BreakRoom Drops — Vaultd Terms of Service

1. Acceptance

These Terms of Service (the "Terms") constitute a legally binding agreement between you and Keystone Cards, LLC, a Tennessee limited liability company doing business as "BreakRoom Drops" ("BreakRoom," the "Company," "we," "our," or "us"), governing your access to and use of the BreakRoom Drops website, mobile applications, and related services (collectively, the "Service"). You manifest your assent to these Terms, and they become effective as to you, upon the earliest of: (a) your creation of an account; (b) your activation of any control labeled to that effect (including, without limitation, "Create account," "Open," or "Sell"); or (c) your placement of any order. Each such act constitutes your electronic signature within the meaning of the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. § 7001 et seq., and the Tennessee Uniform Electronic Transactions Act. The Company maintains a dated archive of each version of these Terms and a record of each User's assent thereto. If you do not agree to these Terms in their entirety, you are not authorized to access or use the Service.

The following documents are incorporated herein by reference and form part of these Terms: the Privacy Policy (/privacy); the Vault Refund Policy (/vault-refunds); the Shipping Policy (/shipping); the Pack Odds Disclosure (/vault/odds); the Card Distribution Disclosure (/vault/card-distribution); the Official Rules of any promotion in which you participate (§ 5.16); and the Acceptable Use (§ 9) and Responsible Play (§ 8) provisions hereof. In the event of any conflict between an incorporated document and these Terms, these Terms shall control.

Modification. The Company reserves the right to modify these Terms from time to time. Where a modification materially affects your rights or obligations hereunder (including, without limitation, any modification to prices, fees, the buyback formula, refund provisions, the holding window, or the treatment of account balances), the Company shall announce the modification by in-Service notice and shall require your express acceptance of the modified Terms before your next purchase, sale, or redemption; such modification shall apply prospectively only and shall not apply to any pack, case open, sale, or redemption completed prior to its effective date. Modifications to § 16 (Dispute Resolution) are subject to the rejection right set forth in § 16.7. All other modifications shall become effective upon posting with a revised "Last Updated" date. Your continued access to or use of the Service following the effective date of any modification shall constitute your acceptance of the Terms as so modified with respect to all use from and after such date.

2. Eligibility

Access to and use of the Service is conditioned upon the truth and accuracy of each of the following representations and warranties, which you make to the Company as of each access to the Service and upon which the Company expressly relies:

1. You are at least eighteen (18) years of age, or the age of majority in your jurisdiction of residence if greater. The Service is not directed to, and may not be used by, any minor, whether directly or through the account of a parent, guardian, or other adult.
2. You reside in, and are accessing the Service from, the United States. The Service is offered throughout the United States; the Company nonetheless reserves the right to restrict the availability of the Service, or any portion thereof, in any state or territory at any time, and shall publish any such restriction at /legal/where-we-serve, effective upon posting. The Service is not available outside the United States, in any country or territory subject to comprehensive United States sanctions (including, without limitation, Cuba, Iran, North Korea, and Syria), or to any person appearing on a list of sanctioned persons maintained by the Office of Foreign Assets Control of the United States Department of the Treasury.
3. You are not employing a virtual private network, proxy server, or any other means to obscure your location or to circumvent any restriction imposed by the Company.
4. You have not previously been suspended or removed from the Service, and you are not creating or operating an account for or on behalf of any person who has.
5. You are acting solely on your own behalf and with your own funds, and not for or on behalf of any undisclosed third party.
6. You maintain and operate no more than one (1) account (§ 4.2).

The Company reserves the right, in its sole discretion, to refuse, limit, suspend, or condition service to any person at any time for any lawful reason. The Company may verify any of the foregoing representations at any time and may require the production of government-issued identification, proof of residence, or biometric verification. Where eligibility cannot be verified to the Company's satisfaction, the Company may suspend the affected features or the account pursuant to § 4.5. Any transaction entered into by a person who was ineligible at the time thereof is voidable at the Company's election; upon avoidance, the Company shall refund the purchase price to the payment method or balance from which it was drawn, less any amounts the Company is required by law to withhold.

3. The Service

BreakRoom operates three product surfaces:

3.1 Drops (weekly product releases)

A scheduled release of trading-card products (sealed booster boxes, elite trainer boxes, accessories) at Member pricing. VIP membership is required to purchase from Drops; non-Members may browse. Drop scheduling, fairness, and access rules are described in § 6. Active VIP membership may also confer the free Vault pack benefit described in § 5.13, subject to the discretionary terms of that section.

Active VIP membership may also include access to a tiered VIP rewards program (described at /vault/vip) that issues Vault Credits as discretionary promotional incentives in connection with Member engagement and platform spend. The VIP rewards program is a loyalty program governed by the terms of § 7.6(a). Participation in VIP rewards confers no contractual right to any specific reward rate, tier benefit, or program continuation.

3.2 Vaultd (pack marketplace)

A marketplace where you purchase packs. Opening a pack assigns you one card drawn at random from a pre-disclosed, tier-eligible pool and gives you a redeemable position in that specific card at its then-current fair market value (FMV). Each pack price corresponds to a tier (a defined set of eligible cards within a stated FMV band). Cards may be graded slabs (PSA, CGC, BGS, TAG) or raw (ungraded) cards. Within the redemption window in § 5.4, you may redeem the card for physical shipping (title passes to you on shipment) or sell the position back to BreakRoom for its FMV (see § 5).

Vaultd is a marketplace for collectible trading cards. Every pack resolves to a real, gradeable, shippable card. Cards awaiting your redemption or sale remain part of BreakRoom's inventory; BreakRoom does not provide long-term storage, safekeeping, or "vaulting" of customer-owned cards. Sale proceeds are payable as account credit usable within the Service, subject to the withdrawal mechanics in § 7.6.

Vaultd feature flag. Vaultd may be enabled or disabled at our discretion. When disabled, Vaultd-specific provisions (§ 5, § 7, § 8) are inactive but remain part of these Terms for users who later access Vaultd.

3.3 Card Supplies (general retail)

Card protection and storage supplies (sleeves, toploaders, binders) are sold to all users without VIP membership, governed by the standard provisions of these Terms.

3.4 Vaultd cases

A "case" is a fixed set of cards, each bearing a published per-card probability displayed on the case page prior to purchase. Each open of a case constitutes an independent draw from such set; the card so drawn is assigned to the User in accordance with § 5, which shall likewise govern its sale and redemption. The Company may pause or retire a case at any time and for any reason; a paused case may not be opened, and no open completed prior to a pause or retirement shall be affected thereby. The cards, probabilities, and price governing an open are those displayed at the moment such open is confirmed.

3.5 Cards and awards carrying a label

Certain cards and certain promotional awards may bear a designation, such as "avg" or a stated range (a "Label"). A Label is descriptive of the manner in which a card or award is presented and of nothing further. A card or award bearing a Label is assigned to the User who receives it in the same manner as any other card (§ 5). A Label does not constitute a representation, warranty, or undertaking that any particular open, or any number of opens, will result in the assignment of such card or award. Where a case is retired prior to the award of a Labeled card, such card shall not be awarded.

3.6 Opening more than one at a time

Where the Service permits the initiation of multiple pack or case opens by a single action, each such open constitutes a separate and independent purchase, with its own draw and its own transaction record, and shall be charged severally and in sequence. Where any such open cannot be completed, no charge shall be assessed in respect thereof, and each open that was completed shall remain final and binding.

3.7 Changes to the Service

The Company reserves the right, in its sole discretion and without liability, to introduce, modify, suspend, or discontinue any feature, tier, case, pack, price, fee, spread, limit, or promotion at any time, and to withdraw any card from an eligible pool at any time prior to its being drawn. Any such change shall apply to purchases made thereafter and shall not reverse any open previously completed. All probabilities, values, prices, and indications of availability displayed on the Service are subject to correction in accordance with § 7.8.

4. Account

4.1 Registration

You must register an account with a valid email address, phone number, and (where applicable) shipping address. You agree to provide accurate, current, and complete information and to keep that information up to date.

4.2 One account per person

Each natural person is permitted to register and operate one (1) account and no more. The Company employs device fingerprinting, payment-instrument analysis, address and identity correlation, behavioral analytics, and other anti-fraud measures for the detection of multiple accounts. Accounts that share a device, payment instrument, bank account, identity document, or shipping address shall be rebuttably presumed to be operated by or for the benefit of a single person, and the burden of rebutting such presumption shall rest with the User. Where the Company determines, in its reasonable discretion, that a User operates, controls, or benefits from more than one account, or has registered an account for or on behalf of any person previously removed from the Service, the following shall apply:

• each such account shall be subject to Closure for Cause pursuant to § 4.5;
• all Vault Credits, bonuses, rewards, referral commissions, and other Promotional Value credited to any such account shall be forfeited;
• every card, position, and balance obtained on or through any additional account, together with every card, position, and balance obtained on any such account from and after the first act of multi-accounting, shall be forfeited to the Company as liquidated damages, the parties acknowledging that the loss occasioned by multi-accounting is difficult of ascertainment and that such forfeiture constitutes a reasonable pre-estimate thereof (§ 4.5); and
• unfulfilled orders on such accounts shall be cancelled without refund of Promotional Value, and amounts paid for undelivered goods shall be administered in accordance with § 4.5.

