Terms of Service (Web, iOS, Android)

Terms of Service (Web)

INTRODUCTION

Thank you for using GreyApp (as defined below).

These Terms of Service constitute a legal agreement between you and Global Databank (Singapore) Pte Ltd (UEN 201533450G) (“GDB” or the “Company”). Your use of GreyApp and the GreyApp Services (as defined below) is subject to these Terms of Service (these “Terms”). Please read these Terms carefully  before clicking the “Join Now”, “Sign Up”, “Accept”, “Yes”, “Create Account”  or equivalent button (each referred to as an “Acceptance Button”) or before downloading or using GreyApp. By clicking the Acceptance Button or downloading, installing, copying, or otherwise using GreyApp or the GreyApp Services, you are entering into an agreement with GDB concerning the use of GreyApp and any other matters set out herein and you acknowledge that you have read, understood and agree to be bound by these Terms. If you do not agree to be bound by these Terms, you should not use or access GreyApp or the GreyApp Services.

GreyApp and the GreyApp Services are intended for users who are 18 years of age and above. By clicking the Acceptance Button or downloading, installing, copying, or otherwise using GreyApp or the GreyApp Services, you hereby declare that you are 18 years old and above.

If you are using GreyApp on behalf of a company, partnership, association, government or other organisation (your "Organisation"), you hereby represent and warrant that you are authorised to do so and that you are authorised to bind your Organisation to these Terms. In such circumstances, any reference to "you" in these Terms will include your Organisation.

If you have any questions about these Terms, or if you wish to send us any notices in relation to these Terms, you may contact us at support@gdbg.com.

  1. Definitions and interpretation

1.1        In these Terms, unless the context requires otherwise:

Account” is defined at clause 4.

Applicable Laws” means any statutes, laws, rules, regulations, codes and ordinances, any judicial or administrative court rulings or judgments, of any country, that are applicable to you, GreyApp or the GreyApp Services, the matters raised in these Terms  and/or the subject matter of these Terms.

Changes” means any addition, deletion, modification or alteration to GreyApp or the GreyApp Services, the manner in which GreyApp or the GreyApp Services are provided, or the performance standards of GreyApp or the GreyApp Services, as determined by GDB from time to time.

Charges” means all fees payable by you to the Company for the provision of the GreyApp Services by the Company based on the prevailing rates of the Subscription Charges that you have subscribed to or that are applicable to you. The Charges may be changed by the Company from time to time at its absolute discretion and will bind you upon their posting on GreyApp and/or the Websites, and/or as otherwise notified to you by the Company

Content” means any and all documents, information, data, media and/or files that are produced, generated, uploaded, stored and/or transmitted by you using GreyApp and/or the GreyApp Services. For the avoidance of doubt, Content shall not include any Metadata, user billing information, or user registration information.

Device” means a mobile phone, tablet, laptop, desktop computer, gaming console or similar device including such other devices as may be recognised by GDB in Guidelines.

Guidelines” means any and all additional terms, guidelines, policies and/or rules prescribed or issued by GDB with respect to GreyApp and/or the GreyApp Services or any part thereof, whether existing now or issued by GDB at a future date, and which forms part of these Terms between GDB and you and that may be posted by GDB on GreyApp, including any revised or amended version of the same as issued by GDB from time to time and that may be posted on GreyApp. Such revised or amended version of the same shall apply to you and you are deemed to have accepted the same, from the time it is published on GreyApp.

GreyApp” means the software application provided by GDB for use on Devices.

GreyApp Services” means:

(a)        any of the Internet-based, mobile based, interactive information services, software, content, or interactive tools, that may be provided by the Company

(b)        the Company providing you with access to and/or use of GreyApp; and

(c)        other services that the Company  may provide, whether branded with the name “Grey” or otherwise, such as “GreyNet”, “GreyVPN”

provided always that the Company has full and sole discretion to change what comprises GreyApp Services.

Licence” is defined at clause 3.

Metadata” means any and all information, records and/or data relating to your use of GreyApp and the GreyApp Services that is automatically created or generated by the Company’s computer systems and are essential for the efficient provision of GreyApp and the GreyApp Services. Metadata is data that describes other data. Metadata summarizes basic information about data, which can make finding and working with particular instances of data easier. For example, author, date created and date modified and file size are examples of very basic document metadata.  For the avoidance of doubt, Metadata does not include any of your Content.

Name” means the name or word “Global Databank”, "GreyApp”, “GreyNet”, and/or “GreyVPN”.

“User Data” means all data including personal data that you may provide or send to the Company or that the Company may receive from you in the course of you using GreyApp or the GreyApp Services, or the Company providing GreyApp or the GreyApp Services.  

Parties” means you and the Company collectively and “Party” means either one of them.

PDPA” means Singapore’s Personal Data Protection Act including all subsidiary legislation related thereto.

Personal Data” or “personal data” means data, whether true or not, about an individual who can be identified (i) from that data; or (ii) from that data and other information to which the organisation has or is likely to have access.

Subscription Charges” refers to the price plan(s), subscription charges and/or subscription package(s) that are payable by you and/or the Organisation, as the case may be, to the Company, for your use of GreyApp and/or the GreyApp Services. The Subscription Charges may be changed from time to time by the Company at the Company’s discretion and will apply to you upon such changes being posted on GreyApp and/or any of the Websites, and/or as otherwise notified to you by the Company.

Trade Mark” means the trade marks “GreyApp”, “GreyNet”, “GreyVPN”, “Global Databank”.

Websites” means “www.greyapp.com” website as may be notified by the Company.

1.2        Unless the contrary intention appears:

(a)        The word “person” includes an individual, a firm, a body corporate, a partnership, joint venture, an unincorporated body or association, or any government agency, and includes a reference to the person’s executors, administrators, successors, substitutes (including, without limitation, persons taking by novation) and assigns;

(b)        No rule of construction applies to the disadvantage of a Party because that Party was responsible for the preparation of this Agreement or any part of it; and

(c)        Headings are inserted for convenience and do not affect the interpretation of this Agreement.

  1. Agreement

2.1        These Terms represent an agreement entered into between you and the Company concerning the use by you of GreyApp and the GreyApp Services. By downloading or using GreyApp, or receiving the GreyApp Services, you are declaring that you have read, understood and agree to accept and be bound by and comply with these Terms. These Terms may be amended or supplemented from time to time by the Company at its sole discretion, by posting revisions or a revised/amended set of Terms through or on GreyApp. Your continued use of GreyApp and/or the GreyApp Services following the posting of any changes or modifications will constitute your acceptance of such changes, modifications, supplements or of such modified Terms.

2.2        These Terms, as well as any Guidelines that may be subsequently issued, shall apply to the provision of the GreyApp Services and/or your use of GreyApp.

2.3        You agree to be bound by and to fully observe and comply with:

(a)        these Terms; and

(b)        such Guidelines issued by GDB from time to time. 

2.4        You acknowledge that there could be multiple Guidelines applicable to you and which bind you. Notwithstanding that these Guidelines may be issued subsequent to the date upon which you first agree to be bound by the Terms, such Guidelines shall equally bind you and form part of the Terms.

2.5        These terms (including any Guidelines), shall apply to the provision of GreyApp and/or the GreyApp Services by the Company to the exclusion of any other terms and conditions which you may purport to apply and in whichever way you purport to introduce them (“Your Provisions”). For the avoidance of doubt, you acknowledge and agree that the Company shall not be bound by any of Your Provisions.

  1. Licence Grant

3.1        Subject to these Terms, the Company hereby grants to you a limited, non-transferable, non-sublicensable, non-assignable, terminable, revocable and non-exclusive licence to install and use GreyApp on up to five (5) Devices that you own and/or control and to access and use the GreyApp Services on such Devices (the “Licence”). The Company reserves all rights not expressly granted to you herein.  You acknowledge and agree that these Terms are between you and the Company. Should you wish to use GreyApp on more than five (5) Devices, you will need to purchase additional licences for these additional Devices. Further details are set out in clause 4.6 below and/or in Guidelines that may be issued by the Company from time to time.

3.2        You also agree that you will not use GreyApp web in any way that would result in or cause the Company to be in violation of any terms and conditions applicable to web application and it related extensions or add-ons.

3.3        You may not, nor may you permit any other person to :

  • sub-license, rent, lease or sell GreyApp;
  • use GreyApp or the GreyApp Services to gain unauthorised access to any system, account or data;
  • directly or indirectly charge others for use or access to GreyApp or the GreyApp Services;
  • in any way represent, suggest, state or indicate that the Company supports or endorses any product, service or content (including any personal web site), whether directly or indirectly;
  • make GreyApp publicly available or available on any network for copying, download or use by any person or persons;
  • misrepresent the source or ownership of GreyApp;
  • attempt to disrupt or interfere with GreyApp including manipulating the legitimate operation of GreyApp;
  • use cheats, exploits, automation software or any unauthorised third party software designed to modify or interfere with GreyApp;
  • disrupt or overburden any computer or server used to offer or support GreyApp, or other users' use of GreyApp; or
  • develop any plug-ins, external components, compatibles or interconnection elements or other technology that inter-operate with GreyApp, except to the extent permitted by applicable law.
  1. Access to the GreyApp Services

4.1        Prior to using GreyApp, you are required to create an account with us through GreyApp or such other means as may be offered by the Company from time to time, to access and use GreyApp and/or the GreyApp Services (the “Account”). In order to create an Account, you must provide your name and mobile phone number, which you warrant to be true and current. If we discover that the Account information you have provided us is/are not true or current, GDB is entitled to immediately terminate the Licence and your access to or use of GreyApp or the GreyApp Services.

4.2        You acknowledge and agree that you are responsible for maintaining the confidentiality, safekeeping and security of your Account details, including any passwords that may be used to access to your Account. You must promptly notify the Company at support@gdbg.com if you know or suspect that your password or Account has been compromised.

4.3       Without prejudice to the foregoing, you shall be solely liable and responsible for any activity conducted using your Account information, unless you have notified the Company in writing of the closure, compromise or misuse of your Account and the Company has received such notification. You acknowledge that the Company would not have the means to verify the identity of the party using your Account information or of your username and password on GreyApp or the GreyApp Services and you agree that the Company will not be responsible, in any way whatsoever, for losses or damages suffered by you or any third party if there is any unauthorised use of your Account information, username or password.

4.4       The Company may at its absolute discretion make Changes from time-to-time (including changes to its standards and procedures relating to GreyApp or the GreyApp Services, whether or not it results in an upgrade or a downgrade of GreyApp’s or the GreyApp Services’ performance, or a cessation of any service or functionality with the GreyApp Services), without notice and without incurring any liability to you whatsoever.

4.5       For the avoidance of doubt, the Company is not obligated to provide the GreyApp Services to you or to provide you with access to GreyApp, during times of maintenance (whether emergency or scheduled maintenance or otherwise) to any of the computer systems and/or equipment through which the GreyApp Services is to be provided.

4.6       Each Licence allows you to access and use GreyApp and/or the GreyApp Services on a maximum of five (5) unique Devices. If you are attempting to access and use GreyApp and/or the GreyApp Services on a unique Device for the first time, you will be required to associate that unique Device with your Licence which you have registered in your Account. Each Licence allows you to have up to five (5) unique Devices associated with that Licence (each an “Associated Device”). In the event that you have five (5) Associated Devices and would like to associate a new unique Device to your Account, you will need to delete an Associated Device before you can associate the new unique Device with your Licence. For the avoidance of doubt, you may access and use GreyApp and/or the GreyApp Services on each of your Associated Devices simultaneously.

  1. Language

GreyApp and the GreyApp Services are offered to you in the English language. However, GDB may translate these Terms into multiple languages, and in the event there is any inconsistency between the English version and any other version of these Terms in another language, the English version will apply (to the extent permitted by all Applicable Laws and regulations).

  1. Your Content and Encryption

6.1       By using GreyApp and the GreyApp Services, you understand and agree that you retain full ownership and control over your Content. The Company does not claim any ownership to any of your Content. These Terms do not grant the Company rights to use or access your Content or intellectual property contained therein, except what is necessary for the Company and its service providers to provide the GreyApp Services. You hereby grant the Company, its affiliates and third party service providers a non-exclusive, worldwide and royalty free licence and right to handle and deal with your Content for the following limited purposes:

  • to store or backup your Content on the Company’s, its affiliates’ and/or third party service providers’, databases or servers, in providing you with the GreyApp Services or to ensure the integrity and security of your Content. To fulfil the foregoing, the Company may/will transfer your Content to its (and/or its affiliates’ or third party service providers’) servers; and
  • to provide the GreyApp Services to you. In this regard, the Company might transfer your Content to its affiliates or trusted third party service providers that the Company may engage from time to time for one or more of the purposes set out herein. Should you choose to share your Content with other GreyApp users, the Company will transfer your Content to the Devices of such other users.

6.2       The Company confirms that as part of the GreyApp Services, your Content is secured at all times by strong end-to-end encryption. The Company warrants that your Content, private encryption key and password are all stored in an encrypted form and cannot be decrypted by any unauthorised person who does not possess your encryption key, including the Company. Your encrypted Content can only be accessed by you (using your encryption key) and persons you explicitly share your encrypted Content with. Your Content, encryption key and Account password (collectively the “Encrypted Content”) are stored in an encrypted form. Your Encrypted Content cannot be decrypted by GDB or any third party. Your Encrypted Content can only be decrypted by you and persons you explicitly share your Encrypted Content with. For the avoidance of doubt, the foregoing does not apply to information  that the Company requires, to provide you with GreyApp or the GreyApp Services, like your contact and billing information, your email address, messages sent to our support team and for us to send you notifications etc. in a non-encrypted form. For such latter information, in accordance with the requirements of the PDPA, the Company will put in place reasonable security arrangements to prevent unauthorised access, collection, use, disclosure, copying, modification, disposal or similar risks, of such latter information.

6.3       By using our GreyApp Services, your Encrypted Content will be encrypted using an encryption key which is unknown to GDB. You can read Your Encrypted Content only with your private key that is only known to you. Your Encrypted Content can only be read by other persons if you explicitly share your Encrypted Content with other persons selected by yourself (“Shared User”) within our GDB network of users.

6.4        GDB has no access to or record of your private encryption key and there is no way for GDB to recover your private encryption key should it be lost by you. You hereby take note and accept that if your private key is lost, all your Content (including your Encrypted Content) is irretrievably lost. GDB will not be able to recreate or restore your Content due to the nature of the GreyApp Services we are providing, a key element being that GDB does not have access to your Content and you are in sole control of your Content. WE THEREFORE STRONGLY RECOMMEND THAT YOU KEEP BACKUPS OF ANY CONTENT ON A SEPARATE SYSTEM.

  1. GreyApp Usage Policy

7.1        GreyApp allows you to ‘Organise’ (calendar, email, notes), ‘Communicate’ (messaging, voice and video calls) and ‘Store’ (images, files, audios and videos). You are solely responsible and liable for any Content you upload, download, share or copy through or by using GreyApp or the GreyApp Services.

7.2        GreyApp is embedded within a Virtual Private Network Service (“VPN”) – this is an internet security and privacy service included in GreyApp. You understand and agree that GreyApp’s VPN service is not a service to be used for criminal acts or in violation of any law of the jurisdiction from which you originate, in which you are residing or in which you are domiciled. You acknowledge that it is your responsibility to know and comprehend any and all relevant laws related to any jurisdiction or venue that concerns you and your actions, and not to use GreyApp, the said VPN service and/or the GreyApp Services in violation of any said laws.

7.3        The Company does not monitor, store or record information or logs relating to the usage of the said VPN service by any user, including connection time stamps, used bandwidth, traffic logs, or IP addresses.

7.4        The VPN service included in GreyApp is meant for normal use to protect personal privacy. Using this service for any illegal or inappropriate purpose, including but not limited to the prohibited activities listed at Clauses 7.5 below, will result in immediate termination of your Licence and access to GreyApp and the GreyApp Services by GDB without prior notice.

