Terms of Purchase
1. TERMS APPLICABLE TO ALL PURCHASES
1.1.1 By purchasing any product or service, or advertising package, (each referred to as the "Product") from The Rolling Cube Pte Ltd ("TRC"), you conclude a legally binding agreement with TRC.
1.1.3 You accept without limitation or qualification these Terms of Purchase (including Section 1 of the Terms of Purchase and such other applicable section) and the Additional Terms. The Additional Terms shall be incorporated in these Terms of Purchase by reference, and shall collectively be referred to as the "Purchasing Terms".
1.1.4 In the event of any inconsistency between the Terms of Purchase and the Additional Terms, unless stated otherwise in writing, the provisions of the Terms of Purchase shall prevail.
1.1.5 You agree that TRC may modify the Purchasing Terms at any time without liability and without notice to you. The modified Purchasing Terms will be posted on Terms of Purchase and will come into effect 10 days after such posting. You are advised to check for updates to the Purchasing Terms regularly, prior to using any Products, or entering into any transaction, on the Website, Apps or with TRC.
1.1.6 You understand that you must, at your own cost, provide telecommunication services, computers and other equipment or services necessary to access any of the Products. You must comply with all the rules and regulations that apply to the means that you have used to access the Products (e.g. Internet access).
Except where the context otherwise requires:
"Advertisement" shall mean an advertisement placed by you through TRC on an offline medium including but not limited to an offline Newsletter;
"Listing" shall mean an advertisement placed by you through TRC on an online medium including but not limited to the Website;
"Newsletter(s)" shall mean any newsletter that TRC may make available through any online or offline medium from time to time, including without limitation, TRC's Quarterly Education News, and TRC’s Education Insights.
"Policy of Acceptable Use" shall mean educationcube.com/acceptable-use-policy
"Terms of Service" shall mean educationcube.com/terms-of-service
"Website" shall mean http://www.educationcube.com and its subsidiary web pages; and
"You" or "Your" shall mean the entity entering into the Purchasing Terms with TRC.
1.3 Purchase of Product Package
1.3.1 In the event that you have purchased any product package (including an advertising and marketing services package) ("Package") from TRC, you understand that, unless otherwise specified by TRC in writing, such Package is valid for 12 months from its date of purchase (the "Validity Period").
1.3.2 Each Package shall entitle you to specified types and quantities of services from TRC.
1.3.3 In the event that at the expiry of the Validity Period, you have not fully utilised the Package that you have purchased, TRC shall, unless otherwise specified in writing, forfeit the unutilised part of such Package without notice to you. You shall not be entitled to any compensation from TRC as a result of such forfeiture.
1.3.4 If you decide to purchase another Package after the expiry of your previous Package, you understand that any unutilised part of your previous Package shall not be carried over to your newly purchased Package.
1.3.5 No Package may be swapped for another Package during the Validity Period of the first-mentioned Package.
1.3.6 All Packages should be purchased either through the Website, or via an authorised sales agent of TRC.
1.3.7 TRC may grant you access to a ECvendor account for the purposes of managing the Products to which you are entitled to under the Package. You understand that all use of the ECvendor account shall be subject to Section 5 (ECvendor Account).
1.4 Price Revisions
1.4.1 TRC reserves the right to revise the price of any of its Products and Packages at any time.
1.4.2 The revised price will be published on the Website.
1.4.3 You shall not be subject to the revised price if the revision occurs during the term of your existing Package. The revised pricing shall apply when you subscribe for a new Package, or when you renew an existing Package after its Validity Period.
1.5.1 You will pay to TRC all fees incurred in connection with the purchase of a Product or Package (the "Purchase") through a payment method made available by TRC from time to time. You acknowledge that you are solely responsible for any payment method that you have chosen.
1.5.2 If you have been issued with a sales order or e-mail confirmation with respect to your Purchase, you shall adhere to the payment method, and payment due date, as set out in such sales order or e-mail confirmation.
