Master Spot Ownership Agreement

Master Spot Ownership Agreement (MSOA)

Effective Date: [Date]
Last Updated: [Date]
Version: 2.0

Introduction

Welcome to SpotGrid. SpotGrid is a next-generation digital marketplace that enables individuals, businesses and organizations to acquire, own, manage, transfer and monetize unique digital advertising Spots within an evolving global ecosystem. Unlike traditional advertising platforms, Spot ownership is designed as a long-term digital asset within a continuously expanding marketplace where additional services, technologies, partnerships and business opportunities may be introduced over time. This Master Spot Ownership Agreement ("MSOA") establishes the legal framework governing the ownership of every Spot available within the SpotGrid Platform. It defines the contractual rights and responsibilities of Spot Owners while protecting the long-term integrity, sustainability and evolution of the SpotGrid ecosystem. Every person acquiring one or more Spots agrees to be legally bound by this Agreement together with all other SpotGrid legal documents incorporated by reference.

Article 1. Definitions
Article 2. Purpose and Scope
Article 3. The SpotGrid Ecosystem
Article 4. Nature of Spot Ownership
Article 5. Acquisition of Spots
Article 6. Rights of Spot Owners
Article 7. Responsibilities of Spot Owners
Article 8. Marketplace
Article 9. Temporary Campaigns
Article 10. SpotGrid Programs
Article 11. Collective Rewards
Article 12. Fees and Payments
Article 13. Platform Evolution
Article 14. Intellectual Property
Article 15. Compliance
Article 16. Limitation of Liability
Article 17. Suspension and Termination
Article 18. Amendments
Article 19. Miscellaneous
Article 20. Governing Law and Contact Information

Article 1. Definitions

For purposes of this Agreement, the following capitalized terms shall have the meanings assigned below unless the context clearly requires otherwise.

"SpotGrid" means the company operating the SpotGrid Platform together with its affiliates, successors and authorized operators.
"Platform" means the SpotGrid website, marketplace, applications, APIs, databases, services, infrastructure, communication channels and all technologies operated by SpotGrid.
"Spot" means a unique digital advertising location existing exclusively within the SpotGrid ecosystem.
"Spot Owner" means the individual or legal entity registered by SpotGrid as the lawful owner of one or more Spots.
"Marketplace" means every SpotGrid environment where Spots may be purchased, transferred, rented or otherwise managed.
"Spot Purchase Agreement" means the purchase contract executed for each Spot acquisition.
"Temporary Campaign" means any promotional, educational, enterprise, charitable, demonstration or marketing campaign temporarily displayed on Spots that are not owned or otherwise available for temporary use under the rules established by SpotGrid.
"Community Impact Campaign" means a Temporary Campaign intended to support hospitals, charities, educational institutions, public-interest organizations, environmental initiatives or other socially beneficial projects selected by SpotGrid.
"Collective Rewards Program" means the independent SpotGrid program governing ecosystem-wide rewards distributed to eligible Spot Owners.
"Referral Program" means the independent SpotGrid referral program.
"Contributor Program" means the independent SpotGrid contributor program.
"Policies" means every policy, guideline, agreement or legal document published by SpotGrid from time to time.

Article 2. Purpose and Scope

The purpose of this Agreement is to establish a comprehensive legal framework governing Spot ownership throughout the SpotGrid ecosystem. This Agreement applies to every Spot acquired through SpotGrid regardless of acquisition date unless expressly stated otherwise. Spot ownership constitutes a contractual relationship between SpotGrid and the registered Spot Owner. Nothing contained in this Agreement shall be interpreted as granting ownership over SpotGrid itself, its software, intellectual property, databases, trademarks, source code, algorithms or any asset other than the contractual rights specifically associated with the acquired Spot. This Agreement shall be interpreted together with the Spot Purchase Agreement, the Terms of Service, the Privacy Policy and every SpotGrid Policy incorporated herein by reference.

