(a) download, use, access or browse any part of the Platform;
(b) sign up for a registered account by clicking “Sign Up” “Register Now” or similar buttons;
(c) purchase a ticket to or register for an event (including free events); or
(d) uses the Platform in any manner.(collectively referred to as “Acceptance”)
|“Acceptance”||has the meaning as set out in Section 1.3;|
|“Alterations and Modifications”||has the meaning as set out in Section 12;|
means a community, club, association, event, activities, campaigns, business or any other types of organization created by a Community Owner through the Platform and is provided for Community Participants to interact and connect with other Community Participants. Communities include a Public Community, Self-Managed Community, and Platform-Managed Community;
means a Subscriber or the Service Provider, where applicable, who has been authorized or elected by the relevant Communities to exercise management function over one or more Communities on the Platform;
means both a Paid Community Participant and Free Community Participant;
means (i) any work of authorship posted or in any way made available on the Platform, including, information, comments, recommendations, forums, photos, videos, music, sounds, images, text, files, listings, logos, trademarks, postings, messages, tags and other content added to or submitted with any of the foregoing; or (ii) other materials posted on, uploaded, published, shared, displayed or transmitted through the Platform;
means any fees, including but not limited to Subscription Fees, payable to the Service Provider for access to or use of the Platform and the Services, and all other fees including processing fees that may be imposed from time to time by the Service Provider;
|“Free Community Participant”||
means Users who participate in a Community without having to pay fees prior to participation in the Community;
means Users who subscribe to the Services offered by the Service Provider on the Platform without having to pay to the Service Provider the applicable Subscription Fees;
|“Paid Community Participant”||
means Users who participate in a Community and having to pay the necessary fees prior to participation in the Community;
means Users who subscribe to the Services offered by the Service Provider on the Platform by paying to the Service Provider the applicable Subscription Fees;
means an account Users create on the Platform which includes a name, email address, and password;
has the meaning as set out in Section 13.1;
means a comprehensive mobile application platform known as Flipbizz offered and maintained by the Service Provider that allows users to build, create, develop and expand their business network and circle through Services referred to in Section 5.1;
|“Platform Referral Program”||
refers to the referral program run by the Service Provider as more particularly set out in Section 8;
means a type of Community created on the Platform in which the Service Provider is engaged as the Community Owner to create, organize, run, promote or facilitate a Community on behalf of Community Participants;
|“Principal Terms and Conditions Agreement”||
means a written agreement entered into between a User and the Service Provider or any other appointed representatives or agents of the Service Provider to set out the specific terms and conditions governing the legal relationship between the User and the Service Provider (including its appointed representatives and agents, where applicable)in relation to and in connection to the Platform;
|“Public Community” & “Self-Managed Community”||
means a type of Community created by a Community Owner other than the Service Provider with features more particularly set out on the Platform;
means a percentage of Subscription Fee as more particularly set out in the Principle Terms and Conditions Agreement;
means a person or legal entity who is currently not Subscriber and Community Participant but subsequently (i) registers as a Paid Subscriber on the Platform or (ii) joins the Platform as a Paid Community Participant;
means Big Centure Pte Ltd and in the event a Principal Terms and Conditions Agreement has been entered into between a User and the Service Provider’s appointed agents and representatives, the meaning of “Service Provider” shall extend to also include such agents and representatives;
● means any and all types of services offered through the Platform by the Service Provider from time to time as more particularly set out in Section 5.1;
means Free Subscribers and Paid Subscribers;
has the meaning as set out in Section 7.1;
has the meaning as set out in Section 8.4;
means the terms and conditions governing the access and use of the Platform as set out herein;
|“Third Party Services”||
means any services the Service Provider may from time to time obtain from any other third parties in connection to or for the purpose of the operation of the Platform;
|“Users” or “You”||
means all and any persons or legal entities who download, register, access, browse or otherwise use the Platform in any way.
(a) persons include individuals, corporations, and unincorporated bodies or associations that are recognized at law (whether or not having a separate legal personality and irrespective of their jurisdiction or origin, incorporation or residence);
(c) references to a “business day” mean any day except a Saturday, Sunday or public holiday and on which banks in Kuala Lumpur are open for business;
(d) the terms “including”, “include” or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and
(e) the singular includes the plural (and vice versa) and use of any gender includes the other genders.
