Terms of Service

Last updated: 6 March 2023

To the maximum extent permitted by applicable law, in no event shall the Company, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for

  • any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, the service; and
  • any damage, loss or injury resulting from hacking, tampering or other unauthorised access or use of the service or user account or the information contained therein;
  • any errors, mistakes, or inaccuracies of content;
  • personal injury or property damage, of any nature whatsoever, resulting from user access to or use of the service;
  • any unauthorised access to or use of the Company’s secure servers and/or any and all personal information stored therein;
  • any interruption or cessation of transmission to or from the service;
  • any bugs, viruses, trojan horses, or the like that may be transmitted to or through the service;
  • any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the service; and/or
  • the defamatory, offensive, or illegal conduct of any user or third party. In no event shall the Company, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount paid by user to the Company hereunder in the preceding 12 months, or the period of duration of this agreement between the Company and user, whichever is shorter.

This limitation of liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if the company has been advised of the possibility of such damage.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, therefore the above limitations or exclusions may not apply to users. The terms give the user specific legal rights, and the user may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the terms shall not apply to the extent prohibited by applicable law.

Introduction

These are the terms of service (“the Agreement”) governing the use of Magic and the agreement that operates between You (the "user") and Magic (the "Company"). The terms of this Agreement set out the rights and obligations of all users regarding the use of Magic and any other related agreement or legal relationship with the Company.

Your access to and use of Magic is conditioned on your acceptance of and compliance with this Agreement. This agreement applies to all visitors, users, and others who access or use Magic. By accessing or using Magic, You agree to be bound by these Agreements and the other compliance policies . If You disagree with any part of these terms, you may not access Magic.

Your access to and use of Magic is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company (the “Privacy Policy”). Our Privacy Policy describes our policies and procedures on the collection, use, and disclosure of your personal information when you use the service and tells you about your privacy rights and how the law protects you. Please read Our Privacy Policy carefully before using Magic.

Although the entire contractual relationship relating to these products is entered into solely by the Company and users, users acknowledge and agree that, where Magic has been provided to them via or in combination with an independent party, that third party may enforce these terms as a third-party beneficiary.

Magic is provided by:

MEAS SG PTE LTD

60 Paya Lebar Road, #11-11 Singapore 409051

Company contact email: admin@magichq.com

"Magic" refers to

  • this website, including its subdomains and any other website through which the Company makes its service available;
  • applications for mobile, tablet and other smart device systems;
  • the Application Program Interfaces (API);
  • the service;
  • any applications, sample and content files, source code, scripts, instruction sets or software included as part of the service, as well as any related documentation;

1. Terms of Use

Unless otherwise specified, the terms of use detailed in this section generally apply when using Magic. Single or additional conditions of use or access may apply in specific scenarios and, in such cases, are additionally indicated within this document.

By using Magic, users confirm to meet the following requirements:

  • users must be a Business;
  • representative(s) of the Business must be recognised as an adult by the majority jurisdictions;
  • user has the capacity to enter into this legally binding agreement;
  • users aren't located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "terrorist-supporting" country; and
  • users aren't listed on any U.S. Government list of prohibited or restricted parties.

1.1 Accounting Registration

To use the service users must register or create a user account, providing all required data or information in a complete and truthful manner. Failure to do so will cause unavailability of the service.

Users are responsible for keeping their login credentials confidential and safe. For this reason, users are also required to choose passwords that meet the highest standards of strength permitted by Magic.

By registering, users agree to be fully responsible for all activities that occur under their username and password.

Users are required to immediately and unambiguously inform the Company via the contact details indicated in this document, if they think their personal information, including but not limited to user accounts, access credentials or personal data, have been violated, unduly disclosed or stolen.

1.2 Conditions for Account Registration

Registration of user accounts on Magic is subject to the conditions outlined below. By registering, users agree to meet such conditions.

  • Accounts registered by bots or any other automated methods are not permitted.
  • Unless otherwise specified, each user must register only one account.
  • Unless explicitly permitted, a user account may not be shared with other persons.

1.3 Account termination

Users can terminate their account and stop using the service at any time by using the tools provided for account termination on Magic.

