Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you (the "User," "you," or "your") and VUNA Exchange Ltd ("VUNA Exchange," "we," "us," or "our"), a company incorporated in England and Wales under company registration number 16840719, governing your access to and use of the VUNA Exchange platform, website, and services (collectively, the "Services").

By creating an account, accessing, or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must discontinue use immediately.

2. Eligibility and Account Requirements

2.1 Business Entity Requirement

VUNA Exchange is exclusively a business-to-business (B2B) platform. You represent and warrant that:

• You are a duly registered business entity in good standing in your jurisdiction
• You have the legal authority to enter into binding contracts on behalf of your organization
• You are at least 18 years of age and authorized to represent your company
• Your use of the Services complies with all applicable laws and regulations
• All information provided during registration is accurate, current, and complete

2.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account. You must:

• Use a strong, unique password
• Notify us immediately of any unauthorized access or security breach
• Not share your credentials with third parties
• Log out after each session on shared devices

2.3 Account Verification

We reserve the right to verify your business legitimacy through document submission, third-party verification services, or direct contact. Failure to provide requested verification may result in account suspension or termination.

3. Services Description

3.1 Platform Purpose

VUNA Exchange provides a B2B marketplace connecting UK businesses seeking BPO services with South African BPO service providers. Our Services include:

• Intelligent matching algorithms based on business needs and capabilities
• Company profile creation and management
• Secure messaging and communication tools
• Compliance document management
• Verification and vetting services
• Analytics and reporting tools

3.2 Platform Role

VUNA Exchange acts solely as an intermediary platform facilitating connections. We are not a party to any agreements between Users. All commercial relationships, contracts, and transactions occur directly between Users. We do not guarantee business outcomes, partnership success, or service quality.

4. Subscription Plans and Payment Terms

4.1 Subscription Tiers

• Explorer Plan (Free): Basic access with limited features
• Growth Plan (Token-Based): Enhanced features with token-based pricing (£49-£199)
• Partner+ Plan (Premium): Full access with custom pricing

4.2 Payment Terms

Payment obligations:

• All fees are in British Pounds Sterling (GBP) unless otherwise specified
• Payments are non-refundable except as required by law or our refund policy
• Subscription fees are billed in advance on a recurring basis
• Failed payments may result in service suspension
• You authorize us to charge your payment method automatically
• Price changes will be communicated 30 days in advance

4.3 Cancellation and Refunds

You may cancel your subscription at any time. Cancellation becomes effective at the end of the current billing period. No refunds are provided for partial periods except as required by applicable law or in cases of service unavailability caused by us.

You agree NOT to:

• Provide false, misleading, or fraudulent information
• Impersonate another person or entity
• Use the platform for illegal purposes or in violation of any laws
• Engage in spam, harassment, or abusive behavior
• Attempt to circumvent payment systems or verification processes
• Scrape, mine, or extract data through automated means without authorization
• Reverse engineer, decompile, or attempt to access source code
• Introduce viruses, malware, or malicious code
• Interfere with platform security or other users' access
• Use the platform to compete with VUNA Exchange
• Collect personal information from other users without consent
• Post inappropriate, offensive, or unlawful content

Violation of these prohibitions may result in immediate account termination, legal action, and reporting to relevant authorities.

6. Intellectual Property Rights

6.1 VUNA Exchange Property

All platform content, features, functionality, software, algorithms, designs, logos, and trademarks are owned by VUNA Exchange or our licensors. You receive a limited, non-exclusive, non-transferable license to use the Services in accordance with these Terms.

6.2 User Content

You retain ownership of content you submit (company profiles, documents, messages). By submitting content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, process, and display your content solely for providing Services.

6.3 Feedback

Any feedback, suggestions, or ideas you provide become our property, and we may use them without compensation or attribution.

Your use of the Services is subject to our Privacy Policy. We comply with UK GDPR and South African POPIA. You acknowledge responsibility for obtaining necessary consents when sharing third-party data through our platform.

8. Disclaimers and Limitation of Liability

8.1 Service "As Is"

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

8.2 No Guarantee

We do not guarantee:

• Uninterrupted or error-free service
• Accuracy of matching algorithms or recommendations
• Quality, reliability, or legitimacy of other users
• Success of business relationships formed through the platform
• Suitability of matched partners for your specific needs

8.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VUNA EXCHANGE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING FROM YOUR USE OF THE SERVICES.

Our total liability shall not exceed the amount paid by you to VUNA Exchange in the 12 months preceding the claim, or £100, whichever is greater.

9. Indemnification

You agree to indemnify, defend, and hold harmless VUNA Exchange, its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including legal fees) arising from: (a) your use of the Services, (b) violation of these Terms, (c) violation of third-party rights, (d) your User Content, or (e) relationships with other users.

10. Term and Termination

10.1 Term

These Terms remain in effect while you access or use the Services.

10.2 Termination by You

You may terminate your account at any time through account settings or by contacting support.

10.3 Termination by Us

We may suspend or terminate your account immediately without notice if you:

• Breach these Terms
• Engage in fraudulent or illegal activity
• Fail to pay fees when due
• Pose a security or legal risk
• Use the Services in a manner harmful to us or other users

10.4 Effect of Termination

Upon termination, your access rights cease immediately. We may retain certain data as required by law or legitimate business interests. Provisions regarding intellectual property, indemnification, disclaimers, and limitations survive termination.

11.1 Governing Law

These Terms are governed by the laws of England and Wales for UK users, and the laws of South Africa for South African users, without regard to conflict of law principles.

11.2 Negotiation and Mediation

Before initiating formal proceedings, parties agree to attempt good-faith negotiation. If unsuccessful, disputes shall proceed to mediation before a mutually agreed mediator.

11.3 Arbitration

If mediation fails, disputes shall be resolved through binding arbitration under the rules of the London Court of International Arbitration (LCIA) for international disputes, or applicable local arbitration rules for domestic disputes.

11.4 Exceptions

Either party may seek injunctive relief in court for intellectual property infringement or violations requiring immediate remedy.

12. General Provisions

12.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional agreements, constitute the entire agreement between you and VUNA Exchange.

12.2 Modifications

We reserve the right to modify these Terms at any time. Material changes will be communicated via email or platform notification at least 30 days before taking effect. Continued use after changes constitutes acceptance.

12.3 Severability

If any provision is found unenforceable, the remaining provisions remain in full force and effect.

12.4 Waiver

Failure to enforce any right or provision does not constitute a waiver of that right or provision.

12.5 Assignment

You may not assign these Terms without our written consent. We may assign our rights and obligations without restriction.

12.6 Force Majeure

Neither party is liable for failure to perform obligations due to circumstances beyond reasonable control, including natural disasters, war, terrorism, pandemics, or infrastructure failures.