1.1 In these terms and conditions (“Terms”), “we”, “us” or “our” refers to Spicewharfs Private Limited. “You” and “your” refers to any individual and/or organisation using or accessing our mobile application or our website at www.handleowl.com (collectively referred to as the “App”), or procuring goods and/or services (“Products”) from us or third party vendors (collectively “Vendors”) through the App.
1.2 By registering for a customer account (“Customer Account”), accessing or using the App and/or placing an order to purchase any Product, you are deemed to have accepted these Terms.
1.3 If you do not agree to these Terms, you should not register for a Customer Account, access or use the App and/or place an order to purchase any Product.
1.4 Any personal data or information which you provide to us is also subject to our Privacy Policy (available at www.handleowl.com), which is incorporated by reference into these Terms.
1.5 We may revise these Terms from time to time without notice to you and any change will take effect upon being uploaded on the App. Your continued use of the App indicates your acceptance of the revised Terms. It is your responsibility to check for the latest version of the Terms.
2.1 You are required to register for a Customer Account in order to access or use the App.
2.2 In signing up for a Customer Account, you represent and warrant that:
2.2.1 all registration information provided by you is true, accurate, current and complete to the best of your knowledge and belief;
2.2.2 you will promptly update us of any change to your registration details; and
2.2.3 you are at least eighteen (18) years of age and can form legally binding contracts under the applicable laws.
2.3 Upon successful registration of your Customer Account, you, as the holder of the Customer Account:
2.3.1 agree to keep your Customer Account ID and password confidential and shall not allow other person to use the Customer Account; and
2.3.2 shall notify us immediately if you have any reason to believe that the security of your Customer Account has been compromised.
2.4 You are solely responsible for any and all activities which occur under your Customer Account. We are entitled to treat all activities that occur under your Customer Account as having been conducted with your knowledge and authority. For the avoidance of doubt, in cases where you have allowed any other person to use your Customer Account or have negligently or otherwise made your password and/or Customer Account ID publicly available, you agree that you are fully responsible for (i) the online conduct of such user; (ii) controlling the user’s access to and use of this App; and (iii) the consequences of any use or misuse.
2.5 We reserve the right to reject your application for a Customer Account.
2.6 You acknowledge and agree that we may access your Customer Account and its contents as necessary for purposes including but not limited to identifying or resolving technical problems or responding to complaints without prior notice to you.
3.1 We may impose charges for a Customer Account or for the use of the App or any functionality within the App. If you do not accept the fees, you should terminate your Customer Account and stop using the App.
4.1 The App is an online platform which allows Vendors to offer Products to you. Products may be offered by us or third party Vendors. Each Vendor is solely responsible for fulfilling your orders placed with it, and providing you with the requested Products.
4.2 The sale of the Products may be subject to further terms and conditions as set out on the App or as agreed between you and the Vendor (“Vendor Terms”). You are responsible for ensuring that you understand the Vendor Terms and the description of the Product (“Product Description”).
4.3 Unless otherwise stated, prices of the Products (“Prices”) are in Singapore Dollars and are exclusive of Goods and Services Tax.
4.4 The App may contain content, including but not limited to pictures, photos and descriptions of the Products, supplied by the Vendors (collectively “Vendor’s Content”). All Vendor’s Content are provided for your general information only. Nothing in the App shall be construed as an endorsement of any Vendor or other entity, or its Products.
4.5 We reserve the right to correct any error in the Vendor Terms, Product Description and/or the Price at any time.
5.1 Where Products are offered by third party Vendors, we are merely the intermediary between you and the third party Vendors. You hereby acknowledge and agree that:
5.1.1 we are not a party to any oral or written agreement entered into between you and the third party Vendors; and
5.1.2 we are not involved in the actual transaction between you and the third party Vendors in connection with any Products offered for sale by the third party Vendors through the App.
5.2 We are not responsible and disclaim all liability for any act or omission of third party Vendors, or any dealings between you and a third party Vendor, whether or not such dealings have been facilitated by us or conducted on or through this App.
