1 The Platform
1.1iProcurePro’s proprietary platform allows Service Providers to bid to perform Services to end-users including property managers, management corporations constituted by virtue of the Land Titles (Strata) Act and/or members of the public seeking such Services (collectively, the “End-Users”) and to assist End-Users to manage the performance of such Services. This includes:
(a) posting of requests for quotations on the project tender platform;
(b) obtaining quotations in respect of the posted requests for quotations;
(c) provision of a virtual approval system;
(d) provision of a project management system;
(e) provision of a project report generation system;
(f) provision of a information management and archival system; and
(g) provision of a service provider directory.
1.2 iProcurePro shall use commercially reasonable endeavours to make the Platform available 24 hours a day, seven days a week except for planned maintenance.
1.3 iProcurePro may, from time to time and without notice, change the Platform in order to comply with any applicable safety or statutory requirements.
2 Permitted Use Policy
As a condition of your use of the Platform, you agree that:
(a) you are an individual and are at least 18 years of age;
(b) you have the authority and capacity to enter into a binding legal obligation;
(d) if you elect to create an account on the Platform:
(i) you may create only one account for your personal use;
(ii) you may only make legitimate purchases for Services that comply with the letter and spirit of the terms of the respective offers by Service Providers; and
(iii) you must safeguard your password and supervise the use of your account, and understand and agree that you are responsible for your own use and the use of your account by anyone you allow to access it;
(e) you represent that you have the right to provide any and all information you submit to the Platform, that the information is only about yourself, and that all such information is accurate, true, current and complete;
(h) you are aware that calls to iProcurePro’s concierge service are recorded for training, quality and archival purposes.
3 Availability of the Platform
3.1 You acknowledge and accept that there may be interruptions in service or events that are beyond our control. While we use reasonable efforts to keep the Platform accessible, the Platform may be unavailable from time to time for any reason including, without limitation, routine maintenance or upgrading. You understand and acknowledge that due to circumstances both within and outside of our control, access to the Platform may be interrupted, suspended or terminated at any time, without prior notice to you. We retain the right, at our sole discretion, to deny service or access to the Platform to anyone or any account, at any time and for any reason as we may in our discretion deem to be appropriate.
3.2 We reserve complete and sole discretion with respect to the operation of Platform. This means that we may, amongst other things:
(a) delete any email or private message if it has not been accessed by an End-User within the time established by our policies in force from time to time;
(b) make available to third parties information relating to the Platform and End-Users;
(c) withdraw, suspend or discontinue any functionality or feature of Platform; and
(d) review forums, user comments and chats and authorise restrictions or prohibitions on access thereto.
4 Ownership of the Platform
5 Transmission of Information
Because we do not control the security of the Internet or other networks you use to access the Platform or communicate with us, we can’t be, and are not responsible for, the security of information that you choose to communicate with iProcurePro and the Platform while it is being transmitted. In addition, iProcurePro is not responsible for any data lost during transmission.
6 Your Conduct on the Platform
(a) submitting any purposely inaccurate information, committing fraud or falsifying information in connection with your Platform account or in order to create multiple Platform accounts;
(b) attempting to, or actually accessing data not intended for you, such as logging into a server, module or an account which you are not authorised to access or which is not meant for you to access;
(c) attempting to scan, or test the security or configuration of the Platform or to breach security or authentication measures without proper authorisation;
(d) tampering or interfering with the proper functioning of any part, page or area of the Platform and any and all functions and services provided by iProcurePro;
(e) attempting to interfere with service to any user in any manner, including, without limitation, by means of submitting a virus to the Platform, or attempts at overloading, “flooding”, “spamming”, “mail bombing” or “crashing” the Platform;
(f) disseminating or transmitting material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious;
(g) disseminating, storing or transmitting files, graphics, software or other material that actually or potentially infringes the copyright, trade mark, patent, trade secret or other intellectual property right of any person;
(h) using the Platform or any of its contents to advertise or solicit, for any other commercial, social, political or religious purpose, or to compete, directly or indirectly with iProcurePro;
(i) reselling or repurposing your access to the Platform or any purchases made through the Platform;
(j) using the Platform or any of its resources to solicit End-Users, Service Providers or other business partners of iProcurePro to become users or partners of other online or offline services directly or indirectly competitive or potentially competitive with iProcurePro, including without limitation, aggregating current or previously offered service offerings;
(k) using any End-User or Service Provider information from the Platform for any commercial purpose, including, but not limited to, marketing;
(l) accessing, monitoring or copying any content or information from the Platform using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;
(m) violating the restrictions in any robot exclusion headers on the Platform or bypassing or circumventing other measures employed to prevent or limit access to the Platform;
(n) taking any action that places excessive demand on our services, or imposes, or may impose an unreasonable or disproportionately large load on our servers or other portion of our infrastructure (as determined in our sole discretion);
(o) aggregating any live or post-feature content or other information from the Platform (whether using links or other technical means or physical records associated with purchases made through the Platform) with material from other sites or on a secondary site without our express written permission.
