Terms & Conditions
Clause 1 - Application and Acceptance of the Terms
You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with Deskera, or (b) you are not permitted to receive any Services under the laws of Singapore or other countries/regions including the country/region in which you are resident or from which you use the Services.
Deskera may amend any Terms at any time by posting the relevant amended and restated Terms on the Sites. By continuing to use the Services or the Sites, you agree that the amended Terms will apply to you.
If Deskera has posted or provided a translation of the English language version of the Terms, you agree that the translation is provided for convenience only and that the English language version will govern your uses of the Services or the Sites.
You may be required to enter into a separate agreement, whether online or offline, with Deskera or our affiliate for any Service (“Additional Agreements”). If there is any conflict or inconsistency between the Terms and an Additional Agreement, the Additional Agreement shall take precedence over the Terms only in relation to that Service concerned.
The Terms may not otherwise be modified except in writing by an authorized officer of Deskera.
Clause 2 - Provisions of Services
The Deskera entity that you are contracting with is Deskera Singapore Pte. Ltd. (UEN: 200820807R)
You must register as a member on the Sites in order to access and use some Services. Further, Deskera reserves the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) to paying Users or subject to other conditions that Deskera may impose in our discretion.
Services (or any features within the Services) may vary for different regions and countries. No warranty or representation is given that a particular Service or feature or function thereof or the same type and extent of the Service or features and functions thereof will be available for Users. Deskera may in our sole discretion limit, deny or create different level of access to and use of any Services (or any features within the Services) with respect to different Users.
Deskera may launch, change, upgrade, impose conditions to, suspend, or stop any Services (or any features within the Services) without prior notice except that in case of a fee-based Service, such changes will not substantially adversely affect the paying Users in enjoying that Service.
Some Services may be provided by Deskera’s affiliates on behalf of Deskera.
Clause 3 - Users Generally
As a condition of your access to and use of the Sites or Services, you agree that you will comply with all applicable laws and regulations when using the Sites or Services.
You agree to use the Sites or Services solely for your own private and internal purposes. You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc. available on or through the Sites (the “Site Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Site Content for the purposes of operating a business that competes with Deskera, or otherwise commercially exploiting the Site Content. Systematic retrieval of Site Content from the Sites to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from Deskera is prohibited. Use of any content or materials on the Sites for any purpose not expressly permitted in the Terms is prohibited.
Deskera may allow Users to access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise), API or otherwise to such third parties' web sites. You are cautioned to read such web sites' terms and conditions and/or privacy policies before using the Sites. You acknowledge that Deskera has no control over such third parties' web sites, does not monitor such web sites, and shall not be responsible or liable to anyone for such web sites, or any content, products or services made available on such web sites.
You agree not to undertake any action to undermine the integrity of the computer systems or networks of Deskera and/or any other User nor to gain unauthorized access to such computer systems or networks.
You agree not to undertake any action which may undermine the integrity of Deskera’s feedback system, such as leaving positive feedback for yourself using secondary Member IDs or through third parties or by leaving unsubstantiated negative feedback for another User.
By posting or displaying any information, content or material (“User Content”) on the Sites or providing any User Content to Deskera or our representative(s), and to the extent permitted under applicable laws, you grant an irrevocable, perpetual, worldwide, royalty-free, and sub-licensable (through multiple tiers) license to Deskera to display, transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create derivative works, and otherwise use any or all of the User Content in any form, media, or technology now known or not currently known in any manner and for any purpose which may be beneficial to the operation of the Sites, the provision of any Services and/or the business of the User. You confirm and warrant to Deskera that you have all the rights, power and authority necessary to grant the above license. Information that is protected under data protection laws will only be used and kept in compliance with those laws.
Clause 4 - Member Accounts
Users must register on the Sites in order to access or use some Services (a registered User is also referred to as a “Member” below). Except with Deskera’s approval, a single User may only register one membership account on the Sites. Deskera may cancel or terminate a User’s member account if Deskera has reasons to suspect that the User has concurrently registered or controlled two or more membership accounts. Deskera also reserves the right to reject the User’s membership application for any reason.
Upon registration on the Sites, Deskera shall assign an account and issue a member ID and password (the latter shall be chosen by a registered User during registration) to each registered User. An account may have a web-based email account with limited storage space for the Member to send or receive emails.
