Terms of Use

Last Updated: 12 November 2021

Effective Date: 12 November 2021

 

PLEASE READ THIS TERMS OF USE AGREEMENT AND ALL OTHER AGREEMENTS AND POLICIES REFERENCED HEREIN CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS, EXCLUSIONS AND A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER.

 

This Terms of Use Agreement (this “Agreement”) is a contract between you (“you” or “User”), and Mobapal.com (“MOBA Pal,” “we,” or “us”). You must read, agree to, and accept all of the terms and conditions contained in this Terms of Use to be a User of our website located at www.mobapal.com or any part of the rest of the Site (defined in the Site Terms of Use).

 

Subject to the conditions set forth herein, MOBA Pal may, in its sole discretion, amend this Agreement by posting a revised version on the Site. MOBA Pal will provide reasonable advance notice of any amendment that includes a Substantial Change (defined below), by posting the updated Terms of Use on the Site, providing notice on the Site, and/or sending you notice by email. If the Substantial Change includes an increase to Fees charged by MOBA Pal, MOBA Pal will provide at least 30 days’ advance notice of the change, but may not provide any advance notice for changes resulting in a reduction in Fees or any temporary or promotional Fee change. Any revisions to the Terms of Use will take effect on the noted effective date (each, as applicable, the “Effective Date”).

 

YOU UNDERSTAND THAT BY USING THE SITE OR SITE SERVICES AFTER THE EFFECTIVE DATE, YOU AGREE TO BE BOUND BY THE TERMS OF USE, INCLUDING THE ARBITRATION PROVISION IN SECTION 14 OF THIS AGREEMENT (SUBJECT TO YOUR RIGHT TO OPT OUT OF THE ARBITRATION PROVISION AS PROVIDED IN SECTION 14). IF YOU DO NOT ACCEPT THE TERMS OF USE IN ITS ENTIRETY, YOU MUST NOT ACCESS OR USE THE SITE OR THE SITE SERVICES AFTER THE EFFECTIVE DATE EXCEPT AS PERMITTED BY THE SITE TERMS OF USE.

 

IF YOU AGREE TO THE TERMS OF USE ON BEHALF OF AN ENTITY OR AGENCY, OR IN CONNECTION WITH PROVIDING OR RECEIVING SERVICES ON BEHALF OF AN ENTITY OR AGENCY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY OR AGENCY TO THE TERMS OF USE AND AGREE THAT YOU ARE BINDING BOTH YOU AND THAT ENTITY OR AGENCY TO THE TERMS OF USE. IN THAT EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO YOU AND THAT ENTITY OR AGENCY.

 

1. DEFINITIONS

Confidential Information” means any material or information provided to, or created by, a User to evaluate a Request or the suitability of another User for the Request, regardless of whether the information is in tangible, electronic, verbal, graphic, visual, or other form. Confidential Information does not include material or information that:

    (a) is generally known by third parties as a result of no act or omission of Pal or Requester;

     (b) was lawfully received by User without restriction from a third party having the right to disseminate the information;

     (c) was already known by User prior to receiving it from the other party and was not received from a third party in breach of that third party’s obligations of confidentiality; or

     (d) was independently developed by User without use of another person’s Confidential Information.

Fixed-Price Contract” means a Service Contract for which Requester is charged a fixed fee agreed between a Requester and a Pal, prior to the commencement of a Service Contract, for the completion of all Pal Services contracted by Requester for such Service Contract.

Hourly Contract” means a Service Contract for which Requester is charged based on the hourly rate charged by Pal.

Hourly Invoice” means the report of hours invoiced for a stated period by a Pal for Pal Services performed for a Requester.

The term “including” as used herein means including without limitation.

Indemnified Claim” means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by you or a third party or other User against an Indemnified Party.

Indemnified Liability” means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by an Indemnified Party against you or a third party or other User.

Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, in each case, under the laws of any state, country, territory or other jurisdiction.

Pal” means any authorized User utilizing the Site or Site Services, including Direct Contract Services, to advertise or provide Pal Services to Requesters, including Pal Accounts that are Agency Accounts or, if applicable, Agency Members. A Pal is a customer of MOBA Pal with respect to use of the Site and Site Services.

Pal Fees” means:

     (a) for an Hourly Contract, the amount reflected in the Hourly Invoice (the number of hours invoiced by Pal, multiplied by the hourly rate charged by Pal);

     (b) for a Fixed-Price Contract, the fixed fee agreed between a Requester and a Pal; and

     (c) any bonuses or other payments made by a Requester to a Pal.

Pal Services” means all services performed for or delivered to Requesters by Pal.

Payment Method” means a valid credit card issued by a bank acceptable to MOBA Pal, a bank account linked to your Account, a PayPal account, a debit card, or such other method of payment as MOBA Pal may accept from time to time in our sole discretion.

ProPal” means the membership subscription plans offered by MOBA Pal to users in order to provide users with additional features and Site Service.

Request” means an engagement for Pal Services that a Pal provides to a Requester under a Service Contract on the Site.

Requester” means any authorized User utilizing the Site or Site Services, including Direct Contract Services, to seek and/or obtain Pal Services, including from another User.

Service Contract” means, as applicable,

      (a) the contractual provisions between a Requester and a Pal governing the Pal Services to be performed by a Pal for Requester for a Request;

      (b) the contractual provisions of Pal Services to Requester.

Service Outcome” means any tangible or intangible results or deliverables that Pal agrees to create for, or actually delivers to, Requester as a result of performing the Pal Services, including, but not limited to, number of wins, achievements, winrate, or other information, and any intellectual property developed in connection therewith.

Substantial Change” means a change to the terms of the Terms of Use that reduces your rights or increases your responsibilities.

User Content” means any comments, remarks, data, feedback, content, text, photographs, images, video, music, or other content or information that you or any Site Visitor or User post to any part of the Site or provide to MOBA Pal, including such content or information that is posted as a result of questions.

Wallet Account” means Requester Wallet Account, or Pal Wallet Account.

Wallet Instructions” means the Fixed-Price Wallet Instructions or the Hourly, and Bonus Wallet Instructions.

Wallet System” means the platform set up and owned by MOBA Pal to provide Wallet Services.

 

2. MOBA PAL ACCOUNTS

 

2.1 REGISTERING AN ACCOUNT

By registering for an account to use the Site or Site Services (an “Account”), by using the Site or Site Services after the Effective Date if you had an Account on the Effective Date, or by clicking to accept the Terms of Use when prompted on the Site, you agree to abide by this Agreement and the Privacy Policy.

 

To access and use certain portions of the Site and the Site Services, you must register for an Account. Subject to the Site Terms of Use, certain portions of the Site are available to Site Visitors, including those portions before your Account registration is accepted. MOBA Pal reserves the right to decline a registration to join MOBA Pal or to add an Account of any type (i.e., as a Requester or Pal), for any lawful reason, including supply and demand, cost to maintain data, or other business considerations.

 

If you create an Account as an employee or agent on behalf of a company, you represent and warrant that you are authorized to enter into binding contracts, including the Terms of Use, on behalf of yourself and the company. Your privacy is important to MOBA Pal and your information will be handled in accordance with our Privacy Policy .

 

2.2 ACCOUNT ELIGIBILITY

MOBA Pal offers the Site and Site Services for your gaming purposes only and not for personal, household, or consumer use. To register for an Account or use the Site and Site Services, you must, and hereby represent that you:

      (a) are an employee or agent of and authorized to act for and bind an independent business (whether it be as a self-employed individual/sole proprietor or as a corporation, limited liability company, or other entity);

      (b) will use the Site and Site Services for gaming purposes only;

      (c) will comply with any licensing, registration, or other requirements with respect to your games, or the business for which you are acting, and the provision of Pal Services; and

      (d) are either a legal entity or an individual who is 18 years or older (or have otherwise reached the age of majority in the jurisdiction in which you conduct business) in each case who can form legally binding contracts.

 

2.3 PROFILE OF ACCOUNT

To register for an Account to join the Site, you must complete a User profile (“Profile”), which you consent to be shown to other Users and, unless you change your privacy settings, to be shown to the public. You agree to provide true, accurate, and complete information on your Profile and all registration and other forms you access on the Site or provide to us and to update your information to maintain its truthfulness, accuracy, and completeness. You agree not to provide any false or misleading information about your identity or location, your games, your skills, or the services you provide and to correct any such information that is or becomes false or misleading.

 

2.4 TYPES OF ACCOUNT

As described in this Section, there are a number of different Account types. Once you register for one Account type, you can add the other Account types under the same username and password. For instance, if you already have a Pal Account (defined below), you can add a Requester Account (defined below) as a separate account type in settings without re-registering. You agree not to have or register for more than one Account without express written permission from us. We reserve the right to revoke the privileges of the Account or access to or use of the Site or Site Services, and those of any and all linked Accounts without warning if, in our sole discretion, false or misleading information has been provided in creating, marketing, or maintaining your Profile or Account.

 

2.4.1 REQUESTER ACCOUNT

You can register for an Account or add an Account type to use the Site and Site Services as a Requester (a “Requester Account”).

 

2.4.2 PAL ACCOUNT

Pal: You can register for an Account or add an Account type to use the Site and Site Services as a Pal (a “Pal Account”).

 

2.5 ACCOUNT PERMISSIONS

You agree not to allow another person to create an Account on your behalf, for your use, or for your benefit.

 

2.6 VERIFYING IDENTITY & LOCATION

When you register for an Account and from time to time thereafter, your Account will be subject to verification, including, but not limited to, validation against third-party databases or the verification of one or more official government or legal documents that confirm your identity, your location, and your ability to act on behalf of your gaming purposes on MOBA Pal. You authorize MOBA Pal, directly or through third parties, to make any inquiries necessary to validate your identity, your location, and confirm your ownership of your email address or financial accounts, subject to applicable law. When requested, you must timely provide us with complete information about yourself and your business, which includes, but is not limited to, providing official government or legal documents. During verification some Account features may be temporarily limited. When a verification is successfully completed, Account features will be restored.

 

2.7 USERNAMES & PASSWORDS

Each person who uses the Site must register their own Account. When you register for an Account, you will be asked to choose a username and password. You are entirely responsible for safeguarding and maintaining the confidentiality of your username and password. You agree not to share your username or password with any person, and, if you are a legal entity who is not a natural person, to only share your username and password with a person who is authorized to use your Account. You authorize MOBA Pal to assume that any person using the Site with your username and password, either is you or is authorized to act for you. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your Account or any unauthorized access to the password for any Account. You further agree not to use the Account or log in with the username and password of another User of the Site if

      (a) you are not authorized to use both or

      (b) the use would violate the Terms of Use.

 

3. PURPOSE OF SITE

The Site is a marketplace where Requesters and Pals can identify each other and advertise, buy, and sell Pal Services online. Subject to the Terms of Use, MOBA Pal provides the Site Services to Users, including hosting and maintaining the Site, facilitating the formation of Service Contracts, and assisting Users in resolving disputes which may arise in connection with those Service Contracts. When a User enters a Service Contract, the User uses the Site to invoice and pay any amounts owed under the Service Contract.

 

3.1 MOBA PAL & USERS

MOBA Pal merely makes the Site and Site Services available to enable Pals and Requesters to find and transact directly with each other. MOBA Pal does not introduce Pals to Requesters, select Requests for Pals, or select Pals for Requesters. Through the Site and Site Services, Pals may be notified of Requesters that may be seeking the services they offer, and Requesters may be notified of Pals that may offer the services they seek; at all times, however, Users are responsible for evaluating and determining the suitability of any Request, Requester or Pal on their own. If Users decide to enter into a Service Contract, the Service Contract is directly between the Users and MOBA Pal is not a party to that Service Contract.

 

You acknowledge, agree, and understand that MOBA Pal is not a party to the relationship or any dealings between Requester and Pal. Without limitation, Users are solely responsible for:

      (a) ensuring the accuracy and legality of any User Content;

      (b) determining the suitability of other Users for a Service Contract (such as any interviews, vetting, background checks, or similar actions);

      (c) negotiating, agreeing to, and executing any terms or conditions of Service Contracts;

      (d) performing Pal Services; and/or

      (e) paying for Pal Services.

You further acknowledge, agree, and understand that you are solely responsible for assessing whether to enter into a Service Contract with another User and for verifying any information about another User. MOBA Pal does not make any representations about or guarantee the truth or accuracy of any Pal’s or Requester’s listings or other User Content on the Site; does not verify any feedback or information provided by Users about Pals or Requesters; and does not perform background checks on or guarantee the work of Pals or Requesters. You acknowledge, agree, and understand that MOBA Pal does not, in any way, supervise, direct, control, or evaluate Pals or their work and is not responsible for any Request, Request terms or Service Outcome. MOBA Pal makes no representations about and does not guarantee, and you agree not to hold MOBA Pal responsible for, the quality, safety, or legality of Pal Services; the qualifications, background, or identities of Users; the ability of Pals to deliver Pal Services; the ability of Requesters to pay for Pal Services; User Content and statements or posts made by Users; or the ability or willingness of a Requester or Pal to actually complete a Service Contract. While MOBA Pal may provide certain badges on Pal or Requester profiles, such badges are not a guarantee or warranty of quality or ability or willingness of the badged Pal or Requester to complete a Service Contract and is not a guarantee of any kind, including, the quality of Pal Services or Requester Request.

 

You also acknowledge, agree, and understand that Pals are solely responsible for determining, and have the sole right to determine, which Requests to accept; the time, place, manner, and means of providing any Pal Services; the type of services they provide; and the price they charge for their services or how that pricing is determined or set. You further acknowledge, agree, and understand that:

      (i) you are not an employee of MOBA Pal, and you are not eligible for any of the rights or benefits of employment (including unemployment and/or workers compensation insurance);

      (ii) MOBA Pal will not have any liability or obligations, including under or related to Service Contracts and/or Pal Services for any acts or omissions by you or other Users;

      (iii) MOBA Pal does not, in any way, supervise, direct, or control any Pal or Pal Services; does not impose quality standards or a deadline for completion of any Pal Services; and does not dictate the performance, methods or process Pal uses to perform services;

      (iv) Pal is free to determine when and if to perform Pal Services, including the days worked and time periods of work, and MOBA Pal does not set or have any control over Pal’s pricing, work hours, work schedules, or work location, nor is MOBA Pal involved in any other way in determining the nature and amount of any compensation that may be charged by or paid to Pal for a Request;

      (v) Pal will be paid at such times and amounts as agreed with a Requester in a given Service Contract, and MOBA Pal does not, in any way, provide or guarantee Pal a regular salary or any minimum, regular payment;

      (vi) MOBA Pal does not provide Pals with training or any equipment, labour, tools, or materials related to any Service Contract;

      (vii) MOBA Pal does not provide the premises at which Pals will perform the work;

      (viii) unless otherwise agreed with their Requester, Pals may use subcontractors or employees to perform Pal Services by delegating work on fixed-price contracts or by agreeing with their Requesters to have hourly contracts for Pal’s subcontractor(s) or employee(s); and

      (ix) MOBA Pal does not provide shipping services for any physical Service Outcome. If a Pal uses subcontractors or employees, Pal further agrees and acknowledges that this Section applies to MOBA Pal’s relationship, if any, with Pal’s subcontractors and employees as well and Pal is solely responsible for Pal’s subcontractors and employees.

 

Nothing in this Terms of Use is intended to prohibit or discourage (nor should be construed as prohibiting or discouraging) any User from engaging in any other business activities or providing any services through any other channels they choose, provided, if applicable, Users comply with the Opt Out provisions described in Section 7. Users are free at all times to engage in such other business activities and services and are encouraged to do so.

 

3.2 COMPENSATION & TAXES

Pal acknowledges and agrees that Pal is solely responsible

      (a) for all tax liability associated with payments received from Pal’s Requesters and through MOBA Pal, and that MOBA Pal will not withhold any taxes from payments to Pal;

      (b) to obtain any liability, health, workers’ compensation, disability, unemployment, or other insurance needed, desired, or required by law, and that Pal is not covered by or eligible for any insurance from MOBA Pal;

      (c) for determining whether Pal is required by applicable law to issue any particular invoices for the Pal Fees and for issuing any invoices so required;

      (d) for determining whether Pal is required by applicable law to remit to the appropriate authorities any value added tax or any other taxes or similar charges applicable to the Pal Fees and remitting any such taxes or charges to the appropriate authorities, as appropriate; and

      (e) if outside of Singapore, for determining if MOBA Pal is required by applicable law to withhold any amount of the Pal Fees and for notifying MOBA Pal of any such requirement and indemnifying MOBA Pal for any requirement to pay any withholding amount to the appropriate authorities (including penalties and interest). In the event of an audit of MOBA Pal, Pal agrees to promptly cooperate with MOBA Pal and provide copies of Pal’s tax returns and other documents as may be reasonably requested for purposes of such audit, including but not limited to records showing Pal is engaging in an independent business as represented to MOBA Pal.

 

3.3 USER FEEDBACK & CONTENT

You hereby acknowledge and agree that Users publish and request MOBA Pal to publish on their behalf information on the Site about the User, such as feedback, composite feedback, geographical location, or verification of identity or credentials. However, such information is based solely on unverified data that Pals or Requesters voluntarily submit to MOBA Pal and does not constitute and will not be construed as an introduction, endorsement, or recommendation by MOBA Pal; MOBA Pal provides such information solely for the convenience of Users.

 

You acknowledge and agree that User feedback benefits the marketplace, all Users, and the efficiency of the Site and you specifically request that MOBA Pal post composite or compiled feedback about Users, including yourself, on User Profiles and elsewhere on the Site. You acknowledge and agree that feedback results for you, including your Rating Score, wherever referenced, and other User Content highlighted by MOBA Pal on the Site or otherwise (“Composite Information”), if any, may include User comments, User ratings, indicators of User satisfaction, and other feedback left exclusively by other Users. You further acknowledge and agree that MOBA Pal will make Composite Information available to other Users, including composite or compiled feedback. MOBA Pal provides its feedback system as a means through which Users can share their opinions of other Users publicly, and MOBA Pal does not monitor, influence, contribute to or censor these opinions. You acknowledge and agree that posted composite or compiled feedback and any other Composite Information relates only to the business advertised in the Profile and not to any individual person. You agree not to use the Composite Information to make any employment, credit, credit valuation, underwriting, or other similar decision about any other User.

