|
|
Terms & Conditions
In this Agreement ("Agreement"),
"you" and "your" refer to each user of the
Service ("User") and "we", "us"
and "our" refer to KiKUZE Solutions Pte Ltd ("KiKUZE").
This Agreement explains our obligations to you and your obligations
to us in relation to your use of our services.
The network of Web Sites and its
services (collectively, the "Service"), is operated
by KiKUZE Solutions Pte Ltd or its affiliates or subsidiaries,
comprised of various Web sites and Web pages. The Service is
offered to you conditioned on your acceptance without modification
of the terms, conditions, and notices contained herein. Your
use of the Service constitutes your agreement to all such terms,
conditions, and notices. Your use of a particular KiKUZE website
included within the Service may also be subject to additional
terms outlined elsewhere on that website (the "Additional
Terms"). Additionally, our Web Sites may themselves contain
additional terms that govern particular features or offers.
In the event that any of the terms, conditions, and notices
contained herein conflict with the Additional Terms or other
terms and guidelines contained within any particular KiKUZE
website, then these terms shall control.
Please read this Agreement carefully
prior to using the Service. This Agreement may be updated from
time to time by KiKUZE with or without notice. You are responsible
for regularly reviewing the Agreement.
| 1. |
TERM |
| 1.1 |
This Agreement is applicable
to you upon your accessing the site, using the Service
and/or completing the member registration or shopping
process.
|
|
|
| 2. |
LEVEL OF SERVICES |
| 2.1 |
During the Term, KiKUZE
shall ensure that you shall have access to the Service
and that the Service shall meet the Service Levels.
|
| 2.2 |
KiKUZE shall use its best
endeavours to maintain continuous improvements in service
standards and to implement technology improvements where
deemed appropriate by us in our sole and absolute discretion.
|
| 2.3 |
KiKUZE's deliverance of
the above level of Services is subject to the following
:
|
|
2.3.1 |
the User's Internet browser and relevant
equipment has been tailored to suit the frame of the site
for best resolution;
|
|
2.3.2 |
the User practices full forbearance
and co-operation to KiKUZE staff and webmasters during
technical support or other related services; and
|
|
2.3.3 |
the User allows reasonable time for
maintenance and/or update of the site to keep information
of the site and related services current and efficient
for User.
|
| 3. |
CONSIDERATION |
| 3.1 |
In consideration of KiKUZE's providing
the Service, you shall be committed to prompt payment
to KiKUZE for all products and services bought online
by you.
|
| 3.2 |
The User is fully responsible for the
confidentiality of your credit card and also accept full
responsibility for all activities using your credit card.
KiKUZE, with this foreknowledge, shall exact out a strict
credit card policy as stated below;
|
|
3.2.1 |
When you are ready to check
out your orders, you will be asked to input your credit
card information. All the information inputted will be
transmitted to us via a secure connection.
|
|
3.2.2 |
KiKUZE shall, in its relationship
with all other parties, take reasonable steps to ensure
that User's information and data are kept confidental
on the terms set out in KiKUZE's Privacy policy. However,
the User acknowledges and agrees that the complete confidentiality
of the User's data transmitted while using the Service
cannot be guranteed and these activities are conducted
at the User's own risk.
|
| 3.3 |
KiKUZE reserves the right, at any time,
to change its fees and billing methods, including the
addition of supplemental fees or separate charges for
services provided by KiKUZE which will be effective after
thirty (30) days notice via online posting at our websites
or via email.
|
|
|
| 4. |
INDEPENDENT CONTRACTOR |
| 4.1 |
The Parties acknowledge and agree that
:-
|
|
4.1.1 |
the Parties are contracting
as independent contractors in relation to their respective
businesses;
|
|
4.1.2 |
each Party will not, as
a result of this Agreement, be carrying on business jointly
or deriving any return or profit jointly;
|
|
4.1.3 |
the Parties are not carrying
on any business in partnership and nothing in this Agreement
constitutes them as partners of each other for the purposes
of the general law or any statute (including without limitation
a statute relating to a partnership or taxation); and
|
|
4.1.4 |
except as expressly provided
in this Agreement, each Party is not the agent of the
other and neither of them has any power or authority to
enter into any commitment or to bind the other, or both
of them together or to pledge the credit of the other.