A set of Member ID and password is unique to a single account. Each Member shall be solely responsible for maintaining the confidentiality and security of his/her Member ID and password and for all activities that occur under his account. No Member may share, assign, or permit the use of his Member account, ID or password by another person outside of the Member’s own business entity. Each Member agrees to notify Deskera immediately if he becomes aware of any unauthorized use of his password or his account or any other breach of security of his account.
Each Member agrees that all activities that occur under his account (including without limitation, posting any company or product information, clicking to accept any Additional Agreements or rules, subscribing to or making any payment for any services, sending emails using the email account or sending SMS) will be deemed to have been authorized by the Member.
Each Member acknowledges that sharing of his account with other persons, or allowing multiple users outside of his business entity to use his account (collectively, "multiple use"), may cause irreparable harm to Deskera or other Users of the Sites. Each Member shall indemnify Deskera, our affiliates, directors, employees, agents and representatives against any loss or damages (including but not limited to loss of profits) suffered as a result of the multiple use of your account. Each Member also agrees that in case of the multiple use of his account or his failure to maintain the security of his account, Deskera shall not be liable for any loss or damages arising from such a breach and shall have the right to suspend or terminate the Member’s account without liability to the Member.
Clause 5 - Member’s Responsibilities
Each Member represents, warrants and agrees that (a) he has full power and authority to accept the Terms, to grant the license and authorization and to perform the obligations hereunder; (b) he will use the Sites and Services for business purposes only; and (c) the address he provides when registering is the principal place of business of his business entity. For purposes of this provision, a branch or liaison office will not be considered a separate entity and the Member’s principal place of business will be deemed to be that of the Member’s head office.
Each Member will be required to provide information or material about his entity, business or products/services as part of the registration process on the Sites or his use of any Service or the member account. Each Member represents, warrants and agrees that (a) such information and material whether submitted during the registration process or thereafter throughout the continuation of the use of the Sites or Service is true, accurate, current and complete, and (b) he will maintain and promptly amend all information and material to keep it true, accurate, current and complete.
Each Member represents, warrants and agrees that (a) he shall be solely responsible for obtaining all necessary third party licenses and permissions regarding any User Content that he submits, posts or displays; (b) any User Content that he submits, posts or displays does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third party (“Third Party Rights”); (c) he has the right and authority to sell, trade, distribute or export or offer to sell, trade, distribute or export the products or services described in the User Content and such sale, trade, distribution or export or offer does not violate any Third Party Rights and (d) the Member and his affiliates are not the subject of any trade restrictions, sanctions or other legal restrictions enacted by any country, international organization or jurisdiction.
Each Member further represents, warrants and agrees that the User Content that he submits, posts or displays shall:
be true, accurate, complete and lawful;
not be false, misleading or deceptive;
not contain information that is defamatory, libellous, threatening or harassing, obscene, objectionable, offensive, sexually explicit or harmful to minors;
not contain information that is discriminatory or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
not violate the any relevant policy as Deskera may from time to time prescribe, other Terms or any applicable Additional Agreements;
not violate any applicable laws and regulations (including without limitation those governing export control, consumer protection, unfair competition, or false advertising) or promote any activities which may violate any applicable laws and regulations;
not contain any link directly or indirectly to any other web Sites which includes any content that may violate the Terms.
Each member further represents, warrants and agrees that he shall :
carry on his activities on the Sites in compliance with any applicable laws and regulations;
conduct his business transactions with other users of the Sites in good faith;
carry on his activities in accordance with the Terms and any applicable Additional Agreements;
not use the Services or Sites to defraud any person or entity (including without limitation sale of stolen items, use of stolen credit/debit cards);
not impersonate any person or entity, misrepresent himself or his affiliation with any person or entity;
not engage in spamming or phishing;
not engage in any other unlawful activities (including without limitation those which would constitute a criminal offence, give rise to civil liability, etc.) or encourage or abet any unlawful activities;
not involve attempts to copy, reproduce, exploit or expropriate Deskera’s various proprietary directories, databases and listings;
not involve any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information;
not involve any scheme to undermine the integrity of the data, systems or networks used by Deskera and/or any user of the Sites or gain unauthorized access to such data, systems or networks;
not, and his director(s), officer(s), controlling party/ies, affiliates and legal jurisdiction in which any of the foregoing persons or entities is organized or has operations are not, persons or entities that are subject to any economic or fraud sanctions of any governmental, international or regulatory entities; and
not engage in any activities that would otherwise create any liability for Deskera or our affiliates.