4. Term and Termination
4.2 The Service Provider shall have a right and sole discretion, without any form of prior notice being given to you, to terminate your contract with the Service Provider, your Platform Account and right to use the Platform or to block or prevent your future access to and use of the Platform at any time in the event of the following circumstances:
(b) your misuse or abuse of the Platform;
(c) if the Service Provider is of the view that allowing you to access and use the Platform would lead to an infringement of any applicable laws or would cause prejudice or expose the Platform to legal liability or harm, threat and risk of any nature; or
(d) in any other event deemed fit by the Service Provider, provided always that twenty-four (24) hours notice will be given to you prior to such termination.
For the avoidance of doubt, you agree that the Service Provider shall not be liable to you or any third-party for any such termination of your right to use or otherwise access the Platform.
4.3 You are at the liberty to terminate your use of or access to the Platform, provided always that
(a) such termination such not relieve you of any obligations and liabilities accrued prior to such termination; and
4.4 Upon termination, the Service Provider may at its sole discretion delete, process, retain or in any deal with any and all Content posted or made available by you on the Platform. You hereby further agree that none of the Content posted on the Platform on or prior to the termination will be able to be accessed or recovered by you. The Platform shall not have any obligation or liability to you with respect to the deletion or loss of any such content.
5. Platform and Service Provider
5.1 Operated by Big Centure Pte Ltd, a company duly incorporated in Singapore, the Platform is an online mobile application that offers an all-in-one event and membership management online software platform and services which allow for, inter alia:
(a) the creation, organization, running, promotion and management of Communities through the Platform;
(b) browsing and participation of any Communities posted on the Platform;
(c) creation, development and expansion of business and professional network through the Platform;
(d) accessing to and viewing news, advertisements, articles and materials of any nature on the Platform; and
(e) any other services and features, including maintenance and other administrative services, introduced and offered by the Service Provider as it deems fit from time to time to enhance the use of the Platform.
(collectively referred to as “Services”)
5.2 The Service Provider reserves the sole right to either modify or discontinue any of the Services provided on and through the Platform, at any time with or without prior notice to you. For the avoidance of doubt, the Service Provider shall not be liable to you or any third party should the Service Provider exercises such right.
5.3 You acknowledge and agree that you are responsible for providing, at your own expense, all equipment necessary to use the Services, including but not limited to a computer, smart phone and internet access.
6. General Users’ Obligations, Representations and Warranties
6.1 If Users are natural persons, they must be of the legal age of 18 years old or older.
6.2 Users are solely and entirely responsible for all Content, and represent as well as warrant that Users own or have otherwise obtained all necessary rights, permission, authorisation, or licenses to upload, publish, provide, share or display the Content on the Platform.
(a) to co-operate with the Service Provider as and when requested by the Service Provider,
(b) to provide the Service Provider with accurate and truthful information reasonably required by the Service Provider;
(c) when requested, to keep the Service Provider notified of their correct name, postal address and any phone, fax or email information;
(d) to comply with all other statutory requirements including but not limited to regulations in relation to data protection and confidentiality;
(e) to diligently maintain Platform Account details and keep account credentials strictly confidential without sharing, divulging or in any way divulging the same to any third party;
(f) to honor payment obligation and agreeing on storing payment information with the Service Provider;
(g) to diligently create, share, post and forward any information with the other Users and Service Provider and shall take full responsibility on the content of the information shared, created, posted and forwarded; and
(h) to comply with such other requirements as imposed by the Service Provider;
(a) you agree not to use the Platform in any way, including but not limited to organizing or hosting any form of events, transactions and activities, that will violate any law, statute, ordinance or regulation;
(b) you agree not to upload, post or otherwise transmit any data that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, known to be false and presented as truth, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
(c) you agree not to upload, post or otherwise transmit any data that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as, but not limited to, inside information, proprietary and confidential information learned or disclosed as part of employment relationships or otherwise);
(d) you agree not to upload, post or otherwise transmit any data that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(e) you agree not to upload, post or otherwise transmit any data that potentially infringes any patent, trademark, trade secret, copyright or other proprietary rights of any person or entity;
(f) You agree not to upload, post or otherwise transmit any data that is unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(g) you agree not to use an account name, file or directory name, or other identifier that infringes or misappropriates any trademark, service mark or other indicia of origin or that is otherwise likely to cause confusion as to the source, affiliation, sponsorship or endorsement of a third party’s products or services;
(h) you agree not to act in any manner that negatively affects or interfere other Users’ ability to use the Platform and Services;
(i) you agree not to impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
(j) you agree not to interfere with the Platform, the relevant servers or networks connected to the Platform, or disobey any requirements, procedures, policies or regulations of networks connected to the Platform; and
(k) you agree not to intentionally create and/or log in with multiple accounts.
