NOTICE FOR JAPANESE RESIDENTS
These Terms and Conditions do not apply to you if you reside in Japan or if you are using or accessing the Services on behalf of an entity that is incorporated, established, or domiciled in Japan.
If you are a Japanese citizen not residing in Japan, the Terms and Conditions set forth below apply to you.
These Terms and Conditions and any terms expressly incorporated herein (“Terms”) apply to your access to and use of any services made available by Wowoo X Pte Ltd (“Wowoo”) through wowoo.exchange (“Website”), mobile applications, APIs or developer tools and any other related services provided by Wowoo.
“Wowoo Exchange” refers to Wowoo X Pte Ltd, a company incorporated and organized under the laws of Singapore. The terms ‘we”, “us” and “our” refer to Wowoo X Pte Ltd and its affiliates.
We reserve the right to modify these Terms and Conditions at any time and when required by law. We will notify of any material changes to these Terms and Conditions by email (sent to the email address as specified in your account) or by means of a notice on our website wowoo.exchange. You acknowledge that it is your responsibility to check the notification and the updated Terms and Conditions upon such notifications. You further agree that your continued use of the Website and Services offered by Wowoo following the posting of the notification of any changes to this Terms and Conditions indicates your acceptance of any such changes.
The governing language of these Terms and Conditions is English. Any other language translation is provided for convenience only.
If you have queries, comments or concerns regarding the use of the Website, any Services or these Terms and Conditions, please contact email@example.com.
1. GENERAL TERMS
Wowoo.Exchange provides a digital platform (the “Platform”) enabling storage, transfer, obtaining, exchanging and trading of Crypto and Fiat currencies (hereinafter the ‘Services’).
You acknowledge and agree that, whenever a transaction takes place between you and other user(s), the Platform does not act as an intermediary but only provides a Platform to complete the transaction(s) between the two parties, the buyer and the seller.
You represent and warrant that you are not listed on the Monetary Authority of Singapore’s Lists of Designated Individuals and Entities not on any trade or economic sanctions lists, such as the UN Security Council Sanctions list, designated as a “Specially Designated National” by OFAC (Office of Foreign Assets Control of the U.S. Treasury Department) or placed on the U.S. Commerce Department’s “Denied Persons List”.
Your place of residence determines the availability of the certain functions on the Website. It is your sole responsibility to get informed about those rules and regulations in your place of residence and to abide by them.
You agree and understand that by visiting, accessing, or using Wowoo Exchange, you have affirmed that you are at least 18 years old and have the legal capacity to consent to these Terms and Conditions.
If you represent a User that is a legal entity (“Institution”), you have affirmed that you, as an individual are an authorized representative of the Institution with the authority to bind the Institution to these Terms and Conditions and the Institution has full power and authority to enter into these Terms and Conditions. By accepting these Terms and Conditions, you are accepting them on behalf of the Institution. In these Terms and Conditions, “you” and “yourself” include both you and such Institution.
You agree to pay all fees described herein or otherwise posted on the Website, as may be updated by Wowoo at our discretion from time to time. Any updates to fees will apply prospectively to any trades or transactions that take place following the effective date of such updates. You authorize Wowoo to remove Funds from your Account for any applicable fees owed by you under these Terms and Conditions.
You are solely responsible for any fees charged by third parties in connection with your use of the Services, including without limitation fees charged by financial institutions in connection with your transfer of Legal Tender or from an External Account.
4. Risk Disclosure
You should be aware that the risk of loss in trading or holding Digital Currencies can be substantial. By using the Services, you accept all risks of acquiring, trading, holding or otherwise transacting with Digital Currencies through the Services. You may lose Digital Currencies, your Digital Currencies may lose some or all of their value, you may be unable to acquire, transfer, trade, lend or access Digital Currencies, you may, as a result of your trading activities, owe Digital Currencies greater than the amount available in your Account and you may suffer other types of financial loss. You should not acquire any Digital Currencies unless you can afford to lose the entire value of those Digital Currencies.
You are responsible for making an independent evaluation of the merits and risks, and the security, integrity and operation and platform of any Digital Currencies that you decide to acquire or trade. You represent and warrant that you have sufficient knowledge, experience, understanding and information to make such evaluations and have taken such professional advice as you deem necessary.