Members may not use the Services and/or their member accounts to engage in activities which are identical or similar to Deskera’s e-commerce marketplace business.
If a Member provides a business referee, the Member represents, warrants and agrees that he has obtained all necessary consents, approvals and waivers from his business partners and associates to (a) act as his business referee; (b) post and publish their contact details and information, reference letters and comments on their behalf; and (c) that third parties may contact such business referees to support claims or statements made about him. The Member further warrants and agrees that all reference letters and comments are true and accurate and third parties may contact the business referees without the need to obtain his consent.
Each Member agrees to provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for Deskera’s provision of the Services, and for evaluating whether the Member has breached the Terms and/or handling any complaint against the Member. If the said Member’s failure to do so results in delay in, or suspension or termination of, the provision of any Service, Deskera shall not be obliged to extend the relevant service period nor shall be liable for any loss or damages arising from such delay, suspension or termination.
Each Member acknowledges and agrees that Deskera shall not be required to actively monitor nor exercise any editorial control whatsoever over the content of any message or material or information created, obtained or accessible through the Services or Sites. Deskera does not endorse, verify or otherwise certify the contents of any comments or other material or information made by any Member. Each Member is solely responsible for the contents of their communications and may be held legally liable or accountable for the content of their comments or other material or information
Each Member acknowledges and agrees that the Services may only be used by businesses and their representatives for business use and not for individual consumers or for personal use.
Each Member acknowledges and agrees that they are solely responsible for observing applicable laws and regulations in its respective jurisdictions to ensure that all use of the Site and Services are in compliance with the same.
Clause 6 - Breaches by Members
Deskera reserves the right in its sole discretion to remove, modify or reject any User Content that you submit to, post or display on the Sites which we reasonably believe is unlawful, violates the Terms, could subject Deskera or our affiliates to liability, or is otherwise found inappropriate in Deskera’s opinion.
If any Member breaches any Terms, or if Deskera has reasonable grounds to believe that a Member is in breach of any Terms, Deskera shall have the right to take such disciplinary actions as it deems appropriate, including without limitation: (i) suspending or terminating the said Member’s account and any and all accounts determined to be related to such account by Deskera in its discretion; (ii) restricting, downgrading, suspending or terminating the subscription of, access to, or current or future use of any Service; (iii) removing any product listings or other User Content that the Member has submitted, posted or displayed, or imposing restrictions on the number of product listings or User Content that the Member may post or display; (iv) imposing other restrictions on the Member’s use of any features or functions of any Service as Deskera may consider appropriate in its sole discretion; and (v) any other corrective actions, discipline or penalties as Deskera may deem necessary or appropriate in its sole discretion.
Without limiting the generality of the Terms, a Member would be considered as being in breach of the Terms in any of the following circumstances:
where upon complaint or claim from any third party, Deskera has reasonable grounds to believe that the Member has wilfully or materially failed to perform his contract with such third party including without limitation where the Member has failed to deliver any items ordered by such third party after receipt of the purchase price, or where the items the Member has delivered materially fail to meet the terms and descriptions outlined in his contract with such third party,
Deskera has reasonable grounds to suspect that the Member has used a stolen credit card or other false or misleading information in any transaction with a counter party,
Deskera has reasonable grounds to suspect that any information provided by the said Member is not current or complete or is untrue, inaccurate, or misleading, or
Deskera believes that the Member’s actions may cause financial loss or legal liability to Deskera or our affiliates or any other Users
Deskera reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing. Further, to the extent permitted by applicable laws and policies, Deskera may disclose any Member's identity, contact information and/or information regarding the said Member's account(s), transactions or activities carried out on or via the Site, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action. Deskera shall not be liable for damages or results arising from such disclosure, and all Members agree not to bring any action or claim against Deskera for such disclosure.