However, termination of the account will not be possible until the subscription period paid for by the user has expired.

1.4 Account suspension and deletion

The Company reserves the right, at its sole discretion, to suspend or delete at any time and without notice, user accounts which it deems inappropriate, offensive or in violation of these terms.

The suspension or deletion of user accounts shall not entitle users to any claims for compensation, damages or reimbursement.

The suspension or deletion of accounts due to causes attributable to the user does not exempt the user from paying any applicable fees or prices.

2. Content provided by the Company

Unless otherwise specified or clearly recognisable, all content available on Magic is owned or provided by the Company or its licensors.

The Company undertakes its utmost effort to ensure that the content provided on Magic infringes no applicable legal provisions or third-party rights. However, it may not always be possible to achieve such a result.

In such cases, without prejudice to any legal prerogatives of users to enforce their rights, users are asked to report related complaints using the contact details provided in this document.

2.1 All rights reserved

The Company holds and reserves all intellectual property rights for any such content.

Users may not therefore use such content in any way that is not necessary or implicit in the proper use of the service.

In particular, but without limitation, users may not copy, download, share (beyond the limits set forth below), modify, translate, transform, publish, transmit, sell, sublicense, edit, transfer/assign to third parties or create derivative works from the content available on Magic, nor allow any third party to do so through the user or their device, even without the user's knowledge.

Where explicitly stated on Magic, the user may download, copy and/or share some content available through Magic for its sole personal and non-commercial use and provided that the copyright attributions and all the other attributions requested by the Company are correctly implemented.

Any applicable statutory limitation or exception to copyright shall stay unaffected.

3. Content provided by user

The Company allows users to upload, share or provide their own content to Magic.

By providing content to Magic, users confirm that they are legally allowed to do so and that they are not infringing any statutory provisions and/or third-party rights.

Further insights regarding acceptable content can be found inside the section of these terms which detail the acceptable uses.

3.1 Rights regarding content provided by use

Users acknowledge and accept that by providing their own content on Magic they grant the Company a non-exclusive, fully paid-up and royalty-free licence to process such content solely for the operation and maintenance of Magic as contractually required.

To the extent permitted by applicable law, users waive any moral rights in connection with content they provide to Magic.

Users acknowledge, accept and confirm that all content they provide through Magic is provided subject to the same general conditions set forth for content on Magic.

3.2 Liability for provided content

Users are solely liable for any content they upload, post, share, or provide through Magic. Users acknowledge and accept that the Company does not filter or moderate such content.

However, the Company reserves the right to remove, delete, block or rectify such content at its own discretion and to, without prior notice, deny the uploading user access to Magic:

  • if any complaint based on such content is received;
  • if a notice of infringement of intellectual property rights is received;
  • upon order of a public authority; or
  • where the Company is made aware that the content, while being accessible via Magic, may represent a risk for users, third parties and/or the availability of the service.

The removal, deletion, blocking or rectification of content shall not entitle users that have provided such content or that are liable for it, to any claims for compensation, damages or reimbursement.

Users agree to hold the Company harmless from and against any claim asserted and/or damage suffered due to content they provided to or provided through Magic.

3.3 Content Backups

Although regular backups of Content are performed, the Company does not guarantee there will be no loss or corruption of data.

Corrupt or invalid backup points may be caused by, without limitation, Content that is corrupted prior to being backed up or that changes during the time a backup is performed.

The Company will provide support and attempt to troubleshoot any known or discovered issues that may affect the backups of Content. But You acknowledge that the Company has no liability related to the integrity of Content or the failure to successfully restore Content to a usable state.

You agree to maintain a complete and accurate copy of any Content in a location independent of the service.

3.4 Access to external resources

Through Magic users may have access to external resources provided by third parties. users acknowledge and accept that the Company has no control over such resources and is therefore not responsible for their content and availability.

Conditions applicable to any resources provided by third parties, including those applicable to any possible grant of rights in content, result from each such third parties’ terms and conditions or, in the absence of those, applicable statutory law.

3.5 Acceptable use

Magic and the service may only be used within the scope of what they are provided for, under these terms and applicable law.

users are solely responsible for making sure that their use of Magic and/or the service violates no applicable law, regulations or third-party rights.

Therefore, the Company reserves the right to take any appropriate measure to protect its legitimate interests including by denying users access to Magic or the service, terminating contracts, reporting any misconduct performed through Magic or the service to the competent authorities – such as judicial or administrative authorities - whenever users engage or are suspected to engage in any of the following activities:

  • violate laws, regulations and/or these terms;
  • infringe any third-party rights;
  • considerably impair the Company’s legitimate interests;
  • offend the Company or any third party.

3.6 Affiliate program

Magic gives users the opportunity to receive advantages if, as a result of their recommendation, any new user purchases a Subscription offered on Magic, subject to the terms and conditions set forth in the Affiliate registration process.

While no general limitation applies to the number of persons that can be invited, the amount of advantage or benefit that each user can receive, may be limited.

The Company reserves the right to end the program at any time at its own discretion.

3.7 Software Licence

Any intellectual or industrial property rights, and any other exclusive rights on software or technical applications embedded in or related to Magic are held by the Company and/or its licensors.

Subject to users’ compliance with and notwithstanding any divergent provision of these terms, the Company merely grants users a revocable, non-exclusive, non-sublicensable and non-transferable licence to use the software and/or any other technical means embedded in the service within the scope and for the purposes of Magic and the service offered.

This licence does not grant users any rights to access, usage or disclosure of the original source code. All techniques, algorithms, and procedures contained in the software and any documentation thereto related is the Company’s or its licensors’ sole property.

All rights and licence grants to users shall immediately terminate upon any termination or expiration of the Agreement.

3.8 API Usage terms

Users may access their data relating to Magic via the Application Program Interface (API). Any use of the API, including use of the API through a third-party product/service that accesses Magic, is bound by these terms and, in addition, the user expressly understands and agrees that the Company bears no responsibility and shall not be held liable for any damages or losses resulting from the user’s use of the API or their use of any third-party products/services that access data through the API.

4. Subscription terms

The fees, duration and conditions applicable to the purchase of such subscriptions are described below and in the dedicated sections of Magic. Unless specified on other form, the subscription products or services provided on Magic, as part of the service, are subject to the following terms:

4.1 Free Trial

Users have the option to test Magic during a limited and non-renewable trial period, at no cost. Some features or functions of Magic may not be available to users during the trial period.

Further conditions applicable to the trial period, including its duration, will be specified on Magic. The trial period shall end automatically and shall not convert into any paid product or service unless the user actively purchases such paid Product.

At any time and without notice, the Company reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.

4.2 Product description

Prices, descriptions or availability of products or services are outlined in the respective sections of Magic and are subject to change without notice.

While products and services on Magic are presented with the greatest accuracy technically possible, representation on Magic through any means (including, as the case may be, graphic material, images, colours, sounds) is for reference only and implies no warranty as to the characteristics of the purchased product.

The characteristics of the chosen product will be outlined during the purchasing process and in the dedicated sections of Magic.

4.3 Product purchasing

Any steps taken from choosing a product or service to order submission form part of the purchasing process. users must choose the desired product or service and verify their purchase selection. After having reviewed the information displayed in the purchase selection, users may place the order by submitting it.

When the user submits an order, the following applies:

  • The submission of an order determines contract conclusion and therefore creates for the user the obligation to pay the price, taxes and possible further fees and expenses, as specified on the order page.
  • In case the purchased product or service requires active input from the user, such as the provision of personal information or data, specifications or special wishes, the order submission creates an obligation for the user to cooperate accordingly.

4.4 Prices

Users are informed during the purchasing process and before order submission, about any fees, taxes and costs  that they will be charged. Unless specified, Prices are displayed exclusive of any applicable fees, taxes and costs, depending on the section the user is browsing.

The Company, in its sole discretion and at any time, may modify the subscription fees. Any Subscription fee change will become effective at the end of the then-current subscription period. The Company will provide users with reasonable prior notice of any change in Subscription fees.

The continued use of the service after the Subscription fee change comes into effect shall constitute an agreement to pay the modified Subscription fee amount.