7.5        In using GreyApp, you acknowledge and agree that:

  • you shall not transmit, post, distribute, store or destroy material, in violation of any and all Applicable Laws or regulation;
  • you shall not use GreyApp or any of the GreyApp Services, or do anything while using GreyApp or the GreyApp Services, in any way or manner that is in breach of any Applicable Laws;
  • you shall use GreyApp according to any Guidelines, instructions and/or such other documentation provided by the Company;
  • you shall not use any data mining, robots or similar data gathering or extraction methods;
  • you shall not impersonate any person or misrepresent your affiliation with any person or entity in registering an Account (including by creating a fictitious account name or accessing another user's account) or in making any communications or sharing or publishing any content or information using GreyApp;
  • you shall not name squat via your Account name in a way that infringes any third party's intellectual property rights or other rights;
  • you shall not transmit or link to viruses, worms, defects, Trojan horses, malware or any other items that may introduce security vulnerabilities to or harm user devices, apps or personal data;
  • you shall not violate or attempt to violate the security of GreyApp or any other third-party network or system including attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
  • you shall not post any content or material that is illegal under Applicable Laws, promotes or endorses false or misleading information or illegal activities, or endorses or provides instructional information about illegal activities or other activities prohibited by law or by these Terms, such as making, buying or selling illegal weapons, selling unlicensed or unapproved products including cigarettes or alcohol, violating someone's privacy, providing or creating computer viruses or pirating media;
  • you shall not share with a third party any of your Account information;
  • you shall not access data not intended for you or log into a server or account which you are not authorized to access;
  • you shall not post or submit to GreyApp any incomplete, false or inaccurate information about yourself or information which is not your own;
  • you shall not solicit passwords or personal data from any other person or entity;
  • you shall not delete or alter any material posted by any other person or entity;
  • you shall not harass, incite harassment or advocate harassment of any group, company, or individual;
  • you shall not use GreyApp in any manner which will significantly disrupt or overburden the Company’s overall network bandwidth;
  • you shall not use GreyApp for any commercial purpose (including commercial communications) or for the benefit of any third party, including but not limited to:
  1. making postings about a product or service offered by you or by any company in which you hold a direct or indirect interest;
  1. making postings (whether written by you or anyone else) in exchange for money or other benefits or compensation from any third party;
  • posting information about product or shipping availability from third party suppliers, whether such third parties are in competition with the Company or not; or
  1. making any other postings not in good faith.
  • you shall not use GreyApp for port scanning, sending spam, sending opt-in e-mail, scanning for open relays or open proxies, sending unsolicited e-mail or any version or type of e-mail sent in vast quantities;
  • you shall not submit, upload, transmit or display, through GreyApp, any content (whether displayed publicly or not, and whether displayed directly or indirectly to any other users) which in fact or in our reasonable opinion:
  1. breaches any Applicable Laws or regulations
  1. creates a risk of loss or damage to any person or property;
  • is fraudulent, false, misleading or deceptive;
  1. harms or exploits any person (whether adult or minor) in any way, including via bullying, harassment or threats of violence;
  1. is hateful, harassing, abusive, racially or ethnically offensive, defamatory, humiliating to other people (publicly or otherwise), threatening, profane or otherwise objectionable; or
  1. promotes or encourages self-harming;
  • you shall not use GreyApp for any unlawful purpose or any illegal activity, or upload or transmit any content that is defamatory, libelous, implicitly or explicitly offensive, vulgar, obscene, threatening, abusive, hateful, racist, discriminatory, of a menacing character or likely to cause annoyance, inconvenience, embarrassment, anxiety or could cause harassment to any person or include any links to pornographic, indecent or sexually explicit material of any kind; and
  • you shall not use GreyApp for any criminal activity including but not limited to stealing credit card information or using stolen credit cards, credit card fraud, PayPal fraud, bank fraud, e-gold fraud, Paysera fraud, WebMoney fraud, Bitcoin fraud, mail fraud, extortion, blackmail, kidnapping, rape, murder, sale of stolen credit cards, sale of stolen goods, committing or attempting to commit identity theft, hacking, pharming, phishing, spamming of any form.

7.6        You shall, at all times :

(a)        use the GreyApp Services in accordance with these Terms;

(b)        in using the GreyApp Services comply with all Applicable Laws including the PDPA and all applicable data protection laws in your jurisdiction;

(c)        provide all necessary and complete information in a timely manner as may be required by the GreyApp Services or the Company to process your request or use of GreyApp;

(d)        not use the GreyApp Services for any unlawful purpose or illegal activity;

(e)        not cause the Company to do anything that would amount to a contravention of Applicable Laws;

(f)         provide the Company with all necessary co-operation in relation to your use of the GreyApp Services; and all necessary access to such information as may be required by the Company in order to provide the GreyApp Services;

(g)        comply with the Device limit set out in clause 4.6 above; and

(h)        not access all or any part of GreyApp in order to build a product or service which competes with GreyApp or the GreyApp Services, or any part thereof.

7.7        You acknowledge and agree that :

  • any data that you submit through GreyApp or in using the GreyApp Services may be stored by the Company and/or its service providers in Singapore or outside of Singapore; and
  • GreyApp and its components may be subject to further terms and conditions including those of any third party licensors and you agree that you shall accept and comply with such further terms and conditions.
  1. Intellectual Property

8.1        You acknowledge that the Company or third parties own all rights, title and interest in and to GreyApp and technology comprised in the GreyApp Services, including without limitation software and portions thereof and all Intellectual Property Rights, and you shall not do or permit any act which is directly or indirectly likely to prejudice the rights, title or interest of the said rightful owner(s) in and to any of the aforesaid. “Intellectual Property Rights” means any and all rights existing from time to time (both current and future) under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide, or capable of protection in any relevant country in the world. Unless otherwise expressly permitted by mandatory applicable law, you agree not to modify, adapt, translate, prepare derivative works from, or decompile, reverse engineer, disassemble or otherwise attempt to derive source code from, GreyApp. You shall not rent, lease, lend, sell, redistribute or sub-license GreyApp. Without prejudice to the generality of the foregoing, you shall not use in any way and shall not reproduce any trade marks that are associated with GreyApp or the GreyApp Services or that you have sight of when using the GreyApp Services, without the prior written consent of the Company.

8.2        Please note that there may be technological measures in GreyApp that are designed to prevent unlicensed or unauthorised use of GreyApp or use of GreyApp in breach of these Terms. The Company has the right, at its absolute discretion, to make full use of these measures and  you will not seek to disable or circumvent these measures in any way.

8.3        You undertake that you shall not use and you shall not allow the use of, the Trade Mark or Name in any of the following ways:

(a)      as part of any corporate or legal business name, which you are connected with, involved in or participating in;

(b)      in connection with any of your services or activities;

(c)      as part of any domain name, homepage, electronic address, metatag, or otherwise in connection with the Internet or a website, except with the prior written consent of the Company; and

(d)      with any prefix, suffix, or other modifying words, terms, designs, or symbols.

8.4        You agree and undertake that :

(a)      all rights, title, interest and any goodwill in the Name and/or Trade Mark, or any derivatives thereof, belong exclusively and wholly to GDB and that you shall not under any circumstances gain any right to or interest or goodwill in the Name and/or Trade Mark or any derivatives thereof independently of GDB; and

(b)      you shall not register domain names associated with or including the Name and/or the Trade Mark, or any derivatives thereof, or any name that is confusingly similar to any of them including any visual or phonetic equivalent or other derivation thereof (hereinafter referred to as “Domain Names”) and that GDB shall retain at all times all legal and beneficial rights, title and interest in the Domain Names.

8.5        You shall not at any time, including in the event of a termination of the agreement entered into with you based on these Terms, use, adopt, register or apply to register, in any country, any name, corporate name, company name, business name, trading name, domain name, or trade mark which:

(a)      is identical, similar to, or is a colourable imitation of, the Trade Mark and/or of the Name;

(b)      incorporates the Trade Mark and/or Name, or is a combination or variation of the Trade Mark and/or Name; or

(c)      is similar to any graphic, visual or phonetic representation of the Trade Mark and/or Name.

8.6        You also agree to not remove, obscure, or alter the Company’s or any third party’s copyright notice, trade marks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through GreyApp.

8.7        The Company does not represent or warrant that the use or application of GreyApp or the GreyApp Services by you will not constitute an infringement or misuse of any Intellectual Property Rights.

  1. Disclaimer of Warranties and Liability

9.1        You acknowledge and agree that GreyApp and the GreyApp Services are provided on an “as is” basis, and, save for the warranty as to the encrypted and private nature of the Content stated at clause 6.2, the Company disclaims all warranties and makes no warranty of any kind, whether express or implied (statutory or otherwise), including but not limited to warranties on the merchantability, sufficiency, quality and fitness for a particular purpose of the GreyApp and/or the GreyApp Services. The Company further makes no warranty that GreyApp and GreyApp Services do not infringe the rights (including Intellectual Property Rights) of any party. Subject to the foregoing, you wholly assume all risks in your use of GreyApp and receipt/use of the GreyApp Services. Hence, except for the warranty as to the encrypted and private nature of the Content stated at clause 6.2, the Company does not warrant, and excludes all liability in respect of :

  • the accuracy, completeness, fitness for purpose or legality of any information published by the Company or that are communicated to you relating to GreyApp and/or the GreyApp Services;
  • GreyApp and/or the GreyApp Services in respect of their quality, usability, fitness for purpose or any other aspect thereof; and
  • any of the information, data, materials or facilities contained or incorporated in or on GreyApp and/or the accuracy of the contents of GreyApp.

9.2        The Company, and any third parties who make their software available in conjunction with or through GreyApp disclaim any warranties regarding security, reliability, timeliness, and performance of GreyApp and such third party software. You further understand and agree that you download and/or use GreyApp and all third party software made available in conjunction with or through GreyApp at your own discretion and risk and that you will be solely responsible for any loss or damages to your Device(s) or Device(s) system,  or loss of data that results from the download or use of the Application and/or all third party software.

9.3        Save as otherwise expressly provided for in these Terms, the Company makes no guarantee, representation or warranty whatsoever that:

(a)      GreyApp or the GreyApp Services will be error free;

(b)      you will be able to use GreyApp or that you will be able to access, use or receive the GreyApp Services; and/or

(c)      any information provided via GreyApp or the GreyApp Services is accurate.

9.4       You acknowledge that the use of GreyApp or the GreyApp Services presents the possibility of human and machine errors, inaccuracies, omissions, delays, and losses, including the inadvertent loss of data which may give rise to loss or damage suffered by you, and you agree and undertake that you shall not hold the Company liable in any way whatsoever for the said loss or damage.

9.5       You are responsible for every single action that occurs in your usage of GreyApp and its VPN including where your username and/or password are used for establishing the VPN connection. You acknowledge and agree that you are responsible for any and all information and Content that you upload on GreyApp or download, transmit or copy via GreyApp.

9.6       The Company assumes no responsibility for the activities or conduct of other users of GreyApp.

9.7       To the extent permitted by law, you agree that the Company shall not be liable to you in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof, for any :

  • loss of your Content or data whatsoever; and/or
  • indirect, consequential, collateral, special or incidental loss or damage suffered or incurred by you in connection with GreyApp or the GreyApp Services, whether during or after the termination of the Licence. For the purposes of this clause, indirect or consequential loss or damage includes, without limitation, loss of existing or anticipated revenue or profits, anticipated savings or business, loss of data or goodwill, business interruption, loss of use or value of any equipment including software, claims of third parties, and all associated and incidental costs and expenses.

9.8       Where the Company’s liability is not expressly excluded under these Terms or under any applicable law, the Company’s liability to you in contract, tort (including negligence) or otherwise howsoever and whatever the cause thereof, arising by reason of or in connection with these Terms, GreyApp and/or the GreyApp Services, shall be limited to the fees paid by you to GDB for the use of GreyApp.

9.9       Notwithstanding anything that may be to the contrary, no action may be brought by you against the Company, under these Terms or related to GreyApp or the GreyApp Services, more than one (1) year after the cause of action arose. For the avoidance of doubt, this limitation shall not apply to claims by the Company against you.

9.10      The Company retains absolute discretion in determining whether or not to provide maintenance and support services for GreyApp, and if so, the type of maintenance and support services.

9.11      Nothing in the contents of GreyApp shall be considered an endorsement, representation or warranty of or by the Company with respect to any third party or any third party's content, products, services or otherwise. Without limiting the generality of the foregoing, the foregoing applies to any paid advertising content, as well as links that may be provided in GreyApp to third party websites or applications. Such links (if any) are provided solely as a convenience to you. You use such links to access third party content, websites or applications at your own risk. The Company makes no representations or guarantees regarding the availability or content (including its truthfulness, accuracy, completeness, timeliness or reliability) of such third party content, websites or applications in respect of which links have been provided in GreyApp, nor with regard to broken links.

  1. Business Accounts

10.1      Your Account might be part of a business account of an organisation, which is administered by the organisation’s own administrators (“Business Domain”). Such administrators of your organisation (“Administrators”) may have the right to suspend or delete your Account, view your Account’s usage, or view and/or edit your profile data (e.g. your name and your email address) and Metadata.

10.2      If you are part of a Business Domain, GDB still stores your Content with client side encryption, but the Administrators may be able to reset your password and/or read or store your encrypted and non-encrypted Content in your Account. This is accepted by you and GDB is not to be held responsible for any implication or for any loss or damage suffered by you as a result.

10.3      Administrators should also have a GDB account. You acknowledge that the Administrator, and not GDB, is responsible for the internal management and/or use of your Account for which your Administrator is an administrator of.

10.4      If you are using GreyApp or the GreyApp Services from a Device owned by your organisation or if the primary email address of your Account is owned by your organisation and was assigned to you as an employee, contractor or member of the organisation, an Administrator may be able to access your Account, Content and/or make changes to the services available to your Account.

  1. Personal Data Protection

11.1      Due to the encrypted nature of your Content on GreyApp, such Content of yours that is within the Company’s system as part of the GreyApp Services, may not constitute personal data under the PDPA within the possession of the Company. However, you agree that the Company may collect, use, disclose, process and/or store, in accordance with the terms of the GreyApp Privacy Policy, some personal data about you which is needed for the purposes of the GreyApp Services and the purposes set out in the GreyApp Privacy Policy. Such personal data includes Metadata, your contact and billing information, your email address, messages you may send to our support team.

11.2      You shall archive and create backups of User Data and your Content so that should User Data or your Content be lost or damaged in any way, you will still have the archived and backup copy of the User Data or your Content to restore the User Data or Content, as the case may be. The Company will not be responsible for and liable in any way whatsoever for any loss or damage to User Data and your Content, even if such loss or damage of User Data or Content is caused by the Company’s actions or omissions. In the event of any loss or damage to User Data or your Content caused by the actions or omissions of the Company or when User Data or your Content is in GreyApp, your sole and exclusive remedy against the Company shall be for the Company to use reasonable commercial endeavours to restore the lost or damaged User Data or your Content from the latest back-up of such User Data or Content, as the case may be, maintained by you. The Company shall not be responsible for any loss, destruction, alteration or disclosure of User Data or your Content caused by any third party.

11.3      If the Company processes any personal data on your behalf when providing you with access to Grey App and/or the GreyApp Services, the Parties record their intention that the Company shall be your data intermediary. You agree to the following :

  • that the personal data may be transferred or stored outside Singapore to the Company’s third party service providers or agents, in order to carry out or for the purpose of the GreyApp Services, or for the purposes set out in the GreyApp Privacy Policy;
  • you shall ensure that the Company may lawfully use, process and transfer the personal data in accordance with this agreement on your behalf; and
  • you shall ensure that the individuals whose personal data are being transferred overseas have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable data protection legislation including the PDPA.

11.4      You represent and warrant that :

  • for personal data of any third party individuals that you disclose to the Company or that you disclose to the Company in the course of using GreyApp or the GreyApp Services, that you would have prior to disclosing such personal data to the Company obtained consent from the individuals whose personal data are being disclosed, to :
  • permit you to disclose the individuals’ personal data to the Company for the purposes as set out in the GreyApp Privacy Policy; and
  • permit the Company to collect, use, disclose and/or process the individuals’ personal data for the purposes as set out in the GreyApp Privacy Policy, including disclosing the said personal data to the Company’s third party service providers or agents, which may be sited outside of Singapore, for the purposes as set out in the GreyApp Privacy Policy and such third party service providers or agents of the Company processing their personal data for the purposes as set out in the GreyApp Privacy Policy;
  • any personal data of individuals that you will be or are disclosing to the Company are accurate; and
  • for any personal data of individuals that you disclose to the Company, that you are validly acting on behalf of such individuals and that you have the authority of such individuals to provide their personal data to the Company and for the Company, its third party services providers and agents to collect, use, disclose and process such personal data for the purposes as set out in the GreyApp Privacy Policy.
  1. Payment and Pricing

12.1      GreyApp is a subscription service and you undertake to pay the Company all Charges related to your use of the GreyApp Services. You agree that you are solely responsible for all fees and taxes (including goods and services tax) associated with any such payment of Charges. Unless otherwise specified by GDB, all Charges are due and payable immediately.