5.3 We are not responsible and disclaim all liability for a third party Vendor’s Content and/or Products provided by third party Vendors. We do not warrant or represent that a third party Vendor’s Content does not infringe intellectual property or other rights, or that the Products provided by a third party Vendor are of satisfactory quality, safe to use or fit for any purposes. We shall not be responsible for:
5.3.1 any defective, unsatisfactory or inadequate Products provided by third party Vendors; and
5.3.2 late, wrongful or non-delivery of any Product by third party Vendors..
5.4 We do not guarantee the truth or accuracy of a third party Vendor’s Product Description, the ability of the third party Vendor to provide the Product or that the third party Vendor will actually complete a transaction. You agree that we are not responsible for any non-performance by the third party Vendors.
5.5 In the event of any dispute arising between you and a third Party Vendor, we will use reasonable endeavours to facilitate a settlement. You accept that your only recourse is against the third party Vendor.
6.1 You may be required to provide full or partial payment for your order of a Product at the time of placing the order.
6.2 Acknowledgement of receipt of your order does not constitute acceptance of your order.
6.3 Your order is accepted only when you receive a confirmation of acceptance (“Confirmation”) from us or the Vendor concerned.
6.4 It is your responsibility to ensure that all details provided at the time of placing your order are true, accurate and complete.
7.1 Your order of the Product shall be fulfilled or delivered on a date to be agreed between you and the Vendor concerned (“Agreed Fulfilment Date”). Either you or the Vendor shall notify us of the Agreed Fulfilment Date, or any changes thereto.
7.2 Notwithstanding the fact that you may have made advance payment for a Product, or that the Vendor has agreed on the Agreed Fulfilment Date, if the Product cannot be fulfilled for any reason whatsoever, the Vendor concerned may cancel your order and refuse to complete the job. The Vendor’s sole liability and your entire recourse in such situation is a refund of the amount paid by you for the Product ordered.
8.1 Payment for Products shall be made in accordance with the payment methods specified on the App.
8.2 We may use third party services to verify, secure and/or process your payments. The third party services may charge a fee for processing payments related to your transactions on the App (“Payment Processing Fee”).
8.3 Without prejudice to the other provisions of the Terms, we shall not be responsible for any malfunction in any computer system, software or any Internet access service provider that may affect the accuracy or timeliness of the online transmission of payment instructions. We shall not be responsible if any information provided is inaccurate or if payment instructions are not given sufficiently in advance to allow for timely payment or if payment instructions cannot be carried out for any reason beyond our control.
9.1 If you have issues with the Product provided by the third party Vendor, it is your responsibility to notify us through the App of such issues within Three (3) days from the Agreed Fulfilment Date (“Notification Period”).
9.2 If you have made payment to us in advance for any Product provided by a third party Vendor, we will release the amounts due to the third party Vendor if we do not receive any notification from you by the expiration of the Notification Period.
9.3 Upon receiving your notification, we shall withhold payment to the third party Vendor for a further period of Two (2) weeks from the expiry of the Notification Period (“Resolution Period”). Unless you notify us through the App before the expiry of the Resolution Period that you have resolved the issues with the third party Vendor, we will return to you the payment you had made. Any Payment Processing Fee payable shall be deducted from the amount to be returned to you. If you inform us that the issues have been resolved, we will release the payment to the third party Vendor.
10.1 The App may contain links to other websites (“Third Party Website”) which are not owned or maintained by us. These links are provided only for your convenience and we make no representations whatsoever about any Third Party Websites.
10.2 We have no control over, and assume no responsibility for the content, privacy policies or practices of these Third Party Websites. In addition, we will not and cannot censor or edit the content of any Third Party Website.
10.3 A link to any Third Party Website does not mean that we endorse or accept any responsibility for the content, or the use of such a website and we shall not be liable for any loss or damage caused or alleged to be caused by or in connection with the use or reliance on any content, goods or services available on or through any Third Party Website.
11.1 We may place advertisements in different locations on the App and at different points during your use of the App. These locations and points may change from time to time.
