Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Haive ("Company," "we," "us," or "our") regarding your use of the Haive website at haive.app and our mobile application (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.

We reserve the right to modify these Terms at any time. We will notify you of material changes by posting a notice on our website or sending you an email. Continued use of the Services after changes are posted constitutes acceptance of the modified Terms.

1.1 Company Information

2. Eligibility

You must meet the minimum age requirement for your jurisdiction to use our Services:

• United States: 13 years old
• European Economic Area (EEA) and UK: 16 years old
• Switzerland: 13 years old
• Other jurisdictions: The age of digital consent in your location

By using the Services, you represent and warrant that you meet the applicable age requirement for your jurisdiction.

If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

3. Description of Services

Haive is a location-based social discovery platform that helps you discover events, places, and people in your neighborhood. Our Services include:

• Discovering local events and activities
• Connecting with people nearby
• Sharing and discovering local recommendations
• Receiving notifications about community happenings
• Creating and managing your profile

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice.

4. User Accounts

4.1 Account Creation

To access certain features of the Services, you may need to create an account. You agree to:

• Provide accurate, current, and complete information
• Maintain and update your information to keep it accurate
• Maintain the security of your account credentials
• Notify us immediately of any unauthorized use of your account
• Be responsible for all activities that occur under your account

4.2 Account Termination

We reserve the right to suspend or terminate your account at any time, with or without notice, for any reason, including violation of these Terms. You may delete your account at any time through the app settings.

5. User Content

5.1 Your Content

You retain ownership of any content you post, upload, or share through the Services ("User Content"). By posting User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, and distribute your User Content in connection with providing the Services.

5.2 Content Standards

You agree not to post User Content that:

• Is illegal, harmful, threatening, abusive, harassing, defamatory, or invasive of privacy
• Contains hate speech, discrimination, or promotes violence
• Is sexually explicit or pornographic
• Infringes on intellectual property rights of others
• Contains spam, advertising, or commercial solicitation
• Contains malware, viruses, or harmful code
• Impersonates any person or entity
• Violates any applicable law or regulation

5.3 Content Moderation & Zero Tolerance Policy

Haive has a zero tolerance policy for objectionable content and abusive users. We actively review, monitor, and remove User Content that violates these Terms or is otherwise objectionable.

Users can report objectionable content and block abusive users directly within the app. All reports are reviewed by our team within 24 hours. Upon confirmation of a violation, the offending content will be removed and the responsible user account may be suspended or permanently terminated.

Repeated violations, including but not limited to posting prohibited content, harassment, or circumventing bans, will result in immediate and permanent account termination without prior notice.

6. Prohibited Conduct

You agree not to:

• Use the Services for any illegal purpose
• Harass, abuse, or harm other users
• Interfere with or disrupt the Services or servers
• Attempt to gain unauthorized access to the Services
• Use automated systems (bots, scrapers) to access the Services
• Reverse engineer or attempt to extract source code
• Collect user information without consent
• Create multiple accounts to evade bans or restrictions
• Sell, transfer, or assign your account

7. Business Profiles and Claims

7.1 Profile Ownership Verification

When claiming a business profile on Haive, you represent and warrant that you are the legitimate owner or authorized representative of the business. You must provide accurate information and may be required to verify your identity and business ownership.

7.2 Wrongful Claims and Consequences

You acknowledge and agree that any profile wrongfully claimed will be immediately revoked and rolled back to its original state, without any compensation or recourse. If we determine, in our sole discretion, that you have claimed a business profile through false pretenses, misrepresentation, or without proper authorization, we reserve the right to:

• Immediately and permanently revoke your access to the claimed profile
• Restore the profile to its previous state or transfer it to the legitimate owner
• Retain any and all consideration provided in connection with the claim
• Suspend or permanently terminate your account without notice
• Ban you from creating new accounts or accessing the Services
• Pursue legal action for fraud, misrepresentation, or any applicable violations of law
• Report fraudulent activity to appropriate authorities