“Account” means an individual or corporate account to use the Services.
“Digital Currency or Digital Currencies” means a digital representation of value based on (or built on top of) a cryptographic protocol of a computer network (including without limitation those referred to as “cryptocurrency”, “token”, “virtual currency”, “digital currency” or “virtual commodity”), such as Bitcoin or Ethereum).
“Digital Currency Wallet” means one or more hosted digital currency wallets enabling you to store, track, transfer and manage your balances of certain Approved Currencies like Bitcoin or Ethereum.
“External Bank Account” means an account in your name at a financial institution from or to which you intend to transfer Legal Tender.
“Funds” means Digital Currencies and/or Legal Tender, as the context requires.
“Legal Tender” means a currency designated as legal tender in a particular country or jurisdiction, such as Singapore Dollars or United States Dollars.
“Order” means a request by a User to buy or sell the relevant cryptocurrencies.
“Trade” or “Trading” means your acquisition or disposition of Digital Currencies in exchange for other Digital Currencies or Legal Tender through the Services.
“User” refers to a registered user of Wowoo.Exchange’s Services.
6. Account Registration & Requirements
(b) User Identity Verification
You agree to provide us with the information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud or any other financial crime and permit us to keep a record of such information. You will need to complete certain certification procedures before you are permitted to use the Services and your access to one or more Services and the limits that apply to your use of the Services, may be altered as a result of information collected on an ongoing basis. The information we request may include certain personal information, including but not limited to, your name, address, telephone number, email address, date of birth, taxpayer identification number, government identification number, and information regarding your bank account (including the name of the bank, account type, routing number and account number). In providing us with this or any other information that may be required, you confirm that the information is accurate and authentic. You agree to keep us updated if any of the information you provide changes. If there is any reasonable doubt that any information provided by you is wrong, untruthful, outdated or incomplete, Wowoo shall have the right to send you a notice to demand corrections, remove relevant information directly and, as the case may be, terminate all or part of the Services to you. You shall be solely and fully responsible for any loss or expenses incurred during the use of Wowoo Services if you cannot be reached through the contact information provided.
BY SIGNING UP FOR AN ACCOUNT YOU HEREBY AUTHORIZE WOWOO TO MAKE INQUIRIES, WHETHER DIRECTLY OR THROUGH THIRD PARTIES, THAT WOWOO CONSIDERS NECESSARY TO VERIFY YOUR IDENTITY OR PROTECT YOU AND/OR WOWOO AGAINST FRAUD OR OTHER FINANCIAL CRIMES, AND TO TAKE ACTION WOWOO REASONABLY DEEMS NECESSARY BASED ON THE RESULTS OF SUCH INQUIRIES. YOU ALSO ACKNOWLEDGE AND AGREE THAT YOUR PERSONAL INFORMATION MAY BE DISCLOSED TO CREDIT REFERENCE AND FRAUD PREVENTION OR FINANCIAL CRIME AGENCIES AND THAT THESE AGENCIES MAY RESPOND TO OUR INQUIRIES IN FULL.
(c) Account Security
Wowoo strives to maintain the safety of those user funds entrusted to us and has implemented industry standard protections for the Services. In a bid to provide a safe trading environment and advanced security for every Wowoo Account, Wowoo has in place a Two-Factor Authentication which is mandatory for every User to enable. In the event a User disables the Two-Factor Authentication for any reason whatsoever, the User must re-enable the Two-Factor Authentication before using the Services.
However, there are risks that are created by individual user actions. You agree to consider your access credentials such as user name and password as confidential information and not to disclose such information to any third party. You also agree that you alone are responsible for taking necessary safety precautions to protect your own account and personal information.
You shall be solely responsible for the safekeeping of your Wowoo account and password on your own, and you shall be responsible for all activities under Account and Wowoo will not be responsible for any loss or consequences of authorized or unauthorized use of your Account credentials including but not limited to information disclosure, information posting, consent to or submission of various rules and agreements by clicking on the website, online renewal of agreement, etc.
By creating an Account, you hereby agree that:
(i) you will notify Wowoo immediately if you are aware of any unauthorized use of your Wowoo account and password by any person or any other violations to the security rules;
(ii) you will strictly observe the security, authentication, dealing, charging, withdrawal mechanism or procedures of the website/service; and
(iii) you will log out from the website by taking proper steps at the end of every visit.
7. Know-Your-Client (“KYC”), Anti-Money Laundering and Counter Terrorism Financing (“AML/CTF”)
Wowoo reserves the right to perform due diligence checks on you pursuant to any regulatory requirements, and request you to provide such documentation/information as may be necessary to satisfy itself of a your identity, and the purposes of use of the Services (“Customer Due Diligence”). Such Customer Due Diligence may include and are not limited to taking enhanced due diligence measures on Politically Exposed Persons (PEPs) and/or customers which presents a higher risk for money laundering or terrorism financing as will be determined by Wowoo’s internal guidelines. Wowoo further reserves the right to impose certain trading limits on you which Wowoo have not yet conducted any Customer Due Diligence on. In connection therewith, Wowoo reserves the right to suspend and/or terminate your Account if you fail to comply or cooperate with Wowoo in relation to the due diligence checks and/or requests under this Clause 7. Further, Wowoo reserves the right to file Suspicious Transaction Reports (“STR”) in confidentiality to the relevant government agencies.
Wowoo will in its sole discretion determine which types of Digital Currencies and Legal Tender (collectively, “Currencies”) will be supported for transfer, storage, lending, trading or any other activities through the Services. Support for any Digital Currency may be discontinued or terminated at any time for any or no reason. Wowoo gives no assurances that any Digital Currency which is the subject of a fork (hard, soft, velvet or otherwise) will be supported through the Services.
Among the Currencies supported through the Services, the specific Currencies that you are permitted to transfer, store, trade or otherwise interact with through the Services are referred to as “Approved Currencies”. When you access the Services, only transactions involving Approved Currencies will be available to you. The Approved Currencies available to you are based on the jurisdiction of which you are a citizen or resident and any other factors determined by Wowoo in its sole discretion. The Approved Currencies available to you may differ from the Approved Currencies available to other users.
Without notice and for any reason, Wowoo may terminate support for a Currency on the Services, remove a Currency from the list of Approved Currencies or otherwise suspend or terminate your ability to deposit, withdraw, trade or otherwise access any Approved Currency. However, Wowoo will use commercially reasonable efforts to notify you at least 14 days prior to taking any action that permanently would prevent you from withdrawing Digital Currencies from your Account. If you do not transfer the affected Funds from your Account before you access to an applicable Currency through the Service is terminated, then you may irrevocably lose your ability to access, transfer or otherwise control the affected Funds. Wowoo will not be liable to you for any loss, liability or expenses related to its decision to terminate your ability to transfer, trade or store any Currency.
9. Digital Currency Services
(a) Digital Currency Transactions
Subject to the availability of the Services and any other limitations or conditions contained in these Terms and Conditions or on the Website, you may deposit Approved Currencies into your Account by sending the Approved Currencies to the respective deposit addresses for each respective Approved Currency which we will provide to you (“Digital Currency Address”). The Digital Currencies that are reflected in your Wowoo Account balance at any time will be located at Digital Currency Addresses owned and managed by Wowoo, and such Digital Currencies may be held by Wowoo together with Wowoo’s own Digital Currencies and those of other Wowoo users. Wowoo and/or its third party service provider stores and manages the Digital Asset private keys associated with such Digital Currency Addresses, which are necessary for Digital Currency transactions to be approved. You will not have access to such private keys. Wowoo and/or its third party service provider may store such private keys and related information in a combination of online and offline storage. You acknowledge that the retrieval of information from offline storage may delay the initiation or execution of Digital Currency transactions through the Services.
Subject to the availability of the Services and any other limitations or conditions contained in these Terms and Conditions or on the Website, you may submit a request to withdraw Digital Currencies from your Account at any time to any of your designated addresses. As we will manually verify and process all withdrawals of Digital Currencies, we will endeavour to process your withdrawal request within three (3) Business Days. We may suspend the processing of withdrawal requests at any time for system maintenance or in any such situations where it is reasonable to do so. For the avoidance of doubt, this shall include a situation where a technical failure arises in the protocol of the relevant Digital Currency.
You agree that it is your sole responsibility to provide us with the accurate withdrawal details (i.e. withdrawing address) when withdrawing your Digital Currencies from your Account. Wowoo is not able to reverse any transfers. You agree that Wowoo shall not be held liable for any claims, losses or damages which may arise as a result of your failure to receive the Digital Currencies which you have withdrawn, due to your provision of any incorrect and/or outdated withdrawal details. Further to the above, you agree that it is your sole responsibility to ensure that any withdrawal and/or transactions of Digital Currencies which you have made to Wowoo shall be accurate, well-formatted and denominated in the correct cryptocurrency. You agree that Wowoo shall not be held liable for any claims, losses or damages arising as a result of any incorrect deposits and/or transactions made to Wowoo.
(c) Transmission Delays
Wowoo makes no guarantee regarding the amount of time it may take to complete any transfer of Digital Currencies. Wowoo securely stores Digital Currency private keys, in a combination of online and offline storage, which are the means by which we can securely approve a Digital Currency Transaction. As a result of our security protocols, it may be necessary for us to retrieve private keys or related information from offline storage in order to facilitate a Digital Currency Transaction in accordance with your instructions, and you acknowledge that this may delay the initiation or crediting of such Digital Currency Transaction. You agree and acknowledge that Wowoo shall not be held liable for any claims, losses or damages which may arise from such delays.
10. Legal Tender Transactions (Where Applicable)
External Bank Accounts must be in your name and not the name of a third party. Wowoo may limit the number of External Bank Accounts that you may designate to be associated with your Wowoo Account. You are solely responsible for your use of any External Bank Account, and you represent and warrant that you will comply with all terms and conditions applicable to any External Bank Account that you use to transfer Legal Tender to or from your Wowoo Account. Wowoo is not responsible for the management and security of any External Bank Account or the failure of any transfer of Legal Tender between your Wowoo Account and an External Bank Account if such transaction is not supported by the External Bank Account.
Subject to the availability of the Services and any other limitations or conditions contained in these Terms and Conditions or on the Website, you may initiate a transfer of Legal Tender from a verified external bank account to your Account at any time.
Subject to the availability of the Services and any other limitations or conditions contained in these Terms and Conditions or on the Website, you may initiate a transfer of Legal Tender from your Account to a verified external bank account at any time.
You hereby authorize Wowoo to transfer the type and amount of Legal Tender specified by you from your Account to a verified external bank account specified by you upon your submission of such transfer request via the Services and to deduct any fees applicable to such transfer Wowoo or its third-party service providers may charge from such transferred amount.
(c) Transmission Delays
Wowoo makes no guarantee regarding the amount of time it may take to complete any transfer of Legal Tender, which is dependant on a variety of factors, including the performance of third parties responsible for maintaining the applicable external bank account.
If your Account has been opened and activated, and you have sufficient Funds in your Account, you will be able to engage in Trading on Wowoo.Exchange. You will be required to maintain in your Account a sufficient balance of the applicable Funds to satisfy any open Orders, your required margin and applicable fees. If you have an insufficient amount of Funds in your Account to fulfill an Order, Wowoo may cancel the entire Order or may fulfil an Order partially to the extent it can be covered by the Funds in your Account (after deducting any fees payable to Wowoo in connection with the Trade).
To open or close a trade on the Website, you must submit an Order. Once you have submitted an Order we will attempt to match your Order with a User on the Website that wishes to take the other end of the trade. We are under no obligation to accept or match any order submitted by you, and we maintain discretion over whether any order is accepted, matched, or executed. There will be no contract between you and another User until the proposed trade has been matched and approved by us.
If your Order is successfully matched with another User, and we do not exercise our discretion to prevent that Order, this Member will become your counterparty (your “Counterparty”) in that trade. Wowoo therefore does not serve as a central counterparty in such trades entered into with another Counterparty on the Website. Notwithstanding the above, Wowoo reserves the right to trade on the Website as a Counterparty. We match all Users anonymously and do not provide Users with information about their Counterparties.
(d) Trading Hours
Generally, trading on the Website will trade continuously from 0000hrs to 2359hrs on every day of the year. We may suspend trading and/or access to the Website at any time for system maintenance or for other reasons such as maintaining an orderly market.
(e) Suspension of Trading
As part of Wowoo’s responsibility to maintain an orderly market, Wowoo shall be entitled at its sole and absolute discretion to suspend trading on the Website, in the event of any market disruption or any other relevant external events which may disrupt the trading on the Website (i.e. hacking of the Website). In the event of such suspension of trading, you agree that Wowoo shall not be held liable for any claims, losses or damages arising as a result of any suspension of trading on the Website pursuant to this Clause 11(e).
12. API / Developer Tools
Wowoo may make available certain public or authenticated development applications through the Services, including without limitation Wowoo’s application programming interface and any accompanying or related documentation, source code, executable applications and other materials, and any other resources or services available on the Website (“API / Developer Tools”). Please refer to terms and conditions on API/Developer Tools contained on the Website.
13. NO FINANCIAL ADVICE / Potential Risks
Wowoo is not your broker, intermediary, agent or advisor and has no fiduciary relationship or obligation to you in connection with any trades or any other transactions, decisions or activities carried out by you using the Services.
Wowoo does not provide legal, financial, trading, tax or any other kind of specialised or expert advice in connection with any Digital Currencies or any trades or other transactions, decisions or activities carried out by using the Services. No communication or information provided to you by Wowoo is intended to or shall be considered or construed as advice. You understand that any recommendations or commentary made by Wowoo or its employees or representatives or other users should be considered general in nature and you must use your own judgment or seek the advice of an expert before taking any action as a result of any such recommendation or commentary. Wowoo gives no assurances as to the accuracy or completeness of any such recommendation or commentary.
By using this Website and our Services, you confirm that you have understood and that you accept the risks associated with the trading of Digital Currencies on the Website, including without limitation, the following:
(a) Digital Currencies are highly volatile assets and are based on their respective decentralized monetary protocols which are still in its experimental stage and may be subject to substantial changes at any time;
(b) The trading of Digital Currencies may be subject to market risk that investment performance of the relevant cryptocurrencies cannot be predicted or guaranteed, and that any decisions you make to trade in Digital Currencies as facilitated by this Website or the Services will be based solely on your own evaluation of your financial circumstances, investment objectives, risk tolerance, liquidity needs and any other factors that you deem relevant. Users should pay close attention to their positions, and how they may be impacted by sudden and adverse shifts in trading and other market activities.
(c) The trading of Digital Currencies exposes you to operational risk. This is the risk that you may suffer a loss because of a malfunction or disruption of the Services, arising from scheduled or unscheduled downtimes, matching system failure, database failure, Digital Currencies transfer or storage failure, failure or malfunction of the API, hacker attacks or other failures or malfunctions.
(d) The trading of Digital Currencies may expose you to regulatory risk. This is the risk that you may suffer a loss pursuant to the restriction or termination of certain aspects of our Services in response to future regulatory changes or actions. Further to the above, the legal status of some cryptocurrencies may be uncertain. Users shall be solely responsible for understanding the regulation and/or legal treatment of the relevant cryptocurrencies under the applicable law.
14. Account Termination
You may terminate your Account at any time and for whatever reason upon giving us written notice of such termination, by contacting firstname.lastname@example.org.
In connection therewith, Wowoo reserves the right to seek all remedies available at law and/or in equity for violations of the terms and conditions contained herein.
The User agrees and accepts that Wowoo can suspend, restrict or terminate his/her Account, and deny access to the Website, its content and the Services at its own discretion without notifying the User of such suspension, restriction or termination.
The User understands and agrees that Wowoo reserves the right to deny User's access to the Website and the Services without providing any explanations. Wowoo’s decision to take certain actions, including but not limited to limiting access to, suspending, or terminating the User’s Account, may be based on confidential criteria that are essential to Wowoo’s risk management and security protocols. The User agrees that Wowoo is under no obligation to disclose the details of its risk management and security procedures to the User.
The Account can also be terminated by Wowoo in cases when the activity from the User’s Account violates the law, these Terms and Conditions, and/or infringes the intellectual property rights of Wowoo or any relevant third parties.
