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Terms and Conditions of Service for Users of AnyFactory’s App and AnyFactory’s website

Overview

AnyFactory®, AnyFactory’s App, AnyFactory’s website (hereinafter referred to as “AnyFactory”) is a D2C, product manufacturing platform and consultancy service provided by AnyMind Group Pte. Ltd. and its subsidiaries (hereinafter referred to as “ANYMIND, we”), which enable brands, clients of ANYMIND (hereinafter referred to as “Client, You, you”) to ideate product ideas with ANYMIND’s consultancy service and to source for the suitable manufacturers for Client’s products (hereinafter referred to as “Service”).

ANYMIND has made every attempt to ensure the reliability and accuracy of information provided on this but as such, this information is provided without warranty of any kind. ANYMIND does not and will not accept liability or responsibility of any manner for the completeness, accuracy, content, legality, or reliability for the information on the Service. The Service as well as all information, products, content and other services included are made available to you on an 'as is' basis, unless specified in writing. You agree that you use Service at your sole risk.

By visiting our site and / or requesting something from us, you engage in our“ Service” and agree to be bound by the following terms and conditions(“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and / or available by hyperlink.These Terms of Service apply to you and all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and / or contributors of content.

Please read these Terms of Service carefully before accessing or using our website.By accessing or using any part of the site, you agree to be bound by these Terms of Service.If you do not agree to all the terms and conditions of this Terms, then you may not access the website or use any services.If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

The Client shall accept these Terms in the following events by:

(1) accepting by clicking accept to this Terms of Services, and thereafter, using AnyFactory

(2) subsequently executing an Proposal Request that will further detail specifics of the agreement on a case by case basis.

By using AnyFactory, the Client represents and warrants that the Client has the right, authority and capacity to enter into the Terms.

Any new features or tools which are added to AnyFactory shall also be subject to the Terms of Service.You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change, or replace any part of these Terms of Service by posting updates and / or changes to our website.It is your responsibility to check this page periodically for changes.Your continued use of or access to AnyFactory following the posting of any changes constitutes acceptance of those changes.

  • 1. SERVICE

    Client agrees and acknowledges that ANYMIND only provides access to its proprietary product ideation and manufacturer sourcing platform and its management services through Service to the Client.Any specific price, duration, detail of the products and / or agreement shall be agreed between ANYMIND and Client under specified Order.

  • 2. GENERAL CONDITIONS

    We reserve the right to refuse service to anyone for any reason at any time.You understand that your request, may be transferred unencrypted and involve(a) transmissions over various networks;and(b) changes to conform and adapt to technical requirements of connecting networks or devices.You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.

  • 3. DEFINITIONS

    Client, You, you means The legal or natural person(s), or entity that is using Service covered in AnyFactory.

    Consultants means ANYMIND’ s team.

    Proposal / Project Request means a request made by you either electronically or as a physical copy which contains the estimate types, amounts, material of products, necessary for ANYMIND to have the initial details to provide you the Quotation including but not limited to an estimate fees, costs, timeframes of the products.You agrees and certifies that Proposal Request is in accordance with your intention to have further agreement but Proposal Request shall not be the final agreement. AnyFactory means an online platform owned by ANYMIND which can be utilized by you in order to access product ideation tools, manufacturer sourcing and other consultancy services provided by ANYMIND.

    AnyFactory means an online platform owned by ANYMIND which can be utilized by you in order to access product ideation tools, manufacturer sourcing and other consultancy services provided by ANYMIND.

    Quotation means an estimate quotation which may contain the estimate types, amounts, fees, timeframes of the products and / or material of products provided by ANYMIND but shall not be the final agreement.

  • 4. ACCURACY, COMPLETENESS, AND TIMELINESS OF INFORMATION

    We are not responsible if information made available on this site is not accurate, complete, or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information.Any reliance on the material on this site is at yourown risk.

    This site may contain certain historical information.Historical information, necessarily, is not current and is provided for your reference only.We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site.You agree that it is your responsibility to monitor changes to our site.

  • 5. INTELLECTUAL PROPERTY/TRADEMARK PROTECTION

    Intellectual property rights, including™.(if any) in products, services, or contents made available to you on or through AnyFactory remains the property of us and are protected by copyright laws and treaties around the world.All such rights are reserved by us.You may store, print, and display the contents supplied solely for your own personal use.You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the contents or copies of the contents supplied to you or which appears on this Website nor may you use any such contents in connection with any business or commercial enterprise.

    Any intellectual property rights, including™.(if any) in products, designs, contents provided by you shall belong to you and / or respective owners.

    All other names, logos, product and service names, designs and slogans on AnyFactory are the trademarks of their respective owners.

