Policies: General Terms of Sales & Service
Welcome to the BrandsPass sports e-commerce website (the "Site", "website") and thank you for your interest in our site.
Please read the following Terms of Sales & Service carefully before using this Site or opening a BrandsPass account ("Account") so that you are aware of your rights and obligations, its related websites, suppliers, affiliates, partners, vendors and subsidiaries (henceforth known individually and/ or collectively, "BrandsPass", "we", "us" or "our").
Terms Of Sales & Service For Customers
10 May 2021
1. Introduction
1.1 Before becoming a User of the Site, you must read and accept all of the terms and conditions in, and linked to, these Terms of Service and you must consent to the processing of your personal data as described in the Privacy Policy linked below.
1.2 These Terms of Service govern your use of all the Services provided by BrandsPass, any new features added to or augmenting the Services are also subject to these Terms of Service.
2. BrandsPass Services
The "Services" we provide or make available includes
2.1 The Site, the services provided by the Site by BrandsPass through any software application or “app” made available by BrandsPass or any of its services such as but not limited to its payment, logistics, customer services, messaging and communicating, media playback and creation.
2.2 All information, linked pages, features, data, text, images, augmented or virtual reality, photographs, graphics, music, sounds, video or audio live streams, messages, tags, content, programming, software, application services (including, without limitation, any mobile application services) or other materials made available through the Site or its related services ("Content").
2.3 The Services include an online platform service that provides a service for the sale of goods and/or services between you, the buyer (“Buyer”) and the Vendor (“Vendor”) (collectively “you”, “Users” or “Parties”).
3. Nature of Buyer-Vendor Relationship
3.1 The actual contract for sale is directly between Buyer and Vendor and BrandsPass is not a party to that or any other contract between Buyer and Vendor.
3.2 Brandspass accepts no obligations in connection to the sale or promise of a sale. The Buyer and Vendor are entirely responsible for the sales contract between them, the listing and provision of goods and/or services, the warranties covering the goods and services.
3.3 Should the Vendor fail to respond to your communications or fail to meet their obligations in the sale, delivery, refund or return of the item bought, or in the Vendor’s terms of service, the Customer should contact BrandsPass and we will assist to resolve the problem.
3.4 BrandsPass may or may not filter or monitor Buyers and Vendors or the content or information provided by Buyers and Vendors. BrandsPass reserves the right to remove any Content or information posted by Vendors or Buyers on the Site.
3.5 BrandsPass cannot ensure that Vendors will complete a transaction and is not liable for the non-completion of the transaction and all direct or indirect consequent losses suffered by the Buyer as a result.
4. Website Availability of Services
4.1 BrandsPass reserves the right to change, modify, suspend or discontinue all or any part of this Site or the Services at any time.
4.2 BrandsPass may release certain Services or their features in a beta (pre deployment) version which may or may not work correctly or in the same way the final version may work, and we shall not be held liable in such instances. BrandsPass may also impose limits on certain features or restrict your access to parts of, or the entire Site or Services at its sole discretion and without notice or liability.
5. Right of Refusal
5.1 BrandsPass may refuse to provide you access to the Site or Services or to not allow you to open an Account for any reason which it is not obligated to reveal at its discretion.
5.2 BrandsPass will not be held liable for any losses you may incur because of the refusal for access or account opening.
6. Acceptance of Terms of Agreement
6.1 By using BrandsPass services or opening an account, you give your full acceptance and consent to all the terms of the agreement and any subsequent changes whether or not you are informed or aware of such changes.
6.2 If you disagree with these terms, please do not use the services or or register with BrandsPass.
7. Age of Consent to Terms of Agreement
7.1 To use the Services of BrandsPass, Users must be at least 18 years old or be of the legal age of consent in their country.
7.2 Anyone below the legal age of consent must get the consent of a parent or legal guardian who in turn must fully agree with the terms of this agreement.
7.3 Any parent or guardian who registers on behalf of their child or ward will be held responsible and liable for all use of the Services.
8. Limitation of Content Licenses
8.1 BrandsPass grants you a limited and revocable license to access and use the Services subject to the terms and conditions of these Terms of Service.
8.2 All proprietary Content, trademarks, service marks, brand names, logos and other intellectual property (“Intellectual Property”) displayed in the Site are the property of BrandsPass, its vendors, partners or other license holders and where applicable, third party proprietors which may or may not be identified in the Site.
8.3 No right or license is granted directly or indirectly to any party accessing the Site to use or reproduce any Intellectual Property, and no party accessing the Site shall claim any right, title or interest therein. By using or accessing the Services you agree to comply with the copyright, trademark, service mark, and all other applicable laws that protect the Services, the Site and its Content.
8.4 You agree not to copy, distribute, republish, transmit, publicly display, publicly perform, modify, adapt, rent, sell, or create derivative works of any portion of the Services, the Site or its Content.