 

MOBA Pal does not generally investigate any remarks posted by Users or other User Content for accuracy or reliability and does not guarantee that User Content is accurate. You are solely responsible for your User Content, including the accuracy of any User Content, and are solely responsible for any legal action that may be instituted by other Users or third parties as a result of or in connection with your User Content. MOBA Pal is not legally responsible for any feedback or comments posted or made available on the Site by any Users or third parties, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect Users from abuse, MOBA Pal reserves the right (but is under no obligation) to remove posted feedback or information that, in MOBA Pal’s sole judgment, violates the Terms of Use or negatively affects our site, diminishes the integrity of the feedback system or otherwise is inconsistent with the business interests of MOBA Pal. You acknowledge and agree that you will notify MOBA Pal of any error or inaccurate statement in your feedback results, including the Composite Information, and that if you do not do so, MOBA Pal may rely on the accuracy of such information.

 

4. REQUESTER & PAL

 

4.1 SERVICE CONTRACTS

If a Requester and Pal decide to enter into a Service Contract, the Service Contract is a contractual relationship directly between the Requester and Pal. Requester and Pal have complete discretion both with regard to whether to enter into a Service Contract with each other and with regard to the terms of any Service Contract. You acknowledge, agree, and understand that MOBA Pal is not a party to any Service Contract, that the formation of a Service Contract between Users will not, under any circumstance, create an employment or other service relationship between MOBA Pal and any User or a partnership or joint venture between MOBA Pal and any User.

 

With respect to any Service Contract, Requesters and Pals may enter into any written agreements that they deem appropriate (e.g., confidentiality agreements, invention assignment agreements, assignment of rights, etc.) provided that any such agreements do not conflict with, narrow, or expand MOBA Pal’s rights and obligations under the Terms of Use, including the Privacy Policy and the applicable Wallet Instructions.

 

4.2 USER DISPUTES

For disputes arising between Requesters and Pals, you agree to abide by the dispute process that is explained in the Wallet Instructions that apply to your particular Service Contract. If the dispute process does not resolve your dispute, you may pursue your dispute independently, but you acknowledge and agree that MOBA Pal will not and is not obligated to provide any dispute assistance beyond what is provided in the Wallet Instructions.

If Pal or Requester intends to obtain an order from any arbitrator or any court that might direct MOBA Pal, to take or refrain from taking any action with respect to a Wallet Account, that party will

     (a) give us at least ten business days’ prior notice of the hearing;

     (b) include in any such order a provision that, as a precondition to obligation affecting MOBA Pal or MOBA Pal Wallet, we be paid in full for any amounts to which we would otherwise be entitled; and

     (c) include in any such order a provision that, as a precondition to any obligation affecting MOBA Pal or MOBA Pal Wallet, MOBA Pal be paid for the reasonable value of the services to be rendered pursuant to such order.

 

4.3 CONFIDENTIAL INFORMATION

Users may agree to any terms they deem appropriate with respect to confidentiality. If and to the extent that the Users do not articulate any different agreement with regard to confidentiality, then they agree that this Section 4.3 (Confidential Information) applies.

 

To the extent a User provides Confidential Information to another User, the recipient will protect the secrecy of the discloser’s Confidential Information with the same degree of care as it uses to protect its own Confidential Information, but in no event with less than due care. On a User’s written request, the party that received Confidential Information will promptly destroy or return the disclosing party’s Confidential Information and any copies thereof contained in or on its premises, systems, or any other equipment otherwise under its control.

 

5. MOBA PAL FEES

 

5.1 FEES FOR PALS

Pals will pay MOBA Pal a service fee for the use of the Site Services, including the communication, invoicing, reporting, dispute resolution and payment services, including facilitating arbitration services and Hourly Payment Protection, as described in the applicable Wallet Instructions (the “Service Fees”). The Service Fees (to use the Site Services) are paid solely by Pal. When a Requester pays a Pal for a Request or when funds related to a Request are otherwise released to a Pal as required by the applicable Wallet Instructions (See Section 6.1), MOBA Pal will disburse to the Pal Wallet Account only for the amount after deduction of the MOBA Pal the Service Fee. Pal hereby irrevocably authorizes and instructs MOBA Pal to deduct the Service Fee in the Wallet System and pay MOBA Pal on Pal’s behalf. In the event the Pal chooses to withdraw funds in a currency other than U.S. dollars, there may also be a foreign currency conversion charge imposed by MOBA Pal and the rate may differ from rates that are in effect on the date of the payment and you may be able to obtain a better rate from your bank or financial institution.

 

Pals may subscribe to different levels of participation and privileges on the Site to access additional features and Site Service, by payment of ProPal membership fees and by purchasing “Proposal Credits”.

 

Pals will pay MOBA Pal a disbursement fee for remitting payments to their preferred payment method (“Disbursement Fee”). The Disbursement Fee is paid to MOBA Pal in consideration of costs incurred and administration of disbursements via the disbursement method requested by Pal and varies by disbursement method.

 

In addition to fees charged by MOBA Pal, your disbursement method may also charge activation, maintenance, or other account fees.

 

5.2 REQUESTER FEES

Requesters pay MOBA Pal a fee for payment processing and administration related to the Pal Fees they pay to Pals they engage through the Site.

Requesters may also choose to pay for ProPal to access additional features and Site Services.

 

5.3 GST & OTHER TAXES

MOBA Pal may be required by applicable law to collect taxes or levies including, without limitation, withholding income tax or GST (while some countries may refer GST using other terms, e.g. VAT, we’ll just refer to GST, VAT and any local sales taxes collectively as “GST”) in the jurisdiction of the Pal (the “Taxes”). In such instances, any amounts MOBA Pal is required to collect or withhold for the payment of any such Taxes shall be collected in addition to the fees owed to MOBA Pal under the Terms of Use.

 

5.4 NO FEE SITUATIONS

MOBA Pal does not introduce Requesters to Pals and does not help Pals to secure Requests. MOBA Pal merely makes the Site and Site Services available to enable Pals to do so themselves and may from time to time highlight Requests that may be of interest. Henceforth, MOBA Pal does not charge any fees when a Pal finds a suitable Requester or finds a Request. Additionally, MOBA Pal does not charge any fee or dues for posting public feedback and composite or compiled feedback, including Composite Information.

 

6. WALLET & PAYMENT

 

6.1 WALLET SERVICES

MOBA Pal provides Wallet services to Users to deliver, hold, and/or receive payment for a Request, and to pay fees to MOBA Pal (“Wallet Services”). The Wallet Services are intended for Service Contract use, and you agree to use the Wallet Services only for Service Contract purposes and not for consumer, personal, family, or household purposes.

 

6.1.1 WALLET INSTRUCTIONS

MOBA Pal will use and release funds deposited in a Wallet Account only in accordance with this Terms of Use and the applicable Wallet Instructions. You acknowledge and agree that MOBA Pal acts merely as an e-Wallet agent. MOBA Pal has fully delivered the Wallet Services to you if MOBA Pal provides the Wallet Services described in this Terms of Use and the applicable Wallet Instructions. MOBA Pal is only obligated to perform those duties expressly described in this Terms of Use and any applicable Wallet Instructions. If you authorize or instruct MOBA Pal to release or make a payment of funds from a Wallet Account associated with you, MOBA Pal may release or pay those funds as instructed in reliance on your authorization, this Terms of Use, and the applicable Wallet Instructions or as required by applicable law.

 

6.1.2 WALLET ACCOUNTS

MOBA Pal will use and release funds deposited in a Wallet Account only in accordance with this Terms of Use and the applicable Wallet Instructions. Depending on your needs and the applicable Wallet Instructions, MOBA Pal Wallet will establish and maintain one of two different types of Wallet Accounts:

      (a) Requester Wallet Account. After entering into a Service Contract, the first time a Requester makes a payment for a Request, MOBA Pal will establish and maintain a “Requester Wallet Account” to hold funds for the Requester to use to make payments for Requests, to receive refunds in connection with Requests, and to make payments to MOBA Pal.

      (b) Pal Wallet Account. After entering into a Service Contract, the first time a Pal uses the Site to receive payment for a Request, MOBA Pal will establish and maintain a “Pal Wallet Account” for Pal to receive payments for Requests, withdraw payments, make payments to MOBA Pal and issue refunds to Requesters.

 

You hereby authorize and instruct MOBA Pal to act as Wallet agent in connection with the Wallet Accounts and the payment, holding, and receipt of funds for each Request and other specified purposes in accordance with the Terms of Use and the applicable Wallet Instructions. Requester and Pal may access current information regarding the status of a Wallet Account on the Site.

