Terms of Use

Welcome to the Techyard Platform (the “Platform”). The Platform is an online marketplace where a buyer can purchase products and/or services from Aftershock PC Pte. Ltd. (“Aftershock”) or any other vendor or seller which uses the Platform with our permission.

The Platform and the Services are provided to you (“User”, “you” or “yours”) by Aftershock PC Pte. Ltd. . The “Services” we provide or make available include (a) the Platform, (b) the services provided by us made available through the Platform, and (c) Website Content (defined below), including any modifications or updates from time to time.

These Terms of Service form a binding agreement between us and you, and governs your access to and use of the Platform and/or Services. Please note that these Terms of Use includes and incorporates by reference (i) our Privacy Policy, accessible at https://thetechyard.com/pages/privacy-policy (“Privacy Policy”), which explains how we collect, use and process your personal data, (ii) other applicable terms and conditions applicable for the time being in force accessible at https://thetechyard.com/pages/buyer-terms-of-sale (“User Agreements”) and (iii) the Documentation (collectively, “Agreement”).

Please read the Agreement carefully before accessing our Platform and using our Services. This Agreement has the same force and effect as if it were executed in writing between you and us. By accessing or using any part of the Platform and/or Services, you acknowledge and agree that (i) you have read, understood, and agree to be bound by the terms of the Agreement, and (ii) you have the capacity to form a binding contract with us. If you do not agree to any terms of the Agreement, or do not have the capacity to enter into the Agreement, you may not access or use the Platform and Services.

OUR ENTITIES

For the purposes of the Agreement, "Affiliates", in relation to a party, means any entity which controls, is controlled by, or is under common control with such party (where "control", including its correlative meanings such as "controlled by", "controls" and "under common control with", means, the direct or indirect power to direct or cause the direction of the management and policies of a corporation, whether through the ownership of voting securities, by contract, or otherwise).

AGE REQUIREMENTS AND PROTECTION OF MINORS

Our Platform and Services are not intended for users under the age of 14. You may not access or use our Platform and Services if you are under the age of 14.

If you are above the age of 14 but under the age of 18 or considered a minor in your jurisdiction, you must obtain your parent or legal guardian’s consent before using our Platform and Services. Please have them read the Agreement with you.

If you are the parent or legal guardian, by allowing your child / ward to access or use our Platform and Services, you acknowledge and agree that you have read, understood and agree to be bound by the terms of the Agreement, and are responsible for your child / ward’s activities on our Platform and Services. You shall guide your child / ward in using our Platform and Services, and shall be liable in the event your child / ward uses our Platform and Services in breach of the Agreement or applicable Laws.

REVISIONS TO THE AGREEMENT

We reserve the right to revise the Agreement (including Privacy Policy and User Agreements), or to amend or issue new user guides, guidelines, notices, operating rules, policies and instructions or other documentation and terms and conditions governing your access to and use of the Platform and Services (including new features or functionalities in the Platform and Services) (collectively, “Documentation”) at any time.

We will use commercially reasonable methods to notify you of such revisions, such as by a notice on the log-in screen, by emailing you, or by providing a push notification to you via the Platform. Your continued access to or use of Platform and/or Services after such notice had been given and such revised Agreement or new Documentation had come into effect shall constitute your acceptance of the revised Agreement or new Documentation (as the case may be).

USER ACCOUNT

Account Registration

You may be required to register an account with us (“Account”) in order to access or use certain features or functionalities on the Platform or receive certain Services.

You may register for an Account by providing us with your registration information (such as your name, a valid email address, and/or your mobile number) (“Registration Data”), setting a password, and agreeing to the Agreement on the registration page.

We may (but shall have no obligation to) permit you to register for an Account by linking a valid account from a third-party platform such as Google, Instagram or Facebook (each such platform, a “Third-Party Platform”). By using a Third-Party Platform to register your Account, you hereby allow us to collect or access information associated with your Third-Party Platform as permitted under the applicable terms and conditions that govern your use of such Third-Party Platform.

