GENERAL TERMS AND CONDITIONS FOR HOOQ (“GENERAL TERMS”)
PLEASE READ THE GENERAL TERMS BEFORE REGISTERING FOR AND USING THE HOOQ SERVICE (“SERVICE”), HOOQ MOBILE APPLICATION (“APPLICATION”) OR THE HOOQ WEBSITE (“WEBSITE”).
YOU AGREE THAT THE GENERAL TERMS FORM A LEGALLY BINDING AGREEMENT BETWEEN YOU AND HOOQ DIGITAL PTE. LTD. (“HDPL”):
- (A) OVERVIEW;
- (B) SERVICE;
- (C) APPLICATION AND WEBSITE;
- (D) GENERAL.
IN THE EVENT OF A CONFLICT OR INCONSISTENCY BETWEEN THE GENERAL TERMS AND ANY OTHER RELEVANT TERMS AND CONDITIONS BETWEEN YOU AND HDPL, OR BETWEEN YOU AND HDPL’S AUTHORISED PARTNER, THE PROVISIONS OF THE GENERAL TERMS SHALL PREVAIL TO THE EXTENT OF SUCH CONFLICT OR INCONSISTENCY.
1. Company Details
HOOQ DIGITAL PTE. LTD. is a company incorporated in Singapore with its registered office at 31 Exeter Road, Comcentre, Singapore 239732. ("HDPL")
2. Jurisdiction and Restriction
2.1 HDPL operates and maintains the Service, Application and the Website from Singapore.
2.2 The General Terms, including any amendments thereto that HDPL may make from time to time at its discretion, are governed by and construed in accordance with the laws of Singapore and any dispute relating thereto shall be subject to the exclusive jurisdiction of the courts of Singapore.
2.3 Local laws of the jurisdiction in which you reside may apply only to the extent necessary. You may also be entitled to certain consumer protection rights under the laws of the jurisdiction in which you reside.
3. HDPL's Decisions
Any determination or decision that HDPL may make in its discretion under the General Terms, may be exercised in HDPL sole and absolute discretion, and HDPL shall not be required to provide any reason or explanation for its determination or decision. Without prejudice to the foregoing, any reason or explanation provided by HDPL is for information only, shall not be binding on HDPL, and does not constitute any representation, warranty or undertaking as to future action or otherwise.
4. Contacting HDPL
To contact HDPL in connection with any matter relating to the Service, Application and the Website, you may contact us here.
1. Eligibility for the application for and use of the Service
In order to be eligible to register for and use the Service, you are required to comply with the provisions of the General Terms and you are of legal age of majority to contract in the jurisdiction in which you reside (and in any event, no less than 18 years of age) and legally capable and permitted to accede to the General Terms.
2.1 You acknowledge and agree that the continued provision of the Service to you is subject to the following conditions:
(a) you are at all times acting only on your own behalf and not on behalf of a third party;
(b) you shall comply with all applicable laws, regulations, or other restrictions on use of the Service or content therein;
(c) you shall ensure that all information provided to HDPL is complete, accurate and up-to-date, and in the event of any change in such information, promptly inform HDPL of any such change, in such form as may be required by HDPL from time to time;
(d) you shall bear the sole responsibility for the use and safeguarding of your personal information (including password and / or pin number) when using the Service; and
(e) you have paid all applicable subscription fees.
2.2 You further acknowledge and agree that:
(a) your use of the Service is for your personal and non-commercial use only.
(b) you may register up to five (5) devices for the Service and use the Service on two (2) devices simultaneously;
(c) content downloaded from the Service (where enabled and applicable) is available for viewing only if you have a valid subscription and content license;
(d) you shall not archive, download, reproduce, distribute, modify, display, perform, publish, license, create derivative works from, offer for sale, or use (in an unauthorised manner) content and information contained on the Service without prior written consent from HDPL or its licensors;
(e) you shall not circumvent, remove, alter, deactivate, degrade or thwart any of the content protections in the Service.
3. Trials, Subscription Fees, Payment Methods and Billing
3.1 Trials of the Service may be offered for a limited period. There may be different types of trials available in the jurisdiction in which you reside.
3.2 Your eligibility for a trial is at HDPL’s discretion, and such trial may be modified, suspended or terminated by HDPL at any time without prior notice and no liability to you.
