TERMS & CONDITIONS

IMPORTANT! YOUR
ACCESS TO THIS WEBSITE IS SUBJECT TO LEGALLY BINDING TERMS AND CONDITIONS.
CAREFULLY READ ALL OF THE FOLLOWING TERMS AND CONDITIONS BEFORE PROCEEDING.
ACCESSING AND INSTALLING THIS WEBSITE AND GAME CLIENT BY CLICKING THE “I
ACCEPT” or “CONTINUE” BUTTON, BELOW, IS THE EQUIVALENT OF YOUR SIGNATURE AND
INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS AND THAT YOU INTEND TO
BE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS,
DO NOT INSTALL.

These Terms and
Conditions (the “Agreement”) is an agreement between you (“you”) and HeroPoker
(the “Company”). Each of the terms “we”, “us” and “our” means the Company. The
terms “Poker client, website and product” means any information or game play
medium that you use to access HeroPoker for information or game play related
activity on HeroPoker. The effective date of this Agreement is when you accept
or are deemed to accept this Agreement in accordance with the procedure set out
in this Agreement.

This Agreement will
affect your legal rights and we strongly recommend that you read the agreement
in its entirety and seek independent legal advice to address any questions you
may have regarding the Agreement prior to clicking on the “Accept” or
“Continue” button.

## 1. Applicability of Terms and Conditions

By clicking on the
“Accept” or “Continue” button, you represent and warrant to the Company that
you fully understand and agree to comply with all of the terms and conditions
of this Agreement and that failure to abide by these terms and conditions may
result in disqualification, account closure, forfeiture of funds and/or legal
action against you by the Company. This Agreement incorporates by reference all
guidelines or rules applicable to our service, which are posted on our website
from time to time, as may be amended from time to time by the Company.

## 2. Ownership and Copyright

You acknowledge that
any and all information, content, reports, data, databases, graphics,
interfaces, web pages, text, files, software, product names, company names,
trade-marks, service-marks, logos and trade names including the name
www.HeroPoker contained on this website (collectively the “Content”) including
the manner in which the Content is presented or appears and all information
relating thereto, are the property of their respective owners as indicated, the
Company or its licensors, as the case may be. Without limiting the generality
of the foregoing, the term “Content” shall also include images, pictures,
graphics, photographs, animations, videos, music, audio, text, and the Games (as
defined below) located on the Company website. You agree that the Content is
protected by copyright law and the Company reserves all right in relation to
the Content.

## 3. Permitted Use

The Company hereby
grants to you a personal, non-transferable and non-exclusive license to access,
read and download one copy of the Content solely for your use of this website
and the Games. You further agree that your use of the software downloaded on or
through this website (the “Software”) is governed by the terms and conditions
of this Agreement and the Company’s End User License Agreement, which is
incorporated herein by reference. For more information on the terms and
conditions and the rights and restrictions attached to your use of the Software
please see our End User License Agreement. You agree that in the event of a
conflict between our Legal Terms and Conditions and the End User License
Agreement, as they relate specifically to the use of the Software, the terms of
the End User License Agreement shall prevail.

## 4. Restrictions on Use

You agree that you
will not:

(i) distribute the
Content for any purpose including without limitation compiling an internal
database, redistributing or reproduction of the Content by the press or media
or through any commercial network, cable or satellite system; or

(ii) create
derivative works of, reverse engineer, decompile, disassemble, adapt,
translate, transmit, arrange, modify, copy, bundle, sell, sub-license, export,
merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host,
publish, make available to any person or otherwise use, either directly or
indirectly, the Content in whole or in part, in any form or by any means
whatsoever, be they physical, electronic or otherwise. You shall not permit,
allow or do anything that would infringe or otherwise prejudice the proprietary
rights of the Company or its licensors or allow any third-party to access the
Content. The restrictions set out in this Agreement shall not apply to the
limited extent the restrictions are prohibited by applicable law.

## 5. License to Use your Information

With the exception
of personal information which is governed by our Privacy Policy, you hereby
grant to the Company the perpetual, unlimited, royalty-free, worldwide,
non-exclusive, irrevocable, transferable license to run, display, copy,
reproduce, publish, bundle, distribute, market, create derivative works of,
adapt, translate, transmit, arrange, modify, sub-license, export, merge,
transfer, loan, rent, lease, assign, share, outsource, host, make available to
any person or otherwise use, any information or other content you provide,
directly or indirectly, on or through this website or which is sent to the
Company by e-mail or other correspondence, including without limitation, any
ideas, concepts, inventions, know-how, techniques or any intellectual property
contained therein, for any purpose whatsoever. The Company shall not be subject
to any obligations of confidentiality regarding any such information unless
specifically agreed by the Company in writing or required by law. You represent
and warrant that you have the right to grant the license set out above.

