User’s participation in the Games whether to Lazada or third parties. 

5.1.4. You shall not participate in the Games or permit the participation in the Games in any manner which may adversely affect other customers' or Users’ participation in the Games or the goodwill or reputation of Lazada. 

5.1.5. You are responsible for complying with these Games Terms. 

5.1.6. Lazada, to the fullest extent permitted by law, excludes all warranties, rights and remedies (including warranties implied by statute or otherwise) that a User would otherwise be entitled to under law.  

5.2. Where Lazada deems that a User has breached of any of these Games Terms, including fraudulently participating in the Games, Lazada reserves the right, at its sole and absolute discretion to:  

5.2.1. prevent or restrict access of any User to the Games in the aggregate or any of the Games, the LAZADA mobile app, or any of the Lazada Platforms; 

5.2.2. report any activity it suspects to be in violation of any applicable law, statute or regulation to the appropriate authorities and to co-operate with such authorities; and/or 

5.2.3. cancel any Orders placed during a User’s participation in the Games.

 

6. Miscellaneous  

6.1. Any Clause in these Games Terms, the Terms of Use, the Standard Terms and Conditions, the Privacy Policy as well as such other terms and conditions as may be agreed or accepted by a User, that are invalid, unenforceable or illegal shall be enforced as far as possible in accordance with its terms, but shall otherwise be deemed severed and shall not affect the enforceability of any other Clauses, terms and/or conditions which Clauses, terms and/or conditions shall continue to be valid and enforceable to the fullest extent permitted by law. 

6.2. Lazada reserves the sole right to alter, modify, add to or otherwise vary these Games Terms at any time and from time to time, and in such manner as Lazada deems appropriate at its absolute discretion. In the event of variation of these Games Terms, if you continue to participate in or use the Games thereafter, you shall be bound by the Games Terms as so amended and shall be deemed to have accepted the Games Terms as so amended. 

6.3. Lazada shall not be liable for any non-performance, error, interruption or delay in the performance of its obligations under these Games Terms (or any part thereof) or in connection with the Games or for any inaccuracy, unreliability or unsuitability of the Games if this is due, in whole or in part, directly or indirectly to an event or failure which is beyond Lazada’s reasonable control. 

6.4. The laws of the Republic of the Philippines shall apply and govern these Games Terms. If any dispute arises in connection with these Terms of Use, the Parties shall attempt, in fair dealing and in good faith, to settle such dispute. If the Parties are not able to reach an amicable settlement pursuant to the preceding section they shall try to agree on an appropriate ADR proceeding (for example mediation, conciliation, expert determination, dispute board, adjudication). If they do not reach agreement on the appropriate ADR proceeding within 14 days after failure of the settlement negotiations or if the dispute is not settled through an ADR proceeding within a period of two months after initiation of the ADR preceding, each Party may initiate an arbitration proceeding pursuant to the following paragraph. 

All disputes arising out of or in connection with the present contract, including any question regarding its existence, validity or termination, shall be finally settled in accordance with the rules of the Philippine Dispute Resolution Center, Inc. (“PDRCI”) for the time being in force, which rules are deemed incorporated by reference into this clause. The arbitral tribunal shall consist of three arbitrators to be chosen in accordance with the rules of the PDRCI. The seat of arbitration shall be the Philippines. The procedural law of this seat applicable to commercial arbitration proceedings shall apply where the Rules are silent. The language to be used in the arbitration proceedings shall be English.