Terms & Conditions

Basehub, Inc. is a company incorporated in Istanbul, Turkey ("Basehub," "we," "our," or "us").

Basehub, Inc. is not regulated or approved by any Financial Institution. Basehub, Inc. does not provide any financial or investment advice to its platform users or members of its network. Any investment or financial decisions are made independently by the parties. Basehub, Inc. is neither a Financial Advisory firm nor an Investment Firm; rather, it serves as a platform to connect and engage with startup founders, investors, and consultants.

Please find below two separate sets of terms and conditions:

(A) A standard Software as a Service Agreement applicable to all corporate customers who create an account with Basehub to use the platform.

(B) An End User License Agreement that applies to all individual authorized users of the platform. If you are uncertain about which set of terms and conditions applies to you, please contact us at info@basehub.com.

(A) SOFTWARE AS A SERVICE AGREEMENT

Last Updated: 22 September 2023

INTRODUCTION

This agreement, along with the Privacy Policy and Cookies Policy, outlines the terms and conditions under which we, Basehub, make the BasehubApp platform available for use by our clients.

By registering as a user of the Basehub platform, you affirm that:

1. You have read and agree to the terms and conditions of this agreement.
2. If you are representing a company, you have the authority to bind that company.

If you do not agree to the terms and conditions of this agreement, you must promptly cancel your registration and cease all use of the Basehub platform. Alternatively, if you and we have agreed in writing to a separate set of terms and conditions, those terms and conditions will supersede these.

It's important to note that this agreement encompasses terms and conditions pertaining to:

1. The services we offer through the Basehub platform, including our right to modify these services (Clause 1).
2. Restrictions on your use of the Basehub platform, as well as those of other authorized users (Clauses 2 and 5).
3. Fees associated with using the Basehub platform (Clause 7).
4. Our utilization of the data you input into the Basehub platform (Clause 11).
5. Limitations and exclusions of our liability to you (Clause 12).

This is just a summary of some of the key terms in this agreement. We strongly recommend that you read the entire agreement and keep a copy for future reference.

OUR AGREEMENT WITH YOU

Before we proceed, here is a list of the terms used in this agreement and their definitions:

Authorized Users: Employees, agents, consultants, or independent contractors of the Client who are authorized by the Client to use the Services and the Documentation, as described in Clause 3.1.

Authorized Employee: An employee of Basehub who requires access to Personal Data to fulfill Basehub's obligations under this Agreement.

Client: The individual or company contracting with Basehub under the terms and conditions of this agreement.

Client Data: Data entered by an Authorized User or by Basehub on the Client's behalf for using the Services or facilitating the Client's use of the Services.

Confidential Information: Proprietary or confidential information, whether labeled as such or recognized as confidential by a reasonable business person.

Documentation: Documents provided to the Client by Basehub online or through other web addresses notified by Basehub, describing the Services and providing user instructions for them.

Fees: Charges paid by the Client to Basehub for the Services, following the Fee Schedule.

Fee Schedule: The schedule of Fees found at https://www.base-hub.com or another pricing method agreed upon in writing between the Client and Basehub.

Plan: A package of user subscriptions chosen by the Client, entitling a specific number of Authorized Users to access and use the Services and Documentation, as outlined in the Fee Schedule.

Services: The services offered by Basehub to the Client through this agreement, via the Basehub platform available at www.base-hub.com and my.basehub.com (or any other website notified to the Client by Basehub).

Service Account: A connection established from the Software to an external data source, such as a third-party API.

Software: The online software application provided by Basehub as part of the Services.

Support Services: Services provided by Basehub to support and assist the Client's use of the Services, as detailed at https://www.base-hub.com/ or any other provided website or document.

Term: The duration of this agreement, as defined in Clause 14.1.

SERVICES 1.1 Throughout the Term, Basehub will provide the Services to the Client according to the terms of this agreement.

1.2 The Services' purpose is to facilitate compliance with EU regulations regarding the use of cookies on your website and assist in obtaining relevant consents from users. Basehub provides the IT infrastructure, but it's your responsibility to ensure correct implementation, including drafting appropriate consent requests and providing necessary information to your website's users to obtain informed, prior, implied, or explicit consent, as required. EU legislation may vary between countries, and Basehub cannot guarantee full compliance with all rules and regulations. We recommend seeking local legal advice to ensure compliance with local legislation and tailoring consent language for your website.

1.3 Basehub will make reasonable efforts to keep the Services available 24/7, except for:

(a) Planned maintenance during designated maintenance windows. (b) Unplanned maintenance outside normal business hours.

1.4 Basehub will provide Support Services during normal business hours as part of the Services and at no additional cost to the Client. Basehub may adjust the availability of specific Support Services at its discretion. Enhanced support services may also be available for purchase at Basehub's prevailing rates.

1.5 During the Term, Basehub may:

(a) Introduce new features, functionality, applications, or tools related to the Services. (b) Modify the Software by issuing updates or new releases.

