Terms Of Use

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING OUR SITE AND SERVICES.


The online community at http://www.utoocentral.com is managed by its legal owner and operator Utoocentral Pte. Ltd. (“utoocentral”), and may include online message boards, newsgroups, chatrooms, Wikis, blogs and/or other interactive forums (collectively, the “Community”). Access to, and use of, our Site and participation in our Community is on a voluntary basis and will be governed by these terms and conditions (including any disclaimers), our Privacy Policy and other legal notices and terms which we may at any time and from time to time impose (collectively, the “Terms”).

By accessing or using the Site, or participating in our Community, you explicitly agree to comply with and be bound by the Terms, which utoocentral reserves the right to modify and/or update (at any time and from time to time, for any reason or no reason and with or without notice to you) with any such modifications and updates being effective upon posting on the Site.

Please review the Site periodically for changes to the Terms. If you do not agree to these Terms or to any modifications or updates thereto, please cease all access to, or use of, the Site. and participation in the Community. Your continued use of the Services shall be deemed your conclusive acceptance of the Agreement (as well as any modifications thereto). In addition, you agree to any rules and guidelines which may be imposed by the Site from time to time.

1. Rules of Conduct

1.1 In order to access the Site and participate in our Community, you must be (a) at least 18 years of age; or (b) have parental or guardian consent; and (c) fully able and competent to enter into and abide by these Terms. Users shall ensure that all use shall comply with these Terms and all applicable laws. For the purposes of these Terms, any person who accesses or uses the Site or participates in the Community shall referred to as a “User”.

1.2 All activities undertaken by you in connection with this Site shall be for lawful purposes only and should comply with accepted network and internet practices. You agree not to post or transmit through this Site any content or material that is unlawful, uncivil, malicious, unauthorized, harmful, threatening, libelous, defamatory, false, obscene, invades the privacy of others, advertises or solicits any goods or services which are unlawful or otherwise. Any reviews, opinions or comments posted by you on the Site or in the Community shall be appropriate and lawful. You shall not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with any person, group or entity. utoocentral may, in its sole discretion, edit, refuse or remove any content and materials posted on the Site or in the Community for any reason whatsoever without any notification to you and without the need to seek your consent.

1.3 You agree not to attempt to reverse engineer or jeopardize the correct functioning of the Site, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Site. You must not upload or transmit any material which is technically harmful or designed to interrupt, destroy or limit the functionality of the Site and the Community, including any form of form of virus, worm, Trojan horse or other malicious code.

1.4 For the purposes of this Agreement, any reference to “unauthorized use” shall include (but shall not be limited to) any use which is expressly prohibited, any use which in the opinion of utoocentral, restricts or inhibits the proper use or enjoyment of the Site and the Community by any other User, any use which in the sole opinion of utoocentral, is not consistent with the purpose for which the Site and the Community are being offered, any attempt to access any data on our Site or the Community (or to use our Site to access data on any other website) which is not intended for you, entering into any fraudulent transactions, any use which imposes an unreasonable or disproportionately large load on the Site or Community infrastructure or the sending of any unsolicited mail messages to parties who have not requested for such messages.

1.5 Utoocentral has the unrestricted right to suspend or terminate the use of the Site or Community at any time in relation to any User and shall not be obliged to provide any reason or explanation in relation to such suspension or termination. Utoocentral may edit, move, delete or remove any posts on any part of the Site or the Community at any time, and from time to time, and shall not be obliged to provide any reason or explanation for such action. No means of appeal shall be entertained in respect of any such action.

1.6 Utoocentral may, from time to time and at any time, provide additional or modified services on the Site and through the Community or through affiliated sites and shall be entitled to vary or modify these Terms (or to impose additional terms and conditions) in relation thereto.

2. User Accounts

2.1 Any User who wishes to participate in the Community or to access any part of the Site which requires registration shall be required to register and create an account (“User Account”). In connection with the registration exercise, a User shall provide all such information as utoocentral may request from time to time and utoocentral reserves the right to request for information at any time including after the initial creation of a User Account. All such information will be maintained in accordance with our Privacy Policy.

