Terms & Conditions
Updated on 7th March 2012
Please read carefully the following terms and conditions (“Terms”) before downloading, installing or using the Services, Application or Site. These Terms govern yours and our obligations and restrictions concerning your access to and use of the Site, the Application and the Services and, except as otherwise provided in these Terms, all text, graphics, images, music, software, audio, video, information or other materials available through the Site and Services (“Content”). These Terms constitute a binding legal agreement between you and Spuul Pte Ltd.
In these Terms, “you,” “your” or “User” means any person or entity using the Site, Application or the Services. Unless otherwise stated, “Spuul,” “we” or “our” will refer to Spuul Pte Ltd.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE, THE APPLICATION OR THE SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE, THE APPLICATION OR THROUGH THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SITE OR APPLICATION. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS, DOWNLOAD OR USE THE SITE, THE APPLICATION, SERVICES OR CONTENT. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
Modification of the Service or these Terms
Spuul reserves the right, at its sole discretion, to modify, discontinue or terminate the Site or Services at any time and without prior notice; or to modify these Terms with notice to you on the Site or through the Service. We are under no obligation to provide the service continuously or at all. We will provide the then current version of these Terms at a link on the home page of the Site and in the Application and will update the "Update On date” shown proximate to that link. By continuing to access or use the Site, Application or the Services after we have posted notice and a modification on the Site or through the Application, you are indicating that you agree to be bound by the modified Terms.
The Site, Application and Services are intended solely for persons who are 13 or older. Any access to or use of the Site, Application or Services by anyone under 13 is expressly prohibited. By accessing or using the Site, Application or Services you represent and warrant that you are 13 or older.
To view any movie on the Service you must create an account and become a member (“Member”). During the registration process, you will be required to provide certain information such as your email address and you will establish a username and a password. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your Account, whether or not you have authorized such activities or actions. You will immediately notify Spuul of any unauthorized use of your Account.
As part of the functionality of the Site, Application and the Services, you may subscribe to the site or watch pay per view content (“Specials”) through the Site, Application and the Services. If you choose to subscribe, Spuul will redirect the payment request to Paypal Inc. Paypal will collect your credit card information, billing address and shipping address on behalf of Spuul Pte Ltd and you authorize Paypal to charge your credit card for any such purchases. Paypal will process the charge for your purchase and will remit the funds to Spuul. You agree that you are responsible for and that you will pay the applicable purchase price and any taxes and other fees that may accrue in relation to your purchase through the Site, Application and Services, if any. All purchases are non-refundable unless otherwise indicated to you by Spuul. All fees and applicable taxes, if any, are payable in United States dollars.
The Site, Application, Services and Content are protected by copyright, trademark, and other laws of the United States, Singapore and foreign countries. Except as expressly provided in these Terms, Spuul and in some cases its licensors exclusively own all right, title and interest in and to the Site, Application, Services and Content, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Application Services or Content.
Application License Services
Conditioned upon your compliance with the terms and conditions of this Agreement, Spuul grants you a non-exclusive and non-transferable license for a single user to Execute (as defined in this section) the executable form of the Application on a supported device, solely for your Permitted Purposes (as defined below). Spuul reserves all rights in the Application not expressly granted to you in this Agreement. In addition, you may only avail of the Services under this Agreement for the Permitted Purpose. For purposes of this Agreement, “Execute” and “Execution” means to load, install and run the Application in order to benefit from its functionality as designed by Spuul. “Permitted Purposes” means for your personal, non-commercial purposes. If you would like to use the Application or avail of the Services, for commercial purposes, or if you would like to access and use Spuul’s promotions, analytics and content management tools, please contact Spuul at email@example.com. You understand and agree that you may not use the Site, Services, Application or Content for any commercial purpose without prior written permission from Spuul.
Application License Term
The license granted under this Agreement remains in effect for as long as you have an account with us, unless earlier terminated in accordance with this Agreement. You may terminate the license at any time by deleting your account and removing all copies of the Application in your possession or control. The license granted under this Agreement will automatically terminate, with or without notice from Spuul, if you breach any term of this Agreement.
Except as expressly specified in this Agreement, you may not: (a) copy (except in the course of loading or installing) or modify the Application, including but not limited to adding new features or otherwise making adaptations that alter the functioning of the Application; (b) transfer, sublicense, lease, lend, rent or otherwise distribute the Application to any third party; or © make the functionality of the Application available to multiple users through any means, including but not limited to by uploading the Application to a network or file sharing service or through any hosting, application services provider, service bureau, software-as-a-service (SaaS) or any other type of services. You agree that portions of the Application, including but not limited to the source code and the specific design and structure of individual modules or programs, constitute or contain trade secrets of Spuul and its licensors. Accordingly, you agree not to disassemble, decompile or reverse engineer the Application, in whole or in part, or permit or authorize a third party to do so.
License to you of the Content; License from you of your User Content to other users
Spuul grants to you and for your User Content (as defined in the next section) you hereby grant to Spuul’s other users a limited, non-exclusive, non-transferable license to access and view any Content solely for your and the other users Permitted Purposes (as defined in the Application License section, above). The license from Spuul in the foregoing sentence is subject to your compliance with the terms and conditions of these Terms. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sublicense, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Application, the Services or Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Spuul or its licensors, except for the licenses and rights expressly granted in these Terms.
