GENERAL

1.1 The terms of this user agreement (“Terms”) govern your access and use of our web and mobile application and its programs, software, services, content and information (collectively, our “platform”). If you do not accept any of these Terms, please do not download or use our platform. Your access and/or use of our platform shall be deemed to be an acceptance of these Terms.

1.2 In these Terms, “we”, “us” and “our” refers to Ventureus Pte. Ltd.  (“Ventureus”), a company incorporated under the laws of Singapore. “You” and “your” refers to any person who (a) has registered for an account on our platform; and/or (b) accesses or uses our platform without registering for an account.

1.3 We may revise these Terms at any time. If we make material changes to the Terms, we will notify you of the change to provide you the opportunity to review the changes before they become effective. We agree that changes cannot be retroactive. If you object to any changes, you may cease using the platform. The revised Terms will take effect when notified to you. Your continued use of the platform after we publish or send a notice about our changes to these Terms means that you are consenting to the updated Terms as of their effective date.

1.4 We may modify or discontinue any information or features that form part of our platform at any time, without notice to you, and without liability. We may also, in our discretion, cease to operate our platform at any time, but will give you notice of such intention.

1.5 These Terms apply to any updates or upgrades provided by us that replace and/or supplement any part of our platform, unless such updates or upgrades are accompanied by separate terms in which case those separate terms shall apply.

1.6 Our platform may contain guidelines and instructions on your use of our platform. You agree to comply with these guidelines and instructions, which are incorporated by reference into these Terms.

ACCOUNT REGISTRATION

2.1 You are required to apply and register for an account with us before you are entitled to access and/or use certain features of our platform.

2.2 You represent and warrant that:

1. all registration information provided by you is true, accurate, current and complete to the best of your knowledge and belief;
2. you will promptly update any changes to your registration details; and
3. you are at least eighteen (18) years of age and have the requisite mental and legal capacity in accordance with the applicable laws of Singapore to enter into these Terms and use our platform.

2.3 We reserve the right to reject your application for, suspend your use of, or terminate your account.

2.4 When registering for an account, you may be required to provide us with personal information (such as your name, email address, credit card details etc.) in accordance with instructions given through our platform. At registration, subject to your consent, we may also extract information from your LinkedIn Profile. You represent and warrant that all information that you provide to us is accurate, true and complete. We may, if required or in accordance with applicable laws, check and verify the information you have provided to us. You agree to cooperate and extend to us any assistance that we may require for such checks and verifications.

2.5 Upon successful registration of your account, you, as the account holder:

1. agree to keep your sign in details (including the name, email address, and/or social media account used to sign in) and password confidential; and
2. shall notify us immediately if you have any reason to believe that the security of your account has been compromised.

2.6 Your account is personal to you and you may not share your account with any other person. As the account holder, you are solely responsible for any and all activities which occur under or in connection with your account. We are entitled to treat all activities that occur under or in connection with your account as having been conducted with your knowledge and authority. Where you have (in breach of these Terms) allowed any other person to use your account, or have negligently or otherwise made your password and/or sign in details available to any other person, you agree that you are fully responsible for:

1. such person(s)’ access to and use of our platform; and
2. such person(s)’ conduct, actions and use of our platform, including any purchases or confirmations made.

2.7 You acknowledge and agree that we may access your account and its contents as necessary for purposes including but not limited to identifying or resolving technical problems or responding to complaints without prior notice to you.

RIGHTS AND RESTRICTIONS

3.1 We reserve the right to monitor the access and/or use of our platform by any person and have the sole discretion to refuse access and/or use of our platform by any person at any time without having to give any reason or any prior notice. Your access to and/or use of our platform may also be interrupted, suspended or restricted when we provide any maintenance, support or other services in relation to our platform.

3.2 Your access and/or use of our platform is subject to your compliance with these Terms. With respect to the programs and software in our platform, including our mobile application, you are granted, a limited, royalty-free, non-exclusive, personal, revocable and non-transferable, licence and right to use them for your own personal, non-commercial purposes. Our programs and software are licensed, not sold, to you, and you may only use them as permitted by these Terms. This licence does not transfer any title in our platform to you. We retain all rights in our platform and reserve all rights not expressly granted to you. You will not, and will not permit, any other party to reproduce, copy, modify, create derivative works from, reverse engineer, disassemble, decompile, or otherwise attempt to derive any source code, sell, offer for sale, use (except as authorised by us), assign, sub-license or otherwise exploit our platform.