Article 3. The SpotGrid Ecosystem

SpotGrid has been conceived as a long-term digital ecosystem rather than a static advertising platform. Its objective is to connect advertisers, businesses, creators, organizations and communities through a continuously evolving marketplace based upon ownership of digital advertising Spots. SpotGrid may progressively introduce additional technologies, artificial intelligence services, analytics, premium tools, communication services, networking capabilities, marketplace functionalities, event services, APIs, integrations, commercial partnerships and other innovations intended to increase the usefulness, attractiveness and commercial value of the Platform. Spot Owners acknowledge that continuous innovation constitutes an essential element of the SpotGrid business model. Accordingly, SpotGrid reserves the right to improve, redesign, reorganize or expand the Platform provided that the essential contractual ownership rights already granted to existing Spot Owners are not materially eliminated. Future Platform developments may include services not currently available at the Effective Date of this Agreement. Unless expressly indicated otherwise, existing Spot Owners may become eligible to participate in such future developments in accordance with the applicable rules governing each new service or program.

Article 4. Nature of Spot Ownership

4.1 Contractual Digital Ownership

Each Spot represents a unique digital asset existing exclusively within the SpotGrid ecosystem. Ownership grants the contractual rights expressly described in this Agreement, the Spot Purchase Agreement and the applicable SpotGrid Policies. Ownership does not constitute ownership of SpotGrid, its software, databases, trademarks, infrastructure or intellectual property.

4.2 Independent Digital Asset

Every Spot possesses its own unique identity within the Platform and may develop its own commercial history, marketplace value, performance metrics, ownership history and associated analytical information. Each Spot shall be treated independently from every other Spot.

4.3 No Financial Instrument

A Spot is not a share, stock, bond, derivative, collective investment scheme, cryptocurrency, tokenized security, financial instrument or regulated investment product. Acquiring a Spot shall not create any expectation of guaranteed profits, passive income, dividends or appreciation in value. Any future commercial value depends exclusively upon market demand, Platform adoption, advertiser interest and numerous external factors beyond SpotGrid's control.

4.4 Ownership Duration

Unless otherwise provided by applicable law or this Agreement, Spot ownership has no predefined expiration date. Ownership continues until transferred, voluntarily relinquished or otherwise terminated under this Agreement.

4.5 Platform Independence

Spot ownership shall always remain subject to the continued operation of the SpotGrid ecosystem. SpotGrid shall use commercially reasonable efforts to maintain and develop the Platform over the long term but cannot guarantee uninterrupted operation under every circumstance.

4.6 Evolution of Ownership Benefits

The rights associated with Spot ownership may expand over time through the introduction of new Platform services, technologies, programs or commercial opportunities. Unless expressly stated otherwise, newly introduced ownership benefits shall complement existing ownership rights without requiring execution of a new Spot Purchase Agreement.

Article 5. Acquisition of Spots

5.1 Eligibility

Spots may be acquired only by individuals or legal entities legally capable of entering into binding agreements under applicable law. SpotGrid may establish additional eligibility requirements where necessary to comply with legal, regulatory or operational obligations.

5.2 Purchase Process

Each acquisition shall be completed through the official SpotGrid purchase process. Ownership shall become effective only after:

successful payment confirmation;
completion of applicable verification procedures;
acceptance of the Spot Purchase Agreement;
registration within the official SpotGrid ownership registry.

5.3 Ownership Registry

SpotGrid shall maintain the official ownership records of every Spot. The ownership registry maintained by SpotGrid shall constitute the authoritative record of ownership for operational purposes unless mandatory law provides otherwise.

5.4 Identity Verification

SpotGrid may require identity verification before completing any purchase, transfer or other ownership transaction. Failure to complete requested verification procedures may result in suspension or cancellation of the transaction.

5.5 Fraud Prevention

SpotGrid reserves the right to reject, suspend or reverse any transaction reasonably suspected of involving fraud, payment irregularities, identity theft, money laundering, sanctions violations or other unlawful activity.