## 6. Personal Information and Privacy Policy

Subject to our
Privacy Policy, the Company may from time to time, but is not obligated to,
monitor your use of the website and collect, store, use and disclose to third
parties personal information about you and your use of the website and the
Games and you hereby consent to such collection, storage, use and disclosure
and waive any right of privacy you may have in respect thereof. This Agreement
incorporates by reference the terms of our Privacy Policy. You agree that in
the event of a conflict between our Privacy Policy and our Legal Terms and
Conditions, our Legal Terms and Conditions shall prevail. For more information
on the Company’s use of registration data and certain other information we
collect from you please see our Privacy Policy.

== 7. No Warranties, Limitations on Liability and
Disclaimers ==
YOUR ACCESS TO OUR
WEBSITE, THE CONTENT, DOWNLOAD OF THE SOFTWARE AND PARTICIPATION IN THE GAMES
IS AT YOUR SOLE OPTION, DISCRETION AND RISK. THE COMPANY SHALL NOT BE LIABLE
FOR COMPUTER MALFUNCTIONS OR ATTEMPTS BY YOU TO PARTICIPATE IN THE GAME BY
METHODS, MEANS OR WAYS NOT INTENDED BY THE COMPANY. OUR WEBSITE, THE CONTENT,
THE GAMES AND THE SOFTWARE ARE PROVIDED TO YOU “AS IS,” WITHOUT ANY
REPRESENTATIONS, WARRANTIES, GUARANTEES OR CONDITIONS, OF ANY KIND, WHETHER
EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO,
WARRANTIES AS TO UNINTERRUPTED OR ERROR FREE OPERATION, AVAILABILITY, ACCURACY,
COMPLETENESS, CURRENTNESS, RELIABILITY, TIMELINESS, LEGALITY, SUITABILITY,
PRIVACY, SECURITY, MERCHANTABILITY, QUALITY, TITLE, NON-INFRINGEMENT OR FITNESS
FOR A PARTICULAR PURPOSE, OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE
OF TRADE. THE COMPANY DOES NOT WARRANT THE FUNCTIONS CONTAINED IN OUR WEBSITE,
THE GAMES OR THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THEIR OPERATIONS
WILL BE UNINTERUPPTED OR ERROR FREE. THE ENTIRE RISK AS TO THE USE, QUALITY AND
PERFORMANCE OF OUR WEBSITE, THE GAMES AND THE SOFTWARE LIES WITH YOU. IN NO
CASE WILL THE COMPANY’S, ITS AFFILIATES, AGENTS, LICENSORS, SUPPLIERS, AND
THEIR RESPECTIVE DIRECTORS, OFFICERS, AND EMPLOYEES. CUMULATIVE TOTAL LIABILITY
ARISING UNDER ANY CAUSE WHATSOEVER (INCLUDING WITHOUT LIMITATION YOUR USE OF
OUR WEBSITE, THE GAMES OR THE SOFTWARE, BREACH OF CONTRACT, TORT, NEGLIGENCE,
GROSS NEGLIGENCE, OR OTHERWISE) BE FOR MORE THAN THE AMOUNT, IF ANY, YOU PAID
TO ACCESS OUR WEBSITE.

THE COMPANY WILL NOT
BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR
YOUR USE OF OUR WEBSITE, THE GAMES, OR THE SOFTWARE, HOWEVER THEY ARISE,
WHETHER FOR BREACH OF CONTRACT OR IN TORT, EVEN IF THE COMPANY RECEIVED PRIOR
NOTICE OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT, SHALL THE COMPANY BE
LIABLE FOR ANY MALFUNCTIONS OF THE SOFTWARE, BUGS OR VIRUSES, RESULTING IN LOST
DATA OR ANY OTHER DAMAGE TO YOUR COMPUTER EQUIPMENT OR SOFTWARE. FURTHER, THE
COMPANY IS NOT REQUIRED TO PROVIDE REDUNDANT OR BACKUP NETWORK AND/OR SYSTEMS.

THERE IS NO
GUARANTEE THAT PERSONAL INFORMATION AND TRANSACTIONS ON THIS WEBSITE OR ON THE
INTERNET WILL BE MAINTAINED CONFIDENTIAL AND SE-CURE. THE USE OF THIS WEBSITE
AND THE CONTENT IS AT YOUR OWN RISK AND THE COMPANY ASSUMES NO LIABILITY OR
RESPONSIBILITY PERTAINING TO THE CONTENT, YOUR USE OF THE WEBSITE OR THE
RECEIPT, STORAGE, TRANSMISSION OR OTHER USE OF YOUR PERSONAL INFORMATION.

