o o o 3 STEPS.ASIA : Imagination | Integration

Terms & Conditions 3STEPS ASIA PTE LTD The following terms and conditions (“Terms of Use”) govern your use of this web site (“Website”), including all of its features, services (which include the provision of the Email Account) and software provided on the Website (“the Online Services”), and all contents, information, databases and compilations, templates, images, artwork and other materials provided on or through the Website (“Materials”), as may be modified, upgraded or changed from time to time. 1. Application and Acceptance of Terms of Use 1.1 For purposes of the Terms of Use, a "User" is any person who accesses and/or uses the Website for whatever purpose, regardless of whether such User has registered with 3 Steps Asia Pte. Ltd (“Provider”) as a Registered User (defined in section 2.1 below) or not; and any reference to “you” or “your” refers to any User. A User includes the person using the Website and any legal entity which may be represented by such person under actual or apparent authority. 1.2 Your use of the Website constitutes your agreement to be bound by the Terms of Use. 1.3 Provider may amend the Terms of Use at any time by posting the amended Terms of Use on the Website, which shall be effective upon such posting. You are responsible for reviewing the Terms of Use regularly. Your continued use of the Website shall be deemed acceptance of the amended Terms of Use. The Terms of Use may not otherwise be modified, except in writing by an authorized officer of Provider. 1.4 The Terms of Use apply to Membership Services (as defined in section 2.1 below) in addition to (i) any agreement entered into between Provider and a User (“Main Agreement”) and (ii) any terms and conditions that may be applicable to specific Membership Services provided (“Additional Terms”) however, that: - (a) in the event of any conflict or inconsistency between the Main Agreement or the Additional Terms, and any provision of the Terms of Use, such conflict or inconsistency shall (except as otherwise expressly provided or agreed) be resolved in a manner favorable to Provider, its affiliates, officers, employees or directors; and (b) only to the extent that such conflict or inconsistency cannot be so resolved, the following order of priority shall prevail: (i) the Main Agreement and its schedules; (ii) the Additional Terms; and (iii) the Terms of Use. 1.5 You hereby accept the Privacy Policy, which governs the protection and use of your information in Provider's possession, and any updates and amendments thereto. Provider reserves the right to change the Privacy Policy from time to time provided that Provider shall make available the updated version of the Privacy Policy on the Website at all times. Your continuation of use of the Website shall be deemed to be your acceptance of the Privacy Policy which is then displayed on the Website at the time of such use. 2. Access to Services 2.1 Provider reserves the right, without prior notice, to restrict access to certain areas or features of the Website (“Membership Services”) to certain Users authorized by a subscribing organization or certain Users who undergo a specific registration process (both known as “Registered Users”). 2.2 Access to and use of these Membership Services may be governed by a Main Agreement and/or Additional Terms, in addition to these Terms of Use. 2.3 Provider reserves the right to deny Membership Services to any User for whatever reason in order to protect Provider's interests. 2.4 Provider reserves the right to modify, suspend, discontinue or remove, temporarily or permanently, the Website and any of the Online Services provided therein (or part thereof) from time to time, for any reason, with or without notice. You agree that Provider shall not be liable to you or any third party for any modification, suspension or discontinuance thereof. 2.5 Provider reserves the right in its sole discretion to remove any Material on the Website which it reasonably believes is unlawful, could subject Provider to liability, violates the Terms of Use or is otherwise found inappropriate in Provider's opinion. 3. Registered Users 3.1 Provider may issue user names (“User Names”) and passwords (“Passwords”) to access the Online Services and Materials and/or establish or assign a web-based email account with limited storage space for a Registered User to send or receive email ("Email Account"). 3.2 Any Registered User that is a business entity represents that: (a) it has the authority to bind the entity to these Terms of Use; (b) the address used when registering, is the principal place of business of such business entity; and (c) all other information submitted to Provider during the registration process are true, accurate, current and complete. For purposes of this provision, a branch or representative office will not be considered a separate entity and its principal place of business will be deemed to be that of its head office. 3.3 By becoming a Registered User, you consent to the inclusion of your personal data in Provider’s database and authorize Provider to share such information with other Registered Users and Provider's affiliates, directors, officers or employees. 3.4 Registered Users shall be responsible for the content of all the messages communicated through the Email Account, as well as the consequences of any such message. 