12.2      Payment of Charges can be by preauthorized credit card charge or by “GreyApp Voucher”. If any Charges are not paid when due, GDB has the right to immediately suspend or terminate your use and access to GreyApp and the GreyApp Services, without notice to you.

12.3      “GreyApp Voucher” refers to serialised subscription voucher matching the purchase quantity on completion of your payment with your credit card. Each voucher shall be used as the equivalent of a paid subscription for activation when registering for each GreyApp Service. For business account purchase, the clauses below pertaining to credit card billing shall apply.    For personal accounts, you can purchase additional vouchers individually with cash or credit card to extend the subscription period.

12.4      If you choose to pay by credit card, we will automatically charge your credit card or other agreed payment options monthly or yearly, in advance if required by the Company, for each month, partial month or year, depending on which billing period you have selected. You must be authorised to use the credit card of which number you have entered. You agree and authorise GDB to periodically bill your credit card in anticipation of the Charges. We will automatically bill your credit card each month or each year etc., depending on the billing cycle we have offered you or that you have chosen. You agree that your subscription to GreyApp is automatically renewed for the same period as was the preceding term of the Licence (the first date of the new term of the Licence immediately after the expiry of the immediately preceding term shall be referred to as the “Renewal date”) unless you terminate your use of GreyApp at least seven (7) days before the Renewal date.

12.5      GDB’s subscription billing and collection processes are managed by third party service providers. You hereby agree and consent to your billing information, such as your billing address, credit card data and transaction ID, being collected and transferred to these third parties for the purposes of processing your subscription payments.

12.6      GDB reserves the right to review and revise the Charges at any time, and any revised Charges shall apply from such date as GDB publishes or posts the same on GreyApp and/or any of the Websites, and/or otherwise as notified to you by GDB.

12.7      All payments by you to GDB are final and non-refundable and there are no refunds or credits for partially used billing periods.

12.8      Unless specifically provided otherwise herein, payment of all fees are due and payable to GDB without demand, invoicing or notice before the commencement of the period to which those fees apply.

12.9      Except as expressly provided for otherwise, you shall be responsible for all taxes, duties, levies, and other similar charges (and any related interest and penalties), however designated (hereinafter referred to as “Taxes”), arising out of or in connection with GreyApp and/or the GreyApp Services, including but not limited to, any tax which you are required to withhold or deduct from payments to GDB, except any income tax imposed upon GDB by a relevant tax authority.

12.10    If Taxes pursuant to Clause 12.9 above are required to be paid, you shall pay such additional sums as are necessary to ensure that the Company receives a net amount equal to the Charges which the Company would have received had the payment not been made subject to such Taxes.

12.11    Where the Company so chooses, at its absolute discretion, to offer GreyApp free to you for download and use, the Company has the right at any time to impose Charges for your continued use of GreyApp and/or the GreyApp Services. Without prejudice to any other right of the Company herein, the Company has the right to immediately withdraw and terminate the Licence should you fail to pay such Charges.

12.12    You should be aware that your network provider may charge you both for access to its connection services and for the duration of your Device’s connection while accessing the GreyApp Services and/or using or accessing GreyApp (these charges may include without limitation GPRS or Circuit Switch Data charges). You are solely responsible for these costs and the costs of any other third party associated with your receiving the GreyApp Services and/or using GreyApp.

12.13    Wherever under these Terms, any sum of money shall be recoverable from or payable by you, the same may be deducted from any sum then due or which at any time thereafter may become due to you under these Terms. Exercise by the Company of its rights under this subclause shall be without prejudice to any other rights or remedies available to the Company under these Terms, or otherwise howsoever, at law or in equity.

  1. Status of the Company vis-à-vis You

13.1      You acknowledge that the Company is merely a provider of GreyApp and the GreyApp Services and that your relationship with the Company is merely that of a user of GreyApp or the GreyApp Services as enshrined in these Terms. Under no circumstances would your use of GreyApp or your receipt of the GreyApp Services through the use of the GreyApp constitute the Company as your employer and/or agent. 

  1. Updates

14.1      The Company may from time to time provide updates to GreyApp. Such updates may occur automatically or manually. Please note that GreyApp may not operate properly or at all if updates/upgrades or new versions are not installed by you. For the avoidance of doubt, we do not guarantee that the Company will make any updates available for GreyApp, or that such updates will continue to support your Device or system.

14.2      The Company may in its sole and absolute discretion choose to provide technical support for GreyApp (whether for free or for a fee). The Company provides technical support without any guarantee or warranty of any kind, and subject always to these Terms.

  1. Use of your Device by GreyApp

15.1      In order for the Company to provide GreyApp to you, the Company may require access to and/or use of your relevant Device that you use to access GreyApp – for example, the Company may need to use your Device's processor and storage to complete the relevant GreyApp installation, or we may need to access your contact list to provide certain interactive functions within GreyApp. You agree to give us such access to and use of your Device.

15.2      You may need an adequate Internet connection or operating system in your relevant Device, in order to use GreyApp. You may also be required to activate certain functionalities within GreyApp in the manner described within GreyApp. You may not be able to use certain functionalities within GreyApp if you do not comply with such requirements.

  1. Start Date of App Services

Your subscription to the GreyApp Services commences on the date you are able to receive the GreyApp Services, provided always that the Company reserves the right to determine the start date of the GreyApp Services, and the Company may refuse to provide the GreyApp Services or refuse commencement of the GreyApp Services, without having to assign any reason for such refusal and without being liable to you for any compensation whatsoever.

  1. Stoppage of Use of App

You may uninstall GreyApp at any time if you desire to stop receiving the GreyApp Services or use of GreyApp. The latter is without prejudice to your obligation to pay the Charges that have accrued prior to the date of your uninstallation of GreyApp.

  1. Alteration to the Services and Termination

18.1      The Company may amend or modify all or part of GreyApp or the GreyApp Services including the contents therein at any time.

18.2      The Company has the right to and you acknowledge that the Company can:

(a)      withdraw any information, data or content forming a part of the GreyApp Services; or

(b)      immediately suspend, withdraw or terminate the Licence (including the GreyApp Services entirely) and/or terminate the agreement under these Terms,

at any time, without liability and without notice to you, for any or no reason whatsoever. You shall not hold the Company liable in any way whatsoever for any of the aforesaid. Without limiting the generality of the foregoing, in the event that your use of GreyApp or the GreyApp Services, is in breach of these Terms, the Company has the right to immediately terminate your Account and the Licence without notice and take all such action as it considers appropriate, desirable or necessary including but not limited to taking legal actions against you.

18.3      Regardless of termination of the agreement under these Terms or the Licence for any reason, you shall remain obligated to pay the Company all Charges and any other sums that have accrued or are otherwise owed by you to the Company up to the date of termination.

18.4      Unless otherwise expressly stated, any termination of the agreement under these Terms shall be without prejudice to any other rights or liabilities of either Party accrued prior to and including the date of termination.

18.5      Any termination or suspension of the GreyApp Services or the Licence by the Company for whatever reasons shall not entitle you to receive any compensation in respect of the termination.

18.6      In the event that the GreyApp Services or the Licence is terminated or suspended by the Company for whatever reasons, the Company may, in its sole discretion, allow you a reasonable time period to retrieve or download your Content from our servers, following which your Content may be erased or deleted, or otherwise dealt with in accordance with our GreyApp Privacy Policy.

18.7      Any termination of the agreement under these Terms (howsoever occasioned) shall not affect the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.

  1. Unpredictable nature of the GreyApp Services

You understand and acknowledge that the transmission of information through telecommunications channels is unpredictable in nature and depends on, amongst other issues inter alia, (i) third party telecommunications operators, and (ii) the proper maintenance of your receiving equipment. The Company gives no guarantee of the continued availability and quality of reception of GreyApp or the GreyApp Services.

  1. Interruption of the GreyApp Services

The GreyApp Services may be interrupted, in whole or in part, in a case of force majeure (being events outside the control of either you or the Company) or during periods of maintenance or for any other reason whatsoever. Without prejudice to Clause 10, the Company and its related corporations cannot be held liable for any loss or damages caused directly or indirectly by the interruption of all or part of the GreyApp Services in the case of force majeure or for any other reason, nor loss of revenue, profits, contracts, reputation, nor for any consequential loss of any kind. For the avoidance of doubt, the Company does not exclude its liability for death or personal injury caused from its negligence

  1. Governing Law and Dispute Resolution

These Terms and the agreement between the Company and you are governed by and shall be construed in accordance with the laws of Singapore.  Any dispute arising out of or in connection with these Terms and the agreement, 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 (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") 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 Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.

  1. Legal Compliance

You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on any U.S. Government “watch list” of prohibited or restricted parties.

  1. General

23.1      These Terms are the entire agreement between you and the Company in relation to GreyApp and the GreyApp Services and shall supersede all previous communications (whether written, oral or otherwise), discussions or letters relating to the same

23.2      The invalidity of any provision of these Terms (or parts of any provision) will not affect the validity or enforceability of any other provision (or the remaining parts of that provision). If a competent court or arbitral tribunal holds any part of these Terms to be unenforceable as drafted, we may replace those terms with similar terms to the extent enforceable under applicable laws and regulations, without changing the remaining terms of these Terms.

23.3      No delay in enforcing any provision of these Terms will be construed to be a waiver of any rights under that provision.

23.4      The rights to use the GreyApp Services and GreyApp are personal to you, and you may not transfer or assign to a third party any of your rights and obligations as defined in these Terms. The Company may freely assign, transfer or sub-contract these Terms or our rights and obligations under these Terms, in whole or in part, without your prior consent or prior notice to you.

23.5      You agree to indemnify, defend and hold the Company, its related corporations/affiliates, including their respective successors, assigns, employees, officers, harmless from and against all claims, demands, actions, losses, damages, costs and expenses (including legal fees), arising out of and/or in connection with your breach of these Terms, your use of GreyApp, your receipt or use of the GreyApp Services, and/or your failure to comply with any Applicable Laws or regulations.

  1. Contact Information

24.1      You may contact the Company at :

Company name :           Global Databank (Singapore) Pte. Ltd.

Address :                      Attn:

No.3 Church Street

#24-05/06 Samsung Hub

Singapore 049483

Email :                          support@gdbg.com

24.2      Any notice that the Company intends to give to you may be carried out by sending such notice to you through GreyApp or to any contact information you may have provided the Company with through GreyApp or otherwise. You are deemed to have received notice of the same upon the Company sending such notice to you through GreyApp or to any contact information you may have provided the Company with through GreyApp or otherwise.

Last Updated : 23 January 2017

Terms of Service (iOS)

INTRODUCTION

Thank you for using GreyApp (as defined below).

These Terms of Service constitute a legal agreement between you and Global Databank (Singapore) Pte Ltd (UEN 201533450G) (“GDB” or the “Company”). Your use of GreyApp and the GreyApp Services (as defined below) is subject to these Terms of Service (these “Terms”). Please read these Terms carefully  before clicking the “Join Now”, “Sign Up”, “Accept”, “Yes”, “Create Account”  or equivalent button (each referred to as an “Acceptance Button”) or before downloading or using GreyApp. By clicking the Acceptance Button or downloading, installing, copying, or otherwise using GreyApp or the GreyApp Services, you are entering into an agreement with GDB concerning the use of GreyApp and any other matters set out herein and you acknowledge that you have read, understood and agree to be bound by these Terms. If you do not agree to be bound by these Terms, you should not use or access GreyApp or the GreyApp Services.

GreyApp and the GreyApp Services are intended for users who are 18 years of age and above. By clicking the Acceptance Button or downloading, installing, copying, or otherwise using GreyApp or the GreyApp Services, you hereby declare that you are 18 years old and above.

If you are using GreyApp on behalf of a company, partnership, association, government or other organisation (your "Organisation"), you hereby represent and warrant that you are authorised to do so and that you are authorised to bind your Organisation to these Terms. In such circumstances, any reference to "you" in these Terms will include your Organisation.

For the avoidance of doubt, you hereby agree and acknowledge that these Terms are concluded between you and the Company only, and not with Apple Inc. (“Apple”), and that the Company and not Apple is solely responsible for GreyApp, GreyApp Services and the content thereof in accordance to the Terms hereof.

If you have any questions about these Terms, or if you wish to send us any notices in relation to these Terms, you may contact us at support@gdbg.com.

  1. Definitions and interpretation

1.1        In these Terms, unless the context requires otherwise:

Account” is defined at clause 4.

Applicable Laws” means any statutes, laws, rules, regulations, codes and ordinances, any judicial or administrative court rulings or judgments, of any country, that are applicable to you, GreyApp or the GreyApp Services, the matters raised in these Terms  and/or the subject matter of these Terms.

Changes” means any addition, deletion, modification or alteration to GreyApp or the GreyApp Services, the manner in which GreyApp or the GreyApp Services are provided, or the performance standards of GreyApp or the GreyApp Services, as determined by GDB from time to time.

Charges” means all fees payable by you to the Company for the provision of the GreyApp Services by the Company based on the prevailing rates of the Subscription Charges that you have subscribed to or that are applicable to you. The Charges may be changed by the Company from time to time at its absolute discretion and will bind you upon their posting on GreyApp and/or the Websites, and/or as otherwise notified to you by the Company.

Content” means any and all documents, information, data, media and/or files that are produced, generated, uploaded, stored and/or transmitted by you using GreyApp and/or the GreyApp Services. For the avoidance of doubt, Content shall not include any Metadata, user billing information, or user registration information.

Device” means a mobile phone, tablet, laptop, desktop computer, gaming console or similar device including such other devices as may be recognised by GDB in Guidelines.

Guidelines” means any and all additional terms, guidelines, policies and/or rules prescribed or issued by GDB with respect to GreyApp and/or the GreyApp Services or any part thereof, whether existing now or issued by GDB at a future date, and which forms part of these Terms between GDB and you and that may be posted by GDB on GreyApp, including any revised or amended version of the same as issued by GDB from time to time and that may be posted on GreyApp. Such revised or amended version of the same shall apply to you and you are deemed to have accepted the same, from the time it is published on GreyApp.

GreyApp” means the software application provided by GDB for use on Devices.

GreyApp Services” means:

(a)        any of the Internet-based, mobile based, interactive information services, software, content, or interactive tools, that may be provided by the Company

(b)        the Company providing you with access to and/or use of GreyApp; and

(c)        other services that the Company  may provide, whether branded with the name “Grey” or otherwise, such as  “GreyNet”, or “GreyVPN”, 

provided always that the Company has full and sole discretion to change what comprises GreyApp Services.

Licence” is defined at clause 3.

Metadata” means any and all information, records and/or data relating to your use of GreyApp and the GreyApp Services that is automatically created or generated by the Company’s computer systems and are essential for the efficient provision of GreyApp and the GreyApp Services. Metadata is data that describes other data. Metadata summarizes basic information about data, which can make finding and working with particular instances of data easier. For example, author, date created and date modified and file size are examples of very basic document metadata.  For the avoidance of doubt, Metadata does not include any of your Content.

Name” means the name or word “Global Databank”, "GreyApp”, “GreyNet”, and/or “GreyVPN”.

“User Data” means all data including personal data that you may provide or send to the Company or that the Company may receive from you in the course of you using GreyApp or the GreyApp Services, or the Company providing GreyApp or the GreyApp Services.  

Parties” means you and the Company collectively and “Party” means either one of them.

PDPA” means Singapore’s Personal Data Protection Act including all subsidiary legislation related thereto.

Personal Data” or “personal data” means data, whether true or not, about an individual who can be identified (i) from that data; or (ii) from that data and other information to which the organisation has or is likely to have access.

Subscription Charges” refers to the price plan(s), subscription charges and/or subscription package(s) that are payable by you and/or the Organisation, as the case may be, to the Company, for your use of GreyApp and/or the GreyApp Services. The Subscription Charges may be changed from time to time by the Company at the Company’s discretion and will apply to you upon such changes being posted on GreyApp and/or any of the Websites, and/or as otherwise notified to you by the Company.

Trade Mark” means the trade marks “GreyApp”, “GreyNet”, “GreyVPN”, “Global Databank”.

Websites” means “www.greyapp.com” website as may be notified by the Company.

1.2        Unless the contrary intention appears:

(a)        The word “person” includes an individual, a firm, a body corporate, a partnership, joint venture, an unincorporated body or association, or any government agency, and includes a reference to the person’s executors, administrators, successors, substitutes (including, without limitation, persons taking by novation) and assigns;

(b)        No rule of construction applies to the disadvantage of a Party because that Party was responsible for the preparation of this Agreement or any part of it; and

(c)        Headings are inserted for convenience and do not affect the interpretation of this Agreement.

