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Terms and Conditions
1. General
1.1 The HotDeals Site is owned and operated by Admazine Pte. Ltd. (Company Registration No. 200816182C).
1.2 By accessing or using any or Any part of HotDeals Site, HotDeals Content, HotDeals Software, HotDeals service, or User Account you agree to be legally bound by these terms and conditions, and all other TERMs, Conditions, Instructions, Guidelines, Policies, Rules and Regulations as amended and posted on HotDeals Site from time to time by Admazine (collectively, the Terms and Conditions"). If you do not agree the Terms and Conditions, please do not access or use any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or user Account.
1.3 Admazine reserves the right to add to, remove from, and make other changes to the Terms and Conditions at any time and from time to time. Such changes will become effective immediately by posting the same on the HotDeals Site or notification by electronic or conventional mail or such other means as determined by Admazine at its sole discretion. You are responsible for checking the HotDeals Site for the most current Terms and Conditions. Each time you access or use the HotDeals Site, HotDeals Content, HotDeals Software or HotDeals Services, you will be deemed to have agreed to be legally bound by the most current Terms and Conditions.
1.4 Admazine may also offer other services that are governed by different terms and conditions. Your use of such other services will accordingly be subject to such different terms and conditions. If there are any fees applicable to such other services, you will make payment of these fees in accordance with the stipulated terms.
2. Definitions
In these terms and conditions, the following expressions have the following meanings:
"GST" means the goods and services tax levied under the Goods and Services Tax Act (Chapter 117A) of Singapore.
"Intellectual Property Rights" means copyright, industrial designs, patents, trademarks and other intellectual property rights.
"Admazine" means Admazine Pte. Ltd.
"HotDeals Content" means User content, information, advertisements, audio and/or video, images, graphics, newsletters, and other content and materials which are from time to time made available on, or delivered in connection with, the HotDeals Site, HotDeals Software and/or HotDeals Service (including, without limitation, by electronic mail, SMS, and any other method and technology).
"HotDeals Software" means applets, widgets and all other software offered and made available by Admazine for use on or in connection with the HotDeals Site and/or HotDeals Services, whether for free or in exchange for payment.
"HotDeals Service" means any service offered and made available by Admazine on or in connection with the HotDeals Site, whether for free or in exchange for payment (including, without limitation, advertising, search, directory, forums, message boards and content hosting services).
"HotDeals Site" means the website at http://hotdeals.sg/
"User Account" means a user account registered and maintained with Admazine for accessing and using the HotDeals Content, HotDeals Software, HotDeals Services and/or parts of the HotDeals Site not available to those without valid user accounts.
"User Content" means information, advertisements, audio and/or video, images, graphics, and other content and materials which are from time to time posted, made available on, submitted to, or transmitted through or in connection with the HotDeals Site, HotDeals Software, HotDeals Services, and/or User Accounts by users of the HotDeals Site, HotDeals Software, HotDeals Services and/or User Accounts.
"Viruses" means viruses, Trojan horses, worms, time bombs, cancelbots and other computer programming routines and harmful elements that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
3. Additional Terms for HotDeals Services
3.1 HotDeals Services in General
In addition to all other relevant terms and conditions, the following terms will apply to all HotDeals Services offered and made available by Admazine:
3.1.1 HotDeals Services added, offered and made available to you by Admazine may be subject to additional terms, conditions, instructions, guidelines, policies, rules and regulations ("Additional Service Terms") whether posted on the HotDeals Site or not. In such event, all Additional Service Terms will be deemed incorporated into and form part of the Terms and Conditions by reference.
3.1.2 Without affecting Section 1 above in any way, Admazine reserves the right, at any time from time to time, to add on, remove from, and make other changes to the terms and conditions on which HotDeals Services are offered and made available. This includes, without limitation, the right to introduce new, and change the then-current, fees, price plans, billing methods for any and all HotDeals Services. Such changes will become effective immediately by posting the same on the HotDeals Site or notification by electronic or conventional mail or such other means as determined by Admazine at its sole discretion. Any use of the relevant HotDeals Services by you after such notice will be deemed to constitute acceptance by you of the changes.
