Terms of Service
1. INTRODUCTION
1.1 Welcome to the Brandlux platform (the “Site”). Please
read the following Terms of Service carefully before using this Site or opening
a Brandlux account (“Account”) so that you are aware of your legal rights and
obligations with respect to Brandlux Company and its affiliates and
subsidiaries (individually and collectively, “Brandlux”, “we”, “us” or “our”).
The “Services” we provide or make available include (a) the Site, (b) the
services provided by the Site and by Brandlux client software made available
through the Site, and (c) all information, linked pages, features, data, text,
images, photographs, graphics, music, sounds, video (including 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”).
Any new features added to or augmenting the Services are also subject to these
Terms of Service. These Terms of Service govern your use of Services provided by
Brandlux.
1.2 The Services include an online platform service that
provides a place and opportunity for the sale of goods between the buyer
(“Buyer”) and the seller (“Seller”) (collectively “you”, “Users” or “Parties”).
The actual contract for sale is directly between Buyer and Seller and Brandlux
is not a party to that or any other contract between Buyer and Seller and
accepts no obligations in connection with any such contract. Parties to such
transaction will be entirely responsible for the sales contract between them,
the listing of goods, warranty of purchase and the like. Brandlux is not
involved in the transaction between Users. Brandlux may or may not pre-screen
Users or the Content or information provided by Users. Brandlux reserves the
right to remove any Content or information posted by you on the Site in
accordance to Section 6.4 herein. Brandlux cannot ensure that Users will
actually complete a transaction.
1.3 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 hereto.
1.4 Brandlux reserves the right to change, modify, suspend
or discontinue all or any part of this Site or the Services at any time or upon
notice as required by local laws. Brandlux may release certain Services or
their features in a beta version, which may not work correctly or in the same
way the final version may work, and we shall not be held liable in such
instances. Brandlux may also impose limits on certain features or restrict your
access to parts of, or the entire, Site or Services in its sole discretion and
without notice or liability.
1.5 Brandlux reserves the right to refuse to provide you
access to the Site or Services or to allow you to open an Account for any
reason.
BY USING Brandlux SERVICES OR OPENING AN ACCOUNT, YOU GIVE
YOUR IRREVOCABLE ACCEPTANCE OF AND CONSENT TO THE TERMS OF THIS AGREEMENT,
INCLUDING THOSE ADDITIONAL TERMS AND CONDITIONS AND POLICIES REFERENCED HEREIN
AND/OR LINKED HERETO.
IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT USE OUR
SERVICES OR ACCESS THE SITE. IF YOU ARE UNDER THE AGE OF 18 OR THE LEGAL AGE
FOR GIVING CONSENT HEREUNDER PURSUANT TO THE APPLICABLE LAWS IN YOUR COUNTRY
(THE “LEGAL AGE”), YOU MUST GET PERMISSION FROM A PARENT OR LEGAL GUARDIAN TO
OPEN AN ACCOUNT AND THAT PARENT OR LEGAL GUARDIAN MUST AGREE TO THE TERMS OF
THIS AGREEMENT. IF YOU DO NOT KNOW WHETHER YOU HAVE REACHED THE LEGAL AGE, OR
DO NOT UNDERSTAND THIS SECTION, PLEASE DO NOT CREATE AN ACCOUNT UNTIL YOU HAVE
ASKED YOUR PARENT OR LEGAL GUARDIAN FOR HELP. IF YOU ARE THE PARENT OR LEGAL
GUARDIAN OF A MINOR WHO IS CREATING AN ACCOUNT, YOU MUST ACCEPT THE TERMS OF
THIS AGREEMENT ON THE MINOR’S BEHALF AND YOU WILL BE RESPONSIBLE FOR ALL USE OF
THE ACCOUNT OR COMPANY SERVICES USING SUCH ACCOUNT, WHETHER SUCH ACCOUNT IS
CURRENTLY OPEN OR CREATED LATER.
2. PRIVACY
2.1 Your privacy is very important to us at Brandlux. To
better protect your rights we have provided the Brandlux.com Privacy Policy to
explain our privacy practices in detail. Please review the Privacy Policy to
understand how Brandlux collects and uses the information associated with your
2.2 Account and/or your use of the Services (the “User
Information”). By using the Services or providing information on the Site, you:
(i) consent to Brandlux’s collection, use, disclosure and/or
processing of your Content, personal data and User Information as described in
the Privacy Policy;
(ii) agree and acknowledge that the proprietary rights of
your User Information are jointly owned by you and Brandlux; and
(iii) shall not, whether directly or indirectly, disclose
your User Information to any third party, or otherwise allow any third party to
access or use your User Information, without Brandlux’s prior written consent.
2.3 Users in possession of another User’s personal data
through the use of the Services (the “Receiving Party”) hereby agree that, they
will (i) comply with all applicable personal data protection laws with respect
to any such data; (ii) allow the User whose personal data the Receiving Party
has collected (the “Disclosing Party”) to remove his or her data so collected
from the Receiving Party’s database; and (iii) allow the Disclosing Party to
review what information have been collected about them by the Receiving Party,
in each case of (ii) and (iii) above, in compliance with and where required by
applicable laws.
3. LIMITED LICENSE
3.1 Brandlux grants you a limited and revocable license to
access and use the Services subject to the terms and conditions of these Terms
of Service. All proprietary Content, trademarks, service marks, brand names,
logos and other intellectual property (“Intellectual Property”) displayed in
the Site are the property of Brandlux and where applicable, third party
proprietors identified in the Site. No right or licence 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. 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. You also may 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. In addition, you agree that you will
not use any robot, spider or any other automatic device or manual process to
monitor or copy our Content, without our prior written consent (such consent is
deemed given for standard search engine technology employed by Internet search
websites to direct Internet users to this website).
3.2 You are welcome to link to the Site from your website,
provided that your website does not imply any endorsement by or association
with Brandlux. You acknowledge that Brandlux may, in its sole discretion and at
any time, discontinue providing the Services, either in part or as a whole,
without notice.
4. SOFTWARE
Any software provided by us to you as part of the Services
is subject to the provisions of these Terms of Service. Brandlux reserves all
rights to the software not expressly granted by Brandlux 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, not by
Brandlux.
5. ACCOUNTS AND SECURITY
5.1 Some functions of our Services require registration for
an Account by selecting a unique user identification (“User ID”) and password,
and by providing certain personal information. If you select a User ID that
Brandlux, in its sole discretion, finds offensive or inappropriate, Brandlux
has the right to suspend or terminate your Account. You may be able to use your
Account to gain access to other products, websites or services to which we have
enabled access or with which we have tied up or collaborated. Brandlux has not
reviewed, and assumes no responsibility for any third party content,
functionality, security, services, privacy policies, or other practices of
those products, websites or services. If you do so, the terms of service for
those products, websites or services, including their respective privacy
policies, if different from these Terms of Service and/or our Privacy Policy,
may also apply to your use of those products, websites or services.
5.2 You agree to (a) keep your password confidential and use
only your User ID and password when logging in, (b) ensure that you log out
from your account at the end of each session on the Site, (c) immediately
notify Brandlux of any unauthorised use of your Account, User ID and/or
password, and (d) 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.
Brandlux will not be liable for any loss or damage arising from unauthorised
use of your password or your failure to comply with this Section.
5.3 You agree that Brandlux 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 Brandlux deems necessary.
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)
abnormal or excessive purchase of products from the same Seller or related
group of Sellers, (g) voucher abuse (including, but not limited to, selling of
vouchers to third parties, selling of vouchers or other credits at a
significant markup above face value and/or abnormal or excessive use of
vouchers on the Site), or (h) behaviour that is harmful to other Users, third
parties, or the business interests of Brandlux. Use of an Account for illegal,
fraudulent, harassing, defamatory, threatening or abusive purposes may be
referred to law enforcement authorities without notice to you. If a legal
dispute arises or law enforcement action is commenced relating to your Account
or your use of the Services for any reason, Brandlux may terminate your Account
immediately with or without notice.
5.4 Users may terminate their Account if they notify
Brandlux in writing (including via email at support) of their desire to do so.
Notwithstanding any such termination, Users remain responsible and liable for
any incomplete transaction (whether commenced prior to or after such
termination), shipment of the product, payment for the product, or the like, and
Users must contact Brandlux after he or she has promptly and effectively
carried out and completed all incomplete transactions according to the Terms of
Service. Brandlux shall have no liability, and shall not be liable for any
damages incurred due to the actions taken in accordance with this Section.
Users waive any and all claims based on any such action taken by Brandlux.
5.5 You may only use the Services and/or open an Account if
you are located in one of our approved countries, as updated from time to time.
6. TERM OF USE
6.1 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, Brandlux may effect such termination
with or without notice to you.
6.2 You agree not to:
(a) 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;
(b) violate any laws, including without limitation any laws
and regulation in relation to export and import restrictions, third party
rights or ourProhibited and Restricted Items policy;
(c) upload, post, transmit or otherwise make available any
Content featuring an unsupervised minor or use the Services to harm minors in
any way;
(d) use the Services or upload Content to impersonate any
person or entity, or otherwise misrepresent your affiliation with a person or
entity;
(e) forge headers or otherwise manipulate identifiers in
order to disguise the origin of any Content transmitted through the Services;
(f) remove any proprietary notices from the Site;
(g) cause, permit or authorize the modification, creation of
derivative works, or translation of the Services without the express permission
of Brandlux;
(h) use the Services for the benefit of any third party or
any manner not permitted by the licenses granted herein;
(i) use the Services or upload Content in a manner that is
fraudulent, unconscionable, false, misleading or deceptive;
(j) open and/or operate multiple user accounts in connection
with any conduct that violates either the letter or spirit of these Terms of
Service;
(k) access the Brandlux platform, open a user account, or
otherwise access your user account using an emulator, simulator, bot or other
similar hardware or software;
(l) manipulate the price of any item or interfere with other
User’s listings;
(m) take any action that may undermine the feedback or
ratings systems;
(n) 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 Brandlux with respect
to the Services and/or data transmitted, processed or stored by Brandlux;
(o) harvest or collect any information about or regarding
other Account holders, including, without limitation, any personal data or
information;
(p) 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);
(q) 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;
(r) upload, email, post, transmit or otherwise make
available any unsolicited or unauthorised advertising, promotional materials,
“junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other
unauthorised form of solicitation;
(s) 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;
(t) 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;
(u) 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;
(v) take any action or engage in any conduct that could
directly or indirectly damage, disable, overburden, or impair the Services or
the servers or networks connected to the Services;
(w) use the Services to intentionally or unintentionally
violate any applicable local, state, national or international law, rule, code,
directive, guideline, policy or regulation including, without limitation, laws
and requirements (whether or not having the force of law) relating to
anti-money laundering or counter-terrorism;
(x) use the Services in violation of or to circumvent any
sanctions or embargo administered or enforced by the U.S. Department of
Treasury’s Office of Foreign Assets Control, the United Nations Security
Council, the European Union or Her Majesty’s Treasury;
(y) use the Services to violate the privacy of others or to
“stalk” or otherwise harass another;
(z) infringe the rights of Brandlux, including any
intellectual property rights and any passing off of the same thereof;
(aa) use the Services to collect or store personal data
about other Users in connection with the prohibited conduct and activities set
forth above; and/or
(bb) 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.
6.3 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 Brandlux, are entirely
responsible for all Content that you upload, post, email, transmit or otherwise
make available through the Site. 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 Brandlux 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.
6.4 You acknowledge that Brandlux 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, Brandlux and
its designees shall have the right to remove any Content (i) that violates
these Terms of Service or our Prohibited and Restricted Items Policy; (ii) if
we receive a complaint from another User; (iii) if we receive a notice or
allegation of intellectual property infringement or other legal instruction or
request for removal; or (iv) 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
Brandlux or submitted to Brandlux, including, without limitation, information
in Brandlux Forums and in all other parts of the Site.