8.5 You will not, without our prior written consent, mirror or frame any part or whole of the contents of this Site on any other server or as part of any other website.
8.6 In addition, you agree that you will not use any robot, data scrapper, spider or any other automatic device or manual process to monitor or copy our Content, without our prior written consent.
8.6.1 Such consent is deemed given for standard search engine technology employed by Internet search websites to direct Internet users to this website.
8.7 You are welcome to link to the Site from your website, provided that your website does not imply any endorsement by or association with BrandsPass. You acknowledge that BrandsPass may, in its sole discretion and at any time, discontinue providing the Services, either in part or as a whole, without notice.
8.8 You may also share information on Brandspass webpages using any Share feature which allows you to transmit information in BrandsPass webpages to an external party about of the products and services from Brandspass.com.
9. Software
9.1 Any software provided by us to you as part of the Services is subject to the provisions of these Terms of Service. BrandsPass reserves all rights to the software not expressly granted by BrandsPass hereunder. Any third-party scripts or code, linked to or referenced from the Services, are licensed to you by the third parties that own such scripts or code.
10. Accounts & Security
10.1 Some functions of and access to our Services require registration for an Account by selecting a unique user identification ("User ID") and password, and by providing certain personal information.
10.2 If you select a User ID that BrandsPass, in its sole discretion, finds offensive or inappropriate, has the right to suspend or terminate your Account.
10.3 You may be able to use your Account to gain access to other products, websites or services to which we have enabled access to or with which we have collaborated with. BrandsPass assumes no responsibility and liability for any third party content, functionality, security, services, privacy policies, or other practices of those products, websites or services. If you do so, you are subject to the terms of service for those products, websites or services.
10.4 You agree to:
10.4.1 keep your password confidential and use only your User ID and password when logging in,
10.4.2 immediately notify BrandsPass of any unauthorized use of your Account, User ID and/or password, and
10.4.3 ensure that your Account information is accurate and up-to-date. You are fully responsible for all activities that occur under your User ID and Account even if such activities or uses were not committed by you.
10.4.4 BrandsPass will not be liable for any loss or damage arising from unauthorized use of your password or your failure to comply with this Section.
11. Termination of Account
11.1 You agree that BrandsPass may for any reason, in its sole discretion and with or without notice or liability to you or any third party, immediately terminate your Account and your User ID, remove or discard from the Site any Content associated with your Account and User ID, withdraw any subsidies offered to you, cancel any transactions associated with your Account and User ID, temporarily or in more serious cases permanently withhold any sale proceeds or refunds, and/or take any other actions that BrandsPass deems necessary.
11.2 Grounds for such actions may include, but are not limited to, actual or suspected
(a) extended periods of inactivity,
(b) violation of the letter or spirit of these Terms of Service,
(c) illegal, fraudulent, harassing, defamatory, threatening or abusive behaviour
(d) having multiple user accounts,
(e) buying products on the Site for the purpose of commercial re-sale,
(f) voucher abuse (including, but not limited to, selling of vouchers),
(g) behaviour that is harmful to other Users, third parties, or the business interests of BrandsPass,.
Use of an Account for illegal, fraudulent, harassing, defamatory, threatening or abusive purposes may be referred to law enforcement authorities without notice to you.
11.3 If a legal dispute arises or law enforcement action is commenced relating to your Account or your use of the Services for any reason, BrandsPass may terminate your Account immediately with or without notice.
11.4 Users may terminate their Account if they notify BrandsPass through our helpdesk.
11.5 Users remain responsible and liable for any incomplete transaction, shipment, payments and any other matters for products or services which may or may not be incomplete.
11.6 Users must contact BrandsPass after he or she has promptly and effectively carried out and completed all incomplete transactions according to the Terms of Service.
11.7 BrandsPass shall have no liability, and shall not be liable for any damages incurred due to any account termination by the User and its consequences. Users waive all claims based on any such action taken by BrandsPass.
12. Terms of Use
12.1 The license for use of this Site and the Services is effective until terminated. This license will terminate as set forth under these Terms of Service or if you fail to comply with any term or condition of these Terms of Service. In any such event, BrandsPass may effect such termination with or without notice to you.
You agree not to:
12.1.1 upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, alarming, distressing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
violate any laws, including but not limited to any laws and regulations in relation to export and import restrictions, third party rights or our Prohibited and Restricted Items policy;
12.1.2 upload, post, transmit or otherwise make available any Content featuring an unsupervised minor or use the Services to harm minors in any way;
12.1.3 use the Services or upload Content to impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity;
12.1.4 forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services;
12.1.5 remove any proprietary notices from the Site;
12.1.6 cause, permit or authorize the modification, creation of derivative works, or translation of the Services without the express permission of BrandsPass;
12.1.7 use the Services for the benefit of any third party or any manner not permitted by the licenses granted herein;
12.1.8 use the Services or upload Content in a manner that is criminal, fraudulent, unconscionable, false, misleading or deceptive;
12.1.9 open and/or operate multiple user accounts in connection with any conduct that violates either the letter or spirit of these Terms of Service;
12.1.10 access the BrandsPass.com platform, open a user account, or otherwise access your user account using hardware or software, including but not limited to a software emulator, simulator, bot or other similar hardware or software;
12.1.11 manipulate, interfere or undermine the price, User's listings and feedback or ratings systems.
