GENERAL      

If you are a natural person, you acknowledge that you have read and understood these Terms and that you are at least 18 years old. Users under 18 years of age are not eligible to use the Services without the consent and supervision of a parent or legal guardian who is at least 18 years old, provided such parent or legal guardian also agrees to be bound by the Terms of Use and agrees to be responsible for such use of our Services.

If you are using our Services on behalf of a legal entity (e.g. a company interested in investing in a campaign displayed on the Website or a company interested in raising funds), you warrant that you have the right to enter into agreements on behalf of such legal entity.

Users suspended from using the Services are not eligible to use the Services. Seedefy reserves the right to refuse use of the Services to anyone and to reject, cancel, interrupt, remove or suspend any campaign, contribution, or services at any time and without notice for any reason without liability.

Seedefy deals in capital markets products that are OTC derivatives contracts.  It operates pursuant to a licensing exemption under paragraph 3A(1)(d) of the Second Schedule to the Securities and Futures (Licensing and Conduct of Business) Regulations.

PARTICIPANTS’ POLICY

Some pages of this Website are open to all Users and may be browsed by any visitor. However, access to and use of password-protected and/or secure areas of the Website is restricted to authorised users who have created a user account on the Website (“User Account“) and been verified, approved and accepted as a member by Seedefy (“Participant”) in accordance with the instructions set forth on the Website.

Participants may, subject to Seedefy’s approval, submit campaigns of companies (each a “Startup”) for which they are seeking financing from other Participants, to the Website by use of the services available on the Website (“Startup Raises”).

Any submission of Startup Raises shall be made in accordance with (i) applicable legislation and (ii) the instructions and conditions set forth on the Website from time to time. All prerequisites for Startup Raises (e.g. investment amount asked for, financial information to be provided) shall be set by the Startup responsible and made according to applicable legislation. Startups shall provide Participants with information in respect of the Startup Raise, as requested by Seedefy and as set forth on the Website from time to time. Seedefy reserves the right to approve or reject any offer made by Participants via the Seedefy platform.

At the Startup Raise’s conclusion, Seedefy undertakes to finalize the Startup Raise in accordance with applicable law. Seedefy reserves the right to deny any Startup Raises access to the Website at any time and for any reason. In addition, Seedefy reserves the right to, at any time and at its convenience, cancel, interrupt or suspend any Startup Raises at any time, subject to prior notice. Such cancellation, suspension or interruption may be made due to Participants’ or the Startup Raise’s violation of applicable legislation, the Terms or Use or any terms applicable to the Website.

Each Startup Raise shall be open for the maximum period of time set forth on the Website by the fundraising Startup. During the Startup Raise, a Participant may express his or her interest to participate in the fundraising by pledging the amount that he or she would like to invest into a trust account. The Startup Raise ends when the maximum period of time frame set forth is reached.

After the Startup Raise is concluded, the Startup responsible for the Startup Raise shall provide all documentation necessary for completing the investment to the Participant, and the funds raised will be transferred to the Startup’s account in accordance with the terms agreed between Startup and Seedefy.

The Website provided by Seedefy is a meeting platform for both companies seeking funds and investors interested in funding companies. Seedefy does not provide any advice or take any part in the investment process. Any and all investment in a company is always made without the involvement of Seedefy, and any investment agreement is made only between the Startup and a Participant reporting interest to invest in such a company. Any decision to invest in a company is solely the decision of such investing Participant. Seedefy shall never be liable for any Participant’s non-payment of any investment amount, and Seedefy shall never be liable for any fundraising Startup’s non-issuance of shares or debt securities or non-repayment of loan (principal and interest).

Any and all investment in a Startup are always made without the involvement of Seedefy, and thus made only between a Participant and the Startup being subject to the Startup Raise.

Participants, must, accredit themselves as an accredited investor prior to making any investment via the Website. All information given, declared and submitted to Seedefy are deemed to be true, accurate and complete.