3.2 Paid HotDeals Services
In addition to Section 3.1 above and all other applicable Terms and Conditions, the following will apply to paid HotDeals Services:
3.2.1 you will be informed by Admazine (whether on the HotDeals Site or through a Admazine representative) of the terms of the offer (including, without limitation, fees, price plans, payment methods, credit card information, and applicable GST and other taxes);
3.2.2 you will, if required to use any paid HotDeals Service, register for a User Account (further details on registration of User Accounts are provided in Section 4 below);
3.2.3 you authorize Admazine to charge to the credit card account designated during the subscription process the relevant charges according to the fees and price plans for the HotDeals Services you choose;
3.2.4 you must provide Admazine with true, accurate, complete and updated information on your name, email address, credit card account information and other information required to be provided by you at the time of subscription or purchase; and
3.2.5 Admazine can decline and refuse to provide any and all HotDeals Services to any party at its sole discretion and for any reason without the need to give any reason to you or any third party.
4. User Accounts
4.1 Registration and User Accounts in General
4.1.1 Some HotDeals Content, HotDeals Software and HotDeals Services, and some parts of the HotDeals Site, are only available to users with valid User Accounts. If you do not already have a User Account, you can register for one on the HotDeals Site (at http://www.hotdeals.sg/index.php/auth/register).
4.1.2 Separate subscription fees and charges ( in addition to the charges for paid HotDeals Service) may apply for registering and using User Accounts. Such fees and charges will be posted on the HotDeals Site or separately communicated to you by Admazine representative. You must pay in full all fees and charges you incur relating to your User Account(s). Payment must be made on the dates or within the period of time as informed to you by Admazine from time to time.
4.1.3 You warrant that all information you provide to Admazine in relation to your User Accounts(s) (including, without limitation, information during the application process and on any application form) is true, correct, complete and updated at the time of submission. If, after your provision of the information, there are any changes to the information, you agree to provide Admazine with the true, accurate, and complete updated information as soon as possible.
4.1.4 The registration and use of User Accounts may be subject to additional terms, conditions, instructions, guidelines, policies, rules and regulations ("Additional User Account Terms") whether posted on the HotDeals Site or not. In such event, all Additional User Account Terms will be deemed incorporated into and form part of the Terms and Conditions by reference.
4.1.5 Without affecting Section 1 above in any way, Admazine reserves the right, at any time and from time to time, to add to, remove from, and make other changes to the terms and conditions on which User Accounts are offered and made available. This includes, without limitation, the right to introduce new, and change the then-current, fees, price plans, billing methods for any and all User Accounts. Such changes will become effective immediately by posting the same on the HotDeals Site or notification by electronic or conventional mail or such other means as determined by Admazine at its sole discretion. Any use of your User Account(s) after such notice will be deemed to constitute acceptance by you of the changes.
4.1.6 Admazine can decline and refuse registration for any and all User Accounts at its sole discretion and for any reason without the need to give any reason to you or any third party.
4.2 Responsibility for user Accounts
4.2.1 Your User Account is personal to you. You must not:
i) disclose your User Account identification or password to any other party;
ii) allow any other party to use or share your User Account; or
iii) use or access any or any part of the HotDeals Site, HotDeals Software, HotDeals Content or HotDeals Service through your User Account from more than one computer at the same time.
4.2.2 You will be fully responsible the security of your User Account and for all use of your User Account. This includes all activities and all User Content posted, made available, submitted and/or transmitted using your User Account. You will be fully responsible even if you are not the one actually using your User Account or carrying out the activities or the posting, making available, submission and/or transmission of the User Content.
4.2.3 Other users will be similarly responsible for all use of their respective User Accounts. Without affecting any limitation or exclusion of liability elsewhere in the Terms and Conditions, Admazine will not be responsible or liable, directly or indirectly, for any damage, injury or loss sustained by you or any other party whatsoever and howsoever caused by or in connection with any use made by other users of their respective User Accounts.
5. Permitted Use of HotDeals Site, HotDeals Content, HotDeals Software and HotDeals Services
5.1 Permitted Use of HotDeals Site, HotDeals Content, HotDeals Software.
For as long as you comply with all the Terms and Conditions, you are permitted to access and use the HotDeals Site, HotDeals Content, HotDeals Software strictly for your own personal and non-commercial enjoyment.
5.2 Permitted Use of HotDeals Services
You are permitted to use the HotDeals Services only according to the relevant Terms and Conditions for the respective HotDeals Services.
6. Prohibitions on Use of HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and User Accounts
6.1 Unless elsewhere permitted in the Terms and Conditions (including Sections 5.1 and 5.2 above) or permitted in writing by Admazine (which permission can be withheld at Admazine's sole discretion), you must NOT, and must NOT attempt to:
1)display, print, save, cache, copy, reproduce, change, alter, modify, or create any derivative work of, any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
2)offer, sub-sell, lend, rent, lease, sub-license, or otherwise grant to any third party any right in respect of, any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
3)communicate, distribute or make available for download in any way (including, without limitation, from or through any computer or server or network) any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
4)exploit in any way for any personal or other gain any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account; or
5)deeplink from any other website to, or frame on any other website, any or any Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account.
6.2 You must Not at any time:
1)assume a false identity or the identity of some other registered user to access or use any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
2)use any robot, spider, other automatic device, or manual process to monitor or copy any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
3)use any device, software or routine to interfere or attempt to interfere with the proper working or display of any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
4)take any action that damages, disables, overburdens, impairs or imposes an unreasonable or disproportionately large load on any part of Admazine's infrastructure or any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
5)take any action that interferes with any other user's access or use of any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account;
6)use any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account for sending out unsolicited e-mails; or
7)use any or any part of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Service or User Account in any way that will or could:
i)violate, or that will or could result in Admazine violating, any law, statute, ordinance or regulation (including, without limitation, those governing export control, consumer protection, unfair competition, anti-discrimination and false advertising), or code of practice, direction, order, or guideline issued by any regulatory authority;
ii)cause any form of loss or damage to Admazine or any third party (including, without limitation, loss of reputation and goodwill); or
iii)create any liability for Admazine or cause Admazine to lose (in whole or in part) the services of any Internet or telecommunication service provider or any other supplier of products and/or services.
7. User Content and technical Information
7.1 Responsibility for User Content in General
1)In connection with your use of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and/or your User Account(s) (if any), you may be required or permitted to post, make available, submit and/or transmit User Content. Admazine does not endorse your User Content and you agree that:
i)you are solely responsible for all User Content you post, make available, submit or transmit; and
ii)Admazine and the HotDeals Site, HotDeals Software, HotDeals Services and your User Account(s) only act as passive conduits for your posting, making available, submission and/or transmission of such User Content.
2)Similarly, other users will be responsible for all User Content they post, make available, submit and/or transmit, and Admazine does not endorse any such User Content. You acknowledge and agree that Admazine and the HotDeals Site, HotDeals Software, HotDeals Services and User Accounts likewise only act as passive conduits for their posting, making available, submission and/or transmission of such User Content. Without affecting any limitation or exclusion of liability elsewhere in the Terms and Conditions, Admazine will not be responsible or liable, directly or indirectly for any damage or loss whatsoever and howsoever caused by or in connection with any use made by other users of their respective User Accounts.
3)Without affecting anything in Section 6 above, you must not post, make available, submit or transmit any User Content that:
a)contravenes any of Admazine's posting rules whether posted on the HotDeals Site or not (which rules will be deemed incorporated into and form part of the Terms and Conditions by reference);
b)is false, fraudulent, inaccurate, incorrect, untrue, or misleading;
c)infringes any third party's Intellectual Property Rights or rights of publicity or privacy;
d)is defamatory, libelous, offensive, unlawfully threatening or unlawfully harassing;
e)is racist, sexist or ageist;
f)advertises any illegal product or service, including, without limitation:
1)prostitution or other sexual services, whether explicit or implicit;
2)massage services by under-aged persons;
3)recruitment of under-aged persons for escort or massage services;
4)illegal money-lending; and/or
5)medical products, health supplements and other items that have been banned by any governmental/regulatory authorities;
g)is obscene or contains pornography or anything sexually explicit, offensive, illegal adult in nature or harmful to minors, including without limitation:
1)images or video clips with nudity or which depict sexual acts; and/or
2)obscene language;
h)contains anything that is against the public interest, public morality, public order, public security, or national harmony, or that is otherwise prohibited by Singapore laws;
i)comments in any way on political interests and/or political parties;
j)contains any Viruses;
k)will or could violate, or that will or could result in Admazine violating, any law, statute, ordinance or regulation (including, without limitation, those governing export control, consumer protection, unfair competition, anti-discrimination and false advertising), or code of practice, direction, order, or guideline issued by any regulatory authority;
l)will or could cause any form of loss or damage to Admazine or any third party (including, without limitation, loss of reputation and/or goodwill); or
m)will or could create any liability for Admazine or cause Admazine to lose (in whole or in part) the services of any Internet or telecommunication service provider or any other supplier of products and/or services.
7.2 Permitted Use by Admazine of User Content and Technical information
1)In respect of any and all:
(1) technical and related information about your computer, system and application software and peripherals (collectively, "Technical Information"); and
(2) User Content you post, make available, submit and/or transmit through or in connection with the HotDeals Site, HotDeals Software, HotDeals Services, and/or User Accounts (including, without limitation, User Content which is personally identifiable information),
you expressly agree that Admazine can (but are not obliged to) collect, use, publicize and disclose to third parties such Technical Information and User Content for various purposes as it deems appropriate at its sole discretion, including, without limitation, for any of the following purposes:
i) for communicating with you and for sending you emails, newsletters, information and updates (whether electronically or otherwise) to keep you informed about new products, services and promotions, including marketing and advertising materials in relation to products and services provided by Admazine and third parties selected by Admazine.
ii) for verifying your compliance with the Terms and Conditions;
iii) for improving, publicizing and/or providing to you, and parties designated by you, the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services, User Accounts and/or other websites, products, services and/or technologies of Admazine and the designated representatives and business partners of Admazine, and all matters relating thereto;
iv) for verifying and processing payment when you subscribe for or purchase:
1) HotDeals Services and/or User Accounts; and/or
2) other products and/or services through the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and/or User Accounts;
v) for verifying and recording your personal particulars, and comparing it with information from other sources;
vi) for conducting statistical analyses of the users of Admazines' sites (including, without limitation, the number of users, the frequency of use and profile of users) and using such analyses for Admazines' business plans, products and services enhancement, targeted advertisements; and conveying such information to third parties who have or propose to have business dealings with Admazine.
vii) for complying with any request from any third party or any order of court or directive from authorities investigating any alleged offence, misdeed or abuse by any user;
viii) for the purposes of evaluating and taking legal action against any user for breach of the Terms and Conditions; and
ix) for otherwise disclosing, transferring, assigning, licensing, selling and granting to and/or among Admazine and any third parties (including business partners of Admazine) all or any portion of such User Content and/or Technical Information for any purpose.
2) You hereby grant Admazine the non-exclusive, worldwide, perpetual, irrevocable, royalty-free, and sub-licensable (through multiple tiers) right to exercise, in any media and format (whether currently known or not) and for any purpose whatsoever, all Intellectual Property Rights you have in your User Content and Technical Information.
3) You hereby release Admazine from and against any and all claims, suits, liabilities, or damages which you may have in connection with your User Content and/or Technical Information being:
i) disclosed or otherwise provided by Admazine to any third party as permitted above; and/or
ii) used in any manner or format by Admazine or any third party to which Admazine has disclosed or provided your User Content and/or Technical Information.
4) You further acknowledge and agree that:
i) Admazine do not need to give you or any third party any notice or reason; and
ii) Admazine will not be liable to you or any third party in any way, for the exercise of any of their rights under this Section 7.2 or the other Terms and Conditions.
8. Admazine's Rights
8.1 In addition to Admazine's other rights under the other Terms and Conditions and at law, Admazine reserves the right (but is not obliged to), from time to time and at any time:
1) to add to, modify, delete, withdraw, stop, suspend, terminate, and prevent access to and use of any part or all of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services, and User Accounts for any reason whatsoever;
2) to monitor User Content and material on any part of the HotDeals Site (including, without limitation, chat rooms and discussion forums); and
3) to remove or refuse to publish or post any User Content or material that Admazine, in its sole discretion, finds to be in violation of the Terms and Conditions or otherwise objectionable or inappropriate.
8.2 You further acknowledge and agree that:
1) Admazine do not need to give you or any third party any notice or reason; and
2) Admazine will not be liable to you or any third party in any way, for the exercise of any of their rights under Section 9 above or the other Terms and Conditions.
9. Intellectual Property Rights
9.1 The Intellectual Property Rights in the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and User Accounts are owned by and remain the property of Admazine, its related corporations, or its licensors. These Intellectual Property Rights are protected by the laws of Singapore and international treaty provisions. Admazine will aggressively enforce, to the fullest extent of the law, all Intellectual Property Rights they own.
9.2 The company names, trade marks, service marks and logos (collectively, "Trade Marks") used and displayed on and/or during use of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and/or User Accounts, are registered and unregistered Trade Marks of Admazine, its related corporations, or its licensors. Nothing in the Terms and Conditions, or the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services or User Accounts, grants you or any other party (whether by implication, estoppel, or otherwise) any license or right to use any of the Trade Marks belonging to Admazine or its related corporations. Without affecting the foregoing in any way, you must not:
1) use the Trade Marks to hyperlink, "hot" link or inlink to any website (including, without limitation, those owned or operated by Admazine) unless the establishment of such a link has been approved in advance by Admazine in writing;
2) use the Trade Marks in any way (including, without limitation, in advertising or publicity pertaining to the posting, submission and/or transmission of your User Content) without the prior written permission of Admazine.
9.3 You must retain all Intellectual Property Right and other proprietary notices on or in the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and User Accounts. You must NOT, and must NOT attempt to, remove or obscure any such proprietary notices.
10. Indemnity
10.1 You agree to fully indemnify Admazine for any and all liability, losses, damages, costs and expenses that they may suffer or incur due to any breach of the Terms and Conditions by you. Without affecting the generality of the foregoing, the items to be indemnified include, without limitation:
1) loss of revenue, rental, profits, business, opportunity, anticipated savings, and data;
2) losses and damages due to any claims, demands, actions, or lawsuits by third parties (including any Intellectual Property Right owner or licensor);
3) costs and expenses of investigations, litigation, settlement, judgment and interest; and
4) legal fees (on a full indemnity basis).
10.2 If there is any third party claim, demand or suit against Admazine, for which Admazine are entitled to indemnification under this Section 10, you agree to provide such assistance as is reasonably requested by Admazine to defend against the third party claim, demand or suit.
11. Suspension and Termination
11.1 Suspension and Termination of Access to and Use of HotDeals Site, HotDeals Content, HotDeals Software and HotDeals Services
a) Your rights to access and use the HotDeals Site, HotDeals Content, HotDeals Software and HotDeals Services under the Terms and Conditions will remain effective until suspended or terminated.
b) Admazine will have the right to immediately suspend and/or terminate your rights to access and use the HotDeals Site, HotDeals Content, HotDeals Software and HotDeals Services without the need for Admazine to give any notice or reason for the suspension or termination.
c) Your rights to access and use the HotDeals Site, HotDeals Content, HotDeals Software and HotDeals Services under the Terms and Conditions will terminate automatically without notice from Admazine if you fail to comply with:
i) any of the Terms and Conditions;
ii) any term or condition in any license agreement for any HotDeals Software or for any services provided by Admazine.
11.2 Suspension and Termination of User Accounts and Paid HotDeals Services
Without affecting Admazine's other rights elsewhere in the Terms and Conditions or at law, Admazine will have the right to immediately suspend and/or terminate any and all User Accounts and paid HotDeals Services with respect to any user for any reason whatsoever, including, without limitation:
a) if Admazine believes (in its sole opinion) that the user has engaged in objectionable or inappropriate conduct; and
b) if the user has breached any of the Terms and Conditions, and without the need for Admazine to give any notice or reason for the suspension or termination.
11.3 Effects of Suspension
a) Upon any suspension, your rights to access and use the HotDeals Site, HotDeals Content, HotDeals Software, free or paid HotDeals Services and/or User Accounts (as applicable) will temporarily cease and will resume only at such time as Admazine deems appropriate at its sole discretion.
b) Notwithstanding any suspension, you will still have to continue paying all charges and fees in respect of paid HotDeals Services and your User Account(s) unless waived in writing by Admazine.
11.4 Effects of Termination
a) Upon termination of your rights to access and use the HotDeals Site, HotDeals Content, HotDeals Software, and free HotDeals Services, you must cease accessing and using the HotDeals Site, HotDeals Content, HotDeals Software, and free HotDeals Services. You must also promptly de-install, delete and destroy all copies of any HotDeals Content and HotDeals Software that you have downloaded, installed, saved, printed or reproduced in any medium.
b) Upon termination of any paid HotDeals Service and/or User Account, your rights to access and use the paid HotDeals Service and/or User Account will cease and you must cease accessing and using the paid HotDeals Service and/or User Account; and there will be NO refund of any fees paid in advance for such paid HotDeals Service and/or User Account unless otherwise agreed in writing by Admazine. You will nonetheless still be liable for payment of any amounts due or other obligations incurred in respect of such paid HotDeals Service and/or User Account before the termination.
