BAOTREE’S TERMS AND CONDITIONS OF USE AND SERVICE

By accessing or using http://www.baotree.io/ or any of its related blogs, websites or platforms (collectively, “the Website”), owned by Baotree Ltd. (reg: 12539971) (“Baotree”), a private limited liability company registered and operating in accordance with the laws of United Kingdom, you agree that you have read, understood and agree to be bound to the terms and conditions contained herein (the “Terms”). All rights in and to the content of the Website remain at all times expressly reserved by Baotree.

Please see Baotree’s distinct sections on Privacy, Intellectual Property, and Disclaimers & Indemnities.

Please read these terms carefully before accessing or using the Website and/or Services. Baotree will assume you have read and understood these terms should you continue to access or make use of the Website and/or Services.

It is important to note the following:

  • The terms “user“, “you” and “your” are used interchangeably in these Terms and refer to all persons accessing the Website or Baotree Services for any reason whatsoever. Accordingly, the terms “us”, “our” or “we” refers to Baotree or its possession.

  • Not all terms are necessarily defined in order.

  • These terms were last updated on 13 October 2020

  • If you would like to become a BaoLeader (customer) and create your own community and create Projects using the Website and our Services, please follow the relevant prompts on the Website to do so. Apart from being subject to these Terms, BaoLeaders will then be required to complete an additional and distinct BaoLeader Agreement which is an additional agreement between the BaoLeader and Baotree explaining the additional terms applicable to the BaoLeader’s inclusion on the Website and their creation of a Project.

  • Community Members allocated to any Project will also be subject to their conclusion of an additional Community Terms agreement which details the terms upon which they will provide their independent services to BaoLeaders as the Projects’ creators.

  1. INTRODUCTION TO THE WEBSITE AND SERVICES

    1. Baotree provides an online platform which, amongst other services (“Baotree Services”/”Services”), operates as an online software-as-a-service platform allowing customer organisations (“BaoLeader/s”) to create bespoke community-orientated projects (“Projects”) which the BaoLeader needs help with in completing for its own, community or altruistic purposes. Intermediaries (“BaoRider/s”) can then also use the Baotree Services/Website to join a Project and act as a facilitating party between BaoLeaders and community members (“Community Members”) who would like to assist the BaoLeaders in completing the listed Projects, using the BaoRider as their limited intermediary with the BaoLeader on a specified Project. The Community Members then earn “Eco-Credits” via the Baotree Services for all Projects completed by them successfully, which Eco-Credits can be exchanged for actual money by the Community Members to use for their community upliftment goals and other purposes.

    2. Depending on the exact Baotree Services used on the Website or derived from Baotree otherwise, users may need to pay a subscription fee to Baotree (“Fee”), which fee shall be determined as per these Terms and Website-provided information, and explained to a user before incurring any fee. Generally speaking, Community Members and BaoRiders will never pay any Fee to Baotree, but BaoLeaders may need to, depending on the Service they use.

    3. These Terms explain the conditions applicable to all users using the Website and/or the Baotree Services.

    4. In order to use many of the Baotree Services and/or become a BaoLeader and/or BaoRider, users must register on the Website using the prompted methods, and submit any required information to create a “Profile” – more information about this below.

    5. The Website and these Terms are subject to change without notice. These Terms are updated or amended from time to time and will be effective upon Baotree uploading the amended Terms to the Website. Your continued access or use of the Website and/or Baotree Services constitutes your acceptance to be bound by the Terms, as amended. It is your responsibility to read these Terms periodically to ensure you are aware of any changes.

    6. Supplemental terms may apply to certain Baotree Services, such as policies for a particular activity or promotion or from a particular BaoLeader, and such supplemental terms will be disclosed to you in connection with the applicable Baotree Services. Supplemental terms are in addition to, and shall be deemed incorporated into the Terms for the purpose of the Baotree Services.

    7. Unauthorised use of the Website or a breach of these Terms by a user may give rise to a claim for damages against the infringing party and/or be a criminal offence.

  2. RELATIONSHIP BETWEEN THE PARTIES

    1. BAOTREE PROVIDES SOFTWARE SERVICES AND IS NOT AN EMPLOYER, RETAILER, LABOUR BROKER, NOR EMPLOYMENT OR OTHER ADVISER NOR PROVIDER. ALL TOOLS PROVIDED ON THE WEBSITE OR AS PART OF THE BAOTREE SERVICES ARE FOR INFORMATION PURPOSES ONLY, WHERE ANY FORMAL TRANSACTIONS BETWEEN USERS FACILITATED BY THE WEBSITE IS BETWEEN THEM PRIVATELY, AND FOR WHICH BAOTREE HOLDS NO RESPONSIBILITY.