1.5.3 If you are paying via cheque, you understand that TRC is not responsible for any loss of or damage to the cheque en-route to TRC. You shall be liable to pay to TRC such administrative fees stipulated by TRC if the cheque bounces.
1.5.4 In the event that you have made the Purchase from an authorised sales agent of TRC, please ensure that the agent has issued you with an invoice upon making the necessary payment. TRC shall not have the obligation to entertain any claims that are not supported by an invoice.
1.5.5 Late payment shall bear interest at an annual rate of 6% above the average prime lending rate of UOB Bank Ltd, or the highest rate permitted by law, from the due date until it is paid in full.
1.5.6 All fees are exclusive of tax. You shall pay all taxes, duties or levies in respect of the Purchase.
1.5.7 In the event that you fail to make payment of any fees due under the Purchasing Terms, you understand that TRC shall be entitled to take such steps against you to recover any fees owed to TRC. You agree to indemnify TRC of all costs and expenses, including legal fees, which TRC may reasonably incur in the taking of such steps.
1.5.8 TRC may, from time to time, issue to you credits (e.g. promotion of events credits or advertising credits) that may be used to offset the fees payable for a certain Purchase. You will be notified in writing of the types of Products/Packages for which the credits may be used. You understand that unless otherwise stated, all credits that are issued by TRC shall be valid for 12 months from the date on which the credit is issued. Any credits that have not been utilized within this 12 month period shall be forfeited by TRC without notice to you. You shall not be entitled to any compensation from TRC as a result of such forfeiture. You understand that forfeited credits will not be carried over to any subsequent credit that may be issued to you by TRC or purchased by you from TRC.
1.6 Refund Policy
1.6.1 Unless otherwise specified herein, there shall be no refund of any fees paid.
1.6.2 In the event of a refund, such refund shall be paid by bank transfer to the bank account that you have provided.
1.6.3 Please ensure that all information that you have provided for the purposes of obtaining a refund is true, accurate, and current.
1.6.4 You agree that TRC's obligation to make a refund is fulfilled at the point of transfer of the refunded sum to the bank account that you have provided. In the event that the refund is made by way of cheque, TRC's obligation to you is fulfilled when the cheque is mailed to you. Unless otherwise specified in writing, the cheque will be mailed to you via normal post. In the event that you request for the cheque to be mailed to you via registered post or courier, you agree to TRC deducting from the refund such amount necessary for the cost of mailing the cheque to you using your desired method of postage.
1.7 Intellectual Property Rights
TRC reserves all intellectual property rights to any content and Product that it provides to you, including the Website and the Newsletter, including copyright and trade mark rights. All other names, products and marks mentioned are the intellectual property rights of their respective owners. Nothing in this Agreement shall be construed or deemed as granting or providing to you any right, license, interest or permission to deal with any intellectual property of TRC in any way including, without limiting the generality of the foregoing, the right to copy, transfer, publish, store, create derivative works or use the same, and the right to use any of TRC’s trade marks or trade names in an unauthorised manner.
1.8 Indemnities and Limitations of Liability
1.8.1 You agree, at your own expense, to indemnify, defend and hold harmless TRC, and its subsidiaries, affiliates, officers, agents or other partners, and employees, against any claim or demand, including attorneys' fees, made by any third party due to or arising out of:
(a) the publication of your Advertisement/Listing;
(b) the content of your Advertisement/Listing;
(c) any material, product or service of provided by you, to which members of the public (including users of the Website) can access through your Advertisement/Listing (including without limitation, any claim of trademark or copyright infringement, defamation, breach of confidentiality, privacy violation, false or deceptive advertising or sales practices); and/or
(d) your violation of the Purchasing Terms.
1.8.2 Any claim of any nature whatsoever by either party against the other party and any action against the other party must be commenced within 1 year after the date on which the cause of action arises, following which the aggrieved party shall have no further claim whatsoever against the other party.
1.8.3 In no event shall TRC’s aggregate liability for any claims under or pursuant to the Purchasing Terms exceed the aggregate fees actually paid by you for the preceding 12 month period at the point in time when the claim(s) is/are made against TRC.
