- CONTRACTUAL RELATIONSHIP
Our mnlasia.com website (“Site”), Operation Portal, and Mobile App (as such terms are defined below), and related offers, promotions, applications, programs, and products (all of the foregoing in this sentence collectively referred to as the “Services”). The Site is owned and operated by MNL Solutions Pte Ltd . (collectively, with its subsidiaries and affiliates, “MNL”, “we”, “us” or “our”). References to “you” or “your” mean you as a casual visitor, someone who has created a user account for receiving information from us, user of our Services, member, account holder, or customer, as applicable. These Terms of Service (“Terms”) govern the use of electric vehicle charging and support services for plug-in electric vehicles (“EVs”) through MNL charging stations and related equipment, service plans, billing services, the Site, Operation Portal, and Mobile App.
THESE TERMS ARE IMPORTANT. THEY AFFECT YOUR RIGHTS. PLEASE READ THESE TERMS CAREFULLY AND MAKE SURE THAT YOU UNDERSTAND EACH PROVISION AS THEY CONTAIN IMPORTANT INFORMATION ABOUT THE SERVICES PROVIDED TO YOU. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. PLEASE CAREFULLY REVIEW SECTION 8 OF THESE TERMS FOR MORE INFORMATION. THESE TERMS LIMIT MNL’S LIABILITY AND THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
By accessing or using the Services, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, do not access or use our Site, Operation Portal, Mobile App, or Services. These Terms expressly supersede prior agreements, understandings, or arrangements with you regarding the subject matter of these Terms. Separate supplemental terms may apply to certain Services, such as policies for a particular service plan, program, activity or promotion, and such supplemental terms will be disclosed to you in connection with the applicable Services. Supplemental terms are in addition to, and shall be deemed a part of, these Terms for the purposes of the applicable Services.
Updates to the Terms
MNL may amend these Terms from time to time. Amendments will be effective as of the date MNL has posted such amendments on MNL’s website at https://www.mnlasia.com/generaltermsandconditions . Your continued access or use of the Services after such notice and posting confirms your consent to be bound by the Terms, as amended. If you disagree with the amended terms, do not continue to use the Services.
In order to use most aspects of the Services, you must register for and maintain an active personal account with MNL (“Account”). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account or use Services. Account registration requires you to submit to MNL certain Personal Information, such as your name, address, mobile phone number, age, and at least one valid payment method supported by MNL. By agreeing to the Terms you represent (i) that you are at least 18 years old and reside in a state, region, or country in which the Services may legally be provided, (ii) you are the person whose name and other information have been provided for the account that you have or are creating, (iii) that you have not previously been suspended or removed from the Services, and (iv) that your registration and your use of the Services is in compliance with any and all applicable laws and regulations. If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind such organization to these Terms and you agree to be bound by these Terms on behalf of such organization. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in additional fees and/or your inability to access or use the Services.
All the information that you supply to us in creating your user account must be accurate. You are responsible for maintaining the confidentiality of your account and password. We may reject any user name that violates these Terms, including any user name that uses another person’s identity. You are responsible for authorizing, deauthorizing and administering Account access. You are responsible for maintaining confidentiality of all passwords. Unless otherwise permitted by MNL in writing, you may only possess one Account. You may not authorize third parties to use your Account.
We may use the email you provide to us in your user account profile to provide you with service messages and updates. By becoming a user, you are consenting to the receipt of these communications.
After completing registration for an Account, you will be permitted access Services using a valid authentication method, which may include an RFID access card, a mobile authentication method, and/or other method (collectively, “Access Credential”) which will be linked to your Account. Your Access Credential will enable you to use MNL electric vehicle charging stations across the MNL network (“MNL Charging Stations”) to charge your EV. You agree that you are responsible for all charges incurred through use of the Access Credential assigned to you and linked to your Account. In the event of a lost or stolen Access Credential, you are responsible for immediately notifying MNL by sending an email to [email protected]. You agree to be liable for any and all charges incurred due to usage of the lost or stolen or unauthorized access to your Access Credential (unless due to MNL negligence) until MNL has been notified.
