Terms and Conditions for Users

Please review the terms of service contained herein carefully. By clicking “I agree” or accessing and/or using any of the Services provided by Giovanni Vanini with legal address in Via del Seminario 34B, 23900 Lecco, you have read, understood and accepted all of the following Terms, as well as all of the terms which are incorporated herein by reference.

1. RIGHTS AND OBLIGATIONS

a. The following terms of service (the “Terms”) constitute a binding agreement between you (the “User” or “You”) and Giovanni Vanini, an entity registered under the Italian laws , with registered address Via del seminario 34B Lecco 23900 (“Fides”), in connection with Your use of the services offered by Fides.

b. These Terms also govern Your interaction with any websites, platform or application (“Platform & Apps”) owned or operated by Fides and more generally Your use of any Fides products or services (all together the “Services”).

c. By accessing and/or using the Services, You have read, understood, and accepted all of the following Terms and agree to be legally bound by these Terms, in their most recent version. You further represent and warrant that: (i) You are of legal age to enter into a binding agreement; (ii) if You represent a corporation, governmental organisation or other legal entity, You have the right, power and authority to enter into these Terms on behalf of such corporation, governmental organisation or other legal entity and to legally bind it to these Terms.

d. Your access and/or use of the Services is contingent upon Your acceptance of these Terms.

e. Fides may amend these Terms at any time. Amendments will be effective 14 (fourteen) days after the modified terms and conditions have been posted on the Platform & Apps, except for amendments that relate to new features or made for legal reasons, which will become effective immediately. If You do not agree to such modified terms, You should discontinue Your use of the Services.

2. USERS ELIGIBLE TO PARTICIPATE

a. If You want to use certain Services, You will have to create an account, and You will also need access to an Internet connection and an e-mail address.

b. You agree that You will not disclose Your means of access to the account to anyone and You will notify us immediately of any unauthorised use of Your account. You are responsible for all activities that occur under Your account, whether or not known to You.

c. You may terminate Your account at any time. Upon termination of any Services or Your account, the following provisions of these Terms will survive: Intellectual Property, Content & Content Rights, Limit of Use & Prohibited Conduct, Data Protection, Termination, Limitation of Liability, Indemnification, Miscellaneous.

3. INTELLECTUAL PROPERTY

a. You acknowledge and agree that the Services are the property of Fides or its licensors and that they are protected under national and international law and particularly by copyright, trademark, and other laws. The unauthorised dissemination, copying, deletion or any other violation of intellectual property rights and copyrights of Fides are punishable under both civil and criminal law.

b. Subject to Your compliance with these Terms, Fides grants You a limited, non-exclusive, non-transferable, non-sublicensable licence to access and use the Services. Except as expressly permitted in these Terms or under applicable law, You may not: (i) copy, modify, or create derivative works based on the Services; (ii) distribute, transfer, sublicense, lease, lend, or rent the Services to any third party; (iii) reverse engineer, decompile, or disassemble the Services; or (iv) make the functionality of the Services available to multiple users through any means. Fides reserves all rights in and to the Services not expressly granted to You under these Terms.

c. You acknowledge and agree that “Fides” its trademark, service mark, logo and graphics are the registered trademarks or trademarks of Fides.

4. OBJECT OF THE SERVICES

a. Through the Services offered by Fides the User will be able to create manage and track the production of certain company products. This tracking will be created with a digital product passport, ascribable to NFTs (“Non-Fungible Tokens” or “NFT”). In particular the User will have access through the Platform & Apps to:

• NFT redeem: Generation of a unique digital token representing a specific product or asset on the blockchain.

• Authenticity verification: Validating the authenticity of a product by matching its NFT.

• Product History: View the history of ownership and events associated with an NFT.

• Exclusive Content: Access to digital content reserved for holders of specific NFTs.

• Notifications and updates: Notification system for updates or events related to owned NFTs.

• Exclusive Events: Access to events or promotions reserved for NFT owners.

• Customisation: Additional services related to customising products or services based on the NFT owned.

b. The NFT is not transferrable and it does not have a performance or a particular value outside the Platform & Apps. The Token shall therefore not be purchased or used for speculative or investment purpose.

c. Custody and Tokens are provided on a “as is” and “as available” basis, without any warranty, except where prohibited under applicable law.

d. Generally, Fides has the right to offer, modify, eliminate, and/or terminate any offering or the Services, or any portion thereof, at any time, without notice or liability to You.