7.3 No Refunds or Compensation

Under no circumstances will Haive provide refunds, credits, or any form of compensation for profiles that are rolled back due to wrongful claims. You expressly waive any right to claim damages, losses, refunds, or other compensation related to:

• The rollback or removal of a wrongfully claimed profile
• Loss of access to profile features or functionality
• Any content, data, or modifications made to the wrongfully claimed profile
• Business interruption or lost opportunities
• Reputational harm or other consequential damages

7.4 Ongoing Verification Rights

We reserve the right to request verification of business ownership or authorization at any time, even after a profile has been claimed. Failure to provide satisfactory verification within the timeframe we specify may result in immediate suspension or revocation of the claimed profile. You agree to maintain accurate and current documentation proving your authority to represent the business.

8. Intellectual Property

8.1 Our Intellectual Property

The Services, including all content, features, functionality, trademarks, logos, and design elements (excluding User Content), are owned by Haive and are protected by copyright, trademark, and other intellectual property laws.

8.2 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for personal, non-commercial purposes, subject to these Terms.

9. Privacy

Our collection and use of personal information is described in our Privacy Policy. By using the Services, you consent to our collection and use of your information as described in the Privacy Policy.

10. Location Data

Our Services rely on location data to provide location-based features. By using the Services, you consent to our collection and use of your approximate location data as described in our Privacy Policy.

You can control location permissions through your device settings. Disabling location services may limit functionality of the Services.

11. Disclaimers

11.1 As-Is Basis

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

11.2 No Guarantee

We do not guarantee that:

• The Services will be uninterrupted, secure, or error-free
• The results or information obtained will be accurate or reliable
• Defects will be corrected
• The Services will meet your requirements

11.3 Third-Party Content

We are not responsible for User Content, third-party websites, or events and activities discovered through the Services. Your interactions with other users are solely between you and them.

11.4 Consumer Rights (EU/EEA/UK/Switzerland)

Important: If you are a consumer in the European Union, European Economic Area, United Kingdom, or Switzerland, nothing in these Terms affects your mandatory statutory rights under applicable consumer protection laws. The limitations and exclusions in these Terms apply only to the extent permitted by the laws of your jurisdiction.

11.5 Data and Content Accuracy

WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF ANY INFORMATION, CONTENT, OR DATA AVAILABLE THROUGH THE SERVICES. This includes but is not limited to:

• Business information, hours, or contact details
• Event dates, times, locations, or descriptions
• User-generated content, reviews, or ratings
• Location data, maps, or directions
• AI-generated search results or recommendations

You are solely responsible for verifying any information before relying on it. We disclaim all liability for decisions made based on information obtained through the Services.

12. Assumption of Risk and Release

12.1 Assumption of Risk

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. You understand that:

• The Services connect you with third-party businesses, events, and individuals over whom we have no control
• Meeting people or attending events discovered through the Services involves inherent risks
• User-generated content may be inaccurate, misleading, or fraudulent
• Business information may be outdated, incorrect, or submitted by unauthorized parties
• Location-based services involve risks related to your physical safety and privacy

12.2 Release of Claims

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU HEREBY RELEASE, DISCHARGE, AND HOLD HARMLESS HAIVE, REPLUSMINUS GMBH, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUCCESSORS from any and all claims, demands, damages, losses, liabilities, costs, and expenses (including attorneys' fees) arising out of or related to:

• Your interactions with other users, businesses, or third parties
• Events, activities, or experiences discovered through the Services
• Transactions or dealings with businesses listed on the platform
• Physical harm, property damage, or personal injury
• Financial losses from reliance on information in the Services
• Disputes between users or between users and businesses

12.3 California Civil Code Section 1542 Waiver

If you are a California resident, you expressly waive California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

12.4 Limitations for EU/EEA/UK/Switzerland Consumers

Important: The releases in this Section 13 do not apply to liability arising from our gross negligence, willful misconduct, fraud, or any liability that cannot be excluded under applicable consumer protection laws in the EU, EEA, UK, or Switzerland.

