Cellcity - Terms and Conditions of Use of Services

Terms and Conditions of Use of Services

Welcome to Cellcity's Services
1.1. Cellcity provides you with the use of Cellcity's various products, software, services and web sites (collectively referred to as the "Services" in this document) in accordance with these terms and conditions of use (the "Terms"). Cellcity refers to Cellcity Pte Ltd, whose principal place of business is at 11 Lorong 3 Toa Payoh, Block B, #03-11/12 Jackson Square, Singapore 319573.
1.2. When using the Services you may be subject to additional terms of use or guidelines which apply to a specific service or feature of the Services.
Accepting the Terms

2.1. Your access and use of the Services signifies and confirms your understanding and acceptance of these terms and conditions of use which form a legally binding agreement between you and Cellcity.

2.2. Cellcity reserves the right, at its discretion, to change, modify, add or remove portions of the Terms at any time without notice to you. You are advised to check the Terms and any other terms or guidelines you have agreed to comply with for any changes. Your continued use of the Services constitutes your binding acceptance of such changes or modifications.

2.3. You can accept the Terms by:

2.3.1. clicking to accept or agree to the Terms, where this option is made available to you by Cellcity during the registration process of any of the Services; or

2.3.2. using the Services. In this case, you understand and agree that Cellcity will treat your use of the Services as acceptance of the Terms from that point onwards.

2.4. You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with Cellcity, or (b) you are a person barred from receiving the Services under the laws of any country including the country in which you are resident or from which you use the Services.

2.5. These Terms are available only in English. Your acceptance of the Terms signifies your understanding of the English language.

Provision of the Services
3.1. Cellcity is growing globally and has and will have subsidiaries and affiliated legal entities and authorised partners or licensors around the world ("Subsidiaries and Affiliates"). Sometimes, these Subsidiaries and Affiliates may be providing the Services to you on behalf of Cellcity. You acknowledge and agree that Subsidiaries and Affiliates will be entitled to provide the Services to you.
3.2. Cellcity is constantly innovating its products and services. You acknowledge and agree that the form and nature of the Services, including user interfaces, which Cellcity provides may change from time to time, from country to country, without prior notice to you. In addition the medium through which Cellcity provides its Services to you may vary and these mediums may be owned by Subsidiaries and Affiliates. You understand and accept to use Cellcity.s Services through such Subsidiaries and Affiliates.
3.3. As part of this continuing innovation, you acknowledge and agree that Cellcity may stop (permanently or temporarily) providing the Services (or any features within the Services) to you either through a certain medium or though all mediums at Cellcity.s sole discretion, without prior notice to you.
3.4. Cellcity understands that you may stop using the Services at any time. You do not need to specifically inform Cellcity when you stop using the Services.
3.5. You acknowledge and agree that if Cellcity disables access to your account, if such account has been established, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account.
Use of the Services by you
4.1. In order to access certain Services, or use certain Services effectively, you may be required to provide information about yourself (such as identification, contact details and preferences) as part of the registration process for the Services, or as part of your continued and effective use of the Services. You agree that any such information you give to Cellcity is accurate, correct and up to date and is not provided for unlawful or misleading purposes.
4.2. You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions in which or from which you are accessing or using the Services. Access to the Site may be monitored by Cellcity.
4.3. You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Cellcity or by one of Cellcity's Subsidiaries and Affiliates, unless you have been specifically allowed to do so in a separate agreement with Cellcity. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers).
4.4. You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
4.5. Unless you have been specifically permitted to do so in a separate agreement with Cellcity, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
4.6. You agree that you are solely responsible for (and that Cellcity has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences of any such breach.
4.7. You agree that you are solely responsible for your involvement with other users of the Services.
Privacy and Personal Information
5.1. For information about Cellcity's data protection practices, please read our privacy policy at http://www.cellcitycorp.com/privacy.html. This policy explains how Cellcity treats your personal information, and protects your privacy, when you use the Services.
5.2. You agree to the use of your data in accordance with Cellcity's privacy policies.
5.3. You agree not to make unsolicited offers or requests, advertisements, proposals or send junk mail or spam to other users of the Services unless prior approval has been given.
Content through the Services
6.1. You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images, including advertising) which you may have access to as part of, or through your use of the Services are the sole responsibility of the person from whom such content originated. All such information is referred to below as the "Content".
6.2. You should be aware that Content presented to you as part of the Services, may be protected by intellectual property rights which are owned by the owners, sponsors or advertisers who provide that Content to Cellcity (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part).
6.3. Cellcity reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service. However, you understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.

6.4. You agree that you are solely responsible for (and that Cellcity has no responsibility to you or to any third party for) any Content or personal information that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which Cellcity may suffer) by doing so.
Intellectual Property Rights
7.1. You acknowledge and agree that Cellcity (or its Subsidiaries and Affiliates) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist) including any ideas or suggestions you have or other feedback you have given for improvements in or enhancements to the Services.
7.2. You further acknowledge that the Services may contain information which is designated confidential by Cellcity or its Subsidiaries and Affiliates, and that you shall not disclose such information without Cellcity's or its Subsidiaries and Affiliates prior written consent.
7.3. Unless you have agreed otherwise in writing with Cellcity, nothing in the Terms gives you a right to use any of Cellcity's or its Subsidiaries' or Affiliates' trade names, trade marks, service marks, logos, lock-ups, domain names, and other distinctive brand features.
7.4. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
7.5. You agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
License from Cellcity
8.1. Cellcity gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive licence to use the software provided to you by Cellcity as part of the Services (referred to as the "Software" below). This licence is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Cellcity, in the manner permitted by the Terms.
8.2. You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Cellcity, in writing.
Your Content
9.1. You retain copyright and any other rights you already hold in the Content which you submit, post or display on or through, the Services. By submitting, posting or displaying the Content you give Cellcity a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive licence to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any of the Content which you submit, post or display on or through, the Services.
9.2. You agree that this licence includes a right for Cellcity to make such Content available to users of Cellcity Services and other companies, organizations or individuals with whom Cellcity has relationships for the provision of shared services (including Cellcity's Subsidiaries and Affiliates), and to use such Content in connection with the provision of those Services.
9.3. You understand that Cellcity may (a) transmit or distribute your Content over various public networks and in various media channels; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media.
9.4. You also grant to each user of Cellcity Services a non-exclusive license to access your Content through the Cellcity Service and to use, reproduce, distribute, prepare derivative works of, display, and perform your Content as permitted by the functionality of the Cellcity Services and the Terms.
9.5. You shall be solely responsible for your own Content and the consequences of posting or publishing them.
9.6. You warrant that you own or have the necessary licences, rights, consents and permissions to any and all Content you have submitted and that your Content does not slander, defame, libel, or otherwise invade the right of privacy, publicity, or other property rights of any other person or violate any applicable law or regulation.
Software updates
10.1. The Software which you use may automatically download and install updates from time to time from Cellcity. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit Cellcity to deliver these to you) as part of your use of the Services.
Term
11.1. This agreement commences from the date you have the ability to access the Services whether or not you actually use the Services. You may stop using the Services at any time but when these Terms come to an end, all of the legal rights, obligations and liabilities that you and Cellcity have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation.
EXCLUSION OF WARRANTIES
12.1. NOTHING IN THESE TERMS, INCLUDING SECTIONS 12 AND 13, SHALL EXCLUDE OR LIMIT CELLCITY'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
12.2. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE".
12.3. IN PARTICULAR, CELLCITY, ITS SUBSIDIARIES AND AFFILIATES DO NOT REPRESENT OR WARRANT TO YOU THAT:
        12.3.1. YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
        12.3.2. YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
        12.3.3. ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND
        12.3.4. THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
12.4. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PHONE OR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
12.5. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CELLCITY OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
12.6. CELLCITY FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
12.7. CELLCITY IN SECTIONS 12 AND 13 ALSO INCLUDE ITS SUBSIDIARIES AND AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, SUPPLIERS AND SUBCONTRACTORS.
LIMITATION OF LIABILITY
13.1. SUBJECT TO OVERALL PROVISION IN PARAGRAPH 12.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT CELLCITY, ITS SUBSIDIARIES AND AFFILIATES, SHALL NOT BE LIABLE TO YOU FOR:
        13.1.1. ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;
        13.1.2. ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
        13.1.3. 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 ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
        13.1.4. ANY CHANGES WHICH CELLCITY MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);
        13.1.5. THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;
        13.1.6. YOUR FAILURE TO PROVIDE CELLCITY WITH ACCURATE ACCOUNT INFORMATION;
        13.1.7. YOUR FAILURE TO KEEP ANY PASSWORDS OR OTHER PERSONAL DETAILS SECURE AND CONFIDENTIAL;
13.2. THE LIMITATIONS ON CELLCITY'S LIABILITY TO YOU IN PARAGRAPH 12.1 ABOVE SHALL APPLY WHETHER OR NOT CELLCITY HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
13.3. You agree to defend, indemnify and hold harmless Cellcity, its officers, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys. fees and costs, arising out of or in any way connected with your access to or use of the services.
Advertisements and Promotions
14.1. Some of the Services are supported by advertising revenue and may display advertisements and promotions of third parties. These advertisements and promotions may be targeted to the content of information stored on the Services, queries made through the Services or other information.