    2. BaoLeaders understand and expressly agree that they are at all times an independent entity creating their own independent Projects for BaoRiders and Community Members to work on for them, and are not an employee, partner nor agent of Baotree’s in any regard. As such, all Project issues or BaoLeader actions performed are exclusively the liability of the BaoLeader, and not of Baotree. Baotree may assist the users in engaging on a BaoLeader’s Project, via the Website or otherwise, but the BaoLeader is always responsible and liable for any and all of their Projects offered.

    3. Similarly, BaoRiders understand and expressly agree that they are at all times an independent contractor operating as a limited intermediary between BaoLeaders and Community Members. As such, BaoRiders are exclusively liable for their independent actions performed in relation to any Project they are assisting with.

    4. If Community Members and BaoRiders are engaged on a Project with a particular BaoLeader, these parties do so entirely at their own risk and via private arrangement, where Baotree is not responsible for any liability arising from such a private transaction. Accordingly, when becoming involved in a Project:

      1. Community Members will provide their independent services to a BaoLeader and will be required to confirm their acceptance of certain terms of service from that BaoLeader which Baotree will need the Community Members to accept when being on-boarded onto any Project. Community Members will then need to adhere to these Community Worker terms (“Community Terms”) when working on any Project for a BaoLeader. Should any dispute arise between the Community Members and BaoLeaders relating to the Community Members’ adherence to the applicable Community Terms or Project specifications/requirements as accepted, that dispute must be dealt with privately between the BaoLeaders and Community Workers as the private parties contracting with each other. Baotree and/or a BaoRider reserves the right to assist those parties in their private dispute, but is under no obligation to do so.

      2. BaoRiders will operate at all times as independent contractors who operate as a limited intermediary to both Community Workers and BaoLeaders for Projects. The terms of their service are however contained herein whilst they are allowed to also agree on their own Project-specific terms with both BaoLeaders and Community Workers as they so choose, failing which, these Terms will apply.

    5. Although Baotree carefully curates BaoLeaders, BaoRiders and/or user Profiles prior to being placed on the Website, Baotree is not responsible for the quality or standard of any information advertised or displayed on any Profile, or derived from any tool used on the Website or Services in any way.

  3. USER REGISTRATION PROCESS

    1. In order to use all of the Services and/or to create/engage with Projects, BaoLeaders and BaoRiders will need to create and correctly complete a “Profile” on the Website.

    2. Each BaoRider/BaoLeader shall have only one (1) Profile and agrees to provide accurate, current and complete information during the registration process and to update such information as and when it changes.

    3. BaoLeaders:

      1. BaoLeader users must register their entity’s information and associated Project and community information into their unique Profile on the Website, using the relevant provided prompts.

      2. As part of their Profile completion, BaoLeaders must also register their chosen BaoRiders to assist in the various Projects created by them.

        1. BaoLeaders warrant that they have the express consent of any BaoRider whose personal information they provide to Baotree, to provide it to Baotree and/or the Website in any way.

      3. BaoLeaders are also responsible for collating all the requisite information on relevant Community Members which have made themselves known to the BaoRider to be available for assisting on various Projects.

    4. BaoRiders:

      1. BaoRiders, once registered by their BaoLeader as part of that BaoLeader’s registration with Baotree, will receive a URL link to their internet-accessible telephone, which links the BaoRider to the system via an activation URL that they must activate/click.

      2. Once the BaoRider has activated the link to the Website, they will be asked to verify and/provide further information about themselves, as well as their link to the registering BaoLeader. They will also need to accept these Terms as well as our Privacy Policy, allowing us to continue to process their personal information.

      3. Once the BaoRider has completed all of this requisite information, they will be allocated their own Profile to populate as needed/wanted.

      4. BaoRiders are also responsible for collating all the requisite information on relevant Community Members which have made themselves known to the BaoRider to be available for assisting on various Projects.

      5. The BaoRider will then relay the collected Community Members’ limited personal information to the BaoLeader whose Project the Community members wish to work on, whereafter the BaoLeader will input that Community Members’ information against their Profile and their specific Projects created.

