Terms of Service:

1.1. This is the B-Hive platform (the "Platform"). Please read these Terms of Service carefully before using the Platform or opening a B-Hive account ("Account"), as this, among other policies (e.g cookie policy, acceptable use policy) define your legal rights and obligations with respect to B-Hive Solutions Inc. and its affiliates and subsidiaries (collectively, "B-Hive", "we", "us", or "our"). The "Services" we provide include: (a) the Platform itself, (b) the services offered through the Platform and by B-Hive's client software, and (c) all information, linked pages, features, data, text, images, photographs, graphics, music, sounds, videos, messages, content, programming, software, application services, and other materials available via the Platform or its related services ("Content"). Any updates or new features added to enhance the Platform and its Services will also fall under these Terms of Service. These Terms govern your use of the Services provided by B-Hive.

1.2 The Services provide an online platform that facilitates connections between businesses ("Buyer"), and ("Seller") (collectively referred to as "you," "Users," or "Parties") for their private transactions, which may involve, among others, the sale of goods or services. The actual contract for any sale, whether of goods or services, is directly between the Buyer and Seller, and B-Hive is NOT a party to this or any other agreement between the Buyer and Seller, nor does it assume any responsibility in relation to such contracts. The Parties are fully responsible for managing their private sales contracts, product or service listings, warranties, and any other transaction-related obligations. B-Hive does not participate in, or supervise, transactions between Users. While B-Hive may or may not screen Users or the content and information they provide, B-Hive reserves the right to remove any content or information posted on the Platform. B-Hive cannot guarantee that Users will complete any transaction.

1.3 Updates. (a) Service Updates. Bhive may, from time to time, implement commercially reasonable updates to the Services. (b) Agreement Amendments. Bhive reserves the right to modify this Agreement, including its pricing, as needed. Unless otherwise specified by Bhive, any substantial amendments to this Agreement will take effect fifteen (15) days after they are posted. However, updates that introduce new functionality or are required to ensure compliance with applicable laws will be effective immediately. Should Users disagree with the amended Agreement, they may discontinue the Services and terminate this Agreement at their discretion. Users’ continued use of the Services following a significant amendment will constitute acceptance of such changes. (c) Updates to URL Terms (Applicable to All Services). Bhive may periodically revise the URL Terms by posting updated versions. Unless stated otherwise, significant changes to the URL Terms will become effective fifteen (15) days after posting, while changes related to new functionality or legal compliance will take effect immediately. (d) Discontinuation of Services. Bhive will provide Users with at least fifteen (15) days advance notice prior to discontinuing any Service (or any significant associated functionality), unless a similar replacement Service or functionality is provided. This Section 1.3(d) does not prevent Bhive from making changes as needed to comply with legal requirements, mitigate material security risks, or avoid substantial economic or technical burdens. This provision does not apply to Services, features, or functionality that are in pre-general availability. There shall be no refund for users who opt to discontinue using the services prior to the end of their subscription period.

1.4 Before you can become a User of the Platform, you must read and agree to all the terms and conditions outlined in these Terms of Service, and provide your consent to the processing of your personal data as described in the B-Hive Privacy Policy.

1.5 B-Hive reserves the right to amend, modify, suspend, or discontinue any portion of the Platform or the Services, in whole or in part, at any time, or as required by applicable laws or regulations. B-Hive may release certain Services or features that might not perform as anticipated or may differ from their final version, and B-Hive disclaims any liability for such variations. Furthermore, B-Hive retains the discretion to impose limits on certain features or restrict access to parts or all of the Platform or Services, without prior notice or liability, particularly in instances of non-compliance with these Terms of Service.

1.6 B-Hive reserves the right to deny access to the Platform or Services, or to refuse the creation of an Account, for any reason. BY USING B-HIVE SERVICES OR CREATING AN ACCOUNT, YOU IRREVOCABLY ACCEPT AND AGREE TO THE TERMS OF THIS AGREEMENT, INCLUDING ANY ADDITIONAL TERMS AND POLICIES REFERENCED HEREIN. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT USE OUR SERVICES OR ACCESS THE PLATFORM. IF YOU ARE UNDER 18 OR BELOW THE LEGAL AGE OF CONSENT ACCORDING TO YOUR COUNTRY’S APPLICABLE LAWS (THE "LEGAL AGE"), PLEASE DO NOT USE OUR SERVICES OR ACCESS THE PLATFORM. IF YOU ARE UNSURE WHETHER YOU HAVE REACHED THE LEGAL AGE OR DO NOT UNDERSTAND THIS SECTION, PLEASE CONSULT YOUR PARENT OR LEGAL GUARDIAN BEFORE CREATING AN ACCOUNT. IF, AFTER CONSULTATION WITH YOUR PARENT OR LEGAL GUARDIAN, YOU ARE FOUND TO STILL BE A MINOR OR BELOW THE LEGAL AGE, YOU MUST NOT CONTINUE TO USE OUR SERVICES OR ACCESS THE PLATFORM.