3.3 Where applicable, you acknowledge and agree that at the end of a trial, your selected subscription plan to the Service shall begin automatically without further notice to you, unless you notified HDPL (or its authorised partner, where applicable) that you wish to cancel the selected subscription plan, at least two (2) calendar days’ prior to the end of the trial. You acknowledge and agree that you are solely responsible for monitoring when your trial ends and once your selected subscription plan to the Service begins, HDPL (or its authorised partner, where applicable) is entitled to charge you for that.
3.4 Where applicable, you acknowledge and agree that at the end of a selected subscription plan, that same selected subscription plan to the Service shall automatically renew without further notice to you, unless you notified HDPL (or its authorised partner, where applicable) that you wish to cancel such renewal, at least two (2) calendar days’ prior to the end of such selected subscription plan. You acknowledge and agree that you are solely responsible for monitoring when your selected subscription plan ends and once that same selected subscription plan is automatically renewed, HDPL (or its authorised partner, where applicable) is entitled to charge you for that.
3.5 You acknowledge and agree that you have authorised HDPL (or its authorised partner, where applicable) to charge you an automatic recurring subscription fee for the Service, at the current prevailing rate posted on the Application and /or Website, through your selected payment method. The recurring subscription fee will be automatically charged, without further notice to you, through your selected payment method in accordance with HDPL’s (or its authorised partner, where applicable) prevailing billing cycles, which may be at the end of a trial and prior to the start of a selected subscription period or at the end of a selected subscription period, as notified and agreed to by you upon sign-up.
3.6 HDPL reserves the right to change and amend at any time the subscription plans, the subscription fees for the Service and the billing cycles. Such amendments shall be effective upon posting on the Application and / or Website or on such date as may be otherwise stated. Your continued use of the Service shall be deemed to be your conclusive acceptance of such amendments.
3.7 You are responsible to pay the subscription fees due for the entire selected subscription plan even if you cancel such subscription before it ends. Any discounts that may have been offered for a selected subscription plan may not apply to a renewed subscription, including to automatic renewals. All payments of subscription fees are not refundable, unless required by applicable laws. Unpaid fees are subject to an interest rate of 2% per month (or pro-rata, where applicable) on the outstanding balance, or the maximum rate permitted by law, whichever is lower, including all expenses of collection incurred by HDPL.
3.8 You shall bear and pay all taxes (including goods and services taxes) imposed under applicable laws.
4. Intellectual Property Rights
4.1 All Intellectual Property in or relating to the Service belongs solely to HDPL and / or its licensors. “Intellectual Property” means patents, trade marks, service marks, trade names, domain names, rights in designs, semiconductor topography rights, database rights of unfair extraction and reutilisation, copyrights (including rights in computer software), rights in know-how and other intellectual or industrial property rights (whether registered or unregistered and including applications for the registration of any of the foregoing) and all rights or forms of protection having equivalent or similar effect to any of the foregoing which may subsist anywhere in the world. Nothing in the General Terms shall be construed as granting you, by implication, estoppel or otherwise, any licence or right to use any Intellectual Property in or relating to the Service without the prior written consent of HDPL. Any rights not expressly granted herein are reserved.
4.2 For the duration of your subscription to the Service, HDPL grants you a limited, non-exclusive, non-transferable, license to access the Service, view on a streaming-only basis and download (where enabled and applicable) movies, TV shows and other content for that purpose.
4.3 You shall not, and shall not attempt or assist another person to, tamper, modify, reverse-engineer, disassemble, decompile or otherwise attempt to derive the source code of the Service, Application and / or Website including the software or otherwise or create derivative works, in any manner not expressly permitted by HDPL. For the purposes of this Agreement, "reverse engineer" shall include the examination or analysis of the Service to determine the source code, structure, organisation, internal design, algorithms or encryption devices of the underlying technology of the Service.
4.4 All content contained in or available through the Service, Application and / or the Website including but not limited to information, communications, software, texts, graphics, links and sounds are the copyright of HDPL, their related corporations, their content providers and / or their third party licensors. Such content may not be reproduced, modified, transferred, distributed, republished, downloaded, posted or transmitted in any form or by any means including but not limited to electronic or mechanical photocopying or recording without the prior written permission of HDPL and such other copyright holders. Without prejudice to the foregoing, you agree that the material and content contained within or available through the Service, Application and / or the Website may not be used for commercial purposes or distributed commercially.
4.5 All trademarks used to denote, describe or represent the Service, Application and / or the Website, are trademarks of HDPL and no permission or licence is granted for the use of any such trademarks without the prior written consent of HDPL.
