Terms of Service

1. Introduction and Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User", "you", "your"), being an entity or individual acting within your trade, business, or profession, and Hashrupt Limited ("Hashrupt", "we", "our", "us"), a company registered in England and Wales.

By accessing or using our website (hashrupt.com), the Verity platform, or any other services we provide (collectively, the "Services"), you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our Services.

Modification: We reserve the right to modify these Terms at any time. We will provide at least thirty (30) days' written notice of any material changes via email or platform notification. Continued use of the Services after this notice period constitutes acceptance of the modified Terms.

2. Definitions

• "Services" means all products, software, platforms, and services provided by Hashrupt, including the Verity platform, but excluding third-party services.
• "User" means any entity or individual that accesses or uses our Services for business purposes.
• "Content" means any data, text, files, information, or materials uploaded, submitted, or transmitted by you through our Services.
• "Subscription" means a paid plan that grants access to specific features of our Services.

3. Account Registration

To access certain features of our Services, you may be required to create an account. When registering, you agree to:

• Provide accurate, current, and complete information.
• Maintain and promptly update your account information.
• Maintain the security and confidentiality of your login credentials.
• Accept responsibility for all activities that occur under your account.
• Notify us immediately of any unauthorised use of your account.

We reserve the right to suspend or terminate accounts that violate these Terms or contain inaccurate information.

4. Use of Services

4.1 Permitted Use

You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use our Services strictly in accordance with these Terms and any applicable subscription agreement for your internal business purposes only.

4.2 Prohibited Conduct

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable laws.
• Attempt to gain unauthorised access to any part of the Services or related systems.
• Interfere with or disrupt the integrity or performance of the Services.
• Transmit any malware, viruses, or other harmful code.
• Reverse engineer, decompile, or disassemble any aspect of the Services.
• Copy, modify, or create derivative works of the Services.
• Use automated means to access the Services without our prior written consent.
• Resell, sublicense, or redistribute the Services without authorisation.
• Infringe upon the intellectual property rights of others.

5. Subscription and Payment

5.1 Fees

Certain Services require payment of fees. All fees are quoted in GBP unless otherwise stated and are exclusive of VAT and other applicable taxes.

5.2 Payment Terms

• Fees are payable in advance for the subscription period.
• You authorise us to charge your payment method for all applicable fees.
• Failure to pay may result in immediate suspension or termination of your access.

5.3 Late Payment

In addition to suspension or termination, Hashrupt reserves the right to charge interest on all overdue amounts at the rate of 8% per annum above the Bank of England base rate from the due date until paid, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

5.4 Refunds

Fees are strictly non-refundable except where required by law or as expressly stated in a separate written agreement signed by an authorised representative of Hashrupt. Any other refunds are at our sole and absolute discretion on a case-by-case basis.

6. Intellectual Property

6.1 Our Intellectual Property

All intellectual property rights in the Services, including but not limited to software, designs, text, graphics, logos, and trademarks, are owned by Hashrupt or our licensors. These Terms do not grant you any rights to our intellectual property except for the limited right to use the Services as expressly stated herein.

6.2 Your Content

You retain ownership of any Content you upload to our Services. By uploading Content, you grant us a worldwide, non-exclusive, royalty-free, transferable license to use, process, and store such Content solely for the purpose of providing the Services to you and fulfilling our obligations under these Terms.

6.3 Feedback

Any feedback, suggestions, or ideas you provide regarding our Services are provided without restriction or expectation of compensation, and may be used by us for any purpose.

7. Data Protection

Our collection and use of personal data is governed by our Privacy Policy, which forms part of these Terms. By using our Services, you consent to such processing and warrant that all data provided by you is accurate and lawful.

Where we process personal data on your behalf (as a data processor), we will do so in accordance with a separate Data Processing Agreement (DPA), which you must enter into with us.

8. Confidentiality

Each party agrees to keep confidential all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential ("Confidential Information"). This obligation does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party's possession prior to disclosure; (c) is independently developed by the receiving party; or (d) is required to be disclosed by law, provided prior notice is given if legally permissible.

9. Service Availability and Support

9.1 Availability

We strive to maintain high availability of our Services but do not guarantee uninterrupted or error-free access. We may suspend Services temporarily for maintenance, updates, or other operational reasons.

9.2 Support

Support is provided in accordance with the support terms specified in your subscription plan. We aim to respond to support requests within reasonable timeframes but do not guarantee specific response times unless stated in a separate Service Level Agreement (SLA).

10. Disclaimers and Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

10.1 The Services are provided "AS IS" and "AS AVAILABLE" without warranties, conditions, representations, or guarantees of any kind. We expressly exclude all warranties, conditions, representations, and other terms that might otherwise be implied by statute, common law, or the law of equity, including but not limited to the implied terms of satisfactory quality, fitness for a particular purpose, and the exercise of reasonable care and skill.

10.2 We do not warrant that the Services will be error-free, secure, or uninterrupted. You acknowledge that reliance on the Services is at your own risk.

10.3 Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under English law.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

11.1 We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, business opportunities, or goodwill. This exclusion shall apply whether the liability arises in contract, tort (including negligence), breach of statutory duty, or otherwise, and whether or not we have been advised of the possibility of such damages.

11.2 Our total aggregate liability for all claims arising from or related to these Terms or the Services, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total fees paid by you in the twelve (12) months preceding the event giving rise to the claim.

11.3 These limitations apply regardless of the legal theory upon which the claim is based and even if a remedy fails of its essential purpose.

11.4 The limitations of liability in this Section 11 shall not apply to your liability under Section 12 (Indemnification) or your obligation to pay fees under Section 5 (Subscription and Payment).

12. Indemnification

You agree to indemnify, defend, and hold harmless Hashrupt, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable legal fees) arising from: (a) your use of the Services; (b) your breach of these Terms; (c) your violation of any third-party rights; or (d) any Content you submit through the Services. Hashrupt shall have the right to appoint its own counsel and control the defence of any claim, but you shall be solely responsible for all costs and fees of such defence.

13. Termination

13.1 Termination by You

You may terminate your account at any time by following the cancellation procedures in your account settings. Termination does not entitle you to a refund of any pre-paid fees.

13.2 Termination by Us

We may suspend or terminate your access to the Services immediately if: (a) you breach these Terms; (b) you fail to pay applicable fees; (c) we are required to do so by law; or (d) we discontinue the Services.

13.3 Effect of Termination

Upon termination: (a) your right to access the Services ceases immediately; (b) we may delete your Content after a reasonable period; (c) provisions that by their nature should survive termination shall continue in effect.

14. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of England and Wales.

Any disputes arising from or relating to these Terms or the Services shall be subject to the exclusive jurisdiction of the courts of England and Wales, provided that we may seek injunctive relief in any jurisdiction deemed necessary to protect our intellectual property or Confidential Information.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy and any applicable subscription agreements, constitute the entire agreement between you and Hashrupt regarding the Services, superseding all prior agreements.

15.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

15.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

15.5 Force Majeure

We shall not be liable for any failure or delay in performing our obligations due to circumstances beyond our reasonable control, including but not limited to natural disasters, war, terrorism, strikes, infrastructure failures, or the instability or failure of the underlying blockchain networks or decentralised infrastructure not directly controlled by Hashrupt.

16. Contact Information

For any questions regarding these Terms, please contact us: