1.1 “Application” means any software programme owned by CBM which allows access to the Platform via a mobile device.
1.2 “Content” means any content, information, functionalities, services or materials, including but not limited to text, software, code, scripts, webpages, music,
sound, photographs, video, graphics, graphical user interface, forms, diagrams or other material.
1.3 “Intellectual Property Rights” means all copyright, patents, utility innovations, trade marks, geographical indications, domain names, layout design rights,
registered designs, design rights, database rights, trade or business names, rights protecting trade secrets and confidential information, rights protecting goodwill and reputation, and all other similar or corresponding proprietary rights and all applications for the same, whether presently existing or created in the future, anywhere in the world, whether registered or not, and all benefits, privileges, rights to sue, recover damages and obtain relief or other remedies for any past, current or future infringement, misappropriation or violation of any of the foregoing rights.
1.4 “Losses” means all losses, liabilities, settlement sums, costs (including legal costs and costs of other professionals), penalties, fines, charges, expenses, actions,
proceedings, claims and demands, whether foreseeable or not.
1.5 “Materials” means, any Content provided or otherwise made available through the Platform.
1.6 “Order” means an order for CBM and/or a Partner’s products and/or services made by a User via the Platform.
1.7 “Partner” means each such third-party merchant whose products and/or services are offered, provided or otherwise made available to Users via the Platform.
1.8 “Password” refers to the password that meets CBM-prescribed criteria, if any, that you use in conjunction with the Username to access the Platform and/or
1.9 “Platform” means the online platform (including any web or mobile versions and mobile applications (including the iOS and Android versions thereof)) and any
other features, services and functions made available through such platform from time to time.
1.10 “Personal Data” means “personal data” as defined in the Personal Data Protection Act 2012 (No. 26 of 2012) of Singapore.
1.11 “Prohibited Material” means any Content that:
1.1.1 infringes any Third-Party Intellectual Property Rights or any other proprietary rights;
1.1.2 contains any computer virus or other invasive or damaging code, program or macro;
1.1.3 is defamatory, libellous or threatening;
1.1.4 is obscene, pornographic, indecent, counterfeited, fraudulent, stolen, harmful or otherwise illegal under any laws or legal requirements (including
the provisions of the Singapore Broadcasting (Class Licence) Notification);
1.1.5 is or may be construed as offensive and/or otherwise objectionable, in the sole opinion of CBM; and/or
1.1.6 any junk mail, spam, chain letters, or any unsolicited mass distribution of email.
1.12 “Services” means services, information and functions made available by us through the Platform. “Services” do not include the services which are provided by
Partners or third parties.
1.13 “Trade Marks” means the trademarks, service marks, trade names and logos used and displayed on the Platform.
1.14 “User Content” means any Content submitted by a User for inclusion and/or posting through the relevant Platform and/or such other means CBM may
1.15 “Username” refers to the unique login identification name or code which identifies you.
2. LICENCE TO USE APPLICATION
2.1 The Application and Platform are proprietary to CBM and must not be used other than strictly in accordance with the terms set out herein. CBM grants to you a personal, limited, non-exclusive, non-transferable, non-sublicensable right to use the Application, for the purpose of accessing and using the Services.
2.2 CBM reserves all rights not granted hereunder.
2.3 For the avoidance of doubt, CBM shall not at any time be obliged to provide any adaptations, enhancements and/or modifications to the Platform and/or Application, including without limitation any updates, patches, bug-fixes and/or upgrades to the Platform and/or Application or any new versions and/or releases of the Platform and/or Application which incorporate new features or functions.
3. GENERAL CONDITIONS FOR THE USE OF THE PLATFORM AND SERVICES
3.1 You must comply with CBM’s notices, guidelines and operating rules and policies pertaining to the use and access of the Platform and Services which CBM issues from time to time. These notices, guidelines and operating rules and policies will generally be notified to you via email, push notification(s) and/or publication on the Platform or such other method of notification as may be designated by CBM, which you acknowledge shall be sufficient notice for the purpose of this clause.
3.2 You must also: (i) abide by all applicable laws and regulations in your use and access of the Platform and Services; (ii) not impersonate any person or entity or to falsely state or otherwise misrepresent your affiliation with any person or entity; (iii) not send, distribute or upload, in any way, data or materials that contain viruses, malicious code or harmful components that may impair or damage the operation of another’s computer or device; and (iv) not post, promote or transmit through the Platform any Prohibited Material.
