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CONDITIONS OF WEB SITE USAGE

Version 1.0
August 2009


THE FOLLOWING TERMS AND CONDITIONS ("CONDITIONS OF WEB SITE USAGE") GOVERN YOUR USE OF THIS WEB SITE ZIILABS.COM (REFERRED HEREIN AS THE "SITE").
BY ACCESSING THIS SITE, YOU SIGNIFY YOUR AGREEMENT TO THE CONDITIONS OF WEB SITE USAGE AND TO OUR PRIVACY POLICY FOUND ON THE SITE WHICH ARE INCORPORATED HEREIN BY REFERENCE AS WELL AS YOUR ACCEPTANCE OF OTHER AGREEMENTS AND TERMS AND CONDITIONS FOR SPECIFIC TRANSACTIONS THAT RESULT FROM YOUR USE OF THE SITE AND ITS SERVICES. PLEASE READ ALL OF THESE CAREFULLY. CERTAIN TERMS AND CONDITIONS GOVERN AND ARE APPLICABLE TO YOUR TRANSACTION(S) AT THE SITE. IF YOU DO NOT AGREE TO ANY OF THESE TERMS AND CONDITIONS HEREIN OR TO OUR PRIVACY POLICY, PLEASE DO NOT USE THIS SITE.

  1. Scope; Changes. These Conditions of Web Site Usage represent the entire agreement between ZiiLABS Pte. Ltd. (or "we", "our" and "us") and You, superseding any prior or contemporaneous representations, negotiations, understandings and agreements concerning the same subject matter. We may at our sole discretion and at any time amend, change, modify or update these Conditions of Web Site Usage ("Updates") without notice to You. Such Updates shall be effective immediately upon posting on the Site. We strongly advise You to review the Conditions of Web Site Usage each time You visit the Site immediately before using the Site. By accessing the Site after the Updates have been posted, You are deemed to have conclusively accepted and agreed to the Updates.

  2. Minimum Age for Individuals. . Under the Conditions of Web Site Usage, any person who is 13 or older, or the applicable age for entering such contracts in the relevant jurisdiction (but in any event not younger than 13) may purchase Product(s) and/or license Software from the Site(s) (the term “Site(s)” herein shall include ziilabs.com, zii.com and/or other of our, or our affiliated companies’, Zii sites) and/or sign up for a Zii Account to access Service(s). By agreeing to purchase Product(s) and/or license Software at the Site(s), under these Conditions of Web Site Usage, You are representing to us that You are at least 13 years of age, which is also the minimum age required to access the Site(s), or the applicable age.

  3. Electronic Contract Formation.  Your use of the Site(s) and/or the Services therein is dependent on Your ability to enter into agreements and/or to make transactions electronically. IN ADDITION TO YOUR AGREEMENT AS INDICATED IN THE PREAMBLE OF THESE CONDITIONS OF WEB SITE USAGE, YOUR AGREEMENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THE SITE(S), INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS AND APPLICATIONS.

  4. System Requirements. Access and use of the Site(s) requires Internet access (charges depend on Your Internet Service Provider), and certain software (fees may apply). You may need to get updates or upgrades from time to time. Access and use of the Service(s) are dependent on the performance of Your equipment, software, Internet access speed and/or other system requirements. High-speed Internet access is strongly recommended for maximizing user experience on the Site(s). You acknowledge and agree that such system requirements, which may change from time to time, are Your responsibility. We are not responsible for notifying You of any upgrades, fixes, patches or enhancements to software and/or Internet access. We are also not responsible for any security compromise to data transmitted across computer networks, or telecommunications facilities, including, but not limited to, the Internet.

  5. Personal Information; Privacy. As a visitor to the Site(s), you may browse and/or participate in on-site activities without providing any personal information. However, You should be informed that we collect and aggregate information pertaining to the web pages visited and general usage patterns of visitors. See our Privacy Policy regarding the collection and use of Your personal information. You agree that we may collect and use Your personal information collected subject to the terms and conditions in our Privacy Policy. By accessing and using the Site(s), You acknowledge, agree and understand that transmission of information over the World Wide Web may not be secure, and that any message or information You send to the Site(s) may be read and/or intercepted by third parties, regardless of whether or not there is any notice stating that a specific transaction (for example, information such as Your credit card details) is secure. Neither this nor any other statement shall constitute a representation or assurance that Your message, information and/or attachment is secure.

