General Terms and Conditions

Thrive Labs B.V.
May 2023

1

General

1.1

Defined terms in these T&C’s have the following meaning:

Account: User’s online access right to the Digital Content and/or the Subscription
Communication Tool: a chatroom, bulletin board, message board, news group and other interactive or social media feature
Course: an online training, course or workshop, containing Digital Content against payment of a purchase price
DCC the Dutch Civil Code
Digital Content: information, videos, images, artworks, photographs, data, communications, text, code, music, ideas, advertisements and other proprietary or copyrightable materials that are posted, emailed, transmitted or uploaded
GPDR: the General Data Protection Regulation
Party or Parties: Thrive Labs and the Consumer individually or collectively, as the context requires
Subscription: an agreement pursuant to which Thrive Labs undertakes to provide Digital Content (and or including a Communication Tool) to User via an online platform, against payment of a subscription price
Thrive Labs: Thrive Labs B.V., a limited liability company with its registered office in Voorschoten, the Netherlands and registered in the register of the Dutch Chamber of Commerce under number: 87971984
T&C's: the general terms and conditions contained in this document
IP rights: all intellectual property rights and related rights, such as copyright, trademark rights, trade names rights, database rights and neighbouring rights, as well as know how
User: any natural person not acting in the exercise of a profession or business
Website: https://thrive-labs.io

1.2

Any reference to "written" or "in writing" should also be understood to include writing in electronic format.

2

Applicability and Amendments

2.1

These T&Cs are applicable to all offers and agreements between Thrive Labs and User including (i) Subscriptions and (ii) the sale and purchase of Courses, and in each case a distance agreement as defined in article 6:230g (e) DCC (overeenkomst op afstand) applies.

2.2

Thrive Labs may update these T&Cs at any time and will post the amended T&Cs on the Website.

2.3

Thrive Labs will notify User of these updates through a Communication Tool or otherwise in writing and will bring the changes to the T&Cs to User’s attention while using the Subscription.

2.4

If any of the provisions of these T&Cs are declared void or null by virtue of law, regulation or ruling of a competent court, only the provision in question shall be excluded, while the remaining provisions of the T&C’s shall retain their validity.

3

Subscriptions and Courses

3.1

When User first visits the Website, User may register an Account and purchase a Subscription or Course and follow the buying process indicated.

3.2

Once User has completed the buying process set out above at Clause 3.1 and at the end of the online checkout process, User is required to make the payment in accordance with Clause 4.

3.3

User will subsequently receive an email from Thrive Labs which confirms the details of the Subscription or the Course (including the identity of Thrive Labs, pricing, duration and cancellation options, complaints procedure) and the Subscription or the purchase of the Course becomes effective.

3.4

User must activate its Account (by following the instructions in a separate activation email sent by Thrive Labs) and will subsequently be able to access the Subscription and/or Course.

3.5

User must be at least 18 years old to take out a Subscription or purchase a Course.

3.6

The Subscription or Course is personal and non-transferable.

4

Pricing and Payment

4.1

The prices of a Subscription or a Course are inclusive of VAT and are listed on the Website, and in case of a Subscription, depend on the type of package and shall be paid in advance.

4.2

Any payment of the Subscription or Course, whether in installments or one-offs, is made at User’s discretion and in accordance with the payment options on the Website. User consents to the applicable billing period (in respect of a Subscription, monthly or annually) and form of payment when completing the buying process on the Website.

4.3

If the amount due is not received on time, e.g. due to insufficient balance or reversal, User will receive an (automatic) reminder giving User the opportunity to pay the amount.

4.4

Access to the Subscription may be blocked as long as the payment obligation is not fulfilled.

4.5

Thrive Labs is entitled to terminate (opzeggen) the Subscription if User has not complied with its payment obligation after having received a notice of default. Clauses 14.4 and 14.5 apply in this regard and the right to access the Digital Content will expire with immediate effect.

5

Obligations Thrive Labs

5.1

Thrive Labs will use all reasonable endeavours to provide Digital Content that it is free from defects, viruses and other malicious content, in each case in accordance with applicable laws.

