AfterShip Idea Portal
Last Updated: 11 Sep, 2024
AFTERSHIP IDEA PORTAL
TERMS & CONDITIONS OF USE
Use of the Portal (as defined herein) is governed by these terms and conditions (the “Terms”), constituting a binding legal commitment between Automizely Pte. Ltd., a company incorporated in Singapore with registered offices situated at 120 Robinson Road #13-01, Singapore and its Affiliates (“AfterShip“) and you or the Entity (as defined herein) that you represent (“you” “You“, or “User“). These Terms take effect immediately upon Your acceptance (the “Effective Date”). AfterShip and User are also referred to individually as a “Party” and collectively as the “Parties.” You must read, agree with and accept all of the terms and conditions contained in these Terms before you may participate in the Portal. The Parties hereby agree that these Terms supersede any conflicting or inconsistent provisions in any other agreements between the Parties, and, in any event of any other ambiguity, these Terms shall prevail. Any other terms and conditions or agreements between the Parties, amended and modified by these Terms, otherwise remain in full force and effect.
These Terms apply only to the use of the Portal, and AfterShip reserves the right to modify these Terms from time to time by posting an updated version on the Portal. Any updated version will become effective when posted. If you do not agree to any modified Terms, You may cease using the Portal. Your continued use of the Portal after such modification will constitute Your acceptance of the modified Terms.
Definitions
When used in these Terms with the initial letters capitalized, in addition to terms defined elsewhere in these Terms, the following terms shall have the following meanings:
Account means the account created by or on behalf of User on the Idea Portal.
Affiliate means any corporation which in relation to the person/Entity concerned is a parent company or a subsidiary (or a subsidiary of said parent company).
AfterShip Customer means any individual or Entity who has a subscription for AfterShip Services.
Idea Portal or Portal means the web-based application that You may access, namely, but not exclusively, to provide User Contribution and other resources for the AfterShip Services.
AfterShip Service(s) means any and all services provided by AfterShip to its customers including but not limited to the use and access to the AfterShip Site, software and the following services as defined on AfterShip Site.
AfterShip Site or Site means any and all websites operated or owned by AfterShip including www.aftership.com.
Confidential Information means all information disclosed by User to AfterShip or by AfterShip to User which is in tangible form and labelled "confidential" (or with a similar legend) or which a reasonable person would understand to be confidential given the nature of the information. Notwithstanding the foregoing, Confidential Information shall not include information that (a) was already known to the receiving Party at the time of disclosure by the disclosing Party; (b) was or is obtained by the receiving Party by a third party not known by the receiving Party to be under an obligation of confidentiality with respect to such information; (c) is or becomes generally available to the public other than by violation of these Terms; (d) was or is independently developed by the receiving Party without use of the disclosing Party's Confidential Information; or (e) is a User Contribution.
Data means all data, electronic data, text, messages or other materials communicated by User to the other AfterShip in connection with the Terms.
Documentation means any written or electronic documentation, images, video, text or sounds specifying the functionalities of the Portal, the Site, or otherwise.
Force Majeure means any act, event or cause beyond the reasonable control of the non-performing Party including namely but not exclusively acts of God, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, acts of hackers or third party internet service providers, all of which by the exercise of due diligence such non-performing Party is unable to foresee and overcome.
Intellectual Property Rights means any patent, copyright, inventions, database rights, design right, registered design, trademark, trade name, brand, logos, service mark, know-how, utility model, unregistered design or, where relevant, any application for any such right, know-how, trade or business name, domain name or other similar right or obligation whether registered or unregistered or other industrial or intellectual property right subsisting in any territory or jurisdiction in the world.
Personal Data means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.
Released Parties means AfterShip, and its officers, directors, shareholders, employees, agents, and successors.
Software means any and all software(s) provided by AfterShip to AfterShip Customers.
User means any individual or Entity and its Affiliates using the Portal.
User Contribution means any Data, idea, proposal, suggestion or feedback, including without limitation ideas for the AfterShip Services, new products, technologies, promotions, product names, product feedback and product improvements that you post on the Idea Portal.
User enrolment and acceptance
2.1 Use of the Portal is subject to Your compliance with these Terms. In the event that You breach a provision of the Terms, AfterShip may revoke Your access to the Portal, in addition to any other legal or equitable remedies available to it.
2.2. In order to join the Idea Portal, User must enrol by submitting an application, affirmatively accept and acknowledge these Terms, complete other related forms and communicate all supporting materials or information as requested by AfterShip.
2.3. User is responsible for compliance with the provisions of these Terms and for all activities that occur under the Account, as well as for its Data.
2.4. Users are responsible for maintaining the confidentiality of all Login information related to the Account and shall restrict its disclosure to itself and its employees who need to know said Login and who are subject to confidentiality obligations at least as stringent as those provided in these Terms.
