User Terms of Service

 

CIRCL Pte. Ltd., doing business as CIRCL (“we” or “CIRCL” or “Company”), provides a mobile payment, ordering, content, and customer rewards platform and related services (“Services” or “CIRCL Services”), and provides and/or enables related mobile applications, software applications, websites, and microsites (“Apps” or “CIRCL Apps”), for use by you (“User”) to make payments for goods and/or services to CIRCL and participate in merchant incentive and rewards programs (“Programs”) at physical and/or online points-of-sale (“POS”), among other available functions. CIRCL provides access to these Services and Apps, including this App, subject to your acceptance of all of the following Terms and Conditions (“User Terms” or “Agreement”).

By accessing, downloading, copying, and/or using a CIRCL App, including this App, and/or the Services, you agree to these User Terms. THESE USER TERMS CREATE A BINDING LEGAL AGREEMENT BETWEEN YOU AND CIRCL, AND INCLUDE AN ARBITRATION CLAUSE UNDER WHICH CERTAIN CLAIMS MAY NOT BE BROUGHT IN COURT OR DECIDED BY A JURY. PLEASE READ THEM CAREFULLY.

Terms of Service

Access to and use of protected and/or secure areas of the Site, the CIRCL Apps and/or use of the Services are restricted to Users. You may not obtain or attempt to obtain unauthorised access to such parts of this Site, the CIRCL Apps and/or Services, or to any other protected information, through any means not intentionally made available by us for your specific use. A breach of this provision may be an offence under the Computer Misuse Act (Chapter 50A) of Singapore.

By your (or where Clause 1.1.2(iii) applies, your child’s or ward’s) access of CIRCL’s website (http://CIRCL.it) (the “Site”), the CIRCL Apps and/or use of the Services, you hereby agree to be legally bound by these Terms of Service.  If you do not accept these Terms of Service, please leave the Site or uninstall the CIRCL App(s) and discontinue use of the Services immediately.

1.

Agreement

1.1

You hereby represent and warrant that:

 

1.2.1

you have read and agree to these Terms of Service and our Privacy Policy;

1.2.2

you are at least 18 years old and have the necessary legal capacity, right, power and authority to agree to these Terms of Service and you are either;

 

(i)

accessing this Site, using the Services and contracting in your own personal capacity;

(ii)

accessing this Site, using the Services and contracting on behalf of a corporate entity; or

(iii)

contracting as parent or guardian of a child or ward who is less than 18 years old and who is accessing this Site and using the Services, in which event you agree as his/her parent/guardian, both in your personal capacity and on behalf of your child/ward, to be bound by these Terms of Service and to be liable for your child’s or ward’s acts and omissions while accessing the Site and/or using the Services, and you also agree to ensure that your child or ward observes these Terms of Service;

1.2.3

you are authorised to bind the entity (yourself or your corporate entity) on whose behalf you are contracting and such entity agrees to be bound by these Terms of Service; and

1.2.4

all of the information provided by you to CIRCL (including without limitation personal particulars and contact information) is accurate and complete.

1.2

CIRCL reserves the right to change, modify, suspend or discontinue the whole or any portion of the Services or Site at any time.  CIRCL may also impose limits on certain features or restrict your access to parts or the entire Services or Site without notice or liability.

1.3

CIRCL may from time to time vary or amend these Terms of Service by posting the amended Terms of Service at the Site.  Any use of the Services after the amendment of these Terms of Service will be deemed to be acceptance of the amended Terms of Service by you.  If you do not agree to the amended Terms of Service, you have the right to close your Account and/or cease using the Services.

2.

Definitions

2.1

In this Agreement, the following definitions shall apply unless the context does not permit such application:
Account” means a registered account of a Member opened under this Site.
Agreement” means the agreement formed by these Terms of Service and the Privacy Policy, and in the case of a Member, by these Terms of Service, the Privacy Policy and the Member Conditions.
Computer” means your computer, notebook computer, personal digital assistant, mobile phone or other electronic device used to access the Site, the CIRCL Apps or the Services.  
Content” means materials, information, news, advertisements, listings, data, input, text, songs, audio, video, pictures, graphics, software, blogs, webcasts, podcasts, broadcasts, messages, software, comments, suggestions, ideas and other content. 
Linked Sites” is defined in Clause 8.1. 
Member” means a registered member of the CIRCL App. 
Member Conditions means the terms and conditions applicable to Member. 
Servers” means the computer software, systems and servers hosting, operating, managing, providing or contributing to the Site, the CIRCL Apps and the Services. 
Services” is defined in Clause 3.1.
Site means the CIRCL website containing these Terms of Service.
CIRCL Content” means all Content of CIRCL that is made available on or via this Site and the CIRCL Apps. 
Third Party Products” means products and services of third parties, including other users, advertised on or available at the Site, the CIRCL Apps or websites linked from the Site and/or the CIRLC Apps.
Third Party User Content” means all User Content which is not created, transmitted, posted or uploaded by you.
User Content” means all Content on this Site and/or the CIRCL Apps which is created, transmitted, posted or uploaded by a user of the Site and/or the CIRCL Apps.

2.2

The words “include” and “including” shall not be construed as having any limiting effect.

2.3

The headings in this Agreement do not have any legal effect nor shall they affect the construction of this Agreement in any way.

 

 

3.

Services

3.1

CIRCL may offer one or more of the following services on or through the  (each a “Service” and collectively the “Services”):

 

3.1.1

real-time reservation engine for partner restaurants linked to CIRCL table management systems

3.1.2

access to a collection of information, reviews, ratings, news, data, text, listings, graphics, images, videos, tags, audio files, webcasts and other types of works regarding both partner restaurants and others

3.1.3

search and/or filter engines or tools;

3.1.4

an advertising and branding platform for partner restaurants;  

3.1.5

a social networking platform;

3.1.6

email confirmation and alerts; and

3.1.7

any other features, content or applications that CIRCL may offer at the Site and/or the CIRCL Apps from time to time in its sole and absolute discretion.

3.2

You acknowledge and agree that to access and use certain Services, you may be required to register as a Member and additionally shall be bound to strictly comply with the Member Conditions in addition to these Terms of Service.

