assignment Terms & Conditions
Meggnify Usage Agreement
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. BY ACCESSING THIS WEBSITE YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS BELOW. THESE TERMS AND CONDITIONS ARE SUBJECT TO CHANGE WITHOUT NOTICE, FROM TIME TO TIME IN OUR SOLE DISCRETION. WE WILL NOTIFY YOU OF AMENDMENTS TO THESE TERMS AND CONDITIONS BY POSTING THEM TO THIS WEBSITE. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, PLEASE DO NOT ACCESS THIS WEBSITE. BY REGISTERING FOR AND USING MEGGNIFY WEBSITE AND MOBILE APPLICATION, YOU VALIDATE THAT:
YOU ARE AT LEAST 13 YEARS OLD
YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT AND BIND YOURSELF OR THE COMPANY YOU REPRESENT
YOU AUTHORIZE THE ELECTRONIC TRANSFER OF FUNDS TO YOUR BANK OR PAYPAL ACCOUNT IN ACCORDANCE WITH ARTICLE 4 OF THIS USAGE AGREEMENT
YOU AGREE TO BE BINDED BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING THE TERMS AND CONDITIONS OF THE PAYMENT JOB DESCRIBED IN ARTICLE 4 AND ALL APPLICABLE POLICIES, PROCEDURES AND GUIDELINES.
This Usage Agreement (the "Agreement") is between you and Meggnify (as defined below) and governs your and Meggnify's respective rights and obligations with respect to your offering for sale, selling, requesting, purchasing, and/or providing Jobs (refer to Article 1 for definition) on or through the Site or App (refer to Article 1 for definition).
ARTICLE 1. Definitions
The following terms shall have the following meanings throughout this Agreement:
1.1 "Meggnify", "we", "us" or "our" represents Meggnify Pte Ltd, a Singapore incorporated company
1.2 "Affiliate" shall mean any person or entity which directly or indirectly controls or is within the control group of Meggnify or is owned or controlled by Meggnify or is an owner, director, officer or control person of Meggnify
1.3 "Agreement" shall mean this Usage Agreement between you and Meggnify as set forth in this document and any documents expressly incorporated herein.
1.4 "Site" means Meggnify web page sited at www.meggnify.com, and any successor website thereto, including all Jobs provided by us to you through the Job platform on the Site
1.5 "App" represents our Meggnify mobile application, named "Meggnify"
1.6 "Job" means any Job that you sell, offer to sell, request, purchase, and/or provide on or through our Site or App
1.7 "Voucher" means any electronic Voucher that you sell and/or provide on or through our Site or App
1.8 "Meggnifier" represents an individual who use our Site or App to perform Jobs, and any successor or replacement websites or mobile application
1.9 "Client" represents a company or individual that use our Site or App to request that Meggnifiers perform Jobs for them
ARTICLE 2. Meggnify Function
2.1 Meggnify is a data marketplace for third-party Clients and third-party Meggnifiers to enter into and complete transactions. Meggnify and its Affiliates act strictly as a liaison between Clients and Meggnifiers. Clients and Meggnifiers use the Site and App at their own risk and we do not assume the risk and responsibility for the actions of any Client or Meggnifier.
ARTICLE 3. Meggnify Usage Terms
3.1 Meggnify Account Registration
All users may only register with Meggnify once. When you register with the Site or the App, you will be requested to provide an existing mobile number and email for security verification purpose, to prevent account duplication. Meggnifiers will also be asked to provide demographic information such as first name, last name, age, gender and other information as required to allow for targeted Jobs to be accurately distributed to the right user. You agree to provide us with true and accurate information, and to update that information in events that they change over time. When registering or updating your information, you agree not to impersonate any person or use a name that you are not legally authorized to use. Impersonation and/or failure in providing true and accurate information could amount to legal actions being taken against you for fraudulent act, governed under Chapter 17 of the Singapore Penal Code.
3.1.2 Passwords and Account Use
You are personally responsible for the up keeping of the confidentiality and security of your account password. You may not disclose your password to any third party without your proper authorization and are solely responsible for any use of or action taken under your account on the Site and App. If your password is compromised, you must inform us and change your password immediately upon awareness.
3.2 Usage of Meggnify Site and App
3.2.1 Clients in General
Upon completion of Jobs to Clients' reasonable satisfaction, Clients must pay Meggnifiers for their Jobs through Meggnify Payment System (refer to Article 4). As a Client, you agree that upon receiving of the Job submission performed by a Meggnifier, the stated Job remuneration will be transferred to the Meggnifier (as described in Article 4) after a 7-day holding period. If a Client is not reasonably satisfied with the Jobs, the Client may request Meggnify to reject any Job submission within the 7-day holding period, beyond that the stated Job remuneration will be transferred to the Meggnifier and there will strictly be no refund of the remuneration payment for such Jobs. A fee is chargeable to Client for the use of Meggnify in connection with each request for Jobs. The applicable charges are contained in the Policies for all applicable fees associated with your use of the Site and App pursuant to this Agreement. All fees are denominated in Singapore Dollars unless stated otherwise. Meggnify charges may vary from time to time and will be revised at our sole discretion. You agree to pay the amounts set forth by Meggnify from time to time on the terms set forth herein and therein, and to check the fees and terms each time you use the Site or App. You acknowledge that Meggnifiers are agreeing to perform Jobs for you as independent contractors and not employees. If you have any questions about your obligations to comply with Singapore laws and regulations, you should seek for independent legal advice. Additional, you agree that you will only accept work product from Meggnifiers that has been submitted through the Site or App.
3.2.2 Meggnifiers in General
Meggnifiers may only register with Meggnify once. For security purposes, only one device at any given time can access a Meggnifier account. Meggnifiers may accept and perform Jobs for any Client according to the requirements stated by the Client. However, if the work performed does not meet the Client's reasonable satisfaction, Meggnify may reject the work submitted and repost the specific request on behalf of the Client. As a Meggnifier of Meggnify, you agree that the ownership and intellectual property rights of the work of any Jobs you perform will be conferred to the Client immediately upon your submission of the work. To the extent any such rights is not conferrable to the Client under applicable law, you hereby assign or exclusively grant all right, title and interest, including all intellectual property rights, to such work to the Client with no additional compensation. As a Meggnifier, you are performing Jobs for a Client in your personal capacity as an independent contractor and not as an employee of the Client or of Meggnify. You specifically accept the following:
- a. this Agreement does not create any form of employer/employee, association, franchise or joint venture between Meggnifiers and Meggnify, or Meggnifiers and Clients.
- b. you shall not represent yourself as an employee or Meggnifier of a Client or Meggnify.
- c. you will not be entitled to any employee benefits that a Client or Meggnify has for its employees, such as medical leave, company insurance and/or retirement benefits.
- d. you are not eligible to recover worker's compensation benefits in the event of injury during performance of Jobs.
- e. you shall not use scripts, bots or other automated methods to complete the Jobs.
- f. you will provide any information in connection with the performance of a Job when reasonably requested by the Client for whom you performed the Job for.
- g. all work can only be submitted through the App, and shall not be directly conveyed to a Client, or to Meggnify.
- h. you are responsible for, and will, comply with all legal requirements as governed by local law and abide by the policy terms set forth in this agreement
If you have queries about your obligations to comply with local laws and regulations pursuant to Article 5, kindly seek independent legal advice
3.2.3 Job Listing
As a Client or Meggnifier, you may not sell, offer for sale, request, purchase, or provide any Job that violates applicable law or is prohibited by the Policies.
3.2.4 Site and App Updates
Notwithstanding any provision of this Agreement, Meggnify will have the right, in its sole discretion, to determine and modify the content, appearance, design, functionality and all other aspects of the Site and App any time.
3.2.5 Data Integrity
It is mandatory for you to supply accurate and complete information for all Jobs in accordance with our data requirements, which may vary from time to time. You identify and agree that Meggnify can implement systems to track your requests for, or your performance of Jobs and/or rate your performance as a Client or Meggnifier.
Meggnify reserves the right to collect feedback regarding your performance and to utilize them for its own business purposes. You may not take any actions that may undermine the integrity of the feedback system. You agree that submission of any information, feedback, content, data or other materials (collectively, "Materials") is at your own risk, and that none of Meggnify, its Affiliates, Clients or Meggnifiers has any obligations (including without limitation obligations of confidentiality) with respect to such Materials. You represent and warrant that you have all rights necessary to submit the Materials. You hereby grant to Meggnify and its Affiliates a royalty-free, non-exclusive, worldwide, perpetual, irrevocable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Materials, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Site and App. For avoidance of doubt, if you are a Client, and if you create any tests, specifications, criteria lists or other programs for use on the Site or App to evaluate or otherwise select Meggnifiers, they will be considered Materials for purposes of this Agreement and may be used and/or referenced by us or other Clients and Meggnifiers pursuant to the license granted above.
3.2.7 Customer Job Issues
Meggnify will be responsible for and will have sole discretion regarding all customer Job issues relating to use of the Site, App and their features.
3.2.8 Client-Meggnifier Dispute
Your use of the Site and App is at your own risk, Meggnify acts as a liaison between Clients and Meggnifiers and will assist in resolving any disputes between participants related to or arising out of the Jobs or any transaction, only to the level deemed necessary by Meggnify.
Article 4. Meggnify Payment System
Meggnify or its Affiliates will manage all payments made by Clients to
Meggnifiers through Meggnify Payment System ("Payment System"). Client payments made are first received by Meggnify or its Affiliates on behalf of Meggnifiers, and disbursed later in accordance with the terms stated below.
4.1 Prepayment for Jobs
Clients must prepay for requested Jobs through credit card payment via PayPal or cheque payment. Prepaid Jobs are subjected to the Terms and Conditions of Meggnify Prepaid Jobs. The total amount that will be owed to Meggnifiers and Meggnify upon acceptance and completion of the requested Jobs, must be first paid up in full to Meggnify. Meggnify does not promise or guarantee that all acquired Jobs can be fully completed for all selected demographics and/or within the designated time frame. In the events where requested Jobs are partially or totally incomplete due to lack of response from excessively specific demographics, insufficient stipulated time frame, general poor response or other unforeseeable circumstances, a pro-rated refund of the initial payment will be made in credits as "Research Credits", for the number of lacking responses, from Meggnify to the Client.
4.2 Meggnifier Remuneration Disbursement
When Meggnifiers register an account with Meggnify using Site or App, a payment account ("M-Wallet") will automatically be established in conjunction with their User Account. Meggnifiers may disburse funds from their M-wallet electronically through PayPal (minimum withdrawal sum of $10 per process).
4.3 PayPal Account Authorization
All Meggnifiers hereby authorize Meggnify and its Affiliates, and any third party Meggnifiers or Meggnifiers acting on their behalf, to debit or credit your PayPal Account as applicable:
- a. Transfer, disburse or process other payment transactions associated with the Jobs.
- b. To settle payment for any fees that may be charged under this Agreement.
- c. In the event there is an error in the processing of any transaction described above, you authorize us to initiate debit or credit entries to your PayPal Account or your Payment Account, as applicable, to correct such error, provided that any such correction is made in accordance with applicable laws and regulations, and to make any inquiries we consider necessary to validate the error, which may include ordering a credit report, performing credit checks, or verifying the information you provide against third party databases. If we are unable to debit any PayPal Account you select for any reason, you authorize us to reissue the debit as a chargeable cheque to your residential home address (or, in the case of any fees that are owed under this Agreement, to deduct such amounts from the funds in your Payment Account). Your authorizations will remain in full force and stay in effect until we receive written notification from you of any termination. Any termination will become effective no later than thirty (30) days after written notice of termination is duly received and acknowledged by us.
4.4 Usage Control and Restrictions
We reserve the right to terminate or suspend any Account, or to delay the transfer of any amounts, in each case for any reason in our sole discretion, including, without limitation, if we believe that a Client or Meggnifier is in violation of this Agreement. For security purposes, we reserve the right to restrict the transfer to Meggnifiers of any amounts due to them for up to thirty (30) Working Days, for checks and validation purposes. Amounts held in Payment Accounts are not transferrable to other Clients or Meggnifiers. If Meggnify terminates this Agreement because you have violated the Policies, all your pending Jobs will be removed from your account and reposted and the amount in your Payment Account will be reclaimed as property of Meggnify.
4.5 Prepayment for Vouchers
Clients must prepay for requested Vouchers through credit card payment via PayPal or cheque payment. Vouchers are subjected to the Terms and Conditions of Meggnify Vouchers. The total amount that will be owed to Meggnify upon successful redemption of the requested Vouchers, must be first paid up in full to Meggnify. Meggnify does not promise or guarantee that all acquired Vouchers can be fully redeemed within the designated thirty (30) days time frame. In the events where requested Vouchers are not fully redeemed, a pro-rated refund of the initial payment will be made in credits as "Outreach Credits", for the number of unredeemed Vouchers, from Meggnify to the Client.