Modification and Termination
To modify or terminate your Account or Services, (a) login to the Operation Portal or Mobile App and follow the modification and/or termination instructions provided therein, (b) email [email protected] with “Attention: Accounts” in the subject line
MNL may immediately terminate these Terms or terminate or suspend any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason in its sole discretion. If MNL elects to terminate your Account and/or your use of the Services, then you will be responsible for payment for any Services used, but not yet paid for, and any other fees due hereunder, as of the date of such termination. In addition, if applicable, MNL may collect damages from you in connection with any breach of the Terms by you and may exercise any other remedy available to MNL hereunder, at law or in equity.
Upon termination of Services or your Account, your method of payment will be charged for any unbilled amounts and any other fees due hereunder.
- CHARGING SERVICES
Host Property Restrictions
MNL Charging Stations may be located and hosted on a third party’s property (such third party is referred to as a “Host”). As such, you agree to observe and obey any and all rules set by Hosts pertaining to their property and the use of MNL Charging Stations on such Host properties, including, but not limited to, general customer or visitor conduct, parking restrictions, parking time limitations, and hours of operation. You are solely responsible for any damage, fees, penalties or loss caused by your noncompliance of any Host rules.
In the event of any equipment malfunction or other technical issue with your Access Credential or an MNL Charging Station, please call the contact number located on the MNL Charging Station. To ensure the quality of the Services, you consent to MNL monitoring and recording calls between you and MNL. We normally delete the files containing these calls every ninety days but, we reserve the right to retain them if we believe retention is needed. In the event of any equipment malfunction or other technical issue with an Out-of-Network Charging Station (defined below), please call the contact number located on the Out-of-Network Equipment.
IN THE EVENT OF AN EMERGENCY OR ANY SITUATION THREATENING SERIOUS INJURY TO PROPERTY OR HUMAN LIFE, IMMEDIATELY DIAL 119 AND FOLLOW THE INSTRUCTIONS YOU ARE GIVEN.
Authorized Charging Adapters
For your safety, MNL only permits the use of automaker-manufactured charging adapters on MNL charging stations or with MNL charging network (“Authorized Adapters”) . MNL prohibits the use of all other adapters (“Unauthorized Adapters”) on MNL network and charging stations, and/or in connection with the Terms and Services identified herein. You understand, accept, and agree to fully comply with these terms. You also agree to accept all liability for any and all loss, harm, or damage experienced by you or any other party caused by your use of Unauthorized Adapters in connection with your use of MNL chargers, network, or the Terms and Services identified herein. Finally, you agree to indemnify, defend, and hold MNL harmless for any damage experienced by any party that is caused by your failure to comply with these terms.
Prohibition of Home-Built Electric Vehicles, Modified Vehicles, and Modified Chargers
MNL only allows you to use standard, industry-manufactured and recognized electric vehicles with MNL network and charging stations, and/or in connection with the Services and these Terms. MNL prohibits the use of all home-built electric vehicles, home-built onboard chargers, and vehicles that contain personally modified chargers (“Unauthorized Vehicles and Chargers”). You understand, accept, and agree to fully comply with these terms. You also agree to accept all liability for any and all loss, harm, or damage experienced by you or any other party caused by your use of Unauthorized Vehicles and Chargers in connection with MNL chargers, network, or with the Terms and Services identified herein. Finally, you agree to indemnify, defend, and hold MNL harmless for any damage experienced by any party that is caused by your failure to comply with these terms.
Out-of-Network Charging Stations
Your Access Credential may allow you to access certain EV charging stations outside of the MNL network that MNL does not own, operate or maintain, but may be accessible to some or all Account holders (“Out-of-Network Charging Stations”). Your use of an Out-of-Network Charging Station may be subject to additional fees or charges associated with the use of such Out-of-Network Charging Station and you agree that you are responsible for any such fees, charges or penalties assessed by MNL as a result of your use of an Out-of-Network Charging Station. Further, by using an Out-of-Network Charging Station, you agree to the terms and conditions that may be imposed on use thereof by the applicable owner or operator, and hereby agree to indemnify, defend and hold MNL harmless from any and all damages, fees, costs, penalties, fines, and other expenses caused by your use of an Out-of-Network Charging Station.