1.9.1 You expressly understand and agree that:
(a) your use of any Product is at your own risk. Such Product is provided by TRC on an "as is" basis. TRC expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement, other than any warranty the exclusive of which is not in accordance with applicable laws;
(b) TRC makes no warranty that:
- its services will meet your requirements;
- its services will be uninterrupted, timely, secure and error-free;
- its services will be accessible at any time or at all times via the channel selected or used by you;
- the quality of any services, information or other material purchased or obtained by you through its services will meet your expectations; and
- any errors in the services will be corrected.
1.9.2 For the avoidance of doubt, no advice or information, whether oral or written, obtained by you from TRC or its employees, agents or through or from the services shall create any warranty not expressly stated in the Purchasing Terms.
1.10 Use of Personal Information
1.10.1 You acknowledge that TRC may collect your personal information. Such information includes without limitation your name, photograph, email address, telephone number and address.
1.10.2 TRC shall comply with applicable data protection laws (if any) in the collection, use, disclosure and retention of personal information.
1.10.3 You agree that even after the completion of any transaction between you and TRC, TRC is entitled to use your personal information for the purposes of publicising TRC's products and services to you or contacting you to obtain feedback.
1.11.1 TRC may terminate the Purchasing Terms without prior notice. Cause for such termination shall include without limitation:
(a) you being declared insolvent or bankrupt;
(b) failure to make any payment that is due under the Purchasing Terms;
(c) request by law enforcement or other government agencies;
(d) failure to comply with the Purchasing Terms;
(e) infringement of intellectual property rights of others;
(f) discontinuance or material modification to the services of the Website or part thereof; or
(g) unexpected technical or security issues or problems.
1.11.2 You further understand that a termination of the Purchasing Terms shall result in a termination of your access to the Product that you have purchased. TRC shall be under no obligation to refund you the whole or any part of any fees paid by you in advance. In addition, you are not entitled to any compensation or indemnity, whether for loss of distribution rights, goodwill or otherwise, as a result of the termination of the Purchasing Terms in accordance with its terms.
1.11.3 Termination of the Purchasing Terms shall be without prejudice to any other rights or remedies TRC may be entitled to under the Purchasing Terms, at law or in equity and shall not affect any accrued rights or liabilities nor the coming into or continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.
1.12.1 The Purchasing Terms shall be governed by and construed in accordance with the laws of the Republic of Singapore, and any claims or disputes of whatever nature shall be subject to the exclusive jurisdiction of the courts of the Republic of Singapore.
1.12.2 The failure of TRC to exercise or enforce any right or provision of the Purchasing Terms shall not constitute a waiver of such right or provision. If any provision of the Purchasing Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Purchasing Terms remain in full force and effect.
1.13 Contact Us
Unless otherwise stated herein, all notifications to TRC pursuant to the Purchasing Terms shall be sent via e-mail to firstname.lastname@example.org.
2. MARKETING SERVICES
2.1 Section 2 (Marketing Services) shall apply to all forms of marketing services that may be provided by TRC from time to time. Such marketing services shall pertain to Listings or Advertisements.
2.2 Depending on the type of marketing service that you have purchased, a Listing or an Advertisement (as the case may be) may pertain to the advertisement or promotion of:
- your services as an educator;
- the sale of educational products or services; or
- any other services or products that TRC may allow you to advertise or promote from time to time, including, without limitation, school or university placement services, educational support and welfare services.
2.3 For the purposes of this Section 2 (Marketing Services), "Content" shall mean the content of a Listing or an Advertisement (as the case may be) and any other content and instructions supplied by you to TRC, that are reasonably required by TRC in order to publish the Listing or Advertisement, as the case may be.
2.4 Please check the Website, sales order, invoice, e-mail confirmation (if any) or with TRC for the particulars of the Advertisements/Listings to which you are entitled.