3.3 Our platform includes content (including articles, videos, and other forms of media) that you may access through our platform. Certain content may only be accessible if you have signed up or completed a mentorship session. With respect to our content, you are granted a limited, non-exclusive, non-transferable right to only access and view the content for your personal and non-commercial use. The rights granted to you in respect of our content do not transfer any title in our content to you. We retain all rights in our content and reserve all rights not expressly granted to you. You will not, and will not permit any other party to:

1. Distribute information (including availability of providers, all information shared by both providers and users during mentorship sessions) except if consent is provided by Ventureus;
2. use our content for public dissemination; or
3. translate, download, reproduce, copy, publish, distribute, modify, display, perform, archive, broadcast, create derivative works from, sell, offer for sale, use (except as authorized by us), license or otherwise exploit our content.

3.4 You will not, and will not permit any other party to:

1. use our platform or its contents in connection with any defamatory, obscene, threatening, malicious or otherwise objectionable purpose or material, or any other purpose or material in violation of any statute, rule or regulation in any jurisdiction to which you are subject;
2. use our platform or its contents in any way that violates or infringes the right of a third party, including, without limitation, contractual, moral, or privacy rights;
3. interfere or attempt to interfere with our platform including, “flooding” of networks, deliberate attempts to overload a service, attempts to “crash” us and taking any action that imposes an unreasonable or disproportionately large load on the our platform or the associated infrastructure;
4. circumvent, or attempt to circumvent, user authentication or security measures (“cracking”) of our platform or any of the accounts any person, including, accessing data and/or information not intended for you, logging into an account you are not expressly authorised to access or in a manner which is not authorised by us;
5. use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine”, “crawl” or in any way gather our platform and its contents or reproduce or circumvent the navigational structure or presentation of our platform;
6. violate any applicable laws, rules or regulations in connection with your access or use of our platform or its contents;
7. develop, distribute or sell any software or other functionality capable of launching, being launched from or otherwise integrated with our platform; or
8. remove, alter or obscure any copyright notice or any other proprietary notice that appears on or in our platform or its contents.

3.5 Our platform and its contents and all proprietary and intellectual property rights associated therewith, whether registered or not, are protected by law and owned by or licensed to us. You acknowledge that you have no right, title, or interest in and to our platform or its contents, and you agree not to challenge the validity of our ownership of or our rights to our platform or its contents.

TECHNICAL REQUIREMENTS AND CONSENTS

4.1 You acknowledge and agree that the quality and functioning of our platform on your devices is dependent on your mobile device, its operating system, and factors such as your geographical location and internet connectivity. You are solely responsible for obtaining a suitable mobile device installed with a compatible operating system, and the necessary connectivity services and/or equipment to access and use our platform.

4.2 To enable us to provide the platform to you, you consent to:

1. receiving electronic communications (including through push-notifications on your mobile devices and emails to the registered email addresses provided at signup) associated with your use of our platform.
2. our use of cookies and technologies to store and track information such as your frequency of use, user profile and online preferences, to assist us in analysing your usage of our platform and to improve your experience with us. You may disable such cookies and technologies by changing the settings on your mobile device but this may affect your use of our platform.
3. us collecting and using your device’s technical data and associated information, to facilitate the provision and improvement of our platform, software updates and product support.
4. the recording and storage of sessions for training purposes and for viewing by other users of the platform, limited to corporate users.

4.3 You represent and warrant that you will:

1. provide us with all necessary information as may be required by us in order to provide you with products, services, and functions through our platform;
2. comply with all applicable laws and regulations with respect to your activities in connection with our platform; and
3. comply with all applicable security or encryption standards, rules, procedures and guidelines.
4.  