3.5 Registered Users are responsible for maintaining the confidentiality of their User Name, Password and Email Account particulars, and are fully responsible for all activities that occur and all charges, expenses, costs and fees incurred under their Email Account, User Name and Password, whether or not authorized by them. Registered Users agree to (a) immediately inform Provider of any unauthorized use of their User Name, Password or Email Account, or any other breach of security, and (b) ensure that they exit from your account at the end of each session. Provider cannot and will not be liable for any loss or damage arising from Registered User’s failure to comply with this provision. For security reasons, Provider reserves the right to temporarily suspend or withdraw Registered Users’ access to or use of their Email Account, User Name and Password should they exceed 3 unsuccessful login attempts. Registered User’s Email Account, User Name and Password may be suspended for a period of up to 24 hours to allow Provider to investigate any suspected security breach subject to any other provisions. 3.6 In addition to section 3.5, Provider may suspend or terminate a Registered User's Email Account or its use of any User Names of Passwords at any time by giving no less than 24-hour notice to the Registered User; provided, however, that notice is not required for such termination if: (a) in Provider's determination, there is any breach of the provisions of the Main Agreement (where applicable), the Terms of Use or Additional Terms by the Registered User; or (b) Provider has reasonable grounds to suspect that such information provided by a Registered User is untrue, inaccurate or is not current or complete, or (c) Provider believes that the Registered User's actions or omissions may cause financial loss or legal liability to such Registered User, Provider's other Users, or Provider or its affiliates. 4. User Conduct Generally 4.1 Save as expressly provided otherwise in the Main Agreement, you may use the Website solely for your own personal or internal purposes only, and not for commercial exploitation; and you agree that you shall not: - (a) use the Online Services and/or Materials to determine a consumer's eligibility for: (i) credit or insurance for personal, family, or household purposes; (ii) employment; or (iii) a government license or benefit, (b) decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from this Website or the Materials, (c) use any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities or Users, (d) use any robot, spider, other automatic software or device, or manual process to monitor or copy the Website or the Materials without Provider’s prior written permission, (e) undertake any scheme to undermine the integrity of the computer systems or networks used by Provider and/or any other User or attempt to gain unauthorized access to such computer systems or networks; (f) copy, modify, reproduce, republish, distribute, display, or transmit for commercial, non-profit or public purposes all or any portion of the Website, except to the extent permitted above, and (g) use or otherwise export or re-export the Website or any portion thereof, or the Materials in violation of any applicable export control laws. Any unauthorized use of the Website or the Online Services or the Materials is prohibited. 4.2 The Website may allow Users access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise) to such third party's web site. You are cautioned to read such sites' terms and conditions and/or privacy policies before using such sites in order to be aware of the terms and conditions of your use of such sites. You acknowledge that Provider has no control over such third party's web site, does not monitor such sites, and Provider shall not be responsible or liable to anyone, directly or indirectly, for the availability of such web site, or any content, products or services made available on such web site or any loss or damage arising in connection with the same. 4.3 Messages or information sent by a User through communication systems provided by the Website, or through emails, fax or letters to addressees obtained from the Website, shall not contain any of the materials described in the provisions of section 6.3(a) and (f) below. 4.4 Provider is not responsible for the conduct or activity of any User on the Website, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User's conduct or activity. 5. License; Provision and use of Online Services and Material 5.1 Users are granted a non-exclusive, non-transferable, limited license to access and use the Website for the purposes set out in, and subject to, the Terms of Use. 5.2 Through the Website, Provider may provide, inter alia, the following Online Services: - (a) an electronic web-based platform with a library of marketing communication templates and/or other Material prepared by third parties for specific Registered Users with pre defined editable areas that allow customization by certain Registered Users. You must be a Registered User in order to access, revise and otherwise use the Material on the Website using the edit tools provided through the Website. (b) an email tool allowing certain Registered Users to select from a library of marketing communication templates and/or other Material, edit or add to the said templates and/or Material if they wish, and instruct the Provider to provide mass marketing services to a database of recipients identified by the Registered Users, whether through email or otherwise. 