  6. Zii Account and Password. In order to access certain Service(s) or feature(s) of the Site(s) including ziilabs.com, You must first create a Zii Account at zii.com rather than ziilabs.com. When creating a Zii Account You must provide accurate, timely and complete information about Yourself and/or for the minor under the age of 13 on whose behalf You are agreeing to the Conditions of Web Site Usage (if applicable). Young persons under the age of 13 years are not allowed to create a Zii Account. By Your accessing and using the Site(s), You are representing to us that You are at least 13 years of age, which is the minimum age required to access the Site(s), or if You are below that age that You have obtained the prior consent of Your parent or legal guardian who has read and fully understands the Conditions of Web Site Usage and acknowledges them as being applicable to all users of the Site(s).

    Thereafter, You will choose a password for Your Zii Account. You are solely responsible for maintaining the confidentiality of Your password. In the event You learn of any unauthorized use or other breach of security for Your Zii Account, You must immediately notify us as well as change Your password. You are also responsible for all content and information stored, transferred and received under Your username and password or otherwise relating to Your Zii Account. Our employees and agents will never ask for Your password. You should not reveal any personal information (except your email address, date of birth and name) about Yourself or anyone else (for example home address or telephone number) if asked.

    You shall promptly notify us of any change in the information that You had provided when signing up for a Zii Account (including without limitation, any change in Your e-mail address or telephone number). In this regard, You also acknowledge that we may communicate with You using the e-mail address and other details You have provided.

    After You accept the Conditions of Web Site Usage and we in turn accept Your registration, You will receive our confirmation by e-mail that Your Zii Account has been set up.

  7. Unauthorized Use. We reserve the right to block and/or remove users who engage in unauthorized use of the Site(s) or its Services, including collecting e-mail addresses of users electronically or by other means for the purpose of sending unsolicited e-mail or unauthorized framing of or linking to the Site(s), or employing third party promotional sites or software to promote user profiles for financial or other gain, and any such unauthorized use is strictly prohibited. Commercial advertisements, affiliate links and other forms of unauthorized solicitation may be removed by us without notice or explanation and may result in termination of user privileges if attributable or linked to Your Zii Account. We reserve the right to report and take appropriate legal action for any illegal or unauthorized use of the Site(s) or any Service(s).

  8. Limited License. The Site(s) may be used for limited purposes as specified in these Conditions of Web Site Usage and elsewhere on the Site(s). By using the Site(s) and/or downloading materials from the Site(s), You agree to abide by the Conditions of Web Site Usage including, but not limited to, those relating to downloading materials as well as any other stated requirements. You may choose not to agree to abide by the specific terms and conditions relating to downloading, in which case Your use of the Site(s) is limited and confined to navigating the Site(s), viewing only what is generally available and You are not at liberty to use the Site(s) fully and/or download materials from the Site(s) unlike other users who agree to the specific terms and conditions relating to downloading.

    Subject to Your continued compliance with the terms and conditions set forth in these Conditions of Web Site Usage, we grant You, a non-exclusive, non-transferable, limited right to access, use, display, view and (where applicable) listen to certain generally available information, images, sounds and text found on parts of the Site(s) for Your non-commercial personal use. You agree not to disrupt, interrupt or attempt to interfere with the operation of, or hack the Site(s) or any server for the Site(s) in any way, or conspire with or assist others to do so.

  9. Depictions. The depictions on the Site(s) are intended merely for illustrative purposes. Actual Products may differ slightly from those depicted on the Site(s), box packaging or elsewhere.

