By filling up the signup form, you shall automatically become a partner (“Partner”) to Kluje Pte Ltd (“Kluje”) for the purposes of obtaining successful customers for Kluje (“Referrals”). To participate, Partners must agree to these terms and conditions (“Terms”), which form a binding, legal contract between Kluje and Partner.
1. PROGRAM COMMITMENTS
- Requirements. To participate in the Program, Partner must register with Kluje on its website Partner must also be 18 years of age or older. Kluje may accept or reject any application in its sole discretion.
- Prohibited Activities. Partner agrees not to associate any of Kluje’s trademarks, copyrights or intellectual property with content that is unlawful in any manner, or which is otherwise harmful, threatening, defamatory, obscene, offensive, harassing, sexually explicit, violent, discriminatory, or otherwise objectionable in Kluje’s sole discretion. Partner further agrees not to send unsolicited electronic messages to multiple unrelated recipients in promoting Kluje’s services, or otherwise to engage in any other form of mass electronic communications prohibited by law in connection with activities contemplated under these Terms.
- Liabilities. Partner shall be solely responsible for its operations in acting under these Terms, including, without limitation, the legality of Partner’s operations and materials, created and used in connection with these Terms.
- Referral Procedure. The procedure applicable to the Referral Program shall be as follows:
- Signing up of a Partners Account
- Posting a job from the Partner’s account providing the details for Partner’s client
- Contractors will contact Partner’s clients with quotes
- Partner’s Client selects a contractor for their project
- Once the project has been completed Partner’s commission will be paid out by Kluje
- Commissions. Kluje will pay Partner 2% of the net proceeds received by Kluje for any successful renovation jobs concluded through Kluje’s services generated by Partner. All commission payments shall be made in Singapore dollars by cheque/bank transfer. Kluje reserves the right to amend the payment method in future in its sole discretion.
- Other charges. Partner shall be solely responsible for payment of all taxes, duties, and other charges that may be levied on the commissions, and Partner shall indemnify, defend and hold Kluje harmless from and against any claims arising out or relating to all charges emanating from Kluje’s payment of the commissions.
- Commercial Projects. The Referral Program is applicable to commercial projects only. For the purposes of these Terms, commercial projects relate to projects involving commercial properties and where the Partners’ clients are corporations and/or organisations. For the avoidance of doubt, projects that relate to residential properties, or where the Partner’s clients are not corporations or organisations are expressly excluded from the Referral Program and these Terms do not apply to such projects whatsoever.
3. TERM AND TERMINATION
- Term. The term of the Referral Program shall be from the date of the Partner’s sign-up until such time at which the Partner’s participation in the Referral Program is terminated by either party.
- Termination. Either party shall have the right to terminate the Partner’s participation in the Referral Program at any time for any or no reason by giving one (1) day’s prior written notice to the other party. However, in the event of a breach of any of these Terms, the party who suffered the breach may terminate the Partner’s participation immediately without notice.
- Effect of Termination. From and following the date of termination of this Partner’s participation in the Referral Program, Partner’s rights under these Terms shall terminate, and Partner shall not be entitled to receive any commission or any other payments under these Terms other than commissions or payments earned or accrued prior to termination of such relationship.
- Modification. Kluje may modify these Terms from time-to-time at its reasonable discretion by posting a change on the Site or notifying Partner via email. If Partner objects to any such change, Partner’s only recourse will be to terminate his/her participation in the Referral Program. Partner’s continued participation in the Program following receipt of notice about changes to these Terms shall constitute binding acceptance of these Terms as amended.
- Assignment. Kluje may assign its rights under these Terms at any time. Partner may not assign or transfer his/her rights under these Terms without Kluje’s prior written consent, such consent being not unreasonably withheld.
- Intellectual Property Rights. All intellectual property rights (such as but not limited to trademarks, trade names, logos, patents, copyrights, domain names and derivative rights) in Kluje’s website and other related content and technology around the world are and will remain the exclusive property of Kluje. Partner agrees to (a) not use any of Kluje’s intellectual property rights in any manner reasonably likely to breach these Terms; (b) not do anything contesting or impairing any Kluje’s intellectual property rights; (c) not create or obtain any intellectual property rights (such as but not limited to trademarks, trade names, logos, patents, copyrights, domain names and derivative rights) that are substantially similar to any of Kluje’s intellectual property rights; (d) promptly notify Kluje of any unauthorized use of any of Kluje’s intellectual property rights of which Partner has actual knowledge; and (e) always use Kluje’s intellectual property rights, if any, in compliance with the Guidelines.
