Terms and Conditions, including Disclaimers

1. Contract Information

By using the System you confirm that you are 18 years of age or more, that any registration information that you submit to Synergic foods is true, accurate and complete, that you will update such information in order to keep it current, that you have read and agree to the terms and conditions contained in this Agreement, our Privacy Policy (which are hereby incorporated into this Agreement), our Creator Incentive Program, our Community Guidelines, our Content and Monetisation Policies, our Partner Monetisation Policies and that you shall be legally bound by such terms subject to all applicable laws and regulations.

2. Understanding Hapvee

You acknowledge and agree that Hapvee for Creators Service is an online platform that enables vegan creators to publish cooking recipes and video content for users to view and engage with on Hapvee. If you choose to access Hapvee for Creators Service you are solely responsible for the content you publish on the Company's platform. Therefore you understand and agree that you must upload only content you own the full intellectual property of, or content that you are licenced to use. Content means any form of media: text, images, videos, or audio. By using the service and uploading content you agree to be solely liable in case any third party claims content infringement or violation of rights regarding the content uploaded. If Hapvee incurs any legal costs or damages related to liability arising from the Creator's content, the Creator shall fully reimburse and indemnify the Company for those expenses and damages and any legal fees associated with them.

You acknowledge and agree that nothing contained in this agreement shall create an employer and employee relationship, a master and servant relationship, or a principal and agent relationship between the parties.

3. Changes to the Agreement

Hapvee reserves the right to vary this Agreement from time to time by amending this page. Creators will be notified of changes by the email address we have for you on file, it’s your sole responsibility to keep your content details up to date. Any material amendments intending to bind an existing user of the System shall become effective 7 days after the amendments.

4. Privacy

We process information about you in accordance with our Privacy Policy. By using the System, you consent to such processing and you warrant that all data provided by you is accurate.

To access Hapvee for Creators service, you may be required to register personal information and establish unique usernames and passwords. You are responsible for maintaining the confidentiality of any passwords and are fully responsible and or liable for all activities that occur under your password and username, whether by you or by anyone else using your identity. Should your password be compromised by breaches of security such as, but not limited to, loss, theft and unauthorized disclosure, it is your responsibility to immediately notify us of the need to change or deactivate the password. Until we are so notified you will remain liable for any unauthorized use of your account.

5. Intellectual Property Rights

The layout, design, content and graphics on the System and the Hapvee for Creators Service are protected by UK and other international copyright laws. Unless expressly permitted in writing and other than printing a small proportion of content or displaying this on your screen or both, (strictly for your personal non-commercial use), no part of the System may be reproduced or stored in any medium, including but not limited to a retrieval system, or transmitted, in any form or by any means (electronic, mechanical, photocopying, recording, broadcasting), nor shown in public. You may not create any derivative work or make any other adaptation, without our prior written consent. You must not modify the copies you have displayed or printed in any way and you may not use any illustrations, photographs, videos or audio sequences or any graphics separately from any accompanying text. If you print off or download any material from the System in breach of these terms of use, your right to use the System and the Hapvee for Creators Service will cease immediately and you must at our option return or destroy any copies of the materials you have made. All rights not expressly granted in these terms or any express written license are reserved. For all other uses of our content or images, you must contact us and obtain our prior written permission.

When uploading content as a Creator, you will retain any intellectual property you may already have on the content uploaded and you acknowledge and agree that Synergic foods Ltd can use such content, including your image and name, for delivering its services and as promotional materials for the services it offers such as Hapvee and Hapvee for Creators. These promotional materials can be distributed by Synergic foods Ltd in any form, channel or medium.

6. Prohibited uses

You agree that you will not use the System to:

• Interfere with or disrupt the System or servers or networks connected to the System, or disobey any requirements, procedures, policies or regulations of networks connected to the System
• Intentionally or unintentionally violate any applicable laws and/or regulations
• "Stalk" or otherwise harass another user of the System and/or any employee of Synergic foods Ltd.
• Solicit, collect or post personal data or attempt to solicit, collect or post personal data about other users of the Website from the Website (including user names or passwords) or about any other third party, and/or:
  • Access or attempt to access another user's account without his or her consent.
  • Knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

You also agree not to:

• Reproduce, duplicate, copy or re-sell any part of the System in contravention of the provisions of this Agreement
• Resell access to the System
• Frame the System or any part of it
• Copy any material obtained from the System to peer to peer networks or other websites or web services
• Access without authority, interfere with, damage or disrupt any part of the System; any equipment or network on which the System is stored; any software used in the provision of the System; or any equipment or network or software owned or used by any third party

7. Breach of the Agreement

We will determine, in our absolute discretion, whether there has been a breach of this Agreement through your use of the System. When a breach of this Agreement has occurred, we may take such action as we deem appropriate, which may include all or any of the following actions:

• Immediate, temporary or permanent withdrawal of your right to use the System and/or the Hapvee for Creators Service
• Immediate, temporary or permanent removal of any posting or material uploaded by you to the System and/or the Synergic foods Services
• Issue a warning notice to you to immediately cease and/or remedy such breach and following receipt such action should be taken immediately
• Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach
• Any further legal action against you
• Disclosure of such information to law enforcement authorities as we reasonably feel is necessary

We exclude liability for actions taken in response to breaches of this Agreement. The possible actions we may take on breach of this Agreement are not limited to those described here, and we may take any other action we reasonably deem appropriate

8. No warranty

The use of the System (including but not limited to its content and features) is at your own risk. The System is provided on an &auot;as is&auot; and &auot;as available&auot; basis. To the extent permitted by applicable law, Synergic foods gives no warranty, express or implied, as to the quality, content and availability or fitness for a specific purpose of the System or to the accuracy of the information contained in any of the materials on the Service. Synergic foods shall not be liable to any person for any loss or damage of any kind, which may arise, directly or indirectly from the use of or inability to use any of the information contained in any of the materials on the System. There is no guarantee of availability of information on the System at any time, nor that it is up to date or error-free.

