Terms Of Services

UPDATE MESSAGE: This Privacy Policy was last updated on May 1st, 2021

http://gebeya.com and https://gebeya.io (“Site” or “Website” or “Talent Marketplace Platform”)
together with all the subdomains of the sites are the property of and operated by Gebeya Inc (“Gebeya” or
“us” or “we” or “our”). Gebeya offers these websites including all resources and information (“Content”)
to the User (“User” or “You”) subject to and conditioned upon the acceptance of all terms, conditions,
restrictions, policies and notices contained herein.

1. International Terms of Use

By visiting the Site and/ subscribing to any of our services, you agree to be contractually bound by the
terms and conditions set out in these Terms and Conditions (“T&Cs”) including any additional conditions
referenced herein or available by hyperlink. Furthermore, you agree to be legally bound by all applicable
laws and regulations and accept full responsibility for your compliance with the same. If you do not agree
to all the terms of this Agreement, DO NOT USE OUR WEBSITE. These T&Cs are considered an offer,
acceptance is expressly conditioned on acceptance of these T&Cs.

2. Scope of Application

These T&Cs apply to any and all our Content including but not limited to Software development, Talent
placement, consultancy and tech audits. Any new Content added to the Site shall also be subject to these
T&Cs.

3. Ownership of Content

The Website including all past, present and future versions and all pages found therein; the Content and
information including all graphics, text, images, audio, videos, designs, compilation, advertising copy,
articles, user interfaces, artwork, any computer applications, any and all copyrightable material (including
source and object code) and all other materials, including without limitation the design, structure, “look
and feel” and arrangement of such content contained on the Websites (the “Site Content”); trade names,
trademarks, service marks, logos, domain names, and other distinctive brand elements, whether registered
or not including but not limited to copyright, trademark, trade dress, domain name, patent, trade secret,
international treaties and other proprietary rights are owned, controlled or licensed by or to Gebeya, and
are protected by intellectual property laws and unfair competition laws. In using our Website, Content or
Site Content, you acknowledge and agree to abide by all applicable intellectual property and competition
laws, as well as any specific notices contained on the Website. All rights not expressly granted are
reserved.
For clarity, any and all Website, Content and Site Content may not be copied, reproduced, modified,
adapted, translated, transmitted, displayed, published, posted, resold, or otherwise distributed in any way,
without our express prior written authorization.

4. General Conditions

These T&Cs govern your use of our Website, Content and Site Content as they appear
on www.gebeya.com and www.gebeya.io together with all its subdomains. These T&Cs incorporate our
Privacy Policy which details how we will collect, store, protect and use any personal information which
may be collected from you as a result of your use of our Website or services. Please read this T&Cs in
conjunction with our Privacy Policy which is incorporated into these T&Cs by reference and which can
be accessed here

5. User Information

Personal information made available to us through our Website as a result of your use of our Website and/
services are governed by our Privacy Policy

6. User Restrictions

In using our Site, you agree to follow our terms and conditions. Violations of these T&Cs may result in
the immediate removal of your access to this Site and/or restrictions on your access to our services. You
shall also not permit anyone else to copy, use, modify, transmit, distribute or otherwise exploit the
information, tools or any other copyrighted materials provided on the Site. You may not use our products
for any illegal or unauthorized purpose nor may you, in the use of the service, violate any applicable law
or any laws in your jurisdiction (including but not limited to copyright laws). By agreeing to these T&Cs,
User undertakes not to upload, post or otherwise transmit through our Website or any of our other tools or
media and content that is; is misleading, harmful, threatening, abusive, harassing, defamatory, offensive,
violent, obscene, pornographic, vulgar, libelous, racially, ethnically, religiously or otherwise
objectionable; constitutes unauthorised disclosure of personal or confidential information and/ infringes
any patent, trademark, trade secret, publicity rights, privacy rights, copyright or other intellectual property
or any rights of any party; contains viruses, Trojan horses, Worms, corrupted files or code, files and
programs designed to impede or destroy the functionality of any computer software or hardware; spyware
and malware designed for phishing and with a view to compromise the data security and integrity, and
obtain sensitive personal or financial information.