6.5 You acknowledge, consent to and agree that Brandlux may
access, preserve and 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 Brandlux 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 Brandlux, its Users and/or the public.
7. VIOLATION OF OUR TERMS OF SERVICE
7.1 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
7.2 If you believe a User on our Site is violating these
Terms of Service, please contact help@Brandlux.com.
8. REPORTING INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT
8.1 As stated above, Brandlux does not allow listings that
violate the intellectual property rights of brands or other intellectual
property rights owners (“IPR Owner”).
8.2 Except where expressly stated otherwise, the Users are
independent individuals or businesses and they are not associated with Brandlux
in any way and Brandlux is neither the agent nor representative of the Users
and does not hold and/or own any of the merchandises listed on the Site.
8.3 If you are an IPR Owner or an agent duly authorised by
an IPR Owner (“IPR Agent”) and you believe that your right or your principal’s
right has been infringed, please notify us by submitting the online form and
provide us the documents requested below to support your claim. Do allow us
time to process the information provided. Brandlux will respond to your
complaint as soon as practicable.
8.4 Complaints under this Section 8 must be provided in the
form prescribed by Brandlux, which may be updated from time to time, and must
include at least the following: (a) a physical or electronic signature of an
IPR Owner or IPR Agent (collectively, “Informant”); (b) a description of the
type and nature of intellectual property right that is allegedly infringed and
proof of rights; (c ) a description of the nature of alleged infringement with
sufficient details to enable Brandlux to assess the complaint (d) URL(s) of the
listing(s) which contain the alleged infringement; (e) sufficient information
to allow Brandlux to contact the Informant, such as Informant’s physical
address, telephone number and e-mail address; (f) 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; (g) 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 authorised to act on the
IPR Owner’s behalf in all matters relating to the complaint.
8.5 Brandlux acknowledges a manufacturer’s right to enter
into certain exclusive distribution agreements or minimum advertised price
agreements for its products. However, violations of such agreements do not
constitute intellectual property rights infringement. As the enforcement of
these agreements is a matter between the manufacturer and the sellers, Brandlux
does not assist in this type of enforcement activity and does not enforce
exclusive distribution rights or price-control matters except within the
countries that have laws specifically governing selective or exclusive
distribution.
8.6 Each and every Seller agrees to hold Brandlux 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
9. PURCHASE AND PAYMENT
9.1 Brandlux supports one or more of the following payment
methods in each country it operates in:
(i) Credit Card
Card 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.
(ii) Bank Transfer
Buyer may make payments through an Automated Teller Machine
or internet bank transfer (“Bank Transfer”) to our designated Brandlux
Guarantee Account (as defined in Section 12). Buyer must provide Brandlux with
the transfer receipt or payment transaction reference for verification purposes
through the ‘Upload Receipt’ function found in Brandlux’s app as payment
confirmation. If payment confirmation is not received by Brandlux within three
(3) days, Buyer’s order will be cancelled.
(iii) Instalment Purchase Plan
Buyers may pay via instalment for orders exceeding $500.
Payment via instalments are processed through third-party channels.
9.2 Buyer may only change their preferred mode of payment
for their purchase prior to making payment.
9.3 Brandlux takes no responsibility and assume no liability
for any loss or damages to Buyer arising from shipping information and/or
payment information entered by Buyer or wrong remittance by Buyer in connection
with the payment for the items purchased. We reserve the right to check whether
Buyer is duly authorised to use certain payment method, and may suspend the
transaction until such authorisation is confirmed or cancel the relevant
transaction where such confirmation is not available.
10. SELLER WALLET
10.1 Your Account allows the storage of money you receive
from your sales proceeds made on the Platform (“Seller Wallet”). The sum of
this money, minus any withdrawals, will be reflected as your Seller Wallet’s
balance.
10.2 You may transfer funds from your Seller Wallet (up to
the amount of your Brandlux Wallet balance) to your linked bank account
(“Linked Account”) by submitting a transfer request (“Withdrawal Request”) a
maximum of once per day. Brandlux may also automatically transfer funds from
your Seller Wallet to your Linked Account on a regular basis, as determined by
Brandlux. Brandlux shall only process such transfers on business days and
please give at least five working days for the payment gateway and the bank to
process and to be credited to your Linked Account.
10.3 Sellers are entitled to one (1) free Withdrawal Request
per week (“Weekly Withdrawal Limit”). Brandlux may impose a fee of JPY 1,000
for each additional Withdrawal Request made in excess of the Weekly Withdrawal
Limit (“Withdrawal Fee”). The Withdrawal Fee is subjected to Sales and Service
Tax (“SST”). The Weekly Withdrawal Limit and the Withdrawal Fee are subject to
change at Brandlux’s discretion.
10.4 Money from your sale of items on Brandlux shall be
credited to your Seller Wallet within three (3) days after the item is
delivered to Buyer or immediately after Buyer has acknowledged that they have
received the item.
10.5 Once submitted, you may not modify or cancel a
Withdrawal Request.
10.6 If there is an error in the processing of any
transaction, you authorize us to initiate debit or credit entries to your
designated bank account, to correct such error, provided that any such
correction is made in accordance with applicable laws and regulations. If we
are unable to debit your designated bank account for any reason, you authorize
us to resubmit the debit, plus any applicable fees, to any other bank account
or payment instrument that you have on file with us or to deduct the debit and
applicable fees from your Seller Wallet in the future. If we are unable to
credit your Alternative Account, for any reason, we reserve our right to handle
or process such money in accordance with the applicable law, including the
Unclaimed Moneys Act 1965.
10.7 You authorize us to initiate debit or credit entries to
your Seller Wallet:
(i) to correct any errors in the processing of any
transaction;
(ii) where Brandlux has determined that you have engaged in
fraudulent or suspicious activity and/or transactions;
(iii) in connection with any lost, damaged or incorrect
items;
(iv) in connection with any rewards or rebates;
(v) in connection with any uncharged fees;
(vi) in connection with the settlement of any transaction
dispute, including any compensation due to, or from, you;
(vii) in connection with any banned items or items that are
detained by customs;
(viii) in connection with any change of mind agreed to by
both Buyer and Seller; and
(ix) to purchase Advertising Credits where you have
activated the Advertising Credits Top Up Feature and your Advertising Credits
have fallen below your Advertising Credits Minimum Amount.
