1. Introduction and Agreement to Terms

These Terms of Service constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“You”), and RippleSeed FZE (“Company,” “We,” “Us,” or “Our”), concerning your access to and use of our services, including any website, media form, mobile application, or other channel related, linked, or otherwise connected thereto (collectively, the “Services”).

The Company is a free zone establishment registered in the Emirate of Sharjah, United Arab Emirates, under trade license number SC241073501, with its official registered address at Block C VL06-071, Sharjah Research Technology and Innovation Park, University City, Sharjah, UAE. The Sharjah Research Technology and Innovation Park ("SRTIP") is a specialized free zone authority established by Emiri Decree, mandated to develop and manage an innovation ecosystem that promotes research, development, and enterprise activities. This specific legal status and jurisdiction are foundational to the terms under which our Services are provided.

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by all of these Terms of Service. If you do not agree with all of these Terms of Service, then you are expressly prohibited from using the Services and you must discontinue use immediately. These Terms incorporate by reference our Privacy Policy, which explains how we collect and use your information.

2. Intellectual Property Rights

Unless otherwise indicated, the Services are our proprietary property. All source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Services (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us. The Content and the Marks are protected by copyright and trademark laws, various other intellectual property rights and unfair competition laws of the United Arab Emirates, international conventions, and foreign jurisdictions.

The business context of RippleSeed FZE, being established within the Sharjah Research Technology and Innovation Park, underscores the significance of its intellectual property. SRTIP is an ecosystem designed to foster innovation, research, and technology-driven enterprises. As a participant in this ecosystem, the Company's intellectual property is a core asset. Consequently, the protection afforded by these Terms is of paramount importance. The activities promoted within SRTIP, such as scientific research, technology development, and software development, necessitate a robust framework for IP protection to safeguard the value created.

The Content and the Marks are provided on the Services “AS IS” for your information and personal use only. Except as expressly provided in these Terms of Service, no part of the Services and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

Provided that you are eligible to use the Services, you are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Services and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Services, the Content, and the Marks.

3. User Representations and Obligations

By using the Services, you represent and warrant that:

• You have the legal capacity and you agree to comply with these Terms of Service.

• You will not access the Services through automated or non-human means, whether through a bot, script, or otherwise.

• You will not use the Services for any illegal or unauthorized purpose.

• Your use of the Services will not violate any applicable law or regulation.

• If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

• You will maintain the confidentiality of your password and other account information and will be fully responsible for all activities that occur under your account. You agree to immediately notify us of any unauthorized use of your account or any other breach of security.

4. Prohibited Activities

You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

As a user of the Services, you agree not to:

• Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.

• Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.

• Circumvent, disable, or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein.

• Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services.

• Use any information obtained from the Services in order to harass, abuse, or harm another person.

• Make improper use of our support services or submit false reports of abuse or misconduct.

• Use the Services in a manner inconsistent with any applicable laws or regulations.

• Engage in unauthorized framing of or linking to the Services.

• Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Services.

• Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.

• Delete the copyright or other proprietary rights notice from any Content.

• Attempt to impersonate another user or person or use the username of another user.

• Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.

5. Third-Party Websites and Content

The Services may contain (or you may be sent via the Services) links to other websites ("Third-Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content"). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Services or any Third-Party Content posted on, available through, or installed from the Services.

Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Services and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms of Service no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Services or relating to any applications you use or install from the Services. Any purchases you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. For a detailed explanation of the third-party services we utilize for data processing, please refer to our Privacy Policy.

6. Term and Termination

These Terms of Service shall remain in full force and effect while you use the Services.

WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF SERVICE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF SERVICE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

7. Modifications and Interruptions

We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Services. We also reserve the right to modify or discontinue all or part of the Services without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services.

We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services.

8. Governing Law and Dispute Resolution

This section sets forth the exclusive mechanism for resolving any disputes arising from these Terms. The structure is deliberately designed to provide a predictable, efficient, and legally robust process that aligns with the Company's legal domicile in the Emirate of Sharjah.

8.1. Governing Law

These Terms of Service and your use of the Services are governed by and construed in accordance with the laws of the Emirate of Sharjah and the federal laws of the United Arab Emirates applicable therein, without regard to its conflict of law principles. This choice of law ensures that any legal interpretation of these Terms is grounded in the local legal framework of our incorporation and primary place of business.

8.2. Dispute Resolution

The United Arab Emirates offers multiple judicial systems, including the "onshore" civil law courts (such as those in Sharjah) and "offshore" common law free zone courts (such as the DIFC and ADGM courts). To avoid jurisdictional ambiguity and ensure disputes are handled within a single, consistent legal ecosystem, the parties agree to the following mandatory, sequential dispute resolution process.

Step 1: Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms of Service or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be first referred to and finally resolved by binding arbitration.

The arbitration shall be administered by the Sharjah International Commercial Arbitration Centre (Tahkeem) in accordance with its Rules of Arbitration (the "Tahkeem Rules") in force at the time the arbitration is initiated. Tahkeem is a non-profit, semi-government institution established in Sharjah by Emiri Decree No. 6 of 2009, with the objective of settling commercial disputes through arbitration. The arbitration shall be conducted as follows:

• Seat of Arbitration: The seat, or legal place, of the arbitration shall be Sharjah, United Arab Emirates.

• Language: The language of the arbitral proceedings shall be English, as is permissible under the Tahkeem Rules where the parties have so agreed. 

• Number of Arbitrators: The arbitral tribunal shall consist of one (1) arbitrator, unless the complexity of the dispute warrants the appointment of three (3) arbitrators as determined under the Tahkeem Rules.

• Finality of Award: The parties agree that the award rendered by the arbitral tribunal shall be final and binding upon them. The UAE is an arbitration-friendly jurisdiction, and under Federal Law No. 6 of 2018 on Arbitration, arbitral awards are binding and cannot be appealed on substantive grounds, providing finality to the dispute resolution process. 

By agreeing to this clause, the parties commit to arbitration as the primary and mandatory first step for dispute resolution, foregoing the right to initiate litigation in any court of first instance.

Step 2: Jurisdiction of Sharjah Courts

Following the final resolution of any dispute by arbitration as stipulated above, and solely for the purposes of the enforcement of the arbitral award or for addressing any ancillary matters not subject to arbitration, the parties irrevocably agree to submit to the exclusive jurisdiction of the competent courts of the Emirate of Sharjah, United Arab Emirates.

The onshore court system in Sharjah, as part of the federal judicial system, consists of a Court of First Instance, a Court of Appeal, and the Federal Supreme Court as the final level of appeal. By specifying the Sharjah Courts for post-arbitration matters, this clause ensures that the entire dispute lifecycle, from arbitration to enforcement, remains within the onshore legal framework of the Emirate where the Company is registered, thereby providing maximum legal certainty and predictability.

9. Disclaimers and Limitation of Liability

THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your use of the Services; (2) your breach of these Terms of Service; (3) any breach of your representations and warranties set forth in these Terms of Service; or (4) your violation of the rights of a third party, including but not limited to intellectual property rights.

11. Miscellaneous

These Terms of Service and any policies or operating rules posted by us on the Services constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Service shall not operate as a waiver of such right or provision. These Terms of Service operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. If any provision or part of a provision of these Terms of Service is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Service and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms of Service or use of the Services.

12. Contact Information

To resolve a complaint regarding the Services or to receive further information regarding the use of the Services, please contact us at:

RippleSeed FZE

Block C VL06-071,

Sharjah Research Technology and Innovation Park,

University City, Sharjah,

United Arab Emirates

Email: hello@growthmarketing.me