We reserve the right to require you to provide additional Registration Data at any time to verify your identity.

We have the absolute right and discretion not to allow you to register any Account and/or use the Platform or Services (without providing any reason).

Use of Account

By registering for an Account, you acknowledge and agree that:

The Registration Data (including personal data) which you have provided to us are true, accurate, current and complete, and you will promptly update the Registration Data to keep it true, accurate, current and complete.

You will not create an Account using a false identity or information, or on behalf of anyone other than yourself.

You shall be solely responsible for maintaining the confidentiality and security of your Account (including your username and password), and shall not allow another person to use your Account to access the Platform and Services. You shall notify us immediately via support@thetechyard.com if you have reason to suspect that the confidentiality of your Account has been compromised, or if you suspect or become aware of any unauthorised use of your Account or any other breach of security.

Notwithstanding anything in this Agreement, you shall be responsible for any access to and/or use of the Platform or the Services, any actions taken on, and all operations of, the Platform and Services, and any information, data or communications that occur under or through the use of your Account or are referable or traceable to your Account (including without limitation to any Services accessed or activated, and any payments or purchases made under your Account). We shall be entitled (but not obliged) to act upon and hold you responsible and liable for such action, as if such actions were carried out by you. You also agree to indemnify us entirely against any and all losses attributable to any access to and/or use of the Platform and/or the Services referable or traceable to your Account.

You shall access and use the Platform and Services in compliance with this Agreement, the Documentation, and all applicable statute, regulation, by-law, ordinance or subordinate legislation in force from time to time, including the common law as may be applicable from time to time and any applicable industry codes or standards which are of a mandatory and binding nature (collectively, “Laws”).

We shall not be liable to you for any harm or loss arising from or relating to the theft of your Account, disclosure of your Account, or the use of your Account by another person or entity.

Suspension or Termination of Account

Unless otherwise prohibited by applicable Laws, we reserve the right to, at our sole discretion, temporarily or permanently suspend or terminate your Account, or impose limits on or restrict your access to and use of the Platform or Services with or without notice at any time for any or no reason including:

if you provide any Registration Data that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that any Registration Data you provide is untrue, inaccurate, not current or incomplete;

if we have reasonable grounds to believe you have violated, or are about to violate, the Agreement or any applicable Laws, or that your Account may have been compromised;

if activities occur under your Account which, in our sole discretion, would or might cause damage or losses to us or any users (whether yourself or other users), impair our ability to provide the Platform or Services, or infringe or violate any third party rights (including Intellectual Property Rights);

if you decline to disclose such information required for the continued usage of the Platform or Services;

in response to requests by any governmental authorities, regulatory authorities, law enforcement agencies, courts, tribunals or judicial bodies (collectively, “Governmental Authorities”);

to address or respond to technical or security issues or problems, or to allow for repairs, maintenance or the introduction of new functionalities or services; or

pursuant to your request.

We shall not be held liable for any losses suffered by you arising out of or in connection with such suspension or termination of your Account.

Disabling of your Account

You may request for us to disable your Account if the following conditions are satisfied:

The Account belongs to you;

There are no outstanding transactions under the Account;

There are no unresolved disputes or proceedings connected to the Account (including without limitation to complaints, reports, litigation, arbitration and regulatory investigations).

You may disable your Account through the Platform. Alternatively, you may submit a request in writing for us to disable your Account by contacting us at support@thetechyard.com.

Please note that if your Account is disabled by you or terminated by us:

You will no longer be able to access or use your Account;

We will not be able to help you find, retrieve or produce any content, information, data or records uploaded to the Platform, created in the Platform, transmitted to your Account, and/or stored in the Platform under your Account, or otherwise related to your Account. Accordingly, you should periodically back up such content, information, data or records as you may require; and

All Account disabling or termination are irreversible.