12.1 The App contains a personal forum of communication (“Personal Forum”) where you are allowed to invite other users (“Your Contacts”) to communicate with you through your Personal Forum. Your Contacts will have to register for a Customer Account to communicate with you through the App.
12.2 You and Your Contacts are allowed to submit images, other communications or content through the Personal Forum (“Posting”). We do not endorse any Posting or any opinion, recommendation, or advice expressed therein.
12.3 We do not monitor or curate the Posting but reserve the right to remove any Posting at any time, without prior notice and at our sole discretion.
12.4 You acknowledge and agree that when using the App, you will be exposed to a wide variety of Postings from many different users, and that we are not responsible for the veracity, accuracy, usefulness, safety, or intellectual property rights associated with such Postings. You also agree that you may be exposed to Postings that are false, inaccurate, offensive, indecent, defamatory or objectionable, and you agree to waive any legal or equitable rights or remedies you have or may have against us with respect to such Postings. We expressly disclaim any and all liability in connection with all Postings.
13.1 The App and all its Contents are either owned by us or licensed to us by third parties. Contents refer to all content on the App including but not limited to all text, graphics, audio and images, music, videos, html code, photographs, interactive features, software, scripts, advertisements, buttons, the arrangement and compilation of content, and any trade marks, names, logos, design, pages, information, reports, documents and multimedia.
13.2 You acknowledge that you have no right, title, interest in and to the App and its Contents and you agree not to challenge the validity of our ownership of or rights to them.
13.3 The App is offered by us in Singapore and we make no representation that it complies with the laws or is appropriate for use in any other jurisdiction.
13.4 We may, but are not obliged to, update, make changes, enhancements and modifications to and/or perform maintenance and other services on the App from time to time.
13.5 Your access and/or use of the App may also be occasionally restricted to allow for repairs, maintenance or the introduction of new features. We assume no responsibility for functionality which is dependent on your browser or other third party software to operate.
13.6 You agree to us collecting and using your device’s technical data and all its associated information, including without limitation, technical information about your device, system, software, device functionality and device specifications. The collected technical data may from time to time be used to facilitate the provision and improvement of the App, software updates, product support and other services associated with the App (if any). You agree that we may use this technical data to improve our App.
14.1 Subject to these Terms, we grant you a non-exclusive, revocable, non-transferable, limited licence to use the App. This licence does not transfer any title in the App to you. We retain all ownership rights in the App and reserve all rights not expressly granted to you.
14.2 You are solely responsible for obtaining a suitable device and procuring and paying for mobile services or any equipment necessary to access and use the App.
15.1 We make no warranties and disclaim all liabilities for any injury, loss, claim, damage, costs and expenses or any direct, indirect, special exemplary, punitive, incidental or consequential damages of any kind or for any lost profits or lost savings, whether arising from breach of contract, tort (including negligence), equity, strict liability, breach of statutory duty or otherwise, as a result of:
15.1.1 your access, use or inability to use the App;
15.1.2any system, server, communication or connection failure;
15.1.3 any delays in operation or transmission;
15.1.4 any viruses, trackers, bugs worms, Trojan horses or other codes designed to permit unauthorised access, to disable, modify, erase, damage, steal or usurp data or otherwise harm any data or computer system;
15.1.5 any error, mistake omissions, inaccuracies, interruptions, defects or other problems associated with the App or of any nature; and/or
15.1.6 any other reason associated with the App.
15.2 Our sole obligation and your sole and exclusive remedy in the event of interruption to the use of and/or access to App shall be to use all reasonable endeavours to restore the use of and access to the App as soon as reasonably practicable.
15.3 You acknowledge and agree that there are inherent risks in Internet communications and conducting transactions over the Internet or electronic networks and you have voluntarily assumed those risks. We expressly disclaim any liability for the security, authenticity, integrity or confidentiality of any transactions and other communications made through the App.
16.1 Our entire liability to you, whether based on contract, tort (including negligence), equity, strict liability, breach of statutory duty or otherwise, for any and all injury, loss, claim, damage, costs and expenses shall in no circumstances exceed:
16.1.1 the amount of the commission (if any) received by us in relation to the transaction between you and a third party Vendor through this App for the provision of a Product by the third party Vendor;
16.1.2 the amount paid by you to us in relation to any Product provided by us (and not a third party Vendor); or
16.1.3the amount of S$1,000 in any other circumstances.
