This Supply of Services Agreement ("Agreement") is entered into by and between Rondo Projects Ltd., a company organised and existing under the laws of Hong Kong ("Provider"), and the undersigned ("Client").
WHEREAS, Provider offers certain services (the "Services") through its website, located at http://www.rondoprojects.com; and
WHEREAS, the Client wishes to engage the Provider for access to and use of such Services under the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
The Provider shall supply the Services described on the Provider's website or as otherwise described in a separate Service Level Agreement (SLA), which is hereby incorporated by reference and made a part of this Agreement. The Provider reserves the right to modify or discontinue any aspect of the Services at any time.
The Client agrees to comply with the terms and conditions governing the use of the Services as set forth on Provider's website and as may be updated from time to time by the Provider.
Payment terms for the Services shall be as stipulated in the applicable SLA between the Provider and the Client. All fees are non-refundable except as expressly provided in the applicable SLA.
All intellectual property rights in or related to the Services are and shall remain the exclusive property of Provider or its licensors.
Either party may terminate this Agreement in accordance with the terms and provisions of the applicable SLA.
Each party agrees to maintain the confidentiality of the other party's confidential information consistent with standard industry practices.
The Services are provided "as is" without any warranties of any kind, express or implied, including but not limited to implied warranties of merchantability or fitness for a particular purpose.
Provider's total liability arising out of or related to this Agreement shall not exceed the amounts paid by Client to Provider under the applicable SLA.
This Agreement shall be governed by and construed in accordance with the laws of Hong Kong, without giving effect to its conflict of law provisions.
Any disputes arising out of or related to this Agreement shall be resolved through amicable negotiations. If resolution cannot be reached, disputes shall be submitted to arbitration or to a court of competent jurisdiction in Hong Kong.
This Agreement, together with the applicable SLA, constitutes the entire agreement between the parties relating to the subject matter hereof, and supersedes all prior understandings, writings, proposals, representations or communications, oral or written, of either party.
Any amendments or modifications to this Agreement or the applicable SLA must be in writing and signed by both parties.
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect without being impaired or invalidated in any way.