  • 6. FEES AND PAYMENT TERMS

    Proposal Request: If an Proposal Request has the further process and you agree to entered into the specific agreement, sale order, insertion order or purchase order(“Order”).The fees and payments term shall be agreed by you and ANYMIND and in accordance with the Order on a case by case basis.

  • 7. ANYMIND RIGHTS AND RESPONSIBLITIES

    7.1 ANYMIND reserves the right to provide access, withdraw or amend the access to AnyFactory, and any service or material that ANYMIND provides on AnyFactory, at its sole discretion and without notice.ANYMIND will not be liable if for any reason all or any part of AnyFactory is unavailable at any time or for any period.From time to time, ANYMIND may restrict access to some parts of the AnyFactory, or the entire AnyFactory.

    7.2 ANYMIND will provide the quotation which shall include the following but not limited to, the finalized product specifications as agreed by the Client and ANYMIND.The detailed statement of work to be performed by the sourced manufacturer, the fees and payment terms associated with such statement of work, and / or any additional conditions shall be agreed in Order or agreement between both the Parties.

    7.3 ANYMIND is solely responsible for the remuneration of manufacturers for fulfilling product / projects.

    7.4 In case where Client signed Order or agreement, ANYMIND will provide timely updates on the product / project manufacturing process to the Client.

    7.5 Any requests for additional Services or reports may incur additional costs to the Client.

    7.6 The manufacturer is an independent entity and has no employment relationship with ANYMIND.If the manufacturers and time slot cannot be delivered due to any other reason, the Client can choose to renew a time slot or run a different project.In any cases, ANYMIND will not refund any payment for Service the Client has made, unless otherwise agreed differently under Order.

    Additionally, at its sole discretion, ANYMIND reserves the right to:

    - Remove or refuse any Client content for any or no reason;

    - Disable any user name, password or other identifier, whether chosen by the Client or provided by ANYMIND, at any time at its sole discretion for any or no reason, including if, in ANYMIND’ s opinion, the Client has violated any Terms;

    - Take any action to temporarily / permanently suspend the Client member account of AnyFactory without further notice if ANYMIND believes that the Client and the manufacturer are directly engaging and / or are in contact in connection with the Service and purpose hereof without using AnyFactory, whereby the Client use of AnyFactory violates all or part thereof of the Terms.AnyMind also reserves the right to claim for the damages(if any);

    - Disclose the Client’ s identity or other information about the Client to the manufacturer or any third-party who claims that material project / product idea by the Client violates their rights, including their intellectual property rights or their right to privacy

    - Take any action with respect to any Client’ s Proposal Request that ANYMIND deems necessary or appropriate, including if ANYMIND believes that such Client action violates the Terms of Service, including the content standards, infringes any intellectual property right or other right of any person or entity, threatens the personal information of users of AnyFactory or the public or could create liability for ANYMIND;

    - Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of AnyFactory;and

    - Without limiting the foregoing, ANYMIND has the right to fully cooperate with any law enforcement authorities or court order requesting or directing the disclosure of the identity or other information of anyone posting any materials on or through AnyFactory.The Client waives and indemnifies ANYMIND and its affiliates, licensees and service providers from any claims resulting from any action taken by the company / any of the foregoing parties during or as a result of its investigations and from any actions taken as a consequence of investigations by either ANYMIND or such parties or law enforcement authorities.

  • 8. CLIENT RESPONSIBLITIES

    8.1 Client must provide certain registration details or other information as required by ANYMIND to use certain features of AnyFactory.Client certifies and guarantees that all information provided to ANYMIND for the use of AnyFactory is correct, current, complete and up to date.

    8.2 Client must provide detailed requirements at AnyFactory for ANYMIND’ s consultants to prepare the Quotation.

    8.3 Client shall make payments as per the finalized Order or agreement agreed by client and Invoices placed by ANYMIND.

    8.4 The Client shall adhere to the conditions of using the AnyFactory and Proposal / Project Request’s Standards and Prohibited Products set out by ANYMIND in Appendix A.

    8.5 The Client shall ensure that all persons who have access to Client’ s account on AnyFactory and access either through the Client’ s internet or any network connection are aware of the Terms and comply with them.The Client shall be wholly responsible for access to its own account.ANYMINDshall not be held liable for any damages caused by or on the Client’ s account.

    8.6 The Client shall ensure that the project / product ideas discussed on AnyFactory App is reviewed and complies with all applicable laws and regulations.

    8.7 The Client acknowledges that manufacturers are independent.ANYMIND cannot and will not be held liable for non - performance of a manufacturer within the scope of time given.In such cases, ANYMIND shall use its best effort to provide you an option to choose a different timeframes of delivery the products and / or changing manufacturer in case where the products has not yet produced by the manufacturer.

  • 9. CONFIDENTIAL INFORMATION

    9.1 The Client acknowledges that the member account is personal to the Client and agrees not to provide any other person with access to AnyFactory or portions of it using the Client’ s user name, password or other security information.