Each Member agrees to indemnify Deskera and all its affiliates, directors, employees, agents and representatives and to hold them harmless, from any and all damages, losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from his submission, posting or display of any User Content, from his use of the Sites or Services, or from his breach of the Terms.
Each Member further agrees that Deskera is not responsible, and shall have no liability to him or anyone else for any User Content or other material transmitted over the Sites, including fraudulent, untrue, misleading, inaccurate, defamatory, offensive or illicit material and that the risk of damage from such material rests entirely with each Member. Deskera reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by the Member, in which event the Member shall cooperate with Deskera in asserting any available defences.
Clause 7 - Transactions Between Buyers and Sellers
Through the Sites, Deskera provides electronic web-based platforms for exchanging information between buyers and sellers of products and services. Deskera additionally provides electronic web-based transaction platforms for Members to place, accept, conclude, manage and fulfil orders for the provision of products and services online within the Sites subject to the terms of the Transaction Services Agreement as may from time to time be prescribed. However, for any Services, Deskera does not represent either the seller or the buyer in specific transactions. Deskera does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services offered for sale on the Sites or the ability of the sellers to complete a sale or the ability of buyers to complete a purchase.
As a User, you are hereby made aware that there may be risks of dealing with people acting under false pretences. Deskera uses several techniques to verify the accuracy of certain information our paying Users provide us when they register for a paying membership service on the Sites. However, because user verification on the Internet is difficult, Deskera cannot and does not confirm each User's purported identity (including, without limitation, paying Members). We encourage you to use various means, as well as common sense, to evaluate with whom you are dealing.
As a User, you acknowledge that it is fully assuming the risks of conducting any purchase and sale transactions in connection with using the Sites or Services, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Sites. Such risks shall include, but are not limited to, mis-representation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective or dangerous products, unlawful products, delay or default in delivery or payment, cost mis-calculations, breach of warranty, breach of contract and transportation accidents. Such risks also include the risks that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Sites may violate or may be asserted to violate Third Party Rights, and the risk that you may incur costs of defences or other costs in connection with third parties’ assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defences or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants. Such risks also include the risks that consumers, other purchasers, end-users of products or others claiming to have suffered injuries or harms relating to products originally obtained by Users of the Sites as a result of sale and purchase transactions in connection with using the Sites may in fact suffer harms and/or assert claims arising from their use of such products. All of the foregoing risks are hereafter referred to as "Transaction Risks". You agree that Deskera shall not be liable or responsible for any damages, claims, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any Transaction Risks.
Users are solely responsible for all of the terms and conditions of the transactions conducted on, through or as a result of use of the Sites or Services, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage.
As a User, you agree to provide all information and materials as may be reasonably required by Deskera in connection with your transactions conducted on, through or as a result of use of the Sites or Services. Deskera has the right to suspend or terminate any User’s account if the User fails to provide the required information and materials.
In the event that any User has a dispute with any party to a transaction, such User agrees to release and indemnify Deskera (and all its agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.
Clause 8 - Limitation of Liability
To the maximum extent permitted by law, the services provided by deskera on or through the sites are provided "as is", "as available" and “with all faults”, and deskera hereby expressly disclaims any and all warranties, express or implied, including but not limited to, any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose. all such warranties, representations, conditions, and undertakings are hereby excluded.
To the maximum extent permitted by law, deskera makes no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or currentness of any information provided on or through the sites; deskera does not represent or warrant that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the sites does not violate any third party rights; and deskera makes no representations or warranties of any kind concerning any product or service offered or displayed on the sites.
Any material downloaded or otherwise obtained through the Sites is done at each User's sole discretion and risk and each User is solely responsible for any damage to Deskera’s computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any User from Deskera or through or from the Sites shall create any warranty not expressly stated herein.
The Sites may make available to Users services or products provided by independent third parties. No warranty or representation is made with regard to such services or products. In no event shall Deskera and our affiliates be held liable for any such services or products.
As a User, you hereby agree to indemnify and hold Deskera and all its affiliates, directors, officers and employees harmless from any and all losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from such User's use of the Sites or Services (including but not limited to the display of such User's information on the Sites) or from your breach of any of the terms and conditions of the Terms. You hereby further agree to indemnify and hold Deskera and all its affiliates, directors, officers and employees harmless from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise from User's breach of any representations and warranties made by User to Deskera, including but not limited to those set forth in Section 5 hereunder.