Any software that we provide to you as part of the Services is governed by the terms outlined in these Terms of Service and other applicable policies, if any. B-Hive retains all rights to the software that are not explicitly granted under these terms. Additionally, any third-party scripts or code referenced or linked through the Services are licensed to you directly by the respective third parties, not by B-Hive.

3.1 Certain features of our Services require you to create/register for an Account by choosing a unique user identification ("User ID") and password, and providing some personal details. If the User ID you choose is deemed offensive or inappropriate by B-Hive, in its sole judgment, B-Hive reserves the right to suspend or terminate your Account. Your Account may allow you to access other products, web platforms, or services that we have linked to or collaborated with. However, B-Hive has not reviewed these third-party offerings and takes no responsibility for their content, functionality, security, services, privacy policies, or other practices. If you choose to access them, the terms of service and privacy policies for those products, platforms, or services may apply in addition to of the Terms of Service and the B-Hive Privacy Policy.

3.2 You will be held accountable for any actions carried out under your User ID and account, regardless of whether you personally committed them. B-Hive is not responsible for any loss or damage that may arise from unauthorized use of your password or failure to adhere to this section, in accordance with relevant laws.

3.3 You acknowledge that B-Hive may, at its sole discretion and without prior notice or liability to you or any third party, immediately terminate or suspend your Account and User ID, remove any Content linked to your Account from the Platform, revoke any subsidies provided to you and cancel or suspend any related transactions either temporarily or permanently. B-Hive may also take any additional actions it deems necessary. These actions can be based on various reasons, including but not limited to: (a) prolonged inactivity, as determined by us, (b) breach of these Terms of Service, (c) engagement in illegal, fraudulent, defamatory, threatening, or abusive behavior, (d) holding multiple user accounts, (e) failure to settle any outstanding amounts owed to B-Hive or its affiliates, (f) use or exploitation of unauthorized third-party software on B-Hive’s platform, (g) failure to submit accurate documents in compliance with laws or regulations, or (h) any conduct that harms other users, third parties, or B-Hive’s business interests. Any illegal, fraudulent, defamatory, threatening, or abusive activity may also be reported to law enforcement without notifying you. If a legal dispute arises or if law enforcement actions are initiated concerning your Account or use of the Services, B-Hive may terminate your Account immediately, with or without prior notice.

3.4 Users may choose to terminate their Account by providing written notice to B-Hive (including via email at [email protected]. You acknowledge and agree that your account will be terminated no earlier than twenty-four (24) hours after your termination request is submitted. B-Hive is not liable for any losses or damages resulting from actions taken in accordance with this Section, and Users waive any claims regarding such actions.

3.5 You are allowed to use the Services and/or create an Account only if you are Philippine based companies or have branches in the Philippines. However, this may be updated as needed.

4.1 The license to use this Platform and its Services remains in effect until it is terminated. It may be terminated in accordance with these Terms of Service or if any of the terms and conditions outlined in this Section and other policies of B-Hive are violated. In such instances, B-Hive may terminate the license with or without providing notice to you.