1.6 The Client acknowledges that certain Services, including Support Services, content, features, or capacity, may not be fully available, depending on the chosen Plan.

LICENSE AND USE RESTRICTIONS 2.1 Basehub grants the Client a non-exclusive, non-transferable right to allow Authorized Users to use the Services, Documentation, and Software during the Term solely for the Client's business operations, subject to compliance with this agreement.

2.2 The Client and Authorized Users must not:

(a) Access, store, distribute, or transmit viruses or any harmful, unlawful, threatening, defamatory, obscene, infringing, harassing, or racially or ethnically offensive materials during their use of the Services. (b) Facilitate illegal activity. (c) Display sexually explicit content. (d) Promote unlawful violence. (e) Discriminate based on race, gender, color, religious belief, sexual orientation, or disability. (f) Engage in any illegal activities or activities causing harm or damage to individuals or property.

Basehub reserves the right to disable the Client's and/or Authorized Users' access to the Services in case of suspected breaches of this clause.

2.3 Unless expressly permitted by this agreement, the Client and Authorized Users must not:

(a) Create or distribute products or services competing with the Services. (b) Attempt to copy, modify, duplicate, create derivative works, frame, mirror, republish, download, display, transmit, or distribute any part of the Software and/or Documentation. (c) Attempt to reverse compile, disassemble, reverse engineer, or otherwise convert any part of the Software to human-readable form.

2.4 The Client must take reasonable measures to prevent unauthorized access to or use of the Services and/or Documentation. Any unauthorized access or use must be promptly reported to Basehub.

2.5 The rights granted under this clause 2 apply exclusively to the Client and do not extend to any subsidiary or holding company of the Client without express written consent.

AUTHORIZED USERS 3.1 Regarding Authorized Users, the Client agrees to:

(a) Ensure that the maximum number of Authorized Users authorized to access and use the Services and Documentation does not exceed the limit specified in the chosen Plan. (b) Not allow one user account to be shared by multiple individual Authorized Users unless it is entirely reassigned to another Authorized User, in which case the previous Authorized User loses access rights. (c) Require each Authorized User to maintain a secure password for their use of the Services and Documentation and to keep their password confidential.

3.2 If Basehub identifies that the Client has underpaid Fees, the Client must pay Basehub the underpayment amount as calculated according to the Fee Schedule within 10 working days of being notified of the underpayment.

3.3 In addition to Clause 3.1's undertakings regarding the number of Authorized Users, the Client acknowledges its sole responsibility for determining permission rights (admin or read-only) for each Authorized User, monitoring compliance with these permissions, and absolves Basehub of liability in this regard.

3.4 The Client may request Plan upgrades or downgrades during the Term. Such requests can be made by following the relevant link on the website or application where the Services are provided or by contacting us at the email address listed in Clause 15.10. Once all necessary information is provided, the upgrade or downgrade will take effect within one (1) working day. Fees will be prorated for the remaining payment period, and Basehub will issue a credit note or adjust Fees for the following payment period accordingly.

BASEHUB'S OBLIGATIONS 4.1 Basehub commits to performing the Services substantially in line with the Documentation and with reasonable care and skill.

4.2 The commitment in Clause 4.1 does not apply in cases of non-conformance resulting from third-party API faults used to access Client Data, use of the Services contrary to Basehub's instructions (including custom application design and implementation), or modification of the Services by any party other than Basehub or Basehub's authorized contractors or agents. In such cases, Basehub will, at its expense, make reasonable efforts to promptly correct the non-conformance or provide an alternative means to achieve the desired performance. This correction or substitution constitutes the Client's sole remedy for any breach of the commitment outlined in Clause 4.1. However, the Client acknowledges that:

(a) Basehub does not guarantee uninterrupted or error-free use of the Services or that the Services, Documentation, and/or information obtained through the Services will meet the Client's requirements. (b) Basehub is not liable for delays, delivery failures, or any other loss or damage arising from data transfer over communication networks and facilities, including the internet. The Client acknowledges that the Services and Documentation may be subject to limitations, delays, and other inherent problems associated with communication facilities.

4.3 This agreement does not preclude Basehub from entering similar agreements with third parties or independently developing, using, selling, or licensing documentation, products, and/or services similar to those provided here.

CLIENT OBLIGATIONS 5.1 The Client must:

(a) Provide Basehub with necessary cooperation, information, and access to enable Basehub to deliver the Services. (b) Comply with all applicable laws and regulations in its activities under this agreement. (c) Obtain and maintain all required licenses, consents, and permissions necessary for Basehub to fulfill its obligations under this agreement, including providing the Services. (d) Ensure that Authorized Users use the Services and Documentation in accordance with this agreement and the End User License Agreement, including user instructions provided in the Documentation. The Client is responsible for any breaches by Authorized Users. (e) Upon request, furnish Basehub with information about Authorized Users as reasonably required for managing and enforcing the terms of the End User License Agreement. (f) Ensure that its network and systems adhere to Basehub's provided specifications. (g) Be solely responsible for establishing and maintaining network connections and telecommunications links from its systems to Basehub's data centers, as well as for any related problems, delays, delivery failures, or loss or damage resulting from network connections or telecommunications links or caused by internet usage.

