COREFRAME.WORK MEMBERSHIP AGREEMENT

IMPORTANT: PLEASE READ THIS AGREEMENT CAREFULLY BEFORE CLICKING "I AGREE"

This CoreFrame.work Membership Agreement (the "Agreement") is entered into between:

CoreFrame.work B.V., with its principal place of business at Weena 690, 3012 CN Rotterdam, The Netherlands ("Initiative Organizer")

and

You, the participant joining the initiative ("Participant")

By clicking "I Agree" or by participating in the Initiative, you acknowledge that you have read, understood, and agree to be bound by all terms and conditions of this Agreement.

1. PURPOSE

The purpose of this Agreement is to establish terms under which the Participant will join the Initiative Organizer's CoreFrame.work Membership (the "Initiative"), which is provided free of charge, including provisions for maintaining confidentiality, granting limited rights to use the Participant's branding, and governing the use of Participant's account on the Initiative Organizer's website.

2. CONFIDENTIALITY OBLIGATIONS

2.1 Definition of Confidential Information

"Confidential Information" means any non-public information disclosed by either party to the other party, either directly or indirectly, in writing, orally, or by inspection of tangible objects, including but not limited to: business plans, financial information, marketing strategies, customer lists, proprietary technology, product designs, and trade secrets.

2.2 Exclusions

Confidential Information shall not include information that:

1. was publicly known prior to the time of disclosure;
2. becomes publicly known after disclosure through no action or inaction of the receiving party;
3. is already in the possession of the receiving party at the time of disclosure;
4. is obtained from a third party without a breach of such third party's obligations of confidentiality; or
5. is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

2.3 Non-Disclosure

The receiving party agrees:

1. to maintain all Confidential Information in strict confidence;
2. not to disclose Confidential Information to any third party;
3. to use Confidential Information only for purposes of participating in the Initiative;
4. to take reasonable precautions to protect the confidentiality of such information; and
5. to notify the disclosing party immediately upon discovery of any unauthorized use or disclosure of Confidential Information.

2.4 Required Disclosure

If the receiving party is required by law to disclose Confidential Information, it may do so, provided that it gives the disclosing party prompt written notice of such requirement prior to disclosure and assists in obtaining an order protecting the information from public disclosure.

3. BRAND LICENSE

3.1 Grant of License

By clicking "I Agree," Participant grants to Initiative Organizer a non-exclusive, royalty-free license to use Participant's name, logo, and trademarks (collectively, "Branding") for the sole purpose of identifying Participant as a member of the Initiative on Initiative Organizer's website and related promotional materials.

3.2 Branding Submission

After accepting this Agreement, Participant will be prompted to upload their logo and provide any branding guidelines through the online portal.

3.3 Restrictions

Initiative Organizer agrees:

1. to use the Branding only in accordance with Participant's branding guidelines, as provided;
2. not to modify the Branding without Participant's prior written approval;
3. not to use the Branding in a manner that suggests endorsement of any product or service beyond participation in the Initiative; and
4. not to use the Branding in any way that could damage, dilute, or negatively affect the value of the Branding.

3.4 Ownership

Participant retains all right, title, and interest in and to its Branding. Any goodwill generated by Initiative Organizer's use of the Branding will inure to the benefit of Participant.

3.5 Termination of License

Participant may terminate the license granted in Section 3.1 upon written notice to Initiative Organizer, and Initiative Organizer shall cease all use of the Branding within 30 days of such notice.

4. USER ACCOUNTS

4.1 Account Creation

To participate in the Initiative, Participant must create an account on Initiative Organizer's website. Participant is responsible for providing accurate and complete information during the registration process.

4.2 Account Security

Participant is responsible for maintaining the confidentiality of their account credentials and for all activities that occur under their account. Participant agrees to notify Initiative Organizer immediately of any unauthorized use of their account or any other breach of security.

4.3 Account Restrictions

Participant agrees not to:

1. create more than one account without explicit permission from Initiative Organizer;
2. use another person's or entity's account without authorization;
3. use the account to upload illegal, harmful, threatening, abusive, or otherwise objectionable content;
4. attempt to probe, scan, or test the vulnerability of the website or any network connected to the website, or breach security measures;
5. share account credentials with third parties.

4.4 Account Termination

Initiative Organizer reserves the right to suspend or terminate Participant's account with immediate effect and without prior notice if Participant breaches any term of this Agreement or if Initiative Organizer reasonably believes that Participant has violated applicable laws.

4.5 Data Processing

Initiative Organizer will process personal data associated with Participant's account in accordance with its Privacy Policy, which is incorporated into this Agreement by reference.

5. TERM AND TERMINATION

5.1 Term

This Agreement shall commence when you click "I Agree" and shall continue until terminated as provided herein.

5.2 Termination

Either party may terminate this Agreement with 30 days' written notice to the other party.

5.3 Effect of Termination

Upon termination of this Agreement:

1. all rights granted under Section 3 shall immediately terminate;
2. each party shall return or destroy all Confidential Information of the other party within 30 days and provide written confirmation of such destruction;
3. the confidentiality obligations in Section 2 shall survive for a period of 5 years; and
4. Participant's account on Initiative Organizer's website may be deactivated, and Participant's access to any non-public areas of the website may be revoked.