(C) APPLICATION AND WEBSITE
1. Hyperlinks from Third Party Websites
1.1 You agree that caching, hyperlinking to, and framing of the Application or the Website or any of the contents thereof are strictly prohibited.
1.2 HDPL reserves all rights to disable any links to or frames of any websites containing inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topics, names, material or information, or material or information that violates any written law or any applicable intellectual property or proprietary, privacy or publicity rights.
2. Use of your Information, Cookies and other technologies
2.2 Cookies are small data files which are placed on your device when you visit certain parts of the Application or the Website or click on our online advertisements. Cookies and other technologies are used to identify your device for the following purposes:
(a) Strictly necessary cookies. These essential cookies are set throughout the Application and the Website and are required for the operation of the Application and the Website to:
- temporarily allow you to carry information between pages of the Application or the Website to avoid having to re-enter that information; and
- temporarily identify your device after you have logged in to a secure page on the Application or the Website so that our web server can maintain a dialogue with your web browser in order for you to carry out certain activities.
(b) Analytical/performance cookies. These are used to help us improve the Application and the Website by:
- tracking your visits to the Application and the Website and recognising your web browser when you are a repeat visitor so that we can gather statistics on new and repeat visitors to evaluate site effectiveness.
(c) Functionality cookies. These are used to recognise you when you return to the Application and the Website. This enables us to:
- personalise our content for you and remember your preferences;
- store your login and other preferences so you do not have to re-enter that information when you return to the Application or the Website; and
- maintain access controls for you to view privileged pages without our seeking further permission from you if no personal data is collected.
(d) Tracking technologies. Tracking technologies record your visit to the Application and the Website, your response to our online advertisements, track the pages you have visited and the website links you have followed. We use this information to:
- make the Application and the Website more relevant to your interests;
- provide online advertisements or offers on the Application and the Website or third-party websites which are most likely to interest you; and
- limit the number of times you see an advertisement and evaluate the effectiveness of our online marketing and advertising programs.
1. Customer Information
(a) considering whether to provide you with the Service you applied for and processing your application for the Service;
(b) administering and / or managing your relationship and / or account with HDPL (including carrying out your instructions or responding to any enquiries by you);
(c) carrying out verifications, or otherwise to facilitate the provision of the Service to you;
(d) dealing in any matters relating to the Service (including the mailing of invoices or notices to you, which could involve disclosure of certain personal data about you to bring about delivery of the same as well as on the external cover of envelopes / mail packages);
(e) investigating fraud, misconduct, any unlawful action or omission, whether relating to your application, your claims or any other matter relating to your relationship and / or account with HDPL, and whether or not there is any suspicion of the aforementioned;
(f) for meeting legal, regulatory and other compliance requirements (including disclosure to all government agencies and authorities, regulators, exchanges, clearing houses, markets or depositories);
(h) providing you with offers, advertising and promotions, whether HOOQ-related or not, and whether personalised for you or not, from HDPL and its business partners,
(collectively, the “Purposes”).
The provisions of this Clause shall also constitute consent for the purpose of the provisions of the Singapore Spam Control Act and other applicable law, unless otherwise notified in writing by you in the procedure as determined by HDPL from time to time.
1.3 You hereby affirmatively agree, consent to and authorise the disclosure and/or transfer out of the jurisdiction in which you reside (if applicable), by and on behalf of HDPL, of your Customer Information, to such third party service providers or agents engaged by HDPL (including its lawyers), where such persons would be processing your Customer Information for HDPL for any of the Purposes.
1.4 You may withdraw any aspects of the consent referred to in this Clause by submitting a request (in such form and manner as specified by HDPL from time to time) for such withdrawal.
1.5 You agree that HDPL may retain all Customer Information disclosed by you for the purposes of the Service and notwithstanding termination of the Service, may re-engage you in respect of the Service from time to time, in compliance with the applicable laws and regulations.
2. Charges for Mobile Services
You agree that your use of any mobile services such as SMS, data and / or telephone calls may entail additional charges with the respective telecommunications / internet service providers and that you shall be responsible for such charges (where applicable).
Without prejudice and in addition to any right of set-off to which HDPL is otherwise entitled, HDPL may, upon written notice to you, set-off any amounts owing by you to HDPL against any amounts which HDPL owes to you. Notwithstanding the foregoing, in the event that you breach any provision of the General Terms, HDPL may perform such set-off without notice to you.