Services for Personal Use Only
Unless otherwise agreed to by MNL in signed writing, you shall not in any manner, directly or indirectly, resell or allow your Account, the Services or any MNL equipment to be used by another person or entity.
You agree to comply with all applicable laws and regulations when accessing or using the Services, and you may only access or use the Services for lawful purposes.
You may not use the Services (i) in any way that could cause harm, nuisance, annoyance, inconvenience, damage or adversely affect any person or MNL reputation or property, including MNL Charging Stations, or (ii) in any way prohibited by these Terms, any supplemental terms or other MNLpolicies. Additionally, you may not attempt to repair, physically modify, reverse engineer or derive source code from any MNL Charging Station. You acknowledge and agree that the manufacturer of all MNL Charging Station equipment has reserved all right, title, and interest in and to intellectual property associated with MNL Charging Station equipment and that you shall take no action that would cause, or by inaction permit, any impairment of any right, title, and interest of the manufacturer in such intellectual property and to otherwise respect the legal rights of the manufacturer.
- WEBSITE; OPERATION PORTAL; MOBILE APP
License, Use & General Restrictions
Subject to your continued compliance with these Terms, MNL grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) access and use MNL website (the “Site”), Operation portal (“Operation Portal”), mobile application (the “Mobile App”) and related services solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Site, Operation Portal, and/or Mobile App, in each case solely for your personal, noncommercial use. Any rights not expressly granted herein are reserved by MNL.
The Operation Portal and Mobile App provide information regarding your Account and MNL Charging Stations, including MNL Charging Station locations, trip mapping, and other content and features MNL may make available, and provide you general access to utilize the Services. You are responsible for all use of the Operation Portal and/or Mobile App under your user name and/or by use of your password.
You may provide links to the Site, provided that (i) you do not remove or obscure, by framing or otherwise, any advertisements, copyright notice, or other notices on the Site, (ii) your site does not engage in illegal or pornographic activities, and (iii) you discontinue providing links to the Site immediately upon request by MNL.
You acknowledge and agree that MNL may modify the Site, Operation Portal and/or Mobile App in any way and at any time, with or without notice. You further acknowledge and agree that, while MNL has attempted to provide accurate information on the Site, Operation Portal and/or Mobile App, such information may change frequently and in no event will MNL be responsible for the accuracy, timeliness, reliability, usefulness, or completeness of any information, materials, or other content, or that any such information, materials, or other content is the most up-to date. MNL does not represent or warrant that the Site, Operation Portal or Mobile App will be error-free, free of viruses or other harmful components.
You may not: (i) remove, obscure, or modify any copyright, trademark or other proprietary notices from any portion of the Site, Operation Portal and/or Mobile App; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Operation Portal, and/or Mobile App except as expressly permitted by MNL; (iii) decompile, reverse engineer, or disassemble the Site, Operation Portal, and/or Mobile App except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Site, Operation Portal, and/or Mobile App; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Site, Operation Portal, and/or Mobile App or that unduly burden or hinder the operation and/or functionality of any aspect of the Site, Operation Portal and/or Mobile App; (vi) attempt to gain unauthorized access to or impair any aspect of the Site, Operation Portal, and/or Mobile App or its related systems or networks; (vii) impersonate or attempt to impersonate us, our employees, another user or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing); or, (viii) attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
Third Party Content; Merchants
MNL may advertise certain offerings from third-party providers (“Merchants”) in connection with the Site, Operation Portal, or Mobile App. You understand that MNL does not operate or control the products or services offered or provided by Merchants and is not responsible for information provided by you to Merchants. All agreements, rules, policies (including privacy policies), and operating procedures of Merchants will apply to you while on any Merchant sites. Merchants are responsible for all aspects of order processing, fulfillment, billing, and customer service. MNL is not a party to the transactions entered into between you and any Merchant. MNL and the Merchants are independent contractors and neither party has authority to make any representations or commitments on behalf of the other. You agree that use of or purchase from such Merchants is AT YOUR SOLE RISK AND IS WITHOUT WARRANTIES OF ANY KIND BY MNL, EXPRESSED, IMPLIED, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, FITNESS FOR PURPOSE, MERCHANTABILITY OR NON-INFRINGEMENT. UNDER NO CIRCUMSTANCES IS MNL LIABLE FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND ANY MERCHANTS, ANY INFORMATION APPEARING ON MERCHANTS’ SITES OR ANY OTHER SITE LINKED TO OUR SITE OR ANY PRODUCTS OR SERVICES OF SUCH MERCHANTS.