    5. To protect your privacy and security, the Website takes reasonable steps to verify your identity by capturing first name, last name, mobile number and ID number in order to grant access to your Profile and data. To view or change your personal information provided, you can contact Baotree at datasecurity@baotree.io.

    6. By entering your personal information on the Website, you warrant that the person using the Website is you and/or you have the legal authority to act on behalf of a corporate entity. You are responsible for your Profile and all actions perpetrated therewith and thereon, and you should not share your login details or password with anyone.

    7. By submitting your personal information to the Website for its use in a Profile or otherwise, you consent to Baotree using this information to facilitate a connection between you and another user.

    8. Please see Baotree’s Privacy Policy regarding more details on how Baotree uses and processes your personal information.

    9. Users must be over the age of 18 (eighteen) and have full legal capacity to enter into, understand and be bound by a lawful contract. If you are under the age of 18 (eighteen), you must not use the Website and/or Services, nor provide us with any of your personal information.

  4. THE SERVICES – PROFILES, SERVICES AND FEES

The Services:

    1. The Website and Baotree provides various online software-as-a-service services, which amongst others, includes the following great offerings for all users:

For BaoLeaders:

      1. BaoLeaders can register their entity and add communities and Projects which they wish to engage with or create for the benefit of the community, themselves and BaoRiders.

      2. When on-boarding for the Baotree Services, BaoLeaders must choose a subscription package entitling them to associated Baotree Services, which package will dictate what exact Services the BaoLeader acquires from Baotree.

      3. BaoLeaders are required to input the information of BaoRiders and Community Members which have made themselves known to the BaoLeader to want to become involved in a BaoLeader’s Project. Such inputs must be made on the Website.

      4. BaoLeaders will also be required to conclude a BaoLeader’s Agreement when their Trial Period is over, which agreement contains additional considerations applicable to the BaoLeader’s inclusion on the Website, and their creation of Projects and communities.

      5. To complete a BaoLeader’s inclusion on the Website, Baotree will vet and verify the BaoLeader’s information, where Baotree may refuse to register a BaoLeader on the Website/for the Services at any time and for any reason in its sole discretion.

      6. Baotree provides the use of access to support the BaoLeader in the fundraising process for community Projects and the rewards thereof. Baotree is not liable to a guaranteed immediate fundraise for BaoLeader Projects and Baotree / Website works with BaoLeaders (customers), to source / supplement the funding requirements

      7. BaoLeaders will receive the funds via Baotree’s Website, once a Project has successfully been deemed complete, all Eco-Credits have been accumulated, and the Project has been successfully verified and closed by Baotree.

      8. Upon the funds’ release from Baotree / Website to BaoLeaders, the BaoLeader is subject to fulfil the Project incentives / community goals that was defined and agreed within the Project setup. Failure to deliver on the community goal / Project implementation, will make the BaoLeader liable to penalties incurred for not fulfilling the Project agreements.

      9. The funds will be released directly into BaoLeaders accounts, based on the initial subscription details within our Website.

      10. When setting up a Project, the BaoLeader will determine the formula which determines the relationship between tasks completed, Eco-credits earned, and the conversion of Eco-credits into funds. Baotree may provide guidance, but will not be liable for the final decision.

      11. Funds donated to be released to BaoLeaders to be used to fulfill Projects will be received, held and distributed through Baotree’s not-for-profit, “BaoConnect”. BaoConnect may utilise donor / fund management systems and associated accounts provided by third parties.

BaoRiders:

      1. BaoRiders will be notified via cellular phone notification that they have been nominated by a BaoLeader to become involved in a Project or for general inclusion on the Website.

      2. Once the BaoRider receives this notification, they must follow the provided prompts to register on the Website and build their Profile.

      3. PLEASE NOTE: When using the Website and providing their services to both BaoLeaders and Community Members, BaoRiders operate as independent limited intermediaries to both Community Members and BaoLeaders. Accordingly, BaoRiders warrant to Baotree and others that they will adhere to all laws applicable to their provision of same intermediary services.

      4. BaoRiders are responsible for confirming to their Project-linked BaoLeader as to whether any Project they are supervising is completed/being performed in accordance with the Project requirements set by the BaoLeader on the Website. BaoRiders warrant that all information related to a Project which they feedback from Community Members to a BaoLeader, or from a BaoLeader to Community Members, is true and accurate in every respect.

      5. BaoRiders are required to have internet-access capabilities, as well as a communication device which they can use to engage with the Website and access the internet and Website as needed.

