TERMS OF USE
LAST UPDATED ON: 06 June 2022
TABLE OF CONTENTS
1 INTRODUCTION
These Terms of Use (“Terms of Use or Agreement”) govern your access to and use of the Company website, mobile application (available for iOS and Android) including any content, functionality and services offered on or through Company website and/or mobile application (collectively the "Platform"). This Agreement is made and entered into by and between [CHATRBOX APP ] (“Company”, we”, us”, or our”), a corporation organised and existing under the laws of the Singapore and any person (“User”, you or your”) who accesses and uses the Platform, and by clicking a button or checking a box marked ‘I Agree’ has agreed to all the Terms of Use.
You are required to read and accept this Agreement before you may use the Platform and/or the Platform Services. By visiting, accessing and/or using the Platform, we understand that you have fully read, understood, and accepted this Agreement. In addition, when you use any current or future version of the Platform or avail any of the Platform Services or click the I Agree button on the Platform, it will constitute a symbol of your signature. You hereby acknowledge and admit that you have read, understood, and accepted to be bound by these Terms of Use, as may be modified by Company from time to time. Any amendments or variations thereto shall take effect from their date of publication on the Platform.
If you object to anything in this Agreement or the Privacy Policy, kindly do not use the Platform.
PLEASE READ THIS AGREEMENT CAREFULLY AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
2 TERM
The Term begins as soon as you access the Platform and continues as long as you use the Platform Services. Clicking the button and entering your username means that you’ve officially ‘signed’ the Terms of Use.
3 SERVICES AND SUPPORT
3.1 The Platform allows Users to create their personal profile according to Clause 4 of this Agreement (“Member”), and answer questions related to their interests, hobbies, likes, dislikes, etc., based on which they will be suggested other members with whom they can connect.
3.2 These connections can be for an event, venue, conferences, sporting events, music concerts and other places where general public comes together at a safe public or private place. If two Members choose to connect with each other, both Members will be notified and allowed to message each other, thereafter they can interact through the Platform and/or meet each other in real life at a location of mutually agreed between them at their own risk (“Meet-up”).
3.3 The Platform is free to use; however, some specific features depend on the paid subscription plan or add-ons purchased by you (“Premium Features”).
3.4 The Platform allows Members to interact with influencers and such other personalities by paying an applicable fee as decided by each influencer on their respective accounts. The terms of such interaction, if any stated by the influencer on the Platform, will be in addition to these Terms of Use.
3.5 Compatible device is required in order to use the Platform Services. Additionally, a stable connection to the Internet is required.
3.6 The online services provided by Company (“Platform Services”) are designed purely for your non-commercial personal use and reselling of Platform Services is strictly prohibited.
4 ACCOUNT
4.1 In order to use the Platform, you must 1) be at least eighteen (18) years old and able to enter into contracts; 2) complete the registration process; 3) agree to the Terms of Use including our Privacy Policy; and 4) provide true, complete, and up to date legal and contact information. If you sign up for the Platform on behalf of a company or other entity, you represent and warrant that you have the authority to accept these Terms of Use on their behalf.
4.2 By using the Platform, you represent and warrant that you will use the Platform only for personal and non-commercial purposes.
4.3 By using the Platform, you represent and warrant that you meet all the requirements listed above, and that you won’t use the Platform in a way that violates any laws or regulations. the Platform may refuse service, close accounts of any users, and change eligibility requirements at any time.
4.4 The Platform Services are provided to you via dedicated account on the Platform. Every account is linked to a separate Member.
4.5 You’re responsible for keeping your account name and password confidential. You’re also responsible for any account that you have access to, whether or not you
authorised the use. You’ll immediately notify us of any unauthorised use of your accounts.
4.6 We’re not responsible for any losses due to stolen or hacked passwords. We don’t have access to your current password, and for security reasons, we may only reset your password.
4.7 By creating an account on the Platform, you agree to subscribe to newsletters, marketing or promotional materials and other information we may send. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link or instructions provided in any communication we send.
4.8 You can create an account through your telephone number or account with certain third-party social networking services such as Facebook and Google (each, an SNS Account”). If you choose the SNS Account option, we’ll create your account by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access.
5 FEES, PAYMENTS AND REFUNDS
5.1 Browsing and using of the Platform and basic Platform Services are free of cost, however in order to access certain Premium Features as enlisted in the Platform, you
will have to pay extra charges (“Premium Feature Charges”). Premium Features
once purchased, are non-refundable, non-transferable and non-returnable and must
be utilized within thirty (30) days from the date of purchase.