THE COMPANY ASSUMES
NO OBLIGATION TO UPDATE THE CONTENT ON THIS SITE. THE CONTENT ON THIS SITE MAY
BE CHANGED WITHOUT NOTICE TO YOU. THE COM-PANY IS NOT RESPONSIBLE FOR ANY
CONTENT OR INFORMATION THAT YOU MAY FIND UNDESIRABLE OR OBJECTIONABLE. THE
COMPANY DISCLAIMS ANY LIABILITY FOR UNAUTHORIZED USE OR REPRODUCTION OF ANY
PORTION OF THE WEBSITE. ACCESSING THE CONTENT FROM TERRITORIES WHERE IT MAY BE
ILLEGAL IS PROHIBITED.

This website may
contain links to other sites. The Company does not assume responsibility for
the accuracy or appropriateness of the information, data, opinions, advice, or
statements contained at such sites, and when you access such sites, you are
doing so at your own risk. In providing links to the other sites, the Company
is in no way acting as a publisher or disseminator of the material contained on
those other sites and does not seek to monitor or control such sites. A link to
another site should not be construed to mean that the Company is affiliated or
associated with same. The Company does not recommend or endorse any of the
content, including without limitation any hyper-links to or content found, on
other websites. The mention of another party or its product or service on this
website should not be construed as an endorsement of that party or its product
or service.

The Company will not
be responsible for any damages you or any third-party may suffer as a result of
the transmission, storage or receipt of confidential or proprietary information
that you make or that you expressly or implicitly authorize the Company to
make, or for any errors or any changes made to any transmitted, stored or
received information.

THE TERMS OF THIS
AGREEMENT MAY BE CHANGED, FROM TIME TO TIME BY THE COMPANY ACTING IN ITS SOLE
DISCRETION, WITHOUT NOTICE TO YOU. YOU ARE STRONGLY RECOMMENDED TO REVIEW THE
TERMS AND CONDITIONS OF THIS AGREEMENT ON A REGULAR BASIS TO STAY INFORMED OF
SUCH CHANGES, IF ANY.

## 8. Termination

This Agreement is
effective until terminated by the Company, with or without cause, in the
Company’s sole and unfettered discretion. The Company may terminate this
Agreement without notice to you if you fail to comply with any of its terms.
Any such termination by the Company shall be in addition to and without
prejudice to such rights and remedies as may be available to the Company under
this Agreement, including injunction and other equitable remedies.

The disclaimers,
limitations on liability, ownership, termination, interpretation, your license
to the Company, your warranty and the indemnity provisions of this Agreement
shall survive the termination or expiry of this Agreement.

## 9. Indemnity

You agree at all
times to indemnify, defend and hold harmless the Company, its directors,
officers, shareholders and employees, including the Company’s agents,
suppliers, affiliates and their respective directors, officers and employees,
against all actions, proceedings, costs, claims, damages, demands, liabilities
and expenses whatsoever (including legal and other fees and disbursements)
sustained, incurred or paid by the Company directly or indirectly in respect of
your use or misuse of the Content or this website in any manner whatsoever,
including without limitation infringement claims, participation in the Games
and your entitlement to any winnings through the use of such Games.

## 10. Registration and the Games

To play at
HeroPoker, you will need to register for an account (“Account”) by choosing a
unique account name and password and entering other information such as your
first and last name, address, email and telephone number. You agree to provide
only true and current information and you further agree to update this
information as necessary to keep it true and current. By registering on or
through our website you will be able to access both play money games and
tournaments (“Play Money Games”) and real money games and tournaments (“Real
Money Games”). Play Money Games and Real Money Games are collectively referred
to herein as the “Games”.

## 11. Rules and Procedures of the Games

The Games will be
played pursuant to generally accepted poker rules and procedures as
specifically set out in the Featured Games Section of our website, as well as
other sections of our website and Software, including but not limited to How to
Play, Table Stakes, Tournaments, and Disconnection and All-in Policy, and any
other page that governs any particular event, game or tournament, all of which
are specifically incorporated herein by way of reference.

## 12. Limited Use and Acknowledgment of Risk

The Games are for
entertainment only, and your participation in the Games is solely for your own
personal enjoyment and non-professional use. You agree to keep your Account
information secret and confidential and to not allow anyone else to use it. No
purchase is necessary or required to play the Play Money Games and you may play
the Play Money Games without betting money. Any participation in the Games is
at your sole option, discretion and risk. By playing the Games, you acknowledge
that you do not find the Games or our website to be offensive, objectionable,
unfair, or indecent. Any other entrance, access, or use of our website is
strictly prohibited. You hereby acknowledge that that there is a real risk that
you will lose your money by playing the Real Money Games and agree that the
Company will not be responsible to you in any way for such loss.

## 13. Legality of Participation in Games

You may only
participate in the Games if you are 18 years of age and over and it is legal
for you to do so according to the laws that apply in the jurisdiction from
where you are connecting to this website or you are of legal age in the
jurisdiction from where you are connecting from. You agree and acknowledge that
the Company has no duty to provide you any legal advice or assurances with
respect to the applicable laws governing your right to participate in the Games
and that it is your sole responsibility to ensure, at all times, that you
comply with the laws that govern you and your rights to play the Games. By
playing the Games you represent and warrant to the Company that you are in
compliance with applicable laws when playing the Games and have the legal right
to play the Games. Participation in the Games is void for whomever and wherever
prohibited by law. Residents of United States of America and all her
territories, Hong Kong, Republic of Korea, North Korea, Switzerland, France,
Italy, Spain, Denmark, and Belgium are not permitted to play the Games. An
account opened by any resident of these countries is a breach of this Agreement
and the Company will close such account subject to the terms and conditions
contained in this Agreement.

== 14. Artificial Intelligence & Unfair Advantage
Programs ==
We are committed to
detecting and preventing software programs which are designed to enable
artificial intelligence (non-human) to play on the Company’s website. You will
not use any software programs which are designed to provide you with assistance
in accessing, compiling or calculating information on other users of the
website or players of the Games. Additionally, you are not permitted to, and
you agree not to cause any such program to access the website or any data on it
and you are not permitted to access any such data and send it to any other
parties. In this regard, the Company prohibits those External Player Assistance
Programs (“EPA Programs”) which are designed to provide an “Unfair Advantage”
to players. “EPA Programs” means computer software, other than the Software,
and non-software-based databases or profiles such as websites and subscription
services. “Unfair Advantage” means any instance in which a User accesses or
compiles information on other player or players beyond that which you have
personally observed through you’re your own use and play of the Games. You
further agree not to use any robot software programs (or any other artificial
intelligence software programs) designed to play the Games on the Site.

Programs that
aggregate hand histories to profile a player’s own play and/or the play of
opponent players at the same poker table are allowed.

PokerTracker and
Texas Calculatem, for example, are programs that provide detailed statistical
analysis of hand histories for beneficial review. As well as personal game play
analysis, these programs also compile and profile an opponent’s play. This is similar
to how a meticulous player might use our “Player Notes” feature after every
hand to compile their own profiles on opponents. As such, these programs are
allowed.

Conversely, programs
that use statistics not collected by the player himself/herself through
ordinary, fair game play, are not allowed. Programs that share data are not
allowed. Further, we do not allow players to collude, share hole card
information or team up against other players. We also prohibit the use of any
software program that facilitates the sharing of this information or player
profiles.

PokerEdge and
CardAnalyzer, for example, are programs that compile player profiles in a
database and then sell subscription access to their systems. These programs
allow players to access profile information on players they have never played
against, and we believe this provides an unfair advantage. As such, these
programs are prohibited.

Examples of
acceptable programs

Acceptable programs
include, but are not limited to:

GameTime+

PokerAce Heads Up

PokerOffice

PokerTracker

PokerWeapon

Texas Calculatem

Examples of
prohibited programs

Prohibited programs
include, but are not limited to:

PokerEdge

PokerProphecy

PokiBot

StarSpy

WinHoldem

You hereby grant to
the Company the right to take any steps necessary to detect and prevent the use
of EPA Programs prohibited under this Agreement, including but not limited to
screen capture or reading the list of currently running programs on your
computer or any player’s computer. In the event that you are found to have
breached the provisions of this Section, we shall have the right to immediately
terminate your use of the Software and terminate your account without refunding
to you any money that may be held by us in your account at the time of such termination.

## 15. No Company Employees or Affiliates

If you are an
officer, director, employee, consultant or agent of the Company or one of its
affiliated or subsidiary companies, or a supplier or vendor to the Company, you
are not permitted to register with our website or to participate directly or
indirectly in any of the Games (each an “Unauthorized Person”). Similarly,
relatives of Unauthorized Persons are not permitted to register with our
website or to participate directly or indirectly in any of the Games. For these
purposes, the term “relative” shall mean spouse, partner, parent, child or
sibling. The Company will withhold any and all winnings to be paid in favour of
persons who are in breach of this provision.

## 16. Shared Table and Database Platform

The Company reserves
the right to run and utilize a shared table, server and database platform
(“Shared Table Platform”) which enables players from HeroPoker to play with
players coming into the games, tables and tournaments from other HeroPoker
regional websites to the same Shared Table Platform so that the players may be
pooled into common tables regardless of which regional HeroPoker website they
may have entered from. In such event, you agree that you may be pooled into
these common tables, at the Company’s sole discretion, and to the extent that
you breach the terms and conditions of one regional HeroPoker website, the
Company has the right to restrict you, in part or full, from accessing the
entire system so that you may not play through any regional HeroPoker website.
You agree further that your play patterns, personal data, depositing limits and
history may be calculated and shared across the system to counter fraud,
over-depositing and other matters, as the Company shall decide in its sole
discretion from time to time.