      6. To complete a BaoRider’s inclusion on the Website, Baotree will vet and verify the BaoRider’s information, where Baotree may refuse to register a BaoRider on the Website/for the Services at any time and for any reason in its sole discretion.

      7. BaoRiders hold the responsibility to ensure that all tasks completed by a community member, are in fact, the truth and can be verified within the Baotree Website.

Community Members:

      1. Community Members are joined to a Project by a BaoRider who provides their contact information to a BaoLeader to link on the Website to their communities and/or Projects.

      2. Community Members operate at all times as independent contractors to the BaoLeader for Project work, where their inclusion on a Project is subject to their further acceptance of the Community Members’ Agreement made available to them when being on-boarded by a BaoRider and/or BaoLeader,

      3. Community Members must adhere to the terms of the Community Members’ Agreement at all times.

      4. In consideration for providing their complete and correct services to the BaoLeader on a Project, as confirmed by their BaoRider on that Project, Community Members will be allocated “Tasks” by Baotree which Tasks will be allocated by BaoLeaders, in support of local conservation, ecological and social activities.

      5. Community Members will not know the value of Eco-Credits, but only that by completing tasks within a Project, they can earn their total Project completion reward.

      6. Baotree is using an Eco-Credit incentivisation model, in order to remove direct cash to hand within the system. The value of a Task and therefore an Eco-Credit is only visible to BaoLeaders. The Eco-Credit value is assigned to a Task via data science metrics, which are dynamic, based on Projects and tasks historically completed, and BaoLeader input and output within the Baotree technology.

      7. Community Member users may request information, their Community Members service agreements and Project details from their assigned BaoLeader and BaoRider.

      8. When setting up a project, the BaoLeader will determine the formula which determines the relationship between tasks completed, Eco-credits earned, and the conversion of Eco-credits into funds. Baotree may provide guidance, but will not be liable for the final decision. BaoLeader will consult with Community Members regarding this determination, and will be responsible (along with BaoRiders) for communicating the Eco-credit values for each task, and the resultant relationship with the Project completion rewards.

Donors:

      1. Donors are joined to a Baotree Project via a 3rd party application owned by Baotree, but is a separate entity named BaoConnect. BaoConnect is a not-for-profit entity that supports with the flow and channel of funds towards Projects, created by BaoLeaders.

      2. The Baotree system will/may report Project progression and task completion to the BaoConnect system. Baotree is not liable or does not guarantee the total support in funding to BaoLeaders and their Projects.

    1. Please contact www.baotree.io/pricing for details of our applicable Services at any given time.

Fees owed to Baotree:

    1. In order to use the Website/Services as a Community Member or BaoRider, there is no Fee to these users.

    2. For BaoLeaders to use the Baotree Services and Website in the regular course, BaoLeaders are subject to pay a Fee to Baotree on the following bases:

      1. When first registering, BaoLeaders are provided 1 (one) month’s free trial period to begin using the Services/Website in order to test it and ascertain whether it is fit for their intended purposes (“Trial Period”).

      2. Once the Trial Period is over, the BaoLeader will be notified and must choose from a range of subscription packages in order to continue to access and use the Services/Website.

      3. The various subscription packages available have associated included Services, which are different depending on which exact subscription package is chosen.

      4. Please consult the Website for all Fees and Services applicable to all of our offered subscription packages.

      5. Payment of a Fee can be made using the following options on the Website itself:

        1. Credit Card, Master Card™, PayPal™ and Stripe™ payment gateway options.

        2. BaoLeaders understand and agree that by using the services of a third-party payment provider, they will be subject to that provider’s terms of service, which service has nothing to do with Baotree.

    3. To terminate your use of the Baotree Services or the Website, please see clause 15 below.

    4. Baotree may, from time to time, provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services obtained through the use of the Baotree Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Baotree Services or the fees applied to you.

    5. Baotree reserves the right to establish, remove and/or revise any Fees for any or all services obtained through the use of the Baotree Services at any time in Baotree’s sole discretion. Baotree will use reasonable efforts to inform you of all charges or Fees that may apply to you, provided that you will be responsible for the payment of all Fees properly incurred under your Profile.