2.2 All Users shall be issued a confidential password upon the creation of a User Account. Each User shall be personally responsible for maintaining the confidentiality of such password. Unless and until otherwise notified by you in writing, utoocentral shall treat all Users using your User Account and password as your duly authorized agent and you shall be responsible for all activities and transactions conducted by such User.

2.3 Utoocentral shall be entitled to regulate the use of all User Accounts in such manner as utoocentral may from time to time see fit to ensure that all use is authorized.

3. Hyperlinks and External Websites

Links to third party websites within any part of our Site or the Community is provided as a convenience to access, and the provision of a link to any third party website (whether such link is provided by us or by another User) is not an endorsement, authorization or representation of our affiliation with that third party. We do not exercise control over third party websites and we are not responsible for the contents of any linked site. Linked sites are owned and operated by independent retailers or service providers, and therefore, we cannot ensure that you will be satisfied with their products, services or business practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any of these third parties and any use or access by you of such linked sites shall be at your sole risk.

4. Privacy Policy

Please review our Privacy Policy. In using the Site and participating in the Community, you agree to the use of cookies as set out in the Privacy Policy. You should exercise caution when deciding to disclose personal information. If you voluntarily disclose information, e.g. a telephone number or an email address, in the Community, that information may be collected and used by third parties to send you unsolicited messages, advertisements or for other purposes. Utoocentral does not control the actions of such third parties and is not liable for those actions. If you disclose personal information in the Community, you do so at your own risk.

5. Intellectual Property Rights

5.1 Subject to Section 5.2, all intellectual property rights (including, but not limited to, all copyrights, patents, trademarks, service marks, trade names, designs, “look and feel” and other information, images, files and sounds and non-literal elements contained on or available on the Site and in the Community) is the property of utoocentral and are owned by, licensed to or controlled by utoocentral.

5.2 Title, ownership rights and intellectual property rights in and to the content accessed using the Site or through the Community is the property of the applicable content owner and may be protected by applicable copyright or other law.

5.3 Nothing listed in Sections 5.1 and 5.2 may be reproduced, redistributed, copied, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, sold, rented or sublicensed, used to create derivative works or in any way exploited without utoocentral’s prior written consent. You may however retrieve and display the content of the Site on a computer screen or print one copy of such content for your own personal, non-commercial use, provided you keep intact all and any copyright and proprietary notices. You may not otherwise reproduce, modify, copy or distribute or use for commercial purposes any of the material or content on the Site or in the Community without utoocentral’s prior written consent.

5.4 Any material (including any opinions, recommendations and/or any content) you transmit or post or submit to the Site, through the Community (or otherwise to us) shall be considered non-confidential and non-proprietary to you, subject to our obligations under any applicable prevailing data protection legislation. In transmitting, posting or submitting any material on the Site or through the Community, you agree to grant us a royalty-free, perpetual, irrevocable and non-exclusive right to use, copy, modify, adapt, translate, publish and distribute any such material on a worldwide basis in such manner and for such purpose as utoocentral may see fit.

6. No Warranty; Limitation of Liability

6.1 THE SITE, THE COMMUNITY AND ALL INFORMATION, SERVICES AND DOCUMENTATION PROVIDED IN CONNECTION WITH ANY PART OF THE SITE AND/OR THE COMMUNITY ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