5.6 Reservation of Unsold Spots

Until ownership has been successfully transferred to a purchaser, every Spot shall remain the exclusive property of SpotGrid. SpotGrid may use unsold Spots for Temporary Campaigns or other legitimate Platform purposes without affecting the future purchaser's ownership rights.

Article 6. Rights of Spot Owners

6.1 General Rights

Subject to this Agreement, Spot Owners may exercise every right expressly granted by SpotGrid regarding their owned Spots.

6.2 Display Rights

Where supported by the Platform, Spot Owners may publish advertisements, promotional materials or other authorized content on their Spots in accordance with the Terms of Service and applicable advertising policies.

6.3 Marketplace Rights

Spot Owners may offer eligible Spots for sale through the official Marketplace whenever such functionality is available. Marketplace transactions shall be governed by the Marketplace Rules and applicable fees.

6.4 Rental Rights

Where available, Spot Owners may temporarily rent their Spots to third parties. Rental arrangements shall never transfer ownership of the underlying Spot.

6.5 Transfer Rights

Spot Owners may transfer ownership of eligible Spots using the official mechanisms provided by SpotGrid. Ownership transfers shall become effective only after registration within the Platform.

6.6 Future Platform Benefits

SpotGrid may introduce additional ownership benefits over time, including premium services, exclusive access, beta programs, networking opportunities, AI-powered tools, enhanced analytics, integrations and other ecosystem features. Eligibility for future benefits shall be determined according to the rules governing each specific service.

6.7 Ecosystem Participation

Spot Owners form an essential part of the SpotGrid ecosystem. SpotGrid may create additional programs intended to encourage participation, collaboration, long-term engagement and ecosystem growth.

6.8 Spot Ownership Privileges

Eligible Spot Owners may receive privileges including, without limitation:

priority access to new Platform features;
exclusive promotional opportunities;
participation in founder initiatives;
early access to beta services;
eligibility for ecosystem reward programs;
preferential pricing for selected services;
additional privileges announced by SpotGrid from time to time.

Unless expressly stated otherwise, such privileges remain discretionary, may evolve over time and shall not constitute vested contractual rights.

Article 7. Responsibilities of Spot Owners

7.1 Compliance with Applicable Laws

Spot Owners shall comply with all applicable laws, regulations and governmental requirements applicable to their acquisition, ownership, rental, transfer and use of Spots. Spot Owners remain solely responsible for ensuring that their activities comply with the laws of every jurisdiction in which they operate.

7.2 Compliance with SpotGrid Policies

Spot Owners agree to comply with this Agreement together with all SpotGrid Policies, including the Terms of Service, Advertising Policy, Spot Purchase Agreement and every additional policy published by SpotGrid from time to time.

7.3 Account Security

Spot Owners are solely responsible for maintaining the confidentiality of their account credentials. All activities performed through a SpotGrid account shall be deemed to have been performed by the registered account holder unless proven otherwise.

7.4 Lawful Content

Where Spot Owners publish advertising or other content, they warrant that such content complies with applicable law and SpotGrid Policies. SpotGrid reserves the right to reject, suspend or remove content that violates Platform rules or applicable legislation.

7.5 No Market Manipulation

Spot Owners shall not engage in activities intended to manipulate Spot prices, Marketplace activity, Platform statistics, advertising metrics or any other operational element of the SpotGrid ecosystem.

7.6 Cooperation

Spot Owners agree to cooperate with reasonable compliance requests, fraud prevention measures, identity verification procedures and security investigations whenever required to protect the Platform or comply with legal obligations.

Article 8. Marketplace

8.1 Marketplace Purpose

The SpotGrid Marketplace enables eligible Spot Owners to purchase, sell, transfer and rent Spots through official Platform mechanisms. The Marketplace is intended to facilitate transparent transactions while preserving the integrity of the SpotGrid ecosystem.

8.2 Marketplace Availability

SpotGrid may introduce, modify, suspend or discontinue Marketplace features at any time for operational, technical, legal or commercial reasons. Such modifications shall not affect ownership rights already validly acquired.