4.2 You agree NOT to:
(a) violate any applicable local, national, or international law, rule, regulation, or directive, including those relating to anti-money laundering or counter-terrorism;
(b) upload, post, transmit, or otherwise share any Content that is illegal, harmful, abusive, harassing, defamatory, vulgar, obscene, or that invades someone’s privacy, or engage in behavior that is racially, ethnically, or otherwise objectionable;
(c) upload Content that infringes on someone else’s patent, trademark, trade secret, copyright, or other proprietary rights;
(d) use the Services or upload Content to impersonate any individual or entity, or submit false or misleading Verification Documents;
(e) engage in actions that disrupt or interfere with other users’ access to the Services, such as manipulating listings, falsifying headers, or misrepresenting your identity;
(f) manipulate the price of any item or interfere with other Users' listings in a deceptive manner;
(g) upload or share unsolicited advertising, promotional materials, spam, junk mail, or any unauthorized form of solicitation
(h) upload or transmit harmful software, such as viruses, worms, or other malicious code, designed to damage or disrupt any systems, networks, or data;
(i) collect or harvest information about other Users, including personal data, without their consent, or engage in any unauthorized collection activities;
(j) use the Services to harm minors in any way, including uploading or sharing any content featuring unsupervised minors;
(k) remove proprietary notices, forge headers, or otherwise manipulate identifiers to disguise the origin of content transmitted through the Services;
(l) attempt to decompile, reverse-engineer, disassemble, or hack the Services, or bypass any encryption or security measures;
(m) use the Services or platform in a fraudulent or deceptive manner;
(n) operate multiple accounts for the purpose of circumventing rules or engaging in prohibited behavior under these Terms of Service;
(o) use non-official B-Hive software to access the Platform or your user account;
(p) engage in activities that harm or overburden the Services or servers, or take actions that could disable the system;
(q) engage in behavior that undermines the feedback or rating system or otherwise disrupts normal user engagement and dialogue on the Platform;
(r) use the Services to infringe upon the intellectual property rights of others, or list items that violate third-party rights;
(s) access or store personal data about other Users for unauthorized purposes or in violation of any laws;
(t) collect, store, or transmit personal or confidential information about others in ways that breach fiduciary or contractual obligations;
(u) use the Services to intentionally or unintentionally violate trade sanctions or embargoes enforced by relevant international or national authorities;
(v) take any action or create derivative works of the Services without the explicit permission of B-Hive.
(w) Use the Platform for Political content including but not limited to extreme or divisive political discussions that promote violence, hate, or misinformation, as well as coordinated disinformation campaigns related to political events or figures.
(x) Use the Platform for Religious content including but not limited to religious extremism or content that incites violence, intolerance, or discrimination, and includes hate speech targeting individuals or groups based on religious beliefs or affiliations.
(y) Use the Platform for Hate speech and extremism including but not limited to content that promotes violence or dehumanization based on race, gender, sexual orientation, or ethnicity, as well as radical ideologies, white supremacy, or extremist groups advocating violence or discrimination.
(z) Use the Platform for Misinformation and fake news including but not limited to health misinformation (such as about vaccines, pandemics, or treatments) and election misinformation (false claims about voting processes or election outcomes), as well as disinformation spread by bots or coordinated campaigns to mislead the public.
(aa) Use the Platform Cyberbullying and harassment involve targeted harassment, trolling, or bullying directed at individuals or groups, along with doxxing (the sharing of someone’s private information without consent) and threats of violence.
(bb) Use the Platform for Child exploitation and abuse including but not limited to involving child abuse or sexual exploitation, as well as grooming and predatory behavior toward minors.
(cc) Use the Platform for Self-harm and suicide promotion including but not limited to content that glorifies or promotes self-harm, suicide, or dangerous behaviors, along with the encouragement of eating disorders or other harmful challenges.
(dd) Use the Platform for Illegal activities and dangerous behavior including but not limited to the promotion or sale of illegal drugs, counterfeit goods, or black-market services, as well as content promoting illegal weapons, human trafficking, or criminal activity.
(ee) Use the Platform for Graphic and violent content including but not limited to depictions of extreme violence, gore, or death, especially when glorified or sensationalized, as well as animal cruelty, abuse, or content promoting harm to animals.
(ff) Use the Platform for Scams and fraud including but not limited to financial scams, pyramid schemes, or misleading investment advice, along with phishing attempts and identity theft schemes targeting users for personal data.
(gg) Use the Platform for Sexual content and exploitation including but not limited to the non-consensual sharing of explicit images or videos (such as revenge porn), as well as sexual solicitation, exploitation, or content promoting human trafficking.
(hh) Use the Platform for Incitement to violence including but not limited to content that explicitly calls for or encourages violence or harm to individuals or groups, including posts or messages promoting terrorism, organized crime, or riots.
(ii) Use the Platform for Dangerous activities including but not limited to dangerous viral challenges involve the promotion of viral challenges that encourage dangerous or illegal stunts, such as the "Tide Pod Challenge" or extreme physical challenges.
(jj) Use the Platform for Conspiracy theories including but not limited to content that promotes harmful conspiracy theories that could incite violence or panic (such as QAnon or anti-science movements), as well as organized efforts to undermine trust in public institutions through baseless claims.
(kk) Use the Platform for Terrorism and radicalization including but not limited to propaganda or recruitment efforts by terrorist organizations, as well as content promoting radicalization or glorifying acts of terrorism.