6.2 UTOOCENTRAL SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING INDIRECT, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES, COSTS OF REPLACEMENT PRODUCTS OR SERVICE, OR LOSS OR DAMAGE TO INFORMATION OR DATA ARISING OUT OF THE USE OR ACCESS, OR INABILITY TO USE OR ACCESS ANY PART OF THE SITE OR THE COMMUNITY, OR THE RELIANCE ON ANY INFORMATION CONTAINED ON ANY PART OF THE SITE OR COMMUNITY. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL UTOOCENTRAL BE LIABLE FOR DAMAGES RESULTING FROM USE OF, OR ACCESS TO, ANY PART OF THE SITE AND/OR COMMUNITY, OR RELIANCE ON THE INFORMATION PRESENTED IN ANY PART OF THE SITE AND/OR COMMUNITY OR IN CONNECTION WITH ANY PART OF THE SITE AND/OR COMMUNITY, EVEN IF UTOOCENTRAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.3 ALL DISCLAIMERS AND LIMITATIONS SET FORTH IN THESE TERMS OR OTHERWISE EXISTING AT LAW (1) ARE OF THE ESSENCE OF THE AGREEMENT OF THE PARTIES, AND (2) SURVIVE ANY TERMINATION, EXPIRATION OR RESCISSION OF THESE TERMS.

6.4 utoocentral, its employees or representatives may at any time and from time to time post on the Site or the Community but any such content shall not constitute any form of advice, recommendation, representation, endorsement or arrangement by utoocentral and is not intended to be relied upon by Users in making (or refraining from making) any specific decisions. Users should conduct their own due diligence and secure professional advice before making any decisions or taking any actions in relation to any matters that may be referred to on the Site or in the Community.

6.5 We do not warrant that any use of, or access to, the Site or the Community will be uninterrupted or that any information or messages transmitted via the Site or the Community will be transmitted accurately, reliably, in a timely manner or at all and access to the Site or the Community may be suspended, terminated or restricted at any time. We do not guarantee that the Site or its related systems are compliant or free from viruses or other contaminating or destructive properties.

6.6 You agree to indemnify, defend and hold harmless utoocentral and its officers, directors, employees, owners, information providers, agents, partners, affiliates, licensees, licensors from and against any and all liabilities, demands, claims, costs, including reasonable attorneys' fees, incurred by the indemnified parties in connection with any demand, claim, action, suit, or loss due to or arising as a result of any breach by you of these Terms or claims arising from your User Account or arising out of content you submit, post, transmit or make available through the Site or the Community, your use of the Site and the Community, your connection to the Site and the Community, your violation of any agreement with utoocentral, or your violation of any rights of any third party. You agree to use your best efforts to cooperate with utoocentral in the defense of any demand, claim, action or suit. utoocentral reserves the right to assume the exclusive defense of any matter subject to indemnification by you at utoocentral’s own expense.

7. Force Majeure

UTOOCENTRAL, its affiliates, officers, employees and service providers will not be liable or deemed to be in default for any delay or failure in performance or interruption of the delivery of any content resulting directly or indirectly from any cause or circumstance beyond its or their reasonable control, including but not limited to failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorised access, theft, operator errors, severe weather, earthquakes or natural disasters, strikes or other labour problems, wars, or governmental restrictions.

8. Applicable law and jurisdiction

The Site (excluding links to third-party sites) is owned, operated and controlled by utoocentral. The Site and access to the Community is available through the world wide web and the use and access by a User in any country shall be subject to the laws of such country (and any other applicable country). Each country has laws that may differ from those of Singapore and from each other. You and utoocentral both benefit from establishing a predictable legal environment in which to publish, access and use the Site and participate in the Community. Therefore, by publishing, accessing and/or using the Site or participating in the Community, you and utoocentral explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Site and participation in the Community will be governed by the laws of Singapore, without regard to its conflicts of law principles. You agree that all claims you may have against utoocentral arising from or relating to the operation or use of this Site or participation in the Community will be heard and resolved in the courts of Singapore. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts. If you choose to access this Site or participate in the Community from locations other than Singapore, you will be responsible for compliance with all local laws of such other jurisdiction.

9. Miscellaneous

9.1 The failure of utoocentral to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by to be invalid by a court of law, the other provisions of these Terms shall remain in full force and effect.

9.2 All provisions of these Terms apply equally to and are for the benefit of utoocentral, its subsidiary and holding companies, their affiliates, third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf (save that these Terms may be modified or rescinded without the consent of those parties).