8.3 Marketplace Transactions

Every Marketplace transaction shall be governed by the Marketplace Rules, applicable fees and any additional agreements required by SpotGrid. SpotGrid may introduce verification procedures, transaction limits or eligibility requirements where necessary.

8.4 Rental Marketplace

SpotGrid may operate a rental marketplace allowing Spot Owners to temporarily license advertising rights relating to their Spots. Rental arrangements shall never transfer legal ownership of the underlying Spot.

8.5 Marketplace Integrity

SpotGrid may suspend listings, reject transactions or restrict Marketplace access whenever necessary to preserve Platform security, prevent fraud or ensure compliance with applicable law.

Article 9. Temporary Campaigns

9.1 Purpose

SpotGrid may temporarily display advertising campaigns, promotional campaigns, informational campaigns or other content on Spots that have not yet been purchased or assigned. Temporary Campaigns pursue several legitimate objectives simultaneously:

maintaining an active and visually attractive Marketplace;
demonstrating the commercial potential of available Spots;
allowing advertisers to experience the Platform before purchasing Spots;
generating marketplace analytics;
supporting charitable and community initiatives;
creating additional revenue streams benefiting the SpotGrid ecosystem.

9.2 Eligible Spots

Only Spots that are not currently owned by Spot Owners may participate in Temporary Campaigns. Immediately upon completion of a Spot purchase, every Temporary Campaign affecting that Spot shall automatically terminate unless otherwise agreed by the new Spot Owner.

9.3 Temporary Campaign Categories

SpotGrid may operate one or more categories of Temporary Campaigns, including but not limited to:

Community Impact Campaigns;
Featured Campaigns;
Enterprise Campaigns;
Trial Campaigns;
Educational Campaigns;
Partner Campaigns;
Seasonal Campaigns;
Platform Promotion Campaigns;
Product Launch Campaigns;
Beta Campaigns;
Demonstration Campaigns;
Future campaign categories introduced by SpotGrid.

9.4 Community Impact Campaigns

SpotGrid may provide advertising space free of charge or under preferential conditions to hospitals, educational institutions, charitable organizations, environmental initiatives, humanitarian projects, cultural organizations and other entities selected by SpotGrid that contribute positively to society. Community Impact Campaigns strengthen the Platform while simultaneously generating Marketplace activity and valuable performance analytics.

9.5 Featured Campaigns

Featured Campaigns may be organized by SpotGrid to highlight strategic partners, important announcements, Platform developments, flagship events or selected promotional initiatives.

9.6 Enterprise Campaigns

SpotGrid may offer premium temporary advertising campaigns to businesses seeking short-term visibility without purchasing permanent ownership of Spots. Enterprise Campaigns may be subject to commercial agreements, premium pricing and customized campaign conditions established separately by SpotGrid.

9.7 Trial Campaigns

SpotGrid may offer Trial Campaigns allowing businesses, creators and organizations to temporarily advertise on available Spots before deciding whether to purchase permanent Spot ownership. Unless otherwise specified, Trial Campaigns are intended solely for evaluation purposes and shall not create any ownership rights, purchase priority or preferential treatment regarding any Spot. SpotGrid may establish eligibility requirements, campaign duration limits, budget restrictions and additional conditions applicable to Trial Campaigns.

9.8 Educational Campaigns

SpotGrid may organize Educational Campaigns intended to demonstrate Platform functionality, educate users regarding advertising best practices, showcase Marketplace opportunities or provide educational content relating to entrepreneurship, marketing, networking or digital business.

9.9 Marketplace Analytics

Temporary Campaigns may be used to generate anonymous Marketplace analytics intended to improve the Platform. Such analytics may include, among others:

visibility metrics;
click-through rates;
engagement levels;
conversion statistics;
visitor behaviour;
industry demand;
category performance;
geographical trends;
pricing indicators;
Marketplace activity.

SpotGrid may use these analytics to improve Marketplace performance, determine future pricing strategies, optimize advertising opportunities and provide additional information to prospective Spot purchasers. Whenever possible, aggregated analytics relating to individual Spots may also become available to current or prospective Spot Owners.