9. Limitation of liability

To the fullest extent applicable permitted by applicable laws, Synergic foods, its affiliates, officers, directors, employees, licensors or any third parties exclude liability for any direct, indirect, incidental, special or consequential damages (including but not limited to any loss of data, service interruption, computer failure or pecuniary loss, loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, loss of goodwill, wasted management or office time and for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable) arising out of the use of or inability to use the System, even if you have advised Synergic foods about the possibility of such loss, and including any damages resulting therefrom. Commentary and other materials posted on the System by other users are not intended to amount to advice on which reliance should be placed. We therefore, to the fullest extent permitted by applicable laws, disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to the System, or by anyone who may be informed of any of its contents. If any part of this limitation of liability is found to be invalid or unenforceable for any reason, then the aggregate liability of Synergic foods (including any of its affiliates, service providers and licensors) under such circumstance for liabilities that otherwise would have been limited, shall not exceed the maximum single purchase price of the Synergic foods Service. Any claims arising out of or in connection with your use of the System must be brought within one year of the date of the event giving rise to such action occurred. Nothing in this provision affects our or our contractors' liability for death or personal injury arising from our (or their) negligence nor our (or their) liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter nor any other liability which cannot be excluded or limited under an applicable law.

10. Technology limitations and modifications

Synergic foods will make reasonable efforts to keep the System operational. However, certain technical difficulties, maintenance, or any other cause beyond our reasonable control (including (but not limited to) failure of the internet, natural disaster, labour shortage or dispute, or governmental act) may, from time to time, result in interruptions. Synergic foods reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, functions and features of the System with or without notice. You agree not to hold us liable for any such failure or delay in performance and we agree to make all reasonable efforts to restore the System (or any part thereof) as soon as practicable.

11. Third parties

Certain hypertext links in this site may lead to other third-party websites, which are not under the control of Synergic foods. When you activate any of these you will leave the System and Synergic foods has no control over, and will accept no responsibility or liability, for the material on any website which is not under the control of Synergic foods. Synergic foods does not make any representations or give any guarantee or warranties of any kind, expressed, implied or otherwise about the content of on any external website link.

12. Indemnity

You agree to indemnify and hold Synergic foods and its officers, directors, employees and licensors harmless from any claim or demand (including but not limited to reasonable legal fees) made by a third party due to or arising out of or related to your violation of the terms and conditions of this Agreement or your violation of the System (and all related materials) or any applicable laws, regulations or third party rights.

13. Assignment by Synergic foods

Synergic foods may assign (or otherwise transfer) this Agreement or any part of it without restrictions. You may not assign (or otherwise transfer) this Agreement or any part of it to any third party.

14. Entire agreement

This Agreement (incorporating these terms and the Privacy Policy as may be updated from time to time), our Creator Incentive Program, our Community Guidelines, our Content and Monetisation Policies, our Partner Monetisation Policies constitute all the terms and conditions agreed upon between you and Synergic foods and supersede any prior agreements in relation to the subject matter of this Agreement, whether written or oral. Any additional or different terms or conditions in relation to the subject matter of this Agreement in any written or oral communication from you to Synergic foods are void. You agree and accept that you have not accepted the terms and conditions of this Agreement in reliance of or to any oral or written representations made by Synergic foods not contained in this Agreement.

15. Severability and waiver

If any provision of the Agreement is held by a court of competent jurisdiction to be unlawful, void or for any reason unenforceable, such provision shall be changed and interpreted to best accomplish the objectives of the original provision fully permitted by law, and the remaining provisions of the Agreement shall remain in full force and effect.

If we fail to insist that you perform any of your obligations under these terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

16. Term and termination

This Agreement is between you and us only and will become effective when you start using the System and will remain effective until terminated by you or Synergic foods. Synergic foods reserves the right to terminate this Agreement or suspend your Synergic foods accounts at any time in case of unauthorized, or suspected unauthorised use of the System whether in contravention of this Agreement or otherwise. If Synergic foods terminates this Agreement, or suspends your Synergic foods account, for any of the reasons set out in this section, Synergic foods shall have no liability or responsibility to you whatsoever.

17. Governing law and disputes

The System is controlled by Synergic foods from its offices in the United Kingdom. Access to, or use of, the System and any related information and materials may be prohibited by law in certain jurisdictions. You are responsible for compliance with all applicable laws of the jurisdiction from which you are accessing the System. We make no representation that the information contained herein is appropriate or available for use in other locations.

This Agreement and any contract between us, whether for use of the System or other purpose, and any non-contractual obligations (if any) arising out of or about these terms and conditions or any such contract will be governed by English law. The parties agree that the courts of England have exclusive jurisdiction to settle any dispute arising out of or about this Agreement (including a dispute regarding the existence, validity or termination of this Agreement or any non-contractual obligation arising out of or about this Agreement). Notwithstanding the foregoing, we reserve the right to bring legal proceedings in any jurisdiction where we believe a breach of this Agreement has originated.

18. Survivorship

The following provisions shall survive termination of this Agreement: Clause 8 (Intellectual Property), Clause 12 (Limitation), Clause 15 (Indemnity), Clause 17 (Entire Agreement), Clause 18 (Severability and waiver) and Clause 20 (Governing Law and Disputes)

19. Contact

You can contact us via the following details:

• Email: team@hapvee.io

Effective Date: This document is effective as of May 4th 2024