Wowoo may at its sole discretion terminate access to the User’s Account for:
(a) a valid subpoena, court order, or binding order of a government authority on the subject;
(b) attempting to access the Site and the Services in an unauthorized way and/or assisting others in such unauthorized access;
(c) breaking the security features of the software and/or taking advantage of such breaches;
(d) using the Services for any illegal or unlawful activities, including but not limited to money laundering, illegal gambling, terrorism, etc.);
(e) the User’s Account is subject to any pending litigation, investigation, or government proceeding and/or Wowoo perceives a heightened risk of legal or regulatory non-compliance associated with the User’s Account in question;
(f) the User’s action(s) amount to circumventing Wowoo’s controls, including, but not limited to, opening multiple User Accounts or abusing promotions which Wowoo may offer from time to time;
(g) any violation of these Terms and Conditions;
(h) avoiding fee payments;
(i) abusing or threatening other Users and/or Wowoo staff;
(j) any attempts to manipulate the market and/or raise the trading volume artificially; and
(k) upon the request of the law enforcement institution or a government agency.
Wowoo reserves the right to undertake any necessary technical and/or legal measures to prevent the User’s access to the Site, if we suspect threats or abuses to our intellectual property and violations of these Terms and Conditions.
The User understands that the unconfirmed or inactive Accounts, which haven’t been used for 12 months will also be terminated by Wowoo. It shall solely be the User’s responsibility to ensure Funds in the unconfirmed or inactive Account have been withdrawn. Wowoo shall not be held liable for terminating such accounts, irrespective of the Fund balances in such accounts.
The suspension, restriction or termination of your Account under this Clause 14 may result in the unwinding of any trades and/or positions that you have entered into. We expressly exclude any liability for the losses and/or profits you would have made as a result of any early closure of your positions or your suspension from trading on Wowoo.Exchange and you agree to fully indemnify Wowoo against any third party action resulting from your conduct or any early closure of your positions by Wowoo pursuant to this Clause 14. Whilst your Account is suspended, we will conduct an investigation and may require you to cooperate with our enquiries. During the investigation stage you will not be able to make deposits or withdrawals to your Account nor will you be able to trade. At the end of the investigation we may, at our own discretion, decide to close your Account for which we are not required to provide you with any reasons for the same
The User acknowledges and agrees that his/her Account can be blocked due to inability and/or denial to provide the required ID documents and/or any other data necessary for the Customer Due Diligence procedure and/or for any other reason.
In case of any concerns and/or questions related to the termination procedure please contact us via email@example.com.
15. Representations and Warranties
You hereby represent and warrant to and undertake with Wowoo that:
(a) You are authorized to access and use the Website. In particular, the jurisdiction where you reside, hold citizenship or conduct business allows you to utilise Wowoo’s Services;
(b) You are not a United States resident.
(c) You are over 18 years old and have full legal capacity to enter into this Agreement;
(d) You are the legal and beneficial owner of the Approved Currencies that you have deposited/ are depositing into your Account;
(e) All the Approved Cryptocurrencies deposited into your Account have been derived from legitimate/legal sources;
(f) The use of this Service and Website does not infringe any local law of your country of residence;
(g) You will only apply for a single Account with us;
(h) If you are using the Website as an individual, you are not acting on someone else’s behalf;
(i) If you are using the Website on behalf of or for the benefit of an organisation or a corporate entity, then you warrant that you are authorised to transact on behalf of the organisation or corporate entity. The organisation or corporate entity will be liable for your actions including any breach of this Agreement;
(j) You understand the risks associated with trading in a cryptocurrency exchange and you agree that the use of the Website and the Service is at your own risk. You agree that Wowoo is not liable for any damage, loss or harm arising out of your use of the Website and Service;
(k) The information provided on the Website is for general information purposes only and is given in good faith. The information should not be construed as a recommendation to trade or engage the Service provided by Wowoo in a particular manner. Nothing in this Website shall be construed as an offer to sell or a solicitation of an offer to purchase any securities where it would be illegal to do so;
(l) Notwithstanding the fact that Wowoo administers the Services and runs the Website, you understand and agree that Wowoo may also trade as a Counterparty on the Website; and
(m) You agree to cooperate with Wowoo and provide such necessary documents and/or information as may be requested by Wowoo as part of the Customer Due Diligence process and/or the relevant investigations as may be performed by Wowoo.