12.1.12 attempt to decompile, reverse engineer, disassemble or hack the Services (or any portion thereof), or to defeat or overcome any encryption technology or security measures implemented by BrandsPass with respect to the Services and/or data transmitted, processed or stored by BrandsPass;
12.1.13 harvest or collect any information about or regarding other Account holders, including, without limitation, any personal data or information;
12.1.14 upload, email, post, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
12.1.15 upload, email, post, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
12.1.16 upload, email, post, transmit or otherwise make available unsolicited or unauthorised and unwanted advertising promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other unauthorised or illegal form of solicitation;
12.1.17 upload, email, post, transmit or otherwise make available any material that contains software viruses, worms, Trojan-horses or any other computer code, routines, files or programs designed to directly or indirectly interfere with, manipulate, interrupt, destroy or limit the functionality or integrity of any computer software or hardware or data or telecommunications equipment;
12.1.18 disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other Users of the Services are able to type, or otherwise act in a manner that negatively affects other Users' ability to engage in real time exchanges;
12.1.19 interfere with, manipulate or disrupt the Services or servers or networks connected to the Services or any other User's use and enjoyment of the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Site;
12.1.20 take any action that could directly or indirectly damage, disable, overburden, or impair the Services or the servers or networks connected to the Services;
12.1.21 use the Services to intentionally or unintentionally violate any applicable local, state, national or international laws, rules, codes, directive, guidelines, policies, regulations including but without limitation, laws and requirements (whether or not having the force of law) relating to anti-money laundering or terrorism.
12.1.22 use the Services to violate the privacy of others, to "stalk", harass, insult or transgress the rights of other users.
12.1.23 infringe the rights of BrandsPass, including any intellectual property rights and any passing off of the same thereof;
12.1.24 use the Services to collect or store personal data about other Users in connection with the prohibited conduct and activities set forth above;
12.1.25 list items which infringe upon the copyright, trademark or other intellectual property rights of third parties or use the Services in a manner which will infringe the intellectual property rights of others; and/or
12.2 Responsibility & Liability of Content
12.2.1 You understand that all Content, whether publicly posted or privately transmitted, is the sole responsibility of the person from whom such Content originated. This means that you, and not BrandsPass.com, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available through the Site.
12.2.2 You understand that by using the Site, you may be exposed to Content that you may consider to be offensive, indecent or objectionable. To the maximum extent permitted by applicable law, under no circumstances will BrandsPass be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of, or reliance on, any Content posted, emailed, transmitted or otherwise made available on the Site.
12.3 Content Right of Refusal
12.3.1 You acknowledge that BrandsPass and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, delete, stop, suspend, remove or move any Content, including without limitation any Content or information posted by you, that is available on the Site without any liability to you.
Without limiting the foregoing, BrandsPass.com and its designees shall have the right to remove any Content that:
that violates these Terms of Service or our Prohibited and Restricted Items Policy;
12.4 Complaints Handling
if we receive a notice or allegation of intellectual property infringement or other legal instruction or request for removal; or
if such Content is otherwise objectionable, we may also block delivery of a communication (including, without limitation, status updates, postings, messages and/or chats) to or from the Services as part of our effort to protect the Services or our Users, or otherwise enforce the provisions of these Terms and Conditions.
You agree that you must evaluate, and bear all risks associated with, the use of any Content, including, without limitation, any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you have not and, to the maximum extent permitted by applicable law, may not rely on any Content created by BrandsPass or submitted to BrandsPass, including, without limitation, information in BrandsPass Forums and in all other parts of the Site.
12.5 Compliance with Rules & Regulations
You acknowledge, consent to and agree that BrandsPass may access, preserve, and/or disclose your Account information and Content to any legal, regulatory, or governmental authority, the relevant rights owner, or other third parties if required to do so by law, pursuant to an order of a court or lawful request by any governmental or regulatory authority having jurisdiction over BrandsPass, or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms of Service or our Prohibited and Restricted Items Policy; (c) respond to claims that any Content violates the rights of third parties, including intellectual property rights; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of BrandsPass, its Users and/or the public.
13. Violation of Our Terms of Service
13.1 Violations of this policy may result in a range of actions, including, without limitation, any or all of the following:
⦁ Listing deletion
⦁ Limits placed on Account privileges
⦁ Account suspension and subsequent termination
⦁ Criminal charges
⦁ Civil actions, including without limitation, a claim for damages and/or interim or injunctive relief
13.2 If you believe a User on our Site is violating these Terms of Service, please contact us through our helpdesk.
14. Reporting of Intellectual Property Rights Infringement
14.1 As stated above, BrandsPass does not allow listings that violate the intellectual property rights of brands or other intellectual property rights owners (“IPR Owner”).