5.4 Termination for Cause

Either party may terminate this Agreement with immediate effect by written notice to the other party if:

1. the other party commits a material breach of this Agreement which is not capable of remedy or which remains unremedied for 14 days after being given written notice to remedy; or
2. the other party becomes subject to bankruptcy, suspension of payments, or similar insolvency proceedings under Dutch law.

6. GENERAL PROVISIONS

6.1 No Partnership

Nothing in this Agreement shall be construed to create a partnership, joint venture, or agency relationship between the parties.

6.2 No Warranty

All Confidential Information is provided "AS IS" without warranty of any kind.

6.3 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the Netherlands.

6.4 Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter.

6.5 Amendment

Initiative Organizer reserves the right to amend this Agreement from time to time by posting an updated version on its website at https://coreframe.work. If an amendment is material, Initiative Organizer will provide at least 30 days' notice prior to any new terms taking effect via email to Participant and/or by a prominent notice on the Website. Participant's continued participation in the Initiative after such amendments constitutes acceptance of the amended Agreement.

6.6 Electronic Acceptance and Authority

By clicking "I Agree," you acknowledge that you have read and understood this Agreement and agree to be bound by its terms. Your click serves as your electronic signature, which has the same legal effect as a handwritten signature. You further represent and warrant that you have the legal authority to enter into this Agreement on behalf of the Participant (whether an individual or an organization). If you are agreeing to this Agreement on behalf of an organization or entity, you represent and warrant that you are authorized to agree to this Agreement on that organization or entity's behalf and bind them to this Agreement.

6.7 Severability

If any provision of this Agreement is found to be unenforceable, the remainder shall be enforced as fully as possible and the unenforceable provision shall be deemed modified to the limited extent required to permit its enforcement in a manner most closely representing the intention of the parties.

6.8 Dispute Resolution

All disputes arising in connection with this Agreement shall be finally settled by the competent court in Rotterdam, the Netherlands.

6.9 Language

This Agreement is executed in the English language. In case of any discrepancy between the English text version and any translation, the English version shall prevail.

6.10 Data Protection and Storage

To the extent that personal data is processed in the context of this Agreement, parties shall comply with the applicable data protection laws, including the General Data Protection Regulation (GDPR) as implemented in the Netherlands through the Dutch Implementation Act (Uitvoeringswet AVG). All personal data collected through or in connection with this Agreement will be stored exclusively on servers located within the European Union. Initiative Organizer will not transfer personal data to locations outside the European Economic Area (EEA) without implementing appropriate safeguards as required by the GDPR.

In the event of a personal data breach affecting Participant's data, Initiative Organizer will notify Participant without undue delay and, where feasible, within 72 hours after becoming aware of the breach, if the breach is likely to result in a risk to Participant's rights and freedoms.

6.11 Website Availability and Cookies

Initiative Organizer does not guarantee uninterrupted availability of its website and reserves the right to temporarily suspend access for maintenance, updates, or other operational reasons. Initiative Organizer is not liable for any damages resulting from such interruptions.

By using the website, Participant acknowledges and agrees that Initiative Organizer uses cookies and similar technologies to enhance website functionality, analyze usage, and improve user experience. Initiative Organizer uses both functional cookies that are necessary for the website to function properly and analytical cookies that help understand how visitors interact with the website. Participant can manage cookie preferences through their browser settings or the "Cookie Settings" link in the website footer, although disabling certain cookies may limit access to some features of the website. Participant's cookie consent preferences will expire after 12 months, at which point renewed consent will be requested. For detailed information about cookies used, please refer to the Cookie Policy available on the website.

6.12 Cookie Consent

Participant acknowledges that separate cookie consent will be requested when first visiting the website in accordance with Dutch law and the ePrivacy Directive. Participant understands that this separate cookie consent mechanism is required by law and operates independently of this Agreement, though the details of cookie usage are outlined herein. Participant may withdraw consent for non-essential cookies at any time through the "Cookie Settings" link in the website footer.

6.13 Content Ownership

Any content that Participant uploads to the website in connection with the Initiative (excluding Participant's Branding) may be used by Initiative Organizer for the purposes of the Initiative.

6.14 Notices

All notices under this Agreement shall be in writing and shall be deemed given upon (a) personal delivery, (b) the second business day after mailing, (c) the second business day after sending by confirmed electronic mail. Notices to Initiative Organizer shall be sent to the contact information in Section 7, unless otherwise specified. Notices to Participant shall be sent to the email address provided during account registration.

6.15 Changes to Contact Information

Participant agrees to keep their contact information, including email address, up to date. Any updates to Participant's contact information should be made through the account settings on the website. Initiative Organizer will provide notice of changes to its contact information via email to Participants and by updating the information on the website.

6.16 Force Majeure

Neither party shall be liable for any failure or delay in performance under this Agreement due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, epidemics, pandemics, or shortages of transportation facilities, fuel, energy, labor or materials. If a force majeure event continues for more than 30 days, either party may terminate this Agreement with written notice to the other party.

7. CONTACT INFORMATION

If you have any questions about this Agreement, please contact us at:

Email: info@coreframe.work
Address: Weena 690, 3012 CN Rotterdam, The Netherlands