Welcome to SimpliMar! This legally binding agreement ("Agreement") is made between SimpliMar Pte Ltd, a Singaporean company ("SimpliMar" or "we"), and you ("you" or "your"), the user of our services. This Agreement governs your access to and use of the SimpliMar services platform ("Platform"), accessible at SimpliMar.com and its related domains, including our mobile applications ("SimpliMar App"). The Platform, website, and SimpliMar App are collectively referred to as the "SimpliMar Platform." This Agreement was last updated on February 3, 2025, and is effective upon your acceptance.
By accessing or using the SimpliMar Platform, you unconditionally agree to be bound by this Agreement. If you are using the SimpliMar Platform on behalf of a company or other legal entity ("Customer"), you represent and warrant that you have the authority to bind that entity to this Agreement. In such cases, "you" and "your" will refer to the Customer. If you do not agree with these terms, you may not use the SimpliMar Platform.
The SimpliMar Privacy Policy is incorporated into this Agreement by reference and forms an integral part of it. We may update these documents periodically. In the event of any conflict, the provisions of this Agreement will prevail.
The SimpliMar Platform provides a range of services ("Services") related to cargo shipping and logistics, which may include facilitating connections with stakeholders in the shipping industry. The specific Services available to you will depend on your subscription or agreement with SimpliMar.
Subject to this Agreement, SimpliMar will make commercially reasonable efforts to provide the Services to the Customer. Upon registration, the Customer will designate an administrative user with a username and password for the Customer’s account. SimpliMar reserves the right to refuse or cancel any password deemed inappropriate.
SimpliMar will provide reasonable technical support to the Customer in accordance with its standard practices, subject to the terms of this Agreement.
You agree not to, directly or indirectly: (a) reverse engineer, decompile, disassemble, or attempt to derive the source code of the Services or related software ("Software"); (b) modify, translate, or create derivative works of the Services or Software (except as expressly permitted); (c) use the Services or Software for timesharing, service bureau purposes, or for the benefit of third parties; or (d) remove any proprietary notices.
You represent and warrant that you will use the Services in compliance with SimpliMar's published policies, including the Privacy Policy, and all applicable laws and regulations. You will indemnify and hold SimpliMar harmless from any claims, losses, liabilities, damages, and expenses (including legal fees) arising from your breach of this section or your use of the Services. SimpliMar may monitor your use of the Services and may prohibit any use that it deems to be in violation of this Agreement.
You are responsible for obtaining and maintaining all necessary equipment (including hardware, software, and internet access) to use the Services ("Equipment"). You are also responsible for the security of your Equipment, account, passwords, and files, and for all activities that occur under your account, whether authorized or not.
Each party ("Receiving Party") acknowledges that the other party ("Disclosing Party") may disclose confidential business, technical, or financial information ("Proprietary Information"). SimpliMar's Proprietary Information includes details about the Services' features and functionality. Customer's Proprietary Information includes non-public data provided to SimpliMar ("Customer Data"). The Receiving Party will protect the Disclosing Party's Proprietary Information and will not use or disclose it to third parties (except as permitted herein). These obligations will continue for five (5) years after disclosure, except for information that (a) is publicly available, (b) was already known to the Receiving Party, (c) was rightfully disclosed by a third party, (d) was independently developed, or (e) is required to be disclosed by law.
The Customer owns all rights to the Customer Data and any data derived from it. SimpliMar owns all rights to the Services, Software, improvements, enhancements, modifications, and related intellectual property.
SimpliMar may collect and analyze data related to the Services' performance and use (including Customer Data) and may use this data to improve the Services and for other business purposes. SimpliMar may disclose aggregated or de-identified data. No rights or licenses are granted except as expressly stated herein.
Unless otherwise agreed, there are no fees for using the SimpliMar Services. However, you may be required to pay for optional or premium services. SimpliMar reserves the right to modify fees or introduce new charges upon thirty (30) days' notice. Billing errors must be reported within sixty (60) days. SimpliMar may invoice you, and invoices are due within thirty (30) days. Overdue amounts may accrue interest. You are responsible for applicable taxes (excluding taxes on SimpliMar's net income).
This Agreement will automatically renew for successive one-year terms unless either party provides notice of termination at least thirty (30) days before the end of the current term.
Either party may terminate this Agreement for material breach by the other party after thirty (30) days’ notice (or immediately for non-payment). Upon termination, SimpliMar will make Customer Data available for retrieval for thirty (30) days. Certain provisions, including confidentiality, warranty disclaimers, and limitations of liability, will survive termination.
SimpliMar may amend this Agreement by providing notice (e.g., on the website or app) thirty (30) days before the changes take effect. Continued use of the Services after such notice constitutes acceptance of the amended Agreement.
SimpliMar will use reasonable efforts to maintain the Services and minimize errors. However, SimpliMar does not warrant that the Services will be uninterrupted or error-free, nor does it make any warranty as to the results that may be obtained from using the Services. Except as expressly provided, the Services are provided "as is," and SimpliMar disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.
You will indemnify and hold SimpliMar and its affiliates harmless from any claims, liabilities, damages, losses, and expenses (including legal fees) arising from your use of the SimpliMar Platform or Services, your Customer Content, or your violation of this Agreement.
SimpliMar will not be liable for any incidental, special, consequential, or exemplary damages, including lost profits, data loss, service interruption, or system failure, arising from this Agreement or the use of the SimpliMar Platform, even if SimpliMar has been advised of the possibility of such damages.
You agree not to: (a) post unlawful, infringing, harmful, or offensive Customer Data; (b) misuse the SimpliMar Platform or SimpliMar's trademarks; (c) access unauthorized areas; (d) attempt to circumvent security measures; (e) use unauthorized tools to access the Platform; (f) send spam; (g) interfere with other users; (h) collect personal information without consent; (i) impersonate others; or (j) violate any applicable laws. SimpliMar may monitor user activity and remove objectionable content. You agree to comply with all applicable laws, including those related to sanctions, anti-corruption, and anti-money laundering.
If any provision of this Agreement is unenforceable, the remaining provisions will remain in effect. You may not assign this Agreement without SimpliMar's written consent. SimpliMar may assign this Agreement. This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements. No agency, partnership, or joint venture is created by this Agreement. This Agreement is governed by the laws of Singapore. Any dispute shall first be referred to Mediation in accordance with the Mediation Rules of the Arbitration Institute of the Singapore Chamber of Commerce, unless one of the parties objects. If one of the parties objects to Mediation or if the Mediation is terminated, the dispute shall be finally resolved by arbitration in accordance with the Arbitration Rules of the Arbitration Institute of the Singapore Chamber of Commerce.