  1. Agreement

2.1        These Terms represent an agreement entered into between you and the Company concerning the use by you of GreyApp and the GreyApp Services. By downloading or using GreyApp, or receiving the GreyApp Services, you are declaring that you have read, understood and agree to accept and be bound by and comply with these Terms. These Terms may be amended or supplemented from time to time by the Company at its sole discretion, by posting revisions or a revised/amended set of Terms through or on GreyApp. Your continued use of GreyApp and/or the GreyApp Services following the posting of any changes or modifications will constitute your acceptance of such changes, modifications, supplements or of such modified Terms.

2.2        These Terms, as well as any Guidelines that may be subsequently issued, shall apply to the provision of the GreyApp Services and/or your use of GreyApp.

2.3        You agree to  be  bound  by  and  to  fully  observe  and  comply with :

(a)        these Terms; and

(b)        such Guidelines issued by GDB from time to time. 

2.4        You acknowledge that there could be multiple Guidelines applicable to you and which bind you. Notwithstanding that these Guidelines may be issued subsequent to the date upon which you first agree to be bound by the Terms, such Guidelines shall equally bind you and form part of the Terms.

2.5        These terms (including any Guidelines), shall apply to the provision of GreyApp and/or the GreyApp Services by the Company to the exclusion of any other terms and conditions which you may purport to apply and in whichever way you purport to introduce them (“Your Provisions”). For the avoidance of doubt, you acknowledge and agree that the Company shall not be bound by any of Your Provisions.

  1. Licence Grant

3.1        Subject to these Terms, the Company hereby grants to you a limited, non-transferable, non-sublicensable, non-assignable, terminable, revocable and non-exclusive licence to install and use GreyApp on up to five (5) Devices that you own and/or control and to access and use the GreyApp Services on such Devices (the “Licence”). For the avoidance of doubt, GreyApp is licensed, not sold, to you by the Company pursuant and subject to these Terms and any other applicable terms and conditions imposed by Apple or its related corporations or associated companies. The Company reserves all rights not expressly granted to you herein. Should you wish to use GreyApp on more than five (5) Devices, you will need to purchase additional licences for these additional Devices. Further details are set out in clause 4.6 below and/or in Guidelines that may be issued by the Company from time to time.

3.2        Your use of GreyApp and the GreyApp Services is also subject to the Usage Rules established by Apple Inc., including those terms set forth in Apple’s App Store terms and conditions, which you undertake to comply with.

3.3        You may not, nor may you permit any other person to :

  • sub-license, rent, lease or sell GreyApp;
  • use GreyApp or the GreyApp Services to gain unauthorised access to any system, account or data;
  • directly or indirectly charge others for use or access to GreyApp or the GreyApp Services;
  • in any way represent, suggest, state or indicate that the Company supports or endorses any product, service or content (including any personal web site), whether directly or indirectly;
  • make GreyApp publicly available or available on any network for copying, download or use by any person or persons;
  • misrepresent the source or ownership of GreyApp;
  • attempt to disrupt or interfere with GreyApp including manipulating the legitimate operation of GreyApp;
  • use cheats, exploits, automation software or any unauthorised third party software designed to modify or interfere with GreyApp;
  • disrupt or overburden any computer or server used to offer or support GreyApp, or other users' use of GreyApp; or
  • develop any plug-ins, external components, compatibles or interconnection elements or other technology that inter-operate with GreyApp, except to the extent permitted by applicable law.
  1. Access to the GreyApp Services

4.1        Prior to using GreyApp, you are required to create an account with us through GreyApp or such other means as may be offered by the Company from time to time, to access and use GreyApp and/or the GreyApp Services (the “Account”). In order to create an Account, you must provide your name and mobile phone number, which you warrant to be true and current. If we discover that the Account information you have provided us is/are not true or current, GDB is entitled to immediately terminate the Licence and your access to or use of GreyApp or the GreyApp Services

4.2        You acknowledge and agree that you are responsible for maintaining the confidentiality, safekeeping and security of your Account details, including any passwords that may be used to access to your Account. You must promptly notify the Company at support@gdbg.com if you know or suspect that your password or Account has been compromised.

4.3       Without prejudice to the foregoing, you shall be solely liable and responsible for any activity conducted using your Account information, unless you have notified the Company in writing of the closure, compromise or misuse of your Account and the Company has received such notification. You acknowledge that the Company would not have the means to verify the identity of the party using your Account information or of your username and password on GreyApp or the GreyApp Services and you agree that the Company will not be responsible, in any way whatsoever, for losses or damages suffered by you or any third party if there is any unauthorised use of your Account information, username or password.

4.4       The Company may at its absolute discretion make Changes from time-to-time (including changes to its standards and procedures relating to GreyApp or the GreyApp Services, whether or not it results in an upgrade or a downgrade of GreyApp’s or the GreyApp Services’ performance, or a cessation of any service or functionality with the GreyApp Services), without notice and without incurring any liability to you whatsoever.

4.5       For the avoidance of doubt, the Company is not obligated to provide the GreyApp Services to you or to provide you with access to GreyApp, during times of maintenance (whether emergency or scheduled maintenance or otherwise) to any of the computer systems and/or equipment through which the GreyApp Services is to be provided.

4.6       Each Licence allows you to access and use GreyApp and/or the GreyApp Services on a maximum of five (5) unique Devices. If you are attempting to access and use GreyApp and/or the GreyApp Services on a unique Device for the first time, you will be required to associate that unique Device with your Licence which you have registered in your Account. Each Licence allows you to have up to five (5) unique Devices associated with that Licence (each an “Associated Device”). In the event that you have five (5) Associated Devices and would like to associate a new unique Device to your Account, you will need to delete an Associated Device before you can associate the new unique Device with your Licence. For the avoidance of doubt, you may access and use GreyApp and/or the GreyApp Services on each of your Associated Devices simultaneously.

  1. Language

GreyApp and the GreyApp Services are offered to you in the English language. However, GDB may translate these Terms into multiple languages, and in the event there is any inconsistency between the English version and any other version of these Terms in another language, the English version will apply (to the extent permitted by all Applicable Laws and regulations).

  1. Your Content and Encryption

6.1       By using GreyApp and the GreyApp Services, you understand and agree that you retain full ownership and control over your Content. The Company does not claim any ownership to any of your Content. These Terms do not grant the Company rights to use or access your Content or intellectual property contained therein, except what is necessary for the Company and its service providers to provide the GreyApp Services. You hereby grant the Company, its affiliates and third party service providers a non-exclusive, worldwide and royalty free licence and right to handle and deal with your Content for the following limited purposes:

  • to store or backup your Content on the Company’s, its affiliates’ and/or third party service providers’, databases or servers, in providing you with the GreyApp Services or to ensure the integrity and security of your Content. To fulfil the foregoing, the Company may/will transfer your Content to its (and/or its affiliates’ or third party service providers’) servers; and
  • to provide the GreyApp Services to you. In this regard, the Company might transfer your Content to its affiliates or trusted third party service providers that the Company may engage from time to time for one or more of the purposes set out herein. Should you choose to share your Content with other GreyApp users, the Company will transfer your Content to the Devices of such other users.

6.2       The Company confirms that as part of the GreyApp Services, your Content is secured at all times by strong end-to-end encryption. The Company warrants that your Content, private encryption key and password are all stored in an encrypted form and cannot be decrypted by any unauthorised person who does not possess your encryption key, including the Company. Your encrypted Content can only be accessed by you (using your encryption key) and persons you explicitly share your encrypted Content with. Your Content, encryption key and Account password (collectively the “Encrypted Content”) are stored in an encrypted form. Your Encrypted Content cannot be decrypted by GDB or any third party. Your Encrypted Content can only be decrypted by you and persons you explicitly share your Encrypted Content with. For the avoidance of doubt, the foregoing does not apply to information  that the Company requires, to provide you with GreyApp or the GreyApp Services, like your contact and billing information, your email address, messages sent to our support team and for us to send you notifications etc. in a non-encrypted form. For such latter information, in accordance with the requirements of the PDPA, the Company will put in place reasonable security arrangements to prevent unauthorised access, collection, use, disclosure, copying, modification, disposal or similar risks, of such latter information.

6.3       By using our GreyApp Services, your Encrypted Content will be encrypted using an encryption key which is unknown to GDB. You can read Your Encrypted Content only with your private key that is only known to you. Your Encrypted Content can only be read by other persons if you explicitly share your Encrypted Content with other persons selected by yourself (“Shared User”) within our GDB network of users.

6.4        GDB has no access to or record of your private encryption key and there is no way for GDB to recover your private encryption key should it be lost by you. You hereby take note and accept that if your private key is lost, all your Content (including your Encrypted Content) is irretrievably lost. GDB will not be able to recreate or restore your Content due to the nature of the GreyApp Services we are providing, a key element being that GDB does not have access to your Content and you are in sole control of your Content. WE THEREFORE STRONGLY RECOMMEND THAT YOU KEEP BACKUPS OF ANY CONTENT ON YOUR OWN SEPARATED SYSTEMS.           

  1. GreyApp Usage Policy

7.1        GreyApp allows you to ‘Organise’ (calendar, email, notes), ‘Communicate’ (messaging, voice and video calls) and ‘Store’ (images, files, audios and videos). You are solely responsible and liable for any Content you upload, download, share or copy through or by using GreyApp or the GreyApp Services.

7.2        GreyApp is embedded within a Virtual Private Network Service (“VPN”) – this is an internet security and privacy service included in GreyApp. You understand and agree that GreyApp’s VPN service is not a service to be used for criminal acts or in violation of any law of the jurisdiction from which you originate, in which you are residing or in which you are domiciled. You acknowledge that it is your responsibility to know and comprehend any and all relevant laws related to any jurisdiction or venue that concerns you and your actions, and not to use GreyApp, the said VPN service and/or the GreyApp Services in violation of any said laws.

7.3        The Company does not monitor, store or record information or logs relating to the usage of the said VPN service by any user, including connection time stamps, used bandwidth, traffic logs, or IP addresses.

7.4        The VPN service included in GreyApp is meant for normal use to protect personal privacy. Using this service for any illegal or inappropriate purpose, including but not limited to the prohibited activities listed at Clauses 7.5 below, will result in immediate termination of your Licence and access to GreyApp and the GreyApp Services by GDB without prior notice.

7.5        In using GreyApp, you acknowledge and agree that:

  • you shall not transmit, post, distribute, store or destroy material, in violation of any and all Applicable Laws or regulation;
  • you shall not use GreyApp or any of the GreyApp Services, or do anything while using GreyApp or the GreyApp Services, in any way or manner that is in breach of any Applicable Laws;
  • you shall use GreyApp according to any Guidelines, instructions and/or such other documentation provided by the Company;
  • you shall not use any data mining, robots or similar data gathering or extraction methods;
  • you shall not impersonate any person or misrepresent your affiliation with any person or entity in registering an Account (including by creating a fictitious account name or accessing another user's account) or in making any communications or sharing or publishing any content or information using GreyApp;
  • you shall not name squat via your Account name in a way that infringes any third party's intellectual property rights or other rights;
  • you shall not transmit or link to viruses, worms, defects, Trojan horses, malware or any other items that may introduce security vulnerabilities to or harm user devices, apps or personal data;
  • you shall not violate or attempt to violate the security of GreyApp or any other third-party network or system including attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
  • you shall not post any content or material that is illegal under Applicable Laws, promotes or endorses false or misleading information or illegal activities, or endorses or provides instructional information about illegal activities or other activities prohibited by law or by these Terms, such as making, buying or selling illegal weapons, selling unlicensed or unapproved products including cigarettes or alcohol, violating someone's privacy, providing or creating computer viruses or pirating media;
  • you shall not share with a third party any of your Account information;
  • you shall not access data not intended for you or log into a server or account which you are not authorized to access;
  • you shall not post or submit to GreyApp any incomplete, false or inaccurate information about yourself or information which is not your own;
  • you shall not solicit passwords or personal data from any other person or entity;
  • you shall not delete or alter any material posted by any other person or entity;
  • you shall not harass, incite harassment or advocate harassment of any group, company, or individual;
  • you shall not use GreyApp in any manner which will significantly disrupt or overburden the Company’s overall network bandwidth;
  • you shall not use GreyApp for any commercial purpose (including commercial communications) or for the benefit of any third party, including but not limited to:
  1. making postings about a product or service offered by you or by any company in which you hold a direct or indirect interest;
  1. making postings (whether written by you or anyone else) in exchange for money or other benefits or compensation from any third party;
  • posting information about product or shipping availability from third party suppliers, whether such third parties are in competition with the Company or not; or
  1. making any other postings not in good faith.
  • you shall not use GreyApp for port scanning, sending spam, sending opt-in e-mail, scanning for open relays or open proxies, sending unsolicited e-mail or any version or type of e-mail sent in vast quantities;
  • you shall not submit, upload, transmit or display, through GreyApp, any content (whether displayed publicly or not, and whether displayed directly or indirectly to any other users) which in fact or in our reasonable opinion:
  1. breaches any Applicable Laws or regulations
  1. creates a risk of loss or damage to any person or property;
  • is fraudulent, false, misleading or deceptive;
  1. harms or exploits any person (whether adult or minor) in any way, including via bullying, harassment or threats of violence;
  1. is hateful, harassing, abusive, racially or ethnically offensive, defamatory, humiliating to other people (publicly or otherwise), threatening, profane or otherwise objectionable; or
  1. promotes or encourages self-harming;
  • you shall not use GreyApp for any unlawful purpose or any illegal activity, or upload or transmit any content that is defamatory, libelous, implicitly or explicitly offensive, vulgar, obscene, threatening, abusive, hateful, racist, discriminatory, of a menacing character or likely to cause annoyance, inconvenience, embarrassment, anxiety or could cause harassment to any person or include any links to pornographic, indecent or sexually explicit material of any kind; and
  • you shall not use GreyApp for any criminal activity including but not limited to stealing credit card information or using stolen credit cards, credit card fraud, PayPal fraud, bank fraud, e-gold fraud, Paysera fraud, WebMoney fraud, Bitcoin fraud, mail fraud, extortion, blackmail, kidnapping, rape, murder, sale of stolen credit cards, sale of stolen goods, committing or attempting to commit identity theft, hacking, pharming, phishing, spamming of any form.

7.6        You shall, at all times :

(a)        use the GreyApp Services in accordance with these Terms;

(b)        in using the GreyApp Services comply with all Applicable Laws including the PDPA and all applicable data protection laws in your jurisdiction;

(c)        provide all necessary and complete information in a timely manner as may be required by the GreyApp Services or the Company to process your request or use of GreyApp;

(d)        not use the GreyApp Services for any unlawful purpose or illegal activity;

(e)        not cause the Company to do anything that would amount to a contravention of Applicable Laws;

(f)         provide the Company with all necessary co-operation in relation to your use of the GreyApp Services; and all necessary access to such information as may be required by the Company in order to provide the GreyApp Services;  

(g)        comply with the Device limit set out in clause 4.6 above; and

(h)        not access all or any part of GreyApp in order to build a product or service which competes with GreyApp or the GreyApp Services, or any part thereof.

7.7        You acknowledge and agree that :

  • any data that you submit through GreyApp or in using the GreyApp Services may be stored by the Company and/or its service providers in Singapore or outside of Singapore; and
  • GreyApp and its components may be subject to further terms and conditions including those of any third party licensors and you agree that you shall accept and comply with such further terms and conditions.
  1. Intellectual Property

8.1        You acknowledge that the Company or third parties own all rights, title and interest in and to GreyApp and technology comprised in the GreyApp Services, including without limitation software and portions thereof and all Intellectual Property Rights, and you shall not do or permit any act which is directly or indirectly likely to prejudice the rights, title or interest of the said rightful owner(s) in and to any of the aforesaid. “Intellectual Property Rights” means any and all rights existing from time to time (both current and future) under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide, or capable of protection in any relevant country in the world. Unless otherwise expressly permitted by mandatory applicable law, you agree not to modify, adapt, translate, prepare derivative works from, or decompile, reverse engineer, disassemble or otherwise attempt to derive source code from, GreyApp. You shall not rent, lease, lend, sell, redistribute or sub-license GreyApp. Without prejudice to the generality of the foregoing, you shall not use in any way and shall not reproduce any trade marks that are associated with GreyApp or the GreyApp Services or that you have sight of when using the GreyApp Services, without the prior written consent of the Company.

8.2        Please note that there may be technological measures in GreyApp that are designed to prevent unlicensed or unauthorised use of GreyApp or use of GreyApp in breach of these Terms. The Company has the right, at its absolute discretion, to make full use of these measures and  you will not seek to disable or circumvent these measures in any way.