12. Notices
You agree that Admazine can (but is not obliged to) send you notices (including, without limitation, those regarding changes to the Terms and Conditions) by email, regular mail, postings on the HotDeals Site or any other mode of communication as Admazine deems appropriate.
13. Severability
If a Court of any competent authority decides that any provision (or part thereof) of the Terms and Conditions is void or ineffective in whole or in part, then the void or ineffective provision or part thereof will be deemed excluded and all other provisions and parts of the Terms and Conditions will not be affected and will continue in full force and effect.
14. No Waiver
A failure by Admazine to act on any breach by you or others of any of the provisions of the Terms and Conditions does not waive any of Admazine's rights for that breach or any subsequent or similar breaches.
15. Electronic Communications and Transactions
You agree:
1) that all electronic communications made in connection with your access and use of the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and/or User Accounts will be given legal effect, validity and enforceability and will have comparable value as a physical written document;
2) not to contest the legally binding nature, validity or enforceability of any transaction made through the HotDeals Site, HotDeals Content, HotDeals Software, HotDeals Services and/or User Accounts on the ground that it was entered into electronically; and
3) to expressly waive any and all rights you may have to assert any such claims and to comply with all relevant laws concerning electronic communications.
16. Governing Law and Dispute Resolution
1) The Terms and Conditions are governed by and are to be interpreted according to the laws of the Singapore
General Terms & Conditions for Advertising on HotDeals.sg1. General
All advertising agreements entered or to be entered into with Admazine are subjected to these Terms and Conditions.
2. Definitions
In these General Terms and Conditions, words and phrases with initials letters capitalized are defined terms. The following terms shall have the following meanings unless the context otherwise requires:-
"Accredited Agency" means an advertising agency which has applied to be accredited with Admazine and whose application has been accepted.
"Advertising Materials" means all advertising materials, including without limitation copy instructions, music, audio-visual materials, artwork, graphics, electronic files, sales literature, price lists, information, details, data, logos, trademarks and/or servicemarks, submitted or supplied by the Advertiser for its advertisements.
"Booking Request" means a written application, for booking of advertisements or insertion orders made by an Advertiser from time to time; and "Booking Requests" refers to two or more Booking Requests.
"Admazine" means Admazine Pte. Ltd.
"Working Day" means Mondays to Fridays, but excluding Saturdays, Sundays and gazetted public holidays in Singapore.
Words denoting the singular shall include the plural and vice versa; words denoting any gender shall include all genders; words denoting persons shall include firms and corporations and vice versa.
2.3 The headings herein are inserted for convenience only and shall be ignored in construing these General Terms and Conditions.
3. General Booking Procedures
All bookings and orders shall be made through Booking Requests submitted to Admazine. All Booking Requests shall be final and binding on the Advertiser upon submission and subject in all respects to these General Terms and Conditions, and shall not, unless otherwise agreed in writing by Admazine, be terminated, withdrawn, cancelled, revised or rescheduled by the Advertiser. For the avoidance of doubt, no provision contained in any Booking Request which is contrary to or inconsistent with General Terms and Conditions shall be valid or blinding on Admazine.
All Booking Requests shall be subjected to acceptance by Admazine in its absolute discretion and any acknowledgement of receipt of any Booking Request by Admazine shall not constitute acceptance of the Booking Request by Admazine. Only the broadcast or publication by Admazine of any Advertising Materials which is the subject of a Booking Request shall constitute the acceptance of such Booking Request by Admazine.
Each of the Advertisers acknowledges and agrees that the media, television channels and/or the publications where its advertisements appear may be in print or electronic form and/or any other form or media or on multiple platforms whether now known or developed in the future. Admazine reserves the right (but not the obligation) to place the advertisements in any such platforms, media or form.
Some advertisements may be revised by Admazine without notice if they do not meet its publishing or broadcast standards.
Where applicable, the Advertiser shall submit all relevant information and materials as may be requested by Admazine from time to time.
4. Website Downtime
Admazine may schedule downtime in its website, services or any part thereof for maintenance purposes with or without giving notice thereof on the website or in such other manner as it deems fit. The Advertiser agrees that Admazine shall not be liable for any loss, damage, claims, costs or expense of any kind arising from such downtime, or from any unavailability or inoperability of any telecommunications systems or internet, technical malfunction, error, omission, interruption, delay in operation or transmission, computer error or viruses, any failure in communication lines or telecommunications network, or any corruption of loss of data or other disruption of any kind.