 

6.1.3 APPOINTMENT OF MOBA PAL AS AGENT

If you are a Pal and you request payment related to an Hourly or Fixed-Price Contract, you hereby appoint MOBA Pal as your agent to obtain funds from the Wallet System on your behalf and credit them to your Pal Wallet Account as applicable. Because MOBA Pal is Pal’s agent, Pal must, and hereby does, fully discharge and credit Pal’s Requester for all payments and releases from the Wallet System on Pal’s behalf from or on behalf of such Requester.

 

6.1.4 TITLE TO WALLET FUNDS

MOBA Pal Wallet System is not a bank. MOBA Pal deposits and maintains all Wallet Account funds in an international payment system with a legal title to, and not equitable interest. This Terms of Use is supplementary to the Service Contract and to any other agreement between Requester and Pal concerning the Request.

 

6.1.5 NO INTEREST

You agree that you will not receive interest or other earnings on the funds held in your Wallet Account. MOBA Pal, or our Affiliates may charge or deduct fees, may receive a reduction in fees or expenses charged, and may receive other compensation in connection with the services they provide as provided in Section 5.

 

6.1.6 DUTIES OF WALLET AGENT

We undertake to perform only such duties as are expressly set forth in this Terms of Use, and the applicable Wallet Instructions, and no other duties will be implied. We have no liability under, and no duty to inquire as to, the provisions of any agreement, including this Terms of Use and the applicable Wallet Instructions. We will be under no duty to inquire about or investigate any agreement or communication between Requester and Pal, even if posted to the Site. We have the right to rely upon, and will not be liable for acting or refraining from acting upon, any written notice, instruction, or request furnished to us by Requester or Pal in accordance with this Terms of Use or the applicable Wallet Instructions, if we reasonably believe that such notice, instruction, or request is genuine and that it is signed or presented by the proper party or parties. We have no duty to inquire about or investigate the validity, accuracy, or content of any such notice, instruction, or request. We have no duty to solicit any payments or releases that may be due to or from any Wallet Account. We may execute any of our powers and perform any of our duties under this Terms of Use and the applicable Wallet Instructions directly or through agents or attorneys (and will be liable only for the careful selection of any such agent or attorney) and may consult with counsel, accountants, and other skilled persons to be selected and retained by us. To the extent permitted by applicable law, we will not be liable for anything done, suffered, or omitted in good faith by us in accordance with the advice or opinion of any such counsel, accountants, or other skilled persons. If we are uncertain as to our duties or rights hereunder or receive instructions, claims, or demands from any party hereto that, in our opinion, conflict with any of the provisions of this Terms of Use or the applicable Wallet Instructions, we will be entitled to refrain from taking any action, and our sole obligation will be to keep safely all property held in the Wallet Account until we are directed otherwise in writing by Requester and Pal or by a final order or judgment of an arbitrator or court of competent jurisdiction.

 

6.1.7 RIGHTS OF WALLET AGENT

We have the right, in our sole discretion, but not the obligation, to institute arbitration or, if no arbitration provision applies, other legal proceedings, including depositing funds held in the Wallet Account with a court of competent jurisdiction, and to resolve any dispute between Requester and Pal related to the Wallet Account. Any provision of this Terms of Use and the applicable Wallet Instructions to the contrary notwithstanding and regardless whether we are identified as a party in interest in any dispute, arbitration, or other legal proceeding, nothing herein will be construed to limit our legal and equitable rights, including, but not limited to, depositing funds held in the Wallet Account with a court of competent jurisdiction. Any corporation or association into which MOBA Pal may be merged or converted or with which MOBA Pal may be consolidated, or any corporation or association to which all or substantially all the Wallet services of MOBA Pal may be transferred will succeed to all the rights and obligations of MOBA Pal as Wallet holder and Wallet agent under this Terms of Use and the applicable Wallet Instructions without further act to the extent permitted by applicable law.

 

6.2 REQUESTER PAYMENTS ON SERVICE CONTRACTS

Hourly Contracts. Pal will invoice Requester for Pal Fees on a weekly basis through MOBA Pal, and Requester will pay invoices consistent with the Hourly Wallet Instructions. When Requester approves an Hourly Invoice for an Hourly Contract, Requester automatically and irrevocably authorizes and instructs MOBA Pal, to charge Requester’s Payment Method for the Pal Fees.

 

Fixed-Price Contracts. Requester becomes obligated to pay applicable amounts into the Wallet Account immediately upon sending a Fixed-Price Contract offer (for the full amount or for the first milestone, if milestones are used) or upon activating any additional milestone. When Requester authorizes the payment of the Pal Fees for a Fixed-Price Contract on the Site, Requester automatically and irrevocably authorizes and instructs MOBA Pal, to charge Requester’s Payment Method for the Pal Fees.

 

Requester acknowledges and agrees that for both Hourly Contracts and Fixed-Price Contracts, failure by Requester to decline or dispute an Hourly Invoice or request for payment is an authorization and instruction to release payment, as described more fully in the applicable Wallet Instructions.

 

6.3 DISBURSEMENTS TO PALS ON SERVICE CONTRACTS

Under the relevant Wallet Instructions, MOBA Pal disburses funds that are available in the applicable Pal Wallet Account and payable to a Pal upon Pal’s request. A Pal can request disbursement of available funds any time on a one-time basis or by setting up an automatic disbursement schedule. If Pal does not request a disbursement, MOBA Pal will automatically disburse available funds no more than 365 days after the Pal Fees are paid to the Wallet System, unless the amount in the Pal Wallet Account is less than the Minimum Threshold. For purposes of the Terms of Use, a “Minimum Threshold” is $8 for Pals. When the funds in the Pal Wallet Account are below the Minimum Threshold, the automatic disbursement schedule is paused and the available and payable funds are released on the earlier of:

      (i) Pal’s request;

      (ii) 365 days after the funds are available in the Wallet System.

 

Pal Fees become available to Pals following the completion of a pal service marked by approval of requester or pal regardless of hourly or fixed-price contracts.

 

Notwithstanding any other provision of the Terms of Use or the Wallet Instructions, MOBA Pal, in its sole discretion and except as prohibited by applicable law, may refuse to process, may hold the disbursement of the Pal Fees or any other amounts and offset amounts owed to us, or take such other actions with respect to the Wallet Account as we deem appropriate in our sole discretion if:

      (a) we require additional information, such as Pal’s tax information, government-issued identification or other proof of identity, address, or date of birth;

      (b) we have reason to believe the Pal Fees may be subject to dispute or chargeback;

      (c) we suspect a User has committed or attempted to commit fraud or other illicit acts on or through the Site;

      (d) we believe there are reasonable grounds for insecurity with respect to the performance of obligations under this Terms of Use; or

      (e) we deem it necessary in connection with any investigation or required by applicable law.

 

If, after investigation, we determine that the hold on the disbursement of the Pal Fees is no longer necessary, MOBA Pal will release such hold as soon as practicable. Additionally, notwithstanding any other provision of the Terms of Use or the Wallet Instructions and to the extent permitted by applicable law, we reserve the right to seek reimbursement from you, and you will reimburse us, if we:

      (i) suspect fraud or criminal activity associated with your payment, withdrawal, or Request;

      (ii) discover erroneous or duplicate transactions; or

      (iii) have supplied our services in accordance with this Terms of Use yet we receive any chargeback from the Payment Method used by you, or used by your Requester if you are a Pal, despite our provision of the Site Services in accordance with this Terms of Use. You agree that we have the right to obtain such reimbursement by instructing MOBA Pal to (and MOBA Pal will have the right to) charge the applicable Wallet Account, and any other accounts you hold with us, offsetting any amounts determined to be owing, deducting amounts from future payments or withdrawals, charging your Payment Method, or obtaining reimbursement from you by any other lawful means. If we are unable to obtain such reimbursement, we may, in addition to any other remedies available under applicable law, temporarily or permanently revoke your access to the Site and Site Services and close your Account.

 

6.4 NON-PAYMENT

If Requester “default”, meaning the Requester fails to pay the Pal Fees or any other amounts when due under the Terms of Use, or a written agreement for payment terms incorporating the Terms of Use (signed by an authorized representative of MOBA Pal), MOBA Pal will be entitled to the remedies described in this Section 6.4 in addition to such other remedies that may be available under applicable law or in such written agreement. For the avoidance of doubt, Requester will be deemed to be in default on the earliest occurrence of any of the following:

      (a) Requester fails to pay the Pal Fees when due;

      (b) Requester fails to pay a balance that is due or to bring, within a reasonable period of time but no more than 30 days after accrual of the charge, an account current after a credit or debit card is declined or expires;

      (c) Requester fails to pay an invoice issued to the Requester by MOBA Pal within the time period agreed or, if no period is agreed, within 30 days;

      (d) Requester initiates a chargeback with a bank or other financial institution resulting in a charge made by MOBA Pal for Pal Fees or such other amount due being reversed to the Requester; or

      (e) Requester takes other actions or fails to take any action that results in a negative or past-due balance on the Requester’s account.

 

If Requester is in default, we may, without notice, temporarily or permanently close Requester’s Account and revoke Requester’s access to the Site and Site Services, including Requester’s authority to use the Site to process any additional payments, enter into Service Contracts, or obtain any additional Pal Services from other Users through the Site. However, Requester will remain responsible for any amounts that accrue on any open Requests at the time a limitation is put on the Requester’s Account as a result of the default. Without limiting other available remedies, Requester must pay MOBA Pal upon demand for any amounts owed, plus interest on the outstanding amount at the lesser of one and one-half percent (1.5%) per month or the maximum interest allowed by applicable law, plus attorneys’ fees and other costs of collection to the extent permitted by applicable law.

 

At our discretion and to the extent permitted by applicable law, MOBA Pal may, without notice, charge all or a portion of any amount that is owed on any Account to MOBA Pal or as Pal Fees or otherwise to any Payment Method on file on the Requester’s Account; set off amounts due against other amounts received from Requester or held by for Requester by MOBA Pal; make appropriate reports to credit reporting agencies and law enforcement authorities; and cooperate with credit reporting agencies and law enforcement authorities in any investigation or prosecution.

 

MOBA Pal does not guarantee that Requester is able to pay or will pay Pal Fees and MOBA Pal is not liable for Pal Fees if Requester is in default. Pal may use the dispute process as described in the applicable Wallet Instructions in order to recover funds from Requester in the event of a default or may pursue such other remedies against Requester as Pal chooses. If MOBA Pal recovers funds from a Requester in default pursuant to this Section 6.4, MOBA Pal will disburse any portion attributable to Pal Fees to the applicable Pal to the extent not already paid by Requester or credited by MOBA Pal through any Payment Protection program.

 

6.5 NO CHARGEBACKS & NO RETURN OF FUNDS

Requester acknowledges and agrees that MOBA Pal, will charge or debit Requester’s designated Payment Method for the Pal Fees incurred as described in the applicable Wallet Instructions and the Fee and that once MOBA Pal, charges or debits the Requester’s designated Payment Method for the Pal Fees, the charge or debit is non-refundable, except as otherwise required by applicable law. Requester also acknowledges and agrees that the Terms of Use provide a dispute resolution process as a way for Requester resolve disputes. To the extent permitted by applicable law, Requester therefore agrees not to ask its credit card company, bank, or other Payment Method provider to charge back any Pal Fees or other fees charged pursuant to the Terms of Use for any reason. A chargeback in breach of the foregoing obligation is a material breach of the Terms of Use. If Requester initiates a chargeback in violation of this Terms of Use, Requester agrees that MOBA Pal, may dispute or appeal the chargeback and institute collection action against Requester and take such other action it deems appropriate.

 

6.6 PAYMENT METHODS

In order to use certain Site Services, Requester must provide account information for at least one valid Payment Method.

 

Requester hereby authorizes MOBA Pal, as applicable, to run credit card authorizations on all credit cards provided by Requester, to store credit card and banking or other financial details as Requester’s method of payment consistent with our Privacy Policy, and to charge Requester’s credit card (or any other Payment Method) for the Pal Fees and any other amounts owed under the Terms of Use. To the extent permitted by applicable law and subject to our Privacy Policy, you acknowledge and agree that we may use certain third-party vendors and service providers to process payments and manage your Payment Method information.

By providing Payment Method information through the Site and authorizing payments with the Payment Method, Requester represents, warrants, and covenants that:

      (a) Requester is legally authorized to provide such information;

      (b) Requester is legally authorized to make payments using the Payment Method(s);

      (c) if Requester is an employee or agent of a company or person that owns the Payment Method, that Requester is authorized by the company or person to use the Payment Method to make payments on MOBA Pal; and

      (d) such actions do not violate the terms and conditions applicable to Requester’s use of such Payment Method(s) or applicable law.

 

When Requester authorizes a payment using a Payment Method via the Site, Requester represents and warrants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed under this Terms of Use cannot be collected from Requester’s Payment Method(s), Requester is solely responsible for paying such amounts by other means.

 

MOBA Pal is not liable to any User if MOBA Pal does not complete a transaction as a result of any limit by applicable law or your financial institution, or if a financial institution fails to honor any credit or debit to or from an account associated with such Payment Method. MOBA Pal will make commercially reasonable efforts to work with any such affected Users to resolve such transactions in a manner consistent with this Terms of Use and any applicable Wallet Instructions.

 

6.7 SITE CURRENCY & FOREIGN CURRENCY CONVERSION

The Site and the Site Services operate in U.S. Dollars. If a User’s Payment Method is denominated in a currency other than U.S. Dollars and requires currency conversion to make or receive payments in U.S. Dollars, the Site may display foreign currency conversion rates that MOBA Pal, or our Affiliates currently make available to convert supported foreign currencies to U.S. Dollars. These foreign currency conversion rates adjust regularly based on market conditions. Please note that the wholesale currency conversion rates at which we or our Affiliates obtain foreign currency will usually be different than the foreign currency conversion rates offered on the Site. Each User, at its sole discretion and risk, may authorize the charge, debit, or credit of its Payment Method in a supported foreign currency and the conversion of the payment to U.S. Dollars at the foreign currency conversion rate displayed on the Site. A list of supported foreign currencies is available on the Site. If foreign currency conversion is required to make a payment in U.S. Dollars and MOBA Pal or its Affiliate, as applicable, does not support the foreign currency or the User does not authorize the conversion of such payment at the foreign currency conversion rate displayed on the Site, MOBA Pal or our Affiliates will charge, debit, or credit the User’s Payment Method in U.S. Dollars and the User’s Payment Method provider will convert the payment at a foreign currency conversion rate selected by the User’s Payment Method provider. The User’s Payment Method provider may also charge fees directly to the Payment Method even when no currency conversion is involved. The User’s authorization of a payment using a foreign currency conversion rate displayed on the Site is at the User’s sole risk. MOBA Pal, and our Affiliates are not responsible for currency fluctuations that occur when billing or crediting a Payment Method denominated in a currency other than U.S. Dollars. MOBA Pal, and our Affiliates are not responsible for currency fluctuations that occur when receiving or sending payments to and from the Wallet Account.

 

7. NON-CIRCUMVENTION

 

7.1 PAYMENTS VIA MOBA PAL

You acknowledge and agree that a substantial portion of the compensation MOBA Pal receives for making the Site available to you is collected through the Service Fee described in Section 5.1 and that in exchange a substantial value to you is the relationships you make with other Users when you identify or are identified by another person through the Site or Site Services (the “MOBA Pal Relationship”). MOBA Pal only receives the Service Fee when a Requester and a Pal pay and receive payment through the Site. Therefore, except as set out in Section 7.2, for 12 months from the start of an MOBA Pal Relationship (the “Non-Circumvention Period”), you agree to use the Site as your exclusive method to request, make, and receive all payments for work directly or indirectly with that person or arising out of your relationship with that person and not to circumvent the Payment Methods offered on the Site unless you pay a fee to take the relationship off of the Site (the “Conversion Fee”). For the avoidance of doubt, if you, or the business you represent, did not identify and were not identified by another person through the Site, such as if you and another User worked together before meeting on the Site, then the Non-Circumvention Period does not apply. If you use the Site as an employee, agent, or representative of another business, then the Non-Circumvention Period applies to you and other employees, agents, or representatives of the business or its successor when acting in that capacity with respect to the other User.

 

By way of illustration and not in limitation of the foregoing, you agree not to:

      (i) Offer or solicit or accept any offer or solicitation from parties identified through the Site to contract, hire, invoice, pay, or receive payment in any manner other than through the Site.

      (ii) Invoice or report on the Site or in a Conversion Fee request an invoice or payment amount lower than that actually agreed, made, or received between Users.

      (iii) Refer a User you identified on the Site to a third-party who is not a User of the Site for purposes of making or receiving payments other than through the Site.

 

You agree to notify MOBA Pal immediately if a person suggests to you making or receiving payments other than through the Site in violation of this Section 7 or if you receive unsolicited contact outside of the Site. If you are aware of a breach or potential breach of this non-circumvention agreement, please submit a confidential report to MOBA Pal via email HERE.

 

You acknowledge and agree that a violation of any provision in this Section 7.1 is a material breach of the Terms of Use. Your Account may be permanently suspended and charged the Conversion Fee (defined above) if you violate this Section 7.1. If you refuse to accept any new version of the Terms of Use or elect not to comply with certain conditions of using the Site, such as minimum rates supported on the Site, and therefore choose to cease using the Site, you may pay the Conversion Fee for each other User you wish to continue working with on whatever terms you agree after you cease using the Site.

 

7.2 NON-DISCOLSURE OF PERSONAL CONTACT DETAILS

The provisions of this Section 7.2 apply to any interaction between Users. Users agree to use the communication services available on the Site to communicate with other Users prior to entering into a Service Contract. You agree that prior to entering into a Service Contract, you

      (a) will use MOBA Pal as the sole manner to communicate with other Users;

      (b) will not provide your Means of Direct Contact (defined below) to any other User or another person that you identified or were identified by through the Site;

      (c) will not use Means of Direct Contact of another user to attempt to or to communicate with, solicit, contact, or find the contact information of a User outside of MOBA Pal;

      (d) will not ask for, provide, or attempt to identify through public means the contact information of another User; and

      (e) you will not include any Means of Direct Contact (defined below) or means by which your contact information could be discovered in any profile, proposal, job posting, invitation, or pre-hire communication through the Site’s communications services (including in each case in any attached file), except as otherwise provided on the Site.

