Please read these Terms of Service (“Agreement”, “Terms of Service”, “Terms”) carefully. This Agreement is legally binding and made by and between Emageia PTY LTD Pte Ltd (the “Company”, “our”, “us”, “we”, “Emageia PTY LTD”) and each individual, business, organization or other person or entity (“you”, “your”, “user/s”) that uses and or accesses the Kyber website www.kyber.software and the service provided (hereinafter referred to as “Kyber Marketplace”).
By accessing or using the Kyber Marketplace, you agree to be bound to Terms of Service described in this Agreement. If you do not agree to these Terms of Service, do not subscribe to, access, or use the Kyber Marketplace. Each time Kyber Marketplace is used, an implicit affirmation is given for the acceptance of the terms and conditions herein.
The Kyber Marketplace is a product marketplace developed by Emageia PTY LTD. It serves as the central platform for all Emageia PTY LTD products, it’s sister products and Third-party products (“ Kyber Marketplace products”). Kyber Marketplace aims to establish itself as a comprehensive hub for entrepreneurs, enabling them to discover, explore, and access a wide range of resources to support the operation and growth of their businesses.
The Kyber Marketplace is offered to you conditional upon your acceptance of the terms, conditions, and notices contained herein and updated from time to time. We may modify these Terms of Service or any part thereof or add or remove terms at any time and such modifications, additions or deletions will be effective immediately upon posting. Although we will endeavour to provide you with notice of material changes, your use of the Kyber Marketplace after such posting shall be deemed to constitute acceptance by you of such modifications, additions or deletions. The Company may modify, suspend, discontinue or restrict the use of any portion of the Kyber Marketplace, including the availability of any portion of the content at any time, without notice or liability.
You are granted only a limited, non-exclusive, non-transferable, non-sub licensable license to use the Kyber Marketplace, for use solely by you and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works or other use. You expressly acknowledge that you do not acquire any ownership rights by downloading any copyrighted material from or through the Kyber Marketplace.
The Company will use its best efforts to make the Kyber Marketplace available 24 hours a day, everyday. However, the Company makes no representation or warranty that uninterrupted 24 hours a day, everyday service will be available, especially since a third party provides the software and hosting of the Kyber Marketplace. You agree and acknowledge that the Kyber Marketplace will, at times, be unavailable due to regularly scheduled maintenance, service upgrades, or other mechanical or electronic failures and that the Company shall not be liable for such downtimes. The Company shall not be responsible for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to the Kyber Marketplace. The Company is not responsible for any problems or technical malfunctions of any telephone or fiber network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email to be received by the Company on account of technical problems or traffic congestion on the internet or at any website, or any combination thereof, including any injury or damage to your computer or peripherals related to use or downloading any materials from the Kyber Marketplace.
You agree to use the Kyber Marketplace only for purposes that are legal, proper and in accordance with Terms herein, and all applicable laws and regulations in the relevant legal jurisdictions. Without limiting the foregoing, you represent and warrant to the Company that you have the rights and authority to submit the information you provide to the Company in connection with your use of the Kyber Marketplace, and such submission and publication of such information through the Kyber Marketplace does not and will not infringe the rights of any person or third party.
You further agree to:
You further represent, warrant and agree to NOT:
If you encounter any of these prohibited uses, we encourage you to report them to us immediately.
Technical support for Kyber Marketplace products will be furnished by the respective product website under terms mutually agreed upon between the said product website and you. Company assumes no responsibility or liability for providing technical support to you for any Kyber Marketplace products, including any security updates or patches supplied by the said products. The Company shall not be held liable for any defects or deficiencies in Kyber Marketplace products solely on the basis that such products were discovered or accessed through the Kyber Marketplace. The Kyber Marketplace functions solely as an informational platform to assist customers in identifying and selecting products, and as such, the Company disclaims any responsibility or liability for the performance, quality, or suitability of Kyber Marketplace products.
The Kyber Marketplace materials, trade names and trademarks, and any parts or elements thereof are solely and exclusively owned and operated by Company and its third-parties and hosting partners. Kyber Marketplace materials are protected by copyright, patent, trade secrets, and trademark laws, international conventions and treaties, and all other relevant intellectual property and proprietary rights laws. The company, its affiliates and licensors retains all right, title and interest in the Kyber Marketplace, materials trade names and trademarks, and any parts or elements. Your use of Kyber Marketplace and materials, and any parts or elements does not grant to you any ownership right or intellectual property rights therein. Any commercial or promotional distribution, publishing or exploitation of the Kyber Marketplace materials is strictly prohibited unless you have received express prior written permission from Company or the otherwise applicable rights holder. The Company reserves all rights to the Kyber Marketplace, materials and Kyber Marketplace trade names and trademarks not expressly granted in the Terms.
EACH PARTY REPRESENTS AND WARRANTS THAT (A) IT HAS FULL POWER AND AUTHORITY TO ENTER INTO THE AGREEMENT, AND (B) IT WILL COMPLY WITH ALL LAWS APPLICABLE TO ITS PROVISION, RECEIPT, OR USE OF KYBER MARKETPLACE AND THIRD-PARTY PRODUCTS, AS APPLICABLE.