    9.2 The Client also acknowledges that the Client must treat all information gathered from ANYMIND or AnyFactory as confidential and the Client must not disclose it to any other person or entity or third-party without the prior written consent from ANYMIND.

    9.3 The Client agrees to notify ANYMIND immediately of any unauthorized access to or use of its user name or password or any other breach of security.The Client also agrees to ensure that the Client shall exit or sign out from the member account at the end of each session.The Client should use particular caution when accessing the member account from a public or shared computer so that others are not able to view or record the password or other personal information.

    9.4 ANYMIND shall not be liable for any loss or damage arising from the Client’ s failure to comply with the above requirements.

    9.5 ANYMIND shall not be liable for any data privacy law violation arising from the Client’ s failure to comply with the above requirements.

  • 10. INDEMNIFICATION

    The Client agrees to defend, indemnify and hold harmless ANYMIND, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees(including reasonable attorneys's fees) arising out of or relating to the Client’s violation of Terms of Service or the Client’s use of AnyFactory, including, but not limited to, the Client content, any use of AnyFactory’s consultancy services and products other than as expressly authorized in the Terms or the Client’s use of any information obtained from AnyFactory.

  • 11. TERMINATION

    ANYMIND has the right to terminate or suspend the Client’s access to all or part of AnyFactory for any or no reason, including without limitation, any violation of the Terms of Service.

    Upon termination of the Terms, the Client shall immediately pay ANYMIND all amounts owed by the Client to ANYMIND within seven (7) days if any. ANYMIND will not have any liability whatsoever to the Client for any termination of the Terms, including for termination of the Client’s member account or deletion of the Client’s Proposal/ Project Request.

    ANYMIND reserves the right to modify or discontinue any or all of the services including returning the remaining value of the Credit with or without notice to the Client.

  • 12. WAIVER AND SEVERABILITY

    No omission or delay on ANYMIND's part in exercising any or part of its rights under the Terms of Service shall operate as a waiver thereof.

    If any provision of the Terms of Service is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

  • 13. FORCE MAJEURE

    Except for payment obligations, neither Client nor ANYMIND shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond either Client’s or ANYMIND’s reasonable control, including the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks; Internet failure; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes, lock-outs, or labour disruptions; and any laws, orders, rules, regulations, acts, or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts.

  • 14. GOVERNING LAW AND JURISDICTION

    14.1 Any dispute arising out of or in connection with this contract, including any question regarding its existence, validity 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 (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause.

    The seat of the arbitration shall be Singapore.

    The Tribunal shall consist of 3 arbitrator(s).

    The language of the arbitration shall be English.

    14.2 Parties should also include an applicable law clause. The following is recommended: This contract is governed by the laws of Singapore.

  • 15. Contact ANYMIND

    If you have any questions or concerns, please contact us by email at support-anyfactory@anymindgroup.com.

  • APPENDIX A: Proposal/ Project Request’s Standards and Prohibited Products

    1. Client agrees that all Client’s Proposal/ Project Request must comply with Proposal/ Project Request’s Standards and Prohibited Products set out in this Appendix A.

    2. Client agrees that any Proposal/ Project Request shall be complied with all applicable laws and shall not infringe any intellectual property rights or any other rights of third party or shall not breach any other confidentiality.

    3. Client further agrees, represents and warrants that:

    3.1 The Client owns or controls all rights in and to the products and has the right to grant the license granted above to ANYMIND, its affiliates and respective licensees, successors and assignees. In case where necessary consent and/or license are required, Client must provide such consent and/or license before ANYMIND provide any Quotation;

    3.2 the products shall comply with the Terms of Service and applicable laws.

    3.3 The Proposal/Project Request is, at all times, correct, current and complete, and up to date.

    3.4 The Client shall notify ANYMIND of any changes to the Proposal/Project Request. If the Client fails to provide notification to ANYMIND of any change to the Proposal/Project Request in a timely manner, or the Proposal/Project Request is incorrect or untrue, then ANYMIND may suspend and/or terminate the provision of all or part thereof of the Proposal/Project Request without further notice.

    3.5 The Client has full responsibility of the Proposal/Project Request, including its legality, reliability, accuracy and appropriateness.

    3.6 The Client will not violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations.

    3.7 In the case where ANYMIND has suffered loss/damage or has been charged an expense directly or indirectly due to the Client violating applicable laws or the Terms of Service while using AnyFactory App or website, the Client shall immediately compensate ANYMIND upon its and/or others’ request.

  • PROHIBITED Products

    The Client may provide the Proposal/ Project Request to produce only lawful products and in accordance with the applicable laws. Any products which require the appropriate licenses, Client must provide the copy of the license to ANYMIND together with the Proposal/Project Request.

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