6.6 Users are solely responsible for Users’ interactions and communications with other Users on the Platform. The Service Provider reserves the right, but have no obligation, to resolve disputes between Users.
7.1 Upon or prior to subscribing to the Platform for the Services offered by the Service Provider, Paid Subscribers are liable to pay to the Service Provider an annual subscription fee in the amount and manner as set out in the Principal Terms and Conditions to access, use and enjoy the Services offered by the Service Provider through and on the Platform (“Subscription Fee”).
7.2 Paid Subscribers acknowledge that the Subscription Fee is to compensate the Service Provider for its role in administering and facilitating the Services provided in connection with the Platform.
7.3 The Subscription Fee will be subject to auto-renewal on terms determined by the Service Provider unless the Subscriber or Service Provider gives the other party notice of termination at least thirty (30) business days prior to the end of the subscription term.
7.4 The Subscription Fee payable by the Paid Subscriber is exclusive of any applicable taxes (including but not limited to Sales and Services Tax), tariff, surcharges or other like amounts assessed by the government or imposed under existing and future laws that may arise as result of the use or provision of the Services through the Platform. Paid Subscribers therefore agree to pay to the Service Provider the chargeable taxes, tariffs, surcharges or other like amounts on top and in addition to the Subscription Fee.
7.5 Payment of the Subscription Fee shall be made by the Paid Subscriber to the Service Provider in either of the following manners:
(a) credit card payment through payment gateway provided on the Platform;
(b) online payment through payment gateway; or
(c) any other payment method as determined by the Service Provider.
7.6 Paid Subscribers acknowledge and agree that any credit card and related billing and payment information provided to the Service Provider may be shared by the Service Provider with companies who work on the Service Provider’s behalf, such as payment processors and/or credit agencies, solely for the purpose of checking credit, effecting payment to the Service Provider and servicing your Platform Account.
7.8 Subscribers who terminate their agreement with the Service Provider will not receive a refund or credit for the unused portion of such month(s) unless if a request for refund is made in writing to the Service Provider no later than fourteen business days (14) from the date of subscription.
7.9 For the avoidance of doubt, Unpaid Subscribers are not liable to pay the Subscription Fee referred to in Section 7.1. The Unpaid Subscribers may register a Platform Account to access information available on the Platform and, subject to the relevant rules of the Communities, participate in certain free Communities, events, campaigns or advertisements posted on the Platform, but have limited and restricted access to Services offered on the Platform.
7.10 Subscribers may be liable to pay to the Service Provider any other amount or fees chargeable by the Service Provider.
8. Referral Rewards
8.1 Platform Referral Program is a long-term referral partnership that enables Paid Subscribers to earn a Referral Reward subject to terms and conditions set out under this Section 8.
8.2 The objective of the Platform Referral Program is to encourage and promote the expansion of active, genuine and constructive business and professional network on the Platform.
8.3 Only existing Paid Subscribers are eligible to participate in the Platform Referral Program.
8.4 Paid Subscribers will only be eligible for the Referral Reward on the condition that they have successfully invited a person or legal entity who is currently not a Subscriber and Community Participant on the Platform to join the Platform as a Referred Person (“Successful Referral”).
8.5 The Platform Referral Program is a three-tiered referral program and in the event of a Successful Referral, the eligible Paid Subscribers will be awarded a Referral Reward in an amount calculated based on a particular percentage of the Referred Person’s Subscription Fee as set out more particularly in the Principle Terms and Conditions Agreement.
