Terms of Use Agreement

1. Overview

This Terms of Use Agreement ("Agreement") is a legally binding contract between you (whether as an individual or on behalf of an entity, "User" or "you") and AyaHQ ("Company," "we," "our," or "us"). It governs your use of https://www.ayahq.com and all related media, applications, and services (collectively, the "Website").

By accessing or using the Website, you agree to be bound by this Agreement.

🔹 Arbitration Notice: This Agreement contains an arbitration clause under Section 25. By agreeing, you waive your right to a jury trial or participation in any class action lawsuits, except where prohibited by law.

2. Services Provided

AyaHQ offers:

• Labs – A platform that empowers organizations and builders to innovative in technology and science through hackathons and collaborations.

• Incubation and Mentorship – Empowering Africa’s next generation of onchain pioneers to scale, innovate, and thrive.

• BuilderHubs – BuilderHubs is a professional space dedicated to builders and innovators—offering residency programs, co-working facilities, and events.

3. Eligibility

To use the Website, you must:

• Have the legal capacity to enter into this Agreement.

• If under 18, have parental or guardian consent.

• Be at least 13 years old (or 16 in the UK/EU).

• Not reside in a restricted or excluded jurisdiction.

4. Digital Assets

• The Website allows interactions with digital assets (e.g., cryptocurrencies, blockchain-based tokens).

• Digital assets are not investment securities and should not be treated as such.

5. Accounts and Wallets

• Users must connect a digital wallet (e.g., ERC-20 compatible) for transactions.

• You bear full responsibility for all transactions conducted through your wallet.

6. Contests & Competitions

• Event sponsors must comply with all applicable laws and include necessary terms.

7. Smart Contracts

• Users acknowledge inherent risks in smart contract interactions, including potential coding errors.

8. Grants & Voting

• Users agree to binding grant program terms and voting mechanisms.

9. Use of Grants & Funds

• Funds must only be used for their designated purpose. Misuse may result in penalties.

10. Payments & Fees

• Fees for hackathons, bounties, and funding programs are non-refundable, except where legally required.

11. Refund Policy

• Payments are final and non-refundable, unless otherwise stated by law.

12. Fundraising Compliance

• All fundraising activities must adhere to applicable financial laws.

13. User Representations

By using the Website, you confirm that:

• You have legal authority to enter this Agreement.

• You will not use the Website for illegal, fraudulent, or unauthorized activities.

14. Contribution License

By submitting content, you grant AyaHQ a worldwide, royalty-free, irrevocable license to use, reproduce, and distribute the content.

15. Review Guidelines

• Reviews must be honest, based on personal experience, and not misleading.

16. Mobile Application License

• Users receive a non-exclusive, non-transferable, revocable license to use the mobile app for personal use only.

17. Social Media Policy

• Users must comply with the terms of third-party platforms when engaging with AyaHQ.

18. Prohibited Activities

Users must not:

• Engage in fraud, abuse, harassment, or illegal activities.

• Use the Website for unauthorized commercial purposes.

19. Intellectual Property Rights

• All Website content is owned by AyaHQ and protected under copyright laws.

20. Intellectual Property Claims

• If your intellectual property rights are violated, you may request content removal.

21. Third-Party Links & Content

• AyaHQ is not responsible for external websites or third-party content.

22. Privacy Policy

• Use of the Website is subject to our Privacy Policy, incorporated by reference.

23. Termination of Use

• Users may terminate this Agreement by ceasing Website use.

• AyaHQ reserves the right to suspend or terminate accounts at its discretion.

24. Modifications to Agreement

• AyaHQ may update these Terms at any time. Changes will be posted on the Website.

25. Disputes & Choice of Law

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflicts of law principles.

Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to this Agreement shall be settled by binding arbitration in accordance with:

• The rules of the American Arbitration Association (AAA) if the dispute involves a U.S.-based user; or

• The rules of the Singapore International Arbitration Centre (SIAC) if the dispute involves a non-U.S.-based user.

Arbitration Venue & Rules

• If the User is located in the United States, arbitration shall be conducted in Delaware, USA, under AAA rules.

• If the User is located outside the United States, arbitration may be conducted in Singapore, under SIAC rules.

• The arbitration shall be final and binding, and the arbitrator's decision shall be enforceable in any competent court.

Class Action & Jury Trial Waiver

To the maximum extent permitted by law, you expressly waive:

1. Your right to a jury trial in any legal proceeding arising out of this Agreement; and

2. Your right to participate in any class action, class arbitration, or other representative proceeding.

By agreeing to this Agreement, you acknowledge that disputes will be resolved only through individual arbitration.

Exceptions to Arbitration

This arbitration agreement does not apply to:

1. Claims for injunctive or equitable relief (such as intellectual property disputes), which may be brought in a court of competent jurisdiction; or

2. Any disputes that cannot be subject to arbitration under applicable law.

Severability of Arbitration Clause

If any part of this Clause 25 is found to be unenforceable, the remainder shall remain in full force and effect.

26. Corrections

• AyaHQ reserves the right to correct errors or update Website content at any time.

27. Disclaimers

• The Website and Services are provided "as is" without warranties of any kind.

28. Limitation of Liability

• AyaHQ is not liable for indirect, incidental, or consequential damages.

29. Indemnification

• Users agree to indemnify AyaHQ against claims, damages, or expenses arising from Website use.

30. Notices

• Notices will be sent via the Website or email.

31. User Data

• Users are responsible for backing up their data.

32. Electronic Contracting

• By using the Website, you agree to electronic agreements and records.

33. Miscellaneous

• This Agreement constitutes the entire agreement between you and AyaHQ.

Contact Us

For inquiries, contact us at [email protected].