By way of illustration and not limitation: a person who registers one or more additional accounts for the purpose of obtaining a welcome offer, referral reward, or complimentary pack on more than one occasion shall forfeit every balance, credit, card, and position on each such account, including the first-registered account, from and after the date on which the second account was registered.

Single-user accounts. An account is personal to the natural person who registered it and shall be used and accessed by that person alone. Any account used, accessed, or operated by or for the benefit of more than one natural person, and any account whose credentials have been furnished to another person, shall be subject to Closure for Cause pursuant to § 4.5, without prejudice to the User's responsibility under § 4.4 for all activity conducted thereon.

4.3 Identity verification (KYC)

We do not require identity verification at deposit time. Identity verification is required at:

1. Physical card redemption (§ 5.6) — when you ship a card from our custody to your address, we may require KYC via Stripe Identity or a comparable provider.
2. Sale-proceeds withdrawal (§ 7.6) — KYC is required before any funds leave the Service.
3. Anti-fraud or anti-money-laundering review — we may at any time require KYC if account activity raises specific concerns under our internal review processes, regardless of transaction volume.

Failure to complete any verification requested by the Company within thirty (30) days of such request shall entitle the Company to close the account pursuant to § 4.5. Any balance that cannot be disbursed by reason of incomplete verification shall be held for the dormancy period prescribed by applicable unclaimed-property law and thereafter reported and remitted in accordance with § 18.6. A verification failure attributable to false or misleading information furnished by the User constitutes a breach of § 2 and § 9. No User shall have any claim to the disbursement of any balance, or to the shipment of any card, unless and until every verification requested by the Company has been completed to the Company's satisfaction. Verification is conducted by third-party providers (currently Stripe, Inc. and, in respect of withdrawals, the Company's payment partner and its verification provider); by submitting to verification you agree to the terms of service and privacy practices of the provider then in use, and you consent to the Company's receipt and retention of the verification result and the particulars underlying it for the purposes described in § 4.2, § 8, and § 9.

4.4 Account security

You are solely responsible for maintaining the confidentiality of your credentials and for all activity conducted under your account, including activity conducted by any person to whom you have afforded access to your device or payment method. You shall notify the Company immediately at support@breakroomdrops.com of any unauthorized access to or use of your account.

4.5 Suspension, closure, and forfeiture

The Company may suspend or close your account at any time, for any reason or for no reason, in its sole discretion, with notice where practicable and without liability to you save as expressly provided in this § 4.5, and shall be under no obligation to reinstate any account so suspended or closed. "Closure for Cause" means closure by reason of any breach of these Terms, including, without limitation: the operation of more than one account (§ 4.2); the furnishing of false or misleading eligibility, identity, payment, or address information (§ 2, § 4.3); use of the Service by or for the benefit of a minor; any act or omission enumerated in § 9; any chargeback or payment dispute resolved adversely to the Company in respect of a transaction you effected, or two (2) or more such disputes within any twelve (12)-month period (§ 7.5); any abuse of a promotion (§§ 5.13–5.17); or any lawful demand of a regulator, court, or payment partner arising from your conduct. Closure for any other reason (including, without limitation, the Company's discontinuance of the Service) constitutes "Closure Without Cause."

Upon Closure for Cause, the User shall forfeit to the Company:

1. all Vault Credits, bonuses, rewards, referral commissions, rank benefits, promotional entitlements, and any other value of a promotional character (collectively, "Promotional Value");
2. every card, position, and balance obtained through or by means of the conduct giving rise to such closure, together with every card, position, and balance obtained from and after the first act of such conduct; and
3. an investigation and administration fee in an amount equal to the greater of seventy-five United States dollars (US$75.00) or fifteen percent (15%) of any balance remaining after the application of clauses (1) and (2), which the parties agree represents a reasonable pre-estimate of the Company's cost of detecting, investigating, and administering the breach, and which shall be deducted from such balance.

Any sale proceeds remaining thereafter shall be held for a period of up to ninety (90) days pending the Company's investigation, and shall thereafter be applied first in satisfaction of any indebtedness of the User to the Company (including, without limitation, chargeback reversals and associated fees, unpaid shipping charges or taxes, and the fee described in clause (3)) and of any loss or damage sustained by the Company by reason of the User's conduct, with the remainder, if any, disbursed following the completion of identity verification. Open positions not forfeited hereunder shall be resolved in accordance with § 5.4. Cards previously shipped to the User shall be unaffected.

Upon Closure Without Cause, Promotional Value shall be forfeited save as the Company may otherwise determine, open positions shall be resolved in accordance with § 5.4, and sale proceeds shall be disbursed following the completion of identity verification.

Exclusion following closure. A person whose account has been closed for Cause, or who has been excluded from the Service pursuant to § 8, is permanently excluded from the Service and shall not register, operate, access, or benefit from any further account, whether directly or through any other person. Any account registered or used in contravention of the foregoing shall be closed without notice upon discovery, and every balance, credit, card, and position thereon (including any deposit made thereto) shall be forfeited to the Company in accordance with this § 4.5 to the fullest extent permitted by applicable law. Any reinstatement shall be at the Company's sole discretion and upon such conditions as it may prescribe.

The Company may at any time reverse or withhold any credit, reward, or card subsequently determined to have been obtained in breach of these Terms, whether or not the account is closed. Upon written request, the Company shall state in writing the grounds for a Closure for Cause, save where prohibited by law or where disclosure would prejudice an ongoing investigation. Dormant balances are governed by § 18.6.

4.6 Closure at the User's request

A User may request the closure of the User's account at any time by written notice to support@breakroomdrops.com. Upon such request: (1) all Promotional Value on the account shall be forfeited; (2) open positions shall be resolved in accordance with § 5.4; (3) unfulfilled orders shall be cancelled and administered in accordance with § 7.4; (4) sale proceeds shall be disbursed following the completion of identity verification and the satisfaction of any indebtedness of the User to the Company, and a User who declines or fails to complete verification within thirty (30) days of the request shall have no claim to disbursement, whereupon such proceeds shall be held and administered in accordance with § 18.6; and (5) the Company shall retain such records and identifying particulars as are described in § 8 and § 10 for the purposes and periods there stated. A request for closure shall not prejudice any investigation then pending, any right of the Company under § 4.5 or § 9, or any debt owing by the User, and a closure requested during the pendency of any dispute, chargeback, or investigation shall take effect only upon the conclusion thereof. Closure at the User's request is irrevocable; any subsequent registration by the same person shall constitute a further account for the purposes of § 4.2 and § 5.15, and no further welcome Offer shall be extended.

5. Vaultd — packs, holding, sale, and redemption

5.1 What a pack is

A "pack" is a randomized assignment of one card from the pool of cards eligible for the pack's tier. Opening a pack gives you a redeemable position in that specific card — the right, within the window in § 5.4, to take title by redeeming it for shipping or to sell it back for its FMV. Tier eligibility is published per-tier at /vault/card-distribution. Each pack costs the price displayed at purchase time.

5.2 How draws work

Determination of outcome at the time of purchase. The card assigned to you is determined by the Company's server-side systems at the moment your purchase is confirmed. Any animation, reveal, or other presentation displayed thereafter is a representation of a result already determined; in the event of any discrepancy between the presentation on your device and the Company's transaction record, the Company's transaction record shall be conclusive. The closing of the application, loss of connectivity, or refreshing of the interface during a reveal shall neither alter nor cancel a completed open. Where a bona fide technical failure attributable to the Company prevents the completion of an open, no charge shall be assessed in respect thereof or, where a charge has been assessed, the purchase price shall be restored to the balance from which it was drawn, which shall be the User's sole remedy.

When you purchase a pack, we draw the card or cards you receive at random from the pool of cards that are eligible for that pack tier at the moment of your purchase. Tier eligibility is published per tier at /vault/card-distribution.

Some pack tiers may include a bonus card in addition to the base card. Whether a bonus card is included is determined at random at the time of opening according to the pack tier's configuration. The base card and any bonus card are pinned to your pack-opening record at the time of opening.

For each opening, we record an opening snapshot containing the eligible-card pool, a cryptographic commitment to the selection procedure used, and the FMV distribution. These records are retained internally for audit and dispute resolution. You can independently confirm the integrity of your opening's random seed via the verifier described in § 5.12.

Pack tier configuration (price, eligibility rules, and randomization parameters) may be adjusted by us at our discretion; such adjustments do not retroactively affect packs already opened.

5.3 Displayed values, variance, and expectations

Displayed Values. "FMV" and every other value displayed on the Service (each, a "Displayed Value") is a reference figure representing the Company's good-faith estimate of a card's prevailing market price, derived from third-party market data and the Company's pricing methodology and updated from time to time. A Displayed Value is not a quotation, bid, or offer from any purchaser; is not a representation of the price obtainable upon resale in any other market; and is not an appraisal. Displayed Values fluctuate with market conditions, and the Displayed Value governing any transaction shall be that displayed at the time of such transaction. The Company makes no representation or warranty that any card will retain or attain any value. Prior outcomes are not indicative of future outcomes. Nothing on the Service constitutes investment advice, and no pack or case constitutes an investment, security, or financial instrument.

A pack is not a fixed-value purchase. Cards within a tier vary in FMV; some are above the pack price, some below. The published FMV distribution at /vault/card-distribution discloses the distribution of FMV outcomes per tier as a percentage of the pool. Use the published distribution to set your expectations.

5.4 Redemption window and title

Cards you draw from Vaultd are held by BreakRoom as part of its own inventory pending your redemption or sale — not as a storage, safekeeping, or "vaulting" service for cards you own, which BreakRoom does not offer. Title to a physical card passes to you only when you redeem it for shipping (§ 5.6), or, on a sale, vests in you at the moment of sale and is simultaneously conveyed to BreakRoom in exchange for its FMV (§ 5.5). Until then you hold a redeemable position in the card, not title to it. Each card is uniquely identified and traceable to your position.

You may hold a position for a maximum of seven (7) days from the time you open the pack. Within that window you may, at any time, redeem the card for shipping or sell it back for its FMV. If you take no action within the 7-day window, BreakRoom will automatically complete a sale of the card at its then-current FMV and credit the proceeds to your account as sale proceeds (§ 7.6(b)). We will give notice (by email and/or in-app) at least 24 hours before an automatic sale, and may extend the window at our discretion (for example, while identity verification is pending). By opening a pack, you authorize this automatic sale as a term of your purchase. Holding a position does not constitute a bailment, deposit account, or fiduciary relationship.

5.5 Sell-back and automatic sell-back

At any time within the § 5.4 window, you may sell your position back to BreakRoom at its then-current FMV, less a buyback spread disclosed at the time of sale. The buyback constitutes an offer extended by the Company, expressed by formula and displayed as a net amount prior to your confirmation; the net amount displayed at confirmation shall be the amount credited. The Company may modify the buyback spread at any time with prospective effect. The value underlying a buyback is the Displayed Value pinned to the User's position at the moment of the draw (§ 5.3), subject only to the correction of a pricing error in accordance with § 7.8. On a sale, title to the card vests in you and is simultaneously conveyed to BreakRoom in exchange for the FMV — a sale of goods — and your account is credited the proceeds as sale proceeds under § 7.6(b). FMV is determined by our published pricing pipeline.

If you neither redeem nor sell within the 7-day window, BreakRoom will automatically complete the sale at the then-current FMV — the same transaction, triggered by the window's expiry rather than by you (see § 5.4). All sales, manual or automatic, are final once completed. The Company may suspend the buyback offer in respect of any card whose Displayed Value is under review pursuant to § 7.8, or whose identity or authenticity is under review, for the duration of such review, and the window prescribed by § 5.4 shall be extended by the period of any such suspension.

5.6 Redemption (physical shipping)

Within the window prescribed by § 5.4, you may redeem a card for physical shipment to the address of record on your account; title to the physical card shall pass to you upon the Company's tender of the card to the carrier. Redemption may be conditioned upon identity verification (§ 4.3) and upon payment of the shipping charge, any sales tax, and any Shipping Protection charge elected by you, each as displayed prior to confirmation. Shipment is made within the United States only, by tracked carrier service. Where multiple redemptions are destined for the same address, the Company may consolidate them into a single parcel under a single tracking number.

Shipping address. You are solely responsible for the accuracy of the shipping address of record at the time you confirm a redemption. The Company ships only to a street address within the United States in the User's own name; the Company may decline to ship to any freight forwarder, mail drop, or address it is unable to verify, and may withhold shipment pending verification of your identity or address. A parcel recorded by the carrier as delivered to the address furnished by you shall be deemed delivered, and risk of loss shall pass to you upon the carrier's delivery scan, irrespective of whether you were present to receive it. The Company shall have no obligation to replace or refund any parcel recorded by the carrier as delivered, including any parcel removed following delivery, misdelivered by reason of an address furnished by you, or refused or returned by reason of your unavailability. A returned parcel shall be re-shipped at your expense, and where a returned parcel remains unclaimed for thirty (30) days the card shall be sold back in accordance with § 5.5. Shipping charges are non-refundable once a label has been purchased. The Company may require signature upon delivery for shipments exceeding a value threshold determined by the Company.

Transit coverage. Except to the extent provided under Shipping Protection below, a parcel carries only such coverage as is included by the carrier, and risk of loss of, or damage to, the card while in transit shall be borne by you. Where a parcel without Shipping Protection is lost or damaged in transit, the Company shall, upon your written request made within the period applicable under the carrier's own claims procedure, submit a claim to the carrier in respect of the parcel and shall credit to your account, as sale proceeds, any amount actually recovered by the Company on such claim; the Company shall have no further obligation in respect of such loss or damage. Where the card received does not correspond to the card assigned, you shall notify the Company within seven (7) days of delivery. Where the Company is unable to locate or ship a card assigned to you, your sole and exclusive remedy shall be a credit of its then-current buyback value as sale proceeds. Any claim not made within the applicable period shall be barred. The Company's obligations in respect of any shipped card are limited to those set forth in this § 5.6 and in § 5.7, and the Company shall have no liability for the acts, omissions, or delays of any carrier.

Shipping Protection. At the time of redemption the Company may offer, for an additional charge displayed prior to confirmation, Shipping Protection in respect of the parcel. The charge is calculated as a percentage, disclosed at the time of the offer, of the Fair Market Value of the card or cards in the parcel as recorded at the time of redemption, subject to a minimum charge so disclosed. Shipping Protection may be presented as selected by default; you may decline it before confirming the redemption, and no charge for it shall be made where it is declined. Where Shipping Protection has been purchased in respect of a parcel:

• (a) where the parcel is lost in transit (being a parcel whose loss the carrier confirms and for which tracking records no delivery), the Company shall, at its election, replace the card or credit to your account, as sale proceeds, the Fair Market Value of the card as recorded at the time of redemption; and
• (b) where a card is received in damaged condition, you shall notify the Company within forty-eight (48) hours of delivery, furnishing photographs of the card and of all packaging prior to the disposal of any of it, whereupon the Company shall, at its election, provide a replacement, a credit in respect of the damage, or a credit of the Fair Market Value of the card as recorded at the time of redemption.

Shipping Protection does not extend to any parcel recorded by the carrier as delivered, nor to any loss arising from an address furnished by you. The Shipping Protection charge is refundable together with the shipping charge where a redemption is cancelled before a label has been purchased, and is otherwise non-refundable. Shipping Protection is an undertaking of the Company in respect of its own shipment and does not constitute a contract of insurance; the Company may, at its own cost and for its own account, procure coverage from a carrier or third party in respect of any parcel, and you shall acquire no right in or under any such coverage.

After the § 5.4 window closes, an unredeemed position is automatically sold back per § 5.5.

A redemption confirmed before the effective date of the version of these Terms that introduced Shipping Protection shall be governed, in respect of transit coverage, by the Terms in force at the time of its confirmation.

5.7 Condition, grading, and our limited warranty

Limited warranty. In respect of each card shipped, the Company warrants solely that (a) the card is the card assigned to your position (being the same card, set, and number and, in the case of a graded card, bearing the same grading company, grade, and certification number), and (b) the card is genuine. THE FOREGOING CONSTITUTES THE COMPANY'S SOLE WARRANTY IN RESPECT OF ANY CARD. Your sole and exclusive remedy for breach of the foregoing warranty shall be, at the Company's election, a replacement of like kind or a credit of the card's then-current buyback value as sale proceeds, conditioned upon your return of the card to the Company, at your expense and in such packaging as the Company may specify, where the Company so requires. Any claim under this warranty must be made within seven (7) days of delivery, failing which it shall be barred.

Graded cards. A graded card is sold as graded. The label and grade assigned by the grading company constitute the sole description of such card, and the Company makes no independent representation or warranty as to its condition, centering, or the grade it would receive upon resubmission. Disagreement with the grade assigned by a grading company does not constitute a defect.

Raw (ungraded) cards. A raw card has been neither authenticated nor graded by any third party, and the Company makes no representation or warranty whatsoever as to its condition, including, without limitation, as to centering, surface, edges, corners, print quality, or the grade it would receive upon submission. Raw cards are sourced from the secondary market and may exhibit wear. Within the holding window, a User unwilling to assume such risk may sell the card back in accordance with § 5.5, which shall constitute the User's sole and exclusive remedy in respect of condition; following shipment of a raw card, no return on grounds of condition shall be accepted. Counterfeit or patently inauthentic merchandise remains subject to the limited warranty set forth above notwithstanding the foregoing.

Images. Save where a listing is expressly designated "actual photo," every image displayed in respect of a card, pack, tier, or case is a catalogue illustration of the design of such card and, in the case of a graded card, a catalogue illustration or representative scan of an encapsulation of the applicable kind, and is not a photograph of the specific card assigned to you. Such images depict the identity of the card and not the condition, centering, print run, or precise appearance of the card assigned to you, and shall not be construed as a representation or warranty as to condition. Immaterial variances between an image and the card received (including, without limitation, a differing print, a language edition where so stated, or a differing generation of encapsulation label) shall not constitute a defect.

Certain jurisdictions do not permit limitations on implied warranties or on remedies in respect of consumer goods; in such jurisdictions the foregoing limitations shall apply to the fullest extent permitted by applicable law, and you may have additional rights thereunder.

5.8 [Reserved]

5.9 No guarantee of secondary-market value; no advertised card is guaranteed

The FMV displayed in Vaultd is a reference price (§ 5.3) and is subject to market fluctuation. We do not guarantee that any card will retain or appreciate in market value. The buyback offer is the only price we stand behind; it expires when you redeem the card for shipping, after which the secondary market is your sole avenue for resale.

