# 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 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 ****. --- # Agent Instructions: Querying This Documentation If you need additional information that is not directly available in this page, you can query the documentation dynamically by asking a question. Perform an HTTP GET request on the current page URL with the `ask` query parameter: ``` GET https://support.ayahq.com/user/legal/terms-of-use-agreement.md?ask= ``` The question should be specific, self-contained, and written in natural language. The response will contain a direct answer to the question and relevant excerpts and sources from the documentation. Use this mechanism when the answer is not explicitly present in the current page, you need clarification or additional context, or you want to retrieve related documentation sections.