  10. Materials and Restrictions. All materials on the Site(s), including but not limited to all audio, sounds and/or music, images, software, text and video clips, graphics, designs, displays, graphic user interface, user interfaces, visual interfaces, trade names, trademarks, service marks, logos, artwork, code (including computer code) and general lay-out of any such content (hereinafter collectively referred to as the "Content") are protected by copyright laws, trademark laws, other intellectual property laws and/or international conventions. You cannot use, copy, reproduce, distribute, re-distribute, file-share or otherwise exploit the Content, except as permitted under the Conditions of Web Site Usage, any license agreement and/or any other relevant terms and conditions. You agree to follow all instructions on the Site(s), particularly those limiting the way in which You may use the Content. There are a number of proprietary trade names, trademarks, service marks and logos found on the Site(s) belonging to us, other corporations or third parties. By making any such Content available on the Site(s), We are not granting You or anyone else any license to utilize those proprietary trade names, trademarks, service marks, logos or other intellectual property. Any unauthorized use of the Content or conspiring with or assisting others to do so may violate copyright laws, trademark laws, other intellectual property laws, privacy laws or civil and/or criminal statutes. Those found liable or guilty may be subject to damages, fines or other legal penalties.

  11. Your Information. Fraud, deception and misrepresentation are strictly prohibited. You may not knowingly mislead others with the intent that the other party will act on it. Your Information (or any material contained therein): (a) shall not be false, fraudulent, misleading, inaccurate, incorrect or untrue; (b) shall not violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (c) shall not be defamatory, libelous, offensive, unlawfully threatening or unlawfully harassing; (d) shall not be obscene or contain child pornography or anything adult in nature or harmful to minors; (e) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots, spyware or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; and (f) shall not create liability. Furthermore, You may not submit any of Your Information on the Site(s) that could cause us and/or our affiliated companies to violate any applicable law, statute, ordinance or regulation worldwide.

  12. Materials Provided to Us. Subject to the terms of the Privacy Policy if You send any communication or material to or through the Site(s) whether by electronic transmission or otherwise, including but not limited to any comments, data, questions, suggestions or the like, all such communication and material will be treated as non-confidential and non-proprietary. Thus, You irrevocably give up any claim that any use of such communication or material violates any of Your or any third party’s rights including moral rights, proprietary or other property rights, publicity rights, rights to credit for material or ideas, or any other right, including but not limited to the right to approve the way we and/or our affiliated companies use such communication or material.

    Any communication or material submitted to or through the Site(s) may, at our sole discretion, be adapted, broadcast, changed, copied, disclosed, licensed, performed, posted, published, exploited, sold, assigned, transmitted or otherwise used by us and/or our affiliated companies anywhere in the world, in any medium whatsoever, in perpetuity. Furthermore, unless we have another written agreement with You covering use rights and/or compensation to You, we and/or our affiliated companies are free to use, without any compensation to You, any concepts, ideas, know-how or techniques contained in any communication or material that You send to or through the Site(s) for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products, software and/or services using such information. However, You acknowledge, agree and understand that we or our affiliated companies are not obligated to use any such ideas or materials and You have no rights to compel such use.

  13. Public Forums and Communication. "Public Forum" means an area, section or feature within any of the Site(s) that allow users of the Site(s) to post or distribute submissions for viewing by one or more users, including a chat area, message board, instant messaging, mobile messaging, social community environment, profile page, conversation page, blog, e-mail function (including but not limited to electronic greeting cards, electronic wall writing, virtual gifts and send-or-‘poke’-a-friend e-mails).

    You acknowledge that Public Forums and features offered therein are for public and not private communications, and You have no expectation of privacy with regard to any submission to a Public Forum. We cannot guarantee the security of any information You disclose through any of these media; You make such disclosures entirely at Your own risk.

    You are and shall remain solely responsible for the submissions You distribute on or through the Site(s) whether under Your username or otherwise by You in any Public Forum regardless of whether You are the author or simply reproducing material as well as for the consequences of submitting and distributing the same. We have no duty to monitor or police any Public Forum.

    Also, You should be skeptical, cautious and circumspect about information provided by others and their possible intentions, and You acknowledge that the use of any submission found at or received through any Public Forum is entirely at Your own risk. For example, we are not responsible for, and we do not endorse, the information, opinions, advice or recommendations posted or sent by users in or through any Public Forum and we specifically disclaim any and all liability in connection therewith. Your dealings with anyone at or through any Public Forum or even outside any Public Forum subsequent to an introduction or other communication at or through the Public Forum are entirely at Your own risk. MINORS AND OTHER VULNERABLE PERSONS ARE ADVISED TO BE ESPECIALLY CAUTIOUS and to seek reliable guidance from parents/guardians, family members, educators, those they trust and/or independent and experienced professionals.