5. Right Not To Broadcast or Publish
Admazine reserves the right to, at any time, refuse to broadcast or publish (as the case may be) any Advertising Materials submitted by the Advertiser without assigning any reason thereof notwithstanding:
a) issuance of any acknowledgement of receipt or confirmation thereof;
b) the acceptance of payment or part payment thereof; or
c) that such matter or material has been in part broadcast or published or that some instalments or items thereof have been broadcast or published in part.
In the event of any exercise of such right by Admazine, such Admazine’s liability shall be strictly limited to refunding pro rata the charges for any prepaid advertising fees for any Advertising Materials (or part thereof) not broadcast or published.
6. Advertising Materials
Advertiser hereby jointly and severally represents and warrants that all Advertising Materials submitted to Admazine shall not:-
a) infringe the intellectual property rights or the rights or interests of any person;
b) contain false or unwarranted claims for any product or service and/or defamatory statements;
c) constitute, amount to or be deemed an unfair practice under the Consumer Protection (Fair Trading) Act (Cap. 52A); or
d) be otherwise contrary to any statute or law of any country or state.
For the avoidance of doubt, Admazine shall be entitled to rely on the foregoing warranties and shall have no duty or obligation whatsoever to confirm the accuracy or veracity of such warranties.
All Advertising Materials are supplied and delivered to Admazine at the Advertiser’s sole cost and risk, and Admazine will not be responsible for any loss or damage to the Advertising Materials howsoever caused. Admazine reserves the right to destroy all Advertising Materials after a period of one (1) month from their receipt, unless otherwise agreed in writing by Admazine.
7. Payment Terms
Payments for advertising and all other fees payable by the Advertiser shall be paid by cash in advance to Admazine, unless the Advertiser is accredited, in which case the accredited Advertiser shall make payment within 30 days from the date of invoice. For the avoidance of doubt, invoices may be issued by Admazine at their sole discretion, and at any time whether before or after the broadcast or publication of the advertisements in question, and the Advertiser shall jointly and severally pay all advertising fees to Admazine.
The Advertiser shall be jointly and severally liable to pay all advertising fees incurred through bookings with Admazine. Failure of payment shall render the Advertiser jointly and severally liable for all sums due, together with all legal costs on an indemnity basis incurred in collecting such sums.
Advertising fees shall be charged based on the rates set out in rate books/cards of Admazine. These rates may be changed at any time by Admazine, and are exclusive of any applicable goods and services tax and any other taxes and/or duties which may from time to time be imposed in accordance with Singapore law. All such taxes and duties shall be payable by the Advertiser in addition to the rates.
All payments to be made by the Advertiser shall be made free and clear of and without deduction or deferment in respect of any demand, set-off, counter claim or other dispute or in respect of any foreign withholding or other taxes or duties of any nature. If the Advertiser is required by law to make any deduction or withholding from any amount payable under advertising, sponsorship and production agreements, it shall increase the amount payable so as to ensure that Admazine receives, and is entitled to retain, after such deduction or withholding, a sum which it would have received and be entitled to retain had that deduction or withholding not been required.
Without prejudice to the rights, powers and remedies of Admazine at law, in equity or otherwise, interest at the rate of 1% per month or the maximum rate of interest permitted under the laws of Singapore (whichever shall be the lower) shall be payable on any money that is due but unpaid by the Advertiser. Such interest shall be computed from the due date for the payment until full payment is received.
8. No Transfer, Cancellation or Extension
Each of the Advertisers shall not assign or transfer any of its rights or obligations hereunder or extend the Booking Period specified in the Booking Form without the prior written consent of Admazine. Admazine shall be entitled to freely assign or transfer any of its rights and/or obligations under the Booking Form(s) to any third party at its absolute discretion by written notice.
9. Indemnity
Without prejudice to any right or remedy which Admazine may have under law, in equity or otherwise, the Adevrtiser shall be jointly and severally liable to indemnify and keep indemnified Admazine from and against any and all claims, demands, liability, legal proceedings, damages, losses, costs and expenses (including legal fees on a full indemnity basis) which may arise or occur or be taken or sought against or incurred or suffered by any Indemnified Party as a result of or in connection with the non-performance or defective or negligent performance by the Advertiser of any of its obligations hereunder or any breach of its warranties hereunder.