|
| 5. |
USER'S DATA |
| 5.1 |
You agree to (a) provide true, accurate,
current and complete information about the User during
the Membership Registration Process (such information
being the "Registration Information") and (b) maintain
and promptly update the Registration Information to keep
it true, accurate, current and complete. If you provide
any information that is untrue, inaccurate, not current
or incomplete, or KiKUZE has reasonable grounds to suspect
that such information is untrue, inaccurate, not current
or incomplete, KiKUZE has the right to suspend or terminate
your account and refuse any and all current or future
use of the Service (or any portion thereof).
|
| 5.2 |
KiKUZE will use reasonable efforts to
assign to the User the selected UserIDs and passwords
that you select. However KiKUZE reserves the right to
reject or terminate use of a UserID if it has been previously
assigned to another User or if KiKUZE in its sole discretion
determines (a) the UserID is offensive or its use violate
applicable law, (b) the User has selected or is using
a UserID of another party with the intent to impersonate
that party or (c) the UserID contains, may interfere or
be confused with, violate, exploit, or capitalise on,
the name, goodwill, trade name, trademark, registered
trademark, service mark, or proprietary or other rights
of any party.
|
| 5.3 |
The User is solely responsible for maintaining
the confidentiality of the UserIDS, the passwords, the
Site and the information stored on the Site (collectively,
the "Site Information") and of all information that they
transmit through the Service(s) and any and all activities
that occur under the User's account. The User agrees to
immediately notify KiKUZE of any unauthorised use of the
User's account or any other breach of security known to
it.
|
| 5.4 |
KiKUZE shall, in its relationship with
all other parties, take all reasonable steps to ensure
that the User's information and data are kept confidential
on the terms set out in KiKUZE's Privacy
Policy. However, the User acknowledges and agrees
that the complete privacy of the User's data transmitted
while using the Service(s) cannot be guaranteed and these
activities are conducted at the User's own risk.
|
| 6. |
TERMINATION |
| 6.1 |
The User agrees and acknowledges that
KiKUZE, in its sole discretion, may terminate, cancel,
suspend, limit, discontinue, and/or deactivate (temporarily
or permanently) all or part of the Services, UserID, any
password, registration, any part or all of the Site, and/or
the User's access to and use of any part or all of the
User's personally, identifiable information (collectively
"Personal Information"), Registration Information, Site
Information, the Services and/or the Site, and/or the
User's rights under these Terms all at any time, with
or without cause and for any reason, including without
limitation if:
|
| |
6.1.1 |
KiKUZE believes that the
User has violated or is threatening to violate these Terms
or other policy of KiKUZE, its Third Party Providers or
applicable law, has misused or is threatening to misuse
the Services, or has conducted or is threatening to conduct
any fraudulent, abusive or illegal activity; or
|
| |
6.1.2 |
KiKUZE believes that the
User has accessed or is attempting to access any part
of the Services or Content without authorisation, or the
Site, or Registration Site or Personal Information of
any other User.
|
| |
KiKUZE reserves the rights to investigate
the validity of any complaint presented to it, which alleges
that any site has been used to conduct fraudulent, abusive
or illegal activity. Such investigations may include logging
on to the Site and/or reviewing any data or information
contained therein. KiKUZE shall not, however, provide
any such information to any third party unless required
by law or court order.
|
| 6.2 |
Either party may forthwith terminate
this Agreement by giving written notice to the other party
if:
|
| |
6.2.1 |
the other party becomes insolvent or
if a liquidator, receiver, manager, administrator or trustee
in bankruptcy of the other party or the other party's
business is appointed or if an application or order for
the winding up of the defaulting party is made and not
withdrawn or dismissed within thirty days or if the defaulting
party enters into any composition or scheme of arrangement;
|
| |
6.2.2 |
the other party commits a breach of
any term of this Agreement.
|
| 6.3 |
The expiration or termination of this
Agreement will have no effect on any rights or liabilities,
which have accrued to either party prior to expiration
or termination.
|
| 6.4 |
A termination described in clause 6.1
may be made with or without notice and will be effective
immediately. In the event of Termination, KiKUZE may remove
and/or permanently delete from its servers all of the
User's Site Information, Registration Information and
Personal Information and all backup copies. KiKUZE will
provide the User a period of not more than 30 days to
copy and/or remove all the Site Information. At the expiration
of such period, KiKUZE may remove from its servers and/or
permanently delete all such information and/or all backup
of copies thereof, without further notice and without
any liability of KiKUZE to the User or any third party.