11. BrandluxPAY
11.1 Where you have both an Account with Brandlux and an
account with Japan Brand Co. Ltd.. (“BrandluxPay”), you authorise
Brandlux to disclose such information to BrandluxPay as is necessary for
BrandluxPay to provide the Services (as defined in the BrandluxPay Terms of
Service) to you, including but not limited to any payment details associated with
your Account.
12. Brandlux GUARANTEE
12.1 Brandlux Guarantee is a service provided by Brandlux or
its authorised agent to protect purchases. To protect against the risk of
liability, payment for purchases made to Seller using the Services will be held
by Brandlux or its authorised agent (“Brandlux Guarantee Account”). Seller will
not receive interest or other earnings from the sum you have paid into Brandlux
Guarantee Account.
12.2 After Buyer makes payment for his/her order (“Buyer’s
Purchase Monies”), Buyer’s Purchase Monies will be held in Brandlux Guarantee
Account until:
(a) Buyer sends confirmation to Brandlux that Buyer has
received his/her goods, in which case, unless 12.2(d) applies, Brandlux will
release Buyer’s Purchase Monies (less the Seller’s proportion of the Shipping
fee (if applicable), the Transaction Fee and Tax Amount (defined below), and
(if applicable) the Cross Border Fee (defined below)) in Brandlux Guarantee
Account to Seller;
(b) Brandlux Guarantee Period (or any approved extension
under 12.3) expires, in which case, unless 12.2(c) or 12.2(d) applies, Brandlux
will release Buyer’s Purchase Monies (less the Seller’s proportion of the
Shipping Fee (if applicable), the Transaction Fee and Tax Amount (defined
below), and (if applicable) the Cross Border Fee (defined below)) in Brandlux
Guarantee Account to Seller;
(c) Brandlux determines that Buyer’s application for a
return of goods and/or refund is successful, in which case, unless 12.2(d)
applies, Brandlux will provide a refund to Buyer, subject to and in accordance
with the Refunds and Return Policy;
(d) such other time as Brandlux reasonably determines that a
distribution of Buyer’s Purchase Monies (less the Seller’s proportion of the
Shipping Fee (if applicable), the Transaction Fee and Tax Amount (defined
below), and (if applicable) the Cross Border Fee (defined below)) is
appropriate, including, without limitation, where it deems reasonably necessary
to comply with applicable law or a court order or to enforce these Terms of
Service.
Brandlux Guarantee is only offered to Buyers who have made
payment through the channels provided by Brandlux into Brandlux Guarantee
Account. Offline arrangements between Buyer and Seller will not be covered
under Brandlux Guarantee.
12.3 Payments made through Brandlux channels will be held in
the Brandlux Guarantee Account for a specified period of time (the “Brandlux
Guarantee Period”). To find out more about the Brandlux Guarantee Period,
please click this link. Buyer may apply for a one-time extension of Brandlux
Guarantee Period prior to the expiry of the applicable Brandlux Guarantee
Period, subject to and in accordance with the Refunds and Return Policy. Upon
Buyer’s application, Brandlux Guarantee Period may be extended for a maximum period
of three (3) days unless Brandlux in its sole discretion determines that a
longer extension is appropriate or required.
12.4 If, for any reason, the Seller’s bank account cannot be
credited and/or the Seller cannot be contacted, Brandlux will use reasonable
endeavours to contact the Seller using the contact details provided by him/her.
In the event that the Seller cannot be contacted for more than twelve (12)
months after the become due to the Seller and the Buyer’s Purchase Monies
remain unclaimed, we reserve our right to handle or process such money in
accordance with the applicable law, including the Unclaimed Moneys Act.
12.5 Seller/Buyer must be the beneficial owner of the
Account and conduct transaction on the Site only on behalf of him or herself.
Brandlux may require Seller or Buyer to provide his or her personal data such
as recent identity photograph, bank account details and/or any other such
documentation necessary, for verification purposes, including verification
required by third party payment processing and logistic service providers.
Seller/Buyer hereby grants Brandlux his/her consent to use or provide to third
party his/her personal data to facilitate his/her use of the Site. Further,
Seller/Buyer authorises Brandlux to use his/her personal data to make any
inquires we consider necessary to validate his/her identity with the
appropriate entity such as his/her bank. For more information in relation to
how Brandlux handles your personal information, please visit our Privacy Policy
page.
12.6 The Brandlux Guarantee is in addition and without
limitation to Buyer’s and Seller’s obligations under applicable law, which may
go above and beyond what is provided for by the Brandlux Guarantee. The
Brandlux Guarantee is neither intended nor designed to assist Buyer or Seller
in complying with its own legal obligations, for which each party will remain
solely responsible, and Brandlux accepts no liability in connection with the
same. Without limitation, the Brandlux Guarantee does not constitute a product
warranty.
12.7 Buyer and Seller acknowledge and agree that Brandlux’s
decision (including any appeals) in respect of and relating to any issues
concerning the Brandlux Guarantee is final.
12.8 For the avoidance of doubt, any transactions not
conducted on the Site will not qualify for the protection offered by Brandlux
Guarantee.
13. Brandlux Coins Reward System
13.1 Users may earn loyalty points (“Brandlux Coins”) by
buying merchandises on the Site using the Brandlux Guarantee system or through
participation in other Brandlux activities as Brandlux may from time to time
determine (“Eligible Activities”) based on the conversion rate determined by
Brandlux in its sole discretion. Generally, Brandlux Coins will be credited to
a User’s Account upon the completion of a successful transaction or activity
approved by Brandlux. You are eligible to participate in the Brandlux Coins
reward system if you are a User and your Account does not expressly exclude you
from participation.