4.1 HDPL reserves all rights, in its discretion, to suspend (indefinitely or for such period as HDPL may consider appropriate) or terminate the Service, Application and / or the Website or any part thereof or any content therein (in whole or in respect of You) at any time, with immediate effect or on such other date as HDPL may state, by giving written notice to you or upon posting on the Application and / or Website.
4.2 If you decide to suspend or terminate the Service, you are required to submit a request to HDPL (in such form as may be specified by HDPL from time to time) to effect such suspension or termination. You acknowledge and agree that you will be subject to such terms and conditions as may be applicable in respect of such suspension or termination.
4.3 Notwithstanding anything contained herein and without prejudice to Clause 4.1 of Section (D), HDPL may suspend (indefinitely or for such period as HDPL may consider appropriate) or terminate the provision of the Service to you immediately by written notice to you if:
(a) you have, or HDPL has reason to believe that you have, committed a breach of any of the provisions of the General Terms;
(b) HDPL has reason to believe that you have misused or is likely to misuse the Service (including any unauthorised use or for any criminal or illegal purpose);
(c) HDPL is required to do so in order to comply with any applicable law or any direction, order or requirement of any regulatory authority or law enforcement body;
(d) you caused or are likely to cause any failure, interruption, disruption or congestion of or in any network, system or services (whether of HDPL or any other person) relating to the Service;
(e) in the opinion of HDPL, you have perpetrated a fraud on HDPL or have acted in a manner which may result in perpetrating (or which, in the opinion of HDPL, constitutes an attempt to perpetrate) a fraud on HDPL; or
(f) you do not provide or subsequently withdraw your consent given under Clause 1 of Section (D), such that HDPL is unable to continue providing the Service to you.
4.4 You shall not be entitled to any payment, compensation or damages from HDPL in relation to the termination of the provision of the Service to you. The termination of the provision of the Service to you shall not release you from any liability which at the time of termination has already accrued.
4.5 HDPL’s right to suspend or terminate the Service shall be without prejudice to any other rights or remedies which HDPL may have under the General Terms.
4.6 Upon termination of the provision of the Service (whether in whole or in respect of you):
(a) you shall immediately cease to have any right or benefit as a customer under the General Terms;
(b) all sums due or accruing due or payable to HDPL under the General Terms up to and including the date of termination shall become immediately due and payable to HDPL; and
(c) save for provisions which expressly provide otherwise, neither HDPL nor you shall have any further obligations to the other under the General Terms.
5.1 To the extent permitted by applicable law, you shall indemnify, defend and hold harmless HDPL, and its shareholders, directors, officers, employees, suppliers, licensors and agents, and any third party content providers, (the “Indemnified Parties”), from and against any and all losses, liabilities, costs (including legal costs on a full indemnity basis), damages, claims, expenses, actions and proceedings whatsoever, which may be brought or commenced against any Indemnified Party by any person or which any Indemnified Party may sustain, incur or suffer, as the case may be, arising out of or in connection with or by reason of:
(a) your use of the Service, Application and / or Website;
(b) your breach of any provision of the General Terms; and / or
(c) your violation of any rights of a third party,
save where such losses, damages, claims, costs, expenses, actions, claims and proceedings are directly and solely caused by HDPL’s gross negligence or wilful misconduct.
5.2 Your obligations under this Clause shall survive any termination of your relationship with HDPL or your access to and / or use of the Service, Application and / or Website. HDPL reserves the right to assume the defence and control of any claims, demands and actions, subject to indemnification by you, in which event you shall cooperate with HDPL in asserting any available defences.
6. Service Limitation, Exclusion and Limitation of Liability
6.1 You acknowledge and agree that the provision of the Service, Application and Website to you is subject to the availability and connectivity of a suitable network infrastructure at the time when the Service is requested or performed.