Admazine shall not be liable to any third party for any promises, representations, warranties, offers or gifts, implied or otherwise ("representations") made by, for or on behalf of the Advertiser in connection with its advertisements or promotions. The Advertiser shall be jointly and severally liable to indemnify Admazine against any third party claims or liabilities which may be suffered by or incurred by admazine arising from such representations.
10. Limitation of Liability
To the fullest extent permitted by law, Admazine shall not be liable to the advertiser for any indirect, consequential, incidental, special, exemplary or punitive damages (including without limitation lost revenues or profits) suffered by the Advertiser arising out of its breach of any provision of these General Terms and Conditions or any other act or omission by it in relation to the advertising services provided to the Advertiser, and whether asserted in contract, tort or otherwise, even if it has been advised of the possibility of such loss or damage. Without prejudice to the foregoing, no action regardless of form arising out of or in connection with the advertising services provided by Admazine may be brought by the Advertiser against Admazine more than one (1) year after the cause of action has accrued.
Admazine shall only be liable for claims arising out of advertisements placed by the Advertiser on its own platform, and shall not be liable for any claims arising out of advertisements placed on other platforms. The Advertiser shall not make any claim or demand or commence any legal proceedings against Admazine in relation to advertisements placed on other platform.
To the fullest extent permitted by law, Admazine’s aggregate liability to the Advertiser for any claims, liability or damages arising out of or in connection with any advertisement shall be limited in aggregate to the amount of fees that the Advertiser has paid to Admazine for such advertisement.
11. Confidentiality
The Advertiser understand and agree that any and all information, materials, data, rates, booking, sponsorship and/or package details, disclosed by Admazine to the Advertiser, whether in oral or written form, ("Confidential Information") is of a strictly secret and confidential nature and the Advertiser jointly and severally undertake not to disclose, communicate or otherwise release to any other third party any such Confidential Information.
12. Termination
Any advertising agreement may be terminated by Admazine (i) upon giving at least seven (7) days prior notice to the Advertiser, or (ii) immediately upon any breach or default on the part of the Advertiser which has not been remedied within three (3) days after notice by Admazine to the Advertiser to remedy the same. Upon termination, any Booking Requests for the time being not fully performed by Admazine shall, to such extent, be deemed cancelled and Admazine shall have no further obligation or liability to the Advertiser thereon save to refund the monies prepaid for any unperformed services. Save as aforesaid, the termination of an advertising, sponsorship agreement or production agreement shall be without prejudice to any of the accrued rights and liabilities of the parties thereto.
13. Notices and Communications
All notices, orders, approvals, instructions and other communications required to be given in writing between the parties shall be delivered by hand or sent by mail or facsimile to the address or facsimile number of the intended recipient, as each party may from time to time have notified the other party or parties in writing. Subject to the foregoing, notices and communications shall be deemed to have been duly given (i) if sent by mail, 48 hours after posting, (ii) if delivered by hand, on the date of delivery, or (iii) if sent by facsimile, at the time of transmission. In addition, any notices, orders, approvals, instructions and other communications required to be given in writing by Admazine may also be sent by email, to such email address(es) as may be provided by the Advertiser from time to time.
14. Amendment
Admazine mat at any time, amend, vary or supplement these General terms and Conditions. Such amendment, variation or supplement shall take effect from the date when amendments are uploaded onto the relevant website.
15. Waiver
No failure or delay on the part of Admazine to exercise any right hereunder shall operate as a release or waiver thereof, nor will any single or partial exercise of any right hereunder preclude any other or further exercise of it. The rights and remedies provided herein are cumulative and not exclusive of any right or remedy provided under law, in equity or otherwise.
16. Severance
In the event that any provision of these General Terms and Conditions is determined to be invalid, unlawful or unenforceable to any extent, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.
17. Governing Law
All advertising agreements with Admazine shall be governed by and construed in accordance with Singapore laws and the parties hereby submit to non-exclusive jurisdiction of the Singapore courts. Unless expressly provided to the contrary, any person who is not a party to such advertising agreement (other than Admazine) shall have no right to enforce any of the terms of such advertising agreement under the provisions of the Contracts (Rights of Third Parties) Act (Cap.53B).
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