ASSISTANCE AND CONTACTING US

5.1 We have no obligation to provide any maintenance, support or other services in relation to our platform, including providing any telephone assistance, documentation, error corrections, updates, upgrades, bug fixes, patches, and/or enhancements. However, if we do provide any updates, upgrades, bug fixes and/or patches, and/or enhancements in respect of our platform, you shall install them and keep your installation of our platform updated to the most recent release or version made available by us.

5.2 Notwithstanding and without prejudice to Clause 5.1, you may contact us at support@andleap.com for customer support or more information about us or our platform. We will use reasonable efforts to address your queries.

5.3 Should there be any technical difficulties encountered by the provider and/or user that prevents the user from using the platform, the session will be cancelled. The user will not be charged. These issues should be reported to us immediately. To report the issue, please reach out to us via the Contact Us page on our website and/or mobile app (under Settings); or drop us an email at support@andleap.com.

CONTENTS ON OUR PLATFORM

6.1 The contents of our platform include articles, videos, and other forms of media. The content available on our platform may vary according to your geographic location and we may update such content from time to time, including by removing existing content or introducing new content.

6.2 The contents of our platform do not provide or purport to provide any professional advice, and is not to be relied upon as professional advice. We do not warrant or represent the truth, accuracy, or effectiveness of our content, or that reliance on our content will lead to any particular result, goal, outcome, achievement, or objective. Your access to and use of the contents of our platform is voluntary and at your sole risk. To the maximum extent permitted by applicable laws, we disclaim all liability and you are solely responsible for:

1. your reliance on such content; and
2. any liability, loss or damage that you may incur through use of or reliance on such contents.

6.3 You may contact us with a request to remove content on our platform if you have reasonable grounds to believe that the content:

1. is defamatory, obscene, threatening, malicious, incites hatred or contains any other objectionable material;
2. infringes intellectual property rights or any other proprietary rights or was posted in breach of confidentiality obligations; or
3. is illegal.

You shall provide us with the necessary information and documentation we require for us to assess whether your objections are valid. If we are convinced that your objections are valid, we will take steps to remove the content. You represent and warrant that all information provided in connection with such request by you shall be true, accurate and complete.

6.4 We are not responsible for the content of the sessions and the advice or opinions of the mentors / providers. We do not warrant or represent the truth, accuracy, or effectiveness of the content of sessions, or that reliance on the content of sessions will lead to any particular result, goal, outcome, achievement, or objective. Your participation in the sessions on our platform is voluntary and at your sole risk. To the maximum extent permitted by applicable laws, we disclaim all liability and you are solely responsible for:

1. your reliance on such content of sessions; and
2. any liability, loss or damage that you may incur through use of or reliance on such content of sessions.

SUBSCRIPTION AND BOOKING POLICY:

7.1 Certain features and content on our platform are or will be only available if you have an active paid subscription with us. Information on our current paid subscription plans, the subscription fees, and the content that may be accessible with such plans, may or will be found in our platform. We may change these plans and fees from time to time. The changes will take effect when notified to you through our platform; any changes in our subscription fees (if any) will only take effect from your next billing cycle. Your continued subscription after we publish or send a notice about our changes to subscription fees means that you are consenting to the updated subscription fees as of their effective date. You are or will be required to pay the subscription fees corresponding to your selected subscription plan, in accordance with the payment method and process that you have selected or will be selecting on our platform. All subscription fees (if any) are billed and payable in advance.

7.2 A session is considered to be confirmed after the provider accepts your request for a mentorship session. The session fee will be blocked from your credit card on the day where a session is taking place and before the start of the session. All fees will be charged in SGD after the session is completed.  We may change these fees from time to time. The new fees will take effect at your next booking. Sessions booked but not completed will not be affected by these changes.

7.3 These sessions can be cancelled by both providers and users 72 hours before from the time of the session. Sessions which are successfully cancelled will not be charged.

7.4 Cancellation requested by users within 72 hours from the time of the session will be deemed as late cancellation and any cancellation requests will be assessed on a case-by-case basis (adequate supporting information may be requested for assessment). We reserve the right to charge a cancellation fee which may be up to 100% of the session fee. Should a session begin after the scheduled time, there will be no extensions to the session duration and the session will end at the same scheduled time. If the user does not enter the meeting 15 mins from the scheduled time, the session will be deemed as forfeited and the provider will exit the session.