You acknowledge and agree that the disabling or termination of your Account shall not relieve you of any liability or obligations arising or that have arisen during or from your use of our Platform and Services.

LICENCE AND INTELLECTUAL PROPERTY

User Licence

Subject to the terms and conditions of this Agreement, during the Term, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable, and non-assignable license to access and use the Platform and Services and Website Content (defined below). (“User Licence”)

Unless otherwise prohibited by applicable Laws, you acknowledge and agree that we may terminate your User Licence at any time for any reason or no reason.

Brand Intellectual Property

We and our third-party licensors own all rights, titles and interests (including without limitation to Intellectual Property Rights) in and to:

the Platform, Services, and Documentation;

text, graphics, images, photographs, videos, audio, music, sounds, illustrations, tools, information and content contained in the Platform, Services and Documentation (“Website Content”);

any trademarks, service marks, trade names, domain names, website names, other significant brand features or specific descriptions which will allow a third party to identify us and/or our Affiliates (including without limitation to the “TechYard” logos) (collectively, “Proprietary Markings”);

all updates, derivatives and modifications developed or derived from the Platform, Services, and Documentation, including without limitation to any software, source and object codes, algorithms, data models, technology, web pages, layout design, and electronic documents to the Platform and Services;

any reports or data generated by us in the course of providing the Platform or Services to you;

any intangible ideas, residual knowledge, concepts, know-how and techniques related to or learned from our provision of the Platform or Services, including, without limitation, any intangible ideas, residual knowledge, concepts, know-how, and techniques related to any new features for the Platform or Services, whether or not created for you; and

any operation and technical data relating to the Platform and Services (including without limitation to user Account information, Registration Data, operation records, and service orders).

(collectively, the “Brand Intellectual Property”).

Other than the limited User Licence set forth in this Agreement to Brand Intellectual Property, we do not grant you any rights to Brand Intellectual Property and reserves all rights therein.

You shall not, and shall not permit any other person to:

access or use Brand Intellectual Property except in accordance with the terms of and otherwise permitted under this Agreement;

display, use, apply for registration any Proprietary Markings;

represent to any other persons, that you have the right to display, use or to otherwise dispose of Proprietary Markings;

modify, alter, remove, delete or destroy any Proprietary Markings placed upon or contained within the Platform, Services or any Documentation; or

take any action which would cause the Platform and/or Services or any part thereof to be placed in the public domain or to become open-source software.

In this Agreement, “Intellectual Property Rights” means patents, trademarks, service marks, copyright, know-how, design rights, database rights, rights in software, rights in designs and inventions, trade secrets, confidential information, trade and business names and brands, internet domain names, any application (whether pending, in process or issued) for any of the foregoing and any other industrial, intellectual property or protected right similar to the foregoing (whether registered, registrable or unregistered) in any country and in any form, media, or technology now known or later developed.

USER OBLIGATIONS

General

You shall access and use our Platform and Services in compliance with this Agreement, the User Agreements, and all applicable Laws.

You shall not use the Platform or Services:

for any unlawful purposes or criminal activity;

to buy any illegal products or services or products prohibited under applicable Laws;

to buy any counterfeit products; or

to post, upload, publish, submit, disseminate, promote, transmit or otherwise make available any:

unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene, pornographic, indecent, counterfeited, fraudulent, stolen, harmful or otherwise objectionable content or material;

material that encourages conduct that constitutes a criminal offence, or otherwise breaches any applicable laws, regulations or codes of practice;

unauthorised material for advertising purposes or otherwise; or

materials that infringe or violate any other person’s Intellectual Property Rights (including without limitation making, transmitting or storing electronic copies of materials protected by Intellectual Property Rights without the permission of the owner), rights of publicity or privacy, or other personal rights.