13.2 Transaction not completed on the Site using Brandlux
Guarantee do not qualify for the Brandlux Coins reward system. Brandlux may at
its sole discretion exclude categories of items from the Brandlux Coins reward
system.
13.3 Brandlux Coins credited to Buyers have no monetary
value, do not constitute Buyer’s property and cannot be purchased, sold,
transferred or redeemed for cash by Buyer.
13.4 Subject to Brandlux rules and regulation as determined,
varied or modified by Brandlux from time to time, subject to any cap imposed by
Brandlux at its sole discretion, User may redeem Brandlux Coins by sending a
request to Brandlux and use Brandlux Coins to offset the purchase price of
selected items when making purchases on the Site as advised by Brandlux from
time to time. All refunds will be subject to Brandlux’s Refunds and Return
Policy under Section 17.
13.5 The Brandlux Coins you redeem or donate will be
deducted from your Brandlux Coins balance. Each Brandlux Coins comes with an
expiry date. Do check your account details on the Site for Brandlux Coins
balances and expiry date.
13.6 From time to time, we may tell you that bonus Brandlux
Coins will be awarded for particular Eligible Activities. This may include but
is not limited to purchases you make at participating Sellers or pursuant to
specific promotional offers. We will notify you of the terms of such bonus
awards if any from time to time.
13.7 If you have a dispute in relation to the number of
Brandlux Coins 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.
13.8 Brandlux gives no warranty and accepts no responsibility
as to the ultimate tax treatment of Brandlux Coins. You will need to check with
your tax advisor whether receiving Brandlux Coins affects your tax situation.
13.9 Brandlux reserves the right to (i) discontinue the
Brandlux Coins Reward System at any time at its sole discretion and (ii) cancel
or suspend a User’s right to participate in Brandlux Coins Reward System,
including the ability to earn and redeem Brandlux Coins at its sole discretion.
14. Brandlux COINS MARKETING SERVICES
14.1 Sellers may purchase Brandlux Coins for gratuitous
distribution to Buyers for marketing purposes under the “Marketing Centre”
section of the Seller Centre (“Marketing Centre”). If you are a Seller that
purchases Brandlux Coins, you will be deemed to have consented to the terms and
conditions described in this Section, and any explanatory materials published
on this Site, the Seller Centre or otherwise communicated to Sellers in writing
(“Seller Coins Rules”).
14.2 In order to purchase Brandlux Coins, you must be an
eligible Seller under the Seller Coins Rules. At the time you purchase and pay
for the Brandlux Coins, your Account must not be suspended.
14.3 You may purchase Brandlux Coins via the payment methods
set out in the Marketing Centre. After payment is completed, the Brandlux Coins
will be issued to your Account for giveaway to Buyers within 24 hours, and
shall expire six (6) months after purchase or such other time as determined by
Brandlux. Except as otherwise provided in the applicable Seller Coins Rules,
you may not cancel the order and/or request for a refund after you have
purchased Brandlux Coins and completed the payment process.
14.4 Brandlux Coins purchased by Sellers may only be given
away, free-of-charge, to Buyers via promotional channels made available in the
Marketing Centre. You may not sell, redeem, or otherwise deal in, Brandlux
Coins under any circumstances. You agree that failure to comply with this section
or any of the Seller Coins Rules may, without limitation, result in the
forfeiture of Brandlux Coins purchased by you, in addition to any other actions
or remedies that Brandlux may take or enforce.
14.5 You understand and agree that Brandlux does not warrant
or guarantee any increase in viewership or sales of your items as a result of
the purchase and gratuitous distribution of Brandlux Coins.
14.6 You are advised to only purchase Brandlux Coins after
fully considering your budget and intended advertising objectives. Except as
otherwise provided in these Terms of Service or the Seller Coins Advertising
Rules, Brandlux shall not be liable for any compensation or be subject to any
liability (including but not limited to actual expenses and lost profits) for
the results or intended results of purchasing Brandlux Coins.
14.7 IF, NOTWITHSTANDING ANYTHING IN THESE TERMS OF SERVICE,
Brandlux IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE LIABLE (INCLUDING
FOR GROSS NEGLIGENCE) IN RELATION TO THE PURCHASE BY YOU OF Brandlux COINS,
THEN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ITS LIABILITY TO YOU
OR TO ANY THIRD PARTY IS LIMITED TO THE AMOUNT PAID BY YOU FOR THE Brandlux
COINS IN QUESTION ONLY.
15. Brandlux COINS CASHBACK VOUCHER
15.1 Users may receive a voucher entitling them to
additional Brandlux Coins (the “Brandlux Coins Cashback Voucher”) on eligible
purchases on the Site. Upon the completion of a successful transaction where
the Brandlux Coins Cashback Voucher has been applied, additional Brandlux Coins
will be credited to a User’s Account based on the conversion rate as indicated
in the terms and conditions of such Brandlux Coins Cashback Voucher
(“Additional Brandlux Coins Rate”) or as determined by Brandlux in its sole
discretion. Brandlux Coins credited to a User following the redemption of a
Brandlux Coins Cashback Voucher shall have the same terms and conditions
(including in relation to expiry) as regular Brandlux Coins.
15.2 Brandlux may allow Sellers to generate their own
Brandlux Coins Cashback Vouchers (each a “Seller Coins Cashback Voucher”),
which Buyers may apply to eligible purchases from the Seller’s store. If you
are a Seller that generates a Seller Coins Cashback Voucher, you will be deemed
to have consented to the terms and conditions described in this Section.
15.3 When generating a Seller Coins Cashback Voucher, the
Additional Brandlux Coins Rate will be determined by Seller at the Seller’s own
discretion. Seller shall be solely responsible for the accuracy of the Additional
Brandlux Coins Rate.
15.4 For each completed transaction where a Buyer
successfully applies a Seller Coins Cashback Voucher, the Seller shall pay
Brandlux the value of the additional Brandlux Coins credited to the Buyer
(“Coins Cashback Price”). The Coins Cashback Price is calculated in Singapore
Dollars as the number of additional Brandlux Coins to be credited to the
Buyer’s Account divided by 100, rounded up to the nearest cent. The Coins
Cashback Price is subject to GST (“Coins Cashback Tax Amount”), and the Seller
is responsible for such Coins Cashback Tax Amount.