|
| |
|
| 7. |
ACCESS TO SERVICES |
| 7.1 |
KiKUZE will make commercially reasonable
efforts to keep the Site operational and ensure that access
to the Site is available on a daily 24/7 basis. However,
certain technical difficulties and access to the Services,
Site and Site information may be unavailable from time
to time for any reason, including without limitation,
interruption for major network connectivity, network and
server outages, and backup and regular maintenance by
KiKUZE and any operators of our servers. KiKUZE also reserves
the right at any time to modify or discontinue, temporarily
or permanently, functions of the Service with or without
notice. You agree that KiKUZE shall not be liable to you
or to any third party for any of the direct or indirect
consequences of any modification, suspension, discontinuance
of or interruption to the Service.
|
| 7.2 |
To use the Service(s), the User must
obtain and pay all fees for access to the World Wide Web
and provide all equipment necessary to make such connection,
including a computer and modem or other access device.
|
| |
|
| 8. |
PRIVACY POLICY |
| |
KiKUZE respects the privacy of its User.
The KiKUZE Privacy Policy may
be amended at any time at our sole discretion.
|
| |
|
| 9. |
USER'S RESPONSIBILITIES |
| |
All Site Information, Registration Information,
Personal Information and other information stored, publicly
posted or privately transmitted through the Services by
the User, the confidentiality and privacy of all of the
same and of the Site, and all uses of the Services and
the Site by the User and its Members are at their sole
risk and responsibility. Without limitation, the User
agrees that it and its Members will use the Services and
the Site only in accordance with these Terms, and will
not use them to:
|
| |
a. |
upload, store, post, link to, email
or otherwise transmit, distribute, publish or disseminate
any Site Information, Content or other information (i)
that is unlawful, harmful, threatening, abusive, harassing,
tortuous, profane, defamatory, indecent, vulgar, obscene,
objectionable or libellous, or promotes such activity;
(ii) that (or the transmission, distribution, publication
or dissemination of which) infringes any patent, trademark,
trade secret, copyright, or other rights or proprietary
rights of any party, violates any contractual or fiduciary
relationships (such as inside, proprietary or confidential
information); (iii) that is harmful to minors; or (iv)
that contains software viruses, Trojan horses, worms,
time bombs, cancelbots or any other computer code, files
or programs designed to interrupt, destroy or limit the
functionality of any computer software or hardware or
telecommunications equipment or circumvent any "copy-protect"
devices, any other harmful or disruptive program, or any
cracks, hacks, associated utilities or other piracy related
information;
|
| |
b. |
provide inaccurate, incomplete, outdated
or misleading Registration Information or e-mail addresses,
create a false identity or manipulate identifiers to mislead
or to disguise the origin of any information stored on
the Site or transmitted through the Services, or impersonate
or otherwise misrepresent any affiliation with any person
or entity;
|
| |
c. |
modify, use, download, publish, upload,
post, transmit, transfer, sell, reproduce, create new
or derivative works from, licence, distribute, perform,
display, broadcast, exploit or otherwise copy any portion
of the Services, Site Name, or any Content, or any products
or other services (including software) obtained therefrom,
or permit access to the same by any unauthorised person
or entity;
|
| |
d. |
interfere with or disrupt any advertising,
"banner ads", links or click-through URLs provided through
the Services, the Services, or servers or networks connected
to the Services, or violate the regulations, policies
or procedures of such servers or networks, or interfere
with another Subscribing Organisation's or Member's use
and enjoyment of the Services;
|
| |
e. |
interfere with another User's use and
enjoyment of the Services, Content, other Sites, Registration
Information, Site Information or Personal Information
or another Member's use and enjoyment of such services;
or
|
| |
f. |
attempt to gain unauthorised access
to the Services, Content, other Sites, Registration Information,
Site Information or Personal Information, or other computer
systems, servers or networks connected to the Services.
|
| |
KiKUZE does not monitor any information
transmitted through the Services, Site Information or
use thereof except to the limited extent permitted in
these Terms or the Privacy Policy,
but we have the right (but not the obligation) to delete,
move or edit and to require the User to delete, move or
edit any Registration, Site or Personal Information that
violates the same. The User must evaluate and bear all
risks associated with use of any Site Information and
any other information or products obtained from the Services,
including any reliance on the accuracy, completeness or
usefulness thereof.