Only “institutional investors” or “accredited investors” (as such terms are defined in the Securities and Futures Act) may invest in a Startup Raise.

PAYMENTS

Registration for Participants is free.

Unsuccessful Projects

In the case of unsuccessful projects, for the pre-authorised transactions of an investor of Seedefy at the project deadline, no funds will be captured from investors and no funds will be transferred to the fundraising Startups.

RULES OF CONDUCT

You are solely responsible for your conduct and activities on the Website and regarding Seedefy and any and all data, text, information, graphics, images, photographs, profiles, audio, video, items, and links (together, “Content”) that you submit, post, and display on the Website.

Your Content and your use of Seedefy shall not:

• Be false, inaccurate or misleading
• Be fraudulent or involve the sale of illegal, counterfeit or stolen items
• Promote or encourage any form of illegal activity
• Infringe upon any third-party’s copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy
• Violate these Terms of Use, any site policies, any community guidelines, any project guidelines, or any applicable laws, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, antidiscrimination or false advertising)
• Be defamatory, trade libelous, unlawfully threatening, unlawfully harassing, or impersonate or intimidate any person, or falsely state or otherwise misrepresent your affiliation with any person, through for example, the use of similar email address, nicknames, or creation of false account(s) or any other method or device
• Be offensive and/or promote violence, degradation, subjugation, discrimination or hatred against individuals or groups based on race, ethnic origin, religion, disability, gender, age, veteran status, sexual orientation, or gender identity
• Be obscene or contain sexually explicit material or show people or animals being hurt or degraded
• Contain any malicious code, data or set of instructions that intentionally or unintentionally causes harm or subverts the intended function of the Website, including, but not limited to viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, modify, delete, detrimentally interfere with, surreptitiously intercept, access without authority or expropriate any system, data or personal information;
• Host images not part of a listing
• Appear to create liability for Seedefy or cause Seedefy to lose (in whole or in part) the services of our ISPs or other suppliers
• Cause Seedefy to violate any applicable law, statute, ordinance or regulation, or violate the Terms of Use.

Seedefy reserves the right to remove Startup Raises and terminate User Accounts for such activities.

INTELLECTUAL PROPERTY

Seedefy is the owner or the licensee of all intellectual property rights in its Website, and in the material published copyright laws and treaties around the world. Such content include at any given time text, graphics, logos, icons, images, sound clips, video clips and data compilations, and together with the Website’s page layout, underlying code and software. All such rights are reserved. You agree to respect all intellectual property rights, including but not limited to copyright, trademarks, trade names (whether registered or not) contained or displayed on the Website or which you gain access to in connection with using our Services.

Seedefy does not have control over content published on the Website which may belong to third parties (e.g. Startups which have submitted information regarding the fundraising pursuant to Startup Raises). Seedefy shall not be held responsible for any such content provided by third parties and displayed on or contained in the Website.

When submitting Startup Raises to Seedefy, you may upload content, videos, audio clips, written comments, data, text, photographs, software, scripts, graphics and other information to the Website. Ownership of all such content shall stay with you or any third parties having ownership to such content. You hereby grant Seedefy a worldwide, non-exclusive, royalty-free, fully paid and sub-licensable right to host, publish, distribute, edit, stream, transmit, playback, transcode, copy, feature, display, perform, market, sell, modify, reproduce, prepare derivative works of and otherwise fully exploit the use such submitted content for the sole purposes of performing our services in any media formats and through media channels (including, without limitation, third party websites).

You represent and warrant that you possess or have obtained all necessary rights to display and upload such content, and can demonstrate to Seedefy’s full satisfaction upon request that (i) you own or otherwise control all rights to all content in your submission, or that content in such submission is in the public domain; (ii) you have full authority to act on behalf of any and all owners of any right, title, or interest in and to any content in the submission to use such content as contemplated by these Terms of Use and to grant the license rights set out here above; (iii) you have the permission to use the name and likeness of each identifiable individual person and to use such individual’s identifying or personal information as contemplated by these Terms of Use; and (iv) you are authorised to grant all of the aforementioned rights to the submissions to Seedefy and all Users of the Services.