(p) deep-linking to any portion of the Platform without our express written permission;
(q) acting illegally or maliciously against the business interests or reputation of iProcurePro, any Service Provider, any End-User, any Services or the services provided through the Platform (including posting reviews which are, in our sole discretion, purposefully malicious, frivolous and/or baseless);
(r) hyperlinking to the Platform from any other website without our initial and ongoing consent; or
6.2 The End-User shall cooperate with iProcurePro in all matters relating the:
(a) provision of information as may be reasonably required by iProcurePro;
(b) posting of requests for quotations on the Platform when procuring products and/or services;
(c) assisting Service Providers to submit quotations via the Platform or refer such Service Providers to iProcurePro for such purpose;
(d) awarding project contracts to the relevant Service Providers via the Platform; and
(e) maintaining the project information and archives on the Platform.
7 Creating an Account on the Platform
If you create an account on the Platform, you may only create and hold one (1) account that you are solely responsible for managing. Your account is non-transferrable and may not be sold, combined or otherwise shared with any other person. If you violate any of these terms, we may terminate your account and, without limitation, you may forfeit any amount due to be credit to you under or in respect of your account. If we terminate your account, you may not re-enrol or join under a new account unless we formally approve this (including re-enrolling or joining with a different email account or under a different name). If you commit fraud or falsify information in connection with your use of the Platform or in connection with your Platform account, your account will be terminated immediately and we reserve the right to hold you liable for any and all damages that we suffer, to pursue any action which is available to us (including the use of any available legal remedies) and to notify your Internet Service Provider of any fraudulent activity we associate with you or your use of the Platform.
8 Information on the Platform
We do not control information provided or posted by End-Users and Service Providers. You may find other End-Users’ and Service Providers’ information to be inaccurate, harmful or offensive. By using the Services you assume all of the risks associated with the use of the Platform and the Service Providers and you agree to accept such risks and agree that iProcurePro is not responsible for the acts or omissions of any End-User or Service Provider. Notwithstanding the foregoing, we reserve the right to edit or remove any content placed on the Platform, including any material, comments or reviews which we consider in our sole discretion to be harmful, offensive, deceptive and/or unlawful.
9 Links to Third Party Sites
We don’t have control over websites that the Platform may link to. The Platform may contain links to third party websites that are not owned, operated, or controlled by the Platform. Therefore, we cannot and do not assume responsibility for the content, privacy policies, or practices of such websites or the companies that own them. Additionally, we cannot and will not censor or edit the content of any third party site. By using the Platform you expressly relieve us from any and all liability arising from your use of any third party website.
10 Intellectual Property
(a) Everything located or created on or in the Platform or developed by iProcurePro or its agents, subcontractors, consultants and employees in relation to the Platform in any form is the exclusive property of iProcurePro. This includes patents, utility models, rights to inventions, computer programs, data, system-generated reports, copyright and trademarks, business names and domain names, rights in get-up, goodwill, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
(b) Any copying, distributing, transmitting, posting, linking, deep linking, or otherwise modifying of the Platform or microsites within the Platform without our express written permission is prohibited. Any violation of this requirement may result in a copyright, trade mark or other intellectual property right infringement that may subject you to civil and/or criminal penalties. iProcurePro licenses the right to use such intellectual property to the End-User on a non-exclusive, worldwide basis to such extent as is necessary to enable the End-User to make reasonable use of the Deliverables and the Services.
(b) The Platform and any microsite within the Platform contains copyrighted material, trade marks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Platform are protected by copyright. iProcurePro owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. You may download, print, and/or save copyrighted material for your personal use only. Except as otherwise expressly stated under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material without the express permission of iProcurePro or the copyright owner is permitted. If copying, redistribution or publication of copyrighted material is permitted, you will make independent attribution and/or agree to make no changes in or deletion of any author attribution, trade mark legend or copyright notice. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material.
(c) You will not upload, post or otherwise make available on the Platform any material protected by copyright, trade mark or other proprietary right without the express permission of the owner of the copyright, trade mark or other proprietary right. iProcurePro does not have any express burden or responsibility to provide you with indications, markings or anything else that may aid you in determining whether the material in question is copyrighted or trade marked. You will be solely liable for any damage resulting from any infringement of copyrights, trade marks, proprietary rights or any other harm resulting from such a submission. By submitting material to any public area of the Platform, you warrant that the owner of such material has expressly granted iProcurePro a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. You also permit any other End-Users to access, view, store or reproduce the material for that End-User’s personal use. You also grant iProcurePro the right to edit, copy, publish and distribute any material that you make available on the Platform.
10.2 Copyright Policy
iProcurePro reserves the right to terminate its agreement with you or any other user of the Platform who infringes third-party copyright. If you believe that any material has been posted on or through the Platform by any person in a way that constitutes copyright infringement, you shall provide iProcurePro with the following information:
(a) an electronic or physical signature of the person authorised to act on behalf of the owner of the copyrighted work;
(b) an identification of the copyrighted work and the location on the Platform of the allegedly infringing work;
(c) a written statement that you have a good faith belief that the disputed use is not authorised by the owner, its agent, or the law;
(d) your name and contact information, including telephone number and e-mail address; and
(e) a statement by you that the above information in your notice is accurate and that you are the copyright owner or authorised to act on the copyright owner’s behalf.
