HELLO YO USER AGREEMENT

1. Special Notices

1.1 This HELLO YO USER AGREEMENT (this “Agreement”) governs your usage of our services, (hereinafter, “Services”) including HELLO YO App, an integrated instant voice communication application and social network developed by us. You (also referred to as "User") are one party and the other party is HELLO YO PTE. LTD.  (“we” or “HELLO YO”), a company with its registered address at 30 Pasir Panjang Road #15-31A Mapletree Business City, Singapore 117440. For the purposes of this Agreement, you and HELLO YO will be jointly referred to as the “Parties” and respectively as a “Party”. 

1.2 When using the Services, you will be subject to HELLO YO’s User Agreement, Community Convention, Broadcaster Agreement, Copyright Policy and you are subject to additional guidelines or rules (collectively, these “Terms”) that are posted on the Services or made available to you, or applicable to specific services and features that are disclosed to you in connection with such services. We may also offer certain paid services, which are subject to any additional terms or conditions that are disclosed to you in connection with such services. We, at our sole discretion, may revise these Terms from time to time, and the current version will be found at the following link: Me>Settings>Platform Policy. By continuing to use our Services, you agree to be bound by the revised Platform Policies. 

1.3 You may only use our Service if you are 18 years or older, and if you are not subject to statutory age limit to enter into this Agreement according to the applicable laws and regulations in your country. If you are below the foregoing minimum age, you may only use HELLO YO if your guardian has provided us with valid consent for you to use HELLO YO. You may not falsely claim you have reached the minimum age. 

1.4 You shall be solely responsible for the safekeeping of your HELLO YO account and password. All behaviors and activities conducted through your HELLO YO account will be deemed as your behaviors and activities for which you shall be solely responsible. 

1.5 We do not accept payments or do business with individuals or entities in Cuba, Iran, North Korea, Sudan, Syria, and the Crimean region. If you are from such regions, you may be prohibited from using the Services.

2. Account

In order to open an account, you will be asked to provide us with certain information such as an account name and password.

You are solely responsible for maintaining the confidentiality of your account and password, for restricting access to your computer, and for all activities that occur under your account or password. Please make sure the information you provide to HELLO YO upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.

We may permit you to register for and log on to the Services via certain third party services. The third party’s collection, use and disclosure of your information will be subject to that third party service’s privacy policy. Further information about how HELLO YO collects, uses and discloses your personal information when you link your HELLO YO account and with your account on any third party service can be found in our Privacy Policy.

We reserve the right to disable your user account at any time, including if you have failed to comply with any of the provisions of these terms, or if activities occur on your account which, in our sole discretion, would or might cause damage to or impair the Services or infringe or violate any third party rights, or violate any applicable laws or regulations.

If you no longer want to use our Services again, and would like your account deleted, we can take care of this for you. Please contact us via feedback@helloyo.sg or delete your account at the following link: Me-Settings-Account Binding-Delete Account, and we will provide you with further assistance and guide you through the process. Once you choose to delete your account, you will not be able to reactivate your account or retrieve any of the content or information you have added.

3. Privacy

Your privacy is important to HELLO YO. Please see our Privacy Policy for information relating to how we collect, use, and disclose your personal information, and how you can manage your online privacy when you use the Services.

4. Use of the Services

Your access to and use of the Services is subject to these terms and all applicable laws and regulations. You agree that you will comply with these terms of Services and HELLO YO’s Community Convention and will not:

(a) create, upload, transmit, distribute, or store any content that is inaccurate, unlawful, infringing, defamatory, obscene, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, or otherwise objectionable;

(b) impersonate any person or entity, falsely claim an affiliation with any person or entity, or access HELLO YO accounts of others without permission, forge another person’s identity, or content of information transmitted via the Services, or perform any other similar fraudulent activity;

(c) defame, harass, abuse, threaten or defraud users of HELLO YO, or collect, or attempt to collect, personal information about users or third parties without their consent;

(d) remove, circumvent, disable, damage or otherwise interfere with security-related features of the the Services or User Content, features that prevent or restrict use or copying of any content accessible through the Services, features that enforce limitations on the use of the Services or User Content, or delete the copyright or other proprietary rights notices on the Services or User Content;

(e) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Services or any part thereof, except and only to the extent that this activity is expressly permitted by the law of your jurisdiction of residence;

(f) modify, adapt, translate or create derivative works based upon the Services or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;

(g) interfere with or damage operation of the Services or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code;

(h) manipulate identifiers in order to disguise the origin of any User Content transmitted through the Services;

(i) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services; use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden or impair the functioning of the Services in any manner;

(j) attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of the Services that you are not authorized to access;

(k) use the Services for any illegal purpose, or in violation of any local, state, national, or international law or regulation, including, without limitation, laws governing intellectual property and other proprietary rights, data protection and privacy.