In using the Platform and Services, you shall not:

impersonate any person or party or falsely declare, distort or misrepresent your affiliation with any person or party;

attempt to gain unauthorised access to or otherwise interfere with the performance, operation or functionality of any part of the Platform or Services, or any computer facilities of and/or accessed through the Platform;

make the Platform or Services available to, or use the Platform or Services (or any part thereof) for the benefit of anyone other than yourself;

rent, lease, lend, sell, resell, sublicense, assign, distribute, publish, or lease the Platform or Services (or any part thereof) or otherwise make available to any third party for any reason, or include the Platform or Services in a service bureau, time-sharing, or outsourcing offering;

interfere with or disrupt the integrity, performance, operation or functionality of the Platform or Services, or any information and content contained thereon;

copy, adapt, modify, prepare derivative works based upon, transfer, publicly display, transmit, or otherwise exploit the Platform or Services, including any function or feature thereof;

use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or similar tools) to “scrape”, collect or download any information and data from the Platform or Services;

access the Platform or Services in order to build a competitive product or service or otherwise to compete with us;

reverse engineer, disassemble, or otherwise attempt to derive or gain access to the source code or infrastructure of the Platform or Services or any part thereof;

attempt to probe, scan, or test the vulnerability of the Platform or Services, any of our system or network or breach any security or authentication measures, or otherwise attempt to benchmark the Platform or Services or our performance of any services;

upload, store on, or transmit or make available through the Platform or Services any computer code, files, scripts and programs, including any malware and/or software, that is intended or known to be harmful, destructive, disabling or which assists in or enables theft, alteration, denial of service, unauthorised disclosure or destruction or corruption of data, including viruses, worms, spyware, adware, keyloggers, trojans, ransomware and any other type of threats (collectively, “Harmful Code”);

remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other Intellectual Property Rights notices from the Platform or Services, including any copy thereof; or

provide any competitor of us (including any employee or contractor of such competitor) with access to or use of the Platform or Services (or any part thereof), including by read-only access, direct access through your identification and password information, or otherwise.

Enforcement

You acknowledge and agree that we reserve the right to:

monitor your access to or use of the Platform or Services to ensure your compliance with this Agreement or applicable Laws;

investigate and prosecute violations of this Agreement or applicable Laws;

report any suspicious or unlawful activities occurring on or through the Platform and Services to relevant Governmental Authorities;

consult and cooperate with relevant Governmental Authorities; and

suspend or terminate the User Licence granted to you under this Agreement and/or remove or disable your access to and use of the Platform or Services (or any part thereof) at any time and without prior notice for any reason or no reason, including without limitation to circumstances where we, at our sole discretion, consider any of your actions or operations to be in violation of this Agreement or applicable Laws, is harmful to the Platform or Services or any users of the Platform or Services, or to comply with the order or requirement of any Governmental Authorities.

UPDATES AND AVAILABILITY

Your access to and use of the Platform and Services do not entitle you to the continued provision or availability of the Platform and Services. We may (but shall have no obligation) at any time, at our sole discretion, and without giving any reason or notice, introduce updates, bug fixes, patches, corrections, modifications, enhancements, new releases, new functionalities or features to, or remove or modify existing functionalities or features from, the Platform or Services (“Updates”), without any liability towards you. All Updates will be deemed part of the Platform or Services and be subject to all terms and conditions of this Agreement.

Notwithstanding anything in this Agreement, we shall not be held responsible or liable for any errors or disruptions in the Platform and/or Services (“Errors”), or your inability to access or use the Platform and/or Services (or any part thereof) (“Unavailability”) for any reasons, and any losses or damages you may suffer as a result of such Error or Unavailability, including where such Error or Unavailability is due in part or in whole to any of the following:

User Failure: Where the Error or Unavailability is in part or in whole due to you, including without limitation:

your access or use of, or attempt to access or use, the Platform and/or Services in breach of this Agreement or non-compliance with your obligations under this Agreement;

connectivity issues with your internet connection, or

failure or incompatibility of your mobile phone, laptop, computer, tablet, smart watch and/or other hardware (“User Device”) or software components required in order for you to access or use the Platform or Services which are not provided by us;