THE KYBER MARKETPLACE AND ALL THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING ANY SOFTWARE), AND SERVICES PROVIDED BY THE COMPANY THROUGH THIS SITE ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS EXPLICITLY STATED OTHERWISE IN THE AGREEMENT. THE COMPANY DOES NOT MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE OPERATION OF THIS SITE OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING ANY SOFTWARE), OR SERVICES PROVIDED, UNLESS SPECIFIED IN WRITING. YOU EXPLICITLY ACKNOWLEDGE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT WARRANT THAT THIS SITE, THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING ANY SOFTWARE), OR SERVICES PROVIDED THROUGH THE KYBER WEBSITE, ITS SERVERS, OR EMAIL SENT FROM THE COMPANY ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
THE COMPANY WILL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM THE USE OF THE KYBER MARKETPLACE OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE), OR SERVICES PROVIDED THROUGH THE KYBER MARKETPLACE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, UNLESS OTHERWISE SPECIFIED IN THE AGREEMENT.
We use external databases for specific functionalities related to the Kyber Marketplace we provide. We do not control the content or security of these external databases. Errors and/or omissions may periodically occur and are foreseeable when relying upon external databases and we are unable to assume responsibility for oversight of these errors and/or omissions. We make commercially reasonable efforts to ensure that information gleaned from external databases are accurate but assume no responsibility for the accuracy of such information. Although we make commercially reasonable efforts to ensure the information received from an external database is free from viruses, malware, or any destructive instrumentality, we assume no responsibility for the presence of any viruses, malware, or any other destructive instrumentality transmitted to us from an external database.
The Kyber Marketplace may contain links and pointers to websites operated by third-parties. These links are provided solely as a convenience to you and not as an endorsement by us of the contents of such third-party websites. We are not responsible for the content of linked third-party websites and do not make any representations regarding the content or accuracy of materials on such third-party websites. If you decide to access linked third-party websites, you do so at your own risk.
To the extent allowed by applicable law, you agree to defend, indemnify and hold harmless Company and any of its directors, officers, members, shareholders, and employees and their heirs from and against any and all third party claims and all liabilities, assessments, losses, costs or damages resulting from or arising out of or related to your use of the Kyber Marketplace, or any breach by you of any term or condition of this Agreement. If any such action shall be brought against any indemnified party, they shall notify you in writing and user shall assume and control the defense and settlement of each such action, including the employment of counsel and payment of all expenses associated with such action. Any indemnified party shall have the right to employ separate counsel in any such action and participate in the defense, at their own cost unless otherwise agreed to by you.
The Company reserves the right to modify the terms, conditions, and notices under which the Kyber Marketplace is offered. Your continued use of the Kyber Marketplace after the postings of any amended terms and conditions shall constitute your agreement to be bound by any such changes.
This Agreement is the entire Agreement between the Company and you regarding the use of the Kyber Marketplace and all changes must be in writing as an amendment to this document. Verbal or other communications are not valid until written in this document. This Agreement does not modify any existing or future engagement letter for services provided to you by the Company and is not intended to be an engagement letter.
The term of this Agreement extends past the life of the Kyber Marketplace and remains in full force and effect even if access is terminated to you or to the Kyber Marketplace.
We may transfer, assign, sub-contract or otherwise deal with our rights and/or obligations under this Agreement. You may not transfer or assign this Agreement or your obligations thereunder.
If a provision of the Terms of Services is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provisions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
All Confidential Information disclosed hereunder will remain the exclusive and confidential property of the disclosing party. The receiving party will not disclose the Confidential Information of the disclosing party and will use at least the same degree of care, discretion and diligence in protecting the Confidential Information of the disclosing party as it uses with respect to its own confidential information, but in no case less than reasonable care. The receiving party will limit access to Confidential Information to its affiliates, employees and authorized representatives with a need to know and will instruct them to keep such information confidential. Notwithstanding the foregoing, the receiving party may disclose Confidential Information of the disclosing party (i) to the extent necessary to comply with any applicable law, (ii) as appropriate, to respond to any summons or subpoena or in connection with any litigation.
You acknowledge that the Company may use Confidential Information as permitted by applicable law to evaluate possible commercial arrangements between the Company, its affiliates or its recommended third parties and user, and to communicate with user from time to time regarding the Company’s products and services (including, without limitation, third party services) that may improve the efficiency of user’s operations or otherwise benefit user.
The Company may use internet/website analytics software tools and programs that collect, transmit, store, disclose and analyze certain information about the actual use of the Kyber Marketplace by users, permitted entities and/or providers (such as, but not limited to, pages viewed, links clicked, help functions used and other workflow information); such information shall not be considered Confidential Information hereunder and may be used by the Company for the purpose of license administration, error resolution and product analysis and improvement.
Should any portion of this Agreement be deemed unlawful, void or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of all remaining provisions which will remain in full force and effect. The failure of the Company to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against the Company unless made in writing and signed by the Managing Member of the Company, and no such waiver shall be construed as a waiver in any other or subsequent instance.
This Agreement shall be governed by and construed in strict compliance with the relevant laws and regulations established by the government of Singapore.
Any dispute, controversy or claims arising out of this Agreement or breach, termination or invalidity thereto between the parties shall first be resolved amicably via negotiations.
Any dispute that cannot be resolved via negotiations, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) 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 language shall be English, and the Arbitral seat shall be Singapore.
The Company is not liable under this Agreement for the non-performance caused by acts of war, terrorism, pandemic, epidemic, natural disasters (e.g., hurricanes, earthquakes), human-made disasters, other acts of God or nature, public health emergencies (including pandemics), public safety incidents, telecommunication or internet service interruption, strikes or other labor disputes or unrest, civil insurrections, riots, or other acts of civil disorder, acts of military, civil, or regulatory authority or any other events, conditions or causes beyond the Company’s reasonable control.