The images and names of cards displayed on any pack, tier, or case page reflect the composition of the eligible pool as of the time displayed, and shall not constitute a representation, warranty, or undertaking that any particular card will be assigned to you. A card previously drawn by another User, retired, or withdrawn for pricing or inventory reasons may be unavailable at the time of your open. The probabilities and eligible pool governing your open shall be those in effect at the moment of your purchase.

5.10 Visual interfaces are entertainment

Any animations, sound effects, transitions, or visual interfaces presented before, during, or after a pack opening are provided for entertainment value only and have no effect on the outcome of the draw. The draw is determined by the server-side process described in § 5.2 at the moment of purchase confirmation.

5.11 Legacy wallet program (retired)

Before July 2026, the Vault offered USDC funding through Privy embedded wallets (privy.io). That program is retired: no new wallets are provisioned, no new USDC funding or on-chain purchases are accepted, and the in-app wallet surfaces have been removed. Vault funding and withdrawals are processed by Coinflow (§ 7.6).

If your account has a legacy Privy wallet: it remains your property. Its cryptographic keys were derived from your authentication credentials and held within Privy's trusted execution environment — never by BreakRoom, and we cannot access them. You may recover or export the wallet at any time directly through Privy's account-recovery and export flows, or contact support@breakroomdrops.com for assistance.

5.12 Verifier

5.12.1 What it does

Our public verifier, available at https://breakroomdrops.com/vault/verify, allows you to confirm the integrity of the random seed used for your pack opening. Before your pack is opened, we record a cryptographic commitment (a SHA-256 hash) to the random seed that will drive your draw. After you reveal your card, the seed itself is disclosed. The verifier recomputes the hash locally in your browser and confirms it matches the pre-opening commitment — proving the seed was fixed before your pack was opened and was not altered afterward.

5.12.2 What it does not do

The verifier confirms seed integrity only. It does not enumerate the cards in the eligible pool at the time of your opening, does not disclose pack configuration, and does not disclose other users' opening data. Complete opening records, including the eligible-card snapshot, are retained internally and are available for audit and dispute resolution as described in § 16.

5.12.3 Independent verification

A reference implementation of the verifier procedure is available; if you wish to independently verify the integrity of your opening, please contact us through the channels listed in § 19.

5.13 Free Vault Pack benefit

5.13.1 Eligibility and grant

We may, at our discretion, grant a Member one promotional Vault pack entitlement per grant period. The grant cadence, the eligible pack tier, the grant window, the entitlement expiry, and any per-period limits are operational parameters set by us and may be adjusted with notice via amendment to this section.

An entitlement is non-transferable, has no cash value, is not redeemable for wallet credit, refund, or substitute goods, and does not extend beyond its stated expiry. Unredeemed entitlements expire at the time stated on the entitlement and are not restored.

At any given time, a Member may hold at most one (1) active entitlement. We may grant additional entitlements outside the regular cadence — including as service recovery, promotional grants, or other discretionary issuance — and the audit record for any such grant is preserved within our administrative systems.

The free Vault pack is a promotional benefit, not a purchased Vault pack. The terms of §§ 5.1 (what a pack is), 5.2 (how draws work), 5.3 (FMV variance), 5.4 (custody), 5.5 (buyback), 5.6 (redemption), 5.7 (raw cards), 5.9 (no secondary-market guarantee), 5.10 (visual interfaces), and 5.12 (verifier) apply identically to the card drawn from a redeemed free Vault pack as they do to a card drawn from a purchased pack.

5.13.2 Revocation and discretion

We may suspend, revoke, withhold, or decline to issue free Vault pack entitlements at our sole discretion, including but not limited to the following circumstances:

• Termination, suspension, or closure of your membership (whether initiated by you or by us under § 4.5);
• A pending or finalized chargeback or payment dispute on any BreakRoom transaction;
• An account pause or spend cap under § 8;
• Anti-abuse, anti-fraud, or anti-money-laundering review under § 4.2, § 4.5, § 9, or applicable law;
• Operational, financial, or risk-management considerations affecting Vaultd as a whole; or
• Discontinuation or material modification of the program.

Revocation may apply to entitlements that have been granted but not yet redeemed; redeemed free Vault packs and the cards drawn from them are not subject to clawback under this § 5.13.2 except as may be required by § 9 (acceptable use) or applicable law.

5.13.3 No entitlement to indefinite continuation

The free Vault pack program is offered as a discretionary benefit and creates no contractual right to receive any specific number of entitlements, any specific pack tier, any specific cadence, or any continuation of the program. We may modify or discontinue the program at any time with notice via amendment to this section. Modifications and discontinuation do not entitle you to retroactive grants or other compensation.

5.14 Vault Bonus and other promotional awards

The Company may from time to time associate a promotional award with case or pack opens, displayed under the designation "Vault Bonus" or a similar Label together with the amount or range of Vault Credits carried thereby. The determination of which open, if any, shall receive such award rests exclusively with the Company's systems; the Label and any range displayed describe the award and not the probability that any particular open will receive it, and the purchase of any open shall not constitute a guarantee of its receipt. An award is credited as Vault Credits and is governed by § 7.6(a): it has no cash value, is not withdrawable, and expires in accordance with § 7.9. The Company may modify, suspend, or discontinue any award program at any time. An award shall be reversed where the open in respect of which it was credited is refunded, reversed, or charged back, and shall be forfeited in accordance with § 4.5 or § 9.

5.15 Welcome offers, deposit matches, and referral rewards

Each welcome offer, deposit match, referral reward, or similar promotion (each, an "Offer") constitutes a discretionary incentive extended by the Company and is subject to the following conditions, save where the Offer expressly provides otherwise: (a) one welcome Offer per person, for the life of the person's relationship with the Company, and no more than one Offer of any kind per person, household, payment instrument, and device; (b) where a choice is presented between a deposit match and a risk-free first pack, the election is final once made; (c) the match percentage and maximum match amount governing a deposit match are those displayed at the moment of election and are applied to the qualifying first deposit only; (d) value extended under a deposit match, referral reward, or similar Offer is credited as Vault Credits pursuant to § 7.6(a), is not withdrawable, and expires in accordance with § 7.9; (e) a risk-free first pack is refunded solely upon the conditions displayed at the moment of election; (f) an Offer not claimed or used by the expiration date displayed lapses without compensation; (g) an Offer, and any value extended under it, is reversed where the qualifying deposit or expenditure is refunded, reversed, or charged back; and (h) any Vault Credits extended under an Offer that remain unused at the time the User requests a withdrawal of sale proceeds shall be forfeited upon such request, the Company having extended such value solely to encourage continued engagement with the Service. Promotional Value shall remain the property of the Company unless and until each condition of the applicable Offer has been satisfied, and the Company may withhold, reverse, or cancel such value at any time prior thereto, including upon any refund, chargeback, or reversal of the deposit or expenditure by which it was earned. The procurement or use of an Offer in breach of its conditions, of § 4.2, or of § 9 (including, without limitation, by means of an additional account, the account of a relative or associate, a self-referral, a stolen or borrowed payment instrument, or a virtual private network) constitutes promotion abuse, is grounds for Closure for Cause under § 4.5, and shall attract the forfeitures, fee, and hold prescribed therein, which extend to every card, position, and balance obtained from and after the first act of abuse. The Company may discontinue or modify any Offer with prospective effect at any time, and may decline to extend an Offer to any person without assigning reasons.

5.16 Raffles, giveaways, and prize promotions

Each raffle, giveaway, or prize promotion conducted by the Company is governed by its Official Rules, published at the point of presentation and incorporated herein by reference. The Official Rules shall set forth the eligibility criteria, the methods of entry, the entry period, the prizes and their approximate retail value, the method of winner selection, and the odds of winning or the factors by which such odds are determined. Where the Official Rules provide a method of entry without purchase, no purchase shall be necessary to enter, and a purchase shall not enhance a participant's prospects of winning beyond that which the Official Rules expressly provide. Void where prohibited by law. Prizes shall be awarded as provided in the Official Rules, are non-transferable, and may be substituted with a prize of equal or greater value in the event the stated prize becomes unavailable. A winner may be required to verify identity and eligibility and to furnish such tax documentation as the Company may require (§ 7.10) prior to the release of any prize; a prize unclaimed upon expiration of the claim period stated in the Official Rules shall be forfeited and may be re-awarded.

5.17 VIP ranks, rakeback, and loyalty rewards

VIP ranks, rakeback, periodic rewards, level-advancement grants, and similar loyalty features form part of the discretionary VIP rewards program described in § 3.1 and are governed by § 7.6(a). Rank thresholds, rates, and benefits are those displayed in the User's account from time to time; the Company may modify them with prospective effect at any time, and no such modification shall reduce Vault Credits previously credited. A rank or reward shall be reversed where the expenditure by which it was earned is reversed, refunded, or charged back, and a rank obtained through abuse shall be rescinded together with the forfeitures prescribed by § 4.5.

6. Drops — fairness and refunds

6.1 Drop access

Drops are scheduled releases. VIP Members receive access; access timing within a drop window is governed by the strikeout / headstart system — Members earn early_access_seconds (capped at drop_system.max_early_access_seconds) by participating in prior drops without successfully purchasing. Loyalty earns advantage; arrival time does not. There are no queueing or position-in-line mechanics.