Maintenance: Where the Error or Unavailability is in part or in whole due to any scheduled or urgent suspension or restriction of the Platform or Services to allow for Updates, upgrades, repairs, and maintenance of the Platform or Services. Notwithstanding the foregoing, we shall have no obligation to provide any Updates, upgrades, repairs, and maintenance;

Force Majeure Event: Where the Error or Unavailability is in part or in whole due to any circumstance not within a party's reasonable control, including, without limitation to:

fire, storm, lightning, flood, drought, earthquake or other natural disaster or other similar acts of God;

epidemic or pandemic (including the COVID-19 pandemic);

terrorist attack, civil war, civil commotion or riots, war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, or breaking off of diplomatic relations;

any Law or any action taken by a Governmental Authority, including without limitation to changes to Law, imposing an export or import restriction, quota or prohibition, or failing to grant a necessary license or consent;

any labour or trade dispute, strikes, industrial action or lockouts;

non-performance by suppliers or subcontractors; and (h) the unavailability, interruption or failure of utility services such as electricity, gas, water, telecommunications including the internet;

(Each a “Force Majeure Event”.)

any suspension or termination of your Account, access and/or use of the Platform and/or Services in accordance with this Agreement; and/or

any other reasons not caused by or attributable to us, or beyond our

THIRD PARTY MATERIALS

We may display, include or make available third-party content or provide links to third-party websites, products or services (collectively, “Third-Party Materials”) on the Platform. You acknowledge and agree that your use or purchase of any Third-Party Materials are entirely at your own risk.

Without prejudice to the foregoing, you acknowledge and agree that:

We may but shall have no obligation to monitor and review any Third-Party Materials, and shall not be responsible for such Third-Party Materials, including their accuracy, completeness, timeliness, currency, validity, copyright compliance, legality, decency, quality or any other aspect thereof;

We are not a party to any arrangement, transaction or contractual relationship between you and any third parties;

We do not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials;

Third-Party Materials and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions;

We do not guarantee the continued availability of such Third-Party Materials, and may cease displaying, including or making available such Third-Party Materials at any time at our sole discretion without any liability to you;

We make no representations or warranties whatsoever, and shall not be liable for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that you may incur arising out of or in relation to your use of Third-Party Materials, any transactions completed in or through the same, nor for any contract entered into by you with any third party; and

We shall not be responsible for ensuring that any third partes will honour, perform or comply with any arrangement or agreement entered with you.

You shall indemnify us against all costs, losses, liabilities and damages which arise from any action or claim against us from third parties in respect of your use of, integration and/or interface with Third-Party Materials and related data.

USER DATA

We will collect, use, process, retain, and disclose (collectively “Process”) your personal data in accordance with applicable Laws and our Privacy Policy. By accessing and using the Platform and Services, you acknowledge and agree that you have read, understood and consent to our Processing of your personal data in accordance with our Privacy Policy.

If you have any questions or complaints about personal data protection, you can contact us. Please refer to our Privacy Policy for our data protection measures and contact information.

DISCLAIMERS, LIMITATIONS OF LIABILITY AND INDEMNITY

Disclaimer

You acknowledge and agree that to the fullest extent permitted by applicable Laws, the Platform and Services are provided by us on an “as is,” and “as available” basis, with all faults. We expressly disclaim all warranties, representations, and undertakings of any kind, whether express, implied, statutory or otherwise, with respect to the Platform and Services and/or the results that may (or may not) be achieved by the use of the Platform and Services, including without limitation to all warranties of merchantability, third-party rights, title, satisfactory quality, fitness for a particular purpose, non-infringement, accuracy, timeliness or effectiveness, compliance with Laws, and any warranties arising from a course of dealing or usage or trade.