HELLO YO takes no responsibility and assumes no liability for any User Content or for any loss or damage resulting therefrom, nor is HELLO YO liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter when using the Services. Your use of the Services is at your own risk. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

HELLO YO is not liable for any statements or representations included in User Content. HELLO YO does not endorse any User Content, opinion, recommendation, or advice expressed therein, and HELLO YO expressly disclaims any and all liability in connection with User Content. To the fullest extent permitted by applicable law, HELLO YO reserves the right to remove, screen or edit any User Content posted or stored on the Services at any time and without notice, including where such User Content violates these terms of Use of the Services or applicable law, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Services at your sole cost and expense. Any use of the Services in violation of the foregoing violates these terms of Use of the Services and may result in, among other things, termination or suspension of your rights to use the Services.

5. Virtual Items

You can only buy virtual diamonds (“Diamonds”) and virtual gifts (Gifits), send Gifts to others, receive Gifts with monetary value, earn virtual rubies (“Rubies”) and withdraw Rubies if you are aged 18 (or age of majority in your jurisdiction) or older.

The price of the Diamonds will be displayed at the point of purchase. All charges and payments for Diamonds will be made in the currency specified at the point of purchase through the relevant payment mechanism. Currency exchange settlements, foreign transaction fees and payment channel fees, if any, are based on your agreement with the applicable payment provider.

You will be responsible for the payment of any Diamonds purchased by you. Once your purchase has been completed, your user account will be credited with Diamonds. Diamonds can be used to purchase Gifts. Diamonds cannot be exchanged for cash, or legal tender, or currency of any state, region, or any political entity, or any other form of credit. Diamonds can only be used on HELLO YO and as part of our Services, and cannot be combined or used in conjunction with other promotions, coupons, discounts or special offers, except those designated by us.

Except as otherwise set out in this Agreement, top-up, sales of Diamonds and Gifts are final, and we do not offer refunds for any top-up or purchased Diamonds and Gifts. Diamonds and Gifts cannot be converted into or exchanged for cash, or be refunded or reimbursed by us for any reason.

6. Payment Terms

We accept major credit cards, certain debit cards and/or such other payment methods we may make available to you from time-to-time through our site, as forms of payment. You are subject to all terms and conditions of the payment method you choose. By submitting an order through the Service, you authorize us, or our designated payment processor, to charge the account you specify for the purchase amount. All payments are to be made in United States Dollars, except where other currencies are offered via the payment methods made available by HELLO YO.

Our payment processing partners may request that you provide certain personal data (e.g., a valid government issued ID, your legal name, address, and date of birth) for the purpose of making payment through its financial institutions and complying with applicable international, national, federal, state, and local laws and regulations. You are obliged to provide relevant information to the payment processing partners or/and HELLO YO for the foregoing reasons. 

If a purchase has been declined online due to issues with your payment method, please ensure all data is correct and resubmit. If the transaction is not accepted online, please contact customer support via the email address made available to you in connection with the purchase. For purchases on the Service, you may contact feedback@helloyo.sg.

7. Intellectual Property Rights

All text, data, images, graphics, audio and/or video information and other materials within the Services provided by HELLO YO are property of HELLO YO are protected by copyright, trademark and/or other property rights laws. Nothing in this Agreement shall be construed as conferring any license of any intellectual property rights or such materials by HELLO YO to you.

By using and/or uploading any instant voice, live stream content or other content through a HELLO YO Services to publicly accessible areas of HELLO YO website, you grant to HELLO YO and its sub-licensees the permission, free, permanent, irrevocable, non-exclusive and fully sub-licensable rights and license, without any territorial or time limitations and without requiring any approvals and/or compensations, to use, copy, modify, adapt, publish, translate, edit, dispose, create derivate works of, distribute, perform and publicly display such content (in whole or in part), and/or incorporate such content into existing or future forms of work, media or technology.

Unless otherwise agreed to in a written agreement between you and HELLO YO that was signed by an authorized representative of HELLO YO, if you submit, transmit, display, perform, post, or store User Content using the HELLO YO Services, you grant HELLO YO and its sub-licensees, to the furthest extent and for the maximum duration permitted by applicable law (including in perpetuity if permitted under applicable law), an unrestricted, worldwide, irrevocable, fully sub-licensable, nonexclusive, and royalty-free right to: (a) use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content (including without limitation for promoting and redistributing part or all of the HELLO YO Services (and derivative works thereof) in any form, format, media, or media channels now known or later developed or discovered; and (b) use the name, identity, likeness, and voice (or other biographical information) that you submit in connection with such User Content. Should such User Content contain the name, identity, likeness, and voice (or other biographical information) of third parties, you represent and warrant that you have obtained the appropriate consents and/or licenses for your use of such features and that HELLO YO and its sub-licensees are allowed to use them to the extent indicated in this agreement.

8. Measures

HELLO YO has the right to take the following measures against you: (i) suspending all or part of the account service; (ii) terminating the settlement of unsettled payments, commissions, rewards and other fees; (iii) deducting the amount of payment; (iv) deducting security deposits; (v) requesting the return of payment, commissions, rewards; (vi) claiming compensation for losses against you; (vii) terminating your access or/and your future access to use the Services, when you are at one or more of the following situation: (a) your use of the Services violates these Terms or applicable law; or (b) you fraudulently use or misuse the Services. 

If we are unable to continue providing the Services to you due to technical or legitimate business reasons, we may terminate these Terms and block your access to the Services. This includes the ability to terminate or to suspend your access to any purchased products or services.

9. Disclaimers

You shall be fully responsible for any risks involved in using HELLO YO Services. Any use or reliance on HELLO YO Services will be at your own risk.

Under no circumstance does HELLO YO guarantee that the Services will satisfy your requirements, or guarantee that the Services will be uninterrupted. The timeliness, security and accuracy of the Services are also not guaranteed. You acknowledge and agree that the Services is provided by HELLO YO on an “as is” basis. HELLO YO make no representations or warranties of any kind express or implied as to the operation and the providing of such Services or any part thereof. HELLO YO shall not be liable in any way for the quality, timeliness, accuracy or completeness of the Services and shall not be responsible for any consequences which may arise from your use of such Services.

HELLO YO does not guarantee the accuracy and integrity of any external links that may be accessible by using the Services and/or any external links that have been placed for the convenience of you. HELLO YO shall not be responsible for the content of any linked site or any link contained in a linked site, and HELLO YO shall not be held responsible or liable, directly or indirectly, for any loss or damage in connection with the use of the Services by you. Moreover, HELLO YO shall not bear any responsibility for the content of any webpage that you are directed via an external link that is not under the control of HELLO YO.

HELLO YO shall not bear any liability for the interruption of or other inadequacies in the Services caused by circumstances of force majeure, or that are otherwise beyond the control of HELLO YO. However, as far as possible, HELLO YO shall reasonably attempt to minimize the resulting losses of and impact upon you.

10. Legal Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Singapore, without regard to choice of law principles. Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The language of the arbitration shall be English.

11. Request for information

All requests for information or documents related to potential, anticipated or current legal proceedings, investigations or disputes, or for third party user information, from any HELLO YO Services must be made using the appropriate level of legal process, and must be properly served on HELLO YO via HELLO YO PTE. LTD.

12. Indemnity by You.

You agree, to the extent permitted under applicable law, to indemnify, defend and hold harmless HELLO YO, our affiliates, and their and our respective officers, directors, agents, and employees from and against any complaints, demands, claims, damages, losses, costs, liabilities and expenses, including attorney’s fees due to, arising out of, or relating in any way to your access to or use of the Service, your Content, or your breach of these Terms.

13. Limitation of Liabilities

To the fullest extent permitted by applicable law, in no event will HELLO YO, its affiliates, employees, licensors or service providers be liable for any indirect, consequential, exemplary, incidental, special or punitive damages, including, without limitation, loss of profits, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the service, (ii) the conduct or content of other members or third parties on, through, or following the use of the service; or (iii) unauthorized access, use or alteration of your content, even if HELLO YO has been advised of the possibility of such damages. In no event will HELLO YO’s aggregate liability to you for all claims relating to the service exceed the greater of the amount paid, if any, by you to HELLO YO for the service and USD100 while you have an account.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some or all of the exclusions and limitations in this section may not apply to you.

14. Modification of the Agreement

We amend these terms of the Agreement from time to time, for instance when we update the functionality of our Services, when we combine multiple apps or services operated by us or our affiliates into a single combined service or app, or when there are regulatory changes. We will use commercially reasonable efforts to generally notify all users of any material changes to these terms, such as through a notice on HELLO YO platform, an email to you or updating terms at the following links: Me-Settings-Platform Policy. You are obliged to look at the Agreement regularly to check for such changes. Your continued access or use of the Services constitutes your acceptance of the revised terms. If you do not agree to the revised terms, you must stop accessing or using the Services.

15. Other Terms

This Agreement constitutes the entire agreement of agreed items and other relevant matters between both parties. Other than as stipulated by this Agreement, no other rights are vested in either Party to this Agreement.

If any provision of this Agreement is rendered void or unenforceable by competent authorities, in whole or in part, for any reason, the remaining provisions of this Agreement shall remain valid and binding.

The headings within this Agreement have been set for the sake of convenience, and shall be disregarded in the interpretation of this Agreement.