3.3

From time to time CIRCL will run competitions, promotions and surveys on the CIRCL Apps.  These are subject to additional terms and conditions that will be made available at the time they are run.

 

 

4.

Content Use Conditions

4.1

You may not reproduce, modify, adapt, translate, publish, display, communicate, transmit, broadcast, podcast, webcast, distribute, sell, trade or exploit for any commercial or other purposes, any portion of, or any access to:

 

4.1.1

any Service;

4.1.2

the Site and/or the CIRCL Apps;

4.1.3

any CIRCL Content except, to the extent permitted, with the prior written consent of CIRCL or unless expressly permitted in these Terms of Service; or

4.1.4

any Third Party User Content except, to the extent permitted, with the prior written consent of CIRCL and the owner or licensee of the specific User Content.

4.2

Without prejudice to the generality of Clause 4.1, you agree not to reproduce, display or otherwise provide access to the Services, CIRCL Content, or Third Party User Content on another website or server, for example through framing, mirroring, linking, spidering, scraping or any other technological means (including any technology available in the future), without the prior written permission of CIRCL. 

4.3

You may for your personal, non-commercial use:

 

4.3.1

retrieve and display CIRCL Content on any compatible device owned by you;

4.3.2

print a single copy of CIRCL Content on paper (but not photocopy them); and

4.3.3

store such CIRCL Content in electronic form on disk or on a mobile device owned by you (but not on any server or other storage device connected to a network).

4.4

All CIRCL Content are the copyrighted work of CIRCL or its content or software providers, and CIRCL reserves and retains all rights in the CIRCL Content.  Use of some CIRCL Content may be governed by the terms of an accompanying end user license agreement. 

4.5

You may not decompile, reverse engineer or otherwise attempt to discover the source code of any CIRCL Content available on the Site, the CIRCL Apps or through a Service except under the specific circumstances expressly permitted by law or CIRCL in writing.

 

 

5.

Intellectual Property

5.1

The copyright, patents, trademarks, registered designs and all intellectual property rights in the Services, the Site, the CIRCL Apps, and all CIRCL Content, including without limitation the copyright in the compilation of all User Content, shall vest in and remain with CIRCL.

5.2

The trademarks, logos and service marks (“Marks“) displayed on this Site and the CIRCL Apps are the property of CIRCL or other third parties, and all rights to the Marks are expressly reserved by CIRCL or relevant third parties.  You are not permitted to use any Marks without the prior written consent of CIRCL or such third party.  CIRCL and its subsidiaries aggressively enforce their intellectual property rights to the fullest extent of the law.  The name of CIRCL or any other Marks may not be used in any way, including in any advertising or publicity, or as a hyperlink without prior written permission of CIRCL. 

5.3

The domain name on which the Site is hosted on is the sole property of CIRCL and you may not use or otherwise adopt a similar name for your own use.

5.4

If you have any questions or concerns about these Terms of Service or any issues raised in these Terms of Service or on the Site and/or the CIRCL Apps, please contact us at support@circl.it.

 

 

6.

Online Conduct

6.1

You hereby undertake:

 

6.1.1

to comply with these Terms of Service, and such other notices or guidelines that may be posted on the Site by CIRCL from time to time (which are hereby incorporated by reference into these Terms of Service);

6.1.2

not to use any Service or CIRCL Content for any unlawful purpose, and to comply with all applicable laws and regulations, including without limitation, copyright law;

6.1.3

not to hack into, interfere with, disrupt, disable, over-burden or otherwise impair the proper working of the Site, the CIRCL Apps, Services or Servers, which shall include but is not limited to denial-of-service attacks, spoof attacks, session hacking, sniffing, tampering, reverse engineering or reprogramming; and

6.1.4

not to use the Account of another User or Member at any time, whether with or without his/her permission.

 

 

7.

Disclaimers & Limitations

7.1

While we make every effort to ensure that all CIRCL Content displayed on the Site and the CIRCL Apps is accurate and complete, we provide the CIRCL Content for informative purposes and on an ‘as is’, ‘as available’ basis only without warranties of any kind either express or implied.  To the fullest extent permissible pursuant to applicable law, CIRCL disclaims all warranties, express or implied, including, but not limited to, implied warranties of satisfactory quality, merchantability or fitness for a particular purpose, compliance with description, or the warranty of non-infringement.  Without limiting the foregoing, CIRCL does not warrant that the functions contained in or access to the Site, the CIRCL Apps, Services, CIRCL Content or other content will be timely, uninterrupted or error-free or without omission, that defects will be corrected, or that the Site, the CIRCL Apps, Services, CIRCL Content or the Servers are free of viruses or other harmful components, or that the download, installation or use of any CIRCL Content in or with any Computer will not affect the functionality or performance of the Computer.  CIRCL does not warrant or make any representations regarding the use or the results of the use of the CIRCL Content, the Services, the Site, the CIRCL Apps, or the Servers in terms of their correctness, accuracy, completeness, reliability, or otherwise.  You (and not CIRCL) assume the entire cost of all necessary servicing, repair, or correction, including any defect, problem or damage in any Computer.  You agree not to hold CIRCL liable for the loss of any of your User Content that is due to any circumstances beyond the control of CIRCL.

7.2

You acknowledge and agree that CIRCL does not endorse or recommend, is not an agent, reseller or distributor of, and has no control over Third Party Products, and CIRCL hereby expressly disclaims all liabilities and responsibilities arising in relation to any Third Party Products whether available or advertised via the Site, the CIRCL Apps, or on Linked Sites.

7.3

You agree that all statements, offers, information, opinions, materials, User Content, and Third Party Products, from other users and from advertisers and other third parties on this Site and the CIRCL Apps should be used, accepted and relied upon only with care and discretion and at your own risk, and CIRCL shall not be responsible for any loss, damage or liability incurred by you arising from such use or reliance.

7.4

The data and information made available on the Site and the CIRCL Apps are of a general nature and do not purport, and shall not in any way be deemed, to constitute an offer or provision of any professional or expert advice.  You should at all times consult a qualified expert or professional adviser to obtain advice and independent verification of the information and data contained herein before acting on it.  

