V3NITY SYSTEM (Software as a Service Edition) TERMS OF SERVICE

These Terms of Service (“Terms”) govern your access and use of V3Nity System (the “Service”) and any information, text, graphics uploaded, downloaded or appearing on the Service’s web sites, web pages, interactive features, or applications, whether accessed via computer, mobile device or other technology, manner or means (each a “Site”, and collectively “Sites”) Your access and use of the Service is conditioned on your acceptance and acceptance of these Terms. You agree to be bound by these Terms.

1.            Use of Service

1.1          To access the Service, you may have been assigned a User ID and password. You are responsible for safeguarding the password that you use to access the Service and for any actions or activities under your password. If you become aware of any unauthorized use of your password, you agree to notify V3 and any service provider you may have used to access the Service.

1.2          By using the Service, you agree that in no event shall V3 be liable to you or any third party or any inability to use the Service, any delays inaccuracies, errors or omissions with respect to any communications or transmission on delivery of all or any part thereof, or any damage arising from or occasioned by or for the results obtained from the your use of the Service.

1.3          V3 reserves the right to limit, deny or create different priorities to different customers or to change the service and/pr all of its features and /or to change, upgrade modify, alter, limit or terminate the Service at any time temporarily or permanently without prior notice and for any reason at its sole discretion.

1.4          You acknowledge that provision of historical data of all the vehicles routes are stored through a centralized database hosted at the network operating centre and such historical data are kept in V3 centralised server for a period of 180 days. Within such period, you may download the data into CSV or Excel format within the defined period.

2.            License Granted to You

2.1          Subject to these terms, V3 hereby grant you a non-exclusive licence to use the software as part of the Service provided to you for your personal, non-commercial, lawful use, as intended through the authorized functionality of the Service.

3.            Proprietary rights

3.1          You acknowledge and agree that V3 is the sole owner of all the rights to the Service. All title, ownership and intellectual property rights in the Service shall remain with V3. All rights not otherwise claimed herein or by V3 are hereby reserved.

3.2          The Services are protected by copyright, trademark, and other proprietary rights laws. Nothing in the terms gives you a right to use any of V3 trademarks, logo, domain names and other distinctive brand features.

3.            Your Responsibilities

3.1          Your rights under the License set forth above are conditioned upon your compliance with the following:

(a)          you shall not commercially exploit any information received or accessed through the Service including by but not limited to copying except with V3 prior written consent;

(b)          you shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Service;

(c)          you shall obtain, install and maintain such suitable equipment and communication lines as may be specified by V3 for the provision of the Service;

(d)          you shall not undermine or attempt to undermine the security or integrity of the computer systems or networks used by V3 and/or any user of the Service and shall not attempt to gain unauthorized access to such computer systems or networks.

(e)          you shall not use the Service for any illegal purposes or in support of any illegal purpose or activity;

(f)          you agree not to reverse engineers, decompile, disassemble, alter, duplicate, make copies, create derivative works from, distribute or provide others with the Service, its communication protocol or any information available on, derived or extracted in relation to the Service other than as allowed under these terms and conditions;

(g)          warrants and agrees that the Customer has all rights, including all copyrights, or has obtained all necessary third party copyright or trademark licenses and permissions in relation to the usage of the Service;

(h)          you shall not use the Service for any unlawful or inappropriate purposes, including without limitation, spoofing, sniffing, imposturing, fraud, forgery, electronic trespass, hacking and system contamination including without limitation, use of viruses, worms and Trojan Horses causing unauthorized damage or harmful access and/or retrieval of information.

(i)           you will not interfere with or disrupt, or attempt to interfere with or disrupt, the operation of the Site (or any parts thereof)

(j)           you will not knowingly transmit any material that contains adware, software viruses, timebombs, worms, bots or any other computer code, files or programmes designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

(k)          you will use the Service and License at all times in compliance with the Terms and all Applicable Laws

4.            Links

4.1          The Service may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such subsites or resources or the content, products, or services available from such websites or resources. You acknowledge that the sole responsibility for and assume all risk arising from your use of any websites or resources.

5.            Warranty for Equipment

5.1          Warranty period from equipment will be one year from the date of activation of the Service. The equipment’s warranty Normal terms and conditions shall apply.  