4. RESERVATION OF RIGHT
4.1 CBM may from time to time without giving any reason or prior notice, upgrade, maintain, modify, alter, suspend, discontinue the provision of or remove (including downtime for the maintenance of the Platform), whether in whole or in part, the Platform or any Services and shall not be liable if any such upgrade, modification, suspension or alteration prevents you from accessing the Platform, Services or any part or feature thereof.
4.2 CBM reserves the right, but shall not be obliged to: (i) monitor, screen or otherwise control any activity or content; (ii) investigate any violation of the terms and conditions contained herein and take any action it deems appropriate; (iii) prevent or restrict access of any User to the Platform; and/or(iv) report any activity it suspects to be in violation of any applicable law, statute or regulation to the appropriate authorities and to co-operate with such authorities.
4.3 CBM reserves the right to suspend, terminate or disable your access and/or use the Platform and/or Services at any time.
5. OTHER APPLICABLE TERMS/NEW FEATURES
5.2 CBM reserves the right (but shall not be obliged) to introduce new products, applications, programmes, services, functions and/or features (collectively “New Features”) to the Platform. The term “Services” shall include New Features which are provided through the Platform respectively at no charge or fee unless otherwise indicated.
6. USERNAME AND PASSWORD
6.1 Username/Password: A Username and Password may either be: (a) determined and issued to you by us; or (b) provided by you and accepted by us in our sole and absolute discretion in connection with the use of the Services and/or access to the Platform. We may at any time in our sole and absolute discretion forthwith invalidate the Username and/or Password without giving any reason or prior notice and shall not be liable or responsible for any loss or damage suffered by or caused by you or arising out of or in connection with or by reason of such invalidation. You hereby agree to change your Password from time to time and to keep the Username and Password confidential and shall be responsible for the security of the Username and/or Password and liable for any disclosure or use (whether such use is authorised or not) of the Username and/or Password. You are to notify us immediately if you have knowledge that or have reason for suspecting that the confidentiality of the Username and/or Password has been compromised or if there has been any unauthorised use of the Username and/or Password.
6.2 Any use of or access to the Platform and/or Services and any information, data, instructions or communications (“Communications”) referable to your Username and Password (whether such access, use or communication is authorised by you or not) shall be deemed to be: (i) use or access of the Platform and/or Services by you; and/or (ii) information, data, instructions or communications transmitted and validly issued by you. You shall be bound by any access, use, instructions and/or communications carried out or transmitted through the Platform and/or Services which are referable to your Username and Password and you agree that CBM shall be entitled (but not obliged) to act upon, rely on and/or hold you solely responsible and liable in respect thereof as if the same were carried out or transmitted by you. CBM shall not be responsible or liable for any Losses incurred or suffered by you or any person by reason of or arising from or as a consequence of using your Username and Password in respect of any Communications effected by you or purported to be effected by you through the Platform or using any of the Services.
7. ORDERS AND TRANSACTIONS
7.1 You acknowledge that except as otherwise indicated, all products and/or services of CBM and Partner made available on the Platform are sold or offered by CBM and the relevant Partner as indicated on the specific product or service landing page on the Platform. For all products and/or services provided by the relevant Partner, we only provide an avenue through the Platform for you to make Orders with the said Partners. CBM neither endorses nor assumes any responsibility or liability arising in connection with any Order or the products and/or services in respect of which an Order is carried out and CBM is not involved in and shall not be required to be a party to any agreements or promises made between you and any Partner, and therefore, cannot and do not know if any Partner will perform any promise made to you, or if any Partner will perform any promise made to you with reasonable care. You acknowledge and agree that you are making an Order solely with the relevant Partner and, where applicable, entering into an agreement solely with such Partner. Transfer of risk and property in purchased products or services, delivery, collection, refunds, returns, replacements, exchanges and any other ancillary products or services in relation to such products and/or services shall be governed by and subject to such terms and conditions as may be prescribed by CBM and/or the relevant Partner, which may be indicated on the specific product or service landing page or the relevant Partner’s own website or webpage and accordingly, you shall not have any right or claim against us in respect of any Orders made through the Platform in respect of any products or services provided by a Partner.
7.2 Without prejudice to Clause 7.1 above, all Orders shall be subject to CBM’s processing and/or the relevant Partner’s acceptance at their sole discretion and each accepted Order shall constitute an agreement entered into directly with CBM and/or only between you and the relevant Partner (“Customer Contract”). You acknowledge that unless you receive a confirmation accepting your Order, CBM shall not be party to any legally binding agreements or promises made between Partner and you for the sale or other dealings with the relevant products and/or services and accordingly shall not be liable for any Losses which may be incurred as a result. For the avoidance of doubt, CBM reserve the right to decline to process or accept any Order received from or through the Platform in its absolute discretion.