7.5

You acknowledge that it is not CIRCL’s policy to exercise editorial control over, and to review, edit or amend any data, information, materials or contents of any User Content, posting, email or any information that may be inserted or made available on the Site and the CIRCL Apps by other users of the Services and that CIRCL does not endorse and shall not be responsible for any such content. 

7.6

You also acknowledge and agree that some Services may enable other users to upload User Content to the Site and the CIRCL Apps, and that some of these may be offensive, annoying, unlawful, in breach of these Terms of Service, contain viruses or cause you damage.  While we may remove any such User Content brought to our notice at our sole and absolute discretion, you acknowledge and agree that we cannot be responsible or liable for any User Content, and you agree to exercise access and use User Content only at your own risk and with care and discretion.

7.7

You agree that:

 

7.7.1

CIRCL shall be entitled at any time, at its sole and absolute discretion and without prior notice, to add to, vary, terminate, withdraw or suspend the operation of the whole or any part or feature of the Site, the CIRCL Apps, or Services without assigning any reason; and

7.7.2

access to or the operation of the Site, the CIRCL Apps, Servers and/or the Services may from time to time be interrupted or encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors, and in any such event, CIRCL shall not be liable for any loss, liability or damage which may be incurred as a result.

   

7.8

In no event shall CIRCL be liable to you for any damages, losses, expenses, liabilities under any causes of action (whether in contract or tort including, but not limited to negligence, or otherwise) caused through the use of, or the inability to use, the CIRCL Content, User Content, Services, Third Party Products, any Computers, the Site, the CIRCL Apps, or any other website or applications.  In the event that CIRCL is liable for damages despite the foregoing provision, you agree that CIRCL’s aggregate liability to you for any and all causes of action in relation to the CIRCL Content, Services, Site, the CIRCL Apps, and the Agreement, shall not exceed the total amount of fees and charges paid by you for the Services to CIRCL for the one (1) month period immediately preceding the time such liability arose.

7.9

Under no circumstances, including, but not limited to, negligence, shall CIRCL be liable for any indirect, special, consequential, or incidental damages that result from the use of, or the inability to use, the CIRCL Content, Services, Site, the CIRCL Apps, or any other website, even if CIRCL or a CIRCL authorised representative has been advised of, or should have foreseen, the possibility of such damages. 

7.10

You agree that the above exclusions and limitations of liability enable the Services and the CIRCL Content to be provided by CIRCL at either reasonable costs or no costs to you.

 

 

8.

Linked Sites

8.1

CIRCL may provide links to other sites (“Linked Sites“) that may be of relevance and interest to users.  CIRCL has no control over, and is not responsible for the content on the Linked Sites or for any damage you may incur from the Linked Sites (including any virus, spyware, malware, worms, errors or damaging material contained in the Linked Sites) or the availability of any content on the Linked Sites, and you hereby irrevocably waive any claim against us with respect to the Linked Sites.

8.2

We may attach banners, java applets and/or such other materials to the Site for the purposes of advertising our or our Third Party Vendors’ products and/or services. For the avoidance of doubt, you shall not be entitled to receive any payment, fee and/or commission in respect of any such advertising or other promotional materials.

 

 

9.

Data Use & Privacy

9.1

Please do not submit any personal information or data without first reading our Privacy Policy which explains our data use and privacy practices in detail.

 

 

10.

Termination

10.1

You agree that CIRCL has the right in its sole and absolute discretion and without notice to restrict, suspend, or terminate your Account and/or your access to all or any part of the Site, the CIRCL Apps, or Services, without assigning any reason. 

 

 

11.

Notification of Infringement

11.1

CIRCL reserves the right to investigate notices of copyright, trademark and other intellectual property infringement (“Infringement”) in respect of CIRCL Content, User Content and other material on the Site, the CIRCL Apps, (“Infringing Material”) and take appropriate action.  If you believe that your work has been used or copied in a way that constitutes Infringement and such Infringement is occurring on this Site and the CIRCL Apps, please notify CIRCL in writing immediately in the form and containing the information prescribed by the Singapore Copyright Act (Cap. 63) (“Infringement Notice”).

11.2

All Infringement Notices shall be sent to CIRCL addressed as follows:
CIRCL Pte. Ltd.
High Street Centre, #17-02
1 North Bridge Road
Singapore 179094

11.3

CIRCL will duly consider all Infringement Notices submitted in the above manner.  In return, you agree that you shall not take any legal action or exercise any legal remedy you may have against CIRCL in respect of any Infringing Material, unless you have first given CIRCL the Infringement Notice and sufficient opportunity to remove the Infringing Material, and thereafter CIRCL refuses or fails to remove the Infringing Material within a reasonable time.  Where CIRCL removes the Infringing Material in response to your Infringement Notice, you agree not to exercise and you hereby waive, any right of action against CIRCL under applicable law which you may have in respect of any Infringing Material appearing on the Site and the CIRCL Apps prior to such removal by CIRCL.

11.4

You acknowledge and agree that CIRCL has no control and cannot undertake responsibility or liability in respect of Infringing Material appearing on Linked Sites or other third party sites. 

 

 

12.

Jurisdictional Issues

12.1

This Site and the CIRCL Apps is owned and operated by CIRCL in Singapore.  CIRCL makes no representation that the Contents of the Site and the CIRCL Apps are appropriate or available for use in your location.  Those who choose to access this Site the CIRCL Apps from any location do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

 

 

13.

Indemnity

13.1

You agree to indemnify and hold CIRCL, and its subsidiaries, affiliates, officers, agents, partners, and employees, harmless from all claims, demands, actions, proceedings, liabilities (including statutory liability and liability to third parties), penalties, and costs (including without limitation, legal costs on a full indemnity basis), awards, losses and/or expenses, due to or arising out of:

 

13.1.1

any use of the Site, the CIRCL Apps, or any Service;

13.1.2

your connection to the Site or installing the CIRCL Apps;

13.1.3

your breach of any terms and conditions of these Terms of Service;

13.1.4

your violation of any rights of another person or entity; or

13.1.5

your breach of any statutory requirement, duty or law.