    6. Fees will be charged to the BaoLeader in United States Dollars as the base currency and into the chosen Baotree or BaoConnect account, chosen by the sole discretion of Baotree or BaoConnect, unless otherwise agreed in writing with the BaoLeader. For the avoidance of doubt, if and when Baotree offers subscription packages in a range of currencies, a BaoLeader would elect the currency of their choice and be obligated to pay Baotree in that currency.

    7. Fees will be taken automatically from BaoLeaders based on their agreed subscription terms and timing. Baotree will pursue necessary legal means to recover any fees that are not paid in accordance with terms agreed.

  1. USER RESPONSIBILITIES AND WARRANTIES

    1. By using the Website and/or the Baotree Services, you warrant that:

      1. you have read and agreed to these Terms and will use the Website in accordance with them;

      2. you have not made any misrepresentations and the information provided in the registration process and/or in your Profile is true, accurate and complete;

      3. you will timeously pay any due Fees to Baotree when required to do so under these Terms;

      4. you expressly understand and agree to how Baotree is only a facilitating party for all users, and any liability stemming from any Community Members’ work on a Project lies exclusively with the relevant Community Members, and not with Baotree;

      5. you expressly understand and agree that a BaoRider is not an agent nor partner nor representative of any user, but operates merely as a limited intermediary for BaoLeaders and Community Members on a Project. As such, the BaoRider is not liable for the actions of their associated BaoLeader or Community Members in any way;

      6. you are the age of majority in your country of residence and/or possess the legal authority and capacity to act on your own and/or on behalf of your employer organisation, and lawfully possess and submit all information to the Website for the use of it or the Baotree Services;

      7. you will not post, upload, replicate or transmit any abusive content on the Website that is or could reasonably be considered, in Baotree’s sole discretion, to be threatening, harassing, inappropriate, defamatory, abusive, racist, sexist, discriminatory, in breach of confidence, in breach of privacy or restrict any user in any way from properly using the Website;

      8. you, the BaoLeader, are subject to provide a means of transport, fuel and running costs for the duration of your BaoRider’s registration within a Project. Baotree / Website does not cover running costs, operational costs or salaries to any of the users within the system.

      9. any reporting, Task evidence capture and all Project data is based on the true input from the respective BaoLeader, BaoRider and Community Members. Any incorrectly, “cheating” or falsified data, images or breach of Project agreement, may lead to a penalty within the Baotree Website – which is deductible at a Project level via the removal of Eco-Credits from a Project.

      10. you will not send any unsolicited electronic messages or use any software, routine or device to interfere or attempt to interfere electronically or manually with the operation or functionality of the Website including but not limited to uploading or making available files containing corrupt data or viruses via whatever means or deface, alter or interfere with the front end ‘look and feel’ of the Website or the underlying software code;

      11. you will be liable, to whichever relevant authority, to pay any tax or duty or VAT associated with your receipt of any fees from another user, as is required by the system of law to which you are subject, where Baotree is not liable at all for such payment of any such tax, duty or VAT on your behalf;

      12. you will not infringe any third party’s or the Website’s intellectual property or other rights or transmit content that the user does not own or does not have the right to publish or distribute;

      13. you will treat all other users with respect and dignity at all times;

      14. you will not use the Website platform for any commercial purpose other than as expressly provided for by Baotree and the Terms;

      15. you will not use the Website to breach any applicable law or regulation or perform or encourage any illegal activity including (without limitation) promoting or facilitating access to, use of or sale of illegal substances, services, information or devices; and

      16. you will not facilitate or assist any third party to do any of the above,

failing which, same infringement will be automatically deemed to be a material breach of these Terms, and sanctions will be levied against the infringing party.

    1. The Website is only available on compatible devices connected to the internet. It is your responsibility to obtain these devices and any data network access necessary to utilise the Website. The network’s data and messaging rates and fees may apply if you use the Website and you shall be responsible for such rates and fees. The same applies to your geo-locationary information, in that some of the Baotree Services and/or Website requires you to have geo-locationary functionality in order to function.

    2. Without prejudice to any of Baotree’s other rights (whether at law or otherwise), Baotree reserves the right to deny you access to the Website or the Baotree Services where Baotree believes (in its reasonable discretion) that you are in breach of any of these Terms, or for any other reason, provided it provides you with relevant notice.

    3. Baotree does not guarantee that the Website, or any portion thereof, will function on any particular hardware or device.

  1. RECEIPT AND TRANSMISSION OF DATA MESSAGES

    1. Data messages, including email messages, sent by you to Baotree will be considered to be received only when acknowledged or responded to.

