Acceptance of the Terms of Use

These terms of use are entered into by and between the natural person or business accepting these terms and using the services here established (the “User”) and MAELLE APP LLC (“MAELLE“). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use“), govern the User’s access to and use of Maelle Platform (the “Platform“), including any content, functionality, and services offered on or through the Platform, whether as a guest or a registered user.

The User must read the Terms of Use carefully before the User starts to use the Platform. By using the Platform or by clicking to accept or agree to the Terms of Use when this option is made available to the User, the User accepts and agrees to be bound and abide by these Terms of Use. If the User does not want to agree to these Terms of Use, the User must not access or use the Platform.

Age Requirement

This Platform is offered and available to users who are at least 16 years of age or older, who are interested/involved in fashion as business. By using this Platform, the User represents and warrants that the User is of legal age or has legal representatives/guardians to form a binding contract with MAELLE and meets all of the foregoing eligibility requirements. If the User does not meet all of these requirements, the User must not access or use the Platform.

The Platform

MAELLE is a yearly membership platform for fashion brands, with the aim of guiding them to have correct branding, optimal communication, awareness of their finances, sell more and produce collections. Any fashion related businesses, freelancers or agents, can setup a business profile in the Platform.

The Platform will help the User to:

·        Engage in business network contracts

·        Speed up work process

·        Reduce overall cost by deleting these costs: show-rooms, social media manager, wholesales agents, personal branding.

·        Have a comprehensive overview of their business

·        Generate more revenue

After the User completes registration on the Platform, the User books a free video call with one of the Platform experts, which must take place within 2 weeks after registering on the Platform. The purpose of the video call is for MAELLE to collect data such as price of products, sales expansion markets, type of products and suppliers / fabrics / fashion materials that the User wants to use from now on while staying in MAELLE.

Then MAELLE, in a two week period will prepare the sales and suppliers/manufacturing pages based on the information provided by the User. Within this time, the expert working on the process based on the information given by the User, should not have any more interactions with the User.

But MAELLE may agree to more interaction with the User if:

i) the User changes his/her decision about the initial contacts he/she wanted (fabrics, materials, buyers, reference markets to expand his/her business) – after the video call/meeting between the expert and the User, the expert can no longer change the process; or ii) the User may change his/her decision after the video call/meeting with the expert and during his/her year in MAELLE; but, in that case, only at the beginning of each season (therefore in September or February of each year), the User has to write an email with the change request, and update or replace some contacts on the basis of new preferences, such as market change, material change, etc.

If the User changes his/her decision and 2 weeks have already passed after the video call, the User will receive a list of buyers and suppliers suitable for the User based on the criteria of the expert; this means that the expert will carry out the selection of suppliers and the buyers based at the expert’s own discretion on the information that can be inferred about the brand through the website, social media profiles, contents found on the internet and geographical position if known. If the User wants to have the personalization but the two weeks after enrolling in MAELLE have expired, the User can book a consultation with the expert for a fee via the sessions in MAELLE, and make his/her requests during that paid session call. Following that video call, again, a maximum of two weeks must elapse for the process of entering the required contacts to be finished.

MAELLE connects the User with material/accessories and textile/manufacturing suppliers and buyers. These figures are present in the Platform in the form of contacts, with photos, videos, with names and emails, and other data collected and sent to MAELLE to be shown on the Platform available to the Users. MAELLE is not legally responsible in any way for the consequences of the collaboration between Users and suppliers and/or buyers. MAELLE does not receive percentages or profits from agreements, from processing, from production, and from the sales of items that the User engages with both suppliers and buyers. MAELLE only gives guidelines and encourages Users to become aware of the professionalism or adequacy of the third party (supplier or buyers) in their own way. MAELLE confirms that the suppliers or buyers have been analyzed and chosen, but this does not mean that MAELLE has necessarily interacted commercially with any or all of them to verify their quality, or their correctness and ethical or moral behavior methodology. If one of these has behaved in a manner that does not comply with what is considered appropriate by the User, it will be the User’s concern to inform MAELLE by email (leda@maelleapp.com) to list and discuss these behaviors, following which MAELLE reserves, after the due analysis, to act in such a way as to mitigate the conflict between the parties, or reserves the right to eliminate from the Platform one or all the parties (both user and supplier / buyer).

Changes to the Terms of Use

MAELLE may revise and update these Terms of Use from time to time in its sole discretion. All changes are effective immediately when MAELLE posts them, and apply to all access to and use of the Platform thereafter.