14.2 Except where expressly stated otherwise, the Users are independent individuals or businesses who are not directly associated with BrandsPass in any way except through the listing of their products in BrandsPass’ website and is neither the agent nor representative of the Users and does not hold and/or own any of the merchandises listed on the Site.
14.3 If you are an IPR Owner or an agent duly authorized by an IPR Owner (“IPR Agent”) and you believe that your right or your principal’s right has been infringed, please notify us through our helpdesk and provide us the documents requested below to support your claim. Allow us time to process the information provided. BrandsPass will respond to your complaint as soon as practicable.
14.3.1 a physical or electronic signature of an IPR Owner or IPR Agent (collectively, “Informant”), evidence of IPR ownership including registration documents of copyright, trademark and patents.
14.3.2 a description of the type and nature of intellectual property right that is allegedly infringed and proof of rights;
14.3.3. a description of the nature of alleged infringement with sufficient details to enable BrandsPass to assess the complaint;
14.3.4 URL(s) of the listing(s) which contain the alleged infringement;
14.3.5 sufficient information to allow BrandsPass to contact the Informant, such as Informant’s physical address, telephone number and e-mail address;
14.3.6 a statement by Informant that the complaint is filed on good faith belief and that the use of the intellectual property as identified by the Informant is not authorised by the IPR Owner or the law;
14.3.7 a statement by the Informant that the information in the notification is accurate, that the Informant will indemnify us for any damages we may suffer as a result of the information provided by the Informant, and that the Informant has the appropriate right or is authorized to act on the IPR Owner’s behalf in all matters relating to the complaint.
14.3.8 Every Vendor agrees to hold BrandsPass and its Affiliates harmless from all claims, causes of action, damages and judgments arising out of any removal of any Content or product listings pursuant to or in relation to any intellectual property infringement claim.
15 PURCHASE AND PAYMENT
15.1 BrandsPass supports one or more of the following payment methods in each country it operates in:
(a) Credit Card and Stripe payment service provider: payments are processed through third-party payment channels and the type of credit cards accepted by these payment channels may vary depending on the jurisdiction you are in.
(b) Installment Purchase Plan: Buyers may pay via installment if such a plan is available in BrandsPass and the countries it operates in. Payment via installment are processed through third-party channels like commercial banks, installment service providers like Atome.
15.2 A Buyer may only change their preferred mode of payment for their purchase before making payment. Once payment is made, the Buyer may not make any changes to the payment mode and BrandsPass will not entertain request for changes after payment.
15.3 BrandsPass takes no responsibility and assumes no liability for any loss or damages to the Buyer arising from shipping information and/or payment information entered by the Buyer or wrong remittance by the Buyer in connection with the payment for the items purchased. We reserve the right to check whether the Buyer is duly authorized to use certain payment methods, and may suspend the transaction until such authorization is confirmed or cancel the relevant transaction where confirmation is not available.
16. The BrandsPass Loyalty Dollars
All eligible and registered Users are automatically included into the BrandsPass loyalty dollars programme upon registration. This programme allows buyers to earn points from their purchases of products and services are then used to offset the price of future purchases.
16.1 Methods to Earn Loyalty Dollars
Users can earn points through but not limited to, the following:
a) by buying products and services from Brandspass.com and its affiliated websites.
b) through participation in other BrandsPass activities (“Eligible Activities”) or awarded at its sole discretion for milestones, commemorations and other reasons as solely decided by BrandsPass or its Vendors.
c) during special events like birthdays, holidays, designated events where higher than usual number of points are awarded for the purchase of products and services.
16.2 Types of Loyalty Dollars
Type 1 BrandsPass Dollars: awarded by BrandsPass called which can be used to offset the purchase prices of all eligible goods and services offered in BrandsPass.com.
Type 2 Vendor's Dollars: The other type of points is issued by Vendors and can be used to fully or partially offset the purchase prices of products and services offered by the specific Vendor or, if permitted by the Vendor, any Vendor related to it only.
16.2.1 BrandsPass and Vendor Dollars can only be used to partially or fully subsidize purchases of products and services as specified by BrandsPass or Vendors. They cannot be exchanged or converted into cash nor will cash be issued should the amount of loyalty dollars exceed the total payable price of a transaction.
16.3 The amount of BrandsPass dollars and Vendor dollars awarded per dollar paid by the customer is based on the conversion rate between Points and cash as determined by BrandsPass or the Vendor at their sole discretion. Brandspass and its vendors reserve the rights to change the conversion rate and without notifying the Customer.