4.6 Our Role
Meggnify and its Affiliates act only as a payment administrator in facilitating the transactions between Clients and Meggnifiers, and are not otherwise involved in the actual transactions. We will only be responsible for initiating purchases of Jobs and for transfers or disbursements at the direction of Clients and Meggnifiers. We will be entitled to rely on the instructions of Clients and Meggnifiers without any further inquiry or liability whatsoever. We will not be liable if we are not able to complete a transaction for any reason, including, but not limited to:
- a. Systems or equipment breakdowns which you knew or have been advised about before any initiated transaction.
- b. Uncontrollable circumstances (such as, but not limited to, power outages, fire, flood, mechanical or systems failure) that prevent the proper execution of the transaction, despite having taken reasonable precautions.
- c. If we are unable to authenticate your identity or have reasons to believe that the transfer requested is unauthorized.
- d. If you have not provided us with accurate, recent and complete payment information.
- e. Failure in transfer of electronic payments or in the delivery of purchase orders. All purchase orders have to be officially acknowledged by Meggnify via email or written acceptance prior to being considered as a Job request transaction.
- f. Transactions which are intercepted for legal proceedings or other encumbrances restricting transfer, or your access to our Site and App has been terminated or suspended for security reasons.
4.7 Statements and Account Balances
All transactions to Meggnifiers or from Clients will be reflected in their Account and the information is accessible online in "Transaction History" (or equivalent) areas of the Site or App at any time. This feature is only accessible with a browser that is compatible with the Job, including any security features that are part of the Job. Interest will not be paid on prepaid amounts or for any amounts held in Payment Accounts.
4.8 Transaction Errors
When payment transaction instructed by us (or our Meggnifier) is incorrect, or if you need more information about any such transaction, do contact us as soon as possible.
Article 5. Legal Compliance
You agree that Meggnify and its Affiliates are not responsible for the handling of any taxes arising from any transaction and it is your sole responsibility to determine all taxes and duties, including without limitation, sales, use, transfer, value added, withholding and other taxes and/or duties assessed, incurred or required to be collected, paid or withheld for any reason in connection with any request for, or performance of Jobs, or your use of the Site or App, or otherwise in connection with any action, inaction or omission of you or any of affiliate of yours, or any of your or their respective employees, Meggnifiers, contractors or representatives ("Taxes") and to collect, withhold, report, and remit correct taxes to the appropriate tax authority, and to otherwise be responsible for the collection and payment of any and all Taxes.;
You agree that Meggnify and its affiliates are not responsible for the determination of the need for any permits for any requested Job and it is your sole responsibility to determine whether and to what extent any permits, registrations, authorization or filings (including without limitation with respect to the transfer of technology) are required by any governmental agency in any jurisdiction in which you have requested or are performing Jobs ("Permits").
5.3 Compliance with Laws
In addition to your obligations with respect to Taxes and Permits, you agree to abide by all applicable laws, statutes, and regulations of any jurisdiction in which you request or perform Jobs. The Site and App may not be used for purposes or in manners that prohibit any applicable law or governmental regulation.
5.4 Supervision and Review
Meggnify has the right, but not the duty, to monitor any activity, content and Materials associated with the Site and App. Meggnify may investigate any usage abnormalities or suspected violation of its Policies or regulations and take any action that it deems appropriate for resolution.
Article 6. Information Disclosure
6.1 Information Disclosure
6.2 User Data Rights
We may use information or other data acquired from your use of the Site and App solely to the extent for personal reference or market research and reporting purposes and for no other purposes including but not limited to, for purposes of advertising, marketing, harassment, invasion of privacy, solicitation, unsolicited e-mail or otherwise inappropriate or illegal conduct.
6.3 Public and Media Disclosures
The usage of the Site and App may be generally publicized, public and media disclosures with respect to Meggnify and its Affliates, the App or the Site however would require prior written consent from Meggnify.
Article 7. General Release
As Meggnify does not participate in transactions between Clients and Meggnifiers or other participant dealings, you hereby release Meggnify and its Affiliates (and their respective directors, employees, representatives and Meggnifiers) from any actual or consequential demands, damages and claims of all kind and nature, disclosed and undisclosed, suspected and unsuspected, known and unknown, arising out of or in any manner connected with any disputes between one or more Meggnifiers, Clients or other Users of the Site and App.