The Site, Operation Portal, or Mobile App may contain advertising, sponsorships, or links to other websites. MNL is not responsible for the content, accuracy, or opinions express in such websites, and such websites are not investigated, monitored or checked for accuracy or completeness by MNL. Inclusion of any linked website does not imply approval or endorsement of the linked website by MNL. If you decide to access these third-party sites, you do so at your own risk. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on the Site, Operation Portal, or Mobile App is accurate and complies with applicable laws and regulations. MNL is not responsible for the illegality or any error, inaccuracy or problem in the advertiser’s or sponsor’s materials.
You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Site, Operation Portal, and Mobile App and the content and materials provided therein.f
- PRICING & PAYMENT
You understand that use of the Services may result in charges to you for the services or products you receive (“Charges”). Details of Services, pricing for such Services, and any supplemental terms offered by MNL (collectively, a “Plan”) are located in your online Account and on the Site. Please login to your Account or visit the Site for further information on your Plan.
Unless your Plan specifies otherwise, MNL reserves the right to establish and revise Plan pricing, including membership fees and time or usage-based rates, at any time in MNL sole discretion. Further, you acknowledge and agree that some aspects of Plan pricing are based on certain geographical areas, and, therefore, pricing may vary according to the location of the MNL Charging Station. You may view current Plan pricing on the Mobile App and/or the Site. MNL will use reasonable efforts to inform you of material changes in Plan pricing that may apply to you, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of pricing. All Charges paid by you are final and non-refundable, unless otherwise determined by MNL.
MNL may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. If you are receiving a free trial or Promotional Program not associated with a Plan, you may be placed on a successor Plan at the end of such trial or program. Any such Plan will have no monthly fee and will provide you with access to MNL Charging Stations.
Billing & Payment
The billing period begins the date you sign up for Services, ends one month after such date, and shall continue on such monthly basis thereafter (“Billing Period”). MNL may charge, on a monthly basis, the method of payment that you designate during the creation or subsequent modification of your Account. Each such charge shall occur on the last day of each Billing Period (“Billing Date”). You will receive an email confirming your payment and an Account invoice each month.
If MNL is unable to collect payment on the Billing Date, MNL will thereafter, from time to time in its sole discretion, initiate further charges of your designated payment method until such time as your outstanding invoice is paid in full. If MNL is unable to collect payment by the second day following the Billing Date, MNL may disable access to your Account. If MNL is unable to collect payment by the fifth day following the Billing Date, MNL will add to the outstanding balance a one-time late payment fee (a “Late Payment Fee”) equal to the product of (i) the outstanding invoiced amount multiplied by (ii) the lesser of (a) five percent (5%) or (b) the maximum rate allowed by applicable law. If MNL is unable to collect payment of the outstanding amount (including the Late Payment Fee) by the tenth day following the Billing Date, MNL may suspend your Account and your access to the Services. If MNL is unable to collect payment of the outstanding amount (including the Late Payment Fee) by the twenty-fifth day following the Billing Date, MNL may deactivate your Account. If your Account is deactivated due to non-payment as set forth above, MNL may assess an additional fee to reactivate your Account after delinquent payment is received; provided, however, that MNL shall have sole discretion to determine whether to reactivate a deactivated account.
Suspension of Service
Suspension. We may suspend your account and access to the Service, with or without notice, if you violate any provision of these Terms.