Contact information for iProcurePro’s claims of copyright infringement is: firstname.lastname@example.org.
IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ AGREED PRICE.
Please note that this procedure is exclusively for notifying iProcurePro and its affiliates that your copyrighted material has been infringed.
iProcurePro has adopted a policy of terminating, in appropriate circumstances, users of the Platform who are deemed to be repeat infringers. iProcurePro may also at its sole discretion limit access to the Platform and/or terminate the accounts of any user of the Platform who infringes any intellectual property rights of others, whether or not there is any repeat infringement.
11 Disclaimer of Warranty
11.1 You expressly agree that use of the Platform is at your own risk. To the maximum extent permitted by applicable law, you agree that the Services provided on and through the Platform are provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Without limiting the foregoing, neither iProcurePro, its subsidiaries, affiliates or any of their respective staff members, agents, service providers, third-party content providers or licensors, or any of their officers, directors, staff members or agents, warrant that use of the Platform will be uninterrupted or error free; nor do they make any warranty as to (a) the results that may be obtained from use of the Platform, or (b) the accuracy, reliability or content of any information or any Service provided or contract through this site. The Platform is made accessible on an “as is” and “as available” basis. iProcurePro hereby disclaims any representations, warranties and conditions, whether express or implied, including those to title non-infringement, merchantability, and fitness for a particular purpose.
IPROCUREPRO PROVIDES AN ONLINE PLATFORM FOR END-USERS TO SOURCE AND FACILITATE THE SALE AND PURCHASE OF GOODS AND/OR SERVICES AND IS NOT INVOLVED IN THE ACTUAL TRANSACTION BETWEEN END-USERS AND SERVICE PROVIDERS. IPROCUREPRO DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A SERVICE PROVIDER THROUGH THE WEBSITE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND IPROCUREPRO WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THE SERVICE PROVIDER.
11.2 The information presented or contained in the Platform is presented for informational purposes only. No information, whether oral or written, obtained by an End-User from a Service Provider, or by a Service Provider from an End-User, or in relation to any Service will create any warranty not expressly stated in this agreement.
11.3 Each End-User hereby agrees and understands that:
(a) iProcurePro does not provide, or offer to provide, negotiate or attempt to negotiate, the provision of any Service, and the provision and offer to provide Services is undertaken solely by Service Providers;
(b) information about a particular Service is provided directly by the relevant Service Provider and not by iProcurePro; iProcurePro does not engage in reviewing information relating to a Service or potential Service provided by a Service Provider in any manner;
(c) the decision to purchase a Service is entirely in the End-User’s discretion and iProcurePro does not induce or attempt to induce any End-User to purchase any Service;
(d) the price proposed by Service Provider to an End-User for the provision of any Service may exclude any applicable goods and services, value added or other consumption tax, but the Agreed Price will include any and all applicable taxes and other charges;
(e) iProcurePro does not guarantee any price or Service offered by a Service Provider; and
(f) iProcurePro does not act as an agent, fiduciary or trustee or any End-User or Service Provider and that iProcurePro does not exercise any direct or indirect control over any End-User or Service Provider.
11.4 iProcurePro makes no representations that the Platform is appropriate or available for use in jurisdictions other than the locations in which the Services are offered. Those who access or use the Platform from other jurisdictions do so at their own volition and are responsible for compliance with local laws.
11.5 If iProcurePro’s performance of its obligations is prevented or delayed by any act or omission of the End-User, its agents, subcontractors, consultants or employees, iProcurePro shall not be liable for any costs, charges or losses sustained or incurred by the End-User that arise directly or indirectly from such prevention or delay.
12 Dispute Resolution
12.1 In any event of dispute, the parties shall negotiate in good faith with each other with a view to the resolution of such dispute.
(b) If the mediation referred to in paragraph (a) above fails as determined by the Singapore Mediation Centre, a Dispute shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this Clause. The arbitral tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English.
12.3 These terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Platform are governed by and shall be construed in accordance with Singapore law.
13 End-User Communications
14 Public Nature of Your Statements
You may choose to or we may invite you to submit comments or ideas about any Services received by you or relating to the Platform, including without limitation about how to improve the Services you received or the Platform (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place iProcurePro under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, iProcurePro does not waive any rights to use similar or related ideas previously known to iProcurePro, or developed by its staff members, or obtained from sources other than you.
16 License Grant
By posting Statements or other information on or through the Communities, you grant iProcurePro a royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, summarise, publish, edit, translate, distribute, perform, and display the Statements alone or as part of other works in any form, media, or technology whether now known or hereafter developed without territorial or time limitations, and to sub-license such rights through multiple tiers of sub-licensees. Your license of any Statements or information submitted above extends to use for promotions, advertising, market research or any other lawful purpose, without limitation.
19 Choice of Law
20 Miscellaneous Provisions