9.10 Collective Rewards Contribution

SpotGrid may allocate part of the eligible net revenues generated through Temporary Campaigns to the Collective Rewards Fund. Such contributions reinforce the long-term sustainability of the SpotGrid ecosystem by ensuring that Temporary Campaigns not only benefit advertisers but may also benefit eligible Spot Owners participating in the Collective Rewards Program. The percentage allocated, eligibility criteria and distribution methodology shall be governed exclusively by the Collective Rewards Program.

9.11 No Conflict with Spot Ownership

Temporary Campaigns are designed to complement—not compete with—Spot ownership. They exist exclusively for Spots that are not owned at the time of publication and shall automatically cease whenever ownership is transferred to a purchaser unless expressly agreed otherwise. Nothing in this Article shall reduce, limit or adversely affect the contractual rights granted to Spot Owners under this Agreement.

Article 10. SpotGrid Programs

10.1 Independent Programs

SpotGrid may establish independent programs intended to strengthen the Platform, reward participation, encourage Marketplace growth and create additional value for the ecosystem. Each program shall be governed exclusively by its own policy, agreement or set of rules.

10.2 Current Programs

Without limitation, SpotGrid Programs may include:

Referral Program;
Contributor Program;
Collective Rewards Program;
Founder Programs;
Loyalty Programs;
Temporary Campaign Program;
Partner Programs;
Beta Testing Programs;
Future programs introduced by SpotGrid.

10.3 Separate Governance

Participation in any SpotGrid Program shall always be governed by its own dedicated documentation. Nothing contained in this Agreement shall modify, replace or supersede the rules governing any independent SpotGrid Program.

10.4 Voluntary Participation

Unless expressly stated otherwise, participation in SpotGrid Programs shall always be voluntary. Ownership of a Spot does not automatically create eligibility for every SpotGrid Program. Eligibility shall be determined exclusively according to the rules governing each specific program.

Article 11. Collective Rewards

11.1 Purpose

The Collective Rewards Program has been established to encourage long-term ecosystem growth by distributing a portion of eligible Platform revenues among qualifying Spot Owners.

11.2 Independent Policy

The Collective Rewards Program shall be governed exclusively by its own policy. This Agreement merely recognizes its existence and relationship with Spot ownership.

11.3 No Guaranteed Rewards

Participation in the Collective Rewards Program does not guarantee any specific payment, distribution or financial benefit. Rewards depend upon numerous variables defined within the Collective Rewards Program, including eligible revenues, participation criteria and Platform performance.

Article 12. Fees and Payments

12.1 Purchase Prices

Spot prices shall be determined by SpotGrid or, where applicable, by Marketplace transactions between Spot Owners and purchasers. SpotGrid may introduce dynamic pricing models, promotional pricing, regional pricing, volume discounts or other commercial mechanisms intended to improve Marketplace efficiency.

12.2 Payment Providers

Payments shall be processed exclusively through payment service providers designated by SpotGrid. SpotGrid reserves the right to replace, add or discontinue payment providers at any time. Users acknowledge that payment providers operate independently from SpotGrid and remain subject to their own contractual terms.

12.3 Processing Fees

Certain Platform services may be subject to transaction fees, payment processing fees, withdrawal fees, currency conversion fees or other administrative charges. Applicable fees shall always be disclosed before completion of the relevant transaction whenever reasonably practicable.

12.4 Taxes

Each user remains solely responsible for determining, reporting and paying any taxes applicable to purchases, sales, rentals, commissions, rewards or other transactions carried out through the Platform. SpotGrid does not provide tax advice.

12.5 Wallet

SpotGrid may provide users with a digital wallet allowing funds, commissions, rewards, promotional credits or other balances to be held within the Platform. Unless expressly stated otherwise, Wallet balances do not constitute bank deposits and do not generate interest. Wallet balances may be used for eligible Platform services, including but not limited to purchasing Spots, renting advertising space, purchasing event tickets or paying other fees supported by the Platform. Withdrawal conditions, processing fees and eligibility requirements shall be governed by the applicable Wallet Policy.