5.2 In order to use Premium Features, you shall provide the Platform with valid credit
card information and authorize us to deduct the Premium Features Charges against
that credit card. You’ll replace the information for any credit card that expires with information for a different valid credit card. Anyone using a credit card represents and warrants that he or she is authorised to use that credit card, and that any and all charges may be billed to that credit card and won’t be rejected. If, for some reason, we’re unable to process your credit card order, we’ll try to charge three (3) more times in the next few days. Consecutive charge retries does not change and/or extend your Premium Features expiry date.
5.3 We only provide refunds under special circumstances when a system-wide malfunction prevented the system from rendering Premium Features to Member and Member reported the incident(s) with evidence to the Platform support team; Member will not be entitled to a refund from the Platform under any other circumstances.
5.4 We may introduce new or cancel existing Premium Features at any time and change pricing from time to time. You will be informed about any of the changes in advance via email and/or when updated and published on our Platform.
5.5 You are responsible for any taxes imposed on the Platform Services provided under this Terms of Use except in cases where legislation requires us to collect the taxes.
5.6 We reserve the right to restrict or prevent your use of our Platform Services or Premium Features at any time if we feel that you are abusing our system in any way. If we determine that you have abused the system in any way, and we shut down your account, we will not be liable to provide refunds for unused Premium Features.
5.7 Reselling of the Platform Services or Premium Features to third parties is not permitted under any circumstances.
6 REPRESENTATIONS AND WARRANTIES
6.1 You hereby represent and warrant to the Company as follows:
6.1.1 Any content
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posted by you on the Platform, and each and every part thereof
(collectively "Your Content"), is an original work by you, or you have obtained all rights, licenses, consents and permissions necessary in order to use. If and where relevant, you hereby authorize Company to use Your Content pursuant to these Terms of Use, including without limitation, the right to upload, reproduce, store, transmit, distribute, share, publicly display, publicly perform, make available and otherwise communicate to the public Your Content, and each and every part thereof, on, through or via the Platform, any and all services and any third-party services.
6.1.2 Your Content and the availability thereof on the Platform does not and will not infringe or violate the rights of any third party, including, without limitation, any intellectual property rights, performers' rights, rights of privacy or publicity, or rights in confidential information.
6.1.3 You have obtained any and all necessary consents, permissions and/or releases from any and all persons appearing in Your Content in order to include their name, voice, performance or likeness in Your Content and to publish the same on the Websites and via any third-party services.
6.1.4 Your Content does not contain any viruses, adware, spyware, worms, or other harmful or malicious code; and
6.1.5 Your Content, including any comments that you may post on the Platform, is not and will not be unlawful, offensive, abusive, libelous, defamatory, racist, ethnically
or culturally offensive, indecent, will not promote violence, terrorism, or illegal acts, or incite hatred on grounds of race, gender, religion, or sexual orientation.
6.1.6 Your Content does not and will not create any liability on the part of the Company, its subsidiaries, affiliates, successors, and assigns, and their respective employees, agents, directors, officers and/or shareholders.
6.2 Company reserves the right to remove Your Content, suspend or terminate your access to the Platform Services and/or pursue all legal remedies if we believe that any of Your Content breaches any of the foregoing representations or warranties, or otherwise infringes another person's rights or violates any law, rule or regulation.
6.3 You hereby acknowledge and agree that Company cannot and does not review Your Content, and neither Company nor its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders have any obligation, and do not undertake or assume any duty, to monitor the Platform for Your Content that is inappropriate, that does or might infringe any third party rights, or has otherwise been uploaded in breach of these Terms of Use or applicable law.
6.4 Company and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders hereby exclude, to the fullest extent permitted by law, any and all liability which may arise from Your Content uploaded on the Platform by Members, including, but not limited to, any claims for infringement of intellectual property rights, rights of privacy or publicity rights, any claims relating to publication of defamatory, pornographic, obscene or offensive material, or any claims relating to the completeness, accuracy, currency or reliability of any information provided by Members on the Platform. By using the Platform, you irrevocably waive the right to assert any claim with respect to any of the foregoing against Company, or any of its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers, or shareholders.