6.2 Fairness invariants

Inventory reservation is atomic at the database layer (FOR UPDATE locks). A purchase is either complete or not — there is no "pending hold that may be released later" state visible to other users.

6.3 Drop refunds

Drops products may be refunded within 7 days of receipt if unopened and undamaged. Once a sealed product has been opened, it is not eligible for refund. Damage during shipping is handled by carrier insurance per § 5.6.

6.4 Order cancellation by us

We may cancel an order at our discretion if we determine it was placed fraudulently, against eligibility rules, or in violation of these Terms. Cancellation refunds the original payment instrument in full.

7. Pricing and payments

7.1 Payment processor

Payments are processed by our third-party payment processors. Card payments are currently processed by Stripe, Inc.; Vault card deposits and bank withdrawals (payouts of withdrawable balances to your linked bank account) are processed by Coinflow Labs Limited (coinflow.cash); certain Vault funding methods may be processed by other licensed payment or onramp providers. By providing payment information, you authorize the applicable processor to charge your payment method or process your payout per its terms (for Stripe, see https://stripe.com/legal). By funding your account or requesting a withdrawal you agree to be bound by the terms of service of the applicable processor as then in effect, and you acknowledge that the Company is not responsible for the acts, omissions, or delays of any processor. Bank-account linking and withdrawal identity verification are performed directly in Coinflow's hosted interfaces; we do not store full payment-card or bank-account numbers — for cards we store a processor customer ID and last-4 fingerprint, and for bank accounts a processor token, alias, and last four digits, for fraud prevention and display only.

7.2 Currency and tax

Prices are displayed in U.S. dollars. Sales tax is calculated and remitted per state and local law using Stripe Tax in jurisdictions where we have economic nexus.

7.3 Membership

VIP Membership is currently free: there is no membership fee, no recurring or subscription billing, and no automatic renewal. You may cancel your membership at any time. Discretionary Member benefits (including the free Vault pack entitlement described in § 5.13) may be revoked immediately upon termination of your membership, or upon a refund or chargeback on any BreakRoom transaction.

7.4 Refund policy

• Card supplies: 30-day return window for unopened items.
• Drops sealed product: § 6.3.
• Vault packs — FINAL SALE. Once a pack is opened, the transaction is final and no refund to your original payment method will be issued. Your position in the card resolves only by redemption (§ 5.6) or sell-back (§ 5.5), including the automatic sell-back at the end of the 7-day window.
• Vault deposit funds — NON-REFUNDABLE AND NON-WITHDRAWABLE. Funds you deposit into your Vault balance (processed by Coinflow) are committed to the Service, are non-transferable, may be applied solely to purchases within the Service, are not eligible for withdrawal (only sale proceeds under § 7.6(b) being so eligible), and are not refundable to your original payment instrument, except as required by law or as provided in the Vault Refund Policy. For legacy Privy wallets (§ 5.11): any USDC remaining in such a wallet is yours and is recoverable directly through Privy; it is not refundable through BreakRoom.
• Vault sale proceeds and redemptions: Final on completion.

7.5 Chargebacks and payment disputes

Users are directed to contact the Company at support@breakroomdrops.com prior to initiating any dispute with a bank or card issuer. Where a dispute is initiated, the Company shall respond through the applicable issuer process with the complete transaction record, including the opening record, device and network particulars, and the record of your assent to these Terms. You acknowledge and agree that a completed pack or case open shall not be characterized as "goods not received" or "unauthorized" by reason of dissatisfaction with the card assigned.

During the pendency of any dispute, the Company shall suspend purchases, withdrawals, and shipments on the affected account and shall hold every card and balance thereon pending resolution. Where a dispute is resolved adversely to the Company in respect of a transaction effected by you, the amount reversed, together with the issuer's dispute fee and an administration fee of twenty-five United States dollars (US$25.00) per dispute, shall constitute a debt immediately due and owing from you to the Company; the Company shall be entitled to recover such debt from your balance (including sale proceeds), to reverse every card, credit, prize, and reward derived from the disputed payment, and to condition the restoration of access upon repayment in full. A dispute resolved adversely to the Company, or two (2) or more disputes within any twelve (12)-month period, constitutes grounds for Closure for Cause under § 4.5. Knowingly unfounded disputes, so-called "friendly fraud," and coordinated disputes constitute a breach of § 9, and the Company reserves the right to report such conduct to fraud-prevention consortia and to pursue collection by all lawful means.

7.6 Account balance — two distinct credit classes

Your BreakRoom account balance consists of two distinct credit classes, each with different redemption rules. Your account display will identify the portion of your balance in each class.

(a) Closed-loop platform credit ("Vault Credits"). Vault Credits are issued as bonuses, VIP rewards, periodic loyalty rewards, level-up grants, signup promotions, deposit top-ups (where applicable to non-USDC funding paths), refunds of cancelled or failed pack purchases, restorations following payment-dispute reversals, and any other promotional or administrative grant.

Vault Credits are pack-spendable only — they can be used to purchase BreakRoom Vault products and services. They are not redeemable for cash, cryptocurrency, or any other instrument outside the Service. Vault Credits are forfeited upon account closure for cause (§ 4.5) or upon detected violation of § 4.2 (multi-account) or § 9 (acceptable use).

(b) Sale proceeds. Credits issued by BreakRoom in exchange for cards you sell back to BreakRoom under the buyback offer mechanism (§ 5.5). Sale proceeds are commerce — payments BreakRoom makes to acquire your property. Sale proceeds, less any applicable processing fees, are eligible for withdrawal to your linked bank account (processed by Coinflow).

Withdrawals. The withdrawal of sale proceeds is conditioned upon the completion of identity verification (§ 4.3) and is subject to anti-money-laundering review. The Company endeavors to complete verification and release a withdrawal within fourteen (14) days of its receipt of complete information; such period is a target and not an undertaking, and any review may require additional time. Where the Company requests documentation, the User shall furnish it within thirty (30) days, failing which the withdrawal request shall lapse without prejudice to the underlying balance. Withdrawals are remitted solely to a bank account held in the User's own name and, where required by law or by the Company's payment partner, by the same method through which the funds were received. Each withdrawal request is reviewed by the Company prior to remittance and may be held pending such review, the completion of identity verification, sanctions screening, the settlement of any prior withdrawal, or the resolution of any matter affecting the account; the Company shall have no liability for any such hold. A withdrawal request exceeding the daily maximum then in force shall be refused rather than held. The Company may delay, limit, or decline any withdrawal during the pendency of any verification, dispute, chargeback, investigation, or legal process concerning the account, and may prescribe minimum and daily maximum withdrawal amounts and a processing fee, each displayed prior to confirmation. Balances do not bear interest. No User shall have any claim to the disbursement of any balance unless and until identity verification has been completed (§ 4.3). A withdrawal is final upon remittance by the Company's payment partner and cannot be reversed by the Company; the User bears the entire risk of any error in the destination account or other payment particulars furnished by the User, and the Company shall have no obligation to recover, re-issue, or reimburse any amount remitted in accordance with such particulars. Upon the User's request of any withdrawal, all Vault Credits extended under any Offer (§ 5.15) and then remaining unused shall be forfeited. The User shall review the account regularly; any error in a balance, credit, or transaction not reported to the Company within thirty (30) days shall be deemed accepted.

Pack-purchase debit order. When you purchase a pack, the cost is debited from your closed-loop platform credit (class (a)) before any sale proceeds (class (b)) are touched. Sale proceeds you have accumulated are preserved as long as you have any closed-loop platform credit available to spend on packs. Once your closed-loop platform credit is exhausted, further pack purchases will draw from your sale proceeds.

7.7 Closed-loop status

The BreakRoom platform credit described in § 7.6(a) is a closed-loop, pack-spendable credit balance issued by BreakRoom for use only within the Service. BreakRoom does not offer peer-to-peer money transfer services, prepaid access products, general-purpose stored-value products or services, or any product designed to substitute for currency outside the Service. Wallet credit cannot be transferred between users, redeemed for cash through the Service, or used for any purpose other than purchasing BreakRoom Vault products and services.

7.8 Pricing errors

Prices, FMVs, buyback offers, and other displayed values are subject to verification before fulfillment. In the event of a typographical error, calculation error, or display error materially inconsistent with our pricing systems, we reserve the right to (a) cancel the affected order and refund the original payment instrument or restore platform credit, or (b) honor the displayed value at our discretion. We will not knowingly enforce a transaction at a price we know to be incorrect.

7.9 Vault Credits expiration

Vault Credits expire twelve (12) months from the date issued, on a per-credit rolling basis. Expired Vault Credits are removed from your balance without notice and have no further utility within the Service. You may view the expiration date of each Vault Credit grant in your account dashboard. Expiration is automatic and unilateral.

Expiration furthers the promotional-incentive purpose of the Vault Credits program described in § 7.6(a). No Member is entitled to extension, restoration, or compensation for expired Vault Credits.