2.5. To take part in the Portal, you must create and log into an account. You must be 18 years or older to make an account or use the Portal.
2.6. AfterShip may suspend User from the Idea Portal if AfterShip, in its reasonable discretion, determines that: (a) any actions by User have or may threaten the security, integrity, or availability of the AfterShip Services or any Customer Data or Confidential Information; or (b) any information provided by User in the Idea Portal is untrue, inaccurate, incomplete, or not current.
Acceptable and Use to the Portal
3.1. User shall comply with the obligations set forth in the AfterShip Acceptable Use Policy.
3.2. User agrees: (a) not to use the Portal in any unlawful manner, including violation of any person's privacy rights; (b) not to use the Portal to store, display, post, comment or transmit files, materials, data, text, audio, video, images or other content that infringes on any person's intellectual property rights and any privacy rights; (c) not to use the Portal to post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libellous, obscene, or discriminatory; (d) not to use the Portal to post, transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other similar harmful software ("Malicious Software"); (e) not to use the Portal to send unsolicited or unauthorized junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages; (f) not to use the Portal in any manner that interferes with or disrupts the integrity or performance of the Portal and its components; (g) not to attempt to decipher, decompile, reverse engineer or otherwise discover the source code of the Portal; (h) not to try to use, or use the Portal in violation of these Terms; (i) not to obtain or attempt to obtain any materials, documents or information, including personal identification, Personal Data, password Data, and other information of any other User through any means not purposely made available through the Portal; (j) not to falsely imply any association or partnership with AfterShip, (k) not to modify, adapt, or hack the Portal or otherwise attempt to gain unauthorized access to the Portal or related systems or networks.
Responsibility for User Contribution and activities
4.1. User shall be solely responsible for its activities performed under these Terms which include, namely but not exclusively, You shall be responsible for:
a. ensuring the accuracy, completeness, and appropriateness of any User Data and User Contributions You share;
b. any use that You make of AfterShip Marks,
c. ensuring compliance with all applicable laws and regulations, including but not exclusively all applicable Personal Data protection laws and regulations.
4.2. You are solely responsible for all content contained in a User Contribution. User Contributions submitted to the Portal by You are not endorsed by AfterShip and do not necessarily reflect our opinion, and You agree not to wrongly imply that any content you submit to the Portal is sponsored or approved by AfterShip. AfterShip has no obligation to store, maintain, or provide copies of content You submit.
4.3. AfterShip does not typically edit or pre-screen User Contributions in the Portal. However, AfterShip reserves the right to remove, screen, edit, or reinstate content without notice to You for any reason or no reason, including if, in AfterShip’s sole judgement, it does not adhere to the Terms or is otherwise objectionable, inappropriate, inaccurate, or harmful. Moderators may take any actions they deem appropriate to enforce these Terms, including, but not limited to, editing or deleting content and temporarily or permanently banning individual users.
4.4. Information, advice or other material of any kind posted on the Portal by AfterShip is not official support provided by AfterShip under the AfterShip Services. AfterShip employees or representatives may post on the Portal, but this activity should not be seen as a replacement for official AfterShip support activities and procedures. AfterShip does not guarantee a response to any post on the Portal.
Intellectual Property Rights
5.1. The Portal, AfterShip API and all patents, trademarks, copyrights (including namely but not exclusively the rights to make copies, to prepare derivatives, to make a public performance and/or to publicly display content), inventions, software, websites, applications, processes, methodologies, domain names, documentation, information, templates, tools, documents, trade secrets, trade names, common law trademark rights, databases, know-how, and any and all other property and/or intellectual property rights (collectively, "AfterShip Intellectual Property Rights") owned by, used by or on behalf of AfterShip or any Affiliate, or otherwise related to the Service, are, will be and remain the sole and exclusive property of AfterShip or its Affiliates.
5.2. AfterShip does not transfer, assign or license any Intellectual Property Rights to User (even if characterised as “feedback”) and AfterShip shall continue to independently own and maintain its Intellectual Property Rights. All limited rights and licenses granted to User in the AfterShip Intellectual Property Rights, if any, shall immediately and automatically terminate and revert to AfterShip. AfterShip hereby authorises You to copy materials published by AfterShip in the Portal solely for non-commercial use within your organisation in support of AfterShip Services. No other use of the information is authorised. In consideration of this authorisation, You agree that any copy of these materials which You make shall retain all copyright and other proprietary notices in the same form and manner as on the original.