Article 13. Platform Evolution

13.1 Continuous Innovation

SpotGrid is intended to evolve continuously. SpotGrid may introduce new technologies, business models, communication tools, artificial intelligence services, APIs, integrations, premium subscriptions, networking features, event services, educational services and other innovations intended to improve the Platform.

13.2 Future Services

Future Platform services may be offered free of charge, through subscription models, transaction-based pricing or other commercial arrangements determined by SpotGrid. Existing Spot Owners may receive preferential access, discounts or other benefits where expressly announced.

13.3 Beta Features

SpotGrid may provide selected users with access to beta, preview or experimental features before public release. Such features may change, be suspended or discontinued without prior notice.

13.4 Artificial Intelligence

SpotGrid may integrate artificial intelligence technologies intended to improve advertising performance, Marketplace analytics, campaign management, recommendations, networking, customer support or other Platform functionalities. Availability of AI-powered services may vary by jurisdiction, subscription level or eligibility criteria.

Article 14. Intellectual Property

14.1 Ownership

All intellectual property rights relating to SpotGrid, including software, databases, trademarks, logos, graphics, user interfaces, algorithms, source code, documentation and Platform content remain the exclusive property of SpotGrid or its licensors.

14.2 No Transfer

Ownership of a Spot shall not transfer any intellectual property rights except for the limited contractual rights expressly granted under this Agreement.

14.3 Platform Branding

SpotGrid names, logos and trademarks may not be used without prior written authorization except where expressly permitted by applicable law or official branding guidelines.

Article 15. Compliance

15.1 Applicable Laws

Users shall comply with all laws applicable to their activities on the Platform.

15.2 Anti-Money Laundering

SpotGrid may implement anti-money laundering, sanctions screening, fraud detection, identity verification and compliance procedures whenever required by law or reasonably necessary to protect the Platform.

15.3 Restricted Activities

SpotGrid reserves the right to refuse transactions involving unlawful activities, sanctioned persons, prohibited jurisdictions or other circumstances creating unacceptable legal or commercial risk.

Article 16. Limitation of Liability

16.1 No Guarantee of Value

SpotGrid makes no representation, warranty or guarantee regarding the future value, resale value, rental income, advertising performance, popularity or commercial success of any Spot. Spot ownership involves business and market risks that are outside the control of SpotGrid.

16.2 No Investment Advice

Nothing contained within the Platform, Marketplace, marketing materials, presentations, demonstrations, analytics, reports or communications shall be interpreted as investment, financial, legal, tax or professional advice. Users are encouraged to obtain independent professional advice before making purchasing decisions.

16.3 Platform Availability

SpotGrid shall use commercially reasonable efforts to maintain Platform availability. However, uninterrupted, error-free and continuous operation cannot be guaranteed. Temporary interruptions may occur due to maintenance, upgrades, security measures, technical failures, force majeure events or circumstances beyond SpotGrid's reasonable control.

16.4 Third-Party Services

The Platform may rely upon third-party providers including payment processors, cloud infrastructure providers, communication services, analytics providers, artificial intelligence providers and other external partners. SpotGrid shall not be liable for failures, interruptions or losses directly caused by third-party services beyond SpotGrid's reasonable control.

16.5 Indirect Damages

To the maximum extent permitted by applicable law, SpotGrid shall not be liable for indirect, incidental, consequential, punitive, exemplary or special damages, including loss of profits, loss of business opportunities, loss of data, reputational damage or loss of goodwill.

16.6 Maximum Liability

To the maximum extent permitted by law, SpotGrid's aggregate liability arising from or relating to a specific Spot shall not exceed the amount actually paid by the affected Spot Owner for that Spot. Where the claim does not relate to a specific Spot, SpotGrid's aggregate liability shall not exceed the total amount paid by the affected user to SpotGrid during the twelve (12) months preceding the event giving rise to the claim.