15.5 Following the successful completion of a transaction,
Brandlux shall deduct the Coins Cashback Price and Coins Cashback Tax Amount
from the Buyer’s Purchase Monies, and remit the balance to the Seller in
accordance with Section 12.2. Brandlux shall issue receipts or tax invoices for
the Coins Cashback Price and Coins Cashback Tax Amount on request. For the
avoidance of doubt, the Coins Cashback Price and Coins Cashback Tax Amount applies
in addition to the Transaction Fee and Tax Amount under the Terms of Service.
15.6 The Coins Cashback Price and Coins Cashback Tax Amount
is strictly non-refundable.
16. DELIVERY
16.1 Brandlux will inform Seller when Brandlux receives
Buyer’s Purchase Monies. Unless otherwise agreed with Brandlux, Seller should
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, etc. to Buyer through the Site.
16.2 Seller must use his/her best effort to ensure that
Buyer receives the purchased items within, whichever applicable, the Brandlux
Guarantee Period or the time period specified (for offline payment) by Seller
on Seller’s listing.
16.3 Users understand that Seller 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).
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
Brandlux will not be liable for any damage, expense, cost or fees resulted
therefrom and Seller and/or Buyer will reach out to the logistic service
provider to resolve such dispute.
16.4 For Cross-Border Transaction. Users understand and
acknowledge that, where a product listing states that the product will ship
from overseas, such product is being sold from a Seller based outside of Japan, and the importation and exportation of such product is subject to
local laws and regulations. Users should familiarise themselves with all import
and export restrictions that apply to the designating country. Users
acknowledge that Brandlux cannot provide any legal advice in this regard and
agrees that Brandlux shall not bear any risks or liabilities associated with
the import and export of such products to Japan.
16.5 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, Seller and Brandlux in such proportions as may be determined by Brandlux and published on the Site from time to time. Brandlux shall (i) collect the Buyer’s proportion of the Shipping Fee from the Buyer, (ii) deduct the Seller’s proportion of the Shipping Fee from the Buyer’s Purchase Monies in accordance with Section 12.2, and (iii) pay the total Shipping Fee to the delivery company.
* IMPORTANT NOTICE FOR ALL OVERSEAS BUYERS *
Please take note that we follow strictly to Japan shipping restriction list of items, All kinds of Alcohol / Flammable Fluids / items contains battery that cannot be exported out from Japan.
17. CANCELLATION, RETURN AND REFUND
17.1 Buyer may only cancel his/her order prior to the
payment of Buyer’s Purchase Monies into Brandlux Guarantee Account.
17.2 Buyer may apply for the return of the purchased item
and refund prior to the expiry of Brandlux Guarantee Period, if applicable,
subject to and in accordance with Brandlux’s Refunds and Return Policy. Please
refer to Brandlux’s Refunds and Return Policy for further information.
17.3 Brandlux 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 Brandlux Guarantee Account.
17.4 If you have redeemed Brandlux Coins for your
transaction and you are successful in obtaining a refund based on Brandlux’s
Refunds and Return Policy, Brandlux shall refund the monies you have actually
paid for the item and credit back any redeemed Brandlux Coins to your Account
separately.
17.5 Brandlux does not monitor the cancellation, return and
refund process for offline payment.
17.6 Refunds to Buyers shall be made to their BrandluxPay
wallet within one (1) to seven (7) day(s) of the return or refund request being
approved.
18. SELLER’S RESPONSIBILITIES
18.1 Seller shall properly manage and ensure that relevant
information such as the price and the details of items, inventory amount and
terms and conditions for sales is updated on Seller’s listing and shall not
post inaccurate or misleading information.
18.2 The price of items for sale will be determined by the
Seller at his/her own discretion. The price of an item and shipping charges
shall include the entire amount to be charged to Buyer such as sales tax,
value-added tax, tariffs, etc. and Seller shall not charge Buyer such amount
additionally and separately.
18.3 Seller agrees that Brandlux may at its discretion engage
in promotional activities to induce transactions between Buyer and Seller by
reducing, discounting or refunding fees, or in other ways. The final price that
Buyer will pay actually will be the price that such adjustment is applied to.
18.4 For the purpose of promoting the sales of the items
listed by Seller, Brandlux may post such items (at adjusted price) on
third-party websites (such as portal sites and price comparison sites) and
other websites (domestic or foreign) operated by Brandlux.
18.5 Seller shall issue receipts, credit card slips or tax
invoices to Buyer on request.
18.6 Seller acknowledges and agrees that Seller will be
responsible for paying all taxes, customs and duties for the item sold and
Brandlux cannot provide any legal or tax advice in this regard. As tax laws and
regulations may change from time to time, Sellers are advised to seek
professional advice if in doubt.
18.7 Seller acknowledge and agrees that Seller’s violation
of any of Brandlux’s polices will result in a range of actions as stated in
Section 7.1.
19. Paid Advertising
19.1 Brandlux will be launching keyword advertising and/or
other advertising services (hereinafter referred to as “Paid Advertising”) on
itsPaid Advertising Siteon an ongoing basis. Sellers may purchase the Paid
Advertising services. Brandlux provides the Paid Advertising services in
accordance with these Terms of Service and any explanatory materials published
on this Site, the Paid Advertising Site or otherwise communicated to Sellers in
writing (hereinafter referred to as the “Paid Advertising Rules”). Sellers who
purchase Paid Advertising services agree to be bound by the Paid Advertising
Rules. If you are not agreeable to being bound by the Paid Advertising Rules,
do not buy any Paid Advertising Services.
19.2 In order to purchase Paid Advertising services, you
must be an eligible Seller under the Paid Advertising Rules. At the time when
you purchase and pay for the Paid Advertising Services, your Account must not
be suspended.