7.5 As part of our corporate social initiatives, we may donate a portion of the platform fees collected to a pledged charitable organisation chosen by us. Funds will be transferred to the charitable organisations on a quarterly basis for sessions completed. A session is deemed to be completed at the end of the mentorship session or when the deadline for rebooking expires.

7.6 We reserve the right to change our pledged charitable organisation from time to time. All users including providers and our partner organisations will be notified one month in advance of such changes as far as possible. In cases where it is impractical for pledges to continue going to a certain partner organisation, we reserve the right to decide and commit the funds to another charitable organisation. Such impracticality will be determined and decided by us.

7.7 Where applicable, providers are also given the option to pledge their fees collected to their chosen charitable organisations from our list of partner charitable organisations.

7.8 Users are required to provide us with valid payment details (e.g. credit card information) corresponding to your selected payment method. Upon provision of your payment details, you authorise us to charge the fees to you. Any taxes or transaction fees arising in connection with your selected payment method shall be borne by you, and may be charged together with the fees.

7.9 We may terminate your usage in accordance with Clause 13 below. In the event that we terminate your usage without cause, you may seek from us a refund of your fees paid for confirmed but not completed sessions.

7.10 Our platform may provide functionalities and services to allow you to obtain information about, and/or interact with, our providers and procure their services. Our providers are independent of us and are not our employees or agents, and any services that they may provide to you are provided in their personal capacity.

7.11  Should there be any disputes, such disputes should be notified to us within 24 hours from the time of the end of the sessions.

HYPERLINKS, SECURITY AND RISKS

8.1 Our platform may contain hyperlinks or add-ins to other websites, applications, or other locations that are not operated or maintained by us. These hyperlinks are provided for your convenience and we do not, in any circumstances, approve, endorse or accept any responsibility for these locations. Your use and/or access to these locations are entirely at your own risk.

8.2 Where appropriate, we use available technology to protect the security of transactions and communications made through our platform. However, you acknowledge that there are inherent risks (including risks related to security, authenticity, integrity and confidentiality) in electronic communications, messaging and conducting transactions over electronic networks, including interference or interception by third parties. To the maximum extent permitted under applicable laws, we disclaim liability for the security, authenticity, integrity or confidentiality of any transactions and other communications made through our platform.

DISCLAIMERS AND LIMITATIONS

9.1 Our platform, including its contents, is provided “as is” and “as available” with no warranties whatsoever. to the maximum extent permitted under applicable laws, we make no guarantee, representation or warranty in relation to our platform (including its contents):

1. regarding timeliness, reliability, accuracy, completeness, accessibility, quality, fitness for a particular purpose, quantity of content, frequency of updates, operation, effectiveness, or usefulness;
2. that it will be continuously available or uninterrupted in operation;
3. that it will not infringe the intellectual property or other proprietary rights of any third party;
4. that it will be error-free, unhackable, uncompromisable and/or free of any data breach or unauthorised access (inadvertently or intentionally through interference or interception by third parties);
5. that it will be free of infection by viruses, bugs, trojans, malware, or other harmful codes, software, or components of bugs;
6. that it will operate or function properly on your devices or operating systems; or
7. will not cause any damage to your devices or operating systems.

9.2 We will not be liable for any loss, damage, expense or costs:

1. that you may incur as a result of your using or relying on any data, conclusion, statement, opinion, representation or information on our platform;
2. that you may incur as a result of your dealing with a third-party service provider (including our content creators) through or in connection with our platform;
3. resulting from any delay in operation or transmission, communication failure, internet access difficulties or malfunction of equipment or software;
4. arising out of or in connection with any unauthorised access to your account on our platform;

9.3 To the maximum extent permitted by applicable law:

1. we will not be liable, in any circumstances, for any loss of data, business, profits or goodwill, loss of use, interruption of business, or for any indirect, special, incidental or consequential damages of any character, even if we are aware of the risk of such damages, that result in any way from your use of, access to or reliance on our platform and its contents.
2. your sole and exclusive remedy for any problems or issues with our platform and its contents, or any breach of these terms by us, shall be to uninstall and stop using our platform.

in the event that notwithstanding the foregoing, we are liable to you, our aggregate liability to you, regardless of the cause of action, shall not, in any event or for any reason, exceed the subscription fees paid by you to us in the [six (6)] month period preceding the incident giving rise to your claim against us.