- Waiver. Either Party’s failure to enforce the other Party’s strict performance of any provision of these Terms will not constitute a waiver of the first Party’s right to subsequently enforce such provision or any other provision of these Terms.
- Disclaimer of Warranty. Other than Kluje’s express warranty under the previous subsection (d), Kluje makes no other warranty, express or implied, of any kind and Kluje expressly disclaims any and all warranties and conditions, including but not limited to any implied warranty of merchantability, fitness for a particular purpose, availability, security, title, and/or non-infringement of the subject matter of these Terms.
- Limitation of Liability. Neither Kluje nor any officer, employee, director or any other representative of Kluje shall be liable towards Partner or towards any third party for losses, under or in connection with these Terms, the Referral Program or its termination, in contract, tort, strict liability, or any other legal claim. Such losses include, without limitation, any special, indirect, or consequential losses or damages as well as any losses or damages caused by interruption of operations. Notwithstanding any other circumstances or understandings surrounding any relations among the Parties, Kluje’s entire liability to Partner to the Referral Program shall not exceed S$1 for any and all claims for damages of any kind made by Partner under these Terms. In no event shall Kluje be liable for any loss of profits, loss of use, or other similar damage to Partner. By participating in the Referral Program, Partner expressly recognises the limitations herein on Kluje’s liability.
- Independent Contractor. The Partner acts as an independent contractor. Nothing in these Terms or in the conduct of the Referral Program shall create any joint venture, agency, franchise, sales representative, employment or any other relationship between the Parties beyond the relations set out in these Terms, and Partner is expressly precluded from acting on Kluje’s behalf at all times. Partner’s display of Kluje’s trademarks under these Terms, other content presented by Partner, or contact among Partner and third parties shall not misrepresent the relations described herein.
- Indemnification. Partner will indemnify, defend and hold Kluje, its affiliates, officers and employees (the “Kluje Indemnified Parties”) harmless from and against any and all costs, liabilities, losses and expenses (including but not limited to reasonable legal fees) resulting from any claim, suit, action, demand or proceeding brought by any third party against the Kluje Indemnified Parties arising from any of the following: (i) a breach of these Terms by Partner; (ii) the negligence, gross negligence or willful misconduct of Partner or its employees, agents or contractors; or (iii) a failure by Partner or its employees, agents, contractors or invitees to comply with the laws and regulations referenced hereinbefore.
- Confidential Information. Each of the Parties agrees that all information of a confidential nature received from the other Party before, during and after the conclusion of the Referral Program shall remain confidential.
- Entire Agreement and Severability. These Terms represents the entire agreement among the Parties regarding the subject matter thereof and the Parties’ respective obligations and commitments herein, and supersedes any prior agreement, oral or written, between Kluje and Partner. No other documents, or oral or written agreements among the Parties reflect in any way on these Terms. Whenever possible, each provision of these Terms shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of these Terms shall be invalid or unenforceable under applicable law, such provision shall be ineffective only to the extent of such invalidity or unenforceability, without invalidating the remainder of such provision or the remaining provisions of these Terms which will remain in full force and effect.
- Non-Disparagement. During the Term and for two (2) years thereafter, Partner agrees that it will not disparage Kluje or any of its officers, directors or employees or otherwise take any action that could reasonably be expected to adversely affect Kluje’s reputation. For purposes of these Terms, “disparage” shall mean any negative statement, whether written or oral, about Kluje or any its officers, directors or employees. The Parties agree and acknowledge that this non-disparagement provision is a material term of these Terms, the absence of which would have resulted in Kluje refusing to accept participation into the Referral Program by Partner. Disparagement by Partner during the Term of the Referral Program shall result in the immediate termination of the Partner’s participation in the Referral Program by Kluje.
- Third Party Rights. A person who is not a part of the Referral Program has no right under the Contracts (Rights of Third Parties) Act, Chapter 53B of Singapore to enforce any of these Terms
- Dispute Resolution. These Terms shall be governed by the laws of the Singapore. Parties submit to the exclusive jurisdiction of the Singapore courts as regards any dispute or matter arising from these Terms. Prior to initiating any legal action arising under or relating to these Terms, a Party shall provide the other Party written notice of a dispute and the Parties shall actively and in good faith negotiate with a view to speedy resolution of such dispute within ten (10) business days of the receipt of such notice.