Without limitation to the foregoing, we do not warrant or represent that:

that the Platform or the Services will meet your requirements;

the use of the Platform or Services will be or will remain to be permitted by Laws;

the accuracy, timeliness, adequacy, commercial value or completeness of all data and/or information contained in the Platform or the Services;

that the Platform or the Services, or any material or information obtained through the Platform or Services, will be provided uninterrupted, secure, or free from Errors or omissions;

that the Platform or the Services or any material obtained through or from the Platform or Services are free from any Harmful Code; or

the security of any data or information transmitted by you or to you through the Platform or the Services. In this regard, you acknowledge and agree that you understand that any material or information transmitted or received through the Platform or Services may be accessed by unauthorised third parties, and accept the risk of such occurrences and shall not hold us liable for the same.

Without limitation to the foregoing,

we do not represent or warrant that any description or pricing of any products or services will be true, complete, accurate or up to date;

we make no representations, warranties or undertakings that the products sold on our Platform by third parties (including other Users) will be legal, merchantable, of satisfactory quality, fit for purpose, free from errors or defects, or non-infringing.

Limitation of Liability

In no event shall we be liable to you for:

any loss of earnings, revenue, profits, sales, contracts, business opportunity, business or anticipated savings;

any loss of goodwill or loss of reputation;

any loss or corruption of data;

any damage to your User Device, or

any incidental, consequential, exemplary, special, punitive, multiple, pure economic loss or other indirect losses,

under any theory of liability, whether based upon warranty, contract, tort, statute, strict liability or otherwise, even if we have been advised of the possibility of such damages or losses, arising out of, resulting from or relating in any way to:

your use or inability to use the Platform or Services for any reasons;

your reliance on any material or information made available through the Platform or Services;

the cost of procurement of substitute products or services resulting from any products, data, information or Services purchased or obtained or messages received for transactions entered into through the Platform and Services.

any unauthorized access to or alteration of your data or information;

statements or conduct of any third party on the Platform; or

any other matter relating to the Platform and Services.

Save with respect to death or personal injury caused by our negligence, to the maximum extent permitted by Law, we shall not be liable to you for any death or personal injury, however caused and under any theory of liability, arising out of this Agreement or your use of the Platform and/or Services, or resulting from or relating in any way to your use or inability to use the Platform or Services.

To the maximum extent permitted by Law, in no event shall our aggregate liability to you arising out of or related to this Agreement exceed:

the amount of monies you paid in relation to the purchase or transaction on our Platform from which your claim arose (if your claim relates to a purchase or transaction on our Platform); or

S$200.00 (for all other claims).

Indemnity
You shall indemnify, defend and hold harmless us, our related corporations, our and our related corporations’ directors, officers, employees and agents (collectively, our "Personnel") from and against any and all claims, demands, actions, suits proceedings, damages, obligations, losses, liabilities, costs, penalties or expenses (including, but not limited to, legal fees incurred by us on a full indemnity basis) of whatsoever nature which may be suffered or incurred by us as a result of or in connection with:
your use of the Platform or Services or the results obtained therefrom;

your dispute with any third parties or other User(s) of our Platform;

your breach of any terms of this Agreement, or any representations, warranties or undertakings under this Agreement;

any damage or injury caused by you to any person and/or their property; and

your infringement of any third party right (including any Intellectual Property Rights, property rights, or privacy rights).

You further acknowledge and agree that any Personnel shall be entitled to rely on and enforce the indemnity in Clause 10.3 as if such Personnel were a party to this Agreement.

Reasonableness

You hereby acknowledge and agree that the disclaimer of warranties, limitations of liability and indemnity in this clause and in the other provisions of this Agreement and the allocation of risk therein are essential elements of the bargain in our provision of the Platform and/or Services, without which we would not have provided the Platform and/or Services or entered into this Agreement, and accordingly such disclaimer, limitations of liability and indemnity are reasonable.

TERM AND TERMINATION

This Agreement shall commence on the date when you accepted this Agreement (as described in the preamble above) and remain in full force and effect while you access or use the Platform and Services, until the earlier of (i) your deletion of your Account, or (ii) our termination of your Account in accordance with this Agreement (the “Term”).