    2. Data messages sent by Baotree to you will be regarded as received when the complete data message enters an information system designated or used for that purpose by the recipient and is capable of being retrieved and processed by the recipient.

    3. Baotree and/or users reserve the right not to respond to any email or other data message which contains obscene, threatening, defamatory or otherwise illegal, unlawful or inappropriate content, and to take appropriate action against the sender of such email or data message where necessary.

    4. Messages sent over the internet cannot be guaranteed to be completely secure as they can be intercepted, lost or corrupted. Baotree is therefore not responsible for the accuracy or safety of any message sent by email or automated systems over the internet, whether between Baotree and a user, or between users.

    5. It is acknowledged and understood that all messages transmitted between our customers, the BaoRiders and community members are communications designed and provided by the sender and for the recipient. Baotree cannot be held accountable for any directive that may be originating from a text message or voice message that may result in injury, death or any negative impact. Baotree is merely the platform of message delivery.

  2. HYPERLINKS, DEEP LINKS, FRAMING

    1. The Website may include links to other internet sites (“the other sites“). Baotree does not own or endorse the other sites and is not responsible for the information, material, products or services contained on or accessible through the other sites. Any such hyperlinks do not imply any Baotree endorsement, agreement on or support of the content or products of such target sites.

    2. Baotree does not purport to own the content on the other sites which may be shown on the Website.

    3. The user’s access and use of the other sites remain solely at the user’s own risk and on the terms set by the relevant third party and/or user.

  3. ADVERTISING AND SPONSORSHIP

    1. The Website may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion in the Website complies with all applicable laws and regulations.

    2. Baotree, its shareholders, employees, suppliers, partners, affiliates and agents accordingly exclude, to the maximum extent permitted in law, any responsibility or liability for any error or inaccuracy appearing in advertising or sponsorship material.

  4. INTELLECTUAL PROPERTY PROTECTION

    1. All Website material, content, information, Service information, data, software, icons, text, graphics, lay-outs, images, sound clips, advertisements, video clips, trade names, logos, processes, data capture and analysis methods, trademarks, designs, copyright and/or service marks (as well as the organisation and layout of the Website) together with the underlying software code and everything submitted by a user to the Website and Baotree in use of the Baotree Services, (“the intellectual property”) are owned (or co-owned or licenced, as the case may be) by Baotree, its legitimately authorised third-parties, its shareholders, associates and/or partners, whether directly or indirectly, and as such, are protected from infringement by domestic and international legislation and treaties.

      1. For clarity, all rights to any intellectual property provided by a user to the Website will remain with the user, but for which the user has provided Baotree with a non-exclusive, non-transferable licence to use such user intellectual property as Baotree deems fit on the Website and/or in advertising, for as long as the user remains registered on the Website.

    2. Subject to the rights afforded to you in these Terms, all other rights to all intellectual property on the Website are expressly reserved. You may not copy, download, print, modify, alter, publish, broadcast, distribute, sell or transfer any intellectual property, editorial content, graphics or other material on the Website or the underlying software code whether in whole or in part, without the written consent of Baotree first being granted, which consent may be refused at the discretion of Baotree. No modification of any intellectual property or editorial content or graphics is permitted.

    3. Baotree reserves the right to make improvements or changes to the intellectual property, information, graphics and other materials on the Website, including that of a user in their Profile, or to suspend or terminate the Website, at any time without notice; provided that any transactions already concluded through the Website resulting in any fees, will not be affected by such suspension or termination, as the case may be.

    4. Where any of the Website intellectual property has been licensed to Baotree or belongs to any third party, other than that which has been submitted by a user to the Website in the use of the Baotree Services, all rights of use will also be subject to any terms and conditions which that licensor or third party imposes from time to time and you agree to comply with such third party terms and conditions.

    5. Subject to adherence to the Terms, Baotree grants to users a personal, non-exclusive, non-assignable and non-transferable license to use and display all content and information contained on the Website on any machine which the user is the primary user. However, nothing contained on the Website should be construed as granting any licence or right to use any intellectual property without the prior written permission of Baotree.

    6. Baotree reserves the right that any data, research or scientific studies that are conducted with any use of the Baotree Website / Services, is required to submit the correct accreditation to Baotree and the use of the system thereof, in the form of written consent provided by a Baotree director.

    7. Any enquiries regarding any of the above relating to intellectual property must be directed to Baotree at dimitri@baotree.io.