The User’s continued use of the Platform following the posting of revised Terms of Use means that the User accepts and agrees to the changes. The User is expected to check this page from time to time so the User is aware of any changes, as they are binding on the User. MAELLE may, at its sole discretion, send an email to the User to inform of these changes.

Accessing the Platform

MAELLE reserves the right to withdraw or amend the Platform, and any service or material MAELLE provides on the Platform, in its sole discretion without notice. MAELLE will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any period. From time to time, MAELLE may restrict access to some parts of the Platform, or the entire Platform, to Users, including registered users.

The User is responsible for both:

·        Making all arrangements necessary for the User to have access to the Platform.

·        Ensuring that all persons who access the Platform through the User’s account are aware of these Terms of Use and comply with them.

To access the Platform or some of the resources it offers, the User may be asked to provide certain registration details or other information. It is a condition of the User’s use of the Platform that all the information the User provides on the Platform is correct, current, and complete. The User agrees that all information they provide to register with this Platform or otherwise, including, but not limited to, through the use of any interactive features on the Platform, is governed by MAELLE’s privacy policy which is incorporated as an annex to these terms (“Privacy Policy”).

Account Security

If the User chooses, or is provided with, a user name, password, or any other piece of information as part of MAELLE’s registration process, the User must treat such information as confidential, and the User must not disclose it to any other person or entity. The User also acknowledges that their account is personal and agrees not to provide any other person with access to this Platform or portions of it using the User’s user name, password, or other security information. The User agrees to notify MAELLE immediately of any unauthorized access to or use of the User’s user name or password or any other breach of security. The User also agrees to ensure that the User exit from the User’s account at the end of each session. The User should use particular caution when accessing the User’s account from a shared device so that others are not able to view or record the User’s password or other personal information.

MAELLE has the right to disable any user name, password, or other identifier, whether chosen by the User or provided by MAELLE, at any time in MAELLE’s sole discretion for any or no reason, including if, in MAELLE’s opinion, the User has violated any provision of these Terms of Use.

Intellectual Property Rights

The Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, audio, design, selection, interviews, and arrangement thereof) are owned by MAELLE, its licensors, or other providers of such material and are protected by any applicable law and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

The User hereby accepts that the permission to use the Platform, at no time and under no circumstances will be interpreted as a transfer of rights and any other analogies of the rights that MAELLE possess on the Platform, even for personal use. The User must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Platform, except as follows:

·        The User’s device may temporarily store copies of such materials incidental to the User accessing and viewing those materials.

·        The User may store files that are automatically cached by the User’s device for display enhancement purposes.

·        The User may access/have a single copy of the Platform solely for the User’s own personal, non-commercial use, provided the User agrees to be bound by MAELLE’s terms.

The User must not:

·        Modify copies of any materials from the Platform.

·        Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text. For the avoidance of the doubt, the aforementioned may be used by the User solely within the context of the Platform with the accompanying text, not separately.

·        Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this Platform.

The User must not access or use for any commercial purposes any part of the Platform or any services or materials available through the Platform.

If the User prints, copies, modifies, downloads, or otherwise uses or provides any other person with access to any part of the Platform in breach of the Terms of Use, the User’s right to use the Platform will stop immediately and the User must, at MAELLE’s option, return or destroy any copies of the materials the User has made. No right, title, or interest in or to the Platform or any content on the Platform is transferred to the User, and all rights not expressly granted are reserved by MAELLE. Any use of the Platform not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws. These provisions and any other clauses related in these terms to Copyright, are for the benefit of MAELLE, its subsidiaries, affiliates and its third party content providers.

MAELLE may make available to the User, templates to help the User in their operations. It is understood by the User that these templates provided by MAELLE may only be used personally and may not be retransmitted or copied.

Trademarks

MAELLE’s name, MAELLE’s logo, and all related names, logos, product and service names, designs, and slogans are trademarks of MAELLE or its affiliates or licensors. The User must not use such marks without the prior written permission of MAELLE. All other names, logos, product and service names, designs, and slogans on this Platform are the trademarks of their respective owners.

Copyright and Trademark Infringement.

MAELLE will use all possible legal means to prosecute any infringement of its Copyrights and Trademarks. The User will be held liable for any damage or infringement and must, in addition to providing economic compensation, immediately terminate any action that violates the rights of MAELLE.

Prohibited Uses

The User may use the Platform only for lawful purposes and in accordance with these Terms of Use. The User agrees not to use the Platform:

·       In any way that violates any applicable federal, state, local, or international law or regulation.

·        For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

·       To send, knowingly receive, upload, download for other than personal use any material that does not comply with the standards set out in these Terms of Use.