  14. Access and Right to Use of Site(s). You shall not and are strictly not permitted under any circumstances to do or perform any of the following:

    1. use any code, device, software or otherwise that may disrupt and/or interfere with the proper working of the Site(s) or its servers or any transaction(s) that are being conducted on the Site(s), or with the use of the Site(s) by anyone else;
    2. forge headers or otherwise manipulate identifiers to misrepresent Yourself or pretend to be another person or party and/or otherwise disguise the origin of any message or communication that You send to us or our affiliated companies through the Site(s) or any Service or feature available on or through the Site(s);
    3. devise any software or system or otherwise use any "deep link ", "page scrape", "robot", "spider", "web-crawler" or other algorithm or such related or similar programs or permutations of the same to access, acquire, copy or monitor any portion of the Site(s), the Content and/or the servers for the Site(s), or in any way reproduce, interfere or tamper with the Site(s), the Content and/or the servers for the Site(s) to obtain or procure or attempt to obtain or procure any materials, documents or information through any means not otherwise made available through the Site(s);
    4. i.data and/or password mining, hacking, carrying out any scanning or testing the security of the Site(s), its servers or any network connected to the Site(s), nor breach the security or authentication protocols of the Site(s), its servers or any network associated with or connected to the Site(s) (or make any attempt to do so) or otherwise seek unauthorized access (or make any attempt to do so) to the Site(s) or any portion of the Site(s), or any other systems or networks connected to the Site(s) or to any server for the Site(s), or to or in relation to any of the Services and/or features offered on or through the Site(s);
    5. i.track, trace or seek to track or trace any information of any other user or visitor to the Site(s), or that of any of our affiliated companies’ other customers, including any Zii Account(s) not set up by You, by reverse DNS lookup or any other related means, to link to its source, or exploit the Site(s) or any service, Content or information made available or offered through the Site(s) in any way, to obtain information other than Your own information from the Site(s);
    6. use the Site(s), the Content and/or the servers for the Site(s) for any criminal or illegal or improper purpose or as may be prohibited under the Conditions of Web Site Usage, or to solicit the performance of any illegal activity or other activity which infringes or misappropriates our rights or that of any of our affiliated companies or any third party;
    7. i.do or fail to do anything that results in any inordinately large load on the Site(s), our or our affiliated companies’ systems or networks, or any associated or related systems or networks.


    We and our affiliated companies reserve all rights to take any and all such action(s) to deter and/or prevent and/or to stop any of the above activity or activities from occurring including but not limited to the immediate suspension of Your Zii Account without notice or explanation as well as further course of action as we deem appropriate as a result of detrimental or potentially detrimental impact on us, any of our affiliated companies or any third party.

  15. General Conditions of Web Site Usage.Use of the Site(s) or Services to harm minors or in any illegal manner in any way is strictly prohibited. We reserve all rights to cooperate with legal authorities, or any injured third parties in the investigation of any criminal act or civil wrong including malicious and defamatory postings. Making threats against us, our management, employees or any third parties including bullying or encouraging assault or bodily harm or destruction of property as well as conspiring with or assisting others to do so would constitute a criminal offense in most countries, is strictly forbidden and may be reported to the relevant authorities for investigation or action without notice. We reserve the right to remove without notice user-created profiles, posted materials and/or other applications that are in our sole opinion expressions of or promote, advocate, encourage, aid or assist criminal behavior, unlawfulness, sedition, terrorism, graphic violence, hatred, bigotry, racism or religious hatred, obscenity, profanity, use of narcotics, self-infliction or suicide. We reserve all rights to remove or disable without notice any user’s material or Zii Account, and/or other applications that are in our sole opinion obscene, culturally or religiously offensive, contain nudity or prey on minors or other vulnerable people. Impersonating any of our or our affiliated companies’ officers, employees or any individual associated with us or our affiliated companies is strictly forbidden. You shall not use the Site(s) or any of our web services or features to spam others. Spamming includes sending many identical or similar unsolicited messages to others or sending messages repeatedly to anyone. If we believe that You may be spamming, Your Zii Account will be disabled without notice or explanation. No copyright, patent or trademark infringement is allowed. You may not use the Site(s) to upload or transmit any material that may infringe on any of our copyright, trademark, patent, or any proprietary rights, or any of those of our affiliated companies or any third party. You may not access Zii Accounts and Services without our prior written authorization. You may not attempt to log into Zii Accounts which are not Yours. You may not use the Site(s) to collect or attempt to collect personal information about third parties without their prior knowledge and consent. You acknowledge, agree and understand that we do not screen users and we have no control over the content or availability of video or discussions submitted by users nor do we monitor the same. The views expressed by users appearing on the Site(s) are not necessarily our views or shared by us. You may not use the Site(s), servers for the Site(s), and/or our or our affiliated companies’ network or services to transmit viruses or any other similarly malicious programs.