4.3 You acknowledge that all Content, whether shared publicly or sent privately, is solely the responsibility of the individual from whom it originated. This means that you, and not B-Hive, are fully accountable for any Content you upload, post, email, transmit, or otherwise make available through the Platform. You understand that by accessing the Platform, you may encounter Content that you find offensive, indecent, or objectionable. To the fullest extent permitted by law, B-Hive will not be held responsible for any Content, including but not limited to any errors or omissions, or for any loss or damage that may occur from using or relying on any Content posted, emailed, transmitted, or otherwise made available on the Platform.

4.4 You understand and agree that B-Hive and its authorized agents have the right (but not the obligation) to review, refuse, delete, block, suspend, or move any Content at their sole discretion, including Content posted by you on the Platform, without being liable to you. Furthermore, B-Hive may remove Content that (a) breaches these Terms of Service or our Prohibited and Restricted Items Policy; (b) is the subject of a complaint from another User; (c) has been flagged for intellectual property infringement or in response to legal requests; or (d) is otherwise deemed inappropriate. Additionally, we may block communications (such as status updates, posts, messages, or chats) as part of our efforts to protect the Services, our Users, or to enforce these Terms. You agree that you are responsible for assessing and accepting any risks associated with the use of Content, including reliance on its accuracy, completeness, or usefulness. In doing so, you acknowledge that you have not and, to the fullest extent permitted by law, cannot rely on any Content provided by B-Hive or submitted to B-Hive, including information in its Platform or other areas of the Platform.

You also acknowledge and agree that B-Hive may access, retain, and disclose your Account information and other materials or data provided to us if required by law or through a valid court order. This may also occur if B-Hive believes such actions are necessary to (a) comply with legal processes; (b) enforce these Terms of Service or our Prohibited and Restricted Items Policy; (c) respond to claims that your Content or behavior violates third-party rights, including intellectual property rights; or (d) protect the rights, property, or safety of B-Hive, its Users, or the public.

Additionally, you agree that B-Hive may collect, use, and process data related to refine and improve the quality of B-Hive’s services and user experience.

5.1 Failure to comply with these Terms of Service may lead to a variety of consequences, which may include, but are not limited to, the following:
(a) Removal of posts
(b) Restrictions on Account privileges
(c) Suspension or eventual termination of your Account
(d) Immediate termination of your Account
(e)Pursuit of criminal and civil charges
(f) Any other legal action B-Hive is permitted to take in accordance with applicable laws

If you suspect that a User on our Platform is in violation of these Terms of Service, please report the matter by contacting [email protected]

6.1 The B-Hive Privacy Policy, provides a comprehensive explanation of our privacy practices. Please review the B-Hive Privacy Policy to understand how B-Hive gathers and utilizes the information related to your Account and/or your use of the Services ("User Information"). By using the Services or submitting information on the Platform, you: (a) You consent to B-Hive collecting, using, disclosing, and/or processing your Content, personal data, and User Information in accordance with the B-Hive Privacy Policy. (b) acknowledge and agree that the ownership of your User Information is shared between you and B-Hive; and (b) agree not to disclose your User Information, whether directly or indirectly, to any third party, nor permit any third party to access or use your User Information without obtaining prior written consent from B-Hive.

6.2 Users who obtain another User’s personal data through the Services (referred to as the "Receiving Party") agree to the following: (a) they will comply with all relevant data protection laws concerning the handling of such information; (b) they will permit the User whose data has been collected (the "Disclosing Party") to request the removal of their personal data from the Receiving Party’s system; and (c) they will provide the Disclosing Party with access to review the personal information gathered about them, as required by applicable legal regulations.

7.1 B-Hive prohibits listings that infringe upon the intellectual property rights of brands or other intellectual property rights holders ("IP OWNER").

7.2 If you are an IP OWNER or a duly authorized agent of an IP OWNER ("IP Agent") and you believe your intellectual property rights or those of your principal have been infringed, please notify us by submitting the online form to [email protected] - and provide the required documentation to support your claim. Please allow time for us to review and process your submission.