7.3 We do not have control over nor do we take any responsibility for the quality, safety or legality of the services or goods advertised, presented or listed by Partners, the truth or accuracy of any postings, listings, descriptions or images used by Partners to identify or describe their products or services, the ability of any Partner to provide the products or services they claim to provide, and we cannot and do not know whether any information provided by any Partner is accurate, complete, misleading or deceptive. You hereby undertake not to sue or take any legal action against us or any of our officers, employees or agents in connection with any matters relating to any Order or any products or services offered via this Platform and/or provided by any Partner and you hereby waive any rights that you may have, if any, to commence any action against us. You further acknowledge that we shall be discharged and released from any obligations with respect to the Orders and any services provided by Partners. Without prejudice to the generality of any of the foregoing:
7.3.1 CBM gives no warranty as to the quality, merchantability, state, condition or fitness of the products and/or services offered, provided or made available on or through the Platform, and any listing of any product and/or service of any Partner on the Platform shall not constitute an endorsement or verification of such product and/or service; any warranty of the product and/or services shall be stated in the respective Terms and Conditions stated in the website of the respective products and/or services provided; and
7.3.2 No condition is made or to be implied nor is any warranty given or to be implied in relation to any products and/or services supplied or that they will be suitable for any particular purpose or use under any specific conditions, notwithstanding that such purpose or conditions may be known to Partner.
8.1 Content and services from various sources such as Partners and any other third party content providers, including websites or webpages owned, operated and maintained by a Partner or any other third party may be included or provided through the Platform. Neither CBM (or its related corporations, third party providers and each of their officers, directors, employees, agents, independent contractors, successors and assigns) nor any of its content providers, including Partners or any third party content providers, shall be liable for any errors or delays in the Platform, Services or any part thereof, or for any actions taken in reliance thereon. CBM is under no obligation to monitor or review the content transmitted through the Platform, including the Materials, and assumes no responsibility or liability for any Losses arising out of or in connection with any such content nor for any error, omission, falsehood, inaccuracy or any Prohibited Material contained in any such content. Any hyperlink to any other website or webpage is not an endorsement or verification of such website or webpage and should only be accessed at your own risk.
9. NO WARRANTY
9.1 The Platform, Services and the Materials are provided “as is” and “as available”. NO WARRANTY OF ANY KIND, IMPLIED, EXPRESS OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS OR OTHER MALICIOUS, DESTRUCTIVE OR CORRUPTING CODE, AGENT, PROGRAM OR MACROS, IS GIVEN IN CONJUNCTION WITH THE SERVICE OR ANY INFORMATION AND MATERIALS PROVIDED THROUGH THE SERVICE.Without prejudice to the generality of the foregoing, CBM does not warrant: (i) the accuracy, timeliness, adequacy or completeness of the Platform, Services and/or Materials; (ii) that your use of and/or access to the Platform, Services and/or Materials, or the operation of the Platform, Services and/or Materials, will be uninterrupted, secure or free from errors or omissions or that any identified defect will be corrected; (iii) that the Platform, Services and/or Materials will meet your requirements or are free from any virus or other malicious, destructive or corrupting code, agent, program or macros; and (iv) that use of the Platform, Services and/or Materials by you will not infringe rights of third parties.
9.2 You acknowledge and agree that transmissions over the Internet may be subject to interruption, transmission blackout, delayed transmission due to internet traffic or incorrect data transmission due to the public nature of the Internet. You acknowledge and agree that CBM does not warrant the security of any information transmitted by or to you using the Platform or Services and you hereby accept the risk that any information transmitted or received using the Platform or Services may be accessed by unauthorised third parties and/or disclosed by CBM and by its officers, employees or agents to third parties purporting to be you or purporting to act under your authority.
9.3 You will not hold CBM or any of its officers, employees or agents responsible or liable, in contract, tort (including negligence or breach of statutory duty), equity or otherwise, for any such access or disclosure or for any Losses (whether direct or indirect, or whether foreseeable or not) suffered or incurred by you as a result of any such access or disclosure.