5.2

Thrive Labs undertakes to provide the infrastructure and technical resources necessary to provide quality Digitial Content (as far as possible uninterrupted) to Users. Thrive Labs cannot be held responsible for failures in User's device.

5.3

User accepts that the Digital Content is provided on "as is" basis on the date of use. Thrive Labs is not obliged to add certain Digital Content to the Website, Subscription or Course upon request.

5.4

Thrive Labs may temporarily take (parts of) the Website or theDigital Content out of use and/or restrict their use in the context of necessary (technical) maintenance.

5.5

Thrive Labs does not guarantee that the Website, the Course and the Subscription will be accessible at all times and without interruptions or failures. Thrive Labs is not liable for any damage resulting from or caused by the (temporary) unavailability or (interim) failure of the Website, Course or Subscription.

6

User Obligations and Warranties

6.1

User guarantees and warrants that it will not use a Course and the Subscription for any purpose other than as defined in these T&C’s.

6.2

In particular, User guarantees and warrants that when using a Course or the Subscription it will not disseminate or exchange offensive, homophobic, obscene, sexually explicit, illegal, discriminatory dangerous, violent, harassing, disrespectful, defamatory or threatening content.

6.3

In the event of a material breach of Clause 6.1 and 6.2 by User, Thrive Labs is entitled to terminate the Subscription with immediate effect. Clauses 14.4 and 14.5 apply in this regard and the right to access the Digital Content will expire with immediate effect.

6.4

Notwithstanding Thrive Labs' obligation under Clause 11.2, User ensures that it does not allow any third party to use the Digital Content relating to a Subscription or Course using the Account of User. Any action that takes place via its Account is at the responsibility and risk of User. If User suspects or should reasonably suspect or know that abuse of an Account is taking place, User must report this to Thrive Labs as soon as possible so that Thrive Labs can take measures.

7

User Acknowledgements

7.1

User acknowledges that all opinions or guidance provided by Thrive Labs are generic and for educational purposes only.

7.2

User acknowledges that Thrive Labs does not give financial advice and/or recommendations on the merits of (or with the intention to procure or encourage User’s investment in or underwriting of) any given financial product or investment. Any reference to a specific financial product or investment is solely meant to serve as an example.

7.3

User acknowledges any investment (whether buying or selling) and underwriting decisions User may make are made by User at User’s sole and absolute discretion and entirely at User’s own risk. If User needs financial advice before User makes any investment, Thrive Labs strongly recommends that User seeks that from an qualified and regulated financial advisor. User does not provide such advice.

7.4

The Subscription and the Course are provided as an educational resource to help User make its own investment decisions. Thrive Labs is not an investment advisory company and does not advocate the purchase or sale of any specific cryptocurrency, stock, product or investment.

8

Liability

8.1

If Thrive Labs fails to perform its obligations arising out of a Subscription or Course and User suffers damage as a result, the liability of Thrive Labs is limited to any amounts paid under as Subscription or for the purchase of the Course.

8.2

Thrive Labs is not liable for any damages or losses incurred in connection with:

(i) User’s investment decisions;

(ii) User’s reliance on any views, expressions, opinions or advice shared by third parties with access to the Website or Communication Tool;

(iii) submissions or communications shared by third parties (including other users) on the Website or Communication Tool in breach of Clause 6.2; or

(iv) any scams or fraudulent activity committed by third parties using the Website, Course or Subscription who hold themselves out to be Thrive Labs and/or its authorised representative.

8.3

Thrive Labs is not liable for other damages, such as loss of profits, loss of expected savings and other similar financial losses, as well as loss of goodwill or good name or reputation and all other damages not covered by the aforementioned damages.

9

Intellectual Property

9.1

The IP rights relating to the Digital Content are owned by Thrive Labs and/or its licensors (as applicable). Nothing in these T&Cs is intended to transfer any IP rights to User.

9.2

Thrive Labs grants to User a limited, personal, revocable, non-exclusive, non-sub-licensable, non-transferable right to access and use the the Digital Content.

9.3

User shall not perform any acts that may infringe Thrive Labs' IP rights.