As a User, you hereby further agree to indemnify and hold Deskera and all its affiliates, directors, officers and employees harmless from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by Third Party Rights claimants or other third parties relating to products offered or displayed on the Sites. You hereby further agree that Deskera is not responsible and shall have no liability to you for any material posted by others, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each User. Deskera reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Deskera in asserting any available defences.
Deskera shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, tort, equity or otherwise or any other damages resulting from any of the following:
the use or the inability to use the Sites or Services;
any defect in goods, samples, data, information or services purchased or obtained from a User or any other third party through the Sites;
violation of Third Party Rights or claims or demands that any User's manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Sites may violate or may be asserted to violate Third Party Rights; or claims by any party that they are entitled to defence or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants;
unauthorized access by third parties of the data or private information of any User;
statements or conduct of any User of the Sites; or;
any matters relating to the Services however arising, including negligence.
Clause 8.8 shall not abrogate the requirement on the User to prove actual damages.
The entirety of Clause 8 shall apply to the maximum extent permitted by law and shall apply whether or not Deskera has been advised of or should have been aware of the possibility of any such losses arising.
Clause 9 - Force Majeure
Under no circumstances shall Deskera be held liable for any delay or failure or disruption of the content or services delivered through the Sites resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labour disputes, riots, insurrections, civil disturbances, shortages of labour or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
Clause 10 - Intellectual Property Rights
Deskera is the sole owner or lawful licensee of all the rights and interests in the Sites and the Site Content. The Sites and Site Content embody trade secrets and other intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Sites and Site Content shall remain with Deskera and its affiliates or licensors of the Site Content, as the case may be. All rights not otherwise claimed under the Terms or by Deskera are hereby reserved.
"DESKERA" and related icons and logos are registered trademarks or trademarks or service marks of Deskera in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
Deskera may have independent third parties involved in the provision of the Services (e.g., the authentication and verification service providers). You may not use any trademark, service mark or logo of such independent third parties without prior written approval from such parties.
Clause 11 - Personal Data Protection
“Personal Data” refers to information about you, from which you are identifiable, including but not limited to your name, identification card number, nationality, address, telephone number, credit or debit card details, gender, date of birth, email address, and/or any information about you that has been or may be collected, stored, and used by Deskera from time to time.
The provision of your Personal Data is voluntary. By voluntarily submitting your Personal Data to Deskera, you consent to Deskera’s processing of your Personal Data for its business and activities. Deskera hereby undertakes to use, process and store your Personal Data in accordance with the requirements of the Personal Data Protection Act 2012 (No. 26 of 2012).
Clause 12 - Notices
All legal notices or demands to or upon Deskera shall be made in writing and sent to Deskera personally by courier to the registered address of Deskera and to the contact email as specified on the websites of Deskera. The notices shall be effective when they are received by Deskera in any of the above-mentioned manner.
All legal notices or demands to or upon a User shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by the User to Deskera, or by posting such notice or demand on an area of the Sites that is publicly accessible without a charge. Notice to a User shall be deemed to be received by such User if and when.
Deskera is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User, or
immediately upon Deskera posting such notice on an area of the Sites that is publicly accessible without charge.
As a User, you agree that all agreements, notices, demands, disclosures and other communications that Deskera sends to you electronically satisfy the legal requirement that such communication should be in writing.
Clause 13 - General Provisions
Subject to any Additional Agreements, the Terms constitute the entire agreement between you and Deskera with respect to your use of the Sites and Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
Deskera and you are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
Deskera’s failure to enforce any right or failure to act with respect to any breach by you under the Terms will not constitute a waiver of that right nor a waiver of Deskera’s right to act with respect to subsequent or similar breaches.
Deskera shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of Deskera). You may not assign, in whole or part, the Terms to any person or entity.
If you have any comments on the Services we provide to you, you may contact our customer service support line with any such feedback or questions.
Clause 14 - Governing Law and Jurisdiction
These Terms shall be governed, construed and performed according to the laws of the Republic of Singapore.
Any legal action to be brought or initiated by any party to the Agreement shall be subject to the exclusive jurisdiction of the courts of Singapore.