7.3 Complaints under this Section must be submitted and include at least the following: (a) a physical or electronic signature of the IP OWNER or IP AGENT (collectively, "Informant"); (b) a description of the type and nature of the intellectual property right that has allegedly been infringed, along with proof of rights; (c) a detailed explanation of the alleged infringement sufficient for B-Hive to evaluate the complaint; (d) URLs of the posts in question that contain the alleged infringement; (e) adequate contact information for the Informant, such as a physical address, telephone number, and email address; (f) a declaration by the Informant stating that the complaint is made in good faith and that the use of the intellectual property as identified by the Informant is unauthorized by the IP OWNER or by law; and (g) a declaration by the Informant affirming the accuracy of the information provided, agreeing to indemnify B-Hive for any damages arising from the complaint, and asserting that the Informant holds the appropriate rights or has authorization to act on behalf of the IP OWNER in all matters related to the complaint.

7.4 Without limiting the indemnification as set in this Terms of Service, every user agrees to indemnify and hold B-Hive and its affiliates harmless from any and all claims, actions, damages, or judgments that arise from or relate to (a) any intellectual property infringement claim, complaint, or violation concerning any Content or product listings, (b) any removal of such Content resulting from an intellectual property infringement claim, complaint, or violation and/or (c) any other claim that may arise.

7.5 Users are independent individuals or businesses and are not affiliated with B-Hive in any capacity. B-Hive does not act as an agent or representative of Users.

8.1 Billing. Bhive shall issue an electronic invoice to Users for all applicable Fees, including any Fees arising from Users' use of the Services during the relevant Fee Accrual Period, as well as any other pertinent charges. Should Bhive, based on reasonable grounds and available evidence, assess a risk of non-payment or potential fraudulent activity on Users' Account, Bhive may elect to issue invoices on a more frequent basis. Users shall settle all invoiced amounts in the currency specified therein. If payment is made by credit card, debit card, or other non-invoice methods, Users shall immediately remit all Fees at the close of each Fee Accrual Period or upon Bhive’s charging. For invoices, Users shall remit payment by the specified Payment Due Date. Except as required by law, Users’ obligation to pay all Fees is irrevocable. Bhive is not obligated to issue multiple invoices. Wire transfer, credit card, and other online payments must include Bhive’s designated banking or payor’s information.

8.2 Taxes. (a) Users are responsible for all applicable Taxes and shall pay Bhive for the Services in full without any deduction for such Taxes. If Bhive is required to collect or remit any Taxes, these will be invoiced to Users, who shall then remit payment of such Taxes to Bhive, unless a timely and valid tax exemption certificate is provided to Bhive. (b) Users shall provide Bhive with any tax identification information required under applicable law to ensure compliance with tax regulations in relevant jurisdictions. Users shall be liable for any Taxes, penalties, interest, or fines resulting from misrepresentations made by Users.

8.3 Payment Disputes & Refunds. Users must submit any payment disputes in good faith prior to the Payment Due Date. Should Bhive, upon a good-faith review, determine that billing inaccuracies are attributable to Bhive, Bhive will not issue a corrected invoice but will provide a credit memo reflecting the incorrect amount on the affected invoice. In cases where a disputed invoice remains unpaid, Bhive shall apply the credit memo amount to the invoice, with Users responsible for paying the adjusted net balance. Refunds issued by Bhive for billing errors under this Section shall only be provided as service credits. This Agreement does not obligate Bhive to extend credit to any party.

9.1 Users will (a) ensure that Users and its End Users' use of the Services complies with this Agreement, (b) use commercially reasonable efforts to prevent and terminate any unauthorized use of, or access to, the Services, and (c) promptly notify Bhive of any unauthorized use of, or access to, the Services, Account, or Users's password of which Users becomes aware. Bhive reserves the right to investigate any potential violation of the Terms of Service by Users, which may include reviewing Users Applications, Users Data, or Projects. Users are required to ensure that all relevant information, such as but not limited to, company profile are accurate, true and lawful. Users must avoid posting any inaccurate or misleading information.

9.2 Users acknowledge that B-Hive may, at its discretion, engage in promotional activities to encourage transactions between Users.