  5. PRIVACY AND PERSONAL INFORMATION POLICY

    1. Please see our comprehensive Privacy Policy to understand how we process your personal information when you use the Website and/or Services.

  6. DISCLAIMERS AND WARRANTIES

    1. The Website, including any intellectual property appearing therein, is provided “as is” and “as available”. Baotree makes no representations or warranties, express or implied, including but not limited to warranties as to the accuracy, correctness or suitability of either the Website, information provided by another user and/or the information contained on the Website in any way.

    2. All information or opinions of users made available on the Website in relation to any of the Baotree Services are those of the authors and not Baotree. While Baotree makes every reasonable effort to present such information accurately and reliably on the Website, Baotree does not endorse, approve or certify such information, nor guarantee the accuracy or completeness of such information on the Website or from another user.

    3. Baotree, its shareholders, employees and partners, accept no liability whatsoever for any loss, whether direct or indirect, consequential or arising from information made available on (or by means of) the Website, other users thereon, and/or transactions or actions resulting therefrom, including a user’s inclusion in any Project in any way.

    4. Baotree, its shareholders, employees, partners and affiliates, accept no liability whatsoever for any costs, expenses, fines or damages, including but not limited to direct or indirect loss or damages, including any economic loss, consequential loss, loss of profits or any form of punitive damages, resulting from the facilitation and offering of the Baotree Services, and access to, or use of, the Website in any manner.

    5. Users from locations outside of the United Kingdom, please note that Baotree complies with all United Kingdom laws in representing and offering the Baotree Services. Should foreign law be applicable in any regard to your use of the Baotree Services and/or the Website in any way, you warrant that you are at all times acting in accordance with same foreign law, and indemnify Baotree from any liability it may acquire by virtue of its supply of the Website and/or Baotree Services.

    6. Baotree takes reasonable security measures to ensure the safety and integrity of the Website and to exclude viruses, unlawful monitoring and/or access from the Website. However, Baotree does not warrant or represent that your access to the Website will be uninterrupted or error free or that any information, data, content, software or other material accessible through the Website will be free of bugs, viruses, worms, trojan horses or other harmful components. The user’s access to and use of the Website remains solely at the user’s own risk and the user should take their own precautions accordingly.

  7. INDEMNITIES

    1. The user indemnifies and holds harmless Baotree, its shareholders, employees, and partners from any demand, action, regulation or application or other proceedings, including for attorneys’ fees and related costs such as tracing fees, made by any third party and arising out of or in connection with the user’s use of the Website or Baotree Services offered or concluded through the Website in any way.

    2. The user agrees to indemnify, defend and hold Baotree harmless from any direct or indirect liability, loss, claim and expense (including reasonable legal fees) related to the user’s use of the Website and/or the Baotree Services and for breach of these Terms.

    3. This clause will survive termination of this agreement.

  8. COMPANY INFORMATION

    1. Site/Domain owner: Baotree

    2. Company type: Ltd.

    3. Registration Number: 12539971

    4. Directors: Dimitri Syrris; Skye Aspden; Michael

Simpson

    1. Description of main business: Online software-as-a-service platform

    2. E-mail address: support@baotree.io

    3. Website address: www.baotree.io

    4. Physical address: 29 Munster Road, London, United Kingdom,

SW6 4ER

    1. Postal address: 29 Munster Road, London, United Kingdom,

SW6 4ER

    1. Registered address: 29 Munster Road, London, United Kingdom,

SW6 4ER

    1. Membership of any association: None

  1. DISPUTE RESOLUTION AND GOVERNING LAW

Disputes between users and Baotree:

    1. The user’s access and/or use of the Website, any downloaded material from it and the operation of these Terms (including any transaction concluded pursuant thereto) shall be governed by and construed in accordance with the laws of the United Kingdom only.

    2. Should any dispute, disagreement or claim arise between a user and Baotree concerning use of the Website or the Baotree Services, the parties shall endeavour to resolve the dispute amicably, by negotiation, and with the best interests of both parties in mind.

    3. Should the parties fail to resolve such dispute in the aforesaid manner or within such further period as the parties may agree to in their negotiation, the parties will approach an independent industry expert who shall mediate the discussion between them, for the purposes of finding a mutually beneficial solution.

    4. Either party may also always use the dispute resolution services of any applicable legislative tribunal or ombud, as provided for in applicable legislation.