7.10 Taxes

You are solely responsible for all taxes, duties, and governmental assessments arising from your purchases, sales, prizes, and rewards. Where required by applicable law, the Company shall require the completion of Internal Revenue Service Form W-9 or its equivalent prior to the release of any prize, reward, or withdrawal, and shall furnish to you and file with the applicable taxing authority such information returns (including, without limitation, Form 1099) as the law requires. Sales tax in respect of shipped cards and products is computed at checkout by reference to the destination address. The Company may withhold from any payment or prize any amount it is required by law to withhold, and may defer any payment pending your provision of the tax information required by law. The Company does not provide tax advice; you are directed to consult your own adviser.

8. Responsible play

Packs and cases are purchases of randomized collectibles acquired for recreational purposes. They do not constitute a means of generating income, and no User should expend more than such User can afford to lose. The User bears sole responsibility for the management of the User's expenditure. The Company provides, and shall honor, the following tools:

• Spend caps. A User may establish a daily, weekly, or monthly cap on Vault expenditure. A reduction of a cap shall take effect immediately. An increase or removal of a cap shall take effect only upon the expiration of a twenty-four (24)-hour cooling-off period, and in no event during the period to which the cap applies.
• Breaks. A User may suspend the User's Vault access for a period of twenty-four (24) hours, seven (7) days, thirty (30) days, or ninety (90) days. A break commences immediately upon election and may be neither shortened nor rescinded prior to its expiration.
• Self-exclusion. A User may elect exclusion from Vaultd for a period of six (6) months, one (1) year, or indefinitely. For the duration of a self-exclusion the Company shall suspend the User's access to packs and cases, resolve the User's open positions in accordance with § 5.4, and disburse sale proceeds in accordance with § 7.6(b). A fixed-term exclusion may not be terminated prior to its expiration; reinstatement following an indefinite exclusion requires a written request, a waiting period of seven (7) days, and the Company's review. The Company shall take commercially reasonable measures to prevent an excluded User from registering a further account, without prejudice to the User's own obligation to refrain from doing so.
• Marketing suppression. During any break or self-exclusion, the Company shall not transmit Vault promotional communications to the User by electronic mail, SMS, or in-Service notice.
• Limits imposed by the Company. The Company may impose a deposit, expenditure, or purchase limit upon any account, or decline any deposit, at any time and without assigning reasons, including where required by a payment partner or by the Company's own review.
• Published probabilities. Each tier and case publishes its probabilities prior to purchase (/vault/card-distribution, /vault/odds, and each case page).

No duty to monitor. The tools described above are made available as a courtesy and at the User's election. The Company does not review, analyze, or otherwise use any User's deposit, expenditure, or purchase activity, amounts, or patterns for the purpose of identifying Users for exclusion or restriction, and assumes no duty to do so, to intervene in any User's use of the Service, or to exclude or restrict any User, save to the extent expressly required by applicable law; no such duty shall arise by reason of the Company's provision of any tool, its exercise of any discretion under this § 8, or any communication with a User. The Company does not guarantee that any tool will be available at any particular time or that its functionality will be maintained, and makes no representation that any product offered on the Service is free from the risk of compulsive purchasing behavior. The Company may nonetheless, in its sole discretion and without liability, exclude or restrict any User's access to the Service at any time, for a fixed or indefinite period, whether or not requested by the User, and shall be under no obligation to reinstate such access.

Effect and timing of exclusion. A break, self-exclusion, or exclusion imposed by the Company takes effect upon the Company's processing of the election or determination, which the Company endeavors to complete within one (1) business day of receipt. The Company shall have no liability for any purchase, open, or other transaction effected prior to such processing, for any delay in initiating an exclusion, or for any use or consumption of Promotional Value or balance during any period of exclusion. Promotional Value on an excluded account shall be forfeited on the date the exclusion takes effect, without prejudice to § 4.5.

Retention for enforcement. For the purpose of giving effect to any break, self-exclusion, exclusion, or closure, the Company shall retain the User's name, electronic-mail address, telephone number, date of birth, device and network identifiers, payment-instrument fingerprints, and identity-verification results for so long as the exclusion or closure remains in effect and for such further period as the Company may reasonably require, and may use such particulars to decline the registration of any further account (§ 4.2, § 4.5), notwithstanding any request for the deletion of the User's account or personal information.

Assistance is available to any person for whom expenditure on the Service has become problematic: within Tennessee, the REDLINE at 1-800-889-9789 (available at all hours); nationally, the National Problem Gambling Helpline at 1-800-GAMBLER. Minors. The Service is intended solely for adults. A User who has reason to believe that a minor has accessed the User's account shall notify the Company forthwith, whereupon the Company shall suspend the account; purchases effected by a minor by means of the User's payment method shall be governed by § 4.4, save as applicable law may otherwise require.

9. Acceptable use

You agree not to:

1. Use the Service for any unlawful purpose or in violation of any applicable federal, state, or local law.
2. Operate more than one account (§ 4.2), use VPNs to circumvent geo-restrictions (§ 2), or use software to automate purchases (bots, scrapers, scripts targeting /api/cart, /api/checkout, /api/vault/packs/*, /api/vault/buyback/*, or any other endpoint of the Service).
3. Systematically retrieve, harvest, extract, index, mirror, monitor, or copy any data or content from the Service (including, without limitation, probabilities, Displayed Values, prices, eligible pools, inventory, availability, and case or tier composition), whether by manual or automated means, or use any such data for the purpose of constructing any competing product, dataset, model, or service, save as expressly permitted in writing by the Company. Such data constitutes the confidential and proprietary information of the Company, and its display on the Service confers no license to any use other than the User's personal, non-commercial evaluation of a purchase.
4. Reverse-engineer, decompile, or attempt to extract source code from any part of the Service, including the random-draw and verifier procedures described in § 5.2 and § 5.12.
5. Submit false identity, payment, shipping, or wallet-address information.
6. Attempt to manipulate the random-draw process, including by exploiting timing windows, retry behavior, replay attacks, race conditions, RNG state inference, or any defect in our systems.
7. Resell access to your account or VIP membership; transfer your account to another person; or operate the Service on behalf of an undisclosed third party.
8. Engage in chargeback fraud, friendly fraud, knowingly fraudulent disputes, or coordinated mass-claim activity outside the framework of § 16.5.
9. Harass other users, our staff, or third parties through any communication channel offered by the Service.
10. Upload, transmit, or store malicious code on or through the Service; attempt to compromise the security or integrity of the Service or any infrastructure supporting it (including third-party wallet infrastructure described in § 5.11).
11. Use the Service to launder money, structure transactions, evade tax obligations, or facilitate any other financial crime.
12. Use the Service for the benefit of any sanctioned person, entity, or jurisdiction.
13. Use the Service to acquire cards or credit you intend to obtain through any of the prohibited acts above and then attempt to monetize via a third-party marketplace, the buyback flow (§ 5.5), or any future withdrawal mechanism.

The Company may detect violations by automated systems and by human review, and may act upon a reasonable belief that a violation has occurred without awaiting proof to any legal standard. Any violation constitutes grounds for immediate suspension and Closure for Cause, with the forfeitures, fee, and hold prescribed by § 4.5. No card, credit, prize, or balance obtained by the exploitation of any defect in the Service (including, without limitation, any pricing, probability, inventory, or payment error) shall vest in the User; the Company may reverse the same, and where the same has been disbursed or shipped, the User shall return it or its value upon demand. The Company shall further be entitled to recover its costs of investigation and enforcement, including reasonable attorneys' fees, from any person who engages in fraud, chargeback abuse, or any attack upon the Service.

10. Privacy

Our Privacy Policy at /privacy describes what personal information we collect, how we use it, and your rights. By using the Service, you acknowledge having read the Privacy Policy.

We use cookies, device fingerprints, and similar technologies for fraud prevention, account security, and analytics.

11. Intellectual property

11.1 Third-party trading-card products

We sell physical trading-card products and accessories acquired lawfully in the secondary market. We are not affiliated with, endorsed by, or sponsored by any trading-card manufacturer, publisher, or rights holder, including but not limited to Nintendo, Game Freak, Creatures Inc., or The Pokémon Company. Brand names and product names of trading-card manufacturers are trademarks of their respective owners and are used for descriptive purposes only.

11.2 Our marks

"BreakRoom Drops," "BreakRoom," "Keystone Cards," and the BreakRoom logo are trademarks of Keystone Cards, LLC. You may not use these marks without our prior written permission, except for nominative fair use.

11.3 User-generated content

Reviews, ratings, support-ticket text, and similar content you submit are licensed to us under a non-exclusive, worldwide, royalty-free, sublicensable, perpetual license to use, reproduce, modify, and display such content in connection with operating and promoting the Service. You retain ownership of the underlying content. The Company may, in its sole discretion and with or without cause or notice, refuse, decline to publish, edit, move, remove, or block access to any content submitted by any User, and shall have no obligation to display, retain, or return any such content. To the fullest extent permitted by applicable law, you irrevocably waive, and agree not to assert, any moral rights, rights of attribution or integrity, or similar rights in any content you submit, as against the Company, its successors, and its licensees. The license granted hereunder survives the closure of your account and extends, without limitation, to aggregated and de-identified data derived from your use of the Service.

You represent that any content you submit (a) does not infringe any third party's rights and (b) does not violate § 9.

11.4 DMCA

Notices of claimed copyright infringement should be sent to legal@breakroomdrops.com. We respond to valid DMCA notices in accordance with 17 U.S.C. § 512.