2.5 Submission of Content
2.5.1 All Content should be submitted to TRC through the methods specified by TRC before the date of placement of the Listing/Advertisement. 2.5.2 However, if your marketing services Package allows for Listings to be placed immediately after submission on the Website, you may submit your Content to the Website at any time. In the event that you are unable to submit the Content through the Website, or if TRC has so instructed, please send the Content to TRC via e-mail to email@example.com or via such method that TRC may specify.
2.5.3 All Content should be submitted in the file format specified by TRC.
2.5.4 If you are sending Content via e-mail or post, please indicate the following information about yourself:
(c) date of placement of Advertisement/Listing; and
(d) sales order reference number (if any).
2.5.5 You understand that TRC may in its sole discretion reject your Advertisement/Listing, or subject to you paying to TRC such administrative fees that TRC may stipulate, postpone the placement of your Advertisement/Listing to the next available timing, if you do not:
(a) provide the information set out in Clause 2.5.4;
(b) submit the Content in the prescribed format; or
(c) submit the Content on by the deadline prescribed by TRC.
2.6 Placement of Advertisement/Listing
2.6.1 The acceptance of payment by TRC pursuant to your purchase of a marketing services Package shall not be deemed to be an undertaking by TRC to accept any Advertisement/Listing. TRC reserves the right to approve or reject any Advertisement/Listing at its sole discretion without providing reasons to you. TRC retains full discretion to the placement of any Advertisement/Listing.
2.6.2 You understand that the placement, positioning and presentation of a Listing is at the discretion of TRC.
2.6.3 You shall be responsible to check and endorse all Content and the accuracy and veracity of the same before it is published or repeated. TRC is not obliged to accept any requests to correct errors after the Advertisement/Listing is published or repeated and you shall be solely and fully responsible for such errors.
2.6.4 You understand that TRC does not undertake to review the Content. The publication of any Advertisement/Listing will not be deemed to constitute an acceptance by TRC that such Advertisement/Listing complies with the Purchasing Terms and the Policy of Acceptable Use.
2.6.5 In submitting the Content for the placement of an Advertisement/Listing, you represent and warrant that:
(a) you have abided by TRC's Policy of Acceptable Use and Terms of Service (where applicable);
(b) you have the right to publish the Content without infringing the rights of any third party and without violating any law, in particular, that you have not used photographs provided by other users of the Website unless such photographs are similar photographs that have been purchased through third party providers by you.
(c) no photograph in the Content contains the watermarked logo or name of any of TRC's competitors;
(d) you have obtained all necessary legal, regulatory and governmental approvals, licenses, consents and permits in relation to any promotional activity, including but not limited to lucky draws, contained in the Advertisement/Listing, if any;
(e) the Content is true, current and accurate, and does not provide any false information or misrepresent any law or fact, or overstate or convey a false impression of any relevant information;
(f) with respect to Listings posted through ECvendor, each Listing pertains to only one specific real school, or event, or educational service in a single location;
(g) you have complied with all applicable laws, rules and regulations in the placement of the Advertisement/Listing, whether in the jurisdiction in which the Advertisement/Listing is placed, or the jurisdiction in which the targeted audience of the Advertisement/Listing resides.
2.6.6 With regard to any third party websites that may be linked through the Content, you shall ensure that the third party website is relevant to the Content, and that the third party website is not a website providing auctioneering or advertising services.
2.6.7 You hereby grant TRC, including its employees, sub-contractors or agents, a non-exclusive and non-transferable license to edit, amend or otherwise correct any Content.
2.6.8 You shall ensure that the all Listings are placed in categories that best describes the services that you are providing. TRC reserves the right to re-locate the Listing to the correct category. For example, a Listing concerning events should be placed under the "Events" category.
2.6.9 TRC reserves the right to remove any Advertisement/Listing that does not comply with the Purchasing Terms, or upon request by law enforcement or government agencies, without providing reasons or prior notice to you.
2.6.10 You understand that TRC may from time to time make changes to the format and layout of its Newsletter, Website or Mobile Application without prior notice to you. This may result in changes to the format or layout of your Advertisement/Listing. However, TRC shall not make any changes to the content or size of your Advertisement/Listing.