END USER LICENCE AGREEMENT

Last Updated: 22 September 2023

This agreement (together with our Privacy Policy and Cookie Policy from time to time) sets out the terms and conditions on which we provide you with access to and use of our data communication software platform (“Platform”).

By registering to use the Platform, you agree to the terms and conditions of this agreement, which will bind you. If you do not agree to the terms of this agreement, please refrain from using the Platform.

ELIGIBILITY

1.1 To be eligible to access and use the Platform, you must:

(a) Be at least 18 years old.

(b) Be a duly authorized employee, agent, consultant, or independent contractor of a corporate customer that has contracted with Basehub Inc for the use of the Platform (“Corporate Customer”).

(c) Agree to the terms and conditions of this agreement.

1.2 You represent and warrant to us that you are authorized by a Corporate Customer to use the Platform.

ACCESS AND USE

2.1 Subject to your compliance with the terms and conditions of this agreement, Basehub Inc hereby grants you a non-exclusive, non-transferable license to access and use the Platform for the term of this agreement, solely for use as part of the Corporate Customer’s internal business operations.

2.2 You must keep all user identification codes and passwords confidential and not disclose them to any third party (unless as part of a reassignment permitted by the Corporate Customer).

PLATFORM RESTRICTIONS

3.1 Except as expressly set out in this agreement or as permitted by any local law, you agree not to:

(a) Create and/or distribute any product or service which competes with the Platform.

(b) Attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Platform in any form or media or by any means.

(c) Attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Platform.

(d) Use the Platform to provide services to third parties.

(e) License, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Platform available to any third party (except where you are an admin-user for the purpose of permitted other authorized users access to the Platform).

(f) Attempt to obtain, or assist third parties in obtaining, access to the Platform.

3.2 You shall use all reasonable endeavors to prevent any unauthorized access to, or use of, the Platform and, in the event of any such unauthorized access or use, promptly notify Basehub Inc.

3.3 You warrant to us that all the information you provide to Basehub Inc is true and accurate to the best of your knowledge.

ACCEPTABLE USE RESTRICTIONS

4.1 You must not access, store, distribute, or transmit any viruses, or any material that is:

(a) Unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, or racially or ethnically offensive.

(b) Facilitates illegal activity.

(c) Depicts sexually explicit images.

(d) Promotes unlawful violence.

(e) Is discriminatory based on race, gender, color, religious belief, sexual orientation, disability, or in a manner that is otherwise illegal or causes damage or injury to any person or property.

4.2 You also agree:

(a) Not to use the Platform in a way that could damage, disable, overburden, impair, or compromise our systems or security or interfere with other users.

(b) Not to act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the Platform or any operating system.

(c) Not to collect or harvest any information or data from the Platform or our systems or attempt to decipher any transmissions to or from the servers running the Platform.

INTELLECTUAL PROPERTY RIGHTS

Basehub Inc is the owner or the licensee of all intellectual property rights in the Platform and in the material published on it. All such rights are reserved. You acknowledge that you have no rights in or to the Platform other than the right to access and use the Platform in accordance with the terms of this agreement.

CHANGES TO THIS AGREEMENT

We may change this agreement at any time. Any changes we make in the future will be posted on [insert URL for terms and conditions] and, where appropriate, notified to you by e-mail or displayed on-screen when you next access the Platform.

BASEHUB INC'S LIABILITY

7.1 To the extent permitted by law, our maximum aggregate liability under or in connection with this agreement, whether in contract, tort (including negligence), or otherwise, shall be limited to [insert applicable currency and amount].

7.2 To the extent permitted by law, we exclude all conditions, warranties, and representations that may apply to the Platform or any content on it, whether express or implied.

TERMINATION

8.1 This agreement shall commence on the date you register to use the Platform and continue until the earlier of either termination under clause 8.2 or termination or expiry of the separate agreement between the Corporate Customer and Basehub Inc.

8.2 This agreement may be terminated in the following events:

(a) You commit a material or persistent breach of this agreement, in which case we may terminate this agreement immediately by written notice to you.

(b) The Corporate Customer withdraws your authority to use the Platform, for example, you cease to be employed by the Corporate Customer.

8.3 On termination for any reason, all rights granted to you under this agreement shall cease.

OTHER IMPORTANT TERMS

9.1 We may transfer our rights and obligations under this agreement to another organization, but this will not affect your rights or our obligations under this agreement.

9.2 If we fail to insist that you perform any of your obligations under this agreement, 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.

9.3 Each of the conditions of this agreement operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

9.4 Please note that this agreement, its subject matter, and its formation are governed by the laws of Turkey. You and we both agree that the courts of Istanbul, Turkey, will have exclusive jurisdiction.