Wowoo gives no warranty about the Website. Without limitation to the foregoing, Wowoo does not warrant that the Website and/or Services will meet your requirements or that it will be suitable for your purposes. For the avoidance of doubt, all implied conditions or warranties are excluded insofar as is permitted by law.
Wowoo does not warrant that the use of the Website will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Website, computer equipment/networks (which may be provided by a third party) and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Website. You agree that Wowoo shall not be held liable in any way for any such interference that prevents your access or use of the Website and the Service, which cannot be solely attributable to Wowoo.
Notwithstanding Clause 9.2 above, Wowoo warrants that when it trades as a Counterparty on the Website, it shall at all times trade in good faith with the relevant Users and refrain from doing any act which might either directly or indirectly give rise to a conflict of interest with such Users, always provided that nothing in this Clause 14 will prevent Wowoo from carrying out its normal business activities on behalf of itself where no such conflict exists.
Wowoo does not warrant that the Service will be uninterrupted, timely secure or error-free; that the information provided through the Service shall be accurate, reliable or correct; that any defects or errors will be corrected; or that the Services will be available at any particular time or location. Accordingly, you agree to assume full responsibility and risk of loss resulting from your use of the Services and/or Website.
16. LIMITATION OF LIABILITY AND INJUNCTIVE RELIEF
THE USER UNDERSTANDS AND EXPRESSLY AGREES THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, IN NO EVENT WILL WOWOO OR ANY OF ITS AFFILIATES OR RELATED COMPANIES OR ANY OF THEIR RESPECTIVE OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, AGENTS, OR LICENSORS BE LIABLE TO THE USER OR ANYONE ELSE UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STATUTORY, OR OTHERWISE) FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF FUNDS, REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE USER’S USE, OR THE USE OF ANYONE USING AN ACCOUNT REGISTERED TO THE USER, OR ANY UNAUTHORIZED USE OF THE USER’S ACCOUNT ON THE WEBSITE OR ANY PARTS THEREOF AND INCLUDING:
THE USER ACKNOWLEDGES AND AGREES THAT ANY CAUSE OF ACTION RELATED TO THE USE OF THE WEBSITE OR THE SERVICES OUGHT TO BE COMMENCED WITHIN 12 MONTHS FROM THE TIME THE CAUSE OF THE ACTION HAS ARISEN. OTHERWISE, SUCH CAUSE OF ACTION WILL BE BARRED PERMANENTLY.
NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT, THE USER ACCEPTS AND AGREES THAT IN NO EVENT WILL WOWOO’S TOTAL AGGREGATE LIABILITY EXCEED THE TOTAL TRANSACTION FEE PAID BY THE USER FOR THE PARTICULAR SERVICE(S) THAT ARE SUBJECT TO THE CAUSE OF ACTION. THE FOREGOING LIMITATION OF LIABILITY APPLIES, TO THE FULLEST EXTENT PERMITTED BY THE LAW, AND WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT, OR THE USE OF THIS SITE OR THE SERVICES.
IT IS HEREBY ACKNOWLEDGED AND AGREED BY THE USER THAT WOWOO OR THE PLATFORM IS NOT LIABLE FOR TRANSACTIONS INITIATED BY THE USER BELOW THE DEFAULT VALUES PRESCRIBED BY WOWOO
NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, THE USER HEREBY IRREVOCABLY WAIVES ANY RIGHT OR REMEDY TO SEEK AND/OR OBTAIN INJUNCTIVE OR OTHER EQUITABLE RELIEF OR ANY ORDER WITH RESPECT TO, AND/OR TO ENJOIN OR RESTRAIN OR OTHERWISE IMPAIR IN ANY MANNER, THE PRODUCTION, DISTRIBUTION, EXHIBITION OR OTHER EXPLOITATION OF ANY OF WOWOO OR ANY OF ITS AFFILIATE OR RELATED COMPANY OR RELATED SERVICES, OR THE USE, PUBLICATION OR DISSEMINATION OF ANY ADVERTISING IN CONNECTION WITH SUCH SERVICES .