 

 

14.

Severability

14.1

If any provision of these Terms of Service is found to be illegal, void or unenforceable under any law that is applicable hereto or if any court of competent jurisdiction in a final decision so determines, these Terms of Service shall continue in force save that such provision shall be deemed to be deleted.

 

 

15.

Relationship of Parties

15.1

Nothing in these Terms of Service shall constitute or be deemed to constitute an agency, partnership or joint venture between CIRCL and you and neither party shall have any authority to bind the other in any way.

 

 

16.

Waiver

16.1

No waiver of any rights or remedies by CIRCL shall be effective unless made in writing and signed by an authorised representative of CIRCL.

16.2

A failure by CIRCL to exercise or enforce any rights conferred upon it by these Terms of Service shall not be deemed to be a waiver or variation of any such rights or operate so as to bar the exercise or enforcement thereof at any subsequent time or times.

 

 

17.

Rights of Third Parties

17.1

Except as provided for in Clause 13, a person or entity who is not a party to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act (Cap. 53B) to enforce any term of this Agreement, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. 

 

 

18.

Force Majeure

18.1

No party shall be liable for any failure to perform its obligations under this Agreement if the failure results from a Force Majeure Event (defined below), provided always that whenever possible, the affected party will resume that obligation as soon as the Force Majeure Event occasioning the failure ceases or abates.

18.2

For purposes of this Agreement, a “Force Majeure Event” is an event which is a circumstance or event beyond the reasonable control of a party which affects the general public in that party’s country or in the territory, and which results in the party being unable to observe or perform on time an obligation under this Agreement.  Such circumstance or event shall include industrial action or labour disputes, civil unrest, war or threat of war, criminal or terrorist acts, government action or regulation, telecommunication or utility failures, power outages, fire, explosion, natural physical disasters, epidemic, quarantine restrictions, and general failure of public transport.

19.

Taxes

19.1

You agree that this Agreement shall be subject to all prevailing statutory taxes, duties, fees, charges and/or costs, however denominated, as may be in force and in connection with any future taxes that may be introduced at any point of time. You further agree to use your best efforts to do everything necessary and required by the relevant laws to enable, assist and/or defend the Company to claim or verify any input tax credit, set off, rebate or refund in respect of any taxes paid or payable in connection with the Service supplied under this Agreement.

20.

Internet Delays

20.1

THE SERVICE, THE SITE, THE CIRCL APPS AND/OR THE SOFTWARE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS INCLUDING THE DEVICE USED BY YOU OR THE THIRD PARTY TRANSPORTATION PROVIDER BEING FAULTY, NOT CONNECTED, OUT OF RANGE, SWITCHED OFF OR NOT FUNCTIONING. THE COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, DAMAGES OR LOSSES RESULTING FROM SUCH PROBLEMS.

21.

Limitation of Liability

21.1

ANY CLAIMS AGAINST THE COMPANY BY YOU SHALL IN ANY EVENT BE LIMITED TO THE AGGREGATE AMOUNT OF ALL AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN UTILISING THE SERVICE DURING THE EVENT GIVING RISE TO SUCH CLAIMS. IN NO EVENT SHALL THE COMPANY AND/OR ITS LICENSORS BE LIABLE TO YOU OR ANYONE FOR ANY DIRECT, INDIRECT, PUNITIVE, ECONOMIC, FUTURE SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OR LOSSES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, EMOTIONAL DISTRESS AND LOSS OF DATA, GOODS, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE). THE COMPANY AND/OR ITS LICENSORS SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY OR CAUSED TO YOU OR TO ANY PERSON FOR WHOM YOU HAVE BOOKED THE SERVICE FOR, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICE, THE SITE, THE CIRCL APPS, AND/ORTHE SOFTWARE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE, THE APPLICATION AND/OR THE SOFTWARE, ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY THIRD PARTY PROVIDER, MERCHANT, ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE WEBSITE OR IS REFERRED TO BY THE SERVICE, THE SITE, THE CIRCL APPS AND/OR THE SOFTWARE, EVEN IF THE COMPANY AND/OR ITS LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE COMPANY DOES NOT AND WILL NOT ASSESS NOR MONITOR THE SUITABILITY, LEGALITY, ABILITY, MOVEMENT OR LOCATION OF ANY THIRD PARTY PROVIDERS INCLUDING THIRD PARTY FOOD AND BEVERAGE PROVIDERS, MERCHANTS, ADVERTISERS AND/OR SPONSORS AND YOU EXPRESSLY WAIVE AND RELEASE THE COMPANY FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE THIRD PARTY PROVIDERS.

THE COMPANY WILL NOT BE A PARTY TO DISPUTES, NEGOTIATIONS OF DISPUTES BETWEEN YOU AND SUCH THIRD PARTY PROVIDERS INCLUDING THIRD PARTY FOOD & BEVERAGE PROVIDERS, MERCHANTS, ADVERTISERS AND/OR SPONSORS. THE COMPANY CANNOT AND WILL NOT PLAY ANY ROLE IN MANAGING PAYMENTS BETWEEN YOU AND THE THIRD PARTY PROVIDERS, INCLUDING THIRD PARTY FOOD & BEVERAGE PROVIDERS, MERCHANTS, ADVERTISERS AND/OR SPONSORS. RESPONSIBILITY FOR THE DECISIONS YOU MAKE REGARDING SERVICES AND PRODUCTS OFFERED VIA THE SERVICE, THE SOFTWARE, AND/OR THE APPLICATION (WITH ALL ITS IMPLICATIONS) RESTS SOLELY WITH AND ON YOU. YOU EXPRESSLY WAIVE AND RELEASE THE COMPANY FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM YOUR USE OF THE SERVICE, THE SOFTWARE AND/OR THE APPLICATION, OR IN ANY WAY RELATED TO THE THIRD PARTIES INCLUDING THIRD PARTY FOOD AND BEVERAGE PROVIDERS, MERCHANTS, ADVERTISERS AND/OR SPONSORS INTRODUCED TO YOU BY THE SERVICE, THE SOFTWARE, AND/OR THE APPLICATION.

