Effective Date 01.07.2019

Hypersphere OÜ, located in Estonia, Tallinn, Randla tn 13-201 is a  provider of various services  (hereinafter, “Hypersphere”, “we”, “us”).

WHEREAS, you (“you” or the “User”) are an individual or entity that uses Hypersphere services.

WHEREAS Hypersphere.pro (the “Website”) is the official website of Hypersphere.

NOW, THEREFORE, for and in consideration of the foregoing and the mutual covenants and agreements contained herein, the parties hereby stipulate, agree and enter into the agreement (the “Agreement”) as follows:

 

1. Definitions

1.1. Account – online account created by the User at the Website.

1.2. Services – any services provided by Hypersphere OÜ and/or its affiliates, including the services available to registered Users on the Website.

 

2. Acceptance and changes to the Agreement

2.1. Your access to and use of the Website and/or any services is subject exclusively to this Agreement. By registering to and using our Website you agree to be bound by and accept this Agreement, its terms and conditions and all the policies and guidelines that are incorporated by reference (for example, the Privacy Policy). If you do not agree with the Agreement and/or individual provisions of the Agreement, you cannot use the Website and must immediately stop using the Website and/or the services. We recommend that you store or print-off a copy of the Agreement (including all policies) for your records.

2.2. This Agreement comes into effect at the moment you register at the Website.

2.3. Hypersphere may change, amend, delete or add to this Agreement or any of the terms and conditions contained in any policies or rules governing the Website and/or the services at any time and in its sole discretion without notice. Any such changes will be effective upon the posting of the revised Agreement or such policies and rules on the Website and you are solely responsible for reviewing any such notice and the corresponding changes to the Agreement. Your continued use of the Website and/or the services following any such revisions to the Agreement or such policies and rules will constitute your acceptance of such changes.

2.4. Hypersphere may at any time change or remove (temporarily or permanently) the Website, App, and services without indicating the reasons of such change or removal and you confirm that Hypersphere shall not be liable to you for any such change or removal.

2.5. Use of the Website and/or the Services is limited to parties that are 18 years old or older and lawfully can enter into and form contracts under applicable law.

 

3. Your account

3.1. If you want to start using our Website and/or the services, you must register at the Website. After you agree to be bound by this Agreement and complete the registration form, Hypersphere will establish an account for you and provide you with the login ID and the password. Hypersphere is entitled to refuse to register you without indicating the reasons.

3.2. Hypersphere reserves the right to suspend the usage of the Account until your identity is completely verified.

3.3. You are solely responsible for maintaining the confidentiality of your Account information. It is your responsibility to guard your password. Sharing your password with a third party constitutes a breach of this Agreement. We recommend that you never share or disclose your Account information with anyone, create a complex and secure password, change your password from time to time, always log out when finished using the Account. Any loss that occurs as a result of negligent security practices, whether it be on the part of you, or Hypersphere, will not be the responsibility of Hypersphere, its directors, associates or employees.

3.5. You confirm that at the registration at the Website you have entered correct data about yourself and that afterward, when changing or adding this data in the Account, you will enter correct data. The User shall bear any losses that occur regarding the submission of invalid/incorrect data. You unconditionally warrant that any information, data and/or content you provide: (i) will be correct, accurate and not misleading or otherwise deceptive; (ii) will not infringe the intellectual property rights of Hypersphere or any third party such as copyright, patent, trademark, trade secret or other proprietary rights, rights of publicity or privacy; (iii) will not violate any law, statute or regulation; (iv) will not be defamatory or libelous, and, (v) will not create liability for Hypersphere.

3.6. You shall not use the Website and/or the services for any purpose that is unlawful or prohibited by this Agreement and legal requirements. Your registration at the Website implies your confirmation and a guarantee that by using the services you will act honestly and in such way that it would meet the interests of both you and Hypersphere. Hypersphere has a right to restrict your usage of the Website and/or the Services without prior notice if you use the Website and/or the Services in unlawful or another unaccepted way.

 

 

4. Anti-money laundering policy

4.1. Hypersphere reserves the right to conduct KYC procedure and any other kind of customer due diligence on you at any time.

4.2. You may be required to provide Hypersphere with certain personal information, including but not limited to, your name, address, telephone number, email address, date of birth, personal code, passport, utility bills, proof regarding the source of funds, etc. Hypersphere may also require you to answer certain questions or take certain actions in order to verify your identity or comply with applicable law. In submitting this personal information, you verify that the information is accurate and authentic, and you agree to update it if any information changes. You hereby authorize Hypersphere to directly make any inquiries we consider necessary to verify your identity and/or account information, and request and obtain any consumer report or similar information relating to you and to take action we reasonably deem necessary based on the results of such inquiries.

 

5. Prohibited activities

5.1. You are prohibited from violating any law, statute, ordinance or regulation in our registered jurisdiction as well as your country or residency.

5.2. Hypersphere reserves the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request. Hypersphere reserves the right to cancel and/or suspend your Account and usage of Website immediately and without notice, if we determine, in our sole discretion, that your Account and usage of UNIQ is associated with prohibited use, and/or a prohibited business, and or illegal activity under applicable law.

 

6. Liability and indemnification

6.1. You understand and acknowledge that the services are being provided to you “as is” and “as available” without warranty of any kind. Hypersphere specifically disclaims any and all warranties, express or implied, including but not limited to any implied warranties of merchantability or fitness for a particular purpose, or non-infringement. Hypersphere does not guarantee continuous, uninterrupted, error-free or secure access to any part of Website or our services.

6.2. The content and services provided by Hypersphere are for informational purposes only and are not intended to provide legal, financial, tax, accounting or investment advice. Any action taken by you is your decision, and you relieve Hypersphere of any liability for any outcome that may occur.