2.6.11 You may, at any time, request that TRC withdraw any Advertisement/Listing that has been published. However, TRC is not liable to refund to you any fees that you have paid for the withdrawn Advertisement/Listing. You understand that in certain circumstances, a withdrawal of a published Advertisement/Listing is not feasible (e.g. where an offline Newsletter has been published). Where TRC is agreeable to withdraw the published Advertisement/Listing, TRC shall be entitled to charge you administrative fees (at its sole discretion) for such withdrawal.
2.6.12 The use of HTML tags, bots or any means other than those provided on the Website is a violation of the Purchasing Terms and may result in TRC deleting your Listing. Continued violation of this Clause may result in suspension or termination of your Account and forfeiture of the remainder of your Package.
2.6.13 Listings should only be posted via ECVendor directly by the authorised user of ECvendor and is a violation of the Purchasing Terms and may result in TRC deleting your Listing. Continued violation of this Clause may result in suspension or termination of your Account (as defined in Section 5 (ECVendor Account)) and forfeiture of the remainder of your Package.
2.7 Use of Content
2.7.1 You grant to TRC an irrevocable, non-exclusive, royalty-free, worldwide right to use, copy, modify, adapt and/or manipulate the Content for purposes including but not limited to public performance or display, or TRC's marketing or distribution or placement of Advertisement/Listing on other mediums other than the Website or the Newsletters.
2.7.2 You understand that TRC may use your name and photograph, company name and company brand logo (if any) for the purposes of TRC's marketing or distribution activities.
2.8 You shall indemnify and hold harmless TRC and its affiliates, employees, agents, contractors, directors, officers and third party providers from all liabilities, demands, costs and expenses (including legal expenses) arising in connection with any Content, including but not limited to the publication of the Content.
3. DATA/RESEARCH PRODUCTS
3.1 Section 3 (Data/Research Products) pertains to Products of TRC that allow you to access data, statistical information and analyses of data pertaining to education trends in Singapore (for the purposes of this Section 4 (Data/Research Products), "TRC Research Data"). TRC Research Data may be made available via the Website, Newsletter, or any other medium as may be determined by TRC from time to time.
3.2 Pursuant to discussions with you, TRC may provide to you customised data/research products, in accordance with your preferences or requirements that you have conveyed to TRC.
3.3 Restrictions of use of TRC Research Data
3.3.1 The contents of TRC Research Data shall not be reproduced, republished, uploaded, posted, transmitted or otherwise distributed in any way, without the prior written consent of TRC.
3.3.2 In the event that you wish to distribute the TRC Research Data or use the TRC Research Data in any way, you should submit your request to TRC in writing, stipulating the TRC Research Data that you intend to use, intent of use, manner of use, time frame of use and identity of the user. You understand that TRC is not obliged to accept your request.
3.3.3 You may view, download and print the TRC Research Data if:
(a) the TRC Research Data is used solely for your internal business purposes or personal use (as the case may be), and is not distributed to a third party;
(b) no alterations, additions or modifications are made to the TRC Research Data; and
(c) due acknowledgement is given to "The Rolling Cube Pte Ltd" and citing the sources for the relevant data extracted.
3.3.4 Where reproduction of the TRC Research Data is permitted, you must ensure that no analysis or transformation of the TRC Research Data may be presented in a manner, which suggests or is likely to lead to the belief that the analysis or transformation of the TRC Research Data is attributable to TRC.
3.3.5 You must not use the TRC Research Data for purposes deemed to be inappropriate and/or misleading. Such instances include, but are not limited to:
(a) presenting the TRC Research Data in a misleading or incorrect manner, or misrepresenting the data; or
(b) using the data to promote or support any illegal activities.
3.3.6 Your use of the TRC Research Data shall adhere to the Policy of Acceptable Use.
3.4 TRC owns all intellectual property rights in the TRC Research Data. TRC hereby grants you a non-exclusive and revocable license to use the TRC Research Data for your internal business purposes or for personal use, as the case may be.