6.2 You further acknowledge and accept that, to the extent permitted by applicable law:
(a) without prejudice to Clause 6.4 of Section (D), HDPL expressly excludes any guarantee, representation, warranty, condition, term or undertaking of any kind (including warranties of non-infringement of Intellectual Property rights), whether express or implied, statutory or otherwise, or any representations or warranties arising from usage or custom or trade or by operation of law, including without limitation as to the sequence, originality, correctness, completeness, accuracy, merchantability or fitness for any particular purpose, relating to or arising from the use of the Service, Application and / or Website;
(b) HDPL shall not be liable in any way to you for any and all losses, liabilities, costs, damages, claims expenses or compensations (including any refunds) whatsoever (whether direct, indirect or consequential (including damages arising from cyber-attacks)) in respect of any matter of whatever nature and howsoever arising (whether in contract, tort, negligence or otherwise), in connection with:
(i) the download of any software or content from the Service, Application and / or Website;
(ii) the provision and use of the Service, Application and / or Website (including any unauthorised use and / or access of all the foregoing);
(iii) any defect, error, failure, delay, interruption to or disruption of the Service, Application and / or Website; and / or
(iv) the suspension, termination or discontinuance of the Service, Application and / or Website,
save where such losses or damages arise directly as a result of HDPL's fraud, gross negligence or wilful misconduct.
(c) HDPL shall not be liable in any way to you for any and all losses, liabilities, costs, damages, claims expenses or compensations (including any refunds) whatsoever (whether direct, indirect or consequential (including damages arising from cyber-attacks)) in respect of any matter of whatever nature and howsoever arising (whether in contract, tort, negligence or otherwise), in connection with:
(i) any omission, defect or error in any content, products or services of any third party website accessed from the Service, Application and / or Website; and / or
(ii) any act or omission of any third party mobile application store provider in connection with the distribution of the Application.
6.3 To the extent that the limitation of liability set out above is not permitted by applicable law, HDPL’s liability to you whether in contract, tort (including negligence or breach of statutory duty) or otherwise for any and all losses, damages or liabilities caused or arising from or in relation to your use of the Service, Application and / or Website or otherwise in relation to the General Terms shall not exceed the aggregate amount paid by you to HDPL at the material time of loss, or the actual loss or damage, whichever is the lower.
6.4 To the extent permitted by applicable law, HDPL does not represent or provide any warranty that:
(a) the Service, Application and / or Website will meet your requirements;
(b) the Service, Application and / or Website will always be available, accessible, function or inter-operate with any mobile network, network infrastructure, system or otherwise to any extent, or such other services as HDPL may offer from time to time; and / or
(c) your access to or use of the Service, Application and / or Website will be uninterrupted, timely, secure or error-free.
7. Amendment and Variation
No failure to exercise or enforce, and no delay on the part of HDPL in exercising or enforcing its rights under the General Terms shall operate as a waiver thereof nor shall such failure or delay in any way prejudice or affect the rights of HDPL at any time.
You shall not assign, transfer or encumber any or all of its rights, interest and obligations under the General Terms without the prior written consent of HDPL. You agree that HDPL may assign and transfer any or all of its rights, interests and obligations under the General Terms to any other entity at HDPL’s discretion and without any further consent or agreement required from you. Any such assignment or transfer shall take effect upon posting on the Application and / or Website or on such date as may be stated.
10. Notices and Correspondence
10.1 All notices and communications by HDPL to you may be sent to you by e-mail, SMS or any other means deemed appropriate by HDPL. Any such notice, demand or communication addressed to you shall be deemed to have been received by you, in the case of despatch by e-mail, SMS or other instantaneous electronic communications, immediately upon transmission by HDPL.
10.2 All notices and requests from you to HDPL shall be in writing unless HDPL specifies to you otherwise. HDPL shall be entitled to regard as ineffective and invalid any notice or request of yours, the receipt of which has not been confirmed by HDPL to you.
Any part of any provision of the General Terms that is invalid, unenforceable or illegal shall be enforced as nearly as possible in accordance with its terms, but shall otherwise be deemed severed and shall not affect the enforceability of any other part of the General Terms, which shall continue to be valid and enforceable to the fullest extent permitted by law.
12. Third Party Rights
No person who is not a party to the General Terms has any right under the Contracts (Rights of Third Parties) Act, Chapter 53B of Singapore to enforce or enjoy the benefit of any provision of the General Terms.
13. Force Majeure
HDPL shall not be liable to You or be deemed to be in breach of the General Terms by reason of any delay in performing, or any failure to perform, any of its obligations, if the delay or failure was due to a Force Majeure Event. A “Force Majeure Event” means any event or circumstance (including any network failure or system downtime in respect of the Service) the occurrence and the effect of which HDPL is unable to prevent and avoid notwithstanding the exercise of reasonable foresight, diligence and care on the part of HDPL.
The General Terms and Conditions for HOOQ are effective 28 September 2015.
COPYRIGHT © HOOQ DIGITAL PTE. LTD. 2015. ALL RIGHTS RESERVED.