·        To transmit, or procure the sending of, any advertising or promotional material without MAELLE’s prior written consent.

·        To impersonate or attempt to impersonate MAELLE, a MAELLE employee, another User, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).

·        To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Platform, or which, as determined by MAELLE, may harm MAELLE or Users of the Platform, or expose them to liability.

·        To promote sexually explicit or pornographic material, violence, drug trafficking, terrorism, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

Additionally, the User agrees not to:

·        Use the Platform in any manner that could disable, overburden, damage or interfere with any other party’s use of the Platform, including their ability to engage in real time activities through the Platform.

·        Use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.

·        Use any manual process to monitor or copy any of the material on the Platform, or for any other purpose not expressly authorized in these Terms of Use, without MAELLE’s prior written consent.

·        Use any device, software, or routine that interferes with the proper working of the Platform.

·        Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

·        Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, or any server, computer, or database connected to the Platform.

·        Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.

·        Otherwise attempt to interfere with the proper working of the Platform.

User Contributions

The Platform may contain message boards, questionnaires, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services“) that allow Users to interact with MAELLE, and therefore, MAELLE collects these results and content and can use them as case study publicly, (also the name of the brands will be revealed and certainly be used to create a database based on the fashion brand category on the geographical criteria, on the ethnicity of the founders, on the years in the market, and on commercial activities undertaken before and during access to the Platform.

 MAELLE analyzes and uses the results of tests, quizzes, forums or chats, to make the most of them in favor of the Platform. MAELLE has access to all data in User Contributions and is authorized to create databases for MAELLE’s benefit as long as MAELLE’s deems appropriate.

All User Contributions must comply with the standards set out in these Terms of Use.

Any User Contribution posted to the Platform will be considered non-confidential and non-proprietary. By providing any User Contribution on the Platform, the User grants MAELLE and its licensees, successors, and assigns the right to use in perpetuity, including but not limited to: store the data, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.

The User represents and warrants that:

·        The User owns or controls all rights in and to the User Contributions and has the right to grant the license granted above to MAELLE and licensees, successors, and assigns.

·        All of the User Contributions do and will comply with these Terms of Use.

The User understands and acknowledges that the User is responsible for any User Contributions the User submits or contributes, and the User, not MAELLE, has full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

MAELLE is not responsible or liable to any third party for the content or accuracy of any User Contributions posted by the User or any other user of the Platform, will be considered non-confidential and non-proprietary.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

·        Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.

·        Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

·        Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.

·        Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use.

·        Be likely to deceive any person.

·        Promote any illegal activity, or advocate, promote, or assist any unlawful act.

·        Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.

·        Impersonate any person, or misrepresent the User’s identity or affiliation with any person or organization.

·        Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.

·        Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Reliance on Information Posted

The information presented on or through the Platform is made available solely for general information purposes. MAELLE does not warrant the accuracy, completeness, or usefulness of this information. Any reliance the User places on such information is strictly at the User’s own risk. MAELLE disclaims all liability and responsibility arising from any reliance placed on such materials by the User or any other visitor to the Platform, or by anyone who may be informed of any of its contents.

This Platform may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by MAELLE, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of MAELLE. MAELLE is not responsible, or liable to the User or any third party, for the content or accuracy of any materials provided by any third parties.

Information, opinions and realities from Users, may be shared by MAELLE in the Platform, which has the only purpose of expanding the User’s mentality on the topic of fashion and its uses, as well as on social-cultural trends.

 

MAELLE has the right to inform and ask permission to one or more brands of the Users to become CASE STUDIES, in this case the dynamics are as follows:

The User agrees to become a case study for 1 year, starting from the day of the agreement between the User and MAELLE (email communication will suffice to state consent).

MAELLE acknowledges an initial consultation with one of the founders to understand the needs of the User and at what point the User is in business. All of these to improve the experience of the Platform itself for the User and the following Users.

MAELLE gives the User 3 consultations of 1 hour each with experts, chosen by the User (can be three different experts or just one or two different). The three consultations have the purpose of guiding the User to use the Platform in the best possible way, as well as solving some needs / problems expressed by the User.

The User MUST GRANT MAELLE access to their social profiles as per requested by MAELLE. Social profiles include but are not limited to INSTAGRAM, TWITTER, FACEBOOK, TIKTOK. The User will give MAELLE the User’s passwords and ID to log in and/or send via email the screenshots of this information, in order to monitor the social trend and therefore help the development of the brand itself in the best possible way. The User must make himself/herself available and guarantee at least 2 video calls every month with one or more MAELLE experts, if MAELLE deems it necessary (they could therefore be 1 or 2 per month, depending on whether MAELLE needs them), in order to supervise the processes in branding , production, communication and sales.