8.3        You undertake that you shall not use and you shall not allow the use of, the Trade Mark or Name in any of the following ways:

(a)      as part of any corporate or legal business name, which you are connected with, involved in or participating in;

(b)      in connection with any of your services or activities;

(c)      as part of any domain name, homepage, electronic address, metatag, or otherwise in connection with the Internet or a website, except with the prior written consent of the Company; and

(d)      with any prefix, suffix, or other modifying words, terms, designs, or symbols.

8.4        You agree and undertake that :

(a)      all rights, title, interest and any goodwill in the Name and/or Trade Mark, or any derivatives thereof, belong exclusively and wholly to GDB and that you shall not under any circumstances gain any right to or interest or goodwill in the Name and/or Trade Mark or any derivatives thereof independently of GDB; and

(b)      you shall not register domain names associated with or including the Name and/or the Trade Mark, or any derivatives thereof, or any name that is confusingly similar to any of them including any visual or phonetic equivalent or other derivation thereof (hereinafter referred to as “Domain Names”) and that GDB shall retain at all times all legal and beneficial rights, title and interest in the Domain Names.

8.5        You shall not at any time, including in the event of a termination of the agreement entered into with you based on these Terms, use, adopt, register or apply to register, in any country, any name, corporate name, company name, business name, trading name, domain name, or trade mark which:

(a)      is identical, similar to, or is a colourable imitation of, the Trade Mark and/or of the Name;

(b)      incorporates the Trade Mark and/or Name, or is a combination or variation of the Trade Mark and/or Name; or

(c)      is similar to any graphic, visual or phonetic representation of the Trade Mark and/or Name.

8.6        You also agree to not remove, obscure, or alter the Company’s or any third party’s copyright notice, trade marks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through GreyApp.

8.7        The Company does not represent or warrant that the use or application of GreyApp or the GreyApp Services by you will not constitute an infringement or misuse of any Intellectual Property Rights.

  1. Disclaimer of Warranties and Liability

9.1        You acknowledge and agree that GreyApp and the GreyApp Services are provided on an “as is” basis, and, save for the warranty as to the encrypted and private nature of the Content stated at clause 6.2, the Company disclaims all warranties and makes no warranty of any kind, whether express or implied (statutory or otherwise), including but not limited to warranties on the merchantability, sufficiency, quality and fitness for a particular purpose of the GreyApp and/or the GreyApp Services. The Company further makes no warranty that GreyApp and GreyApp Services do not infringe the rights (including Intellectual Property Rights) of any party. Subject to the foregoing, you wholly assume all risks in your use of GreyApp and receipt/use of the GreyApp Services. Hence, except for the warranty as to the encrypted and private nature of the Content stated at clause 6.2, the Company does not warrant, and excludes all liability in respect of :

  • the accuracy, completeness, fitness for purpose or legality of any information published by the Company or that are communicated to you relating to GreyApp and/or the GreyApp Services;
  • GreyApp and/or the GreyApp Services in respect of their quality, usability, fitness for purpose or any other aspect thereof; and
  • any of the information, data, materials or facilities contained or incorporated in or on GreyApp and/or the accuracy of the contents of GreyApp.

9.2        The Company, and any third parties who make their software available in conjunction with or through GreyApp disclaim any warranties regarding security, reliability, timeliness, and performance of GreyApp and such third party software. You further understand and agree that you download and/or use GreyApp and all third party software made available in conjunction with or through GreyApp at your own discretion and risk and that you will be solely responsible for any loss or damages to your Device(s) or Device(s) system, or loss of data that results from the download or use of the Application and/or all third party software.

9.3        Save as otherwise expressly provided for in these Terms, the Company makes no guarantee, representation or warranty whatsoever that:

(a)      GreyApp or the GreyApp Services will be error free;

(b)      you will be able to use GreyApp or that you will be able to access, use or receive the GreyApp Services; and/or

(c)      any information provided via GreyApp or the GreyApp Services is accurate.

9.4       You acknowledge that the use of GreyApp or the GreyApp Services presents the possibility of human and machine errors, inaccuracies, omissions, delays, and losses, including the inadvertent loss of data which may give rise to loss or damage suffered by you, and you agree and undertake that you shall not hold the Company liable in any way whatsoever for the said loss or damage.

9.5       You are responsible for every single action that occurs in your usage of GreyApp and its VPN including where your username and/or password are used for establishing the VPN connection. You acknowledge and agree that you are responsible for any and all information and Content that you upload on GreyApp or download, transmit or copy via GreyApp.

9.6       The Company assumes no responsibility for the activities or conduct of other users of GreyApp.

9.7       To the extent permitted by law, you agree that the Company shall not be liable to you in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof, for any :

  • loss of your Content or data whatsoever; and/or
  • indirect, consequential, collateral, special or incidental loss or damage suffered or incurred by you in connection with GreyApp or the GreyApp Services, whether during or after the termination of the Licence. For the purposes of this clause, indirect or consequential loss or damage includes, without limitation, loss of existing or anticipated revenue or profits, anticipated savings or business, loss of data or goodwill, business interruption, loss of use or value of any equipment including software, claims of third parties, and all associated and incidental costs and expenses.

9.8       Where the Company’s liability is not expressly excluded under these Terms or under any applicable law, the Company’s liability to you in contract, tort (including negligence) or otherwise howsoever and whatever the cause thereof, arising by reason of or in connection with these Terms, GreyApp and/or the GreyApp Services, shall be limited to the fees paid by you to GDB for the use of GreyApp.

9.9       Notwithstanding anything that may be to the contrary, no action may be brought by you against the Company, under these Terms or related to GreyApp or the GreyApp Services, more than one (1) year after the cause of action arose. For the avoidance of doubt, this limitation shall not apply to claims by the Company against you.

9.10      The Company retains absolute discretion in determining whether or not to provide maintenance and support services for GreyApp, and if so, the type of maintenance and support services. Subject to the aforesaid, the Company and not Apple, is responsible for providing maintenance and support services, if any, for GreyApp. You acknowledge that Apple has no obligation to you to provide you with any maintenance or support services for GreyApp.

9.11      Nothing in the contents of GreyApp shall be considered an endorsement, representation or warranty of or by the Company with respect to any third party or any third party's content, products, services or otherwise. Without limiting the generality of the foregoing, the foregoing applies to any paid advertising content, as well as links that may be provided in GreyApp to third party websites or applications. Such links (if any) are provided solely as a convenience to you. You use such links to access third party content, websites or applications at your own risk. The Company makes no representations or guarantees regarding the availability or content (including its truthfulness, accuracy, completeness, timeliness or reliability) of such third party content, websites or applications in respect of which links have been provided in GreyApp, nor with regard to broken links.

  1. Business Accounts

10.1      Your Account might be part of a business account of an organisation, which is administered by the organisation’s own administrators (“Business Domain”). Such administrators of your organisation (“Administrators”) may have the right to suspend or delete your Account, view your Account’s usage, or view and/or edit your profile data (e.g. your name and your email address) and Metadata.

10.2      If you are part of a Business Domain, GDB still stores your Content with client side encryption, but the Administrators may be able to reset your password and/or read or store your encrypted and non-encrypted Content in your Account. This is accepted by you and GDB is not to be held responsible for any implication or for any loss or damage suffered by you as a result.

10.3      Administrators should also have a GDB account. You acknowledge that the Administrator, and not GDB, is responsible for the internal management and/or use of your Account for which your Administrator is an administrator of.

10.4      If you are using GreyApp or the GreyApp Services from a Device owned by your organisation or if the primary email address of your Account is owned by your organisation and was assigned to you as an employee, contractor or member of the organisation, an Administrator may be able to access your Account, Content and/or make changes to the services available to your Account.

  1. Personal Data Protection

11.1      Due to the encrypted nature of your Content on GreyApp, such Content of yours that is within the Company’s system as part of the GreyApp Services, may not constitute personal data under the PDPA within the possession of the Company. However, you agree that the Company may collect, use, disclose, process and/or store, in accordance with the terms of the GreyApp Privacy Policy, some personal data about you which is needed for the purposes of the GreyApp Services and the purposes set out in the GreyApp Privacy Policy. Such personal data includes Metadata, your contact and billing information, your email address, messages you may send to our support team.

11.2      You shall archive and create backups of User Data and your Content so that should User Data or your Content be lost or damaged in any way, you will still have the archived and backup copy of the User Data or your Content to restore the User Data or Content, as the case may be. The Company will not be responsible for and liable in any way whatsoever for any loss or damage to User Data and your Content, even if such loss or damage of User Data or Content is caused by the Company’s actions or omissions. In the event of any loss or damage to User Data or your Content caused by the actions or omissions of the Company or when User Data or your Content is in GreyApp, your sole and exclusive remedy against the Company shall be for the Company to use reasonable commercial endeavours to restore the lost or damaged User Data or your Content from the latest back-up of such User Data or Content, as the case may be, maintained by you. The Company shall not be responsible for any loss, destruction, alteration or disclosure of User Data or your Content caused by any third party.

11.3      If the Company processes any personal data on your behalf when providing you with access to Grey App and/or the GreyApp Services, the Parties record their intention that the Company shall be your data intermediary. You agree to the following :

  • that the personal data may be transferred or stored outside Singapore to the Company’s third party service providers or agents, in order to carry out or for the purpose of the GreyApp Services, or for the purposes set out in the GreyApp Privacy Policy;
  • you shall ensure that the Company may lawfully use, process and transfer the personal data in accordance with this agreement on your behalf; and
  • you shall ensure that the individuals whose personal data are being transferred overseas have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable data protection legislation including the PDPA.

11.4      You represent and warrant that :

  • for personal data of any third party individuals that you disclose to the Company or that you disclose to the Company in the course of using GreyApp or the GreyApp Services, that you would have prior to disclosing such personal data to the Company obtained consent from the individuals whose personal data are being disclosed, to :
  • permit you to disclose the individuals’ personal data to the Company for the purposes as set out in the GreyApp Privacy Policy; and
  • permit the Company to collect, use, disclose and/or process the individuals’ personal data for the purposes as set out in the GreyApp Privacy Policy, including disclosing the said personal data to the Company’s third party service providers or agents, which may be sited outside of Singapore, for the purposes as set out in the GreyApp Privacy Policy and such third party service providers or agents of the Company processing their personal data for the purposes as set out in the GreyApp Privacy Policy;
  • any personal data of individuals that you will be or are disclosing to the Company are accurate; and
  • for any personal data of individuals that you disclose to the Company, that you are validly acting on behalf of such individuals and that you have the authority of such individuals to provide their personal data to the Company and for the Company, its third party services providers and agents to collect, use, disclose and process such personal data for the purposes as set out in the GreyApp Privacy Policy.
  1. Payment and Pricing

12.1      GreyApp is a subscription service and you undertake to pay the Company all Charges related to your use of the GreyApp Services. You agree that you are solely responsible for all fees and taxes (including goods and services tax) associated with any such payment of Charges. Unless otherwise specified by GDB, all Charges are due and payable immediately.

12.2      Payment of Charges can be by preauthorized credit card charge or by “GreyApp Voucher”. If any Charges are not paid when due, GDB has the right to immediately suspend or terminate your use and access to GreyApp and the GreyApp Services, without notice to you.

12.3      “GreyApp Voucher” refers to serialised subscription voucher matching the purchase quantity on completion of your payment with your credit card. Each voucher shall be used as the equivalent of a paid subscription for activation when registering for each GreyApp Service. For business account purchase, the clauses below pertaining to credit card billing shall apply.    For personal accounts, you can purchase additional vouchers individually with cash or credit card to extend the subscription period.

12.4      If you choose to pay by credit card, we will automatically charge your credit card or other agreed payment options monthly or yearly, in advance if required by the Company, for each month, partial month or year, depending on which billing period you have selected. You must be authorised to use the credit card of which number you have entered. You agree and authorise GDB to periodically bill your credit card in anticipation of the Charges. We will automatically bill your credit card each month or each year etc., depending on the billing cycle we have offered you or that you have chosen. You agree that your subscription to GreyApp is automatically renewed for the same period as was the preceding term of the Licence (the first date of the new term of the Licence immediately after the expiry of the immediately preceding term shall be referred to as the “Renewal date”) unless you terminate your use of GreyApp at least seven (7) days before the Renewal date.

12.5      GDB’s subscription billing and collection processes are managed by third party service providers. You hereby agree and consent to your billing information, such as your billing address, credit card data and transaction ID, being collected and transferred to these third parties for the purposes of processing your subscription payments.

12.6      GDB reserves the right to review and revise the Charges at any time, and any revised Charges shall apply from such date as GDB publishes or posts the same on GreyApp and/or any of the Websites, and/or otherwise as notified to you by GDB.

12.7      All payments by you to GDB are final and non-refundable and there are no refunds or credits for partially used billing periods.

12.8      Unless specifically provided otherwise herein, payment of all fees are due and payable to GDB without demand, invoicing or notice before the commencement of the period to which those fees apply.

12.9      Except as expressly provided for otherwise, you shall be responsible for all taxes, duties, levies, and other similar charges (and any related interest and penalties), however designated (hereinafter referred to as “Taxes”), arising out of or in connection with GreyApp and/or the GreyApp Services, including but not limited to, any tax which you are required to withhold or deduct from payments to GDB, except any income tax imposed upon GDB by a relevant tax authority.

12.10    If Taxes pursuant to Clause 13.9 above are required to be paid, you shall pay such additional sums as are necessary to ensure that the Company receives a net amount equal to the Charges which the Company would have received had the payment not been made subject to such Taxes.

12.11    Where the Company so chooses, at its absolute discretion, to offer GreyApp free to you for download and use, the Company has the right at any time to impose Charges for your continued use of GreyApp and/or the GreyApp Services. Without prejudice to any other right of the Company herein, the Company has the right to immediately withdraw and terminate the Licence should you fail to pay such Charges.

12.12    You should be aware that your network provider may charge you both for access to its connection services and for the duration of your Device’s connection while accessing the GreyApp Services and/or using or accessing GreyApp (these charges may include without limitation GPRS or Circuit Switch Data charges). You are solely responsible for these costs and the costs of any other third party associated with your receiving the GreyApp Services and/or using GreyApp.

12.13    Wherever under these Terms, any sum of money shall be recoverable from or payable by you, the same may be deducted from any sum then due or which at any time thereafter may become due to you under these Terms. Exercise by the Company of its rights under this subclause shall be without prejudice to any other rights or remedies available to the Company under these Terms, or otherwise howsoever, at law or in equity.

  1. Status of the Company vis-à-vis You

13.1      You acknowledge that the Company is merely a provider of GreyApp and the GreyApp Services and that your relationship with the Company is merely that of a user of GreyApp or the GreyApp Services as enshrined in these Terms. Under no circumstances would your use of GreyApp or your receipt of the GreyApp Services through the use of the GreyApp constitute the Company as your employer and/or agent. 

  1. Updates

14.1      The Company may from time to time provide updates to GreyApp. Such updates may occur automatically or manually. Please note that GreyApp may not operate properly or at all if updates/upgrades or new versions are not installed by you. For the avoidance of doubt, we do not guarantee that the Company will make any updates available for GreyApp, or that such updates will continue to support your Device or system.

14.2      The Company may in its sole and absolute discretion choose to provide technical support for GreyApp (whether for free or for a fee). The Company provides technical support without any guarantee or warranty of any kind, and subject always to these Terms.

  1. Use of your Device by GreyApp

15.1      In order for the Company to provide GreyApp to you, the Company may require access to and/or use of your relevant Device that you use to access GreyApp – for example, the Company may need to use your Device's processor and storage to complete the relevant GreyApp installation, or we may need to access your contact list to provide certain interactive functions within GreyApp. You agree to give us such access to and use of your Device.

15.2      You may need an adequate Internet connection or operating system in your relevant Device, in order to use GreyApp. You may also be required to activate certain functionalities within GreyApp in the manner described within GreyApp. You may not be able to use certain functionalities within GreyApp if you do not comply with such requirements.

  1. Start Date of App Services

Your subscription to the GreyApp Services commences on the date you are able to receive the GreyApp Services, provided always that the Company reserves the right to determine the start date of the GreyApp Services, and the Company may refuse to provide the GreyApp Services or refuse commencement of the GreyApp Services, without having to assign any reason for such refusal and without being liable to you for any compensation whatsoever.

  1. Stoppage of Use of App

You may uninstall GreyApp at any time if you desire to stop receiving the GreyApp Services or use of GreyApp. The latter is without prejudice to your obligation to pay the Charges that have accrued prior to the date of your uninstallation of GreyApp.