4.5 Refunds

Except when required by law, paid Subscription fees are non-refundable.  There will be no refunds or credits for partial periods of service, upgrade/downgrade refunds, or refunds for service periods unused.

Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted at the sole discretion of the Company.

4.6 Discounts

The Company may offer discounts or provide special offers for the purchase of Products. Any such offer or discount shall always be subject to the eligibility criteria and the terms and conditions set out in the corresponding section of Magic.

Offers and discounts are always granted at the Company’s sole discretion. Repeated or recurring offers or discounts create no claim/title or right that users may enforce in the future.

Depending on the case, discounts or offers shall be valid for a limited time. If an offer or discount is limited by time, the time indications refer to the time zone of the Company, as indicated in the Company’s location details in this document.

Discounts can be based on Coupons. If breach of the conditions applicable to Coupons occurs, the Company can legitimately refuse to fulfil its contractual obligations and expressly reserves the right to take appropriate legal action to protect its rights and interests. Unless otherwise stated, these rules apply to the use of Coupons:

  • Each Coupon is only valid when used in the manner and within the timeframe specified;
  • A Coupon may only be applied, in its entirety, at the actual time of purchase – partial use is not permitted;
  • Unless otherwise stated, single-use Coupons may only be used once per purchase and therefore may only be applied a single time even in cases involving recurring purchases;
  • A Coupon cannot be applied cumulatively;
  • The user is not entitled to any credit/refund/compensation if there is a difference between the value of the Coupon and the redeemed value;

Unless otherwise specified, all discounts shall expire at the end of the first billing period.

4.7 Methods of payment

Information related to accepted payment methods are made available during the purchasing process. Some payment methods may only be available subject to additional conditions or fees. In such cases related information can be found in the dedicated section of Magic.

Payment methods marked accordingly are managed directly by the Company. In this case, the Company collects and stores the data necessary for the processing of payments and for fulfilling any legal obligation related to them. The user may read the privacy policy of Magic to learn more about the data processing and users’ rights regarding their data.

Other payment methods – if any – are independently provided by third-party services. In such cases Magic collects no payment information – such as credit card details – but only receives a notification from the relevant third-party provider once the payment has been successfully completed.

If payment through the available methods fail, the Company shall be under no obligation to fulfil the purchase order. Any possible costs or fees resulting from the failed or refused payment shall be borne by the user.

4.8 Subscription period

Subscriptions allow users to receive a product or a service continuously or regularly over a determined period of time. Unless otherwise stated in the Order Form, paid subscriptions begin on the day the payment is received by the Company.

The service or some parts of the service are available only with a paid Subscription. You will be billed in advance on a recurring and periodic basis (monthly or annually), depending on the type of subscription plan you select when purchasing the subscription.

In order to maintain subscriptions, users must pay the required recurring fee in a timely manner. Failure to do so may cause service interruptions.

5. Automatic renewal

Subscriptions are automatically renewed through the payment method that the user chose during purchase, unless the user cancels the subscription within the deadlines for termination specified in the relevant section of these terms and/or Magic. The renewed subscription will last for a period equal to the original term.

Should automatic billing fail to occur for any reason, the Company will issue an electronic invoice indicating that the user must proceed manually. The Company reserves the right to freeze user’s access to Magic until any outstanding invoices have been paid.

6. Termination

Recurring subscriptions may be terminated at any time by sending a clear and unambiguous termination notice to the Company using the Magic webchat, or — if applicable — by using the corresponding controls inside Magic. Subscriptions may not be terminated prematurely and shall run out upon expiration of the subscription term.

If the notice of termination is received by the Company before the subscription renews, the termination shall take effect at the end of the current period, otherwise the automatic renewal shall apply.

7. Additional charges

Users may incur additional charges if the usage over the billing month exceeds their Subscription’s limit. The subscription limits are detailed in the purchasing process and in the respective sections of Magic. User agrees to pay any additional charges incurred at the end of each billing month.

7.1 Text message Add-Ons

Users may purchase additional text message credits to use, as explained on our Magic website. Users will have an opportunity to review current rates for text message credits in their account prior to purchase. All terms outlined in this policy apply to the purchase of additional text message credits. Text message credits have no cash value, cannot be refunded or redeemed for cash, and represent a limited licence to send additional text messages for the specified volume and type of service.