INDEMNITY

10.1 You agree to indemnify us and our directors, officers, shareholders, employees, agents, sub-contractors and licensors (collectively the “Indemnified Persons”) in respect of any and all claims, losses, damages, expenses (including legal costs on a full indemnity basis), or liabilities and costs of settlement suffered or incurred by the Indemnified Persons or asserted against them in respect of:

1. any unauthorised access and use of our platform by you;
2. any breach of these Terms by you;
3. our reliance on information, data or records provided by you in connection with your use of our platform;
4. any dispute between you and a third-party service provider (including our content creators) or another user of our platform; and/or
5. the occurrence of any event due to your act, omission or default which comprises the security or integrity of our platform or its contents.

CONFIDENTIALITY AND PRIVACY

11.1 You shall, at all times, keep confidential all information provided by the platform or during mentorship sessions. You shall not disclose or permit to be disclosed this information to any third party without our prior written consent. These obligations of confidentiality do not apply to information that is publicly available, already in your possession without confidentiality restrictions or required to be disclosed by order of a court or the relevant governmental authorities.

11.2 Any personal data or information which you provide to us is subject to our Privacy Policy, which is incorporated by reference into these Terms.

TERMINATION

12.1 We reserve the right to terminate your access to and/or use of our platform, your account on our platform, your subscriptions, and/or any licence or right that we grant to you, and without liability to you:

1. without cause, by providing you with fourteen (14) days prior notice; or
2. immediately without prior notice, if:
3. you are in breach, and if the breach is remediable you have not remedied the breach to our satisfaction and within such time that we may reasonably stipulate;
4. you have used or are using our platform for any illegal or impermissible purpose or activity including any activity which may expose or potentially expose us to civil or criminal liability;
5. we deem fit to do so for security reasons, or to protect our interests, the interests of our content creators, or the interests of other users of our platform;
6. we determine that your account is inactive for a period of 360 days; and/or
7. we are required to do so in compliance with any applicable law, or regulation, or we are ordered to do so by any enforcement, regulatory or other governmental authority.

JURISDICTION AND MISCELLANEOUS

13.1 Use of our platform and these Terms are governed by the laws of Singapore, without reference to conflicts of laws rules.

13.2 Any dispute, claim, controversy or difference arising out of or in connection with these Terms or the use of our Platform, including on validity, breach or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the SIAC then in force, which rules are deemed to be incorporated by reference in this Clause. The language of the arbitration shall be English. The seat of the arbitration shall be Singapore. The arbitration tribunal shall consist of one (1) arbitrator. Notwithstanding the foregoing, parties shall be entitled to seek urgent temporary injunctive or other equitable relief whenever the facts or circumstances would permit a party to seek equitable relief.

13.3 We are not liable for any loss, damage or penalty resulting from delays or failures in performance if the delay or failure results from events beyond our reasonable control (a “Force Majeure Event”). Force Majeure Events shall include, but are not limited to, acts of God, war, hostility, invasion, act of foreign enemies, rebellion, revolution, riots, civil war, disturbances, requisitioning or other acts of civil or military authority, laws, regulations, acts or orders of any governmental authority, body, agency or official, fires, inclement weather, rain or floods (however caused), strikes, lock-outs or other labour disputes, epidemics, outbreaks, embargoes, breakdown of equipment, plant or machinery (including, but not limited to, data centre, telecommunications systems and utility services) or other catastrophe.

13.4 If any provision in these Terms is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the other provisions contained herein will remain in full force and effect. These Terms constitute the entire agreement between us in relation to the subject matter herein and supersede any and all prior or contemporaneous written or oral agreements or representations. Our failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any provision or right. Other than the Indemnified Persons, a person who is not a party to this these Terms shall have no right under the Contracts (Rights of Third Parties) Act (Cap. 53B) to enforce these Terms. You may not transfer or assign any of your contractual rights or obligations without our prior written consent. We may, by notice in writing to you, transfer or assign or novate any of our contractual rights and obligations.