  1. Alteration to the Services and Termination

18.1      The Company may amend or modify all or part of GreyApp or the GreyApp Services including the contents therein at any time.

18.2      The Company has the right to and you acknowledge that the Company can:

  • withdraw any information, data or content forming a part of the GreyApp Services; or

(b)      immediately suspend, withdraw or terminate the Licence (including the GreyApp Services entirely) and/or terminate the agreement under these Terms,

at any time, without liability and without notice to you, for any or no reason whatsoever. You shall not hold the Company liable in any way whatsoever for any of the aforesaid. Without limiting the generality of the foregoing, in the event that your use of GreyApp or the GreyApp Services, is in breach of these Terms, the Company has the right to immediately terminate your Account and the Licence without notice and take all such action as it considers appropriate, desirable or necessary including but not limited to taking legal actions against you.

18.3      Regardless of termination of the agreement under these Terms or the Licence for any reason, you shall remain obligated to pay the Company all Charges and any other sums that have accrued or are otherwise owed by you to the Company up to the date of termination.

18.4      Unless otherwise expressly stated, any termination of the agreement under these Terms shall be without prejudice to any other rights or liabilities of either Party accrued prior to and including the date of termination.

18.5      Any termination or suspension of the GreyApp Services or the Licence by the Company for whatever reasons shall not entitle you to receive any compensation in respect of the termination.

18.6      In the event that the GreyApp Services or the Licence is terminated or suspended by the Company for whatever reasons, the Company may, in its sole discretion, allow you a reasonable time period to retrieve or download your Content from our servers, following which your Content may be erased or deleted, or otherwise dealt with in accordance with our GreyApp Privacy Policy.

18.7      Any termination of the agreement under these Terms (howsoever occasioned) shall not affect the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.

  1. Unpredictable nature of the GreyApp Services

You understand and acknowledge that the transmission of information through telecommunications channels is unpredictable in nature and depends on, amongst other issues inter alia, (i) third party telecommunications operators, and (ii) the proper maintenance of your receiving equipment. The Company gives no guarantee of the continued availability and quality of reception of GreyApp or the GreyApp Services.

  1. Interruption of the GreyApp Services

The GreyApp Services may be interrupted, in whole or in part, in a case of force majeure (being events outside the control of either you or the Company) or during periods of maintenance or for any other reason whatsoever. Without prejudice to Clause 10, the Company and its related corporations cannot be held liable for any loss or damages caused directly or indirectly by the interruption of all or part of the GreyApp Services in the case of force majeure or for any other reason, nor loss of revenue, profits, contracts, reputation, nor for any consequential loss of any kind. For the avoidance of doubt, the Company does not exclude its liability for death or personal injury caused from its negligence

  1. Governing Law and Dispute Resolution

These Terms and the agreement between the Company and you are governed by and shall be construed in accordance with the laws of Singapore.  Any dispute arising out of or in connection with these Terms and the agreement, 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 (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") 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 Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.

  1. Legal Compliance

You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on any U.S. Government “watch list” of prohibited or restricted parties.

  1. Application Failures
  • Subject to clause 10, in the event of any failure of GreyApp to conform to any applicable warranty, if any, you may notify Apple, and Apple may at its discretion refund the purchase price, if any, for GreyApp; and you acknowledge that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to GreyApp.
  • You acknowledge that, subject to clause 10, the Company, not Apple, is responsible for addressing any claims you or any third party may have relating to GreyApp or your possession and/or use of GreyApp, including, but not limited to: (i) product liability claims;(ii) any claim that GreyApp fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
  • Subject to clause 10, in the event of any third party claim that GreyApp or your possession or use of GreyApp infringes any third party’s intellectual property rights, the Company, not Apple, will be responsible (if at all) for the investigation, defence, settlement and discharge of any such intellectual property infringement claim.
  1. Apple as a Third Party Beneficiary

The Company and you hereby acknowledge and agree that Apple and its subsidiaries are third party beneficiaries of these Terms and that Apple has the right to enforce all of these Terms against you as a third party beneficiary.

  1. General

25.1      These Terms are the entire agreement between you and the Company in relation to GreyApp and the GreyApp Services and shall supersede all previous communications (whether written, oral or otherwise), discussions or letters relating to the same

25.2      The invalidity of any provision of these Terms (or parts of any provision) will not affect the validity or enforceability of any other provision (or the remaining parts of that provision). If a competent court or arbitral tribunal holds any part of these Terms to be unenforceable as drafted, we may replace those terms with similar terms to the extent enforceable under applicable laws and regulations, without changing the remaining terms of these Terms.

25.3      No delay in enforcing any provision of these Terms will be construed to be a waiver of any rights under that provision.

25.4      The rights to use the GreyApp Services and GreyApp are personal to you, and you may not transfer or assign to a third party any of your rights and obligations as defined in these Terms. The Company may freely assign, transfer or sub-contract these Terms or our rights and obligations under these Terms, in whole or in part, without your prior consent or prior notice to you.

25.5      You agree to indemnify, defend and hold the Company, its related corporations/affiliates, including their respective successors, assigns, employees, officers, harmless from and against all claims, demands, actions, losses, damages, costs and expenses (including legal fees), arising out of and/or in connection with your breach of these Terms, your use of GreyApp, your receipt or use of the GreyApp Services, and/or your failure to comply with any Applicable Laws or regulations.

  1. Contact Information

26.1      You may contact the Company at :

Company name :           Global Databank (Singapore) Pte. Ltd.

Address :                      Attn:

No.3 Church Street

#24-05/06 Samsung Hub

Singapore 049483

Email :                          support@gdbg.com

26.2      Any notice that the Company intends to give to you may be carried out by sending such notice to you through GreyApp or to any contact information you may have provided the Company with through GreyApp or otherwise. You are deemed to have received notice of the same upon the Company sending such notice to you through GreyApp or to any contact information you may have provided the Company with through GreyApp or otherwise.

Last Updated : 23 January 2017

Terms of Service (Android)

INTRODUCTION

Thank you for using GreyApp (as defined below).

These Terms of Service constitute a legal agreement between you and Global Databank (Singapore) Pte Ltd (UEN 201533450G) (“GDB” or the “Company”). Your use of GreyApp and the GreyApp Services (as defined below) is subject to these Terms of Service (these “Terms”). Please read these Terms carefully  before clicking the “Join Now”, “Sign Up”, “Accept”, “Yes”, “Create Account”  or equivalent button (each referred to as an “Acceptance Button”) or before downloading or using GreyApp. By clicking the Acceptance Button or downloading, installing, copying, or otherwise using GreyApp or the GreyApp Services, you are entering into an agreement with GDB concerning the use of GreyApp and any other matters set out herein and you acknowledge that you have read, understood and agree to be bound by these Terms. If you do not agree to be bound by these Terms, you should not use or access GreyApp or the GreyApp Services.

GreyApp and the GreyApp Services are intended for users who are 18 years of age and above. By clicking the Acceptance Button or downloading, installing, copying, or otherwise using GreyApp or the GreyApp Services, you hereby declare that you are 18 years old and above.

If you are using GreyApp on behalf of a company, partnership, association, government or other organisation (your "Organisation"), you hereby represent and warrant that you are authorised to do so and that you are authorised to bind your Organisation to these Terms. In such circumstances, any reference to "you" in these Terms will include your Organisation.

If you have any questions about these Terms, or if you wish to send us any notices in relation to these Terms, you may contact us at support@gdbg.com.

  1. Definitions and interpretation

1.1        In these Terms, unless the context requires otherwise:

Account” is defined at clause 4.

Applicable Laws” means any statutes, laws, rules, regulations, codes and ordinances, any judicial or administrative court rulings or judgments, of any country, that are applicable to you, GreyApp or the GreyApp Services, the matters raised in these Terms  and/or the subject matter of these Terms.

Changes” means any addition, deletion, modification or alteration to GreyApp or the GreyApp Services, the manner in which GreyApp or the GreyApp Services are provided, or the performance standards of GreyApp or the GreyApp Services, as determined by GDB from time to time.

Charges” means all fees payable by you to the Company for the provision of the GreyApp Services by the Company based on the prevailing rates of the Subscription Charges that you have subscribed to or that are applicable to you. The Charges may be changed by the Company from time to time at its absolute discretion and will bind you upon their posting on GreyApp and/or the Websites, and/or as otherwise notified to you by the Company.

Content” means any and all documents, information, data, media and/or files that are produced, generated, uploaded, stored and/or transmitted by you using GreyApp and/or the GreyApp Services. For the avoidance of doubt, Content shall not include any Metadata, user billing information, or user registration information.

Device” means a mobile phone, tablet, laptop, desktop computer, gaming console or similar device including such other devices as may be recognised by GDB in Guidelines.

Guidelines” means any and all additional terms, guidelines, policies and/or rules prescribed or issued by GDB with respect to GreyApp and/or the GreyApp Services or any part thereof, whether existing now or issued by GDB at a future date, and which forms part of these Terms between GDB and you and that may be posted by GDB on GreyApp, including any revised or amended version of the same as issued by GDB from time to time and that may be posted on GreyApp. Such revised or amended version of the same shall apply to you and you are deemed to have accepted the same, from the time it is published on GreyApp.

GreyApp” means the software application provided by GDB for use on Devices.

GreyApp Services” means:

(a)        any of the Internet-based, mobile based, interactive information services, software, content, or interactive tools, that may be provided by the Company

(b)        the Company providing you with access to and/or use of GreyApp; and

(c)        other services that the Company  may provide, whether branded with the name “Grey” or otherwise, such as “GreyNet”, “GreyVPN”

provided always that the Company has full and sole discretion to change what comprises GreyApp Services.

Licence” is defined at clause 3.

Metadata” means any and all information, records and/or data relating to your use of GreyApp and the GreyApp Services that is automatically created or generated by the Company’s computer systems and are essential for the efficient provision of GreyApp and the GreyApp Services. Metadata is data that describes other data. Metadata summarizes basic information about data, which can make finding and working with particular instances of data easier. For example, author, date created and date modified and file size are examples of very basic document metadata.  For the avoidance of doubt, Metadata does not include any of your Content.

Name” means the name or word “Global Databank”, "GreyApp”, “GreyNet”, and/or “GreyVPN”.

“User Data” means all data including personal data that you may provide or send to the Company or that the Company may receive from you in the course of you using GreyApp or the GreyApp Services, or the Company providing GreyApp or the GreyApp Services.  

Parties” means you and the Company collectively and “Party” means either one of them.

PDPA” means Singapore’s Personal Data Protection Act including all subsidiary legislation related thereto.

Personal Data” or “personal data” means data, whether true or not, about an individual who can be identified (i) from that data; or (ii) from that data and other information to which the organisation has or is likely to have access.

Subscription Charges” refers to the price plan(s), subscription charges and/or subscription package(s) that are payable by you and/or the Organisation, as the case may be, to the Company, for your use of GreyApp and/or the GreyApp Services. The Subscription Charges may be changed from time to time by the Company at the Company’s discretion and will apply to you upon such changes being posted on GreyApp and/or any of the Websites, and/or as otherwise notified to you by the Company.

Trade Mark” means the trade marks “GreyApp”, “GreyNet”, “GreyVPN”, “Global Databank”.

Websites” means “www.greyapp.com” website as may be notified by the Company.

1.2        Unless the contrary intention appears:

(a)        The word “person” includes an individual, a firm, a body corporate, a partnership, joint venture, an unincorporated body or association, or any government agency, and includes a reference to the person’s executors, administrators, successors, substitutes (including, without limitation, persons taking by novation) and assigns;

(b)        No rule of construction applies to the disadvantage of a Party because that Party was responsible for the preparation of this Agreement or any part of it; and

(c)        Headings are inserted for convenience and do not affect the interpretation of this Agreement.

  1. Agreement

2.1        These Terms represent an agreement entered into between you and the Company concerning the use by you of GreyApp and the GreyApp Services. By downloading or using GreyApp, or receiving the GreyApp Services, you are declaring that you have read, understood and agree to accept and be bound by and comply with these Terms. These Terms may be amended or supplemented from time to time by the Company at its sole discretion, by posting revisions or a revised/amended set of Terms through or on GreyApp. Your continued use of GreyApp and/or the GreyApp Services following the posting of any changes or modifications will constitute your acceptance of such changes, modifications, supplements or of such modified Terms.

2.2        These Terms, as well as any Guidelines that may be subsequently issued, shall apply to the provision of the GreyApp Services and/or your use of GreyApp.

2.3        You agree to be bound by and to fully observe and comply with:

(a)        these Terms; and

(b)        such Guidelines issued by GDB from time to time. 

2.4        You acknowledge that there could be multiple Guidelines applicable to you and which bind you. Notwithstanding that these Guidelines may be issued subsequent to the date upon which you first agree to be bound by the Terms, such Guidelines shall equally bind you and form part of the Terms.

2.5        These terms (including any Guidelines), shall apply to the provision of GreyApp and/or the GreyApp Services by the Company to the exclusion of any other terms and conditions which you may purport to apply and in whichever way you purport to introduce them (“Your Provisions”). For the avoidance of doubt, you acknowledge and agree that the Company shall not be bound by any of Your Provisions.

  1. Licence Grant

3.1        Subject to these Terms, the Company hereby grants to you a limited, non-transferable, non-sublicensable, non-assignable, terminable, revocable and non-exclusive licence to install and use GreyApp on up to five (5) Devices that you own and/or control and to access and use the GreyApp Services on such Devices (the “Licence”). For the avoidance of doubt, GreyApp is licensed, not sold, to you by the Company pursuant and subject to these Terms and any other applicable terms and conditions imposed by Google Inc. (“Google”) or its related corporations or associated companies. The Company reserves all rights not expressly granted to you herein.  You acknowledge and agree that these Terms are between you and the Company, and not with Google. Should you wish to use GreyApp on more than five (5) Devices, you will need to purchase additional licences for these additional Devices. Further details are set out in clause 4.6 below and/or in Guidelines that may be issued by the Company from time to time.

3.2        You also agree that you will not use GreyApp in any way that would result in or cause the Company to be in violation of any terms and conditions applicable to developers and applications on Google Play, including but not limited to the “Google Play Developer Programme Policies” which can be found at https://play.google.com/about/developer-content-policy.html or such other website as Google may determine,  and the “Google Play Developer Distribution Agreement” which can be found at https://play.google.com/about/developer-distribution-agreement.html, or such other website as Google may determine.

3.3        You may not, nor may you permit any other person to :

  • sub-license, rent, lease or sell GreyApp;
  • use GreyApp or the GreyApp Services to gain unauthorised access to any system, account or data;
  • directly or indirectly charge others for use or access to GreyApp or the GreyApp Services;
  • in any way represent, suggest, state or indicate that the Company supports or endorses any product, service or content (including any personal web site), whether directly or indirectly;
  • make GreyApp publicly available or available on any network for copying, download or use by any person or persons;
  • misrepresent the source or ownership of GreyApp;
  • attempt to disrupt or interfere with GreyApp including manipulating the legitimate operation of GreyApp;
  • use cheats, exploits, automation software or any unauthorised third party software designed to modify or interfere with GreyApp;
  • disrupt or overburden any computer or server used to offer or support GreyApp, or other users' use of GreyApp; or
  • develop any plug-ins, external components, compatibles or interconnection elements or other technology that inter-operate with GreyApp, except to the extent permitted by applicable law.
  1. Access to the GreyApp Services

4.1        Prior to using GreyApp, you are required to create an account with us through GreyApp or such other means as may be offered by the Company from time to time, to access and use GreyApp and/or the GreyApp Services (the “Account”). In order to create an Account, you must provide your name and mobile phone number, which you warrant to be true and current. If we discover that the Account information you have provided us is/are not true or current, GDB is entitled to immediately terminate the Licence and your access to or use of GreyApp or the GreyApp Services.

4.2        You acknowledge and agree that you are responsible for maintaining the confidentiality, safekeeping and security of your Account details, including any passwords that may be used to access to your Account. You must promptly notify the Company at support@gdbg.com if you know or suspect that your password or Account has been compromised.

4.3       Without prejudice to the foregoing, you shall be solely liable and responsible for any activity conducted using your Account information, unless you have notified the Company in writing of the closure, compromise or misuse of your Account and the Company has received such notification. You acknowledge that the Company would not have the means to verify the identity of the party using your Account information or of your username and password on GreyApp or the GreyApp Services and you agree that the Company will not be responsible, in any way whatsoever, for losses or damages suffered by you or any third party if there is any unauthorised use of your Account information, username or password.