When the User purchases additional text message credits, they agree to pay this additional charge on a monthly recurring basis at the end of each billing month until they downgrade and remove the additional purchase from their account.

8. Late payment

Any failure to make a payment of any Fees or taxes entitle the Company to suspend, in whole or in part, access to services, until such payment is received.

9. Applicable taxes

Unless specified, fees are displayed exclusive of any applicable taxes, duties, withholdings, tariffs, levies, customs, capital or income taxes or other governmental charges or expenses, including but not limited to value added tax, sales tax, consumption tax and similar taxes or duties as well as any current or future municipal, state, federal or provincial taxes, and user will pay, indemnify and hold harmless the Company from same.

10. Third party fees

Magic Fees are exclusive of any charges that may be assessed by a Third Party (e.g.  Messaging Platforms) for access to or use of their services. Such charges shall be the responsibility of user, whether paid directly to the Third Party or whether such access is resold through Magic, in which case Magic shall advise user in writing as to the applicable charges and user shall have the right to accept such charges or decline them and not use the associated channel. In the event a Third Party imposes special requirements on Magic beyond the standard services, then Magic shall have the right to charge the user for this additional service and the user shall have the right to accept such charges or decline them and not use the associated channel.

11. Additional Services

11.1. Terms and conditions applicable to extra services

Users that have an active subscription may purchase single extra add-ons or features, described in the relevant section of Magic or in the Order Form.

Prices, duration, terms of use and termination of such extras may differ from those of the main product and, unless otherwise specified, do not influence the prices, duration, terms of use and termination of the latter.

11.2 Performance additional to services

The purchased service shall be performed or made available within the timeframe specified on Magic or as communicated before the order submission. The performance of additional services are provided on the basis of payment.

12. Right of withdrawal

Except when required by law, the right of withdrawal does not apply on Magic. users acknowledge and accept that the right of withdrawal does not apply to contracts concluded over Magic due to the nature of its offering.

13. Liability and indemnification

The User agrees to indemnify and hold the Company and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners and employees harmless from and against any claim or demand ⁠— including but not limited to lawyer's fees and costs ⁠— made by any third party due to or in relation with any culpable use of or connection to the service, violation of these terms, infringement of any third-party rights or statutory provision by the user or its affiliates, officers, directors, agents, co-branders, partners and employees to the extent allowed by applicable law.

Unless otherwise explicitly stated and without prejudice to applicable statutory product liability provisions, users shall have no right to claim damages against the Company (or any natural or legal person acting on its behalf).

Unless damages have been caused by way of intent or gross negligence, or they affect life, health or physical integrity, the Company shall only be liable to the extent of typical and foreseeable damages at the moment the contract was entered into.

In any event of liability, the compensation may not exceed the total payments that have been, will be or would be received by the Company from the user based on the contract over a period of 12 months, or the period of the duration of the Agreement, if shorter.

Some jurisdictions do not allow the exclusion of certain types of liabilities or limitations on applicable statutory rights, so some of the exclusions and limitations in these terms may not apply. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

13.1. Liability And Indemnification: Australian Users

LIMITATION OF LIABILITY

Nothing in these terms excludes, restricts or modifies any guarantee, condition, warranty, right or remedy which the user may have under the Competition and Consumer Act 2010 (Cth) or any similar State and Territory legislation and which cannot be excluded, restricted or modified (non-excludable right). To the fullest extent permitted by law, our liability to the user, including liability for a breach of a non-excludable right and liability which is not otherwise excluded under these terms of use, is limited, at the Company’s sole discretion, to the re-performance of the services or the payment of the cost of having the services supplied again.

13.2. Liability And Indemnification: US Users

DISCLAIMER OF WARRANTIES

Magic is provided strictly on an “as is” and “as available” basis. Use of the service is at users’ own risk. To the maximum extent permitted by applicable law, the Company expressly disclaims all conditions, representations, and warranties — whether express, implied, statutory or otherwise, including, but not limited to, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third-party rights. No advice or information, whether oral or written, obtained by user from Company or through the service will create any warranty not expressly stated herein.