The Effects of Account Suspension. Upon any suspension of your account, all Service associated with your account will be suspended or otherwise made inaccessible until and unless all issues are addressed and resolved by you, to our satisfaction, and within the time frame we specify. During any suspension of your account or any individual Service, you will not be permitted to: (i) add, upgrade, downgrade or modify any of the Service; (ii) request an emergency restoration; (iii) transfer any Service; (iv) access any of the websites, email accounts or Content associated with the suspended Service or account. You agree to hold us harmless from and against any and all claims, losses or damages arising from any suspension of your account or the individual Service.
Term. These Terms shall commence upon your use of the Site or the Service and shall continue until terminated.
We reserve the right to deactivate any accounts which have not been active for at least six (6) months.
We reserve the right to delete data in deactivated accounts.
We reserve the right to stop providing the Site or the Service to you or access to the Site at any time for any reason and without prior notice.
We reserve the right, in our sole discretion, to close your account, without prior notice, for any one or all of the following: (i) if you breach, whether intentionally or unintentionally, any of these Terms, any supplemental rules and guidelines, any of the terms and conditions of the respective service providers, or any of our rights; (ii) if we receive notice that you or your company will be or are/is subject to insolvency proceedings; (iii) upon our receipt of any third party chargeback associated with any payment method tendered as payment on your account; (iv) if we do not receive a written response from you within 48 hours of any notice sent to you by our abuse department; (v) if, in our judgment, your use of the Site or the Service has the potential to pose any harm to us, any of our affiliates, partners, service providers or customers; (vi) if your account becomes past due and is not paid as set forth in the “Billing & Payment” section of these Terms; (vii) if a hacked script or otherwise compromised website is discovered on our systems at the Service in use by you; (viii) if an unusual spike in resource usage is detected by our systems resulting in an account far outstripping the allotted resources; (ix) if you fail to cure any suspension of your account or any individual Service, to our satisfaction, and within the time frame we specify; or (x) if, in our judgment, we have received too many complaints about your User Content (where submission of User Content is permitted). In the event of any such closure of your account, you will not be eligible for a refund of any fees and you may be prohibited from reopening your account, opening a new account or accessing any existing account. You agree that we shall not be liable, in any way, for any closure pursuant to this section of the Terms.
Upon any closure of your account: (i) these Terms and all rights granted under these Terms shall cease immediately (except those expressly surviving or which by their nature would survive); (ii) all access to the Service and your account will cease immediately; (iii) you will be billed for, and we may automatically attempt to collect from your payment method, any outstanding amount owed; and (iv) all of your data will (at our option) be deleted from our servers and backup systems and we may not have or keep backup of the data and User Content. We recommend that you run very regular backups. As well, we also recommend that you ensure you have retrieved all data and User Content and made all necessary backups before submitting any request to close your account or any of the Service. You agree to hold us harmless from and against any and all claims, losses or damages arising from any closure of your account. Any and all sections in these Terms which impose obligations continuing in their nature shall survive closure or otherwise continue to remain in full force and effect even after account closure. You are not permitted to access your account or any of the Service formerly associated with your account following any closure.
You agree that you will be solely responsible for paying all direct or indirect federal, state and local taxes, duties, levies, premiums, fees and other assessments of any kind even if MNL is required by law to collect and remit to the applicable governmental authority with respect to your use of the Services (including any charging station, if applicable) that MNL provides to you, together with all interest, penalties or other additional amounts imposed thereon, including, without limitation, any gross receipts, sales, consumption, use, value added, commercial activity or other privilege, property, road or other transportation tax or any other taxes of any kind whatsoever imposed by any governmental authority. These charges may change from time to time without advance notice. Tax exemptions for the Services will require a valid exemption certificate. Tax exemptions will not be applied retroactively.