19.3 You may purchase Paid Advertising services by
purchasing advertising credits on the Paid Advertising Site (“Advertising
Credits”), and fees payable for the Paid Advertising services will be deducted
from the Advertising Credits on a pay-per-click basis, as determined by
Brandlux. All Advertising Credits will be subject to goods and services tax.
Except as otherwise provided in the applicable Paid Advertising Rules, you may
not cancel the order and/or request for a refund after you have purchased
Advertising Credits and completed the payment process. Brandlux will provide an
electronic invoice for Paid Advertising services purchased on a monthly basis
and Sellers are to ensure that a correct and working e-mail address is provided
for receiving such invoices. The invoice will contain the name and address
provided by you, the amount of Advertising Credits purchased and the remaining
balance of your Advertising Credits as at the date of the invoice.
19.4 You have the option to purchase the Paid Advertising
service at the time you list an item for sale or subsequently. When you
purchase the Paid Advertising service, you may 1) manage the Paid Advertising
service yourself or 2) authorize Brandlux to manage the Paid Advertising
service for you. In both cases, you may set different budgets, keywords,
marketing periods, etc. for each item in accordance with the Paid Advertising
Rules. You may also choose to have your Advertising Credits automatically
topped up via your Brandlux Wallet (“Advertising Credits Top Up Feature”) if
your Advertising Credits balance falls below an amount set by you (“Advertising
Credits Minimum Amount”). When activating the Advertising Credits Top Up
Feature, you may choose the Advertising Credits Minimum Amount and the amount
of top up, and you consent to the debit of your Brandlux Wallet in accordance
with Section 10 of these Terms of Service. The Paid Advertising service for
each item will be activated and will expire on the respective dates set by you
or Brandlux (the “Paid Advertising Period”). You will not be entitled to
transfer the remaining Paid Advertising Period or Advertising Credits to other
items if an item is sold or unlisted during the Paid Advertising Period you or
Brandlux set (based on your instructions) for that item. The Advertising
Credits will also not be refunded.
19.5 Where you have authorized Brandlux to manage the Paid
Advertising service for you, you understand and agree to indemnify, defend and
hold harmless Brandlux from and against any and all losses which may be sustained,
instituted, made or alleged against or suffered or incurred by Brandlux and
which arises (whether directly or indirectly) out of, in the course of or in
connection with Brandlux accessing your Seller’s account and/or executing your
instructions, for the purpose of managing the Paid Advertising service on your
behalf.
19.6 The goods you list on the Site must comply with all
relevant laws and regulations, the Paid Advertising Rules, these Terms of
Service and the Prohibited and Restricted Items Policy. You understand and
agree that Brandlux has the right to immediately remove any listing which
violates any of the foregoing and any Paid Advertising fees that you have paid
or Advertising Credits you have used in relation to any listing removed pursuant
to this Section 19.6 will not be refunded. Brandlux will also not be liable to
compensate you for any loss whatsoever in relation to listings removed pursuant
to this Section 19.6.
19.7 You understand and agree that Brandlux does not warrant
or guarantee any increase in viewership or sales of your items as a result of
the Paid Advertising services.
19.8 You are advised to only purchase Paid Advertising
services after fully considering your budget and intended advertising
objectives. Except as otherwise provided in these Terms of Service or the Paid
Advertising Rules, Brandlux shall not be liable for any compensation or be
subject to any liability (including but not limited to actual expenses and lost
profits) for the results or intended results of any Paid Advertising service.
19.9 IF, NOTWITHSTANDING ANYTHING IN THESE TERMS OF SERVICE,
Brandlux IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE LIABLE (INCLUDING
FOR GROSS NEGLIGENCE) IN RELATION TO ANY PAID ADVERTISING SERVICE, THEN, TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ITS LIABILITY TO YOU OR TO ANY
THIRD PARTY IS LIMITED TO THE AMOUNT PAID BY YOU FOR THE PAID ADVERTISING
SERVICE IN QUESTION ONLY.
20. TRANSACTION FEES
20.1 Brandlux charges a fee for all successful transactions
completed on the Site (“Transaction Fee”). The Transaction Fee is borne by the
Seller, and is calculated at three point four percent (3.4%) (charges by
payment gateway) of the Buyer’s Purchase Monies, rounded up to the nearest
cent. The Transaction Fee is subject to SST (“Tax Amount”), and the Seller is
responsible for such Tax Amount.
20.2 For Sellers located outside of Japan, Brandlux charges
a fee for all successful transactions completed on the Site (“Cross Border
Fee”). The Cross Border Fee is borne by the Seller, and is calculated according
to the rates as notified to such Sellers from time to time on the Site.
20.3 Following the successful completion of a transaction,
Brandlux shall deduct the Transaction Fee and the Tax Amount, and the Cross
Border Fee (as applicable) from the Buyer’s Purchase Monies, and remit the
balance to the Seller in accordance with Section 11.2. Brandlux shall issue
receipts or tax invoices for the Transaction Fee and Tax Amount paid by Seller
on request.
21. DISPUTES
21.1 In the event a problem arises in a transaction, the
Buyer and Seller agree to communicate with each other first to attempt to
resolve such dispute by mutual discussions, which Brandlux shall use reasonable
commercial efforts to facilitate. If the matter cannot be resolved by mutual
discussions, Users may approach the claims tribunal of their local jurisdiction
to resolve any dispute arising from a transaction.
21.2 Each Buyer and Seller covenants and agrees that it will
not bring suit or otherwise assert any claim against Brandlux or its Affiliates
(except where Brandlux or its Affiliates is the Seller of the product that the
claim relates to) in relation to any transaction made on the Site or any
dispute related to such transaction.
21.3 Users covered under Brandlux Guarantee may send written
request to Brandlux to assist them in resolving issues which may arise from a
transaction upon request. Brandlux may, at its sole discretion and with
absolutely no liability to Seller and Buyer, take all necessary steps to assist
Users resolving their dispute. For more information, please refer to
Brandlux’sRefunds and Return Policy.