6.5 You Bear Risk of Upload. Company uses reasonable security measures in order to attempt to protect Your Content. However, Company cannot guarantee that there will be no unauthorized copying or distribution of Your Content nor will Company be liable for any copying or usage of Your Content not authorized by Company. You hereby release and forever waive any claims you may have against Company for any such unauthorized copying or usage of Your Content, under any theory of liability.
THE SECURITY MEASURES TO PROTECT YOUR CONTENT USED BY COMPANY HEREIN ARE PROVIDED AND USED "AS-IS" AND WITH NO WARRANTIES OR ASSURANCES THAT SUCH SECURITY MEASURES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS
OR THAT THERE WILL BE NO CRACKS, DISABLEMENTS OR OTHER CIRCUMVENTION OF SUCH SECURITY MEASURES.
7 INTELLECTUAL PROPERTY RIGHTS OF COMPANY
7.1 The Platform and Platform Services contains intellectual property of Company in the form of Platform content, graphics, videos, audios, text and any other digital content (“Platform Content”). By making use of the Platform Content as part of your use of the Platform Services, you are not granted a license to any Platform Content under this Agreement. Except to the extent that applicable laws prevent the Platform from doing so, you will not, directly or indirectly: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through the Platform Services or the Platform, or Platform Content; (ii) remove any proprietary notices or labels from the Platform; reproduce or copy the Platform Content or any part thereof; (iii) modify, translate, or create derivative works based on the Platform Content; (iv) copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the Platform Content; (v) create any derivative product from any of the foregoing; (vi) without our express written permission, introduce automated agents or scripts to the Platform Services so as to produce multiple accounts, generate automated searches, requests and queries, or to strip or mine data from the Platform Services; or (vii) allow third parties to gain access to the Platform Services or to Platform Content in any manner other than as expressly permitted in this Agreement.
7.2 The Platform Services shall be used for your own personal and non-commercial purpose only and you shall not use the Platform Services or any Platform Content for your commercial benefit or commercial benefit of any third party.
7.3 You acknowledge and agree that the Platform Services, the names and logos and all related product and service names, design marks and slogans, and all other material comprising the Platform and the Platform Services, are the property of the Company or its affiliates or suppliers (collectively, the Marks”). Unless stated otherwise, all Marks are protected as the copyright, trade dress, trademarks and/ or other intellectual properties are owned by Company or by other parties that have licensed their material to the Company. You are not authorised to use any of the Marks in any advertising, publicity or any other commercial manner without the prior written consent of Company. Your use of the Platform Services confers no title or ownership in the Platform Services or the Marks and is not a sale of any rights in the Platform Services or the Marks. All ownership rights remain with Company or its third-party suppliers, as the case may be.
7.4 You acknowledge and agree that any comments, ideas and/or reports provided to the Company (“Feedback”) shall be the property of the Company and you hereby irrevocably transfer and assign to the Company such Feedback, and all associated intellectual property rights.
8 PRIVACY POLICY
8.1 In using the varied features of the Platform Services, you may provide information (such as name, contact information, or other registration information) to the Platform. The Platform may use this information and any technical information about your use of the Platform Services to tailor its presentations to you, facilitate your movement through the Platform Services, or to communicate separately with you.
8.2 We may use and disclose your information according to our Privacy Policy. Our Privacy Policy will be treated as part of these Terms by reference herein.
9 INTERACTION WITH OTHER MEMBERS
9.1 The Platform allows the Members to interact with other members using the in-built chat messaging, audio calling or video calling features (“Communication Tools”). Two members can use the Communication Tools only after both members give their consent by approving each other.
9.2 Members must use Communication Tools at their own discretion and risk. Although we try our best to maintain a user-friendly and safe Platform, you hereby acknowledge and agree that Company cannot and does not review the background of its members. Members are advised to run their own background checks before meeting any stranger in real life.
9.3 Company and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders hereby exclude, to the fullest extent permitted by law, any and all liability which may arise from interaction among its members.
10 DISCLAIMER
The Platform Services and Platform Content are provided on an "as is" and "as available" basis, and Company hereby expressly disclaims any and all warranties, express or implied, including but not limited to any warranties of quality, performance, accuracy, reliability, merchantability, or fitness for a particular purpose. All such warranties, representations, conditions, undertakings, and terms are hereby excluded. Company makes no representations or warranties about the validity, accuracy, correctness, reliability, quality, and completeness of any information provided on or through the Platform. Company does not represent or warranty that the offer, display, purchase, sale and/or use of Platform Services offered or displayed on the Platform does not violate any third-party rights; and
Company makes no representations or warranties of any kind concerning any Platform Service offered or displayed on the Platform. Any material downloaded or otherwise obtained through the Platform is done at your sole discretion and risk and you are solely responsible for any damage to your computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by you from Platform or through the Platform shall create any warranty not expressly stated herein.