3.5 The TRC Research Data should not be used for any official or commercial purpose or as a substitute for professional advice. It is provided “as is” and TRC gives no warranty as to its accuracy. TRC shall not, in any event, be liable for any claims, damages, losses, expenses, costs or liabilities whatsoever (including, without limitation, any direct or indirect damages for loss of profits, business interruption or loss of information) resulting or arising directly or indirectly from your use of the valuation provided. It is reasonably expected that you should seek professional advice before entering into any transaction.
3.6. TRC reserves the right to modify, alter or withdraw the TRC Research Data at any time, for any reason whatsoever, without notice to you.
4. NEWSLETTER SUBSCRIPTION
4.1 Section 4 (Newsletter Subscription) shall apply to all subscriptions to Newsletters that TRC may publish from time to time.
4.2 Please ensure that all personal information that has been provided in the subscription of the Newsletter is true, accurate and current. TRC is not liable for your failure to receive the Newsletter if such failure of receipt is due to an error in the personal information that you have provided.
4.3 In the event that you have subscribed for an online Newsletter, you shall be responsible for ensuring that the Newsletter gets to your inbox, for example, by adding emails from TRC to a "safe" list.
4.4 In the event of a change in your personal information, please notify TRC of such change through such methods specified by TRC as soon as possible, to ensure that you do not experience a disruption in your receipt of the Newsletter. All changes to personal information shall take effect within 5 business days from the date on which TRC is notified. TRC is not liable for your failure to receive the Newsletter prior to the date on which the change to your personal information takes effect.
5. ECVENDOR ACCESS
5.1 This Section 5 (ECvendor Access) shall apply to all ECvendor accounts (for the purposes of this Section 5 (ECvendor Access), the "Account").
5.2 The Account may only be accessed by one user at a time.
5.3 The Account may be transferred to another user (the "Transferred User") during the Validity Period of the Package to which it is associated. You may notify TRC of such transfer via such communication methods prescribed by TRC. Please ensure that you have provided TRC with true, accurate and current particulars of the Transferred User in order for TRC to effect the transfer. You understand that if inaccurate, incorrect or insufficient information about the Transferred User has been provided, TRC reserves the right not to effect the transfer of the Account.
5.4 You acknowledge that you are fully responsible for:
- maintaining the confidentiality of your password; and
- all activities that occur under your Account.
5.5 TRC reserves the right to access your Account for moderation and/or investigation purposes at its sole discretion, without giving prior notice to you.
5.6 Your Account will only be activated when the Package that you have purchased has been fully paid for, and such payment has been verified by TRC.
5.7 You understand that the Website may, from time to time, be undergoing maintenance and/or servicing. During such period, the Website and consequently, the Account, will be inaccessible.
5.8 All activities occurring under your Account must be in compliance with the Policy of Acceptable Use and with all applicable laws, rules and regulations.
5.9 TRC reserves the right to delete any Listing in your Account that appears to be a test posting, recruitment, false, or otherwise insincere or non-serious Listing, without notice to you.
5.10 TRC may, under certain circumstances and without prior notice to you, at its sole discretion, immediately terminate, or suspend for such period as TRC may determine, your Account and access to the Products that you have purchased. Cause for termination and suspension shall include without limitation:
- breaches or violations of the Purchasing Terms;
- request by law enforcement or other government agencies;
- self-initiated Account deletions;
- infringement of intellectual property rights of others;
- discontinuance or material modification to the services of the Website or part thereof;
- unexpected technical or security issues or problem; or
- extended periods of inactivity.
5.11 Termination or suspension of your Account shall result in:
- removal of access to and barring of further use of all offerings of the Website and the Products;
- forfeiture of all unutilised parts of the Package that you have purchased; and
- deletion of your password and all Account related information, files, and content associated with or inside your Account (or part thereof).
5.12 Termination of your Account shall be without prejudice to any other rights or remedies TRC may be entitled to under the Purchasing Terms, at law or in equity and shall not affect any accrued rights or liabilities nor the coming into or continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.