5. CUSTODY OF NFT

a. Fides allows You to hold in custody the NFT issued by You on the Platform & Apps. 

b. The custodian service is only for use with NFT that Fides explicitly decide to support now or in the future at its sole discretion. Fides has no obligation to support any other Digital Assets. Fides takes no responsibility or liability in connection with any attempt to use its custodian service for Digital Assets other than the supported Digital Assets.

c. By accessing and/or using the custodian service, You acknowledge and agree that Fides cannot guarantee the confirmation of any transaction on any blockchain network. Neither Fides has control over any blockchain network. Fides Services are based on the Polygon blockchain. Fides has no access to the Polygon blockchain, it shall not bear responsibility for any losses, malfunctions, or interruptions that may result from such unavailability.

d. By accessing and/or using the custodian service, You represent and warrant that (i) You fully understand and have significant experience of digital assets, blockchain systems and services, and (ii) You fully understand the mechanics related to the use of Digital Assets (including with respect to their storage).

6. USE OF THE NFT 

a. NFTs minted through Fides' services will certify certain procedural or product steps by the User.

7. LIMITS OF USE & PROHIBITED CONDUCT

a. Fides provides the services solely for use in accordance with these Terms. Automated use is prohibited. Only the official App and Sites provided by Fides may be used to connect to the Services. You may not create, support, host, link or provide any other options, which can be used by another person to use the services.

b. You are not entitled to use any means, mechanisms, or software in connection with any service provided by Fides which can disturb the function and the Services’ process. You may not undertake any action, which can result in an unreasonable or excess load of the technical capacities of Fides. In particular, You may not block, overwrite or modify the contents generated by Fides without the prior written consent of Fides.

c. You may not add elements to the Services or to change, delete or modify in any other manner any Service elements without the prior written consent of Fides. In particular, You may not copy, remove or otherwise utilise any graphic elements or to try to decompile the source code of services.

d. You may not utilise any ancillary means, which maliciously modify the service score or the service process (specifically so-called “bots”, “hacks”, “change VPN” or “cheats”) nor promote their use toward third parties. You may not intentionally use third party software or other applications nor program errors for Your own benefit.

e. Further, You agree that in conjunction with Your use of the Services You will not finance any unlawful or inappropriate Content.

f. You agree that in conjunction with Your use of the Services, You will maintain safe and appropriate contact with any third party, if any, and other people in the real world. You will not harass, threaten or otherwise violate the legal rights of others. If You have a dispute with any third party relating to Your use of Services, You release Fides (and its officers, directors, agents, subsidiaries, joint ventures, and employees) from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

g. Although Fides is not obligated to monitor access to or use of the Services, it may have the right or the duty to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. Fides reserves the right to remove or disable access to any Content, at any time and without notice. Fides may block any transaction it considers to be objectionable or in violation of these Terms. Fides has the right to investigate violations of these Terms or conduct that affects the Services. Fides may also consult and cooperate with law enforcement authorities to prosecute Users and others who violate the law.

h. Any attempt by You to disrupt or interfere with the Services, including without limitation undermining or manipulating the legitimate operation of any Site or App, is a breach of these Terms and may be a breach or violation of criminal and civil laws.

i. Fides is entitled to take reasonable measures to prevent or curtail violations against this Section 5. In addition, in case of such violations, Fides is entitled to block Your account.

8. SERVICE LIMITATIONS AND MODIFICATIONS

a. Fides will make reasonable efforts to keep the Services operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, Fides reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Services, with or without notice, without liability to You, for any interruption, modification, or discontinuation of the Services or any function or feature thereof.

9. DATA PROTECTION

a. In order to provide You with the Services, You acknowledge and agree that Fides may collect, store and process Your personal data and/or information. By accessing and/or using the Services, You have read, understood, and accepted the terms of Fides ’s Privacy Policy, and You acknowledge and agree that Fides may use such data and/or information in accordance with the terms of its privacy policy.

b. When You use the Services You will be able to enter a series of data and information on the blockchain underlying the Services. The data stored in the blockchain are immutable and cannot be deleted or modified. By storing data on the blockchain via the Fides Site & Apps You agree and are aware that this information will become public to all third parties. In no event will Fides, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors be liable for any loss or damages, including without limitation, direct, indirect, special, consequential, or punitive loss or damages, arising from or related to the data and information You will enter on the blockchain through the Services, whether in an action of contract, tort or otherwise, and regardless of whether such damages were foreseeable and whether or not Fides was advised of the possibility of such damages.