6.3 IN NO EVENT SHALL Hypersphere, ITS EMPLOYEES, OFFICERS, DIRECTORS, AFFILIATES, AGENTS OR LICENSORS BE LIABLE TO YOU OR TO ANY THIRD PARTY OR TO ANYONE ELSE FOR ANY KIND OF FINANCIAL LOSS, LOST PROFITS, ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGE OR ANY OTHER SIMILAR DAMAGE OR ANY OTHER LOSS OR INJURY, RESULTING DIRECTLY OR INDIRECTLY FROM USE OF THE WEBSITE, CAUSED IN WHOLE OR PART BY ITS NEGLIGENCE OR CONTINGENCIES BEYOND ITS CONTROL IN PROCURING, COMPILING, INTERPRETING, REPORTING OR DELIVERING THE WEBSITE AND ANY CONTENT ON THE WEBSITE.

6.4 IN NO EVENT SHALL Hypersphere, ITS EMPLOYEES, OFFICERS, DIRECTORS, AFFILIATES, AGENTS OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY OR ANY ONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON SUCH CONTENT ON THE WEBSITE OR THE WEBSITE ITSELF.

 

7. Force majeure

7.1. Hypersphere shall not be liable in any way for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorism, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications of Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity of enforceability of any remaining provisions.

 

8. Security

8.1. You are responsible for maintaining the confidentiality and security of your Account ID and the password, and accept responsibility for all activities that occur under your Account or password. You must notify Hypersphere immediately in the event that the security of your login or password has been breached or compromised.

8.2. You are also responsible for maintaining adequate security and control of any and all identification numbers, private keys, or any other codes that you use to access the Website and/or use Hypersphere.

8.3. You agree to not hold Hypersphere liable for any loss arising out of, or in any way connected to, your failure to properly secure and keep private your Account information, the email address, any password, private keys, and any other identification numbers/codes.

8.4. Hypersphere shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or another attack.

 

9. Website usage

9.1. You agree not to copy any information from the Website without our permission, with the exception of information for your personal non-commercial use.

9.2. The pages of the Website may contain links to third party websites and services. Such links are provided for your convenience, but their presence does not mean that they are recommended to visit by Hypersphere. In addition, Hypersphere does not guarantee their safety and conformity with any user expectations. Furthermore, Hypersphere is not responsible for maintaining any materials referenced from another site and makes no warranties for that site or this service in such context. Links to such third party material do not imply any endorsement by Hypersphere of such third party material or the content, products or services available from such third party material. You acknowledge sole responsibility for and assume all risk arising from your use of any such third party material.

9.3. The information contained at the Website may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products, and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Website are your sole responsibility and we shall have no liability for such decisions.

9.4. Hypersphere reserves the right, at its sole and absolute discretion and without giving prior notice, to modify, add or remove features, or amend any content at the Website. You shall be deemed to have accepted and agreed to any such change if you access or use the Website after the change is published. Hypersphere also reserves the right to block or restrict access to, or terminate, withdraw or suspend use of the Website or any part of the Website. Hypersphere will not be liable for any loss which may be incurred as a result of such action.

 

10. Intellectual property

10.1. The URLs representing the Website,  and all related logos of our services described at our Website are either copyrighted by Hypersphere and are trademarks of Hypersphere. In addition, all page headers, custom graphics, design, button icons, scripts, source code, content are copyrighted by Hypersphere. You may not copy, imitate, modify, alter, amend or use them without our prior written consent. All the content indicated in the Website, and any content thereon is the exclusive property of Hypersphere. You may not download, reproduce, or retransmit any information, other than for non-commercial individual use.

10.2. All intellectual property rights comprised in the information, text, graphics, logos, images, audio clips, patents, trademarks, trademark registrations, trade names, data compilations, scripts, software, computer code, design, technology, sound or any other materials or works found in the Website shall vest in and remain with Hypersphere. You are permitted to download and print such materials from the Website for personal and noncommercial use provided that you do not breach the Agreement.

10.3. You are not permitted to copy, transfer, distribute, reverse, compile, adapt, modify, reproduce, republish, display, broadcast, hyperlink or transmit in any manner or by any means or store in any information retrieval system, any part of the Website without the prior written permission of Hypersphere.

 

11. Jurisdiction, applicable law and dispute resolution

11.1. The interpretation, validity, and enforcement of this Agreement, and all legal actions brought under or in connection with the Agreement shall be governed by the law of the Republic of Estonia.

11.2. Any disagreements or disputes of the User and Hypersphere, arising from the Agreement, shall be settled by negotiations between the User and Hypersphere. In case of failure to reach an agreement in 14 (fourteen) days, any disputes, disagreements or claims, arising from this Agreement or related to it, its breach, dissolution or validity, that have not been solved by the User and Hypersphere, shall be settled in the competent court of the Republic of Estonia. Both the User and Hypersphere hereby submit to the exclusive jurisdiction of the courts in the Republic of Estonia.

 

12. Miscellaneous provisions

12.1. You confirm that you have read the Agreement, understood its terms, conditions, and consequences.

12.2. All the notices, consents and other communication of the parties related to the Agreement shall be delivered via email or registered post/courrier if Hypersphere requests such type of delivery.

12.3. Hypersphere has a right to revoke the Agreement if you do not comply with it, act in a fraudulent or illegal way, engage in unauthorized transmission and use of personal data.

12.4. The Agreement is not intended to create, and it shall in no way be construed as creating a joint venture, partnership, or any other similar relationship between you and Hypersphere.

12.5. To the extent the Agreement, the Website materials conflict with translated copies, the English version prevails.

YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN.