Cryowerx Pte. Ltd. (UEN 201319057Z) (“Cryowerx”) is in the business of building smart fridges. Cryowerx works with suppliers of fresh food and owners of properties to create a network of Cryowerx smart fridges (“Cryowerx Smart Fridges”) to supply fresh food and beverages to consumers everywhere, any time of day.
2. Application of Terms and Conditions and Changes
Cryowerx enables you to purchase fresh food and beverages from its Cryowerx Smart Fridges, and provides its services (described below) to you through its website located at cryowerx.com (the "Site") and through its mobile applications and related services (collectively, such services, including any new features and applications, and the Site, the "Service(s)"), subject to the following Terms and Conditions (as amended from time to time, these "Terms and Conditions").
Your use of any part of the Service at any time constitutes your consent to these Terms and Conditions.
We reserve the right, at our sole discretion, to change or modify portions of these Terms and Conditions at any time. If we do so, we will post the changes on this page and will indicate at the top of this page the date these terms were last revised. We may also notify you, either through the Services user interface, in an email notification or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Services or changes made for legal reasons will be effective immediately. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms and Conditions.
3. Access and Use of the Service
Services Description: The Service enables users to purchase fresh food and beverages from vendors ("Vendors") who sell their products (“Products”) in Cryowerx Smart Fridges. You must create an online account with Cryowerx, register the details of a valid credit card, and purchase credits (which you can top up) in order to make purchases of Products. The registered credit card must be used to open a Cryowerx Smart Fridge. When an item is removed, the removal is registered by the Cryowerx proprietary system, which then automatically deducts the relevant number of credits from your account accordingly. WHEN YOU OPEN A CRYOWERX SMART FRIDGE, A PHOTOGRAPH WILL BE TAKEN AND STORED BY CRYOWERX TO INVESTIGATE ALLEGATIONS OF THEFT BY A VENDOR. YOUR USE OF THE SERVICE CONSTITUTES YOUR CONSENT TO YOUR PHOTOGRAPH BEING TAKEN FOR THIS PURPOSE.
Member Account, Password and Security: You are responsible for maintaining the confidentiality of your account user ID and password, and are fully responsible for any and all activities that occur under your account. You agree to (a) immediately notify Cryowerx of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. Cryowerx will not be liable for any loss or damage arising from your failure to comply with this Section.
Modifications to Service: Cryowerx reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Cryowerx will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
General Practices Regarding Use of Service and Storage of Data: You acknowledge that Cryowerx may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Cryowerx's servers on your behalf. You agree that Cryowerx has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Cryowerx reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Cryowerx reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
Mobile Services: The Service includes services that are available via a mobile device, including (i) the ability to browse the Service and the Site from a mobile device and (ii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the "Mobile Services"). To the extent you access the Service through a mobile device, your wireless service carrier's standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you agree that we may communicate with you regarding Cryowerx and other entities by electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. If you provide us with your mobile number, in the event you change or deactivate your mobile telephone number, you agree to promptly update your Cryowerx account information to ensure that your messages are not sent to the person that acquires your old number.
Food Allergens: Cryowerx and its Vendors cannot guarantee that the Products that are available for purchase via the Service are free of any and all traces of a particular allergen or that consumption of a Product will not result in an allergic reaction. In addition, the process of delivery and storage of the Products may expose the Products to various Products that may contain allergens. You acknowledge that by using the Services you may be exposed to food or beverages that may cause an allergic reaction or injury, and in that regard you hereby fully release and discharge Cryowerx, its Vendors and the property owners or occupiers of locations at which Cryowerx Smart Fridges are located, from any and all liability and/or responsibility to you.
Expired Food: The Products will have a “sell by” date on the packaging. In addition, the Cryowerx Smart Fridge will also display a warning if, using its proprietary systems, it detects that any Product may be expired. IF YOU CONSUME ANY PRODUCT THAT IS PAST ITS “SELL BY” DATE OR WHICH HAS EXPIRED, YOU DO SO ENTIRELY AT YOUR OWN RISK.
4. Conditions of Use
User Conduct: Where the ability to do so is provided at Cryowerx’ discretion, if any, you are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials ("content") that you upload, post, publish or display (hereinafter, "upload") or email or otherwise use via the Service (if any). The following are examples of the kind of content and/or use that is illegal or prohibited by Cryowerx. Cryowerx reserves the right to investigate and take appropriate legal action against anyone who, in Cryowerx's sole discretion, violates this provision, including without limitation, removing the offending content from the Service, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You agree to not use the Service to:
- email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, "junk mail," "spam," "chain letters," "pyramid schemes," "contests," "sweepstakes," or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful racially, ethnically or otherwise objectionable; or (vii) in the sole judgment of Cryowerx, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Cryowerx or its users to any harm or liability of any type;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; or
- violate any applicable local, state, national or international law, or any regulations having the force of law;
- impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- solicit personal information from anyone;
- harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
- advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
- further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
- obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.
Reasonable Consumer Conduct: You hereby agree that when you use the Service, including in particular, a Cryowerx Smart Fridge, you shall behave in a reasonable way. In particular, you agree not to tamper with, damage or move a Cryowerx Smart Fridge or any Products.
Payment for Products and Authority to Charge Your Credit Card: You represent and warrant to Cryowerx that the credit card information that you register with Cryowerx is true and that you are authorized to use the credit card. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You hereby authorise Cryowerx to charge your credit card for the purchase of credits that you can use to purchase Products, and agree to allow Cryowerx to automatically deduct your credits for any Products purchased from a Cryowerx Smart Fridge. Prices for Products are subject to change at any time. You shall be responsible for all taxes associated with your purchase of any Products such as Goods and Services Tax levied on a particular Product, if any.