  16. Downloading Software.For SDK or other Software ordered at any of the Site(s) where orders may be placed, upon successful transaction including making any required payment, You will be able to download the SDK or Software from either zii.com, ziilabs.com or other Site(s) after accepting the relevant license agreement. Should You encounter problems with downloading of the SDK or other Software and require assistance, please contact Zii Contact Center.

  17. Software Licensing.All Software, including the SDK, is provided subject to the license agreement that is part of the package or displayed during the installation process. You agree to be bound by such license agreement once the package is opened, when the SDK or other Software is installed or upon click-through. We do not provide any warranty for the SDK or the Software. Any risks involved in downloading, installing and the use of the SDK or other Software will be borne solely by You. Warranties, if any, for Software may be contained in the license agreement from the software publisher.

  18. Availability.The Products, Software and Services displayed on the Site(s) may not be available in Your particular country or location. The reference to such Products, Software and Services on the Site(s) does not imply or warrant that these Products, Software or Services will be available to You at Your particular location. You should check for the availability of specific Product(s), Software and Service(s) in Your area.

  19. Links to Third Party Web Sites.Links to third party web sites from the Site(s) are provided solely as a convenience to You. You are advised to check the privacy policies and terms of use of those third party web sites before providing Your personal information to or through them. We have not reviewed these third party web sites, do not control and are not responsible for any of these web sites, their content, their privacy policies or their terms of use. We do not endorse or make any representations about these web sites, or any information, products, services or materials found there. Access to and use of other such web sites is solely at the user's own risk and subject to any terms and conditions applicable to such access and use.

  20. No Warranty.The information and material on the Site(s) are provided for informational and/or entertainment purposes only. Your access to and use of the Site(s) are entirely at Your own risk. The Site(s) are provided "AS IS" and to the maximum extent permitted by applicable law, we disclaim all representations and warranties, express or implied regarding the Site(s), including without limitation its fitness for a particular purpose, its quality, merchantability, performance, non-infringement of third party rights, accuracy, completeness or other characteristics, or the results obtained by using the Site(s). We do not warrant that the Site(s) is/are free from bugs, viruses, errors or other program limitations, nor do we warrant access to the Internet or any other service through the Site(s). Some states and countries do not allow the exclusion of implied warranties, so the above exclusions may not apply to You depending on the relevant jurisdiction. In that event, any implied warranties are limited in scope to the extent permitted by applicable law.