17.1 You agree to indemnify us and our officers, directors, shareholders, employees, agents and sub-contractors (collectively known as the “Indemnitees”) in respect of any and all claims, demands, actions, proceedings, liabilities (whether civil or criminal), damages, losses, costs and expenses (including legal costs on an indemnity basis) which may be suffered or incurred by the Indemnitees or asserted against the Indemnitees by any person in respect of:
17.1.1 any unauthorised access and use of the App the Contents by you;
17.1.2 any breach of these Terms by you; and/or
17.1.3the occurrence of any event due to your act, omission or default which comprises the security or integrity of the App and/or the Contents.
17.2 You hereby release and indemnify us and the Indemnitees in respect of any and all claims, demands, actions, proceedings, liabilities (whether civil or criminal), damages, losses, costs and expenses (including legal costs on an indemnity basis) which may be suffered or incurred by the Indemnitees or asserted against the Indemnitees by you or any person in respect of any dispute between you and a third party Vendor, or any Product provided by a third party Vendor.
18.1 We reserve the right to terminate your Customer Account and/or your access of the App immediately without prior notice, without giving you a reason and/or without further references to you if:
18.1.1 we (in our sole discretion) believe that you are in breach, or will be in breach, of any of these Terms;
18.1.2 you have used or are using the App for any illegal or impermissible purpose or activity including any activity which may expose or potentially expose us to civil or criminal liability or public ridicule;
18.1.3your Customer Account is inactive;
18.1.4 we deem fit to do so for security reasons or to protect our interests or the interests of other users (including Vendors or other customers) of the App;
18.1.5 we discontinue the App; and/or
18.1.6 we are ordered by enforcement or other governmental agencies to do so.
18.2 After terminating your Customer Account, we may delete from the servers, any and all information contained in your Customer Account. You are entitled to request for a copy of such information within seven (7) days of the effective date of termination and we will supply you with a copy of such information upon your payment of any applicable fees.
19.1 Without prejudice to the applicability and effect of the clauses above disclaiming or limiting liability, we will be excused from any delay or failure to perform any obligation arising under or in connection with these Terms and our provision of a Product, if such delay or failure results, directly or indirectly, from any act of nature or circumstance or cause beyond our reasonable control including, but not limited to, any Act of God, fire, flood, explosion, lightning, windstorm, earthquake, epidemic, disease outbreak, extraordinarily severe weather conditions, failure of machinery or equipment, shortage of materials, discontinuation of power supply, court order or governmental interference, radioactive, chemical or biological contamination, civil commotion, riot or armed conflict, war, civil war (whether declared or undeclared), acts of terrorism, strike, labour disturbances, transportation difficulties or labour shortages.
20.1 These Terms shall be governed by and construed in accordance with the laws of the Republic of Singapore and each party hereby irrevocably submits to the non-exclusive jurisdiction of the Singapore courts. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.
21.1 These Terms set out the entire agreement between us and you on your use of the App.
21.2 The headings used in these Terms are included for convenience only and will not limit or otherwise affect the provisions herein.
21.3 Any amendment of these Terms, if sought by you, shall not be effective unless it is made in writing and signed by our duly authorised representative.
21.4 Other than the Vendors and Indemnitees who may enforce the applicable provisions of these Terms, no third party shall have any right to enforce these Terms under the Contracts (Rights of Third Parties) Act (Cap.53B) or any other theory of law.
21.5If any provision in these Terms is invalid or unenforceable under applicable law, that provision shall be enforced to the maximum extent possible, and the remaining provisions will continue in full force and effect.
21.6 Any failure by us to insist upon strict compliance with any term of these Terms shall not be construed as a waiver with regard to any subsequent failure to comply with such term.
21.7 The rights and remedies under these Terms are cumulative and not exclusive of any other right or remedy provided by law or equity.