10.1 B-Hive provides keyword advertising and other promotional services through its Paid Advertising Platform on an ongoing basis. Users have the option to purchase Paid Advertising Services. These services are offered in accordance with B-Hive’s Terms of Service and any explanatory materials available on the Platform, the Paid Advertising Platform, are communicated to Users in writing (hereinafter referred to as the "Paid Advertising Rules"). Users who opt to purchase Paid Advertising Services agree to abide by the Paid Advertising Rules. If you do not agree to be bound by these Rules, you should refrain from purchasing Paid Advertising Services.

10.2 To purchase Paid Advertising Services, you must be an eligible User. Your Account must also be in good standing and not suspended at the time of purchase and payment.

10.3 You understand and agree that B-Hive does not guarantee any increase in profile visibility as a result of using Paid Advertising Services.

10.4 IF, DESPITE THESE TERMS, A COURT OF COMPETENT JURISDICTION HOLDS B-HIVE LIABLE FOR ANY PAID ADVERTISING SERVICES (INCLUDING FOR GROSS NEGLIGENCE), B-HIVE’S LIABILITY WILL BE LIMITED TO PHILIPPINE PESO: FIVE THOUSAND ONLY (PHP 5,000.00)

11.1 B-Hive operates solely as a platform to connect users and does not directly engage in the sale or manufacture of any products, including alcoholic beverages ("Alcohol") and tobacco or tobacco-related products, such as electric cigarettes ("Tobacco Products"). Users utilizing the platform to buy or sell these products must comply with the terms outlined in this Section and ensure adherence to all applicable laws.

11.2 If you are interacting with another user for the sale or purchase of Alcohol or Tobacco Products: (a) If both users are individuals, you confirm that both the seller and the buyer (or the recipient, if different from the buyer) are at least of legal minimum age required for the sale and purchase of such products. (b) If required, both you and/or the seller, as well as the recipient, agree to provide valid photo identification, upon B-Hive’s demand, to verify that the seller and the recipient meet the legal age requirement for purchasing or receiving Alcohol or Tobacco Products.

11.3 If you are a user selling Alcohol or Tobacco Products, you represent and warrant that: (a) You possess all necessary licenses and permits required by law to sell Alcohol or Tobacco Products through the Platform, and you will provide copies of these licenses or permits, along with supporting documents, to B-Hive upon request for verification purposes. (b) All information and documentation you provide to B-Hive regarding your licenses, permits, and any other legal requirements is accurate and truthful.

11.4 Business entities involved in the sale of Alcohol or Tobacco Products must ensure that they possess all relevant legal licenses to sell such products. B-Hive assumes no responsibility for verifying the legal standing of entities or individuals who sell or purchase Alcohol or Tobacco Products. It is solely the responsibility of the users to ensure compliance with all relevant legal requirements and age restrictions.

12.1 In the event of an issue arising from the parties transactions or communications, Users agree to communicate directly with one another in an effort to resolve the dispute through mutual discussions. If the matter cannot be resolved through discussion, Users may approach the appropriate tribunal within their local jurisdiction to seek a resolution for the their disputes.

12.2 Each User agrees not to file a lawsuit or make any claims against B-Hive or its affiliates in relation to any transaction or communications carried out on the Platform or any disputes arising from their communications or transactions outside the platform.

13.1 B-Hive grants you a limited and revocable license to access and use the Services, provided you adhere to the terms outlined in these Terms of Service. All proprietary content and other intellectual property ("Intellectual Property") displayed on the Platform, is owned by B-Hive or, where applicable, third-party owners identified on the Platform. By using or accessing the Services, you agree to comply with copyright, trademark, and all other relevant laws that protect the Services, Platform, and its content. You are not permitted, without prior written consent from B-Hive, to mirror or frame any part of the Platform's content on another server or website.

13.2 Only company or business socials (e.g linkedin, facebook, Instagram etc) are allowed to be linked to the Platform. You acknowledge that B-Hive reserves the right, at its sole discretion, to cease providing the Services, in whole or in part, at any time and without prior notice.