THE USER AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE PLATFORM, WOWOO, ITS AFFILIATES, RELATED COMPANIES AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, THIRD PARTY SERVICE PROVIDERS, AND ANY OTHER THIRD PARTY PROVIDING SERVICE TO WOWOO IN RELATION TO THE SERVICES WHETHER DIRECTLY OR INDIRECTLY, FROM AND AGAINST ANY AND ALL LOSSES, LIABILITIES, CLAIMS, DAMAGES, COSTS AND EXPENSES (INCLUDING LEGAL FEES, AND ANY FINES, FEES OR PENALTIES IMPOSED BY ANY REGULATORY AUTHORITY) ARISING OUT OF OR RELATED TO YOUR BREACH OF THIS AGREEMENT ASSERTED AGAINST OR INCURRED BY WOWOO THAT RISE OUT OF, RESULT FROM, OR MAY BE PAYABLE BY VIRTUE OF, ANY BREACH OR NON-PERFORMANCE OF ANY TERMS OF THIS AGREEMENT INCLUDING ANY REPRESENTATION, WARRANTY, COVENANT OR AGREEMENT MADE OR OBLIGATION TO BE PERFORMED BY THE USER PURSUANT TO THIS AGREEMENT OR YOUR VIOLATION OF ANY LAW, RULE OR REGULATION OR THE RIGHTS OF ANY THIRD PARTY. THIS CLAUSE WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT, OR THE USE OF THIS SITE OR THE SERVICES.
17. Force Majeure
Wowoo and /or the Platform shall not be liable for any failure to perform any of its obligations under this Agreement or provide the Services or any part thereof if the performance is prevented, interrupted or delayed by a Force Majeure Event (defined below) and in such case its obligations shall be suspended for so long as the Force Majeure Event continues.
"Force Majeure Event" means any event due to any cause beyond the reasonable control of any Party, including, without limitation, interruption in telecommunications or Internet services or network provider services, breach or virus in the systems, fire, flood, explosion, acts of God, civil commotion, act of civil or military authorities, riots, insurrection, war, acts of government.
18. Governing Law
This agreement shall be governed by and construed in accordance with Singapore law. The User hereby agrees to submit all disputes, claims or controversies (including non-contractual Disputes, claims or controversies) arising out of or in connection with these Terms and Conditions, the breach, termination, enforcement or interpretation thereof (together, Disputes), or relating to the Services, Platform and / or Wowoo to the exclusive jurisdiction of the courts of Singapore.
If any provision of this Agreement is determined to be invalid or unenforceable in whole or in part under, such invalidity or unenforceability shall apply only to such provision or part of such provision and the remaining part of such provision and all other provisions of this Agreement shall continue to be in full force and effect.
You may not assign or transfer any right to use the Services or any of your rights or obligations under these Terms and Conditions without prior written consent from us, including by operation of law or in connection with any change of control. Wowoo may assign or transfer any or all of its rights or obligations under these Terms and Conditions, in whole or in part, without notice or obtaining your consent or approval.
The failure of a party to require performance of any provision will not affect that party’s right to require performance at any time thereafter, nor will a waiver of any breach or default of these Terms and Conditions or any provision of these Terms and Conditions constitute a waiver of any subsequent breach or default or a waiver of the provision itself.
22. Third-Party Website Disclaimer
23. English language controls
Notwithstanding any other provision of these Terms and Conditions, any translation provided is solely for the User’s convenience. The meanings of terms, conditions and representations herein are subject to definitions and interpretation in the English language. Any translation provided may not accurately represent the information in the original English. In case of any difference between the versions of this Agreement the English version shall prevail.
The headings and subheadings herein are included for convenience and identification only and are not intended to interpret, define or limit the scope, extent or intent of this Agreement in any manner whatsoever.
25. Entire Agreement
These Terms and Conditions constitute the entire agreement, and supersede all prior understandings, oral or written, between the parties regarding the subject of this Agreement.
In the event the User has any concern or questions in relation to any information uploaded on the Website, these Terms and Conditions and this Agreement and User’s rights and obligations or with respect to processing of information or use of Website etc., the User may submit a written request to firstname.lastname@example.org. We shall endeavor to expeditiously redress the same, but within reasonable time as may be provided in applicable laws.