    5. The parties both agree that in no circumstance will either party publicize the dispute on any social media or other public platform. The parties understand that any publicity of this nature can cause serious damage to the other party, which damage may result in a financial claim against the infringing party.

Disputes between users:

    1. Users expressly understand and agree that any dispute they may have with other users relating to a Project or their private engagement, is exclusively between the relevant user, where Baotree is in no way involved nor liable.

    2. Baotree reserves the right to become involved in such a private dispute between other users in a private engagement, but only in order to protect its own Services and Website. Baotree is however not under any obligation to do so.

  1. TERMINATION OF USE OF WEBSITE OR SERVICES

    1. IN ADDITION TO THE RIGHTS ABOVE, BAOTREE RESERVES THE RIGHT TO TERMINATE AND CANCEL YOUR PROFILE AND ACCESS TO THE BAOTREE SERVICES AND/OR WEBSITE IF YOU BREACH ANY OF THE TERMS, OR FOR ANY OTHER REASON IN ITS SOLE DISCRETION PROVIDED THAT BAOTREE GIVES REASONABLE NOTICE TO YOU.

    2. If you wish to terminate this agreement with Baotree, or end your use of the Baotree Services, you may do so by deregistering your Profile with the Website, cease paying any subscription package Fee, and discontinuing your use of the Website/Services.

      1. Should you have a subscription package active at the time of the termination, no refunds of any Fee already paid by termination shall occur.

    3. The obligations and liabilities of any user incurred prior to the termination date of the Terms and/or use of the Baotree Services shall survive the termination of these Terms for all purposes, including the payment of any Fee which was due and payable before termination to Baotree.

    4. In the event of termination of your agreement with the Terms and with Baotree, Baotree will remove you from the Website and delete your Profile.

    5. After termination, users warrant that they will no longer represent themselves as affiliated to Baotree or the Services in any way, and return any Baotree resource provided to them to Baotree.

  2. NOTICES AND SERVICE ADDRESS

    1. Each of the parties chooses their service address for the purposes of the giving of any notice, the serving of any process and for any other purposes arising from these Terms as being:

      1. in the case of Baotree, at support@baotree.io; or

      2. in the case of the user, at the email and addresses provided by the user to Baotree in the Profile registration process.

    2. Notwithstanding the above, any notice given in writing in English, and actually received by the party to whom the notice is addressed, will be deemed to have been properly given and received, notwithstanding that such notice has not been given in accordance with this clause.

  3. GENERAL

    1. This document contains the entire agreement between the parties in relation to the subject matter hereof. Save as contemplated in clause 1.5 above, no alteration, cancellation, variation of, or addition hereto will be of any force or effect unless reduced to writing and signed by all the parties to these Terms or their duly authorised representatives.

    2. No indulgence, leniency or extension of time granted by Baotree shall constitute a waiver of any of Baotree’s rights under these Terms and, accordingly, Baotree shall not be precluded as a consequence of having granted such indulgence, from exercising any rights against the user which may have arisen in the past or which might arise in the future.

    3. Words importing the singular will include the plural and vice versa. Words importing one gender will include the other genders, and words importing persons will include partnerships, trusts and bodies corporate, and vice versa.

    4. The headings to the paragraphs to the Terms are inserted for reference purposes only and will not affect the interpretation of any of the provisions to which they relate.

    5. Should you have any complaints or queries, kindly address an email to hakunamatata@baotree.io advising Baotree of same.

    6. In the event of the user failing to pay any amount timeously or breaching these Terms, the user shall be liable for all legal costs (on the scale as between attorney and client) (including collection commission) which may be incurred by Baotree, in its own capacity to the relevant user, in relation to the payment failure or breach and the rectification of same.

    7. Each sentence, paragraph, term, clause and provision of these Terms and any portion thereof shall be considered severable and if, for any reason, any such sentence, paragraph, term, clause or provision is held to be invalid, contrary to, or in conflict with any applicable present or future law or regulation or in terms of a final, binding judgment issued by any court, it shall to that extent be deemed not to form part hereof and shall not impair the operation of, or have any effect upon such other sentence, paragraph, term, clause or provision hereof as may otherwise remain valid or intelligible, which shall continue to be given full force and effect and bind the parties hereto.

    8. No term or condition of these Terms is intended to breach any peremptory provisions of any consumer protection legislation and any regulations thereto (“Prohibited Provision“). Any breach of any such Prohibited Provision shall be governed by the provisions of clause 17.7.