## 17. Play Money and Real Money Account Funding

Play money funds are
kept separate from legal currency or money (authorized by law) and are not
transferable or exchangeable within an Account. Further, play money funds have
no value in and of themselves and are not transferable or redeemable for any
legal currency. To play the Real Money Games, you will be required to deposit
legal currency into your Account by any of the methods specified by our
website, which may change from time to time in the Company’s sole discretion.
The Company will deposit such funds into your Account upon actual receipt of
funds by the Company and/or its agents. Minimum and maximum deposit limits and
the method of deposit will be determined by the Company from time to time,
acting in its sole discretion. The Company will pay, track and maintain all
funds, except as otherwise stated. The Company shall not be required to pay you
any interest on any funds deposited with the Company, its agents or affiliates
and You recognize and fully acknowledge that HeroPoker is not a financial
institution and should not be treated as an instrument to transfer or hold
funds without the intention of game play.

## 18. Bonuses

You may only use
complimentary or bonus amounts credited into your Account by the Company (if
any) for promotional purposes, for play in the Games. You are not entitled to
and agree not to, withdraw such amounts without first complying with the
additional terms and conditions set forth in each bonus offering, and if none, then
the terms and conditions set forth on the Standard Promotional Offer Terms and
Conditions are incorporated herein by reference. Further, the Company reserves
the right to reclaim any bonus amounts paid into your Account if you do not use
them within the period of time specified.

19. Cash Outs

Your account balance
(“Account Balance”) is the amount of legal money deposited to your Account to
access the Real Money Games, plus or minus any accrued winnings or losses from
playing the Games, less any amounts previously cashed out by you, and less any
amounts forfeited by you or amounts reclaimed or withheld by the Company
pursuant to the terms of this Agreement.

Except as otherwise
required by each deposit method or our security team, you may request to cash
out and withdraw any or all of your Account Balance at any time provided that
no more than 25% of the winnings source for your requested cashout has come
from promotional winnings.

All amounts cashed
out are subject to the transaction limits and processing fees as set forth at
www.HeroPoker.net, as determined by the Company acting in its sole discretion.
Further, the Company may report and withhold any amount from winnings as
required by law, and in any event, all federal, state, provincial and local taxes
due in connection with any winnings awarded to you are your sole liability.

In no event may
Account Balances be transferred, substituted or redeemed for any other prize.
Payment of funds cashed out shall be made by check, wire, credit card and/or
any other manner which the Company selects in its sole discretion. Payments
will be made as promptly as possible, subject to any reasonable security
reviews by the Company.

20. Electronic
Service Provider

In order to play the
Real Money Games you will be required to financially transact with us, which
entails depositing money with us and receiving money from us. The Company
reserves the right to sub contract and use third party payment processors
and/or financial institutions (“Electronic Service Providers” or “ESPs”) to
process such financial transactions. In furtherance of such processing, you
hereby irrevocably authorize us, as necessary, to instruct such ESPs to handle
account deposits and cash outs from your Account and you irrevocably agree that
the Company may give such instructions to ESPs on your behalf. You agree to be
bound by the terms and conditions of use of each applicable ESP. You agree that
in the event of a conflict between this Agreement and the ESP’s terms and
conditions, this Agreement shall prevail.

21. Hero Poker
reserves the right to make changes to the game platform at any time.

In the event that
Hero Poker changes Poker Platform the following Policies will Apply:

i. All Real money
balances will be retained and secured, all balances will remain unchanged and
transferred to the new poker platform.

ii. Announced
Guaranteed Tournaments will be retained and will run on the announced date. In
the event that the transition prevents the use of the system on the dates of
the Guaranteed Tournament, it will be rescheduled on nearest Date of the same
original day( Saturday, Sunday... etc.)

iii. All Tournament
Tickets/Registrations will remain applicable on the new poker Platform.

iv. All Experience
points will be transferred to the new Poker Platform and an appropriate value
conversion will done if necessary.

v. All Money Bonuses
will be transferred in to the new platform as Pending Bonus. The same release
rate will be applied to the Bonus.

vi. Hero Poker will
not be liable for any declared loss or inaccuracies of Bonus or Experience
Points on the new platform. All calculations will be based on the information
available to Hero Poker.

vii. Hero Poker will
not be held responsible for a change of payment solutions for cash outs. If
required players must re-apply if a new payment solution is being utilized by
Hero Poker and perform the necessary security verification.

22. Security Checks
and Review and Releases

To maintain a high
level of security, the Company reserves the right to conduct a security review
at any time to validate your identity, verify your financial transactions and
further document your consent to this Agreement. To facilitate these security checks,
you agree to provide such identification or other information or documentation
as the Company, in its sole and unfettered discretion, deems necessary. If you
fail to comply with any security request, the Company reserves the right to
void your Account. You will be notified of such verification request by
electronic mail or telephone and Account Balances will be forfeited if you fail
to provide the Company with such requested documentation and information within
the time period reasonably specified by the Company. Such request for
documentation and information may include a sworn affidavit of identity and
eligibility, release of liability in favour of the Company and publicity
authorization.