Without limiting the foregoing, the Company, its subsidiaries, affiliates, licensors, officers, directors, agents, co-branders, partners, suppliers and employees do not warrant that the content is accurate, reliable or correct; that the service will meet users’ requirements; that the service will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the service is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of the service is downloaded at users own risk and users shall be solely responsible for any damage to users’ computer system or mobile device or loss of data that results from such download or users’ use of the service.

The Company does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the service or any hyperlinked website or service, and the Company shall not be a party to or in any way monitor any transaction between users and third-party providers of products or services.

The service may become inaccessible or it may not function properly with users’ web browser, mobile device, and/or operating system. The Company cannot be held liable for any perceived or actual damages arising from service content, operation, or use of this service.

Federal law, some states, and other jurisdictions, do not allow the exclusion and limitations of certain implied warranties. The above exclusions may not apply to users. This Agreement gives users specific legal rights, and users may also have other rights which vary from state to state. The disclaimers and exclusions under this agreement shall not apply to the extent prohibited by applicable law.

LIMITATIONS OF LIABILITY

To the maximum extent permitted by applicable law, in no event shall the Company, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for

  • any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, the service; and
  • any damage, loss or injury resulting from hacking, tampering or other unauthorised access or use of the service or user account or the information contained therein;
  • any errors, mistakes, or inaccuracies of content;
  • personal injury or property damage, of any nature whatsoever, resulting from user access to or use of the service;
  • any unauthorised access to or use of the Company’s secure servers and/or any and all personal information stored therein;
  • any interruption or cessation of transmission to or from the service;
  • any bugs, viruses, trojan horses, or the like that may be transmitted to or through the service;
  • any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the service; and/or
  • the defamatory, offensive, or illegal conduct of any user or third party. In no event shall the Company, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount paid by user to the Company hereunder in the preceding 12 months, or the period of duration of this agreement between the Company and user, whichever is shorter.

This limitation of liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if the company has been advised of the possibility of such damage.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, therefore the above limitations or exclusions may not apply to users. The terms give user specific legal rights, and user may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the terms shall not apply to the extent prohibited by applicable law.

INDEMNIFICATION

The user agrees to defend, indemnify and hold the Company and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees harmless from and against any and all claims or demands, damages, obligations, losses, liabilities, costs or debt, and expenses, including, but not limited to, legal fees and expenses, arising from

  • user’s use of and access to the service, including any data or content transmitted or received by user;
  • user’s violation of these terms, including, but not limited to, user’s breach of any of the representations and warranties set forth in these terms;
  • user’s violation of any third-party rights, including, but not limited to, any right of privacy or intellectual property rights;
  • user’s violation of any statutory law, rule, or regulation;
  • any content that is submitted from user’s account, including third party access with user’s unique username, password or other security measure, if applicable, including, but not limited to, misleading, false, or inaccurate information;
  • user’s wilful misconduct; or
  • statutory provision by the user or its affiliates, officers, directors, agents, co-branders, partners, suppliers and employees to the extent allowed by applicable law.

13.3. Liability And Indemnification: Singapore Users

Exclusions and limitations of liability are common and generally enforceable in Singapore. However, this is subject to the Unfair Contract Terms Act (Cap. 396). For example, under Section 2(1) of the Unfair Contract Terms Act (Cap. 396), a person cannot exclude or restrict their liability for death of personal injury from negligence while Section 3(2)(a) of the Singapore Unfair Contract Terms provides that in a contract where 1 party is a consumer or is subject to the other party's written standard terms of business, the other party cannot exclude or restrict their liability if the other party is in breach of the contract or relies on any term to render a different kind of service from that which was reasonably expected of them (or not render any service at all), except if such an exclusion or restriction satisfies the requirement of reasonableness.

Neither TRP Singapore nor any of its officers, directors, or employees, nor any person performing executive, administrative, trading, or other functions for the Company, the Fund (at the direction or request of TRP Singapore) or TRP Singapore in connection with TRP Singapore’s discharge of its obligations undertaken or reasonably assumed with respect to this Agreement, shall be liable for (i) any error of judgement or mistake of law or for any loss suffered by the Company or Fund or (ii) any error of fact or mistake of law contained in any report or data provided by TRP Singapore, except for any error, mistake or loss resulting from wilful misfeasance, bad faith, or gross negligence in the performance of its or his duties on behalf of the Company or Fund or from reckless disregard by TRP Singapore or any such person of the duties of TRP Singapore pursuant to this Agreement.