11 TERMINATION
11.1 Most of the Platform Content and certain features of the Platform are, made available to Users, free of charge. However, Company reserves the right to terminate access to certain areas or features of the Platform to any and all its Users whether paying or registered, at any time for any reason, with or without notice. Company also reserves the universal right to deny access to particular Users to any and/or all of its Platform Services and/or Platform Content without any prior notice/explanation in order to protect the interests of Company and/or other Users. Company reserves the right to limit, deny or create different access to the Platform and its features with respect to different User(s), or to change any of the features or introduce new features without prior notice.
11.2 Company withholds the right to temporary or permanent termination of account of any User for reasons including, but not limited to:
11.2.1 if it concludes that the User(s) have provided any false information in connection with their account or are engaged in fraudulent or illegal activities;
11.2.2 for the breach of any provision(s) of these Terms of Use by User(s);
11.2.3 utilization of the Platform to send spam messages or repeatedly publish the same service information;
11.2.4 post any material that is not related to the Platform Services;
11.2.5 impersonate or unlawfully use another User(s) name to post information or conduct business of any form; or
11.2.6 any unauthorized access, use, modification, or control of the Platform data base, network, or Platform Services.
11.3 If Company terminates a User’s Account, User(s) will not have the right to re-enrol or join the Platform under a new account or name unless formally invited to do so by the Company. User(s) hereby agree that in no event shall the Company be liable to the User(s) or any third-parties for any inability to use the Platform (whether due to disruption, limited access, changes to or termination of any features on the
Platform or otherwise), any delays, errors or omissions with respect to any communication or transmission, or any damage (direct, indirect, consequential or otherwise) arising from the use of or inability to use the Platform or any of its features.
12 LIMITATION OF LIABILITY
12.1 User(s) shall indemnify and save Company, its affiliates, directors, officers, and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by third-party rights claimants or other third parties relating to Platform Services offered or displayed on the Platform or otherwise. User(s) hereby further agree that Company is not responsible and shall have no liability to it, for any material posted by you; including defamatory, offensive, or illicit material and that the risk of damages from such material rests entirely with you. Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Company in asserting any available defenses.
12.2 Company shall not be liable for any special, direct, indirect, punitive, incidental, or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, strict liability or otherwise or any other damages.
13 NO WARRANTIES
13.1 To the maximum extent permitted by law, we provide the material on the Platform and the Platform Services as is. That means we don’t provide warranties of any kind, either express or implied, including but not limited to warranties of merchantability and fitness for a particular purpose.
13.2 From time to time down-time, either scheduled or unscheduled, may occur. The Platform will work within reason to ensure this amount of downtime is limited. The Platform will not be held liable for the consequences of any downtime.
13.3 The Platform cannot guarantee that Platform Content or content available via the Platform Services is free from viruses or other conditions which could damage or interfere with data, hardware or software with which it might be used. You assume all risk of use of all files associated with the Platform Services, and you release the Platform entirely of all responsibility for any consequences of its use.
14 GOVERNING LAW
The terms contained in this Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of Singapore. Any dispute which may arise between the Parties pertaining to the implementation or interpretation of this Agreement shall be amicably settled, failing which the courts in Singapore shall have the exclusive authority to settle the same.
15 DISPUTE RESOLUTION
15.1 All disputes arising out of or in relation to this Agreement, including any question regarding its existence, validity, or termination, which cannot be amicably resolved by the Parties within thirty (30) days of being brought to their attention (“Consultation Period”), will then be settled by arbitration governed by the provisions of appropriate arbitration laws. If the Parties are not able to agree on a sole arbitrator, a panel of three (3) arbitrators shall be appointed wherein each Party shall appoint one (1) arbitrator, and the two (2) arbitrators together shall appoint the presiding arbitrator.
15.2 The venue/seat of arbitration shall be Singapore and the language of arbitration shall be English. A dispute shall be deemed to have arisen when either Party notifies the other Party in writing to that effect. The decision of the arbitrator(s) will be final and binding on all the Parties.