16.4 Brandspass and its Vendors will not be held responsible for any damages and losses in whatever form suffered by the Customer due to the changes in the conversion rate or any reasons connected to the accumulation and use both types of loyalty dollars.
16.5 BrandsPass Dollars and Vendor Dollars will be credited into a User’s Account upon the completion of a successful paid transaction or special reward for an event like a birthday or contest or any activity approved by BrandsPass or its Vendors.
16.6 Transactions not completed on the Site using the BrandsPass Guarantee do not qualify for the BrandsPass Dollars reward system.
16.7 BrandsPass may at its sole discretion exclude categories of items from the BrandsPass Dollars reward system.
16.8 BrandsPass and Vendor Dollars have no monetary value, does not constitute your property and cannot be purchased, sold, transferred or redeemed for cash. BrandsPass.
16.9 The BrandsPass Dollars you redeem or donate will be deducted from your BrandsPass Dollars balance. Each BrandsPass Dollars comes with an expiry date. Do check your account details on the Site for BrandsPass Dollars balances and expiry date.
16.10 From time to time, we may tell you that bonus BrandsPass Dollars will be awarded for particular Eligible Activities. This may include but is not limited to purchases you make with participating Vendors or pursuant to specific promotional offers. We will notify you of the terms of such bonus awards if any from time to time.
16.7 If you have a dispute in relation to the number of BrandsPass Cns which you have been awarded in respect of an Eligible Activity, such a dispute must be made within one (1) month from the date of the Eligible Activity. We may require you to provide evidence to support your claim.
16.8 BrandsPass gives no warranty and accepts no responsibility as to the ultimate tax treatment of BrandsPass Dollars. You will need to check with your tax advisor whether receiving BrandsPass Dollars affects your tax situation.
16.9 BrandsPass reserves the right to (i) discontinue the BrandsPass Dollars reward system at any time at its sole discretion, and/or (ii) cancel or suspend a User’s right to participate in BrandsPass Dollars reward system, including the ability to earn and redeem BrandsPass Dollars, at its sole discretion.
16.10 Validity of Loyalty Dollars Both BrandsPass and Vendor Dollars are valid till 31 December of the year it was awarded. Both dollars awarded in November till 31 December are valid till 31 June of the following year. You are advised to spend your your BrandsPass and Vendor Dollars before they expire.
16.11 BrandsPass and Vendor Loyalty Dollars which are expired will not be refunded or exchanged as cash, products and services, credit or any form of compensation in lieu of the expired loyalty dollars.
17. Delivery
17.1 BrandsPass will inform Vendor when BrandsPass receives Buyer’s Purchase Monies. Unless otherwise agreed with BrandsPass, the Vendor will then make the necessary arrangements to have the purchased item delivered to Buyer and provide details such as the name of the delivery company, the tracking number, website to view the stages of delivery etc. to Buyer through the Site or thru an email to the Buyer’s email account.
17.2 All Vendor must use their best effort to ensure that Buyer receives the purchased items within the promised time frame. This may depend on whether the Buyer has chosen express shipping which is faster, normal shipping or a slower than normal shipping time like surface shipping.
17.3 Users understand that the Vendor bears all risk attached to the delivery of the purchased item(s) and warrants that he/she has or will obtain adequate insurance coverage for the delivery of the purchased item(s). I
17.4 In the event where the purchased item(s) is damaged, lost or failure of delivery during the course of delivery, Users acknowledge and agree that BrandsPass will not be liable for any damage, expense, cost or fees resulted therefrom and Vendor and/or Buyer will reach out to the logistic service provider to resolve such dispute.
17.4 For Cross-Border Transaction. Buyers understand and acknowledge that, where a product listing states that the product will ship from overseas, such product is being sold from a Vendor based outside of the Buyer’s own country, and the importation and exportation of such product is subject to local laws and regulations. Users understand that there may be import and export restrictions, regulations, tariffs and taxes that apply to the designating country. Users acknowledge that BrandsPass cannot provide any legal advice in this regard and agrees that BrandsPass shall not bear any risks or liabilities associated with the import and export of such products to their own country.
17.5 Where the Buyer elects to have a purchased item delivered by any other shipping method, the fee payable to the delivery company (“Shipping Fee”) shall be borne by the Buyer, Vendor and BrandsPass in such proportions as may be determined by BrandsPass and published on the Site.
18. Cancellation, Return & Refund
18.1 Buyer may only cancel his/her order prior to the payment of Buyer’s Purchase Monies.
18.2 Buyer may apply for the return of the purchased item and refund prior to the expiry of BrandsPass Guarantee Period, if applicable, subject to and in accordance with BrandsPass’s Refunds and Return Policy. Please refer to BrandsPass’s Refunds and Return Policy for further information.
18.3 BrandsPass reserves the right to cancel any transaction on the Site and Buyer agrees that Buyer’s sole remedy will be to receive a refund of the Buyer’s Purchase Monies paid into BrandsPass Guarantee Account.
