Terms & Conditions
Last updated: September 22, 2021
Please read these terms and conditions carefully before using Our Service.
This page is provided by K.Merleone Pte. Ltd. (UEN No. 201933585H), an entity registered in Singapore.
The following are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.
Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Services that K.Merleone offers.
2. Interpretation and Definitions
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
For the purposes of these Terms and Conditions:
Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Country refers to: Singapore
Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to K.Merleone Pte. Ltd., 20 HAVELOCK ROAD #02-09. CENTRAL SQUARE SINGAPORE (059765).
Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
Service refers to the service which We may choose to offer via Our Site including the company incorporation, secretarial, accounting and other related services provided by Us.
Terms and Conditions (also referred as "Terms") mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
Third Party means a natural person or legal entity who is neither You nor Us.
Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
Virus means any viruses, worms, trojan horses, cancel bolts or any other computer code designed to disrupt or adversely impact computer systems, networks or devices.
Website refers to K.Merleone, accessible from www.kmerleone.com
You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
3. Intellectual Property
You acknowledge and agree that You shall not (and shall not permit anyone else to) reproduce, modify, distribute, post, disclose or otherwise take or use Our IPR.
The Online Tools and all rights therein are and shall remain Our property or the property of Our licensors. Neither these T&Cs nor Your Use of the Online Tools shall convey or grant to You any rights:
in or related to the Online Tools except for the limited licence granted in Clause 4; or
to use or reference in any manner Our Marks or those of Our licensors.
All content is the exclusive property of Us or Our licensors and is protected by the law of Singapore and international intellectual property laws.
K.Merleone trademark is solely owned by Us. You shall not use or reproduce any Marks of, or imply any endorsement by or relationship with, Us or Our licensors.
4. Rights to Use
Subject to Your compliance with the T&Cs, the Company hereby grant You a revocable, royalty-free, non- exclusive, non-transferable licence to:
use any content, information and related materials that may be made available through the Website;
use the Website for Your normal business purposes and/or own personal use
These Clauses are conditional on You ensuring that You shall not (and shall not permit anyone else to):
reproduce, modify, distribute, transmit, post any content without the Company prior approval;
modify, alter, or adapt all or any part of the Website in any way;
remove any copyright, trademark or other proprietary notices displayed in the Website;
modify the paper or digital copies of any materials You have printed off or downloaded in any way;
pretending You are or impersonating another individual;
5. Purchasing Services
You acknowledge and agree that these T&Cs govern Your Use of the Online Tools but the conclusion of any contract in connection with any Services You seek to acquire from Us shall be subject to a separate Service Contract.
You acknowledge and agree that where You have executed a Service Contract and there is any conflict, ambiguity or inconsistency between the Service Contract and these T&Cs, the Service Contract shall take precedence.
By appointing the Company as Your company secretary, We shall carry out, or appoint one of its employees to carry out, the duties of a company secretary in accordance with Singapore law.
The Company shall only provide Services as requested by You orally, in writing or any other way the Company may accept. You agree that the Company has no liability to You for any loss or damage arising out of or in relation to Us providing company secretarial services in accordance with Your instructions.
You shall agree to indemnify the Company (and/or any of its affiliates) against any and all actions, judgements, claims, demands, costs, taxes and expenses (including legal and/or professional fees) howsoever incurred by the Company in the course of and pursuant to its duties and obligations in accordance with Your instructions or these Terms.
The Company may require that, for the performance of Our Services (including the services of acting as nominee director), You shall enter into any supplemental agreements or carry out any acts required by the Company or by law in order for the Company to provide the Services. We shall not be obliged to provide any Services if You fails to enter into a supplemental agreement or carry out any acts required by the Company or by law.
If the Company, in its opinion, is obliged to meet any of Your requirements or legal obligations, You agree that the Company is authorised to take any steps that it may in its reasonable discretion deem necessary to comply with such obligations or requirements, which includes taking professional advice or legal advice at Your expenses.