|
| |
|
| 10. |
INTELLECTUAL PROPERTY RIGHTS |
| 10.1 |
All copyright and other intellectual
property and proprietary rights in the content contained
in the Site or Services belong to KiKUZE or other third
party content providers. Content received through the
Service may be used for your personal, non-commercial
use only. You agree not to reproduce, retransmit, distribute,
disseminate, sell, broadcast, make available to third
parties or circulate the content received through the
Service to anyone or to exploit any such content for commercial
or non-commercial purposes without the express prior written
consent of KIKUZE. All rights and interests in Intellectual
property, copyright and licences pertaining to any programs
developed and used in connection with the Services shall
at all times remain the property of KiKUZE.
|
| 10.2 |
The User acknowledges that nothing in
this Agreement shall be deemed to be a transfer by KiKUZE
to the User of any interest whatsoever in any intellectual
property relating to the Service. The User shall have
a bare licence to use any application or program necessary
for the provision of the Service. Except as expressly
provided herein, the User is not granted any rights or
license to patents, copyrights, trade secrets or trademarks
with respect to the Services or its contents, and KiKUZE
reserves all rights not expressly granted hereunder. The
User shall promptly notify KiKUZE in writing upon your
discovery of any unauthorised use or infringement of the
Service or its contents, or KiKUZE's patent, copyright,
trade secret, trademarks or other intellectual property
rights. The Service contains proprietary and confidential
information that is protected by copyright laws and international
treaty provisions.
|
| |
|
| 11. |
TRADEMARK INFORMATION |
| |
The KiKUZE®, Focoltone®, Color
OK!™ names and logos are trademarks of KiKUZE Solutions
Pte Ltd. All other trademarks and logos are the property
of their respective owners. Users are not permitted to
use any trademarks, service marks, or logos without the
prior written consent of KiKUZE Solutions Pte Ltd.
|
| |
|
| 12. |
EXTERNAL SITES |
| |
This site may contain links to sites
that are owned, operated and maintained by third parties,
which are provided as a convenience to you. These linked
sites are not under the control of KIKUZE, and KIKUZE
is not responsible for the accuracy of the content on
such sites, or the privacy practices of such sites, and
you expressly understand that your access by link to such
sites is at your own risk.
|
| |
|
| 13. |
WARRANTY AND DISCLAIMERS |
| 13.1 |
THE SERVICES, CONTENT, SITE, THIS WEBSITE,
LINKED SITES, SERVERS, STORAGE FACILITIES, AND ALL INFORMATION,
SERVICE AND PRODUCTS ADVERTISED, PURCHASED, OBTAINED OR
ACCESSED THROUGH THEM OR ANY THIRD PARTY PROVIDER (COLLECTIVELY,
THE "MATERIAL") ARE PROVIDED "AS IS" AND WITHOUT REPRESENTATIONS,
WARRANTIES OR CONDITIONS OR ANY KIND. TO THE FULLEST EXTENT
PERMITTED BY LAW, KIKUZE EXPRESSLY DISCLAIM ALL EXPRESS,
IMPLIED AND STATUTORY WARRANTIES INCLUDING NOT LIMITED
TO:
|
| |
(A) |
WARRANTIES OF MERCHANTABILITY, FIT FOR
A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF PROPRIETARY
RIGHTS;
|
| |
(B) |
ANY WARRANTIES THAT THE SERVICES AND/OR
CONTENTS WILL MEET THE USER'S REQUIREMENT OR EXPECTATION,
OR WILL BE RELIABLE, ACCURATE, TIMELY, QUICK, CONSISTENT,
SECURE, COMPLETE OR FREE OF ERRORS,
|
| |
(C) |
ANY WARRANTIES CONCERING THE USE OR
THE RESULTS OF USE OF ANY OF THE SERVICES AND CONTENTS.