THE QUALITY OF THE THIRD PARTY FOOD AND BEVERAGE SERVICES ORDERED THROUGH THE USE OF THE SERVICE IS ENTIRELY THE RESPONSIBILITY OF THE THIRD PARTY FOOD AND BEVERAGE PROVIDER WHO ULTIMATELY PROVIDES SUCH FOOD AND BEVERAGE SERVICES TO YOU. 

   

22.

Governing Law & Jurisdiction

22.1

These Terms of Service and all matters relating to your access to, or use of, this Site, the CIRCL Apps, and the Services shall be governed by and construed in accordance with the laws of Singapore including without limitation the provisions of the Singapore Evidence Act (Chapter 97) and the Electronic Transactions Act (Cap. 88), without giving effect to any principles of conflicts of law.

22.2

You hereby agree to submit to the non-exclusive jurisdiction of the Singapore courts.

(Last updated on 28 November 2017)

 

Member Terms and Conditions

By clicking or tapping on the “Place Order”, “Verify”, “I Accept”, “Submit”, “Login” or similar button when using the mobile application or Site, or checking the “I Accept” or similar box at the end of the Account registration process, you hereby agree to be bound by these Member Terms and Conditions (“Member Conditions”) as well as the Terms And Conditions (“Terms of Service”) which are hereby incorporated by reference into these Member Conditions, including without limitation, the representations set out in Clause 1.1 of the Terms of Service. In the event of any conflict, inconsistency or ambiguity between these Member Conditions and the Terms of Service, these Member Conditions shall govern and take precedence over the Terms of Service:

 

  1. Definitions 
    1.1 All defined terms in the Terms of Service, apply to these Member Conditions unless specifically defined in these Member Conditions.

    2. User Name, Password, Account Information 
    2.1 You agree that your Account is for your sole, personal use (or that of the entity on whose behalf you are entering into these Member Conditions). You hereby agree not to: 
    2.1.1 share with or permit others to use your Account or Password (defined in Clause 2.3); or 
    2.1.2 assign or otherwise transfer your Account to any other person or entity. 
    You acknowledge and agree that any unauthorised sharing or disclosure of your Password will cause wrongful loss to CIRCL and constitutes an offence under Section 8 of the Computer Misuse Act (Cap. 50A). 
    2.2 You shall provide CIRCL with accurate, complete, and up-to-date Account information and further ensure that the information is kept updated and remains current, accurate and complete. Failure to do so shall constitute a breach of these Member Conditions, which may result in the restriction, suspension or immediate termination of your Account. 
    2.3 As part of the registration process for the Account, you may be asked to set up login credentials, which may include selecting a password (“Password”) and user name (“User Name”), and/or mobile number and one time password sent via SMS. You may not: 
    2.3.1 select or use a User Name of another person with the intent to impersonate that person; 
    2.3.2 use a name subject to the rights of any other person without authorisation; or 
    2.3.3 use a User Name that CIRCL, in its sole discretion, deems inappropriate or offensive. 

    2.4 You shall promptly notify CIRCL of any known or suspected unauthorised use(s) of your Account, or any known or suspected breach of security, including loss, theft, or unauthorised disclosure of your Password. You shall be solely responsible for safeguarding and maintaining the confidentiality of your login credentials.

2.4.1 You should also immediately notify CIRCL if you believe:

  • there has been an unauthorized transaction or unauthorized access to your Account;
  • there is an error in your Order History (you can access your Order History by logging into your Account) or in your transaction confirmation sent to you by email;
  • your CIRCL Mobile-activated phone has been lost, stolen or deactivated; or
  • you need more information about a transaction listed on the statement or transaction confirmation. 
    2.5 You shall be bound by and responsible for, and CIRCL shall be entitled to rely on, all communications transmitted through the use of your User Name and Password, and all such communications shall be deemed to be communications made and issued by you. 
    2.6 You shall be responsible for all User Content, messages, and all online activity at the Site transmitted or conducted through the use of your login credentials. 
    2.7 CIRCL shall have no responsibility or liability for any loss, damage, cost, expenses, or liabilities arising as a result of or in connection with the wrongful or fraudulent use of your CIRCL Mobile-activated phone and/or login credentials. 
    2.8 You agree that CIRCL reserves the right to change or re-assign login credentials at its sole discretion by giving you notice. CIRCL shall not be liable for any loss, damage, cost or expense incurred by you as a result of such change or re-assignment. 
    2.9 Unless prior written notice of no less than thirty (30) days (or such other period specified by CIRCL) is given to CIRCL, you agree that CIRCL may automatically renew your membership or subscription account upon expiration.

    3. Use of Account Information 
    3.1 In addition to and without limiting the terms of our Privacy Policy, by providing the information requested for your Account, you hereby consent to CIRCL’s use and disclosure of all such information and information relating to your use of the Site or Services for the following purposes: 
    3.1.1 to respond to your requests and queries; 
    3.1.2 to provide the Services to you; 
    3.1.3 to verify and process your personal particulars and payments; 
    3.1.4 to communicate with you; 
    3.1.5 to enforce these Member Conditions and the Terms of Service and our legal rights and remedies; 
    3.1.6 for marketing research, user profile and statistical analysis; 
    3.1.7 to send you information, promotions, updates, and marketing and advertising materials in relation to our goods and services and those of third party organisations; 
    3.1.8 complying with law, the requests of law enforcement and regulatory officials, or orders of court; and 
    3.1.9 for any other purpose including the disclosure of such information to third parties for commercial / business reasons, provided that CIRCL shall not disclose credit card account information except for the purposes set out in Clauses 3.1.2 and 3.1.3 above. 

    4. Suspension, Termination and Closing of Account 
    4.1 You agree that CIRCL has the right in its sole and absolute discretion and without notice to: 
    4.1.1 restrict, suspend, or terminate your access to all or any part of the Services; and/or 
    4.1.2 terminate, deactivate or suspend your Account, delete your Account and all related information and files in your Account, without assigning any reason. Without prejudice to the generality of the above, CIRCL reserves the right to deactivate your Account if it has been inactive for a period of six (6) months or more, or if you are in breach of any of our Terms of Service or these Member Conditions or if CIRCL believes that you have been using the Account for unlawful and/or undesirable activities. 
    4.2 You agree not to hold CIRCL liable or responsible for any loss or damage incurred by you arising out of or in connection with the suspension and/or termination of your Account. 