4.4       The Company may at its absolute discretion make Changes from time-to-time (including changes to its standards and procedures relating to GreyApp or the GreyApp Services, whether or not it results in an upgrade or a downgrade of GreyApp’s or the GreyApp Services’ performance, or a cessation of any service or functionality with the GreyApp Services), without notice and without incurring any liability to you whatsoever.

4.5       For the avoidance of doubt, the Company is not obligated to provide the GreyApp Services to you or to provide you with access to GreyApp, during times of maintenance (whether emergency or scheduled maintenance or otherwise) to any of the computer systems and/or equipment through which the GreyApp Services is to be provided.

4.6       Each Licence allows you to access and use GreyApp and/or the GreyApp Services on a maximum of five (5) unique Devices. If you are attempting to access and use GreyApp and/or the GreyApp Services on a unique Device for the first time, you will be required to associate that unique Device with your Licence which you have registered in your Account. Each Licence allows you to have up to five (5) unique Devices associated with that Licence (each an “Associated Device”). In the event that you have five (5) Associated Devices and would like to associate a new unique Device to your Account, you will need to delete an Associated Device before you can associate the new unique Device with your Licence. For the avoidance of doubt, you may access and use GreyApp and/or the GreyApp Services on each of your Associated Devices simultaneously.

  1. Language

GreyApp and the GreyApp Services are offered to you in the English language. However, GDB may translate these Terms into multiple languages, and in the event there is any inconsistency between the English version and any other version of these Terms in another language, the English version will apply (to the extent permitted by all Applicable Laws and regulations).

  1. Your Content and Encryption

6.1       By using GreyApp and the GreyApp Services, you understand and agree that you retain full ownership and control over your Content. The Company does not claim any ownership to any of your Content. These Terms do not grant the Company rights to use or access your Content or intellectual property contained therein, except what is necessary for the Company and its service providers to provide the GreyApp Services. You hereby grant the Company, its affiliates and third party service providers a non-exclusive, worldwide and royalty free licence and right to handle and deal with your Content for the following limited purposes:

  • to store or backup your Content on the Company’s, its affiliates’ and/or third party service providers’, databases or servers, in providing you with the GreyApp Services or to ensure the integrity and security of your Content. To fulfil the foregoing, the Company may/will transfer your Content to its (and/or its affiliates’ or third party service providers’) servers; and
  • to provide the GreyApp Services to you. In this regard, the Company might transfer your Content to its affiliates or trusted third party service providers that the Company may engage from time to time for one or more of the purposes set out herein. Should you choose to share your Content with other GreyApp users, the Company will transfer your Content to the Devices of such other users.

6.2       The Company confirms that as part of the GreyApp Services, your Content is secured at all times by strong end-to-end encryption. The Company warrants that your Content, private encryption key and password are all stored in an encrypted form and cannot be decrypted by any unauthorised person who does not possess your encryption key, including the Company. Your encrypted Content can only be accessed by you (using your encryption key) and persons you explicitly share your encrypted Content with. Your Content, encryption key and Account password (collectively the “Encrypted Content”) are stored in an encrypted form. Your Encrypted Content cannot be decrypted by GDB or any third party. Your Encrypted Content can only be decrypted by you and persons you explicitly share your Encrypted Content with. For the avoidance of doubt, the foregoing does not apply to information  that the Company requires, to provide you with GreyApp or the GreyApp Services, like your contact and billing information, your email address, messages sent to our support team and for us to send you notifications etc. in a non-encrypted form. For such latter information, in accordance with the requirements of the PDPA, the Company will put in place reasonable security arrangements to prevent unauthorised access, collection, use, disclosure, copying, modification, disposal or similar risks, of such latter information.

6.3       By using our GreyApp Services, your Encrypted Content will be encrypted using an encryption key which is unknown to GDB. You can read Your Encrypted Content only with your private key that is only known to you. Your Encrypted Content can only be read by other persons if you explicitly share your Encrypted Content with other persons selected by yourself (“Shared User”) within our GDB network of users.

6.4        GDB has no access to or record of your private encryption key and there is no way for GDB to recover your private encryption key should it be lost by you. You hereby take note and accept that if your private key is lost, all your Content (including your Encrypted Content) is irretrievably lost. GDB will not be able to recreate or restore your Content due to the nature of the GreyApp Services we are providing, a key element being that GDB does not have access to your Content and you are in sole control of your Content. WE THEREFORE STRONGLY RECOMMEND THAT YOU KEEP BACKUPS OF ANY CONTENT ON A SEPARATE SYSTEM.

  1. GreyApp Usage Policy

7.1        GreyApp allows you to ‘Organise’ (calendar, email, notes), ‘Communicate’ (messaging, voice and video calls) and ‘Store’ (images, files, audios and videos). You are solely responsible and liable for any Content you upload, download, share or copy through or by using GreyApp or the GreyApp Services.

7.2        GreyApp is embedded within a Virtual Private Network Service (“VPN”) – this is an internet security and privacy service included in GreyApp. You understand and agree that GreyApp’s VPN service is not a service to be used for criminal acts or in violation of any law of the jurisdiction from which you originate, in which you are residing or in which you are domiciled. You acknowledge that it is your responsibility to know and comprehend any and all relevant laws related to any jurisdiction or venue that concerns you and your actions, and not to use GreyApp, the said VPN service and/or the GreyApp Services in violation of any said laws.

7.3        The Company does not monitor, store or record information or logs relating to the usage of the said VPN service by any user, including connection time stamps, used bandwidth, traffic logs, or IP addresses.

7.4        The VPN service included in GreyApp is meant for normal use to protect personal privacy. Using this service for any illegal or inappropriate purpose, including but not limited to the prohibited activities listed at Clauses 7.5 below, will result in immediate termination of your Licence and access to GreyApp and the GreyApp Services by GDB without prior notice.

7.5        In using GreyApp, you acknowledge and agree that:

  • you shall not transmit, post, distribute, store or destroy material, in violation of any and all Applicable Laws or regulation;
  • you shall not use GreyApp or any of the GreyApp Services, or do anything while using GreyApp or the GreyApp Services, in any way or manner that is in breach of any Applicable Laws;
  • you shall use GreyApp according to any Guidelines, instructions and/or such other documentation provided by the Company;
  • you shall not use any data mining, robots or similar data gathering or extraction methods;
  • you shall not impersonate any person or misrepresent your affiliation with any person or entity in registering an Account (including by creating a fictitious account name or accessing another user's account) or in making any communications or sharing or publishing any content or information using GreyApp;
  • you shall not name squat via your Account name in a way that infringes any third party's intellectual property rights or other rights;
  • you shall not transmit or link to viruses, worms, defects, Trojan horses, malware or any other items that may introduce security vulnerabilities to or harm user devices, apps or personal data;
  • you shall not violate or attempt to violate the security of GreyApp or any other third-party network or system including attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
  • you shall not post any content or material that is illegal under Applicable Laws, promotes or endorses false or misleading information or illegal activities, or endorses or provides instructional information about illegal activities or other activities prohibited by law or by these Terms, such as making, buying or selling illegal weapons, selling unlicensed or unapproved products including cigarettes or alcohol, violating someone's privacy, providing or creating computer viruses or pirating media;
  • you shall not share with a third party any of your Account information;
  • you shall not access data not intended for you or log into a server or account which you are not authorized to access;
  • you shall not post or submit to GreyApp any incomplete, false or inaccurate information about yourself or information which is not your own;
  • you shall not solicit passwords or personal data from any other person or entity;
  • you shall not delete or alter any material posted by any other person or entity;
  • you shall not harass, incite harassment or advocate harassment of any group, company, or individual;
  • you shall not use GreyApp in any manner which will significantly disrupt or overburden the Company’s overall network bandwidth;
  • you shall not use GreyApp for any commercial purpose (including commercial communications) or for the benefit of any third party, including but not limited to:
  1. making postings about a product or service offered by you or by any company in which you hold a direct or indirect interest;
  1. making postings (whether written by you or anyone else) in exchange for money or other benefits or compensation from any third party;
  • posting information about product or shipping availability from third party suppliers, whether such third parties are in competition with the Company or not; or
  1. making any other postings not in good faith.

 

  • you shall not use GreyApp for port scanning, sending spam, sending opt-in e-mail, scanning for open relays or open proxies, sending unsolicited e-mail or any version or type of e-mail sent in vast quantities;
  • you shall not submit, upload, transmit or display, through GreyApp, any content (whether displayed publicly or not, and whether displayed directly or indirectly to any other users) which in fact or in our reasonable opinion:
  1. breaches any Applicable Laws or regulations
  1. creates a risk of loss or damage to any person or property;
  • is fraudulent, false, misleading or deceptive;
  1. harms or exploits any person (whether adult or minor) in any way, including via bullying, harassment or threats of violence;
  1. is hateful, harassing, abusive, racially or ethnically offensive, defamatory, humiliating to other people (publicly or otherwise), threatening, profane or otherwise objectionable; or
  1. promotes or encourages self-harming;
  • you shall not use GreyApp for any unlawful purpose or any illegal activity, or upload or transmit any content that is defamatory, libelous, implicitly or explicitly offensive, vulgar, obscene, threatening, abusive, hateful, racist, discriminatory, of a menacing character or likely to cause annoyance, inconvenience, embarrassment, anxiety or could cause harassment to any person or include any links to pornographic, indecent or sexually explicit material of any kind; and
  • you shall not use GreyApp for any criminal activity including but not limited to stealing credit card information or using stolen credit cards, credit card fraud, PayPal fraud, bank fraud, e-gold fraud, Paysera fraud, WebMoney fraud, Bitcoin fraud, mail fraud, extortion, blackmail, kidnapping, rape, murder, sale of stolen credit cards, sale of stolen goods, committing or attempting to commit identity theft, hacking, pharming, phishing, spamming of any form.

7.6        You shall, at all times :

(a)        use the GreyApp Services in accordance with these Terms;

(b)        in using the GreyApp Services comply with all Applicable Laws including the PDPA and all applicable data protection laws in your jurisdiction;

(c)        provide all necessary and complete information in a timely manner as may be required by the GreyApp Services or the Company to process your request or use of GreyApp;

(d)        not use the GreyApp Services for any unlawful purpose or illegal activity;

(e)        not cause the Company to do anything that would amount to a contravention of Applicable Laws;

(f)         provide the Company with all necessary co-operation in relation to your use of the GreyApp Services; and all necessary access to such information as may be required by the Company in order to provide the GreyApp Services;

(g)        comply with the Device limit set out in clause 4.6 above; and

(h)        not access all or any part of GreyApp in order to build a product or service which competes with GreyApp or the GreyApp Services, or any part thereof.

7.7        You acknowledge and agree that :

  • any data that you submit through GreyApp or in using the GreyApp Services may be stored by the Company and/or its service providers in Singapore or outside of Singapore; and
  • GreyApp and its components may be subject to further terms and conditions including those of any third party licensors and you agree that you shall accept and comply with such further terms and conditions.
  1. Intellectual Property

8.1        You acknowledge that the Company or third parties own all rights, title and interest in and to GreyApp and technology comprised in the GreyApp Services, including without limitation software and portions thereof and all Intellectual Property Rights, and you shall not do or permit any act which is directly or indirectly likely to prejudice the rights, title or interest of the said rightful owner(s) in and to any of the aforesaid. “Intellectual Property Rights” means any and all rights existing from time to time (both current and future) under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide, or capable of protection in any relevant country in the world. Unless otherwise expressly permitted by mandatory applicable law, you agree not to modify, adapt, translate, prepare derivative works from, or decompile, reverse engineer, disassemble or otherwise attempt to derive source code from, GreyApp. You shall not rent, lease, lend, sell, redistribute or sub-license GreyApp. Without prejudice to the generality of the foregoing, you shall not use in any way and shall not reproduce any trade marks that are associated with GreyApp or the GreyApp Services or that you have sight of when using the GreyApp Services, without the prior written consent of the Company.

8.2        Please note that there may be technological measures in GreyApp that are designed to prevent unlicensed or unauthorised use of GreyApp or use of GreyApp in breach of these Terms. The Company has the right, at its absolute discretion, to make full use of these measures and  you will not seek to disable or circumvent these measures in any way.

8.3        You undertake that you shall not use and you shall not allow the use of, the Trade Mark or Name in any of the following ways:

(a)      as part of any corporate or legal business name, which you are connected with, involved in or participating in;

(b)      in connection with any of your services or activities;

(c)      as part of any domain name, homepage, electronic address, metatag, or otherwise in connection with the Internet or a website, except with the prior written consent of the Company; and

(d)      with any prefix, suffix, or other modifying words, terms, designs, or symbols.

8.4        You agree and undertake that :

(a)      all rights, title, interest and any goodwill in the Name and/or Trade Mark, or any derivatives thereof, belong exclusively and wholly to GDB and that you shall not under any circumstances gain any right to or interest or goodwill in the Name and/or Trade Mark or any derivatives thereof independently of GDB; and

(b)      you shall not register domain names associated with or including the Name and/or the Trade Mark, or any derivatives thereof, or any name that is confusingly similar to any of them including any visual or phonetic equivalent or other derivation thereof (hereinafter referred to as “Domain Names”) and that GDB shall retain at all times all legal and beneficial rights, title and interest in the Domain Names.

8.5        You shall not at any time, including in the event of a termination of the agreement entered into with you based on these Terms, use, adopt, register or apply to register, in any country, any name, corporate name, company name, business name, trading name, domain name, or trade mark which:

(a)      is identical, similar to, or is a colourable imitation of, the Trade Mark and/or of the Name;

(b)      incorporates the Trade Mark and/or Name, or is a combination or variation of the Trade Mark and/or Name; or

(c)      is similar to any graphic, visual or phonetic representation of the Trade Mark and/or Name.

8.6        You also agree to not remove, obscure, or alter the Company’s or any third party’s copyright notice, trade marks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through GreyApp.

8.7        The Company does not represent or warrant that the use or application of GreyApp or the GreyApp Services by you will not constitute an infringement or misuse of any Intellectual Property Rights.

  1. Disclaimer of Warranties and Liability

9.1        You acknowledge and agree that GreyApp and the GreyApp Services are provided on an “as is” basis, and, save for the warranty as to the encrypted and private nature of the Content stated at clause 6.2, the Company disclaims all warranties and makes no warranty of any kind, whether express or implied (statutory or otherwise), including but not limited to warranties on the merchantability, sufficiency, quality and fitness for a particular purpose of the GreyApp and/or the GreyApp Services. The Company further makes no warranty that GreyApp and GreyApp Services do not infringe the rights (including Intellectual Property Rights) of any party. Subject to the foregoing, you wholly assume all risks in your use of GreyApp and receipt/use of the GreyApp Services. Hence, except for the warranty as to the encrypted and private nature of the Content stated at clause 6.2, the Company does not warrant, and excludes all liability in respect of :

  • the accuracy, completeness, fitness for purpose or legality of any information published by the Company or that are communicated to you relating to GreyApp and/or the GreyApp Services;
  • GreyApp and/or the GreyApp Services in respect of their quality, usability, fitness for purpose or any other aspect thereof; and
  • any of the information, data, materials or facilities contained or incorporated in or on GreyApp and/or the accuracy of the contents of GreyApp.

9.2        The Company, and any third parties who make their software available in conjunction with or through GreyApp disclaim any warranties regarding security, reliability, timeliness, and performance of GreyApp and such third party software. You further understand and agree that you download and/or use GreyApp and all third party software made available in conjunction with or through GreyApp at your own discretion and risk and that you will be solely responsible for any loss or damages to your Device(s) or Device(s) system,  or loss of data that results from the download or use of the Application and/or all third party software.

9.3        Save as otherwise expressly provided for in these Terms, the Company makes no guarantee, representation or warranty whatsoever that:

(a)      GreyApp or the GreyApp Services will be error free;

(b)      you will be able to use GreyApp or that you will be able to access, use or receive the GreyApp Services; and/or

(c)      any information provided via GreyApp or the GreyApp Services is accurate.

9.4       You acknowledge that the use of GreyApp or the GreyApp Services presents the possibility of human and machine errors, inaccuracies, omissions, delays, and losses, including the inadvertent loss of data which may give rise to loss or damage suffered by you, and you agree and undertake that you shall not hold the Company liable in any way whatsoever for the said loss or damage.

9.5       You are responsible for every single action that occurs in your usage of GreyApp and its VPN including where your username and/or password are used for establishing the VPN connection. You acknowledge and agree that you are responsible for any and all information and Content that you upload on GreyApp or download, transmit or copy via GreyApp.