12. Disclaimers

Cards. THE COMPANY'S SOLE WARRANTY IN RESPECT OF ANY CARD IS THE LIMITED WARRANTY SET FORTH IN § 5.7. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL OTHER WARRANTIES IN RESPECT OF CARDS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTY AS TO CONDITION, GRADE, OR FUTURE VALUE BEYOND THAT SECTION.

The Service. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE (INCLUDING THE WEBSITE, APPLICATIONS, WALLET, VERIFIER, AND ALL DISPLAYED DATA) IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. Without limitation of the foregoing:

• The Company does not warrant that the Service will be uninterrupted, error-free, or free of harmful components.
• The Company does not warrant the accuracy, reliability, or completeness of any third-party content or data, including market price data, grading-service descriptions, or card metadata.
• The Company does not guarantee any particular pack or case outcome, any secondary-market value, or any buyback price beyond the amount displayed at the moment of offer.

Non-reliance. You acknowledge and agree that you have not relied, and shall not rely, upon any statement, estimate, or representation concerning probabilities, values, cards, or outcomes other than those contained in these Terms or displayed on the Service's own pages, including, without limitation, any statement made in a livestream, video, or social-media post, on any Discord server, or by any affiliate, creator, or support representative. Openings depicted in the Company's marketing or by creators are selected highlights and are not representative of typical results. Affiliates and creators are independent of the Company and are not its agents.

Assumption of risk. You acknowledge that the value of the card assigned upon any pack or case open is uncertain, may be substantially less than the amount paid, and is contingent upon chance within the published probabilities, and you expressly assume such risk upon each open.

Certain jurisdictions do not permit the disclaimer of implied warranties or certain limitations of remedies in respect of consumer goods. In such jurisdictions the foregoing disclaimers shall apply to the fullest extent permitted by applicable law, and you may have additional rights that vary by jurisdiction.

13. Limitation of liability

To the maximum extent permitted by applicable law, BreakRoom, its officers, directors, employees, agents, and affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, arising out of or in connection with your use of the Service, even if advised of the possibility of such damages.

THE COMPANY'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL IN NO EVENT EXCEED THE GREATER OF (A) THE AMOUNT PAID BY YOU TO THE COMPANY IN RESPECT OF THE SPECIFIC TRANSACTION GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS (US$100.00).

Without limitation of the foregoing, the Company shall have no liability for: any fluctuation in the market value of any card; the acts, omissions, delays, or losses of any carrier, payment processor, bank, grading company, or data provider; any loss attributable to your device, network connection, or account credentials; any loss arising from a pricing, probability, inventory, or display error corrected pursuant to § 7.8; or any loss arising from your breach of these Terms.

Limitation period. To the fullest extent permitted by applicable law, any claim arising out of or relating to these Terms or the Service must be commenced within one (1) year after the cause of action accrues, failing which such claim shall be permanently barred.

The limitations in this section do not apply to (i) liability that cannot be limited as a matter of applicable law, (ii) liability arising from our gross negligence, fraud, or willful misconduct, or (iii) our indemnification obligations under § 14. Where applicable law does not permit a limitation set forth in this section, such limitation shall apply to the fullest extent permitted thereby.

14. Indemnification

You agree to defend, indemnify, and hold harmless BreakRoom, Keystone Cards, LLC, and their officers, directors, employees, and agents from any third-party claim, demand, or expense (including reasonable attorneys' fees) arising out of or relating to (a) your use of the Service or your breach of these Terms, (b) any content submitted by you, (c) your violation of the rights of any third party, (d) your violation of any applicable law, (e) any tax, duty, or penalty assessed by reason of your purchases, sales, prizes, or rewards, (f) any chargeback, payment dispute, or fraud connected with your account or payment method, or (g) your resale of any card. The Company shall be entitled to assume control of the defense of any claim subject to indemnification hereunder, with counsel of its choosing and at your expense, and you shall not settle any such claim in a manner imposing any obligation upon the Company without the Company's prior written consent.

15. Modifications

The Company may modify these Terms in the manner set forth in § 1. A material modification shall be announced by in-Service notice, shall require your express acceptance before your next purchase, sale, or redemption, shall apply solely from and after its effective date, and shall not apply to any transaction completed prior thereto. Any modification of § 16 is subject to the rejection right set forth in § 16.7. Non-material modifications (including, without limitation, clarifications, updates to contact particulars, and references to renamed policies) shall become effective upon posting with a revised "Last Updated" date. Prior versions of these Terms are available upon written request to legal@breakroomdrops.com.

A User who does not accept a modification shall discontinue use of the Service prior to its effective date and close the User's account, whereupon sale proceeds shall be disbursed in accordance with § 7.6(b) and open positions shall be resolved in accordance with § 5.4.

16. Dispute resolution — arbitration and class-action waiver

16.1 Informal resolution first

Prior to the commencement of any arbitration or judicial proceeding, the party asserting a claim shall deliver to the other party a written notice of dispute setting forth the nature of the dispute, the relief sought, and, in the case of a User, the User's account electronic-mail address (a "Notice of Dispute"). A User's Notice of Dispute shall be delivered to legal@breakroomdrops.com; the Company's Notice of Dispute shall be delivered to the User's registered electronic-mail address. The parties shall thereafter endeavor in good faith to resolve the dispute, including by telephonic or video conference at the request of either party, for a period of sixty (60) days following receipt of the Notice of Dispute. Completion of the foregoing procedure is a condition precedent to the commencement of any arbitration or judicial proceeding, and any applicable limitation period shall be tolled during its pendency. A Notice of Dispute delivered by counsel on behalf of more than one User shall identify each such User and bear the signature of each.

16.2 Binding individual arbitration

If informal resolution fails, all disputes arising out of or relating to these Terms or the Service shall be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules (https://www.adr.org), except as provided in §§ 16.4 and 16.5. The arbitration shall be conducted in English in Davidson County, Tennessee, or by remote/video conference at the consumer's election.

The arbitrator — and not any federal, state, or local court — shall have exclusive authority to resolve all disputes, including any disputes about the scope or enforceability of this arbitration agreement, except a court of competent jurisdiction may decide whether the class-action waiver in § 16.3 is enforceable.

Costs. Arbitration fees shall be allocated in accordance with the AAA Consumer Arbitration Rules. Each party shall bear its own attorneys' fees save as applicable law or the arbitrator may otherwise award; where the arbitrator determines that a claim was frivolous or was asserted for an improper purpose, the arbitrator may award the Company its fees and costs to the extent permitted by such Rules. The arbitrator shall be bound by and shall apply these Terms, including § 12 and § 13, and may award relief only in favor of the individual party seeking it and only to the extent necessary to provide the relief warranted by that party's individual claim, and shall have no authority to award relief that would affect any person other than the parties to the arbitration. Nothing herein limits any remedy that applicable law renders non-waivable, and nothing in this § 16 precludes either party from bringing a matter to the attention of any federal, state, or local agency.

Waiver of jury trial. In respect of any claim proceeding in a court of law pursuant to § 16.4 or § 16.6, you and the Company each knowingly, voluntarily, and irrevocably waive any right to trial by jury to the fullest extent permitted by applicable law.

Confidentiality. The existence, content, and results of any arbitration hereunder, including all pleadings, submissions, evidence, rulings, and awards, shall be kept confidential by the parties and shall not be disclosed to any third party save (a) to the extent necessary to prepare for or conduct the arbitration, (b) to the extent necessary to enforce, confirm, modify, or vacate an award in a court of competent jurisdiction, (c) as required by applicable law or by a governmental or regulatory authority, (d) to a party's legal counsel, accountants, insurers, and experts, each bound by an obligation of confidentiality, or (e) as the parties may otherwise agree in writing.

The Federal Arbitration Act (9 U.S.C. § 1 et seq.) governs the interpretation and enforcement of this section.

16.3 Class-action and representative-action waiver

If you are a California resident, this waiver is intended to apply to the maximum extent permitted under Viking River Cruises, Inc. v. Moriana, 142 S. Ct. 1906 (2022). If a court of competent jurisdiction determines that any portion of this waiver is unenforceable as to any particular claim, that portion of the claim and only that portion must be brought in court in the venue specified in § 17 and shall be stayed pending the completion of the individual arbitration of every remaining claim, and the remainder of these Terms — including the rest of this waiver and the individual arbitration requirement — shall remain in full force.

16.4 Carve-outs

Notwithstanding § 16.2:

• Either party may bring an individual action in small-claims court for any claim within that court's jurisdictional limits.
• Either party may seek injunctive or equitable relief in court for the protection of intellectual property rights or to enforce § 9; you acknowledge that any breach of § 9 or § 11 would cause the Company irreparable harm for which monetary damages would be an inadequate remedy, and agree that the Company shall be entitled to injunctive relief in respect thereof without the necessity of posting a bond or other security.

16.5 Coordinated (mass) arbitrations

Where twenty-five (25) or more demands for arbitration asserting similar claims are filed against the Company within any ninety (90)-day period by claimants represented by the same or coordinated counsel, such demands shall be administered in accordance with the AAA Mass Arbitration Supplementary Rules. The parties further agree that such demands shall proceed in batches of fifty (50), each batch before a separately appointed arbitrator, in an order determined at random; following the determination of the first batch, the parties shall mediate the remaining demands in good faith for a period of sixty (60) days before the commencement of the next batch. Filing fees in respect of any demand shall become due only upon the commencement of its batch, and any applicable limitation period shall be tolled during the pendency of a demand. A determination in respect of any claimant shall bind that claimant only. Should any portion of this § 16.5 be held unenforceable as to any claimant, such claimant's demand shall proceed under the AAA rules without regard thereto, and the remainder of § 16 shall continue in full force and effect.