6.            Disclaimer of Warranties

6.1          YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND V3 HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES. EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILIRY OR FITNESS FOR A PARTICULAR PURPOSE. All such warranties, representations, conditions, undertakings and terms are hereby excluded. V3 makes no representations or warranties (i) about the validity, accuracy, correctness, reliability, quality, stability, completeness or current state of technical and any other information provided through the service; (ii) any interruption or cessation of transmission to or from the Site; and/or (iii) any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Service or Site by any third party.

6.2          V3 further reserves the right to introduce new features, functionalities and .or applications to the new Service or to future versions of the Service and all new features, functionalities, applications, modifications upgrades and alterations shall be governed by these terms and conditions, unless otherwise stated by V3.

7.            Limitation of Liability

7.1          Under no circumstances shall V3 be held liable for an delay or failure or disruption of the Service 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.

7.2          YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, IN NO EVENT WILL V3 BE HELD 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 OR NOT ADVISED OF THE POSSIBILITY OF DAMAGE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, NEGLIGENCE, TORT OR OTHERWISE OR ANY OTHER DAMAGES RESULTING FROM: (i) YOUR USE (OR USE OF ANYONE USING AN ACCOUNT REGISTERED TO YOU) OF THE SERVICE OR ANY PARTS THEREOF; (ii) THE COST OF PROCUREMENT OF SUBSTITIYUTE GOODS AND SERVICES RESULTING FROM ANY FOODS, SAMPLES, DATA, INFORMATION OR SERVICES PURCHASED OR OBTANED OR MESSAFES RECEIVED OR TEANSACTIONS ENTERED INTO OR THROUGH THE SERVICE; (iii) UNAUTHORIZED ACCCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE HOWEVER ARISING.

7.3          You shall be responsible to keep the equipment in good operating condition and shall be responsible for equipment replacement cost in the event the equipment is damaged by abuse or mishandling.

8.            Termination

8.1          You understand that V3 may, in its sole discretion and at any time temporarily suspend or terminate your rights under the License and or otherwise your access to the Service if: (a) you have breached a material term herein; (b) V3 is unable to verify or authenticate any information provided by the Customer; or (c) V3 believes in its sole discretion that the your act or omission may cause legal liability on yourself, any other users, third party service providers and/or V3.

8.2          Upon termination, all licenses, rights and privileges granted to you shall cease.

8.3          Notwithstanding any of the above provisions, termination of the relationship herein shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuance in force of any provision contained herein which is expressly or by implication intended to come into or continue in force on or after such termination.

8.4          YOU UNDERSTAND AGREE THAT V3 MAY TAKE THE ABOVE ACTION WITHOUT ANY NOTICE TO YOU, PRIOR OR OTHERWISE, AND YOU UNDERSTAND AND AGREE THAT NEITER V3 NOR ANY OF ITS AFFILIATES SHALL HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON FOR THE TERMINATION OF YOUR (OR ANYONE ELSE’S) ACCESS TO THE SITE OR PARTS THEREOF.

9.            Notices

9.1          All notices or demands to or upon V3 shall be effective if in writing and shall be deemed to have been duly made when sent to V3 in the following manner : Attn: (V3) V3 SMART TECHNOLOGIES PTE LTD at 150 Kampong Ampat KA Centre #06-06A Singapore 368324.  Tel : +65 6488 4176/5  Fax : +65 64875287

9.2          All notices or demands to you shall be effective if either delivered personally, sent by commercial overnight courier, certified mail, or by facsimile or email to the addresses and correspondence information provided by you (as you may have amended or updated from time to time).

10.          Waiver and Severability

10.1        The failure of V3 to enforce any rights or provisions of these Terms shall not be deemed a waiver of such right or provision. In the event that any of these provisions of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.

11.          Governing Law

11.1        These terms and conditions shall be governed in all respects by the non-exclusive jurisdiction of the Singapore and the Parties hereby irrevocably submit to the non-exclusive jurisdiction of the Singapore courts.

12.          General

12.1        These terms and conditions in the Agreement and the Application constitute the entire agreement and understanding between you and V3 and govern the use of the Service, superseding any prior written or oral agreements in relation to the same subject matter herein.

12.2        Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

12.3        V3 shall have the right to assign their obligations and duties herein to any person or entity.