Genexist TERMS OF USE

These terms of use (“ToU”) between the subscriber (“you”, “the Subscriber”) and Straits Interactive Pte Ltd (“Straits”,“we”,“our”,“us”) of our proprietary compliance management software-as-a-service tool called “Genexist” (hereinafter “Tool”). Straits Interactive provides the Tool to you to Use on these ToU. ‘Use’ means you may use the Tool only for processing your own organisation’s data or, where you are a professional service provider, on behalf of your clients (“Subscriber Data”) for your own internal business purposes through a popular web-browser that is supported by Straits Interactive.

You accept these ToU when you either purchase one of the Tool’s subscription plans based on its respective terms (“Subscription Plans”) or are given access to the Tool as part of Straits’ services to you.

Support and Availability of the Tool

You acknowledge that:

• while we will use reasonable endeavours to maintain availability of the Tool, we do not guarantee 100 percent availability and Straits will not have any liability to you for any unavailability of the Tool no matter what causes, or results in, such unavailability; and
• we may, from time to time, make improvements to the Tool (“Improvements”) as we think fit and what we consider reasonable.

We may also provide reasonable support and guidance on the Improvements and/or the Tool to you.

Use and Restrictions of Tool

Your use of the Tool is subject to the following conditions and restrictions. You must not:

• use the Tool to transmit any junk mail, spam, chain letters or other unsolicited mass distributed email
• use the Tool to collect or harvest personal data or other information about other users.
• copy or duplicate the contents of any pages within the Tool, except for the purpose of using the Tool for your own internal business purposes (such as working with your own staff or your clients and reporting findings generated by the Tool to your or your client’s management).
• use any web robots, spiders or other technologies to, or to attempt to, copy or duplicate the Tool or otherwise gain access to underlying language, programming or system logic.
• translate, adapt, vary, modify, disassemble, decompile or reverse engineer and/or otherwise learn the underlying ideas, algorithms and/or any other proprietary ideas, concepts, content and/or property of the Tool.
• republish or redistribute any part of the Tool.
• sub-licence your right to use the Tool, permit any unauthorised person to use it (including by providing them with your log in credentials).
• use the Tool to provide services to any third party and/or.
• use the Tool in any way that causes, or may cause, damage to it or that impairs or may impair accessibility to it or its availability to other licensees of it.

In addition, you must not attempt to do any of the things that you are not allowed to do or permit any other party to do, or attempt to do, any of the things that you are not allowed to do.

Indemnity

You shall indemnify defend and hold harmless Straits Interactive and its officers, agents, members, employees, delegates and appointed personnel from and against any and all claims, demands, suits, actions, judgments, damages, costs, losses, expenses and other liabilities (including any direct, indirect, or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses on a full indemnity basis) arising from, in connection with or related in any way to, directly or indirectly, by your negligence, default or in your use of the Tool.

Subscriber Data

Unless Straits agrees with you to the contrary, Straits Interactive, its employees, associates, agents, contractors (collectively “Straits Parties”) will have access to the Subscriber’s Data for the purpose of assisting you in the usage (including technical support and troubleshooting) of the Tool. Straits will not use any of the Subscriber’s Data for any other purpose. Straits will not disclose your information to any third party, except where Straits is ordered by a Court or other competent authority to disclose your information. In the unlikely event of this happening, Straits will, where reasonably practicable, inform you before it makes any such disclosure so that you may have an opportunity to challenge the requirement with the Court or other competent authority.

Personal Data

Personal data has the meaning ascribed to it by the General Data Protection Regulation (GDPR), being any information relating to an identified or identifiable natural person. Processing also has the meaning ascribed to it by the GDPR.

To the extent that the Subscriber Data includes Personal Data, you hereby agree that you shall be deemed to be the data controller and Straits shall be deemed to be the data processor as those terms are understood under the applicable data protection law.

Unless otherwise specifically agreed to by us, Subscriber Data may be hosted by Straits or its authorized third-party service providers. We shall:

Warranties

The Tool is provided to you without any warranties whatsoever, whether express or implied, except for any warranties implied by law that may not be excluded

Governing Law

These ToU are governed by the laws of Singapore. You and Straits Interactive both hereby