You agree to pay all royalties and other amounts owed to any person or entity due to your submission of any content on the Website.

Should any content infringe the intellectual property rights of a third party, you agree to immediately remove all infringing parts of the content and indemnify Seedefy all damages, costs and expenses incurred as a result of such infringement. Should Seedefy be made aware or suspect that the content infringes any third party’s intellectual property rights, Seedefy shall have the right to remove such content from the Website.

Seedefy does not endorse and has no control over any submission. Seedefy cannot guarantee the authenticity of any content which Users may provide generally during the course of their use of the Services and about themselves. You acknowledge that all content accessed by you using the Services is at your own risk and you will be solely responsible for any danger or loss to any party resulting therefore.

LINKS TO THIRD-PARTY SITES

This Website may contain links to other third-party websites, advertisers, or services that are not owned or controlled by Seedefy. Any information that you provide on a third party website will be subject to the privacy policies and terms and conditions of such sites. Your access to third party websites is always at your own risk. We assume no responsibility for the content, function, accuracy, legality not any other aspect of such websites, and we disclaim liability for any and all forms of loss or damage arising out of the use of them. We encourage you to be aware of when you leave our Website, and to read the terms and conditions and privacy policy of any third-party website or service that you visit.

DISCLAIMER

Services on the Website are provided on an “as is” and “as available” basis and makes no warranty, guarantee, or representation (express or implied) that the Website will meet your requirements, that it will be of satisfactory quality, that it will be fit for a particular purpose, that it will produce any specific results, that it will not infringe the rights of third parties, that it will be compatible with all systems, that it will be secure, or that all information provided will be accurate.

We accept no liability for any disruption or non-availability of the Website resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, power failure, natural events, acts of war, or legal restrictions and censorship. No part of the Website, including commentary and other materials, is intended to constitute advice, and the content of this Website should not be relied upon when making any decisions or taking any action of any kind. Seedefy is not responsible or liable for any content, for example, data, text, information, graphics, images, photographs, profiles, audio, video, items, and links posted by you, other Participants, or outside parties on the Website. You should be aware that you use the Website and its content at your own risk.

To the maximum extent permitted by law, we accept no liability for any direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, special or exemplary damages arising from your use of the Website or any information contained in it, including but not limited to loss of profit, loss of income, loss of revenue, business interruption and goodwill losses arising out of or in connection with the Terms of Use or the use or inability to use our Services or Website.

SEVERABILITY

We have made every effort to ensure that these Terms of Use adhere strictly with applicable laws. These Terms of Use are the entire agreement between each User and Seedefy regarding its subject matter. If any provision of these terms are deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity and enforceability of the remaining provisions of the remaining Terms of Use, which shall remain in full force and effect. This clause on “Severability” shall apply only within jurisdictions where a particular term is illegal.

REVISIONS TO THE TERMS OF USE

Seedefy reserves the right to update the Terms of Use to take account of changes in law or for any other reason. If we update the Terms of Use, we will post a new version on the Website. We will also post a notice of the changes on our Website or notify you by email (sent to the email address specified in your User Account). You are bound by changes to the Terms of Use when you use the site after those changes have been posted. We encourage you to periodically review this page for the latest information on our privacy practices. If there is a conflict between two versions of the Privacy Policy to which you have agreed or been deemed to agree, the more recent version shall take precedence unless it is expressly stated otherwise.

ENGLISH LANGUAGE

In the event of a conflict between the English language version of the Terms of Use and any foreign language translation versions thereof, the English language version shall govern and control. All disputes, claims and causes of action (and related proceedings) will be communicated in English.

GOVERNING LAW AND JURISDICTION

These Terms of Use shall be governed by and construed in accordance with the laws of the Republic of Singapore. You agree to submit to the exclusive jurisdiction of the courts of the Republic of Singapore.

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