23. Abandonment of
Account Balance

The Company reserves
the right to cancel your Account for any reason whatsoever at any time without
notice to you pursuant to the terms of this Agreement. If you do not access
your Account by “logging in” to your Account using your Account Name and
password for a period of one hundred and eighty (180) consecutive days: (a)
your Account may be closed and the entire Account Balance will be deemed
abandoned and forfeited; and (b) the Company may close any account you may have
with an ESP; provided however, such requirement for log-in and entry is not and
does not constitute any requirement whatsoever for you to play any Game,
deposit funds or participate in any activity at our website other than “logging
in”.

24. Forfeiture,
Account Closure and Confiscation

The Company reserves
the right, in its unfettered discretion, to void any winnings and confiscate
any balance in your Account (and any ESP account or Company related or
affiliated account including any such account you may have with other websites
and casinos owned or operated by the Company) in any of the following
circumstances:

If you have more
than one active Account registered with us on any of our regional HeroPoker
sites;

If the name on your
Account registration does not match the name on the credit card(s) or other
payment accounts used to make purchases at or deposits with us;

If you participate
in one of our promotions and withdraw from a promotion before fulfilling the
requirements of that particular promotion;

If you provide
incorrect or misleading registration information;

If you are not of
legal age;

If you connect from
a jurisdiction where participation in the Games is prohibited by law;

If you have “charged
back” or denied any of the purchases or deposits that you made to your Account;

If you are found
cheating or attempting to cheat, or if it is determined by the Company that you
have employed or made use of a system (including machines, computers, software
or other automated systems) designed specifically to defeat our website, its
underlying system or our Games or you are found to have colluded or attempted
to collude with other players in order to defraud the Company;

If you fail to
comply with any of the terms and conditions set forth in this Agreement;

If you commit a
suspicious transaction pursuant to paragraph xi below; or

If the Company
becomes aware that you have played at any other online gaming site under any of
the circumstances set out at under subparagraphs i through ix above.

25. Disclosure to
Third Parties

You agree to keep
your Account secret and confidential and to not allow anyone else to use it. If
you intentionally or unintentionally, directly or indirectly, disclose your
Account Name and password to another person, and such disclosure results in a
third party participating in the Games using your Account Name and password,
such participation shall be valid (subject to compliance with the terms of this
Agreement), and you will not be refunded any resulting losses, regardless of
whether such third party did or did not obtain your consent. The Company shall
not be required to maintain Account Names or passwords if you misplace, forget,
lose, or are otherwise unable to enter your Account for any reason other than
the Company’s fault.

26. Suspension,
Modification, Removal and Addition of Games

The Company reserves
the right to suspend, modify, remove and/or add any Game in its sole discretion
and without notice. In the event of such suspension, modification, removal or
addition of any Game for any reason, the Company will not be liable to you in any
way.

27. Abusive or
Offensive Language, Player protection, Fair Play, and Goodwill of Player
Behaviour

Abusive or offensive
language is not permitted in the multi-player Games, chat areas or with Company
staff. Any violation of this policy may result in a suspension of playing
privileges or such other action as may be required by the Company to ensure
compliance. You hereby agree that you shall not post any unlawful, obscene,
libellous, defamatory, threatening, or other materials that would violate any law
or generally be considered offensive via the website using the chat option,
player image option, or in any correspondence with the Company’s staff. Abusive
or offensive language includes, but is not limited to, any player statements
that are in the Company’s sole opinion, obscene, profane, racist, in bad taste,
slanderous, unnecessarily hostile, or contrary to the purpose of our website’s
chat function.

Further you agree
that you shall not make any statements on or through the website which promote
any website, service or product of any party except the Company. You shall not
make any statements about the Company, the website or the Games that are untrue
or would reasonably be considered to be derogatory or critical.

A player account may
be locked or banned at the sole discretion of the Company if:

A player engages in
predatory game play behaviour towards another player;

A player engages in
excessive freeroll play or excessive promotional usage – any player account
that has 75% or more gameplay consisting of freerolls will fall into this
category;

A player engages in
rat-holing on a regular basis – rat-holing is defined as leaving a game with a
certain amount of chips and coming back with a smaller stack than when the
player left within a short period of time.

A player is deemed
to gain an unfair advantage which takes away from the enjoyment of other
players on the site;

If a player account
is banned under these circumstances the player’s current balance will be
returned to the player given that there are no issues of fraud and / or breach
of security.

28. Illicit
Advertising

At no time will you
or any individual or organization you are affiliated with advertise third party
products or websites to fellow users via our Software, chat or website without
the express written permission or agreement of the Company. The Company
reserves the right to suspend or indefinitely terminate accounts of players who
misuse our website or chat function to make statements that advertise any
product, website or service that is not endorsed by the Company.