21.4 To be clear, the services provided under this Section
19 are only available to Buyers covered under Brandlux Guarantee. Buyer using
other payment means for his/her purchase should contact Seller directly.
22. FEEDBACK
22.1 Brandlux welcomes information and feedback from our
Users which will enable Brandlux to improve the quality of service provided.
Please refer to our feedback procedure below for further information:
(i) Feedback may be made in writing through email to or
using the feedback form found on the App.
(ii) Anonymous feedback will not be accepted.
(iii) Users affected by the feedback should be fully
informed of all facts and given the opportunity to put forward their case.
(iv) Vague and defamatory feedback will not be entertained.
23. DISCLAIMERS
23.1 THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT ANY
WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY Brandlux OF ANY KIND EITHER
EXPRESSED, IMPLIED OR STATUTORY WITH RESPECT TO THE SERVICES, INCLUDING,
WITHOUT LIMITATION, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT,
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 FOREGOING AND TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW, Brandlux DOES NOT WARRANT THAT THE SERVICES, THIS SITE OR THE
FUNCTIONS CONTAINED THEREIN 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, CLOCKS, TIMERS, COUNTERS, WORMS, SOFTWARE LOCKS, DROP DEAD
DEVICES, TROJAN-HORSES, ROUTINGS, TRAP DOORS, TIME BOMBS OR ANY OTHER HARMFUL
CODES, INSTRUCTIONS, PROGRAMS OR COMPONENTS.
23.2 YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE
USE OR PERFORMANCE OF THE SITE AND/OR THE SERVICES REMAINS WITH YOU TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
23.3 Brandlux 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; OR (B) THE ABILITY OF SELLERS TO SELL ITEMS
OR OF BUYERS TO PAY FOR ITEMS.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 Brandlux AND
ITS AFFILIATES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES ARISING OUT OF OR
IN CONNECTION WITH ANY SUCH DISPUTE.
24. EXCLUSIONS AND LIMITATIONS OF LIABILITY
24.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN
NO EVENT SHALL Brandlux 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:
(x) (A) LOSS OF USE; (B) LOSS OF PROFITS; (C) LOSS OF
REVENUES; (D) LOSS OF DATA; (E) LOSS OF GOOD WILL; OR (F) FAILURE TO REALISE
ANTICIPATED SAVINGS, IN EACH CASE WHETHER DIRECT OR INDIRECT; OR
(xi) 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 Brandlux HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
24.2 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.
24.3 IF, NOTWITHSTANDING THE PREVIOUS SECTIONS, Brandlux 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 PURSUANT TO THE Brandlux GUARANTEE; AND (B) SG
$100 (ONE HUNDRED SINGAPORE DOLLARS).
24.4 NOTHING IN THESE TERMS OF SERVICE SHALL LIMIT OR
EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY Brandlux’S
NEGLIGENCE, FOR FRAUD OR FOR ANY OTHER LIABILITY ON THE PART OF Brandlux THAT
CANNOT BE LAWFULLY LIMITED AND/OR EXCLUDED.
25. LINKS TO THIRD PARTY SITES AND SHARING VIDEOS FROM
YOUTUBE
25.1 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 Brandlux in any manner whatsoever and
you therefore access them at your own risk. Brandlux 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. Brandlux
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
Brandlux of any linked site and/or any of its content therein.
25.2 Brandlux allows you to share videos from YouTube on the
Brandlux 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).
26. YOUR CONTRIBUTIONS TO THE SERVICES
26.1 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 Brandlux. 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. You hereby grant Brandlux
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.
26.2 Any Content, material, information or idea you post on
or through the Services, or otherwise transmit to Brandlux by any means (each,
a “Submission”), is not considered confidential by Brandlux and may be
disseminated or used by Brandlux without compensation or liability to you for
any purpose whatsoever, including, but not limited to, developing,
manufacturing and marketing products. By making a Submission to Brandlux, you
acknowledge and agree that Brandlux 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. Accordingly, you
hereby grant Brandlux 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.
27. THIRD PARTY CONTRIBUTIONS TO THE SERVICES AND
EXTERNAL LINKS
27.1 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, Brandlux 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
Brandlux responsible for any User’s actions or inactions, including, without
limitation, things they post or otherwise make available via the Services.
27.2 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 Brandlux.
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. Brandlux 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 Brandlux 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 Brandlux 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.
28. YOUR REPRESENTATIONS AND 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.
29. FRAUDULENT OR SUSPICIOUS ACTIVITY
If Brandlux, 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 Brandlux, other Buyers or
Sellers, 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 Brandlux 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
Brandlux;
(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 Brandlux 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
Seller files directly with Brandlux.
“Reversal” means the reversal of a payment by Brandlux
because (a) it is invalidated by the sender’s bank, (b) it was sent to you in
error by Brandlux, (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 Brandlux policy, or (e) Brandlux decided a Claim against you.
30. INDEMNITY
You agree to indemnify, defend and hold harmless Brandlux,
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 Brandlux or its Affiliates is the Seller in the transaction that
the dispute relates to), (b) the Brandlux Guarantee, (c) the hosting,
operation, management and/or administration of the Services by or on behalf of
Brandlux, (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.
31. 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.
32. 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 law 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 Brandlux 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.
33. GENERAL PROVISIONS
33.1 Brandlux reserves all rights not expressly granted
herein.
33.2 Brandlux 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.
33.3 You may not assign, sublicense or transfer any rights
granted to you hereunder or subcontract any of your obligations.
33.4 Nothing in these Terms of Service shall constitute a
partnership, joint venture or principal-agent relationship between you and
Brandlux, nor does it authorise you to incur any costs or liabilities on
Brandlux’s behalf.
33.5 The failure of Brandlux 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.
33.6 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
Brandlux’s affiliates and subsidiaries (and each of Brandlux’s and its
affiliates’ and subsidiaries’ respective successors and assigns).
33.7 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.
33.8 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.
33.9 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.
LEGAL NOTICES: Please send all legal notices to
legal.my@Brandlux.com and Attention it to the “General Counsel”.