7. Intellectual Property

All rights, title and interest in intellectual property rights relating to the Website, Content or Site Content
including copyright, patents, trademarks, trade secrets, improvements, developments, proprietary
information, know-how, processes, methods, business plans or models (including computer software and
preparatory and design materials thereof) and all other intellectual property (whether registered or not)
developed or created from time to time shall exclusively be owned by Gebeya.
You are not authorized to and are expressly prohibited from copying, modifying, reproducing,
re-publishing, sub-licensing, selling, uploading, broadcasting, posting, transmitting, transferring mirroring
on any other server, or distributing any of the Content or Site Content without the prior written Consent of
Gebeya. All other trademarks, service marks and trade names on our Website, Content or Site Content are
the marks of the respective owners and any unauthorised use is prohibited. Gebeya shall be entitled, upon
any breach of this clause 7 by the User, to immediately terminate these T&Cs and cease to provide any
service to You

8. Disclaimer

Our Website, Content or Site Content may contain User or third party submitted content, such as feedback
and suggestions, or other materials or submissions (“Third Party Content”). Gebeya does not claim
ownership of any Third Party Content and, to the full extent permitted by law, shall have no obligation or
liability of any kind, including without limitation errors, omissions, or damages, with respect to the Third
Party Content. Third Party Content is not reviewed, approved or endorsed by Gebeya and is provided
solely for the convenience of Users. Gebeya however reserves the right to monitor, restrict access to, edit
or remove any such Third Party Content from our Website.
All Content or materials on the Site are provided on an ‘as is’ and ‘as available’ basis and without any
warranties, whether express or implied, except those that cannot be excluded under statute. We also do not
warrant that the materials will be error free, including technical inaccuracies. Where Users are of the
opinion that any Content, Site Content or Third Party Content should for whatever reason be taken down
from our Website, Users are encouraged to report such content here. Gebeya may, where necessary,
contact the User in order to elicit additional information regarding such reported content and shall have
the right to determine, at its sole discretion and without further recourse to the User, whether or not to
take down such reported content.

9. Modifications

Gebeya reserves the right to make modifications to our Content, Website and any of our services without
notice to the User. We shall not be liable to you or any third party for any modification, suspension or
discontinuance of any service.

10. Pricing and Payment

As an express condition of your use of and access to our Services, you agree to pay our mutually agreed
fees subject to the payment terms in our contract of engagement. We accept over the counter payments at
our offices (cash, through debit or credit card) direct deposit into our designated bank accounts (cheque,
wire transfer, bank transfer) or through other third party payment platforms.
Gebeya does not at any point handle your card information or other banking details. Consequently, you
are solely responsible for your interactions with any financial institution or third party payment platforms.
For the avoidance of doubt, Gebeya is not liable for any loss or transfer or unauthorized use of your data
resulting from the use of or in connection with any financial institution or third party payment platform.
User therefore undertakes to hold Gebeya harmless against all claims, actions, suits, losses, costs,
liabilities and expenses relating to or arising out of the use of any financial institution or third party
payment platforms.

11. Termination

We shall be entitled to terminate these T&Cs and cease to provide you any service and/ restrict your
access to our Website with immediate effect if you breach these T&Cs by, including without limitation:
Failure to make any payments when due or failure to provide accurate information or providing false or
misleading information; acts of aggression, bullying, offensive behavior & speech, threatening harassing
manner or behavior towards Gebeya talents or Gebeya employees. Clauses 6 and 7 of these Terms and
Conditions shall survive termination