5.3 Some of the Materials (or portions thereof) displayed on the Website or used in relation to the Online Services are provided or posted by third parties or Users ("Third Party Content"). Neither Provider nor any of its affiliates, directors, officers or employees has entered into any agency or other contractual relationship with such third party or User by virtue of Provider's display of the Third Party Content on the Website. Any Third Party Content is the sole responsibility of the party who provided the content. Provider is not responsible for the accuracy, propriety, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User's use or reliance of such Third Party Content. 5.4 Provider does not provide or control and is not liable to or responsible for the quality, lawfulness or availability of the templates, material or revisions thereto on the Website or whether such templates, material or revisions thereto have been approved by the proper persons; and therefore does not represent or warrant any of the above. 5.5 Users are hereby made aware that there may be risks of dealing with people acting under false pretences. Although Provider uses several techniques to verify the accuracy of the information Users provide when they register with Provider, Provider cannot and does not confirm each User's purported identity (including, without limitation, Registered Users). 5.6 Users are solely responsible for all of the terms and conditions of any transactions conducted through or as a result of use of the Website, including, without limitation, terms regarding payment, returns, warranties, fees, taxes, title, licenses, fines, permits. 6. User’s Obligations 6.1 Each User hereby agrees, represents and warrants that: (a) any information provided by User is true, accurate, current and complete and (b) it hereby grants an irrevocable, perpetual, worldwide and royalty-free, sublicensable (through multiple tiers) license to Provider to display and use all Materials provided by such User in accordance with the purposes set forth in these Terms of Use and to exercise the copyright, publicity, and database rights it has in such material or information, in any media now known or not currently known. 6.2 Each User hereby represents, warrants and agrees that it has obtained all necessary third party copyright or trademark licenses and permissions and shall be solely responsible for ensuring that any Material it provides to the Provider or on the Website or authorizes Provider to display, or the products represented thereby, do not violate the copyright, trademark, trade secret or any other personal or proprietary rights of any third party, or is posted with the permission of the owner(s) of such rights. 6.3 You hereby represent, warrant and agree not to use the Website or Online Services in the Website to: (a) upload, post or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, in breach of confidence, seditious, hateful, or racially, ethnically or otherwise objectionable; (b) impersonate any person or entity, including, but not limited to, a Provider representative, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity; (c) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Online Services or develop restricted or password-only access pages, or hidden pages or images (those not linked to from another accessible page); (d) upload, post or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (e) upload, post or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; (f) upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation; (g) upload, post or otherwise transmit any material that 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; (h) disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other Users of the Online Services are able to type, or otherwise act in a manner that negatively affects other Users' ability to engage in real time exchanges; (i) interfere with or disrupt the Website and Online Services or servers or networks connected to the Online Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Website and Online Services; (j) intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, any rules of any national or other securities exchange without limitation and any regulations having the force of law; (k) "stalk" or otherwise harass another; (l) collect or store personal data about other Users; (m) promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals; (n) use any Online Service (or directory) as storage for remote loading or as a door or signpost to another home page; (o) engage in commercial activities without prior written consent of Provider (which may be subject to the Additional Terms). This includes, but is not limited to, the following activities: - offering for sale any products or services; - soliciting for advertisers or sponsors; - conducting raffles or contests that require any type of entry fee; - displaying a sponsorship banner of any kind, including those that are generated by banner or link exchange services; and - displaying banners for services that provide cash or cash-equivalent prizes to users in exchange for hyperlinks to their web sites. 7. Advertisements and Promotions 7.1 Responsibility for the content of any advertisements appearing on the Website (including hyperlinks to advertisers own web sites) rests solely with the advertisers. The placement of any such advertisements does not constitute a recommendation or endorsement by us of the advertisers' products and each advertiser is solely responsible for any representations made in connection with its advertisement. 