  21. Limitation of Liability.IN NO EVENT SHALL WE OR ANY OF OUR DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES OR ANY OF OUR AFFILIATED COMPANIES OR ANY DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES OF OUR AFFILIATED COMPANIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE LOSS OR DAMAGE FOR ANY BREACH OF THESE TERMS AND CONDITIONS, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR POTENTIAL PROFITS, LOSS OF SAVINGS, LOSS OF BUSINESS OR GOODWILL, LOSS OF DATA OR OTHER INFORMATION, LOSS OF OPPORTUNITIES, OR LOSS OF USE REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF IT WAS FORESEEABLE OR THE POSSIBILITY OF SUCH DAMAGES WAS BROUGHT TO OUR ATTENTION. YOU AGREE THAT YOUR SOLE REMEDY AGAINST US FOR ANY LOSS AND/OR DAMAGE CAUSED BY THE SITE(S) OR BY USING THE SITE(S), REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, IS LIMITED TO SINGAPORE DOLLARS FIVE HUNDRED (S$500.00) WHERE YOU HAVE NOT COMPLETED A TRANSACTION AT THE SITE(S). WHERE YOU HAVE COMPLETED A TRANSACTION AT THE SITE(S), AND FOR OUR BREACH OF THESE TERMS AND CONDITIONS, OUR SOLE AND EXCLUSIVE MAXIMUM LIABILITY SHALL NOT IN ANY EVENT EXCEED THE TOTAL PRICE OF THE AFFECTED PRODUCT(S), SOFTWARE AND/OR SERVICE(S) PURCHASED BY YOU. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, OR EXCLUSION OR LIMITATION OF LIABILTIY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN THAT EVENT, RECOVERABLE DAMAGES WILL BE LIMITED IN SCOPE AND AMOUNT TO THE LEAST ALLOWABLE UNDER APPLICABLE LAW.

  22. Indemnification.You agree to indemnify, defend and hold us and all of our agents, directors, officers, shareholders, employees, contractors, content/information providers, licensors and licensees and affiliated companies as well as the agents, directors, officers, shareholders, employees, contractors, content/information providers, licensors and licensees of our affiliated companies (collectively "Indemnified Parties") harmless from and against any and all liability and costs (including, without limitation, attorneys' fees and costs), incurred by the Indemnified Parties in connection with any claim arising out of any breach by You of these Conditions of Web Site Usage or the foregoing representations and covenants. You will cooperate as fully as reasonably required in the defense of any claim. We reserve the right, at our own expense, to appoint our own legal counsel or to assume the exclusive defense and control of any matter otherwise subject to indemnification by You and You shall not in any event settle any matter without our prior written consent.

  23. Set-offs.You shall not be entitled to set off any claims or amounts unless a relevant claim or amount is not disputed by us or such relevant claim or amount is already judged or certified by a court of law in Singapore.

  24. Force Majeure.WE SHALL NOT BE LIABLE IF WE ARE UNABLE TO PERFORM ANY OF OUR OBLIGATIONS CONTAINED IN THESE TERMS AND CONDITIONS OR ANY ORDER, TRANSACTION OR RELATED DOCUMENTS OR FOR ANY DELAY IN PERFORMANCE, DUE DIRECTLY OR INDIRECTLY TO THE FAILURE OF ANY EQUIPMENT, MACHINERY, SYSTEM OF AUTHORIZATION, DATA PROCESSING OR COMMUNICATION SYSTEM OR TRANSMISSION LINK OR ANY INDUSTRIAL DISPUTE, STRIKES, LABOR DIFFICULTIES, RIOT, ACTS OF WAR, GOVERNMENT INTERVENTION, EMBARGOES, FLOOD, FIRE, EXPLOSION, EPIDEMICS, ACTS OF GOD, LATE DELIVERIES BY SUPPLIERS, DISRUPTIONS TO TRANSPORT, FUEL OR ENERGY OR OTHER SUCH DISRUPTIONS OR DIFFICULTIES OR EVENTS THAT ARE BEYOND OUR CONTROL, OR THE CESSATION OF OUR BUSINESS.

  25. Discontinuing Site(s) or Service(s).We reserve the right to discontinue the Site(s) and/or any Service(s) at any time in our sole discretion with or without notice.

  26. Governing Law; Jurisdiction; Litigation Costs.These Conditions of Web Site Usage shall be construed and governed by the laws of the Republic of Singapore, excluding any choice of law principles. You agree that any action at law or in equity arising out of or relating to these Conditions of Web Site Usage shall be filed in the courts located in the Republic of Singapore and You hereby irrevocably consent and submit to the non-exclusive jurisdiction of such courts for the purposes of litigating any such action and waive all defenses of lack of personal jurisdiction and forum non conveniens. If we bring any action against You or You bring any action against us regarding the subject matter of these Conditions of Web Site Usage, the prevailing party shall be entitled to recover, in addition to other relief granted, attorney fees and expenses of litigation. You agree that any judgments rendered by a court in Singapore shall be binding on You, and may be entered and enforced in any applicable court outside of Singapore. Notwithstanding any other provision of these Conditions of Web Site Usage, we have the right to obtain the remedy of specific performance of any term contained in these Conditions of Web Site Usage, or a preliminary or permanent injunction against the breach of any term or for the exercise of any power granted in these Conditions of Web Site Usage or by law in any court having jurisdiction thereof. All remedies are cumulative.