 

For purposes of the Terms of Use “Means of Direct Contact” means any information that would allow another person to contact you directly, including, without limitation, phone number, email address, physical address, a link to a contact form or form requesting contact information, any link to an applicant management system or means to submit a proposal or application outside of the Site, or any information that would enable a user to contact you on social media or other website or platform or application that includes a communications tool, such as SnapChat, WeChat, WhatsApp, or Facebook. For the avoidance of doubt, information is a Means of Direct Contact if it would enable another user to identify any of the information above through other sources, such as going to a website that included an email address or identifying you on social media, such as through Facebook or LinkedIn.

 

You acknowledge and agree that a violation of any provision of this Section 7.2 is a material breach of the Terms of Use. Your Account may be permanently suspended if you violate this Section 7.2.

 

7.3 OPT OUT VIA CONVERSION FEE

You may opt out of the obligations in Section 7.1 with respect to each MOBA Pal Relationship only if the Requester or Pal pays MOBA Pal a Conversion Fee for each MOBA Pal Relationship.

You agree that the Conversion Fee is 12% of the estimated earnings over a twelve (12) month period, which is calculated by taking the Hourly Rate (defined below) and multiplying it by 2,080. “Hourly Rate” means the highest of

      (a) the highest hourly rate charged by the Pal on any Service Contract, if any;

      (b) the highest hourly rate proposed by the Pal in any proposal, if any; or

      (c) the hourly rate in the Pal’s profile.

 

You understand and agree that if MOBA Pal determines, in its sole discretion, that you have violated Section 7, MOBA Pal or its Affiliates may, to the maximum extent permitted by law

      (x) charge your Payment Method the Conversion Fee (including interest) if permitted by law or send you an invoice for the Conversion Fee (including interest), which you agree to pay within 30 days,

      (y) close your Account and revoke your authorization to use the Site and Site Services, and/or

      (z) charge you for all losses and costs (including any and all time of MOBA Pal’s employees) and reasonable expenses (including attorneys’ fees) related to investigating such breach and collecting such fees.

 

8. COMPLIANCE RECORDS

Users will each

      (a) create and maintain records to document satisfaction of their respective obligations under this Terms of Use, including, without limitation, their respective payment obligations and compliance with tax and employment laws, and

      (b) provide copies of such records to MOBA Pal upon request. Nothing in this subsection requires or will be construed as requiring MOBA Pal to supervise or monitor a User’s compliance with this Terms of Use, or a Service Contract. You are solely responsible for creation, storage, and backup of your business records. This Terms of Use and any registration for or subsequent use of the Site will not be construed as creating any responsibility on MOBA Pal’s part to store, backup, retain, or grant access to any information or data for any period.

 

9. WARRANTY DISCLAIMER

YOU AGREE NOT TO RELY ON THE SITE, THE SITE SERVICES, ANY INFORMATION ON THE SITE OR THE CONTINUATION OF THE SITE. THE SITE AND THE SITE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. MOBA PAL MAKES NO REPRESENTATIONS OR WARRANTIES WITH REGARD TO THE SITE, THE SITE SERVICES, SERVICE OUTCOME, USER CONTENT, OR ANY ACTIVITIES OR ITEMS RELATED TO THIS TERMS OF USE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MOBA PAL DISCLAIMS ALL EXPRESS AND IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW FOR ALL OF THE FOREGOING LIMITATIONS ON WARRANTIES, SO TO THAT EXTENT, SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. SECTION 13 (TERMS OF AGREEMENT & TERMINATION) STATES USER’S SOLE AND EXCLUSIVE REMEDY AGAINST MOBA PAL WITH RESPECT TO ANY DEFECTS, NON-CONFORMANCES, OR DISSATISFACTION.

 

10. LIABILITY LIMITATION

MOBA Pal is not liable, and you agree not to hold us responsible, for any damages or losses arising out of or in connection with the Terms of Use, including, but not limited to:

      (a) your use of or your inability to use our Site or Site Services;

      (b) delays or disruptions in our Site or Site Services;

      (c) viruses or other malicious software obtained by accessing, or linking to, our Site or Site Services;

      (d) glitches, bugs, errors, or inaccuracies of any kind in our Site or Site Services;

      (e) damage to your hardware device from the use of the Site or Site Services;

      (f) the content, actions, or inactions of third parties’ use of the Site or Site Services;

      (g) a suspension or other action taken with respect to your Account;

      (h) your reliance on the quality, accuracy, or reliability of request postings, Profiles, ratings, recommendations, and feedback (including their content, order, and display), Composite Information, or metrics found on, used on, or made available through the Site; and

      (i) your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to the Terms of Use.

 

ADDITIONALLY, IN NO EVENT WILL MOBA PAL, OUR AFFILIATES, OUR LICENSORS, OR OUR THIRD-PARTY SERVICE PROVIDERS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT COSTS OR DAMAGES, INCLUDING, BUT NOT LIMITED TO, LITIGATION COSTS, INSTALLATION AND REMOVAL COSTS, OR LOSS OF DATA, PRODUCTION, PROFIT, OR BUSINESS OPPORTUNITIES. THE LIABILITY OF MOBA PAL, OUR AFFILIATES, OUR LICENSORS, AND OUR THIRD-PARTY SERVICE PROVIDERS TO ANY USER FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS TERMS OF USE OR THE PRIVACY POLICY WILL NOT EXCEED THE LESSER OF:

      (A) $500; OR

      (B) ANY FEES RETAINED BY MOBA PAL WITH RESPECT TO SERVICE CONTRACTS ON WHICH USER WAS INVOLVED AS REQUESTER OR PAL DURING THE SIX-MONTH PERIOD PRECEDING THE DATE OF THE CLAIM. THESE LIMITATIONS WILL APPLY TO ANY LIABILITY, ARISING FROM ANY CAUSE OF ACTION WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS TERMS OF USE OR THE OTHER PRIVACY POLICY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES AND EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL OF THE FOREGOING EXCLUSIONS AND LIMITATIONS, SO TO THAT EXTENT, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

 

11. RELEASE

In addition to the recognition that MOBA Pal is not a party to any contract between Users, you hereby release MOBA Pal, our Affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, employees and service providers from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity that exist as of the time you enter into this Terms of Use. This release includes, for example and without limitation, any disputes regarding the performance, functions, and quality of the Pal Services provided to Requester by a Pal and requests for refunds based upon disputes. Procedures regarding the handling of certain disputes between Users are discussed in the Wallet Instructions.

 

TO THE EXTENT APPLICABLE, YOU HEREBY WAIVE THE PROTECTIONS OF ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

 

This release will not apply to a claim that MOBA Pal failed to meet our obligations under the Terms of Use.

 

12. INDEMNIFICATION

You will indemnify, defend, and hold harmless MOBA Pal, our Affiliates, and our respective directors, officers, employees, representatives, and agents (each an “Indemnified Party”) for all Indemnified Claims and Indemnified Liabilities relating to or arising out of:

      (a) the use of the Site and the Site Services by you or your agents, including any payment obligations or default (described in Section 6.4 (Non-Payment)) incurred through use of the Site Services;

      (b) any Service Outcome or User Content developed, provided, or otherwise related to your use of the Site Services;

      (c) any Service Contract entered into by you or your agents, including, but not limited to, the classification of a Pal as an independent contractor or non-compliance with IR35 including for the failure to provide MOBA Pal with a designation including accurate information on the applicability of IR35; the classification of MOBA Pal as an employer or joint employer of Pal; any employment-related claims, such as those relating to employment termination, employment discrimination, harassment, or retaliation; and any claims for unpaid wages or other compensation, overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits, or any other employee benefits;

      (d) failure to comply with the Terms of Use by you or your agents;

      (e) failure to comply with applicable law by you or your agents;

      (f) negligence, willful misconduct, or fraud by you or your agents; and

      (g) defamation, libel, violation of privacy rights, unfair competition, or infringement of Intellectual Property Rights or allegations thereof to the extent caused by you or your agents.

 

For purposes of this Section 12, your agents include any person who has apparent authority to access or use your account demonstrated by using your username and password.