18.4 If you have redeemed BrandsPass Dollars for your transaction and you are successful in obtaining a refund based on BrandsPass’s Refunds and Return Policy, BrandsPass shall refund the monies you have actually paid for the item and credit back any redeemed BrandsPass Dollars to your Account separately.
18.5 BrandsPass does not monitor the cancellation, return and refund process for offline payment.
18.6 Refunds to Buyers shall be made to their BrandsPass Pay wallet within one (1) day of the return or refund request being approved.
19. Vendor-Buyer Dispute Mediation & Resolution
19.1 In the event a problem arises in a transaction, the Buyer and Vendor agree to communicate with each other first to attempt to resolve such dispute by mutual discussions, which BrandsPass shall use reasonable efforts to facilitate a mutually agreeable solution for all parties. If the matter cannot be resolved by mutual discussions, Users or Vendors may approach the claims tribunal of their local jurisdiction to resolve any dispute arising from a transaction.
19.2 Each Buyer and Vendor covenants and agrees that it will not bring suit or otherwise assert any claim against BrandsPass or its Affiliates (except where BrandsPass or its Affiliates is the Vendor of the product that the claim relates to) in relation to any transaction made on the Site or any dispute related to such transaction.
20. Feedback from Users & Customers
20.1 BrandsPass welcomes information and feedback from our Users which will enable BrandsPass to improve the quality of service provided. Please refer to our feedback procedure below for further information:
a) Feedback may be submitted through our helpdesk.
b) Users affected by the feedback should be fully informed of all facts and given the opportunity to put forward their case.
c) Vague and defamatory feedback will not be entertained.
21. Disclaimers
21.1 The services are provided “As Is” without any warranties, claims or representations made by BrandsPass of any kind either expressed, implied or statutory with respect to the Services, including, without limitation, warranties of quality, performance, noninfringement, merchantability, or fitness for a particular purpose nor are there any warranties created by course of dealing, course of performance or trade usage. Without limiting the forgoing and to the maximum extent permitted by applicable law, BrandsPass does not warrant that the services, this site or the functions contained herein will be available, accessible, uninterrupted, timely, secure, accurate, complete or error-free, that defects, if any, will be corrected, or that this site and /or the server that makes the same available are free of viruses, malware, clocks, timers, worms, software locks, drop dead devices, trojan-horses, routings, trap doors, time bombs or any other harmful software codes, instructions, programs or components.
21.2 You acknowledge 3that the entire risk arising out of the use or performance of the site and/or the services remains with you to the to the maximum extent permitted by applicable law.
25.3 BrandsPass has no control over and, to the maximum extent permitted by applicable law, does not guarantee or accept any responsibility for:
a) the fitness for purpose, existence, quality, safety or legality of items available via the services in BrandsPass's
b) The ability of Vendors to sell items or buyers to pay for times. If there is a dispute involving one or more users, such users agree to resolve such dispute between themselves directly and, to the maximum extent permitted by applicable law, release BrandsPass and its affiliates from all claims, demands and damages arising out of or in connection to any such dispute.
22. EXCLUSIONS AND LIMITATIONS OF LIABILITY
22.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BrandsPass BE LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY), OR OTHER CAUSE OF ACTION AT LAW, IN EQUITY, BY STATUTE OR OTHERWISE, FOR:
(i) (A) LOSS OF USE; (B) LOSS OF PROFITS; (C) LOSS OF REVENUES; (D) LOSS OF DATA; (E) LOSS OF GOOD WILL OR POSITIVE IMAGE OR (F) FAILURE TO REALISE ANTICIPATED SAVINGS, IN EACH CASE WHETHER DIRECT OR INDIRECT;
OR
(ii) ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THIS SITE OR THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING THEREFROM, EVEN IF BrandsPass HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
22.2 YOU ACKNOWLEDGE AND AGREE THAT YOUR ONLY RIGHT WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SERVICES IS TO REQUEST FOR TERMINATION OF YOUR ACCOUNT AND/OR DISCONTINUE ANY USE OF THE SERVICES.
22.3 IF, NOTWITHSTANDING THE PREVIOUS SECTIONS, BrandsPass IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE LIABLE (INCLUDING FOR GROSS NEGLIGENCE), THEN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ITS LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE LESSER OF: (A) ANY AMOUNTS DUE AND PAYABLE TO YOU; AND (B) SG $100 (ONE HUNDRED SINGAPORE DOLLARS).
22.4 NOTHING IN THESE TERMS OF SERVICE SHALL LIMIT OR EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY BrandsPass’s NEGLIGENCE, FOR FRAUD OR FOR ANY OTHER LIABILITY ON THE PART OF BrandsPass THAT CANNOT BE LAWFULLY LIMITED AND/OR EXCLUDED.