8.6 In the event of a Successful Referral, an eligible Paid Subscriber will only be permitted to withdraw the Referral Reward to a valid company bank account, and on the condition that the eligible Paid Subscriber is one of the registered signatories of the said bank account.
8.7 While the Service Provider endeavors to make the Platform as use-friendly, reliable and accurate as possible, Users receive or use any financial features of the Platform do so at their own risk
9. Communities and Community Owners
9.1 Without derogation to the generality of Section 5.1, the Platform allows for the creation and hosting of three main types of Communities, namely, Public Community, Self-Managed Community, and Platform-Managed Community.
9.2 A Community Owner may submit a request to the Service Provider for approval to create, organize and manage a Community including, without limitation, to
(b) organize any offline or online events provided always that such events do not infringe any applicable laws
9.3 A Community Owner undertakes and represents to the Service Provider that:
(a) it has obtained and secured all the necessary registrations, approvals or consents of any nature required under applicable laws to create, run, organize, facilitate, operate the Communities or events on or through the Platform.
(b) any and all Communities, events and activities created, organized and managed by a Community Owner do not degrade the performance of or bring disrepute to the Platform or the Service Provider;
(c) it shall not mislead a User into believing that: (i) he or she is interacting directly with the Platform when interacting with the Community, or (ii) any of the events was created by or are endorsed by the Platform or the Service Provider;
(d) all content posted by a Community Owner complies with applicable laws and the Service Provider may have a right but not an obligation to monitor such content posted by a Community Owner;
(e) the Service Provider reserves the right to include any promotional links on the Platform and the Service Provider will not be responsible or liable for any loss or damage of any sort incurred as the result of any interactions or dealings with advertisers or as the result of the presence of such advertisers on the Platform; and
(f) to conduct all its activities in strict compliance with all applicable laws The Community Owner agrees to use the Platform only for legal purposes and shall not use it to engage in any conduct or organize any Communities, events or activities or any nature that are unlawful, immoral, threatening, abusive or in any way that is deemed unreasonable by the Service Provider in its direction
9.4 A Community Owner has the sole discretion to impose on any Community Participants fees for the purpose of or in connection with the participation in the Community. In this connection, the Community Owner unconditionally and irrevocably entrusts the Service Provider to collect on behalf of the Community Owner all such fees payable by Community Participants. The fees collected by the Service Provider will be subsequently paid to the Community Owner (after deduction of all applicable taxes, Referral Rewards or charges as set out in the Principal Terms and Conditions Agreement) fourteen business (14) days after the 28th day of every month.
9.5 A Community Owner shall be responsible for appointing qualified personnel to act as an administrator of the Community, who will be responsible for the day to day operation and management of the Community. The Community Owner shall be wholly and solely responsible for the conduct of the administrator appointed.
9.6 To the extent permissible by applicable laws, the Community Owner indemnifies the Service Provider and Service Provider accepts no responsibility for liability of any nature in relation to:
(a) each Community that it organizes and manages through the Platform;
(b) the accuracy of all information it makes available to the Community Participants through the Platform; and
(c) the conduct of and dissemination of information on or through the Platform by Community Participants in the Community organized and managed by the Community Owner
(d) any fees charged by a Community Owner and payable by a Community Participant;
(e) the accuracy and legitimacy of such fees chargeable by a Community Owner as referred to in Section9.4;
(f) the conduct, negligence, failure to act or omission of the administrator referred to in Section 9.5; and
(g) any disputes that arise between and among Community Participants and the Community Owner;
10. No Warranties by the Service Provider
10.1 You acknowledge and agree that all information or materials available on the Platform are provided on an “as is” and “as available” basis without warranties of any kind, express or implied.
10.2 The Service Provider disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement as to the information, materials, and content on the Platform.
10.3 The Service Provider does not represent or warrant that materials or information on the Platform are accurate, complete, current, reliable or error-free.
10.4 You further acknowledge and agree that the Service Provider does not represent or warrant that the Platform is free of viruses or other harmful components.