Article 17. Suspension and Termination

17.1 Suspension Rights

SpotGrid may temporarily suspend access to the Platform, Marketplace, Wallet, advertising functionality or other services where reasonably necessary to:

protect Platform security;
prevent fraud;
conduct investigations;
comply with legal obligations;
protect users;
maintain operational integrity.

17.2 Termination for Cause

SpotGrid may terminate or restrict access where a user materially breaches this Agreement, engages in unlawful conduct, attempts to manipulate the Marketplace or otherwise creates significant legal, operational or reputational risk.

17.3 Effect of Termination

Termination of Platform access shall not automatically extinguish ownership rights already validly acquired unless such termination results from fraud, unlawful activity, court order or other legally justified circumstances.

17.4 Survival

Any provisions which by their nature should survive termination shall remain in full force and effect following termination, including provisions relating to liability, intellectual property, governing law, dispute resolution, compliance obligations and accrued rights.

Article 18. Amendments

18.1 Right to Amend

SpotGrid may amend this Agreement from time to time to reflect legal developments, regulatory requirements, technological innovation, Platform evolution, operational improvements or business needs.

18.2 Notification

Material amendments may be communicated through the Platform, email notifications, account dashboards or other reasonable means determined by SpotGrid.

18.3 Continued Participation

Unless mandatory law requires otherwise, continued ownership, use of the Platform or participation in the SpotGrid ecosystem after the effective date of an amendment shall constitute acceptance of the revised Agreement.

Article 19. Miscellaneous

19.1 Entire Agreement

This Agreement, together with the Spot Purchase Agreement and all incorporated SpotGrid Policies, constitutes the entire agreement governing Spot ownership.

19.2 Severability

If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions shall remain fully valid and enforceable.

19.3 No Waiver

Failure by SpotGrid to enforce any provision shall not constitute a waiver of future enforcement.

19.4 Assignment

SpotGrid may assign, transfer or delegate this Agreement in connection with mergers, acquisitions, corporate restructurings, financing transactions or transfers of substantially all business assets. Users may not assign their rights or obligations except through mechanisms expressly authorized by SpotGrid.

19.5 No Employment Relationship

Nothing contained in this Agreement shall create any employment relationship, agency relationship, partnership, joint venture, fiduciary relationship or similar legal association between SpotGrid and any user.

19.6 Force Majeure

SpotGrid shall not be liable for delays, interruptions or failures resulting from events beyond its reasonable control, including natural disasters, war, terrorism, cyberattacks, labour disputes, governmental actions, internet failures, infrastructure failures or other force majeure events.

19.7 Electronic Acceptance

Acceptance of this Agreement through electronic means shall have the same legal effect as a handwritten signature to the maximum extent permitted by applicable law.

19.8 Language

The English-language version of this Agreement shall govern. Any translation is provided solely for convenience and shall not modify the meaning or interpretation of the English version.

Article 20. Governing Law and Contact Information

20.1 Governing Law

This Agreement shall be governed exclusively by the substantive laws of Switzerland, excluding conflict-of-law principles.

20.2 Jurisdiction

Unless mandatory law provides otherwise, the courts having jurisdiction over the registered office of SpotGrid shall have exclusive jurisdiction over any dispute arising out of or relating to this Agreement.

20.3 Contact Information

Questions concerning this Agreement may be directed to SpotGrid using the contact information published on the official Platform.

20.4 Related Documents

This Agreement should be read together with the following SpotGrid documents:

Spot Purchase Agreement (SPA)
Terms of Service
Privacy Policy
Cookie Policy
Referral Program
Contributor Program
Collective Rewards Program
Temporary Campaign Policy
Wallet Policy
Advertising Policy
Marketplace Rules

By acquiring, owning, renting, selling, transferring or otherwise using a Spot within the SpotGrid ecosystem, the user acknowledges having read, understood and agreed to be legally bound by this Master Spot Ownership Agreement.