16 WAIVER
16.1 The User hereby, with this reference, waives their right to take legal action against Company, including without limitation, its representatives, licensees, marketers, and any other related parties for the breach of any of these Terms of Use. Notwithstanding the foregoing, the User shall in no way have deemed to have waived their right to any legal action resulting from any material breach of these Terms of Use and/or any obligations mentioned within this Agreement for which they ought to have a legal remedy under appropriate law.
16.2 Company’s failure to enforce any right or failure to act with respect to any breach by a User(s) under these terms and conditions will not waive that right nor waives Company’s right to act with respect with subsequent or similar breaches.
17 AMENDMENT
Amendments or changes to these Terms of Use won’t be effective until we post revised Terms Platform on the Platform. That aside, additional terms may apply to certain features of the Platform or Platform Services. The additional terms will be considered incorporated
into these Terms of Use when you activate the feature to which the additional terms apply. Where there’s a conflict between these Terms of Use and the additional terms, the additional terms will control.
18 MISCELLANEOUS
18.1 NOTICE: Any notice or other communication provided for herein or given hereunder to a Party hereto shall be in writing and shall be given in person, by overnight courier, or by mail (registered or certified mail, postage prepaid, return receipt requested) or E-mail to Company’s addresses as mentioned in this Agreement and to the address of the User as provided to us by the User in writing at the time of registering on the Platform.
18.2 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on and inure to the benefit of the Parties hereto and their respective heirs, legal or personal representatives, successors, and assigns.
18.3 ASSIGNMENT: You may not assign any of your rights under this agreement to anyone else. We may assign our rights to any other individual or entity at our discretion.
18.4 RELATIONSHIP BETWEEN PARTIES: Parties shall be considered independent of each other and not agents or employees of the other Party. Neither Party shall have authority to make any statements, representations, or commitments of any kind, nor to take any action which shall be binding on the other Party, except as may be expressly provided for herein or authorized in writing.
18.5 CONFIDENTIALITY: Any communication made by the User(s) to Company via or on the Platform is confidential. However, your communication may be recorded to ensure quality of service. Further, for training purpose and to ensure excellent customer service, calls from and to Company may be monitored and recorded.
18.6 FORCE MAJEURE: Company shall not be liable for any failure or delay in performance of this Agreement, in whole or in part, where such failure or delay is caused by circumstances beyond our reasonable control, including but not limited to internet failures, computer, telecommunications or any other equipment failures, electrical power failures, acts of God, severe weather, fire, terrorism, vandalism or civil riots, war, civil disturbance, pandemics, acts of hackers or third-party internet service providers, labor activity, or strike, court order or any other cause outside our exclusive and direct control.
18.7 ELECTRONIC SIGNATURES/ COUNTERPARTS: This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of
which shall constitute the same instrument. For purposes of this Agreement, the use of a facsimile, email, or other electronic media shall have the same force and effect as an original signature. Your continued use of the Platform and/or Platform Services following Company’s posting of revised terms of any section of the Terms of Use will constitute your express and binding acceptance of and consent to the revised Terms of Use.
18.8 ENTIRE AGREEMENT: This Agreement along with other documents as and when updated on the Platform or sent directly to the User, shall constitute the entire agreement between the Parties relating to the subject matter contained in this Agreement and supersede all prior or contemporaneous negotiations, commitments and understanding of the Parties whether oral, written or otherwise.
18.9 SEVERABILITY: Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other provision or any other jurisdiction, but this Agreement will be reformed, construed, and enforced in such jurisdiction as if such invalid, illegal, or unenforceable provisions had never been contained herein.
18.10 SURVIVABILITY: All clauses that logically ought to survive the termination of this Agreement shall survive.
18.11 HEADINGS: Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.
18.12 AFFIRMATION OF PARTIES: The User affirms that they have entered into this Agreement freely, voluntarily, and without reliance on any promises, representations, or other statements not contained in this Agreement and have read and understood the terms and conditions contained in this Agreement.
18.13 GENDER AND PLURALS: Wherever used herein and required by the context, the singular number shall include the plural, the plural shall include the singular number, and the use of either gender shall include both genders and the words ‘hereof’ and ‘herein’ and ‘hereafter’ shall refer to the entire Agreement and not to any provision or section.
18.14 CONTACT US: If you have any queries regarding these Terms of Use, feel free to contact us at chatrbox.customer@gmail.com
You acknowledge that you have read, understood, and accepted to be bound by these Terms of Use.
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Relevant if any content is being generated by the user