CORE PERKS PAYOUT PROGRAM

TERMS OF PARTICIPATION

Effective December 1, 2020

Manticore Games (“Manticore”) has apportioned a percentage of its net revenue to repurchase earned Core Credits (license rights) from select, top tier Core creators (the “Core Perks Payout Program” or the “Program”). From time to time, Manticore Games will set a rate at which it will repurchase Core Credits earned by such creators.

In order to participate in the Program, you must agree to the Terms of Participation (the “Participation Terms”) set forth below. If you do not agree to these Participation Terms, you may not participate in the Program.

ELIGIBILITY

To be eligible to receive an invitation and to participate in the Payout Program, you must:

1) have a Core account which is a) over thirty (30) days old, b) active (e.g. has been logged into within the past ninety (90) days), and c) in good standing (meaning in compliance with Manticore’s Terms of Service which are incorporated herein and, together with these Participation Terms, collectively the “Terms”),

2) provide Manticore and its payment provider, Tipalti, with all requested information (for example, valid legal name, verified email address, two-factor authentication, and tax identification) and related documentation, and

3) meet the threshold criteria of average DAU in a calendar month (for example, an average of 50 DAU across all of your games during that calendar month).

ENROLLMENT

Manticore will email any newly eligible creators an invitation to enroll in the Payout Program and create an account with Tipalti (see more information on Tipalti below). Eligible creators may accept the Payout Program invitation by agreeing to the Terms and registering an account with Tipalti.

While having a minor infraction in your past account history does not necessarily disqualify you for the Payout Program, there are certain particularly egregious violations that can result in your disqualification from the Payout Program regardless of the timing of the infraction, including, for example, scamming, phishing, false advertising, attempting to exchange Core Credits for real currency outside of the Core platform, or any unethical or illegal activity.

PAYOUT

By creating games, experiences, and virtual goods and services, and offering related content (such as micro-transactions, subscriptions, and other “perks”) for players to purchase through the Core platform, Creators can earn Core Credits (“Earned Credits”). Core Credits acquired by other means (for instance, through purchase or as a gift or bonus) are not Earned Credits.

Creators can view their Earned Credits balance through the Payout Program portal provided by Manticore.

Upon reaching certain tiers of Earned Credits as indicated on the portal, creators can submit a request to Manticore to repurchase a specified amount of such Earned Credits at the then-current repurchase rate.

Manticore reserves the right to review account activity and to deny eligibility, invitation, continued participation, or payout to any creator who we determine has violated our Terms, the law, or the spirit of our Payout Program or Core.

Suspicious activity or inaccuracies in the information submitted to Manticore and/or Tipalti can result in processing delays or can result in your eligibility being denied. Denials can occur for multiple reasons; common reasons for denial include failure to complete account registration or submit tax forms on the Tipalti portal, or violations of our Terms of Service (including but not limited to scamming, leveraging bots, account theft, suspicious activity, or any illegal or unethical activities). Please note that if your request is rejected for violation of our Terms, we will not be able to provide specific details on why it was rejected. Approval of a payment in the past is not a guarantee of future eligibility or that future payments will be processed.

Upon its approval of a repurchase request, Manticore will deduct the applicable amount of Earned Credits from such creator’s balance and, at the end of the applicable calendar month, remit payment for such repurchase through Tipalti. Please allow approximately two (2) weeks for your eligibility to be reviewed and any approved payment to be processed.

CREATOR ACKNOWLEDGEMENTS AND FURTHER AGREEMENTS

Participants in the Payout Program are providing a service to Core users and, accordingly, are expected to actively contribute to fostering a welcoming and compliant environment for all players.

In consideration for your invitation to and continued participation in the Payout Program, you agree to assist Manticore with certain actions, including helping our Customer Support and Moderation teams resolve user issues, updating your content to meet our security and technical requirements, and providing assistance related to legal and regulatory mandates (for example, complying with our DMCA takedown process as set forth in our Intellectual Property Infringement Notification Policy).

Additionally, you further acknowledge and agree as follows:

  1. Review and Approval. Submitting a repurchase request does not guarantee that you are eligible to receive a payout. Upon submitting a request, Manticore will review your eligibility and, if approved, will repurchase your Earned Credits and remit payment to you through Tipalti within two (2) weeks of the end of each calendar month.

  1. Transaction Fees. Transaction fees are assessed on each payout and will be deducted from any amounts that would otherwise be owed to you. Please see Tipalti Account for more information.

  1. Tax Implications. Prior to any payouts being made, you must have provided an IRS form W-9 (for U.S. taxpayers) or W-8 (for non-U.S. taxpayers). All payments made to U.S. creators (excluding certain limited exceptions due to reporting requirements) will be reported to the IRS and to you via form 1099. Payments made to non-U.S. users will not be reported to their home countries. As payouts are a payment for creative services that you have provided to Manticore, you are responsible for any taxes which you may owe due to a payout. All Payout Program participants are responsible for ensuring that all payments received are reported to the proper taxing authorities. Income earned by minor children can impact their parent or guardian’s tax returns. For more information on tax implications, please see Taxes.

  1. International Restrictions. Manticore may not be able to remit payments to certain countries, entities, or individuals because of legal or other considerations.

  1. Reservation of Rights. Manticore reserves the right to modify, amend, or cancel the Payout Program, add, remove, or modify the eligibility or participation requirements, and change the rate at which we offer to repurchase Earned Credits from eligible creators. The existence of the Payout Program today does not create any obligation for us to continue the Program in the future, nor does it guarantee that Manticore will repurchase Earned Credits in the future. We reserve the right to review activity on accounts, to assess the validity of Earned Credit balances, and to deny payout to any creator who we reasonably believe has violated these Terms or the spirit of the Program.