7.2 Your correspondence or business dealings with, or participation in promotions of, any advertisers found on or through the Website, Online Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Provider shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Website or the Online Services. 8. Confidentiality 8. Provider reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing. Further, Provider may disclose the User's identity and contact information, if requested by a government or law enforcement body or as a result of a subpoena or other legal action, and Provider shall not be liable for damages or results thereof and User agrees not to bring any action or claim against Provider for such disclosure. 9. Disclaimer of Warranties 9.1 THE MATERIALS AND ONLINE SERVICES ON THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND PROVIDER HEREBY EXPRESSLY EXCLUDES AND DISCLAIMS ANY AND ALL WARRANTIES IN RELATION THERETO, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF VALIDITY, LEGALITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, OPERABILITY, AVAILIBILTY, COMPLETENESS OR CURRENTNESS, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. 9.2 Any Materials downloaded or otherwise obtained through the Website is done at your sole discretion and risk and you are solely responsible for any loss or damages that may result howsoever caused (including through negligence) from the use of the Materials or Online Services, or any action taken or reliance placed by you on the Materials or information obtained through the Online Services, or from the download of any such Materials (including damage to its computer system or loss of data that may result therefrom). In particular but without limiting the aforesaid, Provider shall not be responsible or liable for: - (a) any errors or changes to the Materials (whether relating to content, format, color, resolution or otherwise) that may arise from the failure to print the Materials in accordance with the relevant print specifications provided by the Provider in relation to the Materials (“Print Specifications”); (b) any Third Party Content or any changes or input made by a User to the Third Party Content or the Materials (whether in relation to its accuracy, currentness, propriety, lawfulness, approval or otherwise); (c) any increased or associated costs (whether in relation to printing costs, hardware or software costs or otherwise) that may arise in connection with User’s use of the Website and Online Services and the Materials; or (d) any inability of a printer or other vendor to print or otherwise reproduce the Materials. 9.3 Provider shall not be responsible or liable in any manner, for any inaccurate, outdated, erroneous, mistaken or unauthorized information in (a) any database or compilation of information or data provided by any User to the Provider or (b) any instructions issued by a User to send emails on behalf of the User to any third party listed in such database or compilation based on the information therein. 9.4 Under no circumstances shall Provider be held liable for an delay or failure or disruption of the Materials or Online Services delivered through the Website resulting directly or indirectly from events or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, diseases or epidemics, Acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties. 9.5 Each User hereby agrees to indemnify and save Provider, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities, demands, actions, proceedings, costs, expenses and damages (including legal costs on a full indemnity basis) arising from or in connection with such User's use of the Website and/or Online Services (including but not limited to the display of such User's information on the Website and the matters referred to in section 9.4 above) or from its breach of any of these Terms of Use. Provider reserves the right, at it own expense, to assume the exclusive defense and control of any matter subject to indemnification by User, in which event User shall cooperate with Provider in asserting any available defenses. 9.6 In the event that any User has a dispute with another User, such Users agree to release and indemnify Provider (and its affiliates, directors, officers and employees) from all losses, claims, liabilities, demands, actions, proceedings, costs, expenses and damages (including legal costs on a full indemnity basis) arising from or in connection with such dispute. 10. Limitation of Liability 10.1 Provider shall not be liable for (a) any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, strict liability or otherwise or (b) any other damages in connection with any of the following: (i) the use or the inability to use the Website; (ii) any defect in Materials obtained from a User through the Website; (iii) unauthorized access by third parties to the Website or any Materials; (iv) conduct of any User of the Website; or (v) any matters relating to the Online Services however arising, including negligence. 