 

13. TERM OF AGREEMENT & TERMINATION

 

13.1 TERMINATION

Unless both you and MOBA Pal expressly agree otherwise in writing, either of us may terminate this Terms of Use in our sole discretion, at any time, without explanation, upon written notice to the other, which will result in the termination of the Privacy Policy as well, except as otherwise provided herein. You may provide written notice to hi@mobapal.com. In the event you properly terminate this Terms of Use, your right to use the Site and Site Services is automatically revoked, and your Account will be closed. MOBA Pal is not a party to any Service Contract between Users. Consequently, User understands and acknowledges that termination of this Terms of Use (or attempt to terminate this Terms of Use) does not terminate or otherwise impact any Service Contract or Request entered into between Users. If you attempt to terminate this Agreement while having one or more open Requests, you agree

      (a) you hereby instruct MOBA Pal to close any open contracts;

      (b) you will continue to be bound by this Terms of Use and the Privacy Policy until all such Requests have closed on the Site;

      (c) MOBA Pal will continue to perform those Site Services necessary to complete any open Request or related transaction between you and another User; and

      (d) you will continue to be obligated to pay any amounts accrued but unpaid as of the date of termination or as of the closure of any open Service Contracts, whichever is later, to MOBA Pal for any Site Services or such other amounts owed under the Terms of Use and to any Pals for any Pal Services.

 

Without limiting MOBA Pal’s other rights or remedies, we may, but are not obligated to, temporarily or indefinitely revoke or limit access to the Site or Site Services, deny your registration, or permanently revoke your access to the Site and refuse to provide any or all Site Services to you if:

      (i) you breach the letter or spirit of any terms and conditions of this Terms of Use or any other provisions of the Privacy Policy;

      (ii) we suspect or become aware that you have provided false or misleading information to us;

      (iii) we believe, in our sole discretion, that your actions may cause legal liability for you, our Users, or MOBA Pal or our Affiliates; may be contrary to the interests of the Site or the User community; or may involve illicit or illegal activity; or

      (iv) we are required to by law, legal process, or law enforcement. If your Account is temporarily or permanently closed, you may not use the Site under the same Account or a different Account or re-register under a new Account without MOBA Pal’s prior written consent. If you attempt to use the Site under a different Account, we reserve the right to reclaim available funds in that Account and/or use an available Payment Method to pay for any amounts owed by you to the extent permitted by applicable law.

 

You acknowledge and agree that the value, reputation, and goodwill of the Site depend on transparency of User’s Account status to all Users, including both yourself and other Users who have entered into Service Contracts with you. You therefore agree as follows: IF MOBA PAL DECIDES TO TEMPORARILY OR PERMANENTLY CLOSE YOUR ACCOUNT, MOBA PAL HAS THE RIGHT ALLOWED BY LAW BUT NOT THE OBLIGATION TO:

      (A) NOTIFY OTHER USERS THAT HAVE ENTERED INTO SERVICE CONTRACTS WITH YOU TO INFORM THEM OF YOUR CLOSED ACCOUNT STATUS,

      (B) PROVIDE THOSE USERS WITH A SUMMARY OF THE REASONS FOR YOUR ACCOUNT CLOSURE. YOU AGREE THAT MOBA PAL WILL HAVE NO LIABILITY ARISING FROM OR RELATING TO ANY NOTICE THAT IT MAY PROVIDE TO ANY USER REGARDING CLOSED ACCOUNT STATUS OR THE REASON(S) FOR THE CLOSURE.

 

13.2 ACCOUNT CLOSURE & DATA

Except as otherwise required by law, if your Account is closed for any reason, you will no longer have access to data, messages, files, or other material you keep on the Site and any closure of your Account may involve deletion of any content stored in your Account for which MOBA Pal will have no liability whatsoever. MOBA Pal, in its sole discretion and as permitted or required by law, may retain some or all of your Account information.

 

13.3 AGREEMENT SURVIVAL

After this Terms of Use terminates, the terms of this Terms of Use and the Privacy Policy that expressly or by their nature contemplate performance after this Terms of Use terminates or expires will survive and continue in full force and effect. For example, the provisions requiring arbitration, permitting audits, protecting intellectual property, requiring non-circumvention, indemnification, payment of fees, reimbursement and setting forth limitations of liability each, by their nature, contemplate performance or observance after this Terms of Use terminates. Without limiting any other provisions of the Privacy Policy, the termination of this Terms of Use for any reason will not release you or MOBA Pal from any obligations incurred prior to termination of this Terms of Use or that thereafter may accrue in respect of any act or omission prior to such termination.

 

14. DISPUTES BETWEEN YOU & MOBA PAL

 

14.1 DISPUTE PROCESS, ARBITRATION, & SCOPE

If a dispute arises between you and MOBA Pal or our Affiliates, our goal is to resolve the dispute quickly and cost-effectively. Accordingly, unless you opt out as provided in Section 14.4.4 below, you, MOBA Pal, and our Affiliates agree to resolve any claim, dispute, or controversy that arises out of or relates to this Terms of Use, and the Privacy Policy, your relationship with MOBA Pal (including without limitation any claimed employment with MOBA Pal or one of our Affiliates or successors), the termination of your relationship with MOBA Pal, or the Site Services (each, a “Claim”) in accordance with this Section 14 (sometimes referred to as the “Arbitration Provision”).

 

Claims covered by this Arbitration Provision include, but are not limited to, all claims, disputes, or controversies arising out of or relating to this Terms of Use, the Site, Site Services, the Privacy Policy, any Service Contract, Wallet payments or agreements, any payments or monies you claim are due to you from MOBA Pal or our Affiliates or successors, trade secrets, unfair competition, false advertising, consumer protection, privacy, compensation, classification, minimum wage, seating, expense reimbursement, overtime, breaks and rest periods, termination, discrimination, retaliation or harassment and claims arising under the Defend Trade Secrets Act of 2016, Civil Rights Act of 1964, Rehabilitation Act, Civil Rights Acts of 1866 and 1871, Civil Rights Act of 1991, the Pregnancy Discrimination Act, Americans With Disabilities Act, Age Discrimination in Employment Act, Family Medical Leave Act, Fair Labor Standards Act, Employee Retirement Income Security Act (except for claims for employee benefits under any benefit plan sponsored by the Company and

      (a) covered by the Employee Retirement Income Security Act of 1974 or

      (b) funded by insurance), Affordable Care Act, Genetic Information Non-Discrimination Act, Uniformed Services Employment and Reemployment Rights Act, Worker Adjustment and Retraining Notification Act, Older Workers Benefits Protection Act of 1990, Occupational Safety and Health Act, Consolidated Omnibus Budget Reconciliation Act of 1985, False Claims Act, state statutes or regulations addressing the same or similar subject matters, and all other federal or state legal claims arising out of or relating to your relationship with MOBA Pal or the termination of that relationship.

 

Disputes between the parties that may not be subject to predispute arbitration agreement as provided by the Dodd-Frank Wall Street Reform and Consumer Protection Act (Public Law 111-203) or as provided by an Act of Congress or lawful, enforceable Executive Order, are excluded from the coverage of this Terms of Use.

 

14.2 GOVERNING LAW

The Site Terms of Use, the Privacy Policy, and any Claim will be governed by and construed in accordance with the laws of the Republic of Singapore, without regard to its conflict of law provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG); provided. However, notwithstanding the foregoing sentence, this Arbitration Provision is governed by the Arbitration Act (10 I-X).

 

14.3 INFORMAL DISPUTE RESOLUTION

Before serving a demand for arbitration of a Claim, you and MOBA Pal agree to first notify each other of the Claim. You agree to notify MOBA Pal of the Claim at Attn by email to hi@mobapal.com, and MOBA Pal agrees to provide to you a notice at your email address on file (in each case, a “Notice”). You and MOBA Pal will then seek informal voluntary resolution of the Claim. Any Notice must include pertinent account information, a brief description of the Claim, and contact information, so that you or MOBA Pal, as applicable, may evaluate the Claim and attempt to informally resolve the Claim. Both you and MOBA Pal will have 60 days from the date of the receipt of the Notice to informally resolve the other party’s Claim, which, if successful, will avoid the need for further action.

 

14.4 BINDING ARBITRATION & CLASS ACTION/JURY TRIAL WAIVER (FOR USERS LOCATED IN THE REPUBLIC OF SINGAPORE ONLY)

This Arbitration Provision applies to all Users except Users located outside of the Republic of Singapore.

In the unlikely event the parties are unable to resolve a Claim within 60 days of the receipt of the applicable Notice, you, MOBA Pal, and our Affiliates agree to resolve the Claim by final and binding arbitration before an arbitrator from SIAC, instead of a court or jury. SIAC may be contacted at https://www.siac.org.sg/ .

 

14.4.1. CONDUCT & SCOPE OF ARBITRATION AGREEMENT

This Arbitration Provision applies to any Claim (defined above) the parties may have and survives after your relationship with MOBA Pal ends. Claims covered by this Arbitration Provision include, but are not limited to, all claims, disputes or controversies arising out of or relating to this Terms of Use, the and the Privacy Policy. This Arbitration Provision is intended to apply to the resolution of disputes that otherwise would be resolved in a court of law or before a forum other than arbitration. If for any reason SIAC will not administer the arbitration, either party may apply to a court of competent jurisdiction with authority over the location where the arbitration will be conducted for appointment of a neutral arbitrator.

Except as otherwise provided herein, arbitration will be conducted in Republic of Singapore in accordance with the SIAC Rules then in effect. The applicable SIAC arbitration rules may be found at https://www.siac.org.sg/our-rules/rules/siac-rules-2016 . Any dispute regarding the applicability of a particular set of SIAC rules shall be resolved exclusively by the arbitrator. Any party will have the right to appear at the arbitration by telephone and/or video rather than in person.