10

Third Party Services

10.1

The Website may use the services of third parties (whether or not via links) (the Third Party Services).

10.2

Unless expressly stated, these Third Party Services are not under the control of Thrive Labs and Thrive Labs therefore accepts no responsibility for the content of such Third Party Services or liability for any loss or damage arising from their use.

11

Confidentiality

11.1

Information provided by User in connection with the Subscription or Course shall be kept confidential by Thrive Labs, its staff and/or persons working for it.

11.2

Thrive Labs takes measures to minimise the risk of fraudulent access to the Account (including the Digital Content). However, Thrive Labs does not guarantee absolute security in this respect.

11.3

Thrive Labs processes personal data in accordance with the GDPR. Thrive Labs refers to its Privacy Statement on the Website, which explains what personal data Thrive Labs collects from User, how and why Thrive Labs collects, stores, uses and shares such data, User’s rights in relation to its personal data and how to contact Thrive Labs and supervisory authorities if User has a query or complaint about the use of User’s personal data.

12

Contact

12.1

User can contact (for complaints, questions, or any other matter) Thrive Labs' customer service during business hours (CET) at: support@thrive-labs.io or via the chat function on the Website.

12.2

Thrive Labs shall acknowledge receipt of User’s contact request promptly and Thrive Labs shall use reasonable efforts to resolve User’s request as soon as possible.

13

Cancellation of a Course

13.1

After the purchase of a Course, User has a reflection period (bedenktijd) of 14 calendar days starting on the day of the purchase of the Course. Within this period User may cancel (ontbinden) the purchase without having to give a reason. User is entitled to full refund which Thrive Labs shall pay within 14 calendar days after the date of cancellation (ontbinding) by User.

13.2

After lapse of the reflection period referred to in Clause 13.1, User may still cancel (ontbinden) the purchase and additionally request a full refund until 30 calendar days from the date of the purchase of the Course, provided that User has not accessed any portion of the Course other than the chapters or units mentioned on the Website during the order process and confirmed in the email as referred to in Clause 3.3. Thrive Labs shall pay the refund within 14 calendar days after the date of cancellation (ontbinding) by User.

13.3

Upon cancellation (ontbinding) of the purchase of the Course in accordance with this Clause 13, the right to access the Digital Content will expire with immediate effect.

13.4

Cancellation of a Course takes place by written notice to Thrive Labs at: support@thrive-labs.io, or via the “contact” page on the Website.

14

Termination of a Subscription

14.1

After a Subscription comes into effect, the Digital Content will be immediately available to User and the reflection period (bedenktijd) of 14 days shall not apply. User expressly (i) consents to immediate provision of the Digital Content before the end of the reflection period (bedenktijd) and (ii) waives its right of cancellation (ontbinding). Thrive Labs will send a confirmation of User’s consent and waiver in the email as referred to in Clause 3.3.

14.2

A monthly Subscription may be terminated (opgezegd) by User at any time. A yearly Subscription may not be terminated (opgezegd) by User and will automatically expire on the end date, unless User has notified Thrive Labs at least 14 days prior to the lapse of the Subscription that it wants to renew its Subscription.

14.3

In case a Subscription is terminated (opgezegd) by User in accordance with this Clause 14, the right to access the Digital Content will expire per the end of User’s applicable billing period (as selected by User under Clause 4.2) (i.e. monthly or annually) and any further billing by Thrive Labs will be stopped.

14.4

Upon termination (opzegging) of a Subscription on whatever ground, Thrive Labs will send a confirmation thereof to User.

14.5

Any amounts already paid in connection with the Subscription will not be refunded, unless otherwise agreed between Thrive Labs and User.

14.6

Termination (opzegging) of a Subscription take place by written notice to Thrive Labs at: support@thrive-labs.io, or via the “contact” page on the Website.

15

Applicable Law and Competent Court

15.1

All agreements to which these T&C’s apply are governed exclusively by Dutch law. The applicablity of the Vienna Sales Convention is expressly excluded.

15.2

All disputes arising from agreements to which these T&C’s apply will be exclusively submitted to the court in Amsterdam.

These T&C's are dated 29 May 2023.