13.4. Liability And Indemnification: United Kingdom Users and General Users

LIMITATIONS OF LIABILITY

To the maximum extent permitted by applicable law, in no event shall the Company, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for:

  • any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, the service; and
  • any damage, loss or injury resulting from hacking, tampering or other unauthorised access or use of the service or user account or the information contained therein;
  • any errors, mistakes, or inaccuracies of content;
  • personal injury or property damage, of any nature whatsoever, resulting from user access to or use of the service;
  • any unauthorised access to or use of the Company’s secure servers and/or any and all personal information stored therein;
  • any interruption or cessation of transmission to or from the service;
  • any bugs, viruses, trojan horses, or the like that may be transmitted to or through the service;
  • any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the service; and/or
  • the defamatory, offensive, or illegal conduct of any user or third party. In no event shall the Company, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount paid by user to the Company hereunder in the preceding 12 months, or the period of duration of this agreement between the Company and user, whichever is shorter.

This limitation of liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if the company has been advised of the possibility of such damage.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, therefore the above limitations or exclusions may not apply to users. The terms give users specific legal rights, and users may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the terms shall not apply to the extent prohibited by applicable law.

INDEMNIFICATION

The user agrees to defend, indemnify and hold the Company and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees harmless from and against any and all claims or demands, damages, obligations, losses, liabilities, costs or debt, and expenses, including, but not limited to, legal fees and expenses, arising from

  • user’s use of and access to the service, including any data or content transmitted or received by user;
  • user’s violation of these terms, including, but not limited to, user’s breach of any of the representations and warranties set forth in these terms;
  • user’s violation of any third-party rights, including, but not limited to, any right of privacy or intellectual property rights;
  • user’s violation of any statutory law, rule, or regulation;
  • any content that is submitted from user’s account, including third party access with user’s unique username, password or other security measure, if applicable, including, but not limited to, misleading, false, or inaccurate information;
  • user’s wilful misconduct; or
  • statutory provision by the user or its affiliates, officers, directors, agents, co-branders, partners, suppliers and employees to the extent allowed by applicable law.

14. Common provisions

14.1 Waiver

The Company’s failure to assert any right or provision under these terms shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.

14.2 Service interruption

To ensure the best possible service level, the Company reserves the right to interrupt the service for maintenance, system updates or any other changes, informing the users appropriately.

Within the limits of law, the Company may also decide to suspend or terminate the service altogether. If the service is terminated, the Company will cooperate with users to enable them to withdraw Personal Data or information in accordance with applicable law.

Additionally, the service might not be available due to reasons outside the Company’s reasonable control, such as “force majeure” (eg. labor actions, infrastructural breakdowns or blackouts etc).

14.3 “As is” and “As available” disclaimer

The service is provided to you "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the service, or the information, content, and materials or products included thereon; (ii) that the service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the service; or (iv) that the service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

14.4 Service reselling

Users may not reproduce, duplicate, copy, sell, resell or exploit any portion of Magic and of its service without the Company’s express prior written permission, granted either directly or through a legitimate reselling programme.

14.5 Intellectual property rights

Without prejudice to any more specific provision of these terms, any intellectual property rights, such as copyrights, trademark rights, patent rights and design rights related to Magic are the exclusive property of the Company or its licensors and are subject to the protection granted by applicable laws or international treaties relating to intellectual property.

All trademarks — nominal or figurative — and all other marks, trade names, service marks, word marks, illustrations, images, or logos appearing in connection with Magic are, and remain, the exclusive property of the Company or its licensors and are subject to the protection granted by applicable laws or international treaties related to intellectual property.