Refund Policy: You may be entitled to a refund in the following situations:
- The Product that you purchase is not fresh even though it was not past its “sell by” date and the Cryowerx Smart Fridge did not indicate that the Product was not fresh and should not be consumed.
- The contents of the Product that you purchase does not match the description on the packaging.
Kindly contact us at the following email to let us have details of the Product purchased and your request for a refund, so that we may investigate: firstname.lastname@example.org
No Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service. The Service is for your personal use.
5. Intellectual Property Rights
Service Content, Software and Trademarks: You acknowledge and agree that the Service contains content or features ("Service Content") that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by Cryowerx, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own content that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited.
All intellectual property rights in or that relates to the Cryowerx Smart Fridge, the Site and the Mobile services, and each individual component of the Cryowerx Smart Fridge and all material, content, software, applications, processes, know how, manuals or documentation associated with the Cryowerx Smart Fridge, whether existing prior to or developed after the date of the Agreement (“Cryowerx IP”), belong to, vest in and are solely owned by Cryowerx or its licensors.
You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Cryowerx IP or any underlying software. Any rights not expressly granted herein are reserved by Cryowerx.
The Cryowerx name and logos, and other brand identifiers used by Cryowerx, are trademarks and service marks of Cryowerx (collectively the "Cryowerx Trademarks"). Other product and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Cryowerx. Nothing in these Terms and Conditions or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Cryowerx Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of Cryowerx Trademarks will inure to our exclusive benefit.
Third Party Material: Under no circumstances will Cryowerx be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Cryowerx does not have a duty to pre-screen content, but that Cryowerx and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Cryowerx and its designees will have the right to remove any content that violates these Terms and Conditions or is deemed by Cryowerx, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
User Content Transmitted Through the Service: With respect to the content or other materials you upload through the Service or share with other users or recipients (collectively, "User Content"), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyright and rights of publicity contained therein. By uploading any User Content you hereby grant and will grant Cryowerx and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of the Service or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service ("Submissions"), provided by you to Cryowerx are non-confidential and Cryowerx will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You acknowledge and agree that Cryowerx may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms and Conditions; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Cryowerx, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
6. Third Party Websites
The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Cryowerx has no control over such sites and resources and Cryowerx is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Cryowerx will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Cryowerx is not liable for any loss or claim that you may have against any such third party.
7. Social Networking Services
In addition, Cryowerx is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Social Networking Services. As such, Cryowerx is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Social Networking Services. Cryowerx enables these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation.
8. Indemnity and Release
You agree to release, indemnify and hold Cryowerx and its parents, subsidiaries, affiliates and partners, and any Vendors, retailers, restaurants and other contractors or service providers and each of their respective officers, employees, directors and agents (collectively, "Cryowerx Parties") harmless from any from any and all losses, damages, expenses, including reasonable solicitors' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service (including without limitation to your order and consumption of any food and beverage via the Service), any User Content, your connection to the Service, your violation of these Terms and Conditions or your violation of any rights of another.
9. Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE CRYOWERX PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
THE CRYOWERX PARTIES MAKE NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY FOOD, BEVERAGES, PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (V) THE FOOD AND BEVERAGES PURCHASED BY YOU VIA THE SERVICES WILL NOT CONTAIN ANY ALLERGENS OR THAT THE CONSUMPTION OF SUCH ITEMS WILL NOT RESULT IN AN ALLERGIC REACTION.
Prices, descriptions, Products and Vendor information are subject to change without notice.
10. Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE CRYOWERX PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF A CRYOWERX PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) YOUR CONSUMPTION OF ANY FOOD OR BEVERAGE PURCHASED THROUGH THE SERVICE (INCLUDING WITHOUT LIMITATION ANY ALLERGIC REACTION THAT MAY ARISE FROM SUCH CONSUMPTION), (III) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (V) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (VI) ANY OTHER MATTER RELATING TO THE SERVICE.
IN NO EVENT WILL CRYOWERX'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID CRYOWERX OR, IF APPLICABLE, ITS VENDORS) IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
11. Governing Law and Dispute Resolution
The laws of the Republic of Singapore (excluding its conflict of laws provisions) shall govern the construction and enforceability of this Agreement.
Any dispute arising out of or in connection with these Terms and Conditions, including any question regarding its validity, existence or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference to this section. The seat of the arbitration shall be Singapore. The tribunal shall consist of one arbitrator.
You agree that Cryowerx, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if Cryowerx believes that you have violated or acted inconsistently with the letter or spirit of these Terms and Conditions. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Cryowerx may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these Terms and Conditions may be effected without prior notice, and acknowledge and agree that Cryowerx may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Cryowerx will not be liable to you or any third party for any termination of your access to the Service.
(a) These Terms and Conditions constitute the entire agreement between you and Cryowerx and govern your use of the Service, superseding any prior agreements between you and Cryowerx with respect to the Service.
(b) You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content or third-party software.
(c) The failure of Cryowerx to exercise or enforce any right or provision of these Terms and Conditions will not constitute a waiver of such right or provision.
(d) If any provision of these Terms and Conditions is found by any arbitral tribunal to be invalid, the parties nevertheless agree that the tribunal should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms and Conditions remain in full force and effect.
(e) You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.
(f) A printed version of this agreement and of any notice given in electronic form will be admissible in arbitral or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
(g) You may not assign these Terms and Conditions without the prior written consent of Cryowerx, but Cryowerx may assign or transfer this Terms and Conditions, in whole or in part, without restriction.
(f) The section titles in these Terms and Conditions are for convenience only and have no legal or contractual effect.
(g) Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms and Conditions or other matters by displaying notices or links to notices generally on the Service.
14. Your Privacy
Date of this version: 1 March 2016