23. Links to Third Party Sites, Social Media & Sharing of Videos, Links & Content.
23.1 Third party links provided throughout the Site will let you leave this Site. These links are provided as a courtesy only, and the sites they link to are not under the control of BrandsPass in any manner whatsoever and you therefore access them at your own risk. BrandsPass is in no manner responsible for the contents of any such linked site or any link contained within a linked site, including any changes or updates to such sites. BrandsPass is providing these links merely as a convenience, and the inclusion of any link does not in any way imply or express affiliation, endorsement or sponsorship by BrandsPass of any linked site and/or any of its content therein.
23.2 BrandsPass allows you to share videos from YouTube on the BrandsPass Livestream feature ("YouTube Content"). By sharing YouTube Content, you hereby agree to be bound by the YouTube Terms of Service (https://www.youtube.com/t/terms).
24. Your Contributions to The Services
24.1 By submitting Content for inclusion on the Services, you represent and warrant that you have all necessary rights and/or permissions to grant the licenses below to BrandsPass. You further acknowledge and agree that you are solely responsible for anything you post or otherwise make available on or through the Services, including, without limitation, the accuracy, reliability, nature, rights clearance, compliance with law and legal restrictions associated with any Content contribution.
24.2 You hereby grant BrandsPass and its successors a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, copy, distribute, republish, transmit, modify, adapt, create derivative works of, publicly display, and publicly perform such Content contribution on, through or in connection with the Services in any media formats and through any media channels, including, without limitation, for promoting and redistributing part of the Services (and its derivative works) without need of attribution and you agree to waive any moral rights (and any similar rights in any part of the world) in that respect. You understand that your contribution may be transmitted over various networks and changed to conform and adapt to technical requirements.
24.3 Any Content, material, information or idea you post on or through the Services, or otherwise transmit to BrandsPass by any means (each, a "Submission"), is not considered confidential by BrandsPass and may be disseminated or used by BrandsPass without compensation or liability to you for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products.
24.4 By making a Submission to BrandsPass, you acknowledge and agree that BrandsPass and/or other third parties may independently develop software, applications, interfaces, products and modifications and enhancements of the same which are identical or similar in function, code or other characteristics to the ideas set out in your Submission.
24.5 Accordingly, you hereby grant BrandsPass and its successors a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to develop the items identified above, and to use, copy, distribute, republish, transmit, modify, adapt, create derivative works of, publicly display, and publicly perform any Submission on, through or in connection with the Services in any media formats and through any media channels, including, without limitation, for promoting and redistributing part of the Services (and its derivative works). This provision does not apply to personal information that is subject to our privacy policy except to the extent that you make such personal information publicly available on or through the Services.
25. Third Party Contributions to The Services and External Links
25.1 Each contributor to the Services of data, text, images, sounds, video, software and other Content is solely responsible for the accuracy, reliability, nature, rights clearance, compliance with law and legal restrictions associated with their Content contribution. As such, BrandsPass is not responsible to, and shall not, regularly monitor or check for the accuracy, reliability, nature, rights clearance, compliance with law and legal restrictions associated with any contribution of Content. You will not hold BrandsPass responsible for any User's actions or inactions, including, without limitation, things they post or otherwise make available via the Services.
25.2 In addition, the Services may contain links to third party products, websites, services and offers. These third party links, products, websites and services are not owned or controlled by BrandsPass. Rather, they are operated by, and are the property of, the respective third parties, and may be protected by applicable copyright or other intellectual property laws and treaties. BrandsPass has not reviewed, and assumes no responsibility for the content, functionality, security, services, privacy policies, or other practices of these third parties. You are encouraged to read the terms and other policies published by such third parties on their websites or otherwise. By using the Services, you agree that BrandsPass shall not be liable in any manner due to your use of, or inability to use, any website or widget. You further acknowledge and agree that BrandsPass may disable your use of, or remove, any third party links, or applications on the Services to the extent they violate these Terms of Service.
26. Your Representations & Warranties
You represent and warrant that:
(a) you possess the legal capacity (and in the case of a minor, valid parent or legal guardian consent), right and ability to enter into these Terms of Service and to comply with its terms; and
(b) you will use the Services for lawful purposes only and in accordance with these Terms of Service and all applicable laws, rules, codes, directives, guidelines, policies and regulations.
27. Punitive Actions Due To Fraudulent, Suspicious and Criminal Activity
If BrandsPass, in its sole discretion, believes that you may have engaged in any potentially fraudulent or suspicious activity and/or transactions, we may take various actions to protect BrandsPass, other Buyers or Vendors, other third parties or you from Reversals, Chargebacks, Claims, fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:
(a) We may close, suspend, or limit your access to your Account or the Services, and/or suspend the processing of any transaction;
(b) We may suspend your eligibility for BrandsPass Guarantee;
(c) We may hold, apply or transfer the funds in your Account as required by judgments and orders which affect you or your Account, including judgments and orders issued by courts in Singapore or elsewhere and directed to BrandsPass;
(d) We may refuse to provide the Services to you now and in the future;
(e) We may hold your funds for a period of time reasonably needed to protect against the risk of liability to BrandsPass or a third party, or if we believe that you may be engaging in potentially fraudulent or suspicious activity and/or transactions.