12. Data Protection

The nature of the services provided by Gebeya require collation, use, storage and (sometimes) disclosure
(“Use”) of certain User information such as name, contact information and demographic information
(“Data”). We will store your Data and use the same to contact you and otherwise use it in the normal
course of providing you the service(s) to have paid/subscribed to. We will, on occasion, use the Data you
provide us in response to surveys, aggregate user profiles and, where you provide consent in your
registration form, provide periodic communications. We will not share your Data with anyone outside of
Gebeya.
Aggregated user profile information we gather includes details of your operating system and platform,
browser type and version, domain name and IP address, log in data, time zone setting and location,
Website browsing history, and other technology on the devices used to access our Website. We also gather
User ID, session identifiers and password to enable us to identify whether you are using our services,
assist with the provision of services, to ensure that you have access to relevant Content and to generally
improve our service delivery to you. We will only read cookies from your cookie file placed there through
your web browser’s interaction with the Website. Our Website may link to third party websites; we are not
responsible for their data policies or procedures or their content. Gebeya will take steps to protect your
personal Data including the use of encryption technology, but cannot guarantee the security of any Data
you disclose. You accept the inherent security implications of being and transacting on-line over the
internet and will not hold us responsible for any breach of security. Gebeya may supplement the
information that you provide with information we receive from third parties, such as exam registration
bodies or your employer. If you wish to change or update the data we hold about you, please send an
email to sales@gebeya.com

13. Warranties

You use our Website, Content and Site Content at your sole risk. We do not guarantee or make any
representations or warranties as to the quality, suitability, truth, accuracy or completeness of our Website,
Content or Site Content. Furthermore, we make no representations, warranties or guarantees that your use
of our service will be uninterrupted, timely, secure or error-free or that our Website, course and Content
will meet with your expectations and requirements, be virus-free, or perform error- and damage-free.
User agrees that all Site and Content are provided on an ‘as is’ and ‘as available’ basis for Your use,
without any representations, warranties or conditions of any kind, either expressed or implied, including
all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular
purpose, title, and non-infringement.
User acknowledged that Gebeya does not warrant that your access or use or both of the sites and Content
will be uninterrupted, timely, secure, error-free or virus-free, and Gebeya does not make any warranty as
to the results that may be obtained from the use of the Site and Content, and no information, advice or
services obtained by you from Gebeya or through the Site and property will create any warranty not
expressly stated in these Terms and Conditions.
User indemnifies, defends and holds Gebeya harmless from any claim or demand, including reasonable
attorneys’ fees, made by any third-party due to or arising out of any use of our Website, Content or Site
Content or the breach of these T&Cs or the policies they incorporate by reference, or your violation of
any law or the rights of a third-party.

14. Limitation of Liability

User understands and agrees that Gebeya SHALL NOT BE LIABLE to you for any loss or damage which
You may incur, including without limitation as a result of any reliance by you on the accuracy,
completeness or suitability of our Website, Content, or Site Content and any changes which Gebeya
makes to these from time to time or for any temporary interruption, modification, suspension or
permanent cessation of any of our courses or services. User further agrees that Gebeya shall not liable for
any direct, indirect, special, incidental, consequential, punitive or exemplary damages arising out of or in
connection with your use of Our Website or Content (including without limitation for loss of or damage to
business, revenues, goodwill or data) even if Gebeya had previously been advised of, or reasonably could
have foreseen, the possibility of such damages, however they arise, whether in breach of contract,
negligence or other tortuous action. Some states and other jurisdictions do not allow the exclusion of
implied warranties or limitation of liability for incidental or consequential damages, which means that
some of the above limitations may not apply to you. In these states, Gebeya’s liability will be limited to
the greatest extent permitted by Law

15. Indemnity

User agrees and shall indemnify and hold Gebeya, its subsidiaries, affiliates, shareholders, officers,
directors, agents, employees and representatives harmless from any claims and demands, including
reasonable attorneys’ fees arising from or relating to: your use of and access to our Website, Content and
Site Content; (y) any of your submissions or other Third Party Content; (z) your violation of these T&Cs.
This indemnification obligation will survive the termination of these Terms and Conditions and your use
of our services or access to either or both of Gebeya Core or Gebeya Professional.

16. Governing Law

Any claim relating to these T&Cs shall be governed by the laws of the State of Delaware without regard
to the principles of conflict of law. In any action between or among any of the parties, whether arising out
of these or otherwise, each of the parties irrevocably and unconditionally (i) consents and submits to the
exclusive jurisdiction and venue of the state and federal courts located in Delaware; and (ii) waives any
and all right to trial by jury in any legal proceeding arising out of or related to this agreement or any
transactions contemplated hereby.