10.2 To the extent permitted by law, any condition or warranty which would otherwise be implied into these terms and conditions is hereby excluded. Where legislation implies any condition or warranty, and that legislation prohibits Provider from excluding or modifying the application of, or Provider’s liability under, any such condition or warranty, that condition or warranty will be deemed included but Provider’s liability will be limited for a breach of that condition or warranty to one or more of the following: (a) if the breach relates to goods, (i) the replacement of the goods or the supply of equivalent goods, (ii) repair of such goods, or (iii) the payment of the cost of replacing the goods repaired; and (b) if the breach relates to services, (i) the supply of the services again or (ii) the payment of the cost of having the services supplied again. 10.3 Notwithstanding any other provision in the Terms of Use, if liability is imposed on Provider and/or its third party suppliers, then the aggregate liability of Provider and its suppliers for any loss or damage (whether direct or indirect) howsoever arising whether in contract, tort (including negligence) or from any legal obligations whatsoever, shall not exceed SGD2000. 10.4 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 Website, Online Services and Materials must be filed within one (1) year after such claim or cause of action arose, or be forever barred. 11. Intellectual Property Rights 11.1 All right, title, and interest (including all copyrights and other intellectual property rights) in Website, the Online Services and Materials (in whatever form) belong to the Provider or its third party suppliers of materials, save for Third Party Content. You acquire no proprietary interest in the Website, the Online Services, Materials, or copies thereof. Without prejudice to the above, all rights not otherwise claimed by Provider are hereby reserved. 11.2 Except as specifically provided herein, you may not use the Online Services or Materials retrieved from the Online Services in any fashion that infringes the copyrights or proprietary interests therein. 11.3 "Collateral on demand” and related icons and logos are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited. 12. International Use Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct, acceptable content and use of the Website, Online Services and Materials. Details contained on the Website and in the Materials have been prepared in accordance with Singapore law and may not satisfy the laws of any other country. Provider does not warrant that the Website, Online Services and Materials will satisfy the laws of any other country. 13. Security of Information Unfortunately, no data transmission over the Internet can be guaranteed as totally secure. Whilst Provider strives to protect such information, Provider does not warrant and cannot ensure the security of any information which you transmit to Provider. Accordingly, any information which you transmit to Provider is transmitted at your own risk. Nevertheless, once Provider receives your transmission, Provider will take reasonable steps to preserve the security of such information. 14. Notices 14.1 All notices or demands to or upon Provider shall be effective if in writing and shall be duly made when sent to Provider in the following manner: to the address of Provider Attn: Administrator. 14.2 All notices or demands to or upon a User shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by the User to Provider, or by posting such notice or demand on an area of the Website that is publicly accessible without a charge. Notice to a User shall be deemed to be received by such User: - (a) where by courier or certified mail, 1 day after Provider has sent the same, or (b) where by facsimile or email, when sent to such User, or (c) immediately upon Provider's posting such notice on an area of the Website that is publicly accessible without charge. 15. General 15.1 These Terms of Use and the Privacy Policy constitute the entire agreement between the User and Provider with respect to access to and use of the Website, superseding any prior written or oral agreements in relation to the same subject matter herein, save that User may be subject to the Additional Terms, the Main Agreement and any other additional terms and conditions that apply when User third party content or third-party software or third party services. 15.2 Provider and the User are independent contractors, and save as expressly provided in any Main Agreement, no agency, partnership, joint venture, employee-employer or other kind of relationship is intended or created by the User’s access and/or use o0f the Website, Online Services and/or Materials (including the display of the User’s revisions, information or other material in the Website and/or Materials), between the User and the Provider, its affiliates, directors, officers or employees. 15.3 If any provision herein or part thereof is held to be invalid or unenforceable, such provision or part thereof shall be struck and the remaining provisions or portions shall be enforced. 15.4 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. 15.5 Provider's failure to enforce any right or failure to act with respect to any breach by a User under these Terms of Use will not waive that right nor waives Provider's right to act with respect with subsequent or similar breaches. 15.6 Provider shall have the right to assign its obligations and duties in the Terms of Use or the Additional Terms to any person or entity. 15.7 These Terms of Use shall be governed by the laws of Singapore without regard to its conflict of law provisions. The parties to the Terms of Use hereby submit to the exclusive jurisdiction of the courts of the location of Singapore.