9.6       The Company assumes no responsibility for the activities or conduct of other users of GreyApp.

9.7       To the extent permitted by law, you agree that the Company shall not be liable to you in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof, for any :

  • loss of your Content or data whatsoever; and/or
  • indirect, consequential, collateral, special or incidental loss or damage suffered or incurred by you in connection with GreyApp or the GreyApp Services, whether during or after the termination of the Licence. For the purposes of this clause, indirect or consequential loss or damage includes, without limitation, loss of existing or anticipated revenue or profits, anticipated savings or business, loss of data or goodwill, business interruption, loss of use or value of any equipment including software, claims of third parties, and all associated and incidental costs and expenses.

9.8       Where the Company’s liability is not expressly excluded under these Terms or under any applicable law, the Company’s liability to you in contract, tort (including negligence) or otherwise howsoever and whatever the cause thereof, arising by reason of or in connection with these Terms, GreyApp and/or the GreyApp Services, shall be limited to the fees paid by you to GDB for the use of GreyApp.

9.9       Notwithstanding anything that may be to the contrary, no action may be brought by you against the Company, under these Terms or related to GreyApp or the GreyApp Services, more than one (1) year after the cause of action arose. For the avoidance of doubt, this limitation shall not apply to claims by the Company against you.

9.10      The Company retains absolute discretion in determining whether or not to provide maintenance and support services for GreyApp, and if so, the type of maintenance and support services.

9.11      Nothing in the contents of GreyApp shall be considered an endorsement, representation or warranty of or by the Company with respect to any third party or any third party's content, products, services or otherwise. Without limiting the generality of the foregoing, the foregoing applies to any paid advertising content, as well as links that may be provided in GreyApp to third party websites or applications. Such links (if any) are provided solely as a convenience to you. You use such links to access third party content, websites or applications at your own risk. The Company makes no representations or guarantees regarding the availability or content (including its truthfulness, accuracy, completeness, timeliness or reliability) of such third party content, websites or applications in respect of which links have been provided in GreyApp, nor with regard to broken links.

  1. Business Accounts

10.1      Your Account might be part of a business account of an organisation, which is administered by the organisation’s own administrators (“Business Domain”). Such administrators of your organisation (“Administrators”) may have the right to suspend or delete your Account, view your Account’s usage, or view and/or edit your profile data (e.g. your name and your email address) and Metadata.

10.2      If you are part of a Business Domain, GDB still stores your Content with client side encryption, but the Administrators may be able to reset your password and/or read or store your encrypted and non-encrypted Content in your Account. This is accepted by you and GDB is not to be held responsible for any implication or for any loss or damage suffered by you as a result.

10.3      Administrators should also have a GDB account. You acknowledge that the Administrator, and not GDB, is responsible for the internal management and/or use of your Account for which your Administrator is an administrator of.

10.4      If you are using GreyApp or the GreyApp Services from a Device owned by your organisation or if the primary email address of your Account is owned by your organisation and was assigned to you as an employee, contractor or member of the organisation, an Administrator may be able to access your Account, Content and/or make changes to the services available to your Account.

  1. Personal Data Protection

11.1      Due to the encrypted nature of your Content on GreyApp, such Content of yours that is within the Company’s system as part of the GreyApp Services, may not constitute personal data under the PDPA within the possession of the Company. However, you agree that the Company may collect, use, disclose, process and/or store, in accordance with the terms of the GreyApp Privacy Policy, some personal data about you which is needed for the purposes of the GreyApp Services and the purposes set out in the GreyApp Privacy Policy. Such personal data includes Metadata, your contact and billing information, your email address, messages you may send to our support team.

11.2      You shall archive and create backups of User Data and your Content so that should User Data or your Content be lost or damaged in any way, you will still have the archived and backup copy of the User Data or your Content to restore the User Data or Content, as the case may be. The Company will not be responsible for and liable in any way whatsoever for any loss or damage to User Data and your Content, even if such loss or damage of User Data or Content is caused by the Company’s actions or omissions. In the event of any loss or damage to User Data or your Content caused by the actions or omissions of the Company or when User Data or your Content is in GreyApp, your sole and exclusive remedy against the Company shall be for the Company to use reasonable commercial endeavours to restore the lost or damaged User Data or your Content from the latest back-up of such User Data or Content, as the case may be, maintained by you. The Company shall not be responsible for any loss, destruction, alteration or disclosure of User Data or your Content caused by any third party.

11.3      If the Company processes any personal data on your behalf when providing you with access to Grey App and/or the GreyApp Services, the Parties record their intention that the Company shall be your data intermediary. You agree to the following :

  • that the personal data may be transferred or stored outside Singapore to the Company’s third party service providers or agents, in order to carry out or for the purpose of the GreyApp Services, or for the purposes set out in the GreyApp Privacy Policy;
  • you shall ensure that the Company may lawfully use, process and transfer the personal data in accordance with this agreement on your behalf; and
  • you shall ensure that the individuals whose personal data are being transferred overseas have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable data protection legislation including the PDPA.

11.4      You represent and warrant that :

  • for personal data of any third party individuals that you disclose to the Company or that you disclose to the Company in the course of using GreyApp or the GreyApp Services, that you would have prior to disclosing such personal data to the Company obtained consent from the individuals whose personal data are being disclosed, to :
  • permit you to disclose the individuals’ personal data to the Company for the purposes as set out in the GreyApp Privacy Policy; and
  • permit the Company to collect, use, disclose and/or process the individuals’ personal data for the purposes as set out in the GreyApp Privacy Policy, including disclosing the said personal data to the Company’s third party service providers or agents, which may be sited outside of Singapore, for the purposes as set out in the GreyApp Privacy Policy and such third party service providers or agents of the Company processing their personal data for the purposes as set out in the GreyApp Privacy Policy;
  • any personal data of individuals that you will be or are disclosing to the Company are accurate; and
  • for any personal data of individuals that you disclose to the Company, that you are validly acting on behalf of such individuals and that you have the authority of such individuals to provide their personal data to the Company and for the Company, its third party services providers and agents to collect, use, disclose and process such personal data for the purposes as set out in the GreyApp Privacy Policy.
  1. Payment and Pricing

12.1      GreyApp is a subscription service and you undertake to pay the Company all Charges related to your use of the GreyApp Services. You agree that you are solely responsible for all fees and taxes (including goods and services tax) associated with any such payment of Charges. Unless otherwise specified by GDB, all Charges are due and payable immediately.

12.2      Payment of Charges can be by preauthorized credit card charge or by “GreyApp Voucher”. If any Charges are not paid when due, GDB has the right to immediately suspend or terminate your use and access to GreyApp and the GreyApp Services, without notice to you.

12.3      “GreyApp Voucher” refers to serialised subscription voucher matching the purchase quantity on completion of your payment with your credit card. Each voucher shall be used as the equivalent of a paid subscription for activation when registering for each GreyApp Service. For business account purchase, the clauses below pertaining to credit card billing shall apply.    For personal accounts, you can purchase additional vouchers individually with cash or credit card to extend the subscription period.

12.4      If you choose to pay by credit card, we will automatically charge your credit card or other agreed payment options monthly or yearly, in advance if required by the Company, for each month, partial month or year, depending on which billing period you have selected. You must be authorised to use the credit card of which number you have entered. You agree and authorise GDB to periodically bill your credit card in anticipation of the Charges. We will automatically bill your credit card each month or each year etc., depending on the billing cycle we have offered you or that you have chosen. You agree that your subscription to GreyApp is automatically renewed for the same period as was the preceding term of the Licence (the first date of the new term of the Licence immediately after the expiry of the immediately preceding term shall be referred to as the “Renewal date”) unless you terminate your use of GreyApp at least seven (7) days before the Renewal date.

12.5      GDB’s subscription billing and collection processes are managed by third party service providers. You hereby agree and consent to your billing information, such as your billing address, credit card data and transaction ID, being collected and transferred to these third parties for the purposes of processing your subscription payments.

12.6      GDB reserves the right to review and revise the Charges at any time, and any revised Charges shall apply from such date as GDB publishes or posts the same on GreyApp and/or any of the Websites, and/or otherwise as notified to you by GDB.

12.7      All payments by you to GDB are final and non-refundable and there are no refunds or credits for partially used billing periods.

12.8      Unless specifically provided otherwise herein, payment of all fees are due and payable to GDB without demand, invoicing or notice before the commencement of the period to which those fees apply.

12.9      Except as expressly provided for otherwise, you shall be responsible for all taxes, duties, levies, and other similar charges (and any related interest and penalties), however designated (hereinafter referred to as “Taxes”), arising out of or in connection with GreyApp and/or the GreyApp Services, including but not limited to, any tax which you are required to withhold or deduct from payments to GDB, except any income tax imposed upon GDB by a relevant tax authority.

12.10    If Taxes pursuant to Clause 12.9 above are required to be paid, you shall pay such additional sums as are necessary to ensure that the Company receives a net amount equal to the Charges which the Company would have received had the payment not been made subject to such Taxes.

12.11    Where the Company so chooses, at its absolute discretion, to offer GreyApp free to you for download and use, the Company has the right at any time to impose Charges for your continued use of GreyApp and/or the GreyApp Services. Without prejudice to any other right of the Company herein, the Company has the right to immediately withdraw and terminate the Licence should you fail to pay such Charges.

12.12    You should be aware that your network provider may charge you both for access to its connection services and for the duration of your Device’s connection while accessing the GreyApp Services and/or using or accessing GreyApp (these charges may include without limitation GPRS or Circuit Switch Data charges). You are solely responsible for these costs and the costs of any other third party associated with your receiving the GreyApp Services and/or using GreyApp.

12.13    Wherever under these Terms, any sum of money shall be recoverable from or payable by you, the same may be deducted from any sum then due or which at any time thereafter may become due to you under these Terms. Exercise by the Company of its rights under this subclause shall be without prejudice to any other rights or remedies available to the Company under these Terms, or otherwise howsoever, at law or in equity.

  1. Status of the Company vis-à-vis You

13.1      You acknowledge that the Company is merely a provider of GreyApp and the GreyApp Services and that your relationship with the Company is merely that of a user of GreyApp or the GreyApp Services as enshrined in these Terms. Under no circumstances would your use of GreyApp or your receipt of the GreyApp Services through the use of the GreyApp constitute the Company as your employer and/or agent. 

  1. Updates

14.1      The Company may from time to time provide updates to GreyApp. Such updates may occur automatically or manually. Please note that GreyApp may not operate properly or at all if updates/upgrades or new versions are not installed by you. For the avoidance of doubt, we do not guarantee that the Company will make any updates available for GreyApp, or that such updates will continue to support your Device or system.

14.2      The Company may in its sole and absolute discretion choose to provide technical support for GreyApp (whether for free or for a fee). The Company provides technical support without any guarantee or warranty of any kind, and subject always to these Terms.

  1. Use of your Device by GreyApp

15.1      In order for the Company to provide GreyApp to you, the Company may require access to and/or use of your relevant Device that you use to access GreyApp – for example, the Company may need to use your Device's processor and storage to complete the relevant GreyApp installation, or we may need to access your contact list to provide certain interactive functions within GreyApp. You agree to give us such access to and use of your Device.

15.2      You may need an adequate Internet connection or operating system in your relevant Device, in order to use GreyApp. You may also be required to activate certain functionalities within GreyApp in the manner described within GreyApp. You may not be able to use certain functionalities within GreyApp if you do not comply with such requirements.

  1. Start Date of App Services

Your subscription to the GreyApp Services commences on the date you are able to receive the GreyApp Services, provided always that the Company reserves the right to determine the start date of the GreyApp Services, and the Company may refuse to provide the GreyApp Services or refuse commencement of the GreyApp Services, without having to assign any reason for such refusal and without being liable to you for any compensation whatsoever.

  1. Stoppage of Use of App

You may uninstall GreyApp at any time if you desire to stop receiving the GreyApp Services or use of GreyApp. The latter is without prejudice to your obligation to pay the Charges that have accrued prior to the date of your uninstallation of GreyApp.

  1. Alteration to the Services and Termination

18.1      The Company may amend or modify all or part of GreyApp or the GreyApp Services including the contents therein at any time.

18.2      The Company has the right to and you acknowledge that the Company can:

(a)      withdraw any information, data or content forming a part of the GreyApp Services; or

(b)      immediately suspend, withdraw or terminate the Licence (including the GreyApp Services entirely) and/or terminate the agreement under these Terms,

at any time, without liability and without notice to you, for any or no reason whatsoever. You shall not hold the Company liable in any way whatsoever for any of the aforesaid. Without limiting the generality of the foregoing, in the event that your use of GreyApp or the GreyApp Services, is in breach of these Terms, the Company has the right to immediately terminate your Account and the Licence without notice and take all such action as it considers appropriate, desirable or necessary including but not limited to taking legal actions against you.

18.3      Regardless of termination of the agreement under these Terms or the Licence for any reason, you shall remain obligated to pay the Company all Charges and any other sums that have accrued or are otherwise owed by you to the Company up to the date of termination.

18.4      Unless otherwise expressly stated, any termination of the agreement under these Terms shall be without prejudice to any other rights or liabilities of either Party accrued prior to and including the date of termination.

18.5      Any termination or suspension of the GreyApp Services or the Licence by the Company for whatever reasons shall not entitle you to receive any compensation in respect of the termination.

18.6      In the event that the GreyApp Services or the Licence is terminated or suspended by the Company for whatever reasons, the Company may, in its sole discretion, allow you a reasonable time period to retrieve or download your Content from our servers, following which your Content may be erased or deleted, or otherwise dealt with in accordance with our GreyApp Privacy Policy.

18.7      Any termination of the agreement under these Terms (howsoever occasioned) shall not affect the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.

  1. Unpredictable nature of the GreyApp Services

You understand and acknowledge that the transmission of information through telecommunications channels is unpredictable in nature and depends on, amongst other issues inter alia, (i) third party telecommunications operators, and (ii) the proper maintenance of your receiving equipment. The Company gives no guarantee of the continued availability and quality of reception of GreyApp or the GreyApp Services.

  1. Interruption of the GreyApp Services

The GreyApp Services may be interrupted, in whole or in part, in a case of force majeure (being events outside the control of either you or the Company) or during periods of maintenance or for any other reason whatsoever. Without prejudice to Clause 10, the Company and its related corporations cannot be held liable for any loss or damages caused directly or indirectly by the interruption of all or part of the GreyApp Services in the case of force majeure or for any other reason, nor loss of revenue, profits, contracts, reputation, nor for any consequential loss of any kind. For the avoidance of doubt, the Company does not exclude its liability for death or personal injury caused from its negligence

  1. Governing Law and Dispute Resolution

These Terms and the agreement between the Company and you are governed by and shall be construed in accordance with the laws of Singapore.  Any dispute arising out of or in connection with these Terms and the agreement, 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 (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") 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 Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.

  1. Legal Compliance

You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on any U.S. Government “watch list” of prohibited or restricted parties.

  1. General

23.1      These Terms are the entire agreement between you and the Company in relation to GreyApp and the GreyApp Services and shall supersede all previous communications (whether written, oral or otherwise), discussions or letters relating to the same

23.2      The invalidity of any provision of these Terms (or parts of any provision) will not affect the validity or enforceability of any other provision (or the remaining parts of that provision). If a competent court or arbitral tribunal holds any part of these Terms to be unenforceable as drafted, we may replace those terms with similar terms to the extent enforceable under applicable laws and regulations, without changing the remaining terms of these Terms.

23.3      No delay in enforcing any provision of these Terms will be construed to be a waiver of any rights under that provision.

23.4      The rights to use the GreyApp Services and GreyApp are personal to you, and you may not transfer or assign to a third party any of your rights and obligations as defined in these Terms. The Company may freely assign, transfer or sub-contract these Terms or our rights and obligations under these Terms, in whole or in part, without your prior consent or prior notice to you.

23.5      You agree to indemnify, defend and hold the Company, its related corporations/affiliates, including their respective successors, assigns, employees, officers, harmless from and against all claims, demands, actions, losses, damages, costs and expenses (including legal fees), arising out of and/or in connection with your breach of these Terms, your use of GreyApp, your receipt or use of the GreyApp Services, and/or your failure to comply with any Applicable Laws or regulations.

  1. Contact Information

24.1      You may contact the Company at :

Company name :           Global Databank (Singapore) Pte. Ltd.

Address :                      Attn:

No.3 Church Street

#24-05/06 Samsung Hub

Singapore 049483

Email :                          support@gdbg.com

24.2      Any notice that the Company intends to give to you may be carried out by sending such notice to you through GreyApp or to any contact information you may have provided the Company with through GreyApp or otherwise. You are deemed to have received notice of the same upon the Company sending such notice to you through GreyApp or to any contact information you may have provided the Company with through GreyApp or otherwise.

Last Updated : 23 January 2017