The User must inform MAELLE by email every week of the development of their brand with a weekly recap. Even if there are no major changes, the email must be sent anyway, it is mandatory that the email medium is to be considered the only official to share these updates with the experts in the platform.

The User has also to record minimum a video every 2 month throughout the 1 year relationship with the Platform, replying to questions given by MAELLE to use it as content on MAELLE’s channels, and give to MAELLE content, as but not limited to: photographs and videos of the User appearing in them or of the products, and any sort of engagement results to the surveys on the User’s social media (Instagram stories, comments, direct messages and all kind of interactions in the User’s social media).

Monitoring and Enforcement; Termination

MAELLE has the right to:

·        Remove or refuse to post any User Contributions for any or no reason in its sole discretion.

·        Take any action with respect to any User Contribution that MAELLE deems necessary or appropriate in its sole discretion, including if MAELLE believes that such User Contribution violates the Terms of Use, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of Users of the Platform or the public, or could create liability for MAELLE.

·        Disclose the User’s identity or other information about the User to any third party who claims that material posted by the User violates their rights, including their intellectual property rights or their right to privacy.

·        Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Platform.

·        Terminate or suspend the User’s access to all or part of the Platform for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, MAELLE has the right to cooperate fully with any law enforcement authorities or court order requesting or directing MAELLE to disclose the identity or other information of anyone posting any materials on or through the Platform. THE USER WAIVES AND HOLDS HARMLESS MAELLE AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY MAELLE DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER MAELLE OR LAW ENFORCEMENT AUTHORITIES.

However, MAELLE does not undertake to review material before it is posted on the Platform, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, MAELLE assumes no liability for any action or inaction regarding transmissions, communications, or content provided by any User or third party. MAELLE has no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Changes to the Platform

MAELLE may update the content on this Platform from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Platform may be out of date at any given time, and MAELLE is under no obligation to update such material.

Information About The User and The User’s Visits to the Platform

All information MAELLE collects on this Platform is subject to the Privacy Policy. By using the Platform, the User consent to all actions taken by us with respect to the User’s information in compliance with the privacy policy.

Disclaimer of Warranties

The User understands that MAELLE cannot and does not guarantee or warrant that files available for downloading from the Platform will be free of viruses or other destructive code. The User is responsible for implementing sufficient procedures and checkpoints to satisfy the User’s particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to MAELLE site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, MAELLE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT THE USER’S DEVICE, SOFTWARE PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO THE USER’S USE OF THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM OR TO THE USER’S DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT.

THE USER’S USE OF THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM IS AT THE USER’S OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER MAELLE NOR ANY PERSON ASSOCIATED WITH MAELLE MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER MAELLE NOR ANYONE ASSOCIATED WITH MAELLE REPRESENTS OR WARRANTS THAT THE PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT MAELLE’s SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM WILL OTHERWISE MEET THE USER’s NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, MAELLE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER PLATFORMLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL MAELLE, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USER’s USE, OR INABILITY TO USE, THE PLATFORM, ANY SITES LINKED TO IT, ANY CONTENT ON THE PLATFORM, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

The limitation of liability set out above does not apply to liability resulting from MAELLE’s gross negligence or willful misconduct.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER PLATFORMLICABLE LAW.

Indemnification

The User agrees to defend, indemnify, and hold harmless MAELLE, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to the User’s violation of these Terms of Use or the User’s use of the Platform, including, but not limited to, the User Contributions, any use of the Platform’s content, services, and products other than as expressly authorized in these Terms of Use, or the User’s use of any information obtained from the Platform.

Governing Law and Jurisdiction

All matters relating to the Platform and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with Dubai International Financial Centre (DIFC) rules and regulations.

Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Platform shall be instituted exclusively in arbitration set in Dubai International Financial Center (DIFC), although MAELLE retains the right to bring any suit, action, or proceeding against the User for breach of these Terms of Use in the User’s country of residence or any other relevant country in any court or arbitration. The User waives any and all objections to the exercise of jurisdiction over the User by such courts and to venue in such courts.

Waiver and Severability

No waiver by MAELLE of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of MAELLE to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

 

The Terms of Use constitute the sole and entire agreement between the User and MAELLE regarding the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Platform. These terms will remain valid until MAELLE deems it convenient and while the User uses the Platform. These terms will be effective from the time the User registers and begins to use the Platform.