11. Non-Liability and Indemnity
11.1 All Users are solely and wholly liable for all their activities on the Platform, including without limitation, all Communities, events on and all content submitted to the Platform, either by the Users or any other party using the Users’ Platform Account.
11.2 All Users agree to indemnify the Service Provider, and its shareholders, directors, officers, employees, agents, successors and assigns against any and all direct and indirect claims, actions, demands, suits and all related losses, liabilities, damages, penalties, costs and expenses (including, but not limited to, reasonable legal fees) incurred by the Service Provider arising out of or related to:
(a) any violation of law or regulation from Users’ use of the Platform;
(c) any actual or alleged infringement or misappropriation of the intellectual property rights of any third party by the Users.
For the avoidance of doubt, Users’ obligation to indemnify the Service Provider shall be in addition to and without prejudice to other rights and remedies available to the Service Provider whether under contract, common law or otherwise.
11.3 For the avoidance of doubt, Users acknowledge and agree that the Service Provider takes no responsibility for any direct or indirect damages, injuries or other consequences caused by or arising from
(a) any error, problems, delay or technical malfunction of any system, software and hardware, servers, providers, features, network, equipment, devices howsoever caused;
(b) the conduct of any User accessing the Platform or Services offered through the Platform, whether online or offline.
(c) Users’ use or reliance of the information and material contained on the Platform, Platform Content or from Users’ access to linked websites.
(d) false, incorrect, incomplete information or any misrepresentation or infringement of third party rights relating to the use or reliance on any part of the Platform Content;
(e) any improper or unlawful third party act including but not limited to theft, fraud, hacking, unauthorized access or use of the Platform due to any reason whatsoever at any time.
(f) any rejection, revocation, cancellation, termination, suspension, blocking of any Platform Account, requests, application or any outcome or result whatsoever whether determined by the Service Provider.
12. Alterations and Modifications
12.2 Unless stated otherwise, any such Alteration and Modification will be deemed to take effect at the moment they are posted on the Platform, and you acknowledge and agree that it is your responsibility to keep yourself informed of these Alterations and Modifications.
12.3 For the avoidance of doubt, your continued use of the Platform following the effectiveness of the Alteration and Modification shall constitute your voluntary acceptance of and agreement to abide and be bound by such Alterations and Modifications.
12.4 You shall forthwith cease using, accessing or browsing the Platform if any of these Alterations and Modifications are not acceptable to you.
13. Platform Content and Intellectual Property
13.1 All copyrighted and copyrightable materials on the Platform, including but not limited to the text, design, product information, graphics, images, pictures, sound and other files, and the selection, compilation and arrangement on the Platform (“Platform Content”) belong exclusively and solely to the Service Provider.
13.2 FlipBizz is trademark of the Service Provider, and may not be copied, used, reproduced or imitated, in whole or in part, without the prior written consent of the Service Provider.
13.3 All Platform Contents are provided on an “As Is” and “As Available” basis without any representations or warranty (whether implied, express or statutory) by the Service Provider on the truth, accuracy, completeness, compatibility, reasonableness or sources of such Platform Content.
13.4 Inclusion or links to any third party site or any third party content does not imply approval or endorsement by the Platform or the Service Provide and Users shall access and evaluate any content or information at the Users’ own risk.
14. Third Party Services
14.1 The Service Provider may contract with any other third party to obtain relevant Third Party Services necessary or in connection with the operation, maintenance or enhancement of the Platform.
14.2 You acknowledge that the Service Provider has no means of controlling the availability or efficacy of the Third Party Services, and thus the Service Provider does not warrant the ongoing availability or efficacy of any such Third Party Services.
15.1 If any goods and services tax or any other similar tax is chargeable on any sum payable to the Service Provider, Users shall pay to the Service Provider (in addition to and simultaneously with the payment of such sum) an amount equal to the amount of the goods and services tax or any such other tax payable.
16. Assignment and Transfer
18. Entire Agreement
19. Issues & Questions
19.1 In the event of any issues or questions, you are welcome to contact the Service Provider, and the Service Provider may, at its sole discretion, decide the appropriate course of conduct to be undertaken.
20. Applicable law and Jurisdiction
20.2 In the event of disputes, actions or proceedings, you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of courts of Malaysia.