Upon any termination of this Agreement:

all rights and licenses granted to you (including the User Licence) shall cease, and you shall immediately discontinue use of the Platform and Services;

your Account and related information, files and content associated with or inside your Account (or any part thereof), including your data, may be deleted from our database at our You acknowledge and agree that we will not have any liability whatsoever to you for deletion of your Account or your data; and

you shall promptly pay all unpaid amounts due to us as of the effective date of termination.

Any provision of this Agreement that expressly or by implication is intended to come into or continue in force on or after the termination of this Agreement shall remain in full force and effect, including without limitation to Clauses 5 (Licence and Intellectual Property), 6 (User Obligations), 8 (Third Party Materials), 10 (Disclaimers, Limitation of Liability and Indemnity), 11 (Term and Termination), 12 (Governing Law and Dispute Resolution) and 13 (General Provisions).

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed under the Laws of the Republic of Singapore.

Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre in accordance with the arbitration rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.

GENERAL PROVISIONS

No Third-Party Beneficiaries. No third party who is not a party to this Agreement (whether or not such person shall be named, referred to, or otherwise identified, or shall form part of a class of persons so named, referred to, or identified, in this Agreement) shall have any rights to enforce or rely upon any of the provisions of this Agreement.

Neither you nor we shall, by virtue of this Agreement, be deemed to be a partner or agent of each other, nor shall anything contained herein be construed as creating a partnership, joint association or trust, it is agreed that each party will be responsible only for its obligations under this Agreement, and neither party shall be authorised to represent or bind the other to any other person.

Notices. Where we require that you provide an e-mail address, you are responsible for providing us with your most current e-mail address. In the event that the last e-mail address you provided to us is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice. All notices or other communications given to you will be deemed received by you on, if sent by email, the time at which the email was sent by us. You may only send us notices in writing to our designated address or email address. We shall be considered as having received such notice only upon receipt. Though we endeavour to respond to customer notices as swiftly as we are able, we cannot promise to always answer with consistent speed.

No Contra Proferentum Rule. You acknowledge and agree that prior to accessing or using the Platform and Services, you have had the opportunity to seek, or have sought the advice of independent legal counsel, and have read and understood all of the terms and conditions of this Agreement and its legal effect. This Agreement shall not be construed against us because we drafted its provisions, and any rule of construction that a document shall be construed against the drafting party shall not apply to this Agreement.

No Waiver. No failure on our part to exercise, and no delay on our part in exercising, any right or remedy under this Agreement, will operate as a waiver thereof, nor will any single or partial exercise of any right or remedy preclude any other or further exercise thereof, or the exercise of any other right or remedy.

Cumulative rights and remedies. Unless otherwise provided under this Agreement, the provisions of this Agreement and our rights and remedies under this Agreement are cumulative and are without prejudice and in addition to any rights or remedies we may have at Law or in equity, and no exercise by us of any one right or remedy under this Agreement, or at Law or in equity, shall (save to the extent, if any, expressly provided for in this Agreement or at Law or in equity) operate so as to hinder or prevent our exercise of any other such right or remedy as at Law or in equity.

This Agreement shall be binding upon and inure to our and your benefit, and any of our and your successors and permitted assigns. You may not assign or transfer any of your rights, benefits or obligations under this Agreement without our prior written consent. No assignment shall relieve or discharge you of any of your obligations or liabilities hereunder, notwithstanding any voluntary assumption by the assignee of such obligations and liabilities.

We shall be entitled, in our discretion, to delegate or subcontract the performance of any of our functions in connection with the Platform, Services and our performance of our obligations under this Agreement, and reserve the right to use any service provider, subcontractor and/or agent on such terms as we deem appropriate.

If a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, that provision of this Agreement will be amended to achieve as nearly as possible the intent of the parties, and the remainder of this Agreement will remain in full force and effect.

[End of Document]

Last Updated Date: OCT 2023