- DISCLAIMERS; LIMITATION OF LIABILITY; INDEMNITY
MNL shall use commercially reasonable efforts to provide continuous access to the Services and/or (ii) make available the MNL Charging Stations, in each case pursuant to these Terms. MNL does not guarantee that the Services will be accessible at all times. The Services may be unavailable during maintenance periods or during an emergency. In addition to normal maintenance, there may be events that will make the Service inaccessible for a limited amount of time due to unforeseen circumstances. MNL reserves the right to change your password if MNL believes it is not secure. MNL has the right to refuse access to the Services. MNL has right to cease offering the Services at any time and in MNL sole discretion.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” ALL WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND ALL OTHER SIMILAR WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED WITH RESPECT TO (I) MNL CHARGING STATIONS AND RELATED EQUIPMENT, (II) INFORMATION, CONTENT AND DOCUMENTS FROM OR THROUGH THE SITE, OPERATION PORTAL, OR MOBILE APP, AND (III) THE SERVICES, EXCEPT AS SET FORTH IN THESE TERMS. IN ADDITION, MNL MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR PRODUCTS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED, AVAILABLE OR OPERATIONAL AT ANY PARTICULAR LOCATION OR AT ANY PARTICULAR TIME, OR THAT THEY WILL BE ERROR-FREE OR VIRUS-FREE. FURTHER, MNL AND ITS AFFILIATES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR SERVICE, EXCEPT AS PROVIDED BELOW.
MNL DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY, OR ABILITY OF MERCHANTS OR THIRD-PARTY PROVIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR PRODUCT REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
You are solely responsible for ensuring that your EV’s battery is sufficiently charged to meet your needs and that all charging is done in accordance with the manufacturer’s recommendations regarding the type, frequency and duration of charging.
Your sole and exclusive remedy for any claim arising out of or relating to MNL breach of these Terms or the terms of a Plan shall be for MNL, upon receipt of written notice, to use commercially reasonable efforts to cure the breach at its expense or, at MNL election, return the fees you paid to MNL for the Services in the month during which the breach occurred, and, at MNL option terminate the Plan.
Limitation of Liability
NOTWITHSTANDING ANY OTHER PROVISIONS OF THE TERMS OF A PLAN TO THE CONTRARY, REGARDLESS OF THE LEGAL OR EQUITABLE BASIS OF ANY CLAIM, IN NO EVENT SHALL MNL OR ITS AFFILIATES BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THE SUBJECT MATTER OF THESE TERMS, THE TERMS OF A PLAN, ANY ERRORS IN OR OMISSIONS FROM THE SITE, OEPRATION PORTAL, MOBILE APP, OR ANY SERVICES OR PRODUCTS OBTAINABLE THEREFROM, THE UNAVAILABILITY OR INTERRUPTION OF THE SITE, OPERATION PORTAL, MOBILE APP, OR ANY FEATURES THEREOF, YOUR USE OF THE SITE, OPERATION PORTAL, OR MOBILE APP, THE CONTENT CONTAINED ON THE SITE, OPERATION PORTAL, OR MOBILE APP OR ANY DELAY OR FAILURE IN PERFORMANCE BEYOND THE CONTROL OF ANY AFFILIATE, INCLUDING, BUT NOT LIMITED TO, DAMAGES THAT RESULT FROM THE PERFORMANCE OR NONPERFORMANCE OF MNL OBLIGATIONS UNDER THESE TERMS OR THE TERMS OF A PLAN, YOUR USE OF ANY MNL EQUIPMENT, INSTALLATION OF MNL EQUIPMENT, MNL ACTS OR OMISSIONS RELATED TO A PLAN WHETHER OR NOT ARISING FROM SOLE, JOINT OR CONCURRENT NEGLIGENCE, STRICT LIABILITY, VIOLATION OF LAW, BREACH OF CONTRACT, BREACH OF INDEMNITY PROVISIONS, BREACH OF WARRANTY OR ANY OTHER THEORY OR SOURCE WHETHER OR NOT FORESEEABLE AND EVEN IF MNL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND YOU HEREBY RELEASE MNL FROM ANY SUCH EXCLUDED DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE MAXIMUM AGGREGATE LIMIT OF MNL LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY IN TORT OR BY STATUTE OR OTHERWISE) TO YOU FOR ANY MATTER RELATED TO THESE TERMS, THE TERMS OF A PLAN, YOUR USE OF MNL EQUIPMENT, THE INSTALLATION OF MNL EQUIPMENT, THE MOBILE APP, THE OPERATION PORTAL, AND THE SITE SHALL NOT IN THE AGGREGATE EXCEED THE TOTAL AMOUNT OF THE FEES PAID BY YOU WITH RESPECT TO THE SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY.
THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MNL AND YOU. THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE, OPERATION PORTAL, MOBILE APP, OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS.
YOU AGREE TO INDEMNIFY AND HOLD HARMLESS MNL, ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, MEMBERS, PARTNERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AND AGENTS FROM AND AGAINST ALL THIRD-PARTY ACTIONS, CAUSES OF ACTION, CLAIMS, DEMANDS, LOSSES, COSTS, DAMAGES, DEFICIENCIES, JUDGMENTS, LIABILITIES, PENALTIES, FINES, ASSESSMENTS, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, ATTORNEY’S FEES AND COSTS OF LITIGATION) WHICH THEY OR ANY OF THEM SUFFER OR INCUR RESULTING FROM, BY REASON OF, ARISING OUT OF OR IN CONNECTION WITH: (I) PERSONAL INJURY, BODILY INJURY, INCLUDING FATAL INJURY TO, OR LOSS OF OR DAMAGE TO THE PROPERTY OF, ANY PERSON OR ENTITY WHATSOEVER (INCLUDING THE PARTIES HERETO) ARISING OUT OF OR IN CONNECTION WITH YOUR, OR ANYONE USING YOUR ACCESS CREDENTIAL, (II) YOUR NEGLIGENT USE OF THE SERVICES, (III) ANY BREACH BY YOU OF ANY REPRESENTATION, WARRANTY, AGREEMENT, OBLIGATION, OR COVENANT MADE BY YOU TO MNL INCLUDING IN ANY PLAN, AGREEMENT, CERTIFICATE, DOCUMENT, SCHEDULE, ANNEX, OR OTHER INFORMATION RELATING TO OR DELIVERED PURSUANT HERETO, (IV) ANY ACTUAL OR PROSPECTIVE CLAIM, LITIGATION, INVESTIGATION, OR PROCEEDING RELATING TO ANY OF THE FOREGOING, WHETHER BASED ON AGREEMENT, TORT, OR ANY OTHER THEORY, WHETHER BROUGHT BY A THIRD PARTY OR BY YOU, OR (V) YOUR USE OF THE SITE, OPERATION PORTAL, OR MOBILE APP.
- ARBITRATION AGREEMENT
This Section 7 sets forth the terms of an arbitration agreement between you and MNL.
ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE IN ANY FORUM WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. YOU AGREE THAT NEITHER YOU NOR MNL WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY, AND EACH PARTY HEREBY WAIVES ANY RIGHT TO ASSERT CONSOLIDATED CLAIMS WITH RESPECT TO ANY DISPUTES SUBJECT TO ARBITRATION UNDER THESE TERMS OR ANY DISPUTES BETWEEN THE PARTIES. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS. ALSO, YOU AGREE THAT YOU ARE PRECLUDED FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION BROUGHT AGAINST MNL BY SOMEONE ELSE.
Agreement to Binding Arbitration Between You and MNL
You and MNL agree that any dispute, claim or controversy arising out of or relating to (a) these Terms and the Terms of any Plans or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding arbitration between you and MNL, and not in a court of law.
You acknowledge and agree that you and MNL are each waiving the right to a trial. However, you and MNL each retain the right to bring an individual action to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, breach of confidentiality, or other breach of these Terms for which equitable relief may be available.
Rules & Governing Law
This Terms of Service shall be governed by the laws of the Republic of Singapore, without regard to the conflicts of law principles thereof. Any dispute arising out of or in connection with this contract, 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 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 tribunal shall consist of three (3) arbitrators. The language of the arbitration shall be English.
Notwithstanding the aforementioned provisions of this Section 7 Arbitration Agreement, regarding consent to be bound by amendments to these Terms, if MNL materially changes the terms of the Arbitration Agreement after the date you first agreed to the Terms, you may reject any such change by providing MNL written notice of such rejection within 30 days of the date such change became effective.