For the purposes of this Section:
"Chargeback" means a request that a Buyer files directly with his or her debit or credit card company or debit or credit card issuing bank to invalidate a payment.
"Claim" means a challenge to a payment that a Buyer or Vendor files directly with BrandsPass.
"Reversal" means the reversal of a payment by BrandsPass because (a) it is invalidated by the sender's bank, (b) it was sent to you in error by BrandsPass, (c) the sender of the payment did not have authorization to send the payment (for example: the sender used a stolen credit card), (d) you received the payment for activities that violated these Terms of Service or any other BrandsPass policy, or (e) BrandsPass decided a Claim against you.
28. Indemnity Protection
You agree to indemnify, defend and hold harmless BrandsPass, and its shareholders, subsidiaries, affiliates, directors, officers, agents, co-branders or other partners, and employees (collectively, the "Indemnified Parties") from and against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, any other dispute resolution expenses) incurred by any Indemnified Party arising out of or relating to:
a) any transaction made on the Site, or any dispute in relation to such transaction (except where BrandsPass or its Affiliates is the Vendor in the transaction that the dispute relates to),
b) the BrandsPass Guarantee,
c) the hosting, operation, management and/or administration of the Services by or on behalf of BrandsPass,
d) your violation or breach of any term of these Terms of Service or any policy or guidelines referenced herein,
e) your use or misuse of the Services,
f) your breach of any law or any rights of a third party, or
g) any Content uploaded by you.
29. Severability
If any provision of these Terms of Service shall be deemed unlawful, void, or for any reason unenforceable under the law of any jurisdiction, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions in such jurisdiction nor the validity and enforceability of the provision in question under the law of any other jurisdiction.
30. Governing Law
These Terms of Service shall be governed by and construed in accordance with the laws of the Republic of Singapore without regard to its conflict of international or other national laws and rules. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act, to the extent applicable, are expressly disclaimed.
Unless otherwise required by applicable laws, any dispute, controversy, claim or difference of any kind whatsoever shall arising out of or relating to these Terms of Service against or relating to BrandsPass or any Indemnified Party under these Terms of Service shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this Section. There will be one (1) arbitrator and the language of the arbitration shall be English.
31.General Provisions
31.1 BrandsPass reserves all rights not expressly granted herein.
31.2 BrandsPass may modify these Terms of Service at any time by posting the revised Terms of Service on this Site. Your continued use of this Site after such changes have been posted shall constitute your acceptance of such revised Terms of Service.
31.3 You may not assign, sub license or transfer any rights granted to you hereunder or subcontract any of your obligations.
31.4 Nothing in these Terms of Service shall constitute a partnership, joint venture or principal-agent relationship between you and BrandsPass, nor does it authorize you to incur any costs or liabilities on BrandsPass’s behalf.
31.5 The failure of BrandsPass at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing.
31.6 These Terms of Service are solely for your and our benefit and are not for the benefit of any other person or entity, except for BrandsPass's affiliates and subsidiaries (and each of BrandsPass's and its affiliates' and subsidiaries' respective successors and assigns).
31.7 The terms set forth in these Terms of Service and any agreements and policies included or referred to in these Terms of Service constitute the entire agreement and understanding of the parties with respect to the Services and the Site and supersede any previous agreement or understanding between the parties in relation to such subject matter. The parties also hereby exclude all implied terms in fact. In entering into the agreement formed by these Terms of Service, the parties have not relied on any statement, representation, warranty, understanding, undertaking, promise or assurance of any person other than as expressly set out in these Terms of Service. Each party irrevocably and unconditionally waives all claims, rights and remedies which but for this Section it might otherwise have had in relation to any of the foregoing. These Terms of Service may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms.
31.8 You agree to comply with all applicable laws, statutes, regulations and codes relating to anti-bribery and corruption including without limitation the UK Bribery Act, the US Foreign Corrupt Practices Act and the Singapore Prevention of Corruption Act and confirm that you have and shall have in place all policies and procedures needed to ensure compliance with such requirements.
31.9 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, please contacts us through our helpdesk.
Legal Notices:
Please send all legal notices through our helpdesk.
I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE AND ANY REVISION THE SAME HEREAFTER. BY CLICKING THE “SIGN UP ” OR “CONNECT WITH FACEBOOK” BUTTON DURING REGISTRATION OR ANY SUCH EQUIVALENTS, I UNDERSTAND THAT I AM CREATING A DIGITAL SIGNATURE, WHICH I INTEND TO HAVE THE SAME FORCE AND EFFECT AS IF I HAD SIGNED MY NAME MANUALLY.