4.3 You may close your Account at any time by following the instructions in your Account Profile. Upon Account closure, we will cancel any pending transactions and you will forfeit any balances, unless otherwise legally prohibited.

5. Member Obligations 
5.1 You represent and warrant that you have read and agree to be bound by our Terms of Service and these Member Conditions. 
5.2 You acknowledge that the Site and Services are used by a community of users, and you hereby agree and undertake: 
5.2.1 to treat all users with respect and civility; 
5.2.2 not to annoy, pester, solicit, harass, threaten, offend, insult, abuse, defame, or injure any other users, or commit any unlawful or tortious acts against other users; 
5.2.3 not to spam, mail bomb, send viruses, spyware, malware, worms or other damaging material to other users, or act in any manner that adversely affects the use of the Services by other users; 
5.2.4 not to harvest or otherwise collect information about users, including email addresses, without CIRCL’s prior written consent. 
5.3 You agree that when using the Services: 
5.3.1 you will only submit, upload or publish User Content in strict compliance with Clause 6 below; 
5.3.2 you will not offer for sale items and/or services which are illegal, banned, unlicensed, controlled, or socially or morally reprehensible items; 
5.3.3 you will not offer for sale items and/or services, or submit, upload or publish User Content, in an incorrect or inappropriate category or area on the Site, including without limitation posting unauthorised advertisements in any forum, discussion or message boards that is open and accessible to users of the Services; and 
5.3.4 you will not alter, delete, manipulate, undermine or interfere with the listings or postings of any other Member. 
5.4 Any infringing, fraudulent, abusive, or otherwise illegal activity, or any breach of the Terms of Service or these Member Conditions, shall be grounds for termination of your use of the Site and Services and/or your Account, at CIRCL’s sole and absolute discretion, and you may be reported to appropriate law-enforcement agencies. 
5.5 Without prejudice to CIRCL’s rights of restriction, suspension and termination under Clause 4 above, CIRCL reserves the right to terminate your Account and/or your access to all or any part of the Site or Services if you are in breach of any of these Member Conditions or the Terms of Service or if CIRCL believes that you have been using the Site or any of the Services for unlawful and/or undesirable activities.
5.6 You agree to indemnify and hold CIRCL, and its subsidiaries, affiliates, officers, agents, partners, and employees, harmless from all claims, demands, actions, proceedings, liabilities (including statutory liability and liability to third parties), penalties, and costs (including without limitation, legal costs on a full indemnity basis), awards, losses and/or expenses, due to or arising out of: 
5.6.1 any advertisements, listings, postings or User Content placed by you; 
5.6.2 any products and services offered, sold, provided, or advertised by you; 
5.6.3 your use of any Services; 
5.6.4 your breach of warranty, or breach of any terms and conditions of these Member Conditions; or 
5.6.5 your misrepresentation, fraudulent acts, tortious acts, breach of contract, or violation of any rights of another person or entity. 

6. User Content 
6.1 Please exercise respect when participating in any community feature on the Site or the Services which permits you to upload or submit User Content. 
6.2 You may not submit, upload or publish through the Site or the Services any User Content that is inaccurate, misleading, libelous, defamatory, threatening, pornographic, obscene, indecent, lewd, abusive, illegal, political, racist, religious, blasphemous, false, an infringement of any intellectual property rights of a third party, or would otherwise violate or encourage the violation of any law (including the Official Secrets Act (Cap.213)) or the proprietary or other rights of any third party (individually and collectively “Improper Works”). Furthermore, you may not submit or publish User Content that solicits funds, or includes programs that contain viruses, Trojan horses, worms, time bombs or any other programs designed to impair the operation and functionality of the Site, Services, Servers, or any computer. 
6.3 If, at any time you contribute, submit, upload or post User Content to CIRCL or the Site or using the Services, you automatically: 
6.3.1 and irrevocably grant and assign to CIRCL an equal share of all intellectual property rights, title and interests (including copyright) in the User Content, in all forms and media, and in all countries of the world, to be co-owned as tenants-in-common, with full rights to use, license, exploit and enforce the said intellectual property rights and to assign the above share of co-ownership, and without any obligation for CIRCL to account to you for any proceeds thereof, and you also agree and undertake to execute at the request of CIRCL, such other instruments, assurances or documents, as may be required to vest in CIRCL, or required for CIRCL to register in any jurisdiction, all the title or rights as referred to herein. For the avoidance of doubt, and without derogation from the above, CIRCL and its affiliates, subsidiaries and subcontractors (including its Internet content hosting servers and delivery networks) shall have a non-exclusive, royalty-free, irrevocable, perpetual and worldwide right to use (including without limitation, to store, reproduce, modify, distribute, publish, display, communicate, transmit, broadcast, podcast, webcast, or broadcast) and to sub-license the User Content whether or not in connection with the provision of the Services and/or on or via the Site, other websites, and other printed and online publications and newspapers; 
6.3.2 represent and warrant that: 
(i) all such User Content are your own original works and creations and do not and will not infringe the copyright or any other intellectual property or other rights of any third party; 
(ii) none of the User Content are proprietary or confidential; 
(iii) none of the User Content are Improper Works, nor will they expose CIRCL to any civil or criminal proceedings in any part of the world; and 
(iv) the use by CIRCL and other users for the purposes and in the manner set out in this Clause 6.3, and the hosting of such User Content on the Servers by CIRCL will not require any further licences or rights from, or infringe any intellectual property or other rights of, any third party; and 
6.4 CIRCL at all times retains the sole discretion to remove or decline to accept any User Content from the Site without assigning any reason whatsoever. Without limiting the foregoing right, CIRCL may monitor the Site for Improper Works (but is not obliged to do so) and reserves the right to remove any User Content which CIRCL believes are Improper Works, or which is the subject of any dispute. 
6.5 CIRCL may in its sole and absolute discretion lift the restriction or suspension of your access to the Site, Services or Account, if CIRCL is satisfied that the User Content no longer constitutes Improper Works or is the subject of any dispute. If full payment was received by CIRCL for the display of such removed User Content, CIRCL will restore such paid User Content (provided always that such User Content is no longer deemed as Improper Works or is the subject of any dispute) on to the Site until the remaining term for its display expires. For the avoidance of doubt, CIRCL shall not be obliged to extend the term for the display of paid User Content, for the time period that such User Content was removed from the Site. In the event that CIRCL fails to restore the paid User Content for whatsoever reason, you agree that CIRCL shall only be liable to refund the amounts paid for the display and publication of such User Content, on a pro-rated basis for the remaining and unexpired term for its display. 
6.6 You agree to indemnify and hold CIRCL, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from all claims, demands, actions, proceedings, liabilities (including statutory liability and liability to third parties), penalties, and costs (including without limitation, legal costs on a full indemnity basis), awards, losses and/or expenses, due to or arising out of User Content you submit, post to or transmit through the Site or Services. 