|
| 13.2 |
THE USER ASSUMES TOTAL RESPONSIBILITY AND RISK FOR ITS
MEMBER'S USE OF THE SERVICES AND CONTENTS. TO THE FULLEST
EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCE
WILL KIKUZE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL,
SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUTIIVE OR OTHER DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR
LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLES)
ARISING OUT OF OR IN ANY WAY CONNECTED WITH:
|
| |
(A) |
PERFORMANCE, USE, INABILITY TO USE,
MISUSE OR PROVISION OF THE SERVICES AND/OR CONTENTS, OR
ANY FAILURE, DELAY, INTERRUPTION, SUSPENSION, CHANGES
OR TERMINATION THEREOF, OR THE COST OF PROCURING SUBSTITUTES
THEREFOR;
|
| |
(B) |
ANY ACTION TAKEN IN RESPONSE TO OR AS
A RESULT OF ANY CONTENT OR INFORMATION IN THE SERVICES;
|
| |
(C) |
FAILURE TO BACKUP OR STORE, LOSS OF
ACCESS, DELETION OR UNAUTHORISED ACCESS TO OR ALTERATION
OR USE OF THE SERVICES OR THE CUSTOMER'S TRANSMISSION,
DATA OR PERSONAL, REGISTRATION OR SITE INFORMATION;
|
| |
(D) |
ANY LOSS OR INTERRUPTION OF DATA, TRANSMISSION,
PERSONNAL OR SITE INFORMATION RESULTING FROM NETWORK,
SERVER OR SYSTEM OUTRAGES, FILE CURRUPTION OR ANY OTHER
REASON;
|
| |
(E) |
ANY INFRINGEMENT OF RIGHTS (INCLUDING,
WITHOUT LIMITATION, INTELLECTUAL PROPERTY RIGHTS);
|
| |
(F) |
STATEMENTS OR CONDUCT OR ANY PARTY
USING THE SERVICES; OR
|
| |
(G) |
ORDER FULFILLMENT, CUSTOMER SERVICE,
BILLING OR ACCOUNT COLLECTION BY A THRID PARTY PROVIDER,
WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY
OR OTHERWISE, EVEN IF A&P HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
|
| |
|
| 14. |
LIMITATION OF LIABILITY |
| 14.1 |
The Parties agree that in the event
of any claim or claims against KiKUZE by the User for
any neglect or default or any other matter or thing whatsoever
or howsoever arising, the maximum amount payable by KiKUZE
in respect of such claim or claims shall be the aggregate
amount paid by the User to KiKUZE under the terms and
conditions of this Agreement prior to such claim or claims.
|
| 14.2 |
Notwithstanding Clause 14.1 or anything
to the contrary in this Agreement, KiKUZE shall not in
any circumstance be liable to the User or any other person
by reason of any representation or implied warranty, condition
or other term or any duty at common law, or under the
express terms of this Agreement, for any consequential
loss or damage (whether for loss of profits or otherwise
and whether occasioned by the negligence of KiKUZE or
its employees or agents or otherwise) arising out of or
in connection with any act or omission of KiKUZE relating
to the supply of the Services and the use thereof by the
User or by any third party.
|
| |
|
| 15. |
MISCELLANEOUS |
| 15.1 |
Notices by either party must be given
by registered letter or by facsimile message addressed
to the other party at (in the case of a company) its registered
office for the time being and (in the case of an individual)
his last known address or sent to their respective facsimile
numbers set out above and any such notice given by letter
or facsimile shall be deemed to have been given at the
time at which the letter or facsimile would be delivered
in the ordinary course of post or transmission as the
case may be.
|
| 15.2 |
The expiration or termination of this
Agreement howsoever arising shall not operate to affect
such of the provisions hereof which in accordance with
their terms are expressed to operate or have effect after
the expiration or termination of this Agreement.
|
| 15.3 |
This Agreement is in substitution for
all previous contracts between the parties (if any) which
shall be deemed to have been terminated by mutual consent
as from the date on which this Agreement commences.
|
| 15.4 |
This Agreement constitutes the entire
agreement between the parties with respect to the subject
matters hereof and there are no representations, understandings
or agreements relative hereto which are not fully expressed
herein.
|
| 15.5 |
In the event that any term condition
or provision of this Agreement is held to be in violation
of any applicable law statute or regulation the same shall
be deemed to be deleted from this Agreement and shall
be of no force and effect and this Agreement shall remain
in full force and effect as if such term condition or
provision had not originally been contained in this Agreement.
|
| |
|
| 16. |
DISPUTE & JURISDICTION |
| 16.1 |
This Agreement shall be governed by
and be construed in accordance with the laws of Singapore
and the parties hereto submit to the non-exclusive jurisdiction
of the Courts in Singapore.
|
| 16.2 |
In the event of any dispute, the Parties
shall first attempt to resolve it amicably through private
means. Failing this the Parties shall refer the dispute
to the Singapore Mediation Centre for mediation prior
to commencement of any legal proceedings.
|
|
|