 

You and MOBA Pal will follow the applicable SIAC rules with respect to arbitration fees. In any arbitration, the Pal will pay the SIAC arbitration fees only to the extent those fees are no greater than the filing or initial appearance fees applicable to court actions in the jurisdiction where the arbitration will be conducted, with MOBA Pal to make up the difference, if any. The arbitrator must follow applicable law and may award only those remedies that would have applied had the matter been heard in court. Judgment may be entered on the arbitrator’s decision in any court having jurisdiction.

 

This Arbitration Provision does not apply to litigation between MOBA Pal and you that is or was already pending in a state or federal court or arbitration before the expiration of the opt-out period set forth in Section 14.4.4, below. Notwithstanding any other provision of this Terms of Use, no amendment to this Arbitration Provision will apply to any matter pending in an arbitration proceeding brought under this Section 14 unless all parties to that arbitration consent in writing to that amendment.

 

This Arbitration Provision also does not apply to claims for workers compensation, state disability insurance or unemployment insurance benefits.

 

Nothing in this Arbitration Provision prevents you from making a report to or filing a claim or charge with a government agency. Nothing in this Arbitration Provision prevents the investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision. This Arbitration Provision also does not prevent federal administrative agencies from adjudicating claims and awarding remedies based on those claims, even if the claims would otherwise be covered by this Arbitration Provision. Nothing in this Arbitration Provision prevents or excuses a party from satisfying any conditions precedent and/or exhausting administrative remedies under applicable law before bringing a claim in arbitration. MOBA Pal will not retaliate against you for filing a claim with an administrative agency or for exercising rights (individually or in concert with others).

 

14.4.2. INTERPRETATION & ENFORCEMENT OF THIS ARBITRATION PROVISION

This Arbitration Provision is the full and complete agreement relating to the formal resolution of Claims. Except as otherwise provided in this Arbitration Provision, this Arbitration Provision covers, and the arbitrator shall have exclusive jurisdiction to decide, all disputes arising out of or relating to the interpretation, enforcement, or application of this Arbitration Provision, including the enforceability, revocability, scope, or validity of the Arbitration Provision or any portion of the Arbitration Provision. All such matters shall be decided by an arbitrator and not by a court. The parties expressly agree that the arbitrator and not a court will decide any question of whether the parties agreed to arbitrate, including but not limited to any claim that all or part of this Arbitration Provision, this Terms of Use, or any other part of the Privacy Policy is void or voidable.

 

In the event any portion of this Arbitration Provision is deemed unenforceable, the remainder of this Arbitration Provision will be enforceable. If any portion of the Class Action Waiver in Section 14.4.3, below, of this Arbitration Provision is deemed to be unenforceable, you and MOBA Pal agree that this Arbitration Provision will be enforced to the fullest extent permitted by law.

 

14.4.3. CLASS & COLLECTIVE WAIVER

Both you and MOBA Pal agree to bring any dispute in arbitration on an individual basis only, and not on a class or collective basis on behalf of others. There will be no right or authority for any dispute to be brought, heard or arbitrated as a class or collective action, or as a member in any such class or collective proceeding (“Class Action Waiver”). Notwithstanding any other provision of this Terms of Use or the SIAC rules, disputes regarding the enforceability, revocability, scope, or validity or breach of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which

      (1) the dispute is filed as a class or collective action and

      (2) there is a final judicial determination that all or part of the Class Action Waiver is unenforceable, the class or collective action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration. You and MOBA Pal agree that you will not be retaliated against, disciplined or threatened with discipline as a result of your filing or participating in a class or collective action in any forum. However, MOBA Pal may lawfully seek enforcement of this Arbitration Provision and the Class Action Waiver under the Federal Arbitration Act and seek dismissal of such class or collective actions or claims.

 

14.4.4. OPT OUT OF THE ARBITRATION PROVISION

You may opt out of the Arbitration Provision stated in this Section 14 by notifying MOBA Pal in writing within 30 days of the date you first registered for the Site. To opt out, you must email a written notification to MOBA Pal at hi@mobapal.com that includes

      (a) your Account username,

      (b) your name,

      (c) your address,

      (d) your telephone number,

      (e) your email address, and

      (f) a statement indicating that you wish to opt out of the Arbitration Provision. Opting out of this Arbitration Provision will not affect any other terms of this Terms of Use.

 

If you do not opt out as provided in this Section 14.4.4, continuing your relationship with MOBA Pal constitutes mutual acceptance of the terms of this Arbitration Provision by you and MOBA Pal. You have the right to consult with counsel of your choice concerning this Terms of Use and the Arbitration Provision.

 

14.4.5. ENFORCEMENT OF THE ARBITRATION PROVISION

This Arbitration Provision replaces all prior agreements regarding the arbitration of disputes and is the full and complete agreement relating to the formal resolution of disputes covered by this Arbitration Provision. In the event any portion of this Arbitration Provision is deemed unenforceable, the remainder of this Arbitration Provision will be enforceable. If any portion of the Class Action Waiver in Section 14.4.3, above, is deemed to be unenforceable, you and MOBA Pal agree that this Arbitration Provision will be enforced to the fullest extent permitted by law.

 

15. OVERALL

 

15.1 FULL AGREEMENT

This Terms of Use, together with the Privacy Policy, sets forth the entire agreement and understanding between you and MOBA Pal relating to the subject matter hereof and thereof and cancels and supersedes any prior or contemporaneous discussions, agreements, representations, warranties, and other communications between you and us, written or oral, to the extent they relate in any way to the subject matter hereof and thereof. The section headings in the Terms of Use are included for ease of reference only and have no binding effect. Even though MOBA Pal drafted the Terms of Use, you represent that you had ample time to review and decide whether to agree to the Terms of Use. If an ambiguity or question of intent or interpretation of the Terms of Use arises, no presumption or burden of proof will arise favoring or disfavoring you or MOBA Pal because of the authorship of any provision of the Terms of Use.

 

15.2 MODIFICATIONS OF AGREEMENT

No modification or amendment to the Terms of Use will be binding upon MOBA Pal unless they are agreed in a written instrument signed by a duly authorized representative of MOBA Pal or posted on the Site by MOBA Pal. Email will not constitute a written instrument as contemplated by this Section 15.2. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this Terms of Use.

 

15.3 OBLIGATIONS TRANSFER

User may not transfer the Terms of Use, or any of its rights or obligations hereunder, without MOBA Pal’s prior written consent in the form of a written instrument signed by a duly authorized representative of MOBA Pal. MOBA Pal may freely transfer this Terms of Use and the Privacy Policy without User’s consent. Any attempted transfer in violation of this subsection will be null and void. Subject to the foregoing restrictions, the Terms of Use are binding upon and will inure to the benefit of the successors, heirs, and permitted assigns of the parties.

 

15.4 INTERPRETATION

If and to the extent any provision of this Terms of Use or the other Privacy Policy is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof will be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and will be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction will not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or of any other provision in any jurisdiction.

 

15.5 FORCE MAJEURE

The parties to this Terms of Use will not be responsible for the failure to perform, or any delay in performance of, any obligation hereunder for a reasonable period due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other conditions beyond the reasonable control of such party.

 

15.6 CONTROLLING LANGUAGE & LOCATION

The English language version of this Terms of Use will be controlling in all respects and will prevail in case of any inconsistencies with translated versions, if any. The Site is controlled and operated from our facilities in the Republic of Singapore.

 

15.7 ACCESS OF THE SITE OUTSIDE THE REPUBLIC OF SINGAPORE

MOBA Pal makes no representations that the Site is appropriate or available for use outside of the Republic of Singapore. Those who access or use the Site from other jurisdictions do so at their own risk and are entirely responsible for compliance with all applicable foreign, Republic of Singapore, state, and local laws and regulations, including, but not limited to, export and import regulations. You must not directly or indirectly sell, export, re-export, transfer, divert, or otherwise dispose of any software or service to any end user without obtaining any and all required authorizations from the appropriate government authorities. You also warrant that you are not prohibited from receiving the Republic of Singapore origin products, including services or software.

 

In order to access or use the Site or Site Services, you must and hereby represent that you are not:

      (a) a citizen or resident of a geographic area in which access to or use of the Site or Site Services is prohibited by applicable law, decree, regulation, treaty, or administrative act;

      (b) a citizen or resident of, or located in, a geographic area that is subject to Republic of Singapore or other sovereign country sanctions or embargoes; or

 

You agree that if your country of residence or other circumstances change such that the above representations are no longer accurate, that you will immediately cease using the Site and Site Services and your license to use the Site or Site Services will be immediately revoked.

 

15.8 PROVISION OF SOFTCOPY RECORDS

Together with the Site Terms of Use, you may be entitled to receive, or we may otherwise provide, certain records from MOBA Pal or our Affiliates, such as contracts, notices, and communications, in writing. To facilitate your use of the Site and the Site Services, you give us permission to provide these records to you in softcopy instead of hardcopy form.