User Content Defined; License of your User Content to Spuul
Members may post, upload, publish, submit or transmit text, graphics, images, music, software, audio, video, information or other materials to be made available through the Site, Application and the Services (“User Content”). User Content is a subset of the Content. By making available any User Content through the Site, Application and the Services, you hereby grant to Spuul a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such User Content, except that Spuul will not share content with other users while you have it marked “non-public” or password protected. Spuul does not claim any ownership rights in any such User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content.
You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site, Application and/or the Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Site or the Services or you have all rights, licenses, consents and releases that are necessary to grant to Spuul the rights in such User Content, as contemplated under these Terms; and (ii) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Spuul’s use of the User Content (or any portion thereof) on, through or by means of the Site and the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. The User Content will not contain any “back door,” “trap door,” “time bomb,” “Trojan Horse,” “worm,” “drop dead device,” “Easter Eggs,” “cancelbots” or other computer programming routines or viruses that are intended to damage, interfere with, intercept or expropriate any system data or personal information, permit access to or use of the Site and Services or other software or hardware by unauthorized parties, or disable, damage or erase any portion of the Site or Services.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site, Application and Services (“Feedback”). You may submit Feedback by emailing us at firstname.lastname@example.org. You acknowledge and agree that all Feedback will be the sole and exclusive property of Spuul and you hereby irrevocably assign to Spuul and agree to irrevocably assign to Spuul all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At Spuul’s request and expense, you will execute documents and take such further acts as Spuul may reasonably request to assist Spuul to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
You agree not to do any of the following: Post, upload, publish, submit or transmit any text, graphics, images, software, music, audio, video, information or other material that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances.
Use, display, mirror or frame the Application or Site, or any individual element within the Application or Site, Spuul’s name, any Spuul trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, except as explicitly permitted herein, without Spuul’s express written consent; Access, tamper with, or use non-public areas of the Site or Application, Spuul.s computer systems, or the technical delivery systems of Spuul.s providers; Attempt to probe, scan, or test the vulnerability of any Spuul.s system or network or breach any security or authentication measures; Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Spuul or any of Spuul’s providers or any other third party (including another user) to protect the Site, Services, Application or Content; Attempt to access or search the Site, Application, Services or Content or download Content from the Site, Application or Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software or search agents provided by Spuul or other generally available third party web browsers; Send any promotional materials in violation of law; Use any meta tags or other hidden text or metadata utilizing a Spuul trademark, logo URL or product name without Spuul.s express written consent; Use the Site, Services, Application or Content for any commercial purpose without prior written permission from Spuul as noted above; Resell or offer advertising in connection with any Content; Profile any Spuul user; Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, Application or Content to send altered, deceptive or false source identifying information; Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Application, Services or Content; Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail bombing the Site; Collect or store any personally identifiable information from the Site, Application or Services from other users of the Site, Application or Services without their express permission; Impersonate or misrepresent your affiliation with any person or entity; Violate any applicable law or regulation; or Encourage or enable any other individual to do any of the foregoing. Spuul will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Spuul may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Spuul has no obligation to monitor your access to or use of the Site, Application, Services or Content or to review or edit any User Content but has the right to do so for the purpose of operating the Site, Application and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Spuul reserves the right, at any time and without prior notice, to remove or disable access to any Content, including any User Content that Spuul, at its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Site, Application or the Services.
The Site and Application may contain links to third party websites or resources. You acknowledge and agree that Spuul is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Spuul of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risks arising from your use of any such websites or resources.
Termination and Account Cancellation
If you breach any of these Terms, Spuul will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Spuul reserves the right to revoke your access to and use of the Site, Services, Application and Content at any time, with or without cause. In the event Spuul terminates these Terms for your breach, you will remain liable for any amounts due hereunder. If you wish to cancel your account, email Spuul at email@example.com.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES. YOU UNDERSTAND THAT SPUUL DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SITE, APPLICATION OR SERVICES, NOR DOES SPUUL MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE, APPLICATION OR SERVICES, OR TO REVIEW THEIR UPLOADED CONTENT. YOU ACKNOWLEDGE THAT CONTENT POSTED BY ANOTHER USER IS NOT SPUUL’S RESPONSIBILITY AND THAT SUCH CONTENT MAY BE OFFENSIVE OR HARMFUL TO YOU. SPUUL MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, APPLICATION OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, APPLICATION OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
You agree to indemnify, at our request defend, and hold Spuul, its officers, directors, employees and agents, harmless from and against any third party claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Application, Services or Content, or your violation of these Terms.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER SPUUL NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, APPLICATION, SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, APPLICATION, SERVICES OR CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SPUUL HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL SPUUL’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, APPLICATION, SERVICES OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO SPUUL FOR USE OF THE SITE, APPLICATION, SERVICES OR CONTENT, OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT PAID ANY AMOUNTS TO SPUUL, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SPUUL AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN THAT CASE, SPUUL’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
You agree to comply fully with all Singapore export laws and regulations to ensure that neither the Application nor any technical data related thereto nor any direct product thereof are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.
Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of Spuul used herein are trademarks or registered trademarks of Spuul. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Controlling Law and Jurisdiction
These Terms and any action related thereto will be governed by the laws of the Republic of Singapore without regard to its conflict of laws provisions.
These Terms constitute the entire and exclusive understanding and agreement between Spuul and you regarding the Site, Application, Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Spuul and you regarding the Site, Application, Services and Content.
You may not assign or transfer these Terms, by operation of law or otherwise, without Spuul’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Spuul may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, personal representatives and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given: (i) by Spuul via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
The failure of Spuul to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Spuul. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If you have any questions about these Terms, please contact Spuul at firstname.lastname@example.org.