2.11 At the request of the Company, You shall provide the Company with all documents and information as required, in order for the Company to comply with its internal policies, any applicable law or guidelines issued by any relevant regulatory authority and/or for any other reason that the Company may consider necessary from time to time, including Customer Due Diligence checks.
The Company may offer benefits, discounts, and other promotions (any, a "Promotion"). By participating in a Promotion, You are agreeing to official rules that govern that Promotion. The rules and conditions for each Promotion will be defined by the Company and the Company reserve all rights to limit them as we see necessary. No two Promotions of any kind, such as discounts, promotion codes, partnership benefits, referral codes etc. can be used for the same purchase unless otherwise stated.
You warrant and represent to the Company as at the agreement date and at all times during the validity of this agreement that:
You shall not breach any of the conditions of these T&Cs.
You acknowledge and agree that:
We do not guarantee that the Website, or any content on it, will be free from errors or omissions;
We do not guarantee the quality, suitability, safety or ability of Third Party providers associated with the provision of the Services;
We cannot guarantee that no viruses or other contaminating or destructive properties will be transmitted or that no damage will occur to Your mobile device. We are not responsible for any loss You may incur as a result of this; and
the entire risk arising out of Your Use of the Online Tools remains solely with You, to the maximum extent permitted under applicable law.
all Services accessible via the Website are provided on an «as is» and «as available» basis;
You acknowledge and agree that insofar as is permitted by applicable law We provide no warranties nor give any representations or undertakings to You whatsoever including that:
the content on the Website is accurate, complete or up to date;
the Website or any content, service or feature of the same shall be error-free or uninterrupted, or that any defects will be corrected; or
the Website will be accessible on any particular hardware or devices.
We and Our third-party content providers provide no warranties nor give any representations or undertakings as to the ownership, accuracy or adequacy of the content on the Website.
We exclude all conditions, warranties, representations or other terms which may apply to the Website or any content on it to the maximum extent permitted by applicable law.
8. Links to Other Websites
Our Service and Website may contain links to third-party web sites or services that are not owned or controlled by the Company.
The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.
9. Limitation of Liability
Notwithstanding any damages that You might incur, the entire liability of the Company and any of its third-party providers under any provision of this Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You through the Service.
To the maximum extent permitted by applicable law, in no event shall the Company or its third-party provider be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
By agreeing to the Terms, You acknowledge and agree that We shall not be liable to You for any damages, liability or losses arising out of:
Your Use of or reliance on the Services made available via the Online Tools or Your inability to Use the Online Tools and/or access the Services (as the case may be);
any failure to provide the Online Tools and/or the Services, in part or in full, due to abnormal and unforeseen circumstances beyond Our control, including phone network failures or You being out of mobile coverage; or
any transaction or relationship between You and any Third Party provider associated with the provision of the Services.
10. "AS IS" and "AS AVAILABLE" Disclaimer
The Service is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied:
as to the operation or availability of the Service, or the information, content, and materials or products included thereon;
that the Service will be uninterrupted or error-free;
as to the accuracy, reliability, or currency of any information or content provided through the Service; or
that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
11. Governing Law
These T&Cs are governed by, and shall be construed in accordance with, the law of Singapore.
Both You and We irrevocably submit to the exclusive jurisdiction of the courts of Singapore in relation to any disputes.
12. Severability and Waiver
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Terms shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.
These T&Cs constitutes the entire agreement between You and Us relating to Your Use of the Online Tools, to the exclusion of all other terms and conditions, and any prior written or oral agreement between both parties.
You may not assign, novate, or otherwise transfer all or any of Your rights, benefits or obligations under these T&Cs without Our prior written approval
13. Translation Interpretation
These T&Cs are drawn up in the English language and the English language version of the same shall always prevail over any translation. These T&Cs shall be construed, interpreted and administered in English.
14. Disputes Resolution
If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company via firstname.lastname@example.org or +65 8010 1470
15. Changes to These Terms and Conditions
The Company reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material, We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.
By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.
We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.
Upon termination, Your right to use the Service will cease immediately.