10. TERMINATION

a. The agreements between User and Fides (e.g. these Terms) are concluded for an unspecified time unless otherwise agreed in writing.

b. Fides may terminate these Terms or suspend Your access to the Services or account at any time, including, without limitation, in the event of Your alleged or actual misuse of the Services or breach of these Terms.

11. LIMITATION OF LIABILITY

a. In no event will Fides, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors be liable for any loss or damages, including without limitation, direct, indirect, special, consequential, or punitive loss or damages, arising from or related to Your use of the Services, whether in an action of contract, tort or otherwise, and regardless of whether such damages were foreseeable and whether or not Fides was advised of the possibility of such damages.

b. Without limiting the generality of the foregoing, Fides takes no responsibility for and will not be liable for any financial or other loss or damages arising from or related to the use of the Services, including, without limitation, to any of the following: (i) technical failure, malfunction or shutdown; (ii) server failure, hacks or unavailability; (iii) data loss; (iv) stolen, lost, or unauthorised use of Your means of authentication; (v) errors calculating network fees; (vi) corrupted data on Fides ’s servers; (vii) failure to update or provide correct information; (viii) “phishing” or other websites masquerading as Fides; (ix) delays, interruption or loss of services; (x) loss of business or goodwill.

c. The Services support or are integrated with third party services, including third party pooling and payment services. Fides takes no responsibility for any third party services and will not be liable for any loss or damages caused by such third party services.

d. The Services are provided on an “as is” and “as available” basis without any representation or warranty of any kind, whether express or implied, to the maximum extent permitted by applicable laws. Fides disclaims any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement. You understand that Fides does not screen or inquire into the background of any Users of the services.

e. The User understands and accepts that regulatory measures, investigations or actions may impact the Fides’s business and even limit or prevent it from performing or developing its operations.

f. By purchasing the Services the User confirms that he/she/it is aware that the Fides’s business model and the Terms may change because of new legal, regulatory and compliance requirements from any applicable laws in any jurisdictions, even with retroactive effect. 

g. This Terms shall not be construed as an offer, personal recommendation or solicitation to conclude a transaction and should not be treated as giving investment advice.

h. Fides is not to be considered as an advisor in any legal, tax or financial matters. Any information in this Terms and/or in the Site & Apps is given for general information purpose only.

i. Given the lack of qualification of the Digital Assets in most countries, the User is strongly advised to carry out a legal and tax analysis according to his/her/its nationality and place of residence.

12. INDEMNIFICATION

a. To the fullest extent permitted under applicable laws, You agree to hold harmless and indemnify Fides , its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors from and against all third party claims and all liabilities, damages, assessments, losses, costs, or expenses (including reasonable attorney fees) resulting from or arising out of: (i) Your alleged or actual breach of these Terms, including, without limitation, Your express representations and warranties; (ii) Your alleged or actual use or misuse of the Services; and (ii) Your alleged or actual infringement or violation of any laws or of the rights of a third party.

13. MISCELLANEOUS

a. ENTIRE AGREEMENT

These Terms constitute all the terms and conditions agreed upon between You and Fides and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral.

b. SEVERABILITY AND WAIVER

Unless as otherwise stated in these Terms, should any provision of these Terms be held totally or partially invalid or unenforceable, such invalidity or unenforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of these Terms, and the application of that provision shall be enforced to the extent permitted by applicable laws. The failure of Fides to exercise or enforce any of the rights or provisions of these Terms shall not be considered as a waiver of Fides ’s rights to do so.

c. ASSIGNMENT

Fides may assign these Terms and/or delegate any of its obligations hereunder, in whole or in part. You may not assign these Terms or any part of them, nor transfer or sub-license Your rights under these Terms to any third party.

d. NO PARTNERSHIP

Nothing contained in this Agreement shall be deemed or construed to create a principal and agent, partnership or joint venture relationship between You and Fides. 

e. FORCE MAJEURE

Fides will not be deemed in default of these Terms to the extent that performance of its obligations is delayed or prevented by reason of any external force including, without limitation, war, insurrections, bank failures, strikes, fires, floods, earthquakes, labour disputes, epidemics, governmental regulations, freight embargoes, natural disaster, act of government or any other cause beyond Fides ’s reasonable control.

f. GOVERNING LAW AND JURISDICTION

These Terms are subject to and governed by Swiss law to the exclusion of Swiss international private law and any international treaties. All disputes arising from or under these Terms shall be subject to the exclusive jurisdiction of the competent courts of Lecco, Italy