  27. Headings; Interpretation.Unless the context requires otherwise:

    1. a.section headings are for convenient reference only and have no effect in limiting or extending the language of the provisions to which they refer. Such headings shall be ignored in the interpretation or construction of any of these terms and conditions.
    2. words importing the singular include the plural and vice versa;
    3. a reference to a person includes a partnership and a body, whether corporate or otherwise;
    4. a reference to a clause or section is a reference to a clause or section in the Conditions of Web Site Usage;
    5. a reference to a party includes that party’s lawful successors and permitted assigns;
    6. where a word or phrase is given a particular meaning, the other parts of speech and grammatical forms of that word or phrase have corresponding meanings; and
    7. no rule of construction applies to the disadvantage of a party solely because that party was responsible for the preparation of the Conditions of Web Site Usage or any part of it.


  28. Severability; No Waiver. If any provision of the Conditions of Web Site Usage, or their application to any person, place, or circumstance, is held by a court of competent jurisdiction to be invalid, unenforceable or void, its remaining provisions and such provisions as applied to other persons, places and circumstances shall remain in full force and effect. Neither our failure nor our delay in exercising, enforcing or taking action against You with respect to any of our rights or powers shall operate as a waiver of such powers or rights. No single or partial exercise by us of any of our powers or rights will preclude us from exercising such powers and rights in the future or from exercising other powers and rights.

  29. Void Where Prohibited. We administer and operate the Site ziilabs.com from Singapore; the other Site(s) or those of our affiliated companies may be administered and operated from various locations in or outside Singapore. Any offer for any Product, Software, Service or feature made on the Site(s) is void where prohibited under local laws or regulations. You access the Site(s) on Your own initiative and volition. You are solely responsible for complying with applicable local laws.

  30. No Third Party Rights. Nothing in the Conditions of Web Site Usage is intended to grant to any third party any right to enforce any term of the Conditions of Web Site Usage or to confer on any third party (except our affiliated companies) any benefits under the Conditions of Web Site Usage for the purposes of the Contract (Rights of Third Parties) Act (Cap 53B) the application of which legislation is hereby expressly excluded.

  31. No Assignment. You may not assign your rights or obligations, either in whole or in part, under the Conditions of Web Site Usage without our prior written consent.

  32. No Modification by You. The Conditions of Web Site Usage may not be supplemented, altered or modified by the use of any statement(s), document(s) or material by You. Any attempt to modify, supplement or amend the terms and conditions will be null and void unless agreed to in writing by us.

  33. Termination and Cancellation of Zii Account. We reserve the right to terminate Your password, Your Zii Account and/or Your right to use the Services and we may delete any data stored with us under Your Zii Account, without notice and without incurring any liability if (i) You fail to comply with any of Your obligations under the Conditions of Web Site Usage, and/or (ii) if we deem necessary at our sole discretion. You are responsible for all arrangements to back up Your own information, content, applications and other data without relying on Zii Services.

  34. Copyright. Copyright © 2009 ZiiLABS Pte. Ltd. All rights reserved.

  35. Trademarks. ZiiLABS, Zii, the Zii logo, StemCell Computing and Plaszma are trademarks or registered trademarks in Singapore and/or other countries. These trademarks may not be used without consent.

  36. Copy of Conditions of Web Site Usage. A copy of these Conditions of Web Site Usage may be printed by using Your browser's print function.

  37. Our Details. The full name of our company is ZiiLABS Pte. Ltd. We are registered in Singapore under Company No. 200900267M. Our registered office is stated below.

  38. Comments and Questions. If You have any questions or wish clarification on these Conditions of Web Site Usage, You can contact us or write to:

ZiiLABS Pte. Ltd.
31 International Business Park
Creative Resource
SINGAPORE 609921
(Attn: ZiiLABS Contact Center - Web Site Usage)