5.3. You give to AfterShip, without charge, royalties or other obligation to you, the right to make, have made, create derivative works, use, share and commercialise your User Contribution in any way and for any purpose. You represent and warrant that You own all rights to the User Contributions or otherwise have (and will continue to have) all rights and permissions necessary to use, share, display, transfer and license the User Contributions in the manner set forth in these Terms. Provided AfterShip uses the User Contributions in the ways described in these Terms, User represents and warrants that such use will not infringe or violate the rights of any third party, including any copyrights, trademarks, privacy rights, publicity rights, contract rights, trade secrets or any other intellectual property or proprietary rights.
5.4. You will not give User Contributions that are subject to a licence that requires AfterShip to license its software, technologies or documentation to any third party because AfterShip includes your User Contributions in them.
5.5. User hereby irrevocably and forever waives, and agrees never to assert, any Moral Rights in or to the User Contribution (including any Content or part of Content) which User may have and any and all other residual rights and benefits which arise under any other applicable law now in force or hereafter enacted.
Confidentiality
6.1. Receiving Party’s Obligation. Subject to the express permissions of these Terms, You will protect AfterShip’s Confidential Information from unauthorized use, access or disclosure in the same manner as each protects its own Confidential Information, but with no less than reasonable care. Except as otherwise expressly permitted pursuant to these Terms, You may use the AfterShip’s's Confidential Information solely to exercise their respective rights and perform their respective obligations under these Terms and may only disclose Confidential Information to your employees, agents and representatives who need to know such information in order to perform their respective duties.
6.2. Security. AfterShip will maintain commercially reasonable administrative, physical and technical safeguards to protect the security, confidentiality and integrity of Your Data.
6.3. Disclosure. AfterShip may also disclose Confidential Information and information about the Account, Your Data and Users in order to (a) comply with the applicable laws and regulations; (b) respond to lawful requests, legal process, orders from a court/other legal authority and/or subpoena; (c) protect AfterShip's rights or property, including enforcement of these Terms or other policies associated with the Service; and/or (d) protect personal safety.
Warranties/Disclaimers
7.1. The User represents, warrants, and covenants that (a) its conduct in the Portal shall not violate any applicable laws, ordinances, rules, regulations, orders, licences, permits, guidelines, codes of practice, industry standards, self-regulatory rules, judgments, decisions, or other requirements of any governmental authority that has jurisdiction over User; (b) the User is lawfully able to license or assign the necessary rights in the User Contribution; (c) User has independently evaluated the desirability of entering into these Terms and is not relying on any representation, guarantee, or statement other than as expressly set forth in these Terms; and (d) the User Contribution will not violate or infringe any third party’s Intellectual Property Rights.
7.2. THE PORTAL, AFTERSHIP SERVICE, TRADEMARKS AND LOGOS (INCLUDING THE AFTERSHIP MARKS), AND ALL OTHER AFTERSHIP INTELLECTUAL PROPERTY RIGHTS, INFORMATION AND CONTENT PROVIDED OR USED BY OR ON BEHALF OF AFTERSHIP OR ITS AFFILIATES IN CONNECTION WITH THESE TERMS IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NEITHER AFTERSHIP NOR ANY OF ITS AFFILIATES MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE AFTERSHIP SERVICE AND AFTERSHIP OBLIGATIONS UNDER THESE TERMS. AFTERSHIP AND ITS AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES WITH RESPECT TO THE IDEA PORTAL INCLUDING ANY IMPLIED WARRANTIES OF TITLE, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. AFTERSHIP DOES NOT WARRANT THAT THE AFTERSHIP SERVICE SHALL CONTINUE TO BE PROVIDED, UNINTERRUPTED, ACCURATE, ERROR FREE, OR FREE OF HARMFUL COMPONENTS. NOTHING IN THIS SECTION SHALL OPERATE TO EXCLUDE OR LIMIT WARRANTIES, LIABILITIES, OR REPRESENTATIONS THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Personal Data
8.1. Except as otherwise expressly set out in these Terms or with the other Parties’ prior written consent, a Party must not use or disclose any Personal Data for any purpose other than as is strictly necessary to comply with these Terms and its obligations under these Terms.
8.2. The Parties shall comply with all applicable laws and regulations connected to the collection, access, receipt, storage or other handling of Personal Data. If the Parties collect, access, receive, store or otherwise handle any Personal Data subject to a regulatory inquiry, notification or other action required by law, the Parties agree to assist the other Party in any way reasonably necessary to cooperate with and meet any obligation to the relevant regulatory authority.
8.3. The User shall comply with all applicable privacy and data protection laws governing the processing, storage, and transfer to AfterShip of Personal Data in connection with its User Contributions as described in these Terms. The User undertakes that prior to sharing or disclosing any Personal Data with or to AfterShip, the User shall ensure that any such Personal Data has been collected or otherwise processed lawfully and is only shared with or disclosed to AfterShip as necessary and in a manner that is in full compliance with applicable data protection laws.
