WEBSITE TERMS OF USE

h.work round1

Version 1.0 | Last updated: [Date]

**Important — please read. **These Terms of Use (“Terms”) govern your use of the website located at [Website URL] and any associated pages (the “Website”), operated by Human Work Ltd., a company incorporated in the British Virgin Islands with company number 2208035 (“Provider”, “we”, “us” or “our”). By accessing the Website, you agree to be bound by these Terms. If you do not agree, you must not use the Website.

These Terms govern the Website only. If you subscribe to our paid services, including the h.work round1 platform, your use of those services is governed by our Standard Terms and Conditions and the relevant Order Form (together, the “Subscription Agreement”), which prevail over these Terms to the extent of any inconsistency in relation to the services.

1. ACCESS AND ACCEPTANCE

1.1By accessing or using the Website, you confirm that you have read, understood, and agree to be bound by these Terms, our Privacy Policy and our Cookie Policy.

1.2If you are accessing the Website on behalf of an organisation, you represent that you have authority to bind that organisation, and references to “you” mean that organisation.

1.3You must be at least 18 years of age, or the age of legal majority in your jurisdiction, to use the Website.

1.4We may update these Terms from time to time. Any changes take effect when posted on the Website with a revised “Last updated” date. Your continued use of the Website constitutes acceptance of the revised Terms.

2. ACCEPTABLE USE

2.1You agree to use the Website only for lawful purposes and not to:

(a)use the Website in any way that breaches any applicable law or regulation;

(b)use the Website in any unlawful, fraudulent or deceptive manner;

(c)transmit unsolicited or unauthorised advertising or promotional material;

(d)upload or transmit viruses, malware or other harmful code;

(e)attempt to gain unauthorised access to the Website or its underlying systems;

(f)use automated systems (such as bots, spiders or scrapers) to access or extract data from the Website;

(g)use the Website, its content or any data obtained from it to train, fine-tune, evaluate or otherwise develop any artificial intelligence or machine learning model, except with our prior written consent;

(h)reverse engineer or attempt to derive the source code of any software made available through the Website; or

(i)engage in any conduct that restricts or inhibits any other person’s use of the Website.

2.2We reserve the right, without liability, to investigate any suspected breach and to restrict or terminate your access to the Website.

3. INTELLECTUAL PROPERTY

3.1The Website and all content on it (including text, graphics, logos, images, software and the trade marks “h.work” and “h.work round1”) are owned by or licensed to the Provider and are protected by intellectual property laws. All rights are reserved.

3.2Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and view the Website for your personal or internal business purposes.

3.3Except as expressly permitted, you must not copy, reproduce, republish, distribute or otherwise use any content from the Website without our prior written consent.

3.4If you provide us with any feedback, suggestions or ideas about the Website or our services (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable licence to use that Feedback for any purpose.

4. THIRD-PARTY LINKS

4.1The Website may contain links to third-party websites or resources. We provide such links solely as a convenience and do not endorse or accept responsibility for any third-party content. Your use of third-party websites is at your own risk and subject to the terms of those third parties.

5. DISCLAIMERS

5.1To the fullest extent permitted by applicable law, the Website and all content are provided “as is” and “as available,” without warranties of any kind, whether express, implied, statutory or otherwise. We disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, title and non-infringement.

5.2We do not warrant that the Website will be uninterrupted, error-free or secure, that defects will be corrected, or that the Website is free of viruses or other harmful components. Any reliance on Website content is at your own risk.

5.3Nothing on the Website constitutes legal, financial, tax, medical, professional or other advice.

6. LIMITATION OF LIABILITY

6.1To the fullest extent permitted by applicable law, we shall not be liable for: (a) loss of profits, revenue, business, contracts, goodwill or reputation; (b) loss of data; (c) loss of use; (d) indirect, special, incidental, consequential, punitive or exemplary loss or damage; or (e) any loss or damage arising from your use of, or inability to use, the Website or any linked website.

7. INDEMNITY

7.1You agree to indemnify, defend and hold harmless the Provider, its affiliates and their respective officers, directors, employees and agents from any claims, liabilities, damages, losses and costs (including reasonable legal fees) arising out of or in connection with your access to or use of the Website, your breach of these Terms, or your violation of any applicable law or third-party rights.

8. PRIVACY AND COOKIES

8.1Our collection and use of personal data is governed by our Privacy Policy and Cookie Policy, which are incorporated into these Terms by reference.

9. SUSPENSION AND TERMINATION

9.1We may, in our sole discretion, suspend, restrict or terminate your access to the Website at any time, with or without notice or liability, including if we reasonably suspect that you have breached these Terms.

9.2Sections 3 (Intellectual Property), 5 (Disclaimers), 6 (Limitation of Liability), 7 (Indemnity), 10 (Governing Law) and any other provision intended to survive shall survive termination.

10. GOVERNING LAW AND JURISDICTION

10.1These Terms (and any non-contractual obligations arising out of or in connection with them) are governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region.

10.2You irrevocably agree that the courts of Hong Kong shall have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms, except that we retain the right to bring proceedings against you in any other court of competent jurisdiction.

11. GENERAL

11.1**Entire agreement. **These Terms (together with the Privacy Policy and Cookie Policy) constitute the entire agreement between you and us in relation to your use of the Website.

11.2**Severability. **If any provision of these Terms is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.

11.3**No waiver. **No failure or delay by us in exercising any right or remedy under these Terms constitutes a waiver of that right.

11.4**Assignment. **You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations freely.

11.5**Third-party rights. **A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Ordinance (Cap. 623) of Hong Kong to enforce any term of these Terms.

11.6**Force majeure. **We shall not be liable for any failure or delay in performance caused by events beyond our reasonable control.

11.7**Language. **These Terms are made in the English language. In the event of any inconsistency between the English version and any translation, the English version shall prevail.