Article 8. Limited Liabilities
8.1 Limited Liability
To the fullest extent permissible by applicable regulations, Meggnify and its Affiliates will not be liable for any indirect, consequential, incidental or punitive damages arising out of or in connection with this agreement, the site, the app, the payment Job, the site Jobs, the inability to use the site, the inability to use the app, any Jobs requested or transactions entered into through the site. In no event, shall Meggnify or its Affiliates aggregate liability arising out of or in connection with this agreement or intended transactions hereby, whether in contract, warranty, tort (including product liability, negligence and other theory) or otherwise, exceed the amount of charges earned by Meggnify in connection with your request for, or performance of, Jobs during the twelve (12) month period immediately preceding the event giving rise to the claim for liability.
You hereby indemnify and hold harmless Meggnify and its Affiliates (and their respective employees, directors, Meggnifiers and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable legal fees) arising out of any claim, action, audit, investigation, inquiry or other proceeding instituted by a person or entity ("Claim") that arises out of or relates to:
- a. your Jobs and work, including any actual or alleged infringement of any intellectual property or proprietary rights by any of your Jobs or work;
- b. any actual or alleged breach of your representations, warranties, or obligations set forth in this Agreement; and/or
- c. your failure to comply with any applicable laws and regulations in connection with your use of the Site and App.
Article 9. Termination
You may decide at your own discretion to discontinue usage of the Site and App at any time, with the condition that you must abide by all applicable Meggnify Policies, Procedures and Guidelines. Meggnify, in its sole discretion, may terminate this Agreement, deny your access to the Site and App, or remove any Job listings immediately without notice for any reason.
Article 10. No Warranties
Meggnify makes no representations or warranties of any kind, express or implied, including without limitation:
- a. Any implied warranties or merchantability, fitness for a particular purpose, title or non-infringement;
- b. Any implied warranty arising from the course of trade and dealing.
- c. The Site, The App, The Job Request, The Site Job will meet your requirements, will always be available, accessible, stable, timely, secure, error free, or will contain any particular features or functionality.
- d. That Jobs are legal, that Clients or Meggnifiers will perform as agreed or that the Site and App information or content is as represented by Clients or Meggnifiers.
Article 11. Disputes
The validity, construction and performance of this Agreement shall be governed and interpreted in accordance with the laws of the Republic of Singapore, without giving effect to any principles of conflicts of laws.
You agree that any controversy or claim arising out of or relating to this Agreement, or any breach thereof, shall be determined by arbitration under the regulation of the Republic of Singapore and the site of arbitration shall be in Singapore. The judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof or application may be made to such court for judicial acceptance of the award and an order of enforcement, as the case may be. To the fullest extent permissible by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise. The prevailing party in any such litigation shall be entitled to recover reasonable attorney's fees and costs from the other, as directed by the arbitrator.
11.3 Injunctive Relief
To the extent you have in any manner violated or threatened to violate Meggnify's intellectual property rights, Meggnify may seek and obtain an injunction, temporary restraining order, or other equitable relief in connection with any breach of terms in this Agreement. This right to seek and obtain injunctive relief shall be in addition to and not in lieu of any other rights and remedies which Meggnify may have, whether at law or in equity, or for damages or otherwise. Notwithstanding Art. 11.2 above, Meggnify shall be entitled to seek preliminary relief pursuant to its rights in this Art. 11.3 in any court of competent jurisdiction pending arbitration.
Article 12. General Provisions
12.1 Entire Agreement
This Agreement and the general terms and conditions of the Site and App, including the Policies, constitute the entire agreement between the parties and supersede all prior and coexisting agreements, claims, representations, and understandings of the parties in connection with the subject matter hereof.
This agreement is not assignable by you without the prior written consent by Meggnify. Meggnify has the rights to assign this Agreement at any time, without notice. Subject to the foregoing, this Agreement will be binding on each party's successors and permitted assigns.
Agreement provisions that are deemed unlawful, void, or for any reason unenforceable, are severable from the terms and conditions and shall not affect the validity and enforceability of any remaining provisions.
12.4 No Waiver
No waiver of rights or remedies, or portion thereof, is considered unless the waiver is written and signed by Meggnify. Meggnify's failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of Meggnify's right to subsequent enforcement of such provision or any other provisions of this Agreement.
All notices relating to this Agreement will be sent via e-mail and/or will be notified on the Site. Email notices will be addressed to the e-mail address maintained in our records for you. Notices to us must be addressed to our current e-mail address, which is published on the Site. E-mail notices are deemed as written notices for all purposes for which written notices may be required. E-mail notices are deemed received the business day after transmission if properly addressed to the intended recipient.