13. Limitation of Liability

13.1 General Limitation

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HAIVE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICES SHALL NOT EXCEED $100 USD100 EUR100 EUR100 EUR100 EUR OR THE AMOUNT YOU PAID TO US IN THE PAST 12 MONTHS, WHICHEVER IS GREATER.

13.2 Exceptions for EU/EEA/UK/Switzerland Consumers

Important for EU/EEA/UK/Switzerland Consumers: The limitations of liability in Section 12.1 do not apply to:

• Liability for death or personal injury caused by our negligence
• Liability for fraud or fraudulent misrepresentation
• Liability for gross negligence or willful misconduct
• Any other liability that cannot be excluded or limited under applicable consumer protection laws

Nothing in these Terms excludes or limits our liability for matters that cannot be excluded or limited under the laws of the European Union, European Economic Area, United Kingdom, Switzerland, or your country of residence.

14. Indemnification

You agree to indemnify, defend, and hold harmless Haive, replusminus GmbH, and their respective affiliates, subsidiaries, officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees and expert witness fees) arising out of or related to:

• Your access to or use of the Services
• Your User Content or any content you submit, post, or transmit
• Your violation of these Terms or any applicable law or regulation
• Your violation of any rights of another person or entity, including intellectual property rights
• Your interactions with other users or third parties through the Services
• Any misrepresentation made by you
• Any claim that your User Content caused damage to a third party
• Wrongful claims of business profiles or impersonation

This indemnification obligation will survive the termination of your account and these Terms. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

For EU/EEA/UK/Switzerland Consumers: This indemnification applies only to the extent you have acted negligently or in breach of these Terms, and does not require you to indemnify us for our own negligence or wrongdoing.

15. Dispute Resolution

15.1 Governing Law

Default Governing Law: These Terms of Service shall be governed by and construed in accordance with the substantive laws of Switzerland, without regard to its conflict of law principles.

EU/EEA/UK Consumers: If you are a consumer resident in the European Union, European Economic Area, or United Kingdom, you benefit from mandatory consumer protection provisions under the laws of your country of residence. Where the laws of your jurisdiction provide greater protection than Swiss law, those laws shall apply. Nothing in these Terms affects your mandatory statutory rights.

Swiss Consumers: If you are a consumer resident in Switzerland, you benefit from all mandatory Swiss consumer protection provisions (Swiss Code of Obligations, Swiss Unfair Competition Act). Nothing in these Terms affects those rights.

US Consumers: If you are a resident of the United States, mandatory state and federal consumer protection laws apply to the extent they cannot be waived.

15.2 Jurisdiction and Venue

Default Jurisdiction: Subject to the consumer rights provisions below, any disputes arising from or relating to these Terms or the Services shall be subject to the exclusive jurisdiction of the courts of the Canton of Zug, Switzerland.

EU/EEA/UK Consumers: You have the right to bring legal proceedings in either (a) the courts of your country of residence, or (b) the courts of Switzerland where Haive is established. Haive may only bring proceedings against you in the courts of your country of residence.

Swiss Consumers: You have the right to bring proceedings in either (a) the courts of your place of residence in Switzerland, or (b) the courts of the Canton of Zug where Haive is registered.

US Users: See Section 14.3 regarding arbitration. You retain the right to bring proceedings in small claims court in your jurisdiction.

15.3 Arbitration (United States Users Only)

This section applies only to users in the United States. Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, except that either party may bring a claim in small claims court if it qualifies.

Opt-Out Right: You have the right to opt out of this arbitration provision within 30 days of first accepting these Terms by sending written notice to legal@haive.app with your name, email address, and a clear statement that you wish to opt out of arbitration.

15.4 Class Action Waiver (United States Users Only)

This section applies only to users in the United States. You agree that any arbitration or proceeding shall be limited to the dispute between you and us individually. To the fullest extent permitted by law, you waive any right to pursue disputes on a class-wide basis.