14.2. You also agree that Cellcity may selectively prioritise or promote or otherwise recommend certain advertising of other products and services that Cellcity owns or that its Subsidiaries and Affiliates own or other third party.s products and services and you agree that you are solely responsible for the choices you make within the Services and any advertising or promotions you decide to follow through on. Cellcity is not responsible for or otherwise endorses any advertising, products or other materials on or available through or from such advertising or promotions. Should you not wish to receive or otherwise see or view such advertisements of other products and services, you are entitled to opt of the Services by terminating the use of your Services as indicated at Section 11.1.
14.3. The third parties themselves are responsible for ensuring that material submitted for inclusion within the Services complies with all legal and regulatory requirements and does not contain any material which is objectionable including, without limit, information which is defamatory, obscene, threatening or untrue. Cellcity is not responsible for any such material (although Cellcity will use its best endeavours to prevent such material being displayed) or any error or inaccuracy contained in such material and any issues which you may have, should be raised directly with the relevant third party.
14.4. The manner, mode and extent of advertising by Cellcity on the Services are subject to change without specific notice to you.
14.5. In consideration of Cellcity granting you access to and use of the Services, you agree that Cellcity may place such advertising on the Services.
14.6. To view a promotion you may be required to download it. If you do not have a data plan you may be charged separately for the download. If you save a promotion on a mobile device, accessing it again will be free.
14.7. To enjoy the benefits of a promotion you must present it as displayed in the device displaying the promotion to the relevant third party or owner of the promotion before payment.
14.8. If you choose to accept a promotion, your relationship is directly with them. Cellcity is not responsible for: (a) the quality of the products or services, or fitness for purpose, belonging to third parties; (b) for any direct or consequential loss or damage or bodily injury or death arising from consuming or the purchase of any goods or services in relation to any promotion and (c) fulfilling any of the terms of your agreement with third parties, including delivery of products or services and warranty obligations related to consumed, purchased or rented products or services.
14.9. Your relationship with a third party may be subject to separate terms and conditions.
14.10. The validity date of any promotion and any other specific terms relating to a particular promotion will be specified in the relevant promotion itself, to which you will need to refer.
14.11. Promotions from one third party do not or may not apply to promotions of another third party.
14.12. Third parties or owners may request Cellcity to change or terminate part of or the whole of a promotion at any time without notice. If you have downloaded and saved a particular promotion to a mobile device for some future use, you are encouraged to update any saved information, to validate that a promotion is still available and valid prior to trying to enjoy the benefit of it to avoid disappointment.
Other Content Accessed
15.1. The web sites owned by Cellcity or its Subsidiaries and Affiliates provide links to other websites and provide access to content, products and services from third parties, including other users, advertisers, affiliates and sponsors of these web sites. You agree that Cellcity is not responsible for the availability of, and content provided on, third party websites. You should refer to and abide by the policies posted on other websites regarding privacy and other topics before you use them.
15.2. You agree by using third party web sites that Cellcity is not responsible for third party Content accessible through the Services, including opinions, advice, statements and advertisements, and you understand that you bear all risks associated with the use of such Content.
15.3. You may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. If you choose to purchase or rent any products or services from a third party, your relationship is directly with the third party. You agree that Cellcity is not responsible for: (a) the quality of third party products or services; and (b) fulfilling any of the terms of your agreement with the seller, including delivery of products or services and warranty obligations related to purchased or rented products or services. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
15.4. You acknowledge and agree that Cellcity is not responsible for the availability of any such third party sites or resources, and does not endorse any advertising, products or other materials on or available from such third party web sites or resources.
15.5. You acknowledge and agree that Cellcity is not liable for any loss or damage which may be incurred by you as a result of the availability of those third party sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such third party web sites or resources. You agree that Cellcity is not responsible for any loss or damage of any sort you may incur from dealing with any third party.
General legal terms
16.1. The Terms constitute the whole legal agreement between you and Cellcity and govern your use of the Services (but excluding any services which Cellcity may provide to you under a separate written agreement), and completely replace any prior agreements between you and Cellcity in relation to the Services.
16.2. You agree that Cellcity may (but is not obliged to) provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on or through the Services themselves.
16.3. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
16.4. All matters relating to your access to, and use of, the Services and the Terms shall be governed by the Laws of the Republic of Singapore.
16.5. You and Cellcity agree that any cause of action arising out of or related to the Cellcity Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
16.6. For any enquiries about these Terms you are invited to contact us at info@thecellcity.com.

Last updated 1st April 2008.