7. Use of Services 
7.1 General
You acknowledge and agree that: 


7.1.1 Some Services are subject to further terms and conditions or the execution of a separate contract between CIRCL and yourself. 

7.1.2 CIRCL shall be entitled at any time, at its sole discretion and without prior notice, to: 

7.1.2.1 add to, vary, terminate, withdraw or suspend the whole or any part or feature of any Service; and/or

7.1.2.2 add new Services. 


7.1.3 Where new Services are added, these Member Conditions and the Terms of Service will also apply to such new Services, in addition to any further terms and conditions notified to you. 

7.2 App Services by Subscription 
7.2.1 The terms and conditions governing the subscription on or via the Site to an App or the content or services of an App (“App Services”), can be found below, and are hereby incorporated by reference into these Member Conditions. 
7.3 Online Contests & Lucky Draws 
7.3.1 The terms and conditions governing CIRCL’s online contests and lucky draws will published with such contests. 

7.4 Payment Services

7.4.1 CIRCL is a payment services provider and acts as such by creating, hosting, maintaining and providing our payment services to you via the Internet. Our services allow you to send payments to merchants who have an account on the CIRCL platform (“Merchants”). Our service availability varies by country. We offer services in compliance with local laws and regulations.

7.4.2 CIRCL is not a remittance business or a money transfer service and may not be used to remit funds to third parties.  We do not have any control over, and are not responsible or liable for, the products or services that are paid for with our CIRCL Payment service. We cannot ensure that a Merchant you are dealing with on our platform will actually complete the transaction.  CIRCL is not a common carrier or public utility.

7.4.3 You may choose to pay Merchants for their goods and services by cash and where available, by credit card and or debit card (“Card”).  In the event that you choose to pay Merchants by Card, you will need to input and/or register a valid Card which belongs to you in accordance with the instructions within the Application.  If the Card belongs to another person, such as your parents, you hereby warrant and agree that you have obtained their permission to use the Card for the payment of the transportation services.  You agree that we may verify, authenticate, and/or authorize your Card details when you first register the Card with us as well as when you conduct a transaction with a Merchant.  You agree that we may issue a reasonable authorization hold, which is not an actual charge against your Card, in order to obtain authorization of your payment method via your Card. The hold may appear in your statement as “pending”. The authorization hold is issued as a preventive measure against any unauthorized or fraudulent usage of your Card.  In the event your payment by your Card is processed overseas, you will be liable for any additional charges in relation thereto.  The Company reserves the right to suspend the processing of any transaction or disable or limit the use of the Card in the event of any error in transaction which results in decline or chargeback from the financial institution or where the Company reasonably believes that the Card has been used for a transaction that may be fraudulent, illegal or involves any criminal activity or where the Company reasonably believes you to be in breach of this Terms and Conditions. You agree that you will cooperate in relation to any financial crime screening that is required and to assist CIRCL in complying with any prevailing laws or regulations in place.  You shall be responsible to resolve any disputes with your Card company on your own.

7.4.4 By entering a payment instrument to your CIRCL User Account and using an App to initiate a transaction at a participating CIRCL merchant, to initiate a mobile order for goods provided by a third-party, to add stored value to a CIRCL User Account, or to purchase merchant credit, you authorize CIRCL to charge your entered payment instrument as necessary to complete payment to CIRCL for the purchase or transaction, including for the total transaction amount less any credit redeemed in connection with your purchase. If such charge is rejected or fails, CIRCL may charge your payment instrument again at a later time without advance notice to you.

In the event you are entitled to a reversal, refund, chargeback, or other adjustment associated with a purchase you made using your CIRCL User Account, you also authorize a credit to your payment instrument by CIRCL to accomplish that transaction.

All purchases, orders, and charges authorized using an App and/or the CIRCL Services are also subject to the terms and conditions set forth by the entities that issue your payment instrument. You are responsible for complying with those terms and conditions, and you are responsible for payment of all charges and related fees imposed by such entities pursuant to those terms and conditions.

There is no limit on the frequency of transactions you may make using your CIRCL User Account. CIRCL may impose limits on the amount of transaction(s) you make at any merchant without notice.

7.4.5 When you send a payment to certain Merchants or to CIRCL on behalf of certain Merchants, you are providing an authorization to the Merchant and/or CIRCL to process your payment and complete the transaction. The payment will be held as pending until the Merchant and/or CIRCL processes your payment. CIRCL and/or certain Merchants may delay processing your payment. In such an instance, your Authorization will remain valid for up to 30 Days. If your payment requires a currency conversion, the exchange rate will be determined at the time CIRCL and/or the Merchant processes your payment and completes the transaction.

7.4.6 CIRCL will provide you with an electronic transaction receipt, through an interface within the CIRCL App and/or by email to the email address provided by you, following each CIRCL transaction initiated using a CIRCL App. The receipt will include the date, location, and amount of the transaction, as well as the identity of the CIRCL merchant at which the transaction occurred. Your transaction history may also be viewed within a CIRCL App.  You may request CIRCL to discontinue the sending of a receipt to you for transactions conducted on the CIRCL platform by emailing emailoptout@circl.it from your registered email address with the word UNSUBSCRIBE in the subject line.