14.6 Trademark licence

During the term, user hereby grants to Company a worldwide, non-exclusive, non-transferable and non-sub-licensable (other than to affiliates) royalty-free licence to use user’s trademarks and logos, solely in connection with the marketing, advertising, and promotion of the Company's Solution, including listing the customer and the customer application on the Company's website; and only in accordance with user's reasonable trademark usage guidelines, as updated by user from time to time. user may require Company to cease using user's trademarks and logos if, in the reasonable opinion of user, the continued display of user's trademarks and logos would cause a materially adverse effect on user's image and the goodwill associated therewith.

14.7 Changes to these terms

The Company reserves the right to amend or otherwise modify these terms at any time. If the amendment  is material the Company will make reasonable efforts to provide user prior notice to any new terms taking effect. What constitutes a material change will be determined at the Company’s sole discretion.

Such changes will only affect the relationship with the user for the future.

The continued use of the service will signify the user’s acceptance of the revised terms. If users do not wish to be bound by the changes, they must stop using the service. Failure to accept the revised terms, may entitle either party to terminate the Agreement.

The applicable previous version will govern the relationship prior to the user's acceptance. The user can obtain any previous version from the Company.

14.8 Assignment of contract

The Company reserves the right to transfer, assign, dispose of by novation, or subcontract any or all rights or obligations under these terms, taking the user’s legitimate interests into account. Provisions regarding changes of these terms will apply accordingly.

Users may not assign or transfer their rights or obligations under these terms in any way, without the written permission of the Company.

14.9 Contacts

All communications relating to the use of Magic must be sent using the contact information stated below:

E-mail address: admin@magichq.com

Address: 60 Paya Lebar Road, #11-11 Singapore 409051

14.10 Severability

Should any provision of these terms be deemed or become invalid or unenforceable under applicable law, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.

SEVERABILITY: US users

Any such invalid or unenforceable provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent. These terms constitute the entire Agreement between users and the Company with respect to the subject matter hereof, and supersede all other communications, including but not limited to all prior agreements, between the parties with respect to such subject matter. These terms will be enforced to the fullest extent permitted by law.

SEVERABILITY: EU users

Should any provision of these terms be or be deemed void, invalid or unenforceable, the parties shall do their best to find, in an amicable way, an agreement on valid and enforceable provisions thereby substituting the void, invalid or unenforceable parts.

In case of failure to do so, the void, invalid or unenforceable provisions shall be replaced by the applicable statutory provisions, if so permitted or stated under the applicable law.

Without prejudice to the above, the nullity, invalidity or the impossibility to enforce a particular provision of these terms shall not nullify the entire Agreement, unless the severed provisions are essential to the Agreement, or of such importance that the parties would not have entered into the contract if they had known that the provision would not be valid, or in cases where the remaining provisions would translate into an unacceptable hardship on any of the parties.

14.11 Authoritative version of these terms

These terms are drawn up and revised in English. Other language versions of these terms are provided for information purposes only. In the event of any inconsistency between different linguistic versions, the original version shall always prevail.

14.12. Governing Law

These terms are governed by the law of the place where the Company is based, as disclosed in the relevant section of this document, without regard to conflict of laws principles.

14.13. Venue of jurisdiction

The exclusive competence to decide on any controversy resulting from or connected to these terms lies with the courts of the place where the Company is based, as displayed in the relevant section of this document.

14.14. Privacy policy

To learn more about the use of their Personal Data, users may refer to the privacy policy of Magic.

14.15. Fair use policy

To ensure the provision of a quality of service to all users, and to ensure that the behavior of some does not disadvantage the majority, you agree to abide by any fair use policy which we may apply. Notwithstanding any product representations, the Company reserves the right to enforce limits to any or all provisions of the service, including but not limited to messages, contacts, properties, snippets, files or any other other characteristic of the Product that might be added to the service in the future. users will not use the system in any manner that could damage, disable, overburden, or impair the service or interfere with any other parties.

15. Dispute resolution

15.1 Amicable dispute resolution

Users may bring any disputes to the Company who will try to resolve them amicably.

While users' right to take legal action shall always remain unaffected, in the event of any controversy regarding the use of Magic or the service, users are asked to contact the Company at the contact details provided in this document.

The user may submit the complaint including a brief description and if applicable, the details of the related order, purchase, or account, to the Company’s email address specified in this document.