14.1 B-HIVE PROVIDES THE SERVICES ON AN "AS IS" BASIS, WITHOUT MAKING ANY WARRANTIES OR REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY IMPLIED WARRANTIES RELATED TO QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR SUITABILITY FOR A SPECIFIC PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, B-HIVE DOES NOT GUARANTEE THAT THE PLATFORM, ITS SERVICES, OR ITS FEATURES WILL BE CONTINUOUSLY AVAILABLE, SECURE, TIMELY, UNINTERRUPTED, ACCURATE, COMPLETE, OR FREE FROM ERRORS. B-HIVE ALSO DOES NOT GUARANTEE THAT ANY ISSUES WILL BE RESOLVED, OR THAT THE PLATFORM AND ITS SERVERS WILL BE FREE FROM HARMFUL ELEMENTS LIKE VIRUSES, MALWARE, OR OTHER MALICIOUS CODES OR PROGRAMS.

14.2 You acknowledge that any risk and responsibility associated with the use of the platform and services are entirely yours, to the greatest extent permitted by applicable law.

14.3 B-Hive does not oversee, and to the extent allowed by law, assumes no responsibility for: (A) the suitability, quality, safety, or legality of items offered through the services. In case of disputes between users, it is expected that the parties involved will settle the matter between themselves. To the maximum extent permitted by law, B-Hive and its affiliates are released from any claims, demands, or damages arising from such disputes.

15.1 To the fullest extent allowed by law, B-Hive will not be liable, whether under contract, warranty, tort, or any other legal theory or cause of action, for any kind of loss whether such losses are direct or indirect. Additionally, B-Hive will not be responsible for any kind of damages arising from or connected to the use or inability to use the platform or services, even if advised or not of the potential for such damages.

15.2 You acknowledge that if you experience issues with the services, your sole remedy is to terminate your account and/or cease using the services.

15.3 Should a court with proper authority find B-Hive liable (including for gross negligence), its liability will be limited to PHP 5,000 (PHILIPPINE PESO: FIVE THOUSAND ONLY).

16.1 The Platform DOES NOT ALLOW links to Third Party Websites to be posted on B-Hive’s Platforms except to those provided in Section 13.2.

17.1 You acknowledge and agree that you bear full responsibility for any content you post or make available through the Services. This responsibility includes, but is not limited to, ensuring the accuracy, reliability, legality, proper rights clearance, and adherence to all legal and regulatory requirements associated with any content you provide. By contributing such content, you grant B-Hive and its successors a perpetual, irrevocable, global, non-exclusive, royalty-free license, which is transferable and can be sub-licensed, to use, reproduce, distribute, republish, transmit, modify, adapt, create derivative works from, publicly display, and perform the content in connection with the Services, in any media or format, and through any distribution channels, without any requirement to provide attribution. Furthermore, you agree to waive any moral rights (or similar rights in any jurisdiction) related to the content. You also understand and accept that your content may be transmitted across various networks and may be modified to meet technical requirements.

17.2 Any content, materials, information, or ideas that you submit, post, or share through the Services, or transmit to B-Hive in any way (referred to as a "Submission"), will not be regarded as confidential by B-Hive. These Submissions may be used or disseminated by B-Hive for any purpose, such as developing, producing, or marketing products, without any obligation to provide compensation or assume liability towards you. By making a Submission, you grant B-Hive and its successors a perpetual, irrevocable, global, non-exclusive, royalty-free license, which can be sub-licensed and transferred. This license permits B-Hive to use, copy, distribute, republish, transmit, modify, adapt, create derivative works from, publicly display, and perform the Submission in connection with the Services, in any format or media, including for promotional purposes and redistributing parts of the Services (and their derivatives).

18.1 Each user contributing data, text, images, sounds, videos, software, or other content to the Services is solely responsible for ensuring the accuracy, reliability, legality, rights clearance, and compliance with any applicable laws or regulations concerning their content. B-Hive does not assume responsibility for, nor is it obligated to routinely review or verify, the accuracy, reliability, legality, or compliance of any content submitted by users. You acknowledge that you will not hold B-Hive accountable for the actions or inactions of other users, including, but not limited to, any content they post or make available through the Services.

18.2 Additionally, the Services may include links to third-party products, websites, services, and offers. These third-party products, websites, and services are not owned or controlled by B-Hive. Furthermore, you acknowledge and agree that B-Hive reserves the right to disable or remove any third-party links or applications available through the Services if they are found to violate these Terms of Service.

19.1 You confirm and warrant that:
(a) you have the legal authority, capacity, and ability to enter into these Terms of Service and to fulfill your obligations under them; and
(b) you will only use the Services for legitimate purposes and in full compliance with these Terms of Service, along with all relevant laws, regulations, rules, codes, directives, guidelines, and policies.

