IN NO EVENT WILL MANGTAS, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THEWEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL ORPUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
The term “Affiliate” referred to herein, is an entity that, directly or indirectly, controls, or is under the control of, or is under common control with Mangtas, where control means having more than fifty percent (50%) voting stock or other ownership interest or the majority of voting rights of such entity.
This non-disclosure agreement (“Agreement”), dated as of the submission time in the electronic form below is made between the user of the mangtas.com site who is the provider of the professional services (“Vendors”) and the user of such professional services (“Client”).
For the purposes of enabling the Vendors to provide the professional services to the Client, the Client has agreed to provide the Vendors with written and oral information (“Confidential Information”) concerning the project which the is to complete (“Project”) subject to the terms of this Agreement.
The parties agree as follows:
- The Confidential Information shall be kept in strict confidence by the Vendors and shall not be used, without the Job Owner’s prior written consent, for any purpose other than in connection with the completion of the Project. The Confidential Information shall not be disclosed to any persons other than those Representatives (as defined below) who have a need to know. “Representatives” shall mean the affiliates, directors, officers, employees, professional advisers and agents of the Vendors. The Vendors shall inform its Representatives of the confidential nature of the Confidential Information and shall direct its Representatives to hold the Confidential Information in strict confidence.
- The restrictions in paragraph 1 shall not apply to any information which: (a) is or becomes generally available to the public through no violation of this Agreement; (b) was available to the Vendors on anon-confidential basis prior to its disclosure to the Vendors by the Client;(c) becomes available to the Vendors on a non-confidential basis from a source other than the Client provided that such source is not bound by an Agreement with the Client; or (iv) is required to be disclosed to any court, regulatory authority, other governmental authority or pursuant to any requirement of law.
- At the request of the Client, the Vendors shall return all Confidential Information received from the Client and shall not retain any copies of, or other reproductions or extracts of, the Confidential Information, except as it may retain in accordance with prudent business practices (any retained material shall remain subject to the provisions of this Agreement without any time limit).
- The Vendors acknowledges and agrees that the Client is not making any representation or warranty, express or implied, as to the accuracy, correctness or completeness of the Confidential Information. The Vendors agrees that neither the Client nor any of its affiliates, directors, officers, employees, professional advisors or agents shall have liability to the Vendors resulting from the use of the Confidential Information by the Vendors or the Representatives.
- Notwithstanding any other remedies which may be available to the Client, the Vendors indemnifies and must keep the Client indemnified against any loss or expense suffered or incurred by the Client directly or indirectly in connection with or arising out of or as a result of the breach by the Vendors or its Representatives of any of the terms of this Agreement.
- This Agreement is governed by and shall be construed in accordance with the laws of Singapore and the parties irrevocably submit to the non-exclusive jurisdiction of the courts of Singapore.
- This Agreement shall not be amended or modified, and none of the provisions shall be waived, except in writing signed on behalf of the parties or, in the case of a waiver, on behalf of the party making the waiver.