15.5 EU/EEA/UK/Switzerland Dispute Resolution

For EU/EEA/UK/Switzerland Consumers: The arbitration and class action waiver provisions in Sections 16.3 and 16.4 do NOT apply to you. As a consumer in the EU/EEA/UK/Switzerland, you have the right to:

• Bring legal proceedings in the courts of your country of residence
• Participate in class actions or collective proceedings where permitted by law
• Access alternative dispute resolution mechanisms, including Online Dispute Resolution (ODR) platform: https://ec.europa.eu/consumers/odr (for EU consumers)

15.6 Informal Resolution

Before initiating any formal dispute resolution process, we encourage you to contact us at legal@haive.app to seek an informal resolution. We are committed to resolving disputes in good faith.

16. Service Modifications and Termination

16.1 Modifications to Services

We reserve the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice, for any reason. This includes but is not limited to:

• Adding, changing, or removing features or functionality
• Limiting availability in certain geographic regions
• Changing API access, rate limits, or integration capabilities

We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Services.

16.2 Termination by Us

We may terminate or suspend your access to the Services immediately, without prior notice or liability, for any reason, including:

• Violation of these Terms
• Suspected fraud, abuse, or illegal activity
• At our sole discretion for any business reason

16.3 Effect of Termination

Upon termination:

• Your right to use the Services will immediately cease
• We may delete your account and all associated data
• Wallet balances may be forfeited if termination is for cause
• Provisions that by their nature should survive (including disclaimers, limitations of liability, and indemnification) will survive termination

17. Export Compliance and Sanctions

You represent and warrant that:

• You are not located in a country subject to a U.S., EU, or Swiss government embargo
• You are not listed on any government list of prohibited or restricted parties
• You will not use the Services in violation of any export or import laws or regulations

We may restrict or terminate access to the Services in certain jurisdictions as required by law or at our discretion.

18. Beta Features and Experimental Services

We may offer beta, preview, or experimental features ("Beta Features") that are not yet generally available. Beta Features are provided "AS IS" without any warranties or representations.

• Beta Features may be modified, suspended, or discontinued at any time without notice
• Beta Features may contain bugs, errors, or defects
• Data entered into Beta Features may be lost or corrupted
• We have no liability for any harm arising from your use of Beta Features

By using Beta Features, you agree to provide feedback and acknowledge that such feedback may be used by us without compensation or attribution.

19. AI and Automated Features

The Services may include artificial intelligence (AI) and machine learning features, including AI-powered search and recommendations. You acknowledge and agree that:

• AI-generated content and recommendations may be inaccurate, incomplete, or inappropriate
• AI features are provided for informational purposes only and should not be relied upon for important decisions
• We are not responsible for any actions taken based on AI-generated content
• AI features may be trained on aggregated and anonymized user data
• AI responses do not constitute professional advice of any kind

20. Miscellaneous

20.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Haive regarding the Services.

20.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. If a provision is found unenforceable for EU/EEA/UK/Switzerland consumers, it will be modified to the minimum extent necessary to make it enforceable while preserving its intent, or removed if modification is not possible.

20.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

20.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction, provided that we notify you of any assignment that materially affects your rights.

20.5 Language

These Terms are drafted in English. If we provide a translation for your convenience, the English version will prevail in case of any conflict. However, for EU/EEA/UK/Switzerland consumers, if there is a conflict between the English version and a translation in your language, the version most favorable to you will apply.

20.6 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, terrorism, pandemic, government actions, natural disasters, or network failures.

20.7 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any person, except that replusminus GmbH and its affiliates are intended third-party beneficiaries of these Terms.

20.8 Survival

The following sections shall survive termination of these Terms: Intellectual Property, Disclaimers, Assumption of Risk and Release, Limitation of Liability, Indemnification, Dispute Resolution, and any other provisions that by their nature should survive.

21. Contact Information

If you have any questions about these Terms, please contact us at: