These Terms and Conditions govern your use of the enterprise messaging platform, PRUmessage("Licensed Software"), belonging to Prudential Assurance Company Singapore (Pte) Limited ("PACS").
If you do not agree to these Terms and Conditions, please do not access and/or use the Licensed Software.
By accessing and/or using the Licensed Software, you expressly and unconditionally confirm that you have read and understood and agree to these Terms and Conditions which may be changed from time to time at PACS's sole discretion without any prior notice.
1. PACS grants you a non-exclusive, non-transferrable licence to access and use the Licensed Software solely for the purposes of performing your duties and obligations as a PACS employee or agent or as an employee or agent of PACS's distribution partner.
2. The term Licensed Software includes any upgrades, enhancements, modifications , patches and all material, documentation and user manuals in relation to the Licensed Software.
3. PACS' corporate administrator may use the Licensed Software to collect personal data and/or add or remove accounts and restrictions thereto.
4. PACS is entitled to limit or deny access to, modify, suspend, upgrade or cease the use of the Licensed Software at any time without prior. PACS makes no warranties or guarantees as to the compatibility, reliability or availability of the Licensed Software or the accuracy of the information obtained through the Licensed Software.
5. You shall not acquire any rights in or to the Licensed Software. All intellectual property and proprietary rights in the Licensed Software are and shall remain the sole and exclusive property of PACS.
6. You shall notify PACS immediately once you become aware of any unauthorised use of the Licensed Software.
7. You shall not:
a. Copy, publish, display, disclose, sub-license, modify, distribute or create derivative works based on the Licensed Software or any part thereof;
b. Reverse engineer, decompile, translate, adapt or dissemble the Licensed Software or any part thereof;
c. Create any source code from the object code of the Licensed Software;
d. Permit the Licensed Software or any part thereof to be combined with or become incorporated in any other computer programme; and
e. Allow any other person to access or use the Licensed Software.
8. It is understood that pursuant to your use of the Licensed Software you may have access to:
a. Information deemed confidential by PACS including without limitation, product information, internal processes, PACS's customer, distributor and/or supplier details and information, product documentation and policy information;
b. proprietary information or material including, but not limited to, performance, sales, customer, remuneration, claims, financial, human resource, process, management, contractual and technical data;
c. proprietary software including source code(s) and associated documentation; or
d. all other information deemed confidential by PACS.
9. The information or materials described in Clause 8 shall be hereinafter referred to collectively as "Confidential Information".
10. You agree