You agree to indemnify, defend and hold harmless the Company, and our shareholders, subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees (collectively, the “Indemnified Parties”), at your expense, from and against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, reasonable legal fees and other dispute resolution expenses) incurred by any Indemnified Party arising out of or relating to (a) the hosting, operation, management and/or administration of the Services by or on behalf of us, (b) your violation or breach of any term of these Terms of Service or any policy or guidelines referenced herein, or (c) your use or misuse of the Services, or (e) your breach of any law or the rights of a third party.
If any provision of these Terms of Service shall be deemed unlawful, void, or for any reason unenforceable under the law of any jurisdiction, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions in such jurisdiction nor the validity and enforceability of the provision in question under the law of any other jurisdiction.
We are not a bank or other chartered depository institution, nor an issuer of any credit cards, debit cards, savings account or other prepaid payment service method (“Payment Instrument”), unless expressly stated otherwise. For Transactions facilitated with STRIPE ( https://stripe.com/en-sg ) , we handle the payment to 3P Merchants and the charging of your Payment Instrument to conduct your payment for purchase.
10.2 THESE TERMS OF SERVICE DO NOT AMEND OR OTHERWISE MODIFY YOUR AGREEMENT WITH THE ISSUER OF YOUR PAYMENT INSTRUMENT, AND YOU ARE RESPONSIBLE FOR ENSURING YOUR USE OF SOFTWARE COMPLIES WITH ALL SUCH AGREEMENTS. IN ADDITION, YOU ARE RESPONSIBLE FOR ALL CHARGES AND/OR DEBITS TO YOUR PAYMENT INSTRUMENT RESULTING FROM ANY PURCHASES MADE FROM THE ACCOUNT IN ACCORDANCE WITH SUCH AGREEMENTS. IN THE EVENT OF ANY INCONSISTENCY BETWEEN THESE TERMS OF SERVICE AND YOUR AGREEMENT WITH THE ISSUER OF YOUR PAYMENT INSTRUMENT, THESE TERMS OF SERVICE GOVERN THE RELATIONSHIP BETWEEN YOU AND US SOLELY WITH RESPECT TO THE SOFTWARE. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR YOUR PAYMENT INSTRUMENT AND WE ARE NOT RESPONSIBLE FOR THE ACCURACY, OR AVAILABILITY OF ANY INFORMATION YOU ENTER OR OTHERWISE STORE IN THE SOFTWARE INCLUDING, WITHOUT LIMITATION, WHETHER SUCH INFORMATION IS CURRENT AND UP-TO-DATE.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT ANY WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY US OF ANY KIND EITHER EXPRESS, IMPLIED OR STATUTORY WITH RESPECT TO THE SERVICES, INCLUDING WITHOUT LIMITATION WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE USAGE. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICES, THIS FACILITY OR THE FUNCTIONS CONTAINED THEREIN WILL BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE, THAT DEFECTS, IF ANY, WILL BE CORRECTED, OR THAT THIS FACILITY AND/OR THE SERVER THAT MAKES SAME AVAILABLE ARE FREE OF VIRUSES, CLOCKS, TIMERS, COUNTERS, WORMS, SOFTWARE LOCKS, DROP DEAD DEVICES, TROJAN-HORSES, ROUTINGS, TRAP DOORS, TIME BOMBS OR ANY OTHER HARMFUL CODES, INSTRUCTIONS, PROGRAMS OR COMPONENTS.
YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE FACILITY AND/OR THE SERVICES REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED BY LAW. IN PARTICULAR, YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF THE SECURITY CODES PROVIDED TO YOU AND YOU MAY NOT CLAIM AGAINST US FOR ANY LOSS OR DAMAGES RESULTING FROM YOUR FAILURE TO DO SO.
Any downloading of data from our system is done solely at your risk, and we do not warrant that such data or our system is free from any computer virus or other malicious, destructive or corrupting code, agent, program or macros.
If you send funds to the wrong party or sent a wrong amount, we may choose to assist you out of goodwill in contacting the party that received the funds to ask for a refund. However, we will not be liable to reimburse any payment or to reverse any Transaction that you have made as a result of your error or negligence.
If you have complaints, feedback or believe a User on our Facility is violating these Terms of Service, please contact us:
- using our Contact Us function located under contact us page ;
- through [email protected];