29. Disclosure of
Fraudulent Activities & Recovery of Disputed Credit Card transactions

If, in the Company’s
sole determination, you are found to have cheated or attempted to defraud the
Games, our website, other players, or the Company in any way including but not
limited to game manipulation or payment fraud, or if you make untrue and/or
malicious comments with regard to the Company’s operation in any media or
forum, the Company reserves the right (and you authorize the Company) to
publicize your actions together with your identity and e-mail address, as well
as to circulate this information to other online gaming sites, banks, credit
card companies, law enforcement departments and other appropriate agencies. The
Company may close any accounts, and forfeit account balances, that you have on
deposit with us or at any other Company website, casino and/or business.
Further, in the event you dispute a credit card transaction made at or through
our website as being unauthorized, or made in a ‘card not present’ environment,
the Company may charge an administration & recovery fee of up to $USD
500.00 per disputed transaction if it is deemed by the Company that the
transaction was authorized and legitimate. The Company may also engage the
services of debt collection agencies to recover from you the amount of any
disputed transactions or chargebacks, administration and recovery fees, and
other associated credit card processing fees or fines.

30. Collusion

You agree not to
collude with other players of the Games by sharing hole cards or by any other
method. We reserve the right to restrict you in any manner from playing the
Games including, but not limited to, restricting seating and/or prohibiting you
from playing at a particular poker table or in a tournament, including
restricting two or more players from playing together at the same table or in
the same tournament. In the event the Company determines that you are colluding
with other players of the Games in any manner, the Company shall have the right
to immediately terminate your use of the Software and website and terminate
your account without refunding to you any money that may be held by us in your
account of at the time of such termination.

Players found guilty
of verbally agreeing to not play each other in a hand with the explicit intent
of maximizing the chance of eliminating a third player will be considered the
same as collusion and cases such as these will be reviewed on a case by case
issue. Persistent offenders risk will have their prize money confiscated.

31. Unauthorized
Money Transfers

The User agrees that
it will not lose a hand or win a hand with the intention to transfer the User’s
chips to another user of the Service apart from regular poker play, i.e. ‘Chip
dumping’. In the event the User breaches this Section, we may, acting in its
sole discretion, terminate the User’s account without refunding the User any
money that may be held by the us in the account of the User at the time of such
termination.

32. Anti-Money
Laundering Policy

In order to comply
with anti-money laundering laws that exist in various jurisdictions we reserve
the right to report suspicious transactions to federal, state, provincial or
local authorities and law enforcement agencies within those jurisdictions. In
exchange for us permitting you to participate in, use and access our website
and the Games you hereby grant us the right to report any transactions which we
deem suspicious, as determined solely by the Company acting in its sole discretion.
Examples of a suspicious transaction include but are not limited to: use of
funds suspected to be derived from illegal activities; any suspected intention
to conceal or disguise funds derived from illegal activities; or suspicion that
the involvement of our website and the Games is in any manner intended to
facilitate criminal activity.

If for any reason we
are of the belief or become aware of any transaction which we deem suspicious
in nature, we may without prior notice or explanation to you take the following
actions, which are in addition to all other rights and remedies available to us
under this Agreement, at law or in equity:

report such
transaction to the applicable federal, state, provincial or local authorities
and law enforcement agencies;

deactivate or close
your Account forthwith;

withhold any funds
held in your Account;

restrict you from
registering an account on or with our website or any of our affiliated
websites.

TERMS AND CONDITIONS
GOVERNING CREDIT CARD USE

33. The Company will
charge your credit card using the descriptor “HeroPoker” and a contact phone
number, which will appear on your credit card statement.

34. In order to
prevent credit card fraud, we may charge your card an amount less than the
actual value of your deposit with us. In which case we will require you to
confirm with us the amount actually charged to your credit card so that we can
verify that you are the authorized owner of the charged credit card. In order
for us to complete our verification procedure, you will require access to your
credit card statement and will need to confirm with us that you are the
authorized owner of the charged credit card. For example: if a player submits a
$100 deposit, we may actually charge the credit card $99.86, but deposit $100 to
your Account. We will then ask you to confirm with us the amount that was
actually charged to your credit card as shown on your credit statement, being
$99.86. If you fail to provide us with the correct amount charged to your
credit card then we may suspend your account until such time as we are
satisfied that you are the authorized owner of the charged credit card.

35. Some credit card
deposits may not be charged to your card immediately. As a fraud protection
measure, in certain circumstances we will only pre-authorize a charge to your
card and then the settle the transaction when we are satisfied that it is a
legitimate charge. Many banks also have processing delays, especially if a
charge is submitted on a weekend. It is not unusual for the credit charge to
appear on your credit card statement up to 10 days from the date you charge
your credit card to make a deposit into your Account.