This provision does not limit any individual claimant's right to opt out under § 16.6 and proceed in court.

16.6 30-day opt-out

You may opt out of this arbitration agreement by sending written notice to legal@breakroomdrops.com within thirty (30) days of your account creation, stating your account email and your election to opt out. Opt-out is one-time and irrevocable. Opting out does not affect any other provision of these Terms.

16.7 Material-amendment opt-out for the arbitration agreement

Notwithstanding § 15 (Modifications), if we make a material change to this § 16 (Dispute resolution), you may, within thirty (30) days of the effective date of the change, opt out of that change by sending written notice to legal@breakroomdrops.com stating your account email, your objection to the change, and your election to retain the prior arbitration terms. Opt-out under this § 16.7 applies only to the amended provisions of § 16 and does not affect any other provision of these Terms or your continued use of the Service. Opt-out is one-time per amendment and irrevocable. This § 16.7 does not waive any opt-out previously elected under § 16.6.

17. Governing law and venue

These Terms are governed by the laws of the State of Tennessee, without regard to its conflict-of-laws principles, and by the Federal Arbitration Act as to § 16. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

For any claim that, under § 16.4 or § 16.6, is brought in court rather than arbitration, the exclusive venue is the state and federal courts located in Davidson County, Tennessee, and you and BreakRoom consent to personal jurisdiction in those courts.

Nothing in this section shall be construed to deprive a User resident outside Tennessee of any non-waivable right or remedy conferred by the consumer-protection law of such User's state of residence; such law shall govern such right or remedy, and the remainder of these Terms shall continue to apply.

18. Miscellaneous

18.1 Entire agreement

These Terms, the Privacy Policy, the Card Distribution Disclosure, and any other policies referenced herein constitute the entire agreement between you and BreakRoom regarding the Service, superseding all prior agreements.

18.2 Severability

If any provision of these Terms is found unenforceable, the remaining provisions shall remain in full force.

18.3 No waiver

Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.

18.4 Assignment

You may not assign your rights under these Terms without our prior written consent. We may assign our rights to a successor in connection with a merger, acquisition, or sale of all or substantially all of our assets, with notice to you.

18.5 Force majeure

Neither party is liable for failure or delay in performance caused by circumstances beyond its reasonable control (including, without limitation, acts of God, fire, flood, epidemic, pandemic, public-health emergency, war, terrorism, civil disturbance, labor dispute, governmental action or order, the failure or disruption of any carrier, payment processor, bank, grading company, data provider, hosting or telecommunications provider or other third-party service, and any other circumstance beyond the reasonable control of the party affected).

18.6 Dormant balances

Because Vault positions are resolved within the window prescribed by § 5.4, the Company does not hold cards on behalf of Users on a long-term basis. Sale proceeds remain the property of the User during any period of dormancy, and the Company shall not appropriate any dormant balance to its own use. Where an account has been the subject of no sign-in, purchase, redemption, sale, or other affirmative User action for the dormancy period prescribed by the unclaimed-property law of the User's state of last-known residence (and in any event for twenty-four (24) consecutive months), the Company shall attempt to contact the User at the registered electronic-mail address and telephone number. Where such attempts are unsuccessful, sale proceeds and any other balance characterized by applicable law as the User's property shall be reported and remitted to the User's state of last-known residence as unclaimed property in accordance with such law, from which state the User may thereafter claim them. Vault Credits expire in accordance with § 7.9 and do not constitute unclaimed property.

18.7 Insolvency

In the event of BreakRoom's insolvency, dissolution, or cessation of operations, we will use commercially reasonable efforts to allow you to redeem any open position for physical shipping (you are responsible for return-shipping costs) or, where redemption is not practicable, to settle the position at its FMV as account credit to the extent funds permit. Because title to a card does not pass until shipment (§ 5.4), an open position is a claim for redemption or FMV rather than title to a specific card.

18.8 No third-party beneficiaries

These Terms create no third-party beneficiary rights, except that our third-party payment processors (including Stripe, Inc.) are intended beneficiaries of § 7.1 and the OFAC-related provisions of § 2 and § 9.

18.9 Headings

Section headings are for convenience only and have no legal effect.

18.10 Notices

We may give notice to you by email to your registered address, by in-app notification, or by posting at /legal/notices. You must give notice to us by email to legal@breakroomdrops.com.

18.11 Your reviews

Nothing in these Terms shall be construed to restrict the User's right to publish an honest review of the Service in any forum, and the Company shall impose no penalty in respect thereof, in accordance with the Consumer Review Fairness Act, 15 U.S.C. § 45b.

18.12 Electronic records and communications

You consent to receive every notice, disclosure, receipt, tax form, and other record relating to the Service in electronic form, whether by electronic mail to your registered address, by in-Service notice, or by posting within your account, and you agree that delivery in such form satisfies any requirement of applicable law that such record be provided in writing. The receipt and retention of electronic records requires a current electronic-mail address, a device with internet access and a current browser or the Company's application, and the capability to view, save, and print documents in portable document format; by using the Service you represent that you possess the foregoing. You may withdraw this consent, or request a paper copy of any specific record (for which a reasonable fee may be charged), by written notice to legal@breakroomdrops.com; withdrawal of consent may preclude the Company's continued provision of those portions of the Service dependent upon electronic delivery, including withdrawals and tax documentation. You shall maintain a current electronic-mail address in your account at all times.

For SMS communications, message and data rates may apply; reply STOP to opt out, HELP for help. SMS-channel use is subject to our SMS messaging policies (governed by 47 U.S.C. § 227 / TCPA). Consent to receive marketing SMS is not a condition of purchase.

18.13 Data retention and breach notification

We retain account, transaction, ledger, and pack-opening records for the duration required by applicable law and our internal recordkeeping policies (including the dispute-evidence retention contemplated by § 5.2). In the event of a security incident affecting your personal information, we will notify you and applicable regulators in accordance with applicable state breach-notification laws (including the Tennessee Information Protection Act and analogous state statutes where applicable).

18.14 Survival

The following provisions survive termination of your account or these Terms: §§ 4.2, 4.5, 4.6, 5.6–5.7 (as to shipped cards), 7 (to the extent of obligations not yet discharged), 7.5, 7.10, 9, 11, 12, 13, 14, 15 (final pre-termination version), 16, 17, 18.1–18.4, 18.6, 18.7, 18.8, 18.10–18.20, and any other provision that by its nature is intended to survive.

18.15 Notice to California residents

Pursuant to California Civil Code § 1789.3, Users are advised that the Service is provided by Keystone Cards, LLC, 6688 Nolensville Rd, Ste 108, Brentwood, TN 37027; that charges for the Service are as displayed at the time of purchase; and that complaints regarding the Service, and requests for further information, may be directed to the Company at the foregoing address or at support@breakroomdrops.com. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N-112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

18.16 Notice to New Jersey residents

Nothing in these Terms shall be construed to limit any non-waivable right or remedy available to a New Jersey resident under New Jersey law, including the New Jersey Consumer Fraud Act and the Truth-in-Consumer Contract, Warranty and Notice Act. To the extent any provision of these Terms is inapplicable to New Jersey residents under such laws, such provision shall not apply to such residents. Without limitation of the foregoing, the limitations set forth in §§ 12 and 13 shall not apply to damages for personal injury or to claims arising from the Company's negligence to the extent New Jersey law prohibits such limitation, and § 14 shall not require a New Jersey resident to indemnify the Company in respect of the Company's own negligence.

18.18 Release; California Civil Code § 1542

In the event of any dispute between you and any other User, creator, affiliate, carrier, grading company, or payment provider, you hereby release and discharge the Company from any and all claims, demands, and damages of every kind arising out of or in any way connected with such dispute. If you are a California resident, you hereby waive the provisions of California Civil Code § 1542, which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

18.19 No fiduciary or bailment relationship; feedback; recordings

The Company is not the User's agent, trustee, fiduciary, bailee, or custodian, and owes the User no duty beyond those expressly set forth in these Terms. Any idea, suggestion, or feedback furnished by the User to the Company shall become the property of the Company and may be used by it without compensation or attribution. The Company may record and retain support calls, chats, and messages for training, quality-assurance, dispute-resolution, and evidentiary purposes.

18.20 Language; cumulative remedies; app stores

These Terms are executed in the English language, and the English-language version shall control over any translation. The rights and remedies of the Company hereunder are cumulative and not exclusive. Where the Service is accessed through an application distribution platform, the terms of such platform shall additionally apply, such platform bears no responsibility for the Service, and such platform is an intended third-party beneficiary of those provisions hereof that concern it.

18.17 Interpretation

The word "including" shall be construed as "including, without limitation." Headings are for convenience of reference only. Where these Terms confer discretion upon the Company, such discretion shall be exercised in the Company's sole and absolute judgment, subject only to such obligations of good faith as applicable law may impose. No provision of these Terms shall be construed against either party by reason of that party having drafted it.

19. Contact