 

  1. Fees 
    8.1 CIRCL may offer the use of any Service, subject to payment of a fee or other charges to CIRCL. If you wish to use such Service, you shall make full and prompt payment to CIRCL of the applicable fees in accordance with the payment terms specified by CIRCL at the point of transaction. Unless otherwise stated, all fees are quoted in Singapore dollars. 
    8.2 You acknowledge and agree that CIRCL in its sole and absolute discretion, may now or in the future impose a fee or vary any fee for any Service by notifying you. 
    8.3 In the event that any fee for any Service is stated erroneously on the Site or otherwise, as determined in the sole discretion of CIRCL, CIRCL:
    8.3.1 is not obliged to provide the Service to you at the erroneous fee; and 
    8.3.2 shall be entitled to rectify such error by giving you written notice of the error and of the correct fee.  If you do not agree to make payment of the correct fee after being notified, you may terminate the Service and CIRCL shall refund any fees paid by you to CIRCL on a pro-rated basis for the remaining and unexpired portion of the term for such Service, as your sole remedy. 
    8.4 In the event that CIRCL terminates or withdraws the operation of any Service, CIRCL may (but is not obliged to) refund any fees paid by you to CIRCL, on a pro-rated basis for the remaining and unexpired portion of the term for such specific and relevant Service. 
    8.5 If your Account is terminated at any time by CIRCL for breach of the Agreement, or if you cancel any payable Service, you shall not be entitled to any refund of any fees that have been paid to CIRCL and shall be liable to pay CIRCL the unpaid balance of the full amount of the agreed fees for the Service. 
    8.6 Your use or access of certain Services or CIRCL Content may require payment of additional charges to other third party service providers, including your telecommunications service provider or mobile service provider. You shall be solely responsible for the payment of any applicable telecommunications charges, data charges or other charges incurred in connection with your use or access of the Services or CIRCL Content. You should check with your relevant third party service provider(s) if any such additional charges are applicable, prior to using, accessing or purchasing any Service or CIRCL Content. 

  2. Merchant Incentive and Reward Campaigns; Campaign Credit

9.1 When initiating a CIRCL transaction at a CIRCL merchant POS, or initiating online orders from participating CIRCL merchants, you may participate automatically in any promotional campaigns offered by CIRCL’s merchant partners, and/or third-party partners offering rewards to CIRCL Users, such as loyalty reward programs, refer-a-friend programs, product incentive programs, etc. (“Programs”), and may earn automatically any merchant-offered rewards, incentives, or discounts (“Merchant Credit”) and/or third-party-offered incentives, rewards, or discounts (“User Credit”) associated with your transaction. 

9.2 REWARDS APPLIED TO ORDERING TRANSACTIONS IN A CIRCL APP WILL INCLUDE ONLY THOSE REWARDS DISPLAYED IN THE APP AND MAY NOT INCLUDE ALL REWARDS ADVERTISED BY A MERCHANT OR OFFERED BY A MERCHANT THROUGH OTHER CHANNELS, OR IN CONNECTION WITH MOBILE APPS OTHER THAN A CIRCL APP. CIRCL will also automatically redeem any Merchant or User Credit previously awarded at the time of purchase at the participating merchant’s POS, or at the time of mobile order completion, in accordance with the terms of such Program. Merchant or User Credit applied to the purchase will be deducted from the transaction amount charged by CIRCL as part of the authorized charge to the payment instrument(s) associated with your User Account.

9.3 Promotional Programs, and Merchant or User Credit associated with such Programs, may be offered by the merchant or funding third party alone (and not by CIRCL) and the offering parties are responsible for setting applicable rules, including the expiration of any Merchant or User Credit, and compliance with such rules. Any complaints concerning any merchant’s or third party’s failure to award or redeem Merchant or User Credit according to any Program may be sent to CIRCL at: support@circl.it. While CIRCL may, in its discretion, attempt to resolve any complaints concerning a person’s failure to award or redeem Merchant or User Credit, CIRCL is not responsible for such person’s failure to award or redeem Credit for any reason.

9.4 The third-party merchant providers of goods and services available for purchase through the use of the CIRCL Services shall be solely responsible for the goods and/or service provided by such merchant, including the quality of the goods and services, and, any claims, liabilities, injuries, losses or damages you may suffer in connection with the goods or services, your participation in any Program, and/or any unclaimed property liability arising from unredeemed Merchant Credit, or any portion thereof. Merchants may choose to discontinue a Program at any time. CIRCL also reserves the right to terminate a merchant’s Program at any time.

9.5 Merchant or User Credit associated with any merchant loyalty programs has no cash value. You have no property interest in any Merchant or User Credit. If a Program is terminated for any reason, or if your User Account is suspended or terminated for any reason, any existing Merchant or User Credit will expire immediately.

9.6 Redemption or application of Merchant or User Credit for alcoholic beverages is at the sole discretion of the merchant, and is subject to (and may be limited by) merchant’s compliance with applicable federal, state, and local laws and regulations. Merchants may refuse to apply Merchant or User Credit to delivery, processing or handling fees, or taxes or gratuities.

  1. CIRCL’s Legal & Regulatory Compliance Obligations 
    10.1 You acknowledge that CIRCL may be required under applicable law or upon the receipt of legitimate instructions from government authorities, to carry out acts in breach of the terms of this Agreement, and you hereby agree not to hold CIRCL liable or responsible for any such breach of the Agreement.

    11. Evidence 
    11.1 You hereby agree that: 
    11.1.1 All records of CIRCL relating to the Services, your use or access of the Services or the Site, your Account, your particulars, any Content, or this Agreement (collectively “Records”), though in electronic form, are written documents, and you shall not dispute or challenge the validity or enforceability of any Record on the grounds that it is not a written document, is in electronic form, or was produced by or is the output of a computer system, and you hereby waive any such right you may have at law; and 
    11.1.2 the Records, though in electronic form, are original documents, and you will not challenge the admissibility of any Record on the grounds that it is made in electronic form. 

     

(Last updated on 17 November 2017)

 

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