36. You will be
emailed a transaction receipt for every credit card deposit made at on or
through our website. Please keep a copy of these transaction receipts for your
records.

37. Details of your
credit card transactions with us are displayed in the history tab of the
cashier within the HeroPoker Software, and are also displayed on the player
ledger page under the player administration section.

38. We use various
billing companies and merchant accounts to process credit card transactions.

39. Making a deposit
into your Account will not obligate you to make a purchase or play any Games on
our website. You may request a refund of your deposit at any time by sending us
an email to support@HeroPoker.net If possible, we will cancel the credit card
transaction or directly refund the charged credit card, but in some cases we
may not be able to do this due to credit card processing regulations. In the
event that we are not able to cancel a transaction or refund your deposit
directly to your credit card, we will refund you by depositing funds directly
into a bank account selected by you or other means by our own absolute discretion.
We may require additional verification from you in the event that we are not
able to refund your deposit directly to your credit card.

40. Should you have
any queries related to a credit card transaction on our website, please contact
us. We are always pleased to answer your questions and assist you with this
process.

41. By committing
credit card fraud you are exposing yourself to liability and dire consequences.
If you fraudulently dispute a transaction with the Company, we will take action
against you pursuant to paragraph 28 above; and we will ascertain your
whereabouts and commence legal action against you to recover all damages and
costs (including our legal fees) incurred by us as result of your fraud. Please
be advised that it is unlawful to dispute valid credit transactions.

GENERAL CONTRACT
PROVISIONS

42. Settlement of
Disputes

You fully accept and
agree that the Company’s random number generator (“RNG”) software will
determine the outcome of the Games. Further, in the event of a discrepancy
between the result showing on the Software and the Company’s gaming server, the
result showing on the Company’s gaming server shall be the official and
governing result of the Game. Moreover, you understand and agree that our
Website and Company records shall be the final authority in determining the
terms of your participation in the Games, the activity resulting there from and
the circumstances in which they occurred.

43. Notices

If you have any
dispute with regard to any outcome in the Games or other activity on our
website, you must submit your complaint to the Company in writing within
fourteen (14) days of the incident in dispute by email to legal@HeroPoker.net

44. Governing Law

This Agreement shall
be governed by and construed in accordance with the courts of Hong Kong.

45. Entire
Agreement, Modification and Amendments

You fully understand
and agree to be bound by the terms and conditions contained herein and as
modified and/or amended from time to time. The Company reserves the right to
modify and amend this Agreement at any time with or without notice. Such
amendments will become effective immediately upon being posted on our website.
It is your sole responsibility to review this Agreement and amendments hereto
each time you play. The terms and conditions contained herein represent the
complete and final agreement between you and the Company and supersede any and
all prior agreements, representations or statements made by the Company.

46. English Language

We have required
that this Agreement and all documents relating thereto be drawn-up in English.

47. Interpretation

The division of this
Agreement into sections and the insertion of headings are for convenience of
reference only and shall not affect the construction or interpretation of this
Agreement. In this Agreement, words importing the singular number include the
plural and vice versa, words importing gender include all genders; and words
importing persons include individuals, sole proprietors, partnerships,
corporations, trusts and unincorporated associations. All references to money
amounts in this Agreement, unless otherwise specified, are in United States
dollars.

48. Endurement

This Agreement shall
endure to the benefit of and be binding upon each of Us and our respective
successors and permitted assigns. You acknowledge having read this Agreement
before accepting it, having the authority to accept this Agreement and having
received a copy of this Agreement.

PLEASE PRINT A COPY
OF THE TERMS OF THE AGREEMENT FOR YOUR REFERENCE. IN ADDITION, WE SUGGEST THAT
YOU PRINT AND STORE ALL TRANSACTION RECEIPTS AND GAME RULES AS APPLICABLE TO
YOUR ACTIVITIES.

ANNEX I.

General Promotional
Prize Competition Terms & Conditions

To enter a
competition you must have an active Heropoker user account. To consider the
account active, the user must have completed atleast three (3) Freeroll
Tournaments.

By entering
competitions the winner agrees to participate in such promotional activity and
material as HeroPoker may require.

To claim the prize,
please send us a photo of yourself with the Heropoker client running on the
background via support@heropoker.net or as a private message in Facebook:
http://www.facebook.com/HeroPokerNet

If the competition
or promotion is run on Facebook, then it is in no way sponsored, endorsed or
administered by, or associated with Facebook. By participating you hereby
release and hold harmless Facebook from any and all liability associated with
this promotion.

HeroPoker reserves
the right to amend these rules at any time. We may also create rules which will
apply to a specific competition only. If we do this we will publish the amended
competition rules and/or specific competition rules on the relevant competition
page.

Copyright ©2015
HeroPoker. All rights reserved.

HeroPoker can be
contacted by sending an e-mail to legal@HeroPoker.net