20.1 If B-Hive, at its sole discretion, suspects that you have engaged in any potentially fraudulent or suspicious activities, we may take several measures to safeguard B-Hive. These measures may include, but are not limited to:
(a) Closing, suspending, or restricting your access to your Account or the Services, and/or halting the processing of any transactions;
(b) Declining to provide the Services to you either now or in the future.

21.1 You agree to indemnify, defend, and hold harmless B-Hive, as well as its shareholders, subsidiaries, affiliates, directors, officers, agents , partners, and employees (collectively, the "B-Hive Individuals") from any and all claims, actions, lawsuits, and any related liabilities, damages, settlements, penalties, fines, costs, and expenses that may be incurred by any B-Hive Individuals. This obligation arises from or relates to: (a) the hosting, operation, management, or administration of the Services by B-Hive or on its behalf; (b) your breach of any term in these Terms of Service or any referenced policies or guidelines; (c) your use or misuse of the Services; (d) your violation of any law or third-party rights; or (e) any content uploaded by you.

22.1 If any provision of these Terms of Service is deemed illegal, void, or unenforceable under the laws of any jurisdiction, that specific provision will be treated as separable from the rest of the terms. This will not impact the validity and enforceability of the remaining provisions, nor will it affect the enforceability of the provision in question under the any laws.

23.1 These Terms of Service shall be governed by and construed in accordance with the laws of the Republic of the Philippines. Unless otherwise required by applicable laws, any dispute, controversy, claim or difference of any kind whatsoever shall be referred to and finally resolved by arbitration administered by the Philippine Dispute Resolution Center, Inc. (“PDRCI”) under the arbitration rules of the PDRCI (“PDRCI”) for the time being in force, which rules are deemed to be incorporated by reference in this Section. The seat of the arbitration shall be in Cebu City, Philippines. This arbitration agreement shall be governed by the laws of the Republic of the Philippines. The tribunal shall consist of three (3) arbitrators: one (1) appointed by each party within thirty (30) days of the receipt of a Notice of Arbitration by the receiving party and one (1) appointed by agreement of the arbitrators appointed by the parties within thirty (30) days of the appointment of the second arbitrator. In the absence of such agreement, the third arbitrator shall be appointed according to the PDRCI Rules. The language of the arbitration shall be English.

23.2 The Parties hereby agree that in the event of an impossibility to undergo arbitration, any legal action, suit, or proceeding arising out of or relating to this Agreement, such action, suit, or proceeding shall be filed exclusively in the courts of competent jurisdiction located in Cebu City, Philippines, to the exclusion of all other courts. The Parties waive any objections to venue or jurisdiction outside Cebu City and agree not to initiate any such action in any other venue.

24.1 B-Hive retains all rights that are not explicitly granted in this agreement.

24.2 B-Hive may amend these Terms of Service at any time by posting the updated terms on this platform. Your continued use of the platform and receipt of services (including maintaining an account provided by B-Hive) after the changes are posted will constitute your acceptance of the revised Terms of Service.

24.3 You are not permitted to assign, sublicense, transfer any rights granted to you, or subcontract any of your obligations under this agreement.

24.4 Nothing in these Terms of Service creates a partnership, joint venture, or principal-agent relationship between you and B-Hive.

24.5 B-Hive’s failure to enforce any provision of this agreement at any time does not waive its right to enforce that provision in the future unless a written waiver is provided.

24.6 These Terms of Service are intended solely for the benefit of you and us, and do not provide any rights or benefits to any third party, except for B-Hive's affiliates and subsidiaries.

24.7 The terms outlined in these Terms of Service, along with any referenced agreements and policies, constitute the entire agreement between the parties concerning the Services and the Platform, and supersede any prior agreements or understandings related to this subject matter. Both parties acknowledge that they are not relying on any statements, representations, warranties, promises, or assurances outside of what is expressly set forth in these Terms of Service. Each party irrevocably waives any claims, rights, or remedies they might otherwise have had in this regard. These Terms of Service cannot be contradicted, explained, or supplemented by any prior agreements, contemporaneous oral agreements, or additional terms.

24.8 If you have any questions or concerns regarding these Terms of Service or any related issues, please contact us at [email protected].

Please send all legal notices to [email protected] addressed to the attention of “General Counsel.”