10. EXCLUSION OF LIABILITY
10.1 CBM, its related corporations, its third party providers and each of their officers, directors, employees, agents, independent contractors, successors and assigns shall in no event nor for any reason whatsoever be liable, even if the relevant party has been advised of the possibility of such Losses, any Losses, including direct, indirect, special, or consequential damage, or economic loss, arising from or in connection with: (i) any access, use or the inability to access or use the Platform, Services and/or Materials; (ii) any system, server or connection failure, error, omission, interruption, delay in transmission, computer virus or other malicious, destructive or corrupting code, agent program or macros; (iii) any use of or access to any other website or webpage provided through the Platform, Services and/or Materials; (iv) any services, products, information, data, software or other material obtained or downloaded through the Platform, Services and/or Materials or from any other website or webpage provided through the Platform, Services and/or Materials or from any other party referred through the Platform, Services and/or Materials, or through the use of the Platform, Services and/or Materials; (v) your use or misuse of the Platform, Services and/or Materials; or (vi) any reliance on the Platform, Services and/or Materials. In addition, in no event shall CBM be liable to you, or any other party for: (a) any amounts due from other users of the Platform or Services; and/or(b) damages arising in connection with the downloading or installation of, or the inability to download or install the Platform or Application or any third party application required to access and/or use the Platform, by you or other third party.
11. INTELLECTUAL PROPERTY
11.1 The Intellectual Property Rights in and to the Platform, Services and Materials are owned, licensed to or controlled by CBM, its licensors or its service providers. CBM reserves the right to enforce its Intellectual Property Rights to the fullest extent of the law.
11.2 You may not under any circumstances:
11.2.1 copy, sell, resell, assign, licence, distribute, transmit, publicly display, rent, lease, lend, export, offer on a “pay-per-use” basis, publish or otherwise reproduce the Platform, Services, Application and/or Materials or any part thereof in any form by any means;
11.2.2 adapt, modify, decompile, disassemble, localise, port, reverse engineer, hyperlink, mirror, frame, transfer or transmit in any manner or by any means or store in an information retrieval system or install on any servers, system or equipment, the Platform, Services, Application and/or Materials or any part thereof;
11.2.3 remove, obscure or destroy any copyright, trade secret, proprietary or confidential legends or marking placed upon or contained within the Platform, Services, Application and/or Materials;
11.2.4 prepare or develop derivative works based on the Platform, Services, Application and/or Materials; and
11.2.5 use the Platform, Services, Application and/or Materials for any unlawful purposes or purposes other than those permitted under this Agreement,without our prior written permission or that of the relevant copyright owners. Any breach of the aforesaid restrictions shall result in immediate and automatic termination of all rights and licences granted hereunder. The use restrictions set out herein shall survive the termination of this Agreement.
11.3 Subject to Clause 11.4, permission will only be granted to you to download, print or use the Materials for informational and non-commercial purposes, provided that:
11.3.1 you do not modify the Materials and that CBM or the relevant copyright owners retain all copyright and other proprietary notices contained in the Materials; and
11.3.2 you do not reuse or retransmit any such Materials (or part thereof) to any other person or entity without CBM’s prior written approval or that of the relevant copyright owners.
11.5 User Content: You warrant and represent that you have the right and authority to submit your User Content and that the User Content or any part thereof does not infringe the Intellectual Property Rights or any other rights of any third party. You hereby consent and grant to CBM and its service providers a non-exclusive, perpetual, world-wide, royalty-free, irrevocable licence and right to host, transmit, distribute or use (which will include the right to copy, reproduce and/or publish) the User Content in connection with the providing the use and access of the Platform or Services.
12. DATA PRIVACY
12.1 CBM’s data protection policy explains how CBM treats your Personal Data when you access and/or use the Platform and Services. By accessing and using the Platform and/or Services, you agree that CBM can collect, use and disclose any Personal Data you provide to CBM in accordance with CBM’s data protection policy (which may be found at https://www.cbm.com.sg/privacypolicy) as may be updated and/or amended by CBM from time to time, or otherwise for the purposes of providing the Platform and Services to you, including disclosing such Personal Data to Partners and CBM’s third party providers to enable or facilitate the provision of Services or Partners’ products and/or services to you.
12.2 In addition, you consent to CBM and its third party providers collecting data relating to you (including your Personal Data) to help CBM understand how the Platform and Services are being used and how CBM can improve and enhance the Services, Platform and your experience in CBM’s properties (including for the purposes of research and development, analytics, surveys and/or profiling). Such data may include your device’s IP address, statistics about how you access or use the Services and/or Platform and information provided through the use of “cookies”.
16. FORCE MAJEURE
16.1 CBM shall not be liable for any non-performance, error, interruption or delay in the performance of its obligations or in the Platform’s and/or Services’ operation if due, in whole or in part, directly or indirectly to an event or failure which is beyond its reasonable control (including acts of God, natural disasters, epidemics, acts of war or terrorism, acts of any government or authority, power failures, acts or defaults of any telecommunications network operator or carrier or platform operator, and the acts of a party for whom CBM is not responsible for).