Termination
9.1. You may close your account and discontinue your use of the Portal at any time. We may close your account or suspend Your ability to use all or portions of the Portal, without or without cause, and with or without notice to You. We may also modify, update, suspend or discontinue the Portal or any portion thereof at any time, without notice or liability.e. User’s access to the Portal terminates immediately if User attempts to circumvent any technical protection measures used in connection with the Portal or User otherwise uses the Portal in breach of these Terms.
Limitations of Liability
10.1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL THE RELEASED PARTIES BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE), EVEN IF ANY SUCH RELEASED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM ANY ASPECT OF THESE TERMS. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. ANY LIMITATION OF LIABILITY OR DISCLAIMER OF CONSEQUENTIAL DAMAGES FOR THE BENEFIT OF USER IN USER TERMS OR ANY OTHER DOCUMENT SHALL NOT BE APPLICABLE.
10.2. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, IN NO EVENT SHALL AFTERSHIP’S ENTIRE LIABILITY TO USER UNDER THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE EXCEED ONE THOUSAND UNITED STATES DOLLARS (US $1,000).
Indemnification
11.1. User agrees to indemnify and hold the Released Parties harmless from and against any demands, liability, claims or expenses, including attorneys’ fees and court costs, made by any third party due to or arising out of or in connection with:
a. any User Contribution (including the User Data) that the User submits, posts, transmits or communicates to AfterShip;
b. User’s actual or alleged breach of any of its warranties, representations and obligations in these Terms;
c. the violation of any rights of any third party by the User, including namely but not exclusively intellectual property or personal data rights;
- d. any actual or alleged gross negligence, fraudulent act or omission, willful misconduct or strict liability of Users.
11.2 The User agrees to indemnify and hold the Released Parties harmless from and against all losses, expenses, damages, and costs which the Released Parties may incur as a result of a breach of these Terms by the User.
Applicable Law and Jurisdiction
12.1. These Terms shall be governed by and construed in accordance with the laws of Singapore, without giving effect to any conflict of laws, rules or provisions.
12.2. If any dispute arises relating in any way to these Terms, the Parties shall attempt to resolve any claim or dispute through negotiation with persons fully authorized to resolve the dispute. If the Parties are unable to resolve the dispute through negotiation within a reasonable time after written notice from one party to the other that a dispute exists, the dispute shall be subject to the exclusive jurisdiction of the courts of Singapore
Additional Provisions
13.1. Survival. Unless otherwise provided elsewhere in these Terms, the following provisions shall survive the termination User’s involvement on the Idea Portal: sections 5, 6, 8, 10, and 11.
13.2. Severability. If any provision in the Agreement is held invalid, the remainder of the Agreement shall continue to be enforceable. If any provision in the Agreement is deemed unlawful, void or unenforceable, then that provision is deemed severable from the Agreement and the remaining provisions are still valid and enforceable.
13.3. Authority. If any individual enters into these Terms on behalf of a company, organization or another legal entity (“Entity”), said individual agrees to the terms of these Terms for that Entity and represents to AfterShip that he/she has the authority to legally bind such Entity.
13.4. Notice. Except as set forth herein, all notices and other communications hereunder shall be in writing and shall be deemed delivered by email
- a. if to User, at the email address provided by User it its account in the AfterShip Tech User Portal, and
b. if to AfterShip, at the following email address: privacy@aftership.com
User is responsible for providing AfterShip with its most current email address. In the event that the last email address User provided to AfterShip is not valid, or for any reason is not capable of delivering to you any notices required or permitted by these Terms, AfterShip’s dispatch of the email containing such notice will nonetheless constitute effective notice. Notice shall be deemed to have been duly given on the first business day following successful e-mail transmission to AfterShip.
13.5. No Assignment. The User shall not assign or otherwise transfer these Terms, in whole or in part, without AfterShip’s prior written consent. Any attempted assignment, delegation, or transfer in violation hereof shall be null and void and shall constitute an incurable material breach of these Terms. AfterShip may assign these Terms, in whole or in part.
13.6. Waiver. Any waiver of any breach or default by either Party shall not constitute a waiver of any other right or any subsequent breach or default. Failure or delay by either Party to enforce any provision of these Terms shall not be deemed a waiver of future enforcement of that or any other provision.
13.7. Relationship of the Parties. Each Party is an independent contractor in the performance of each and every part of these Terms and the Parties do not intend to enter into any joint venture, partnership, employee-employer relationship or the like. There are no third-party beneficiaries to the Agreement.
13.8. Entire Agreement. These Terms supersedes all prior and contemporaneous proposals, statements, sales materials or presentations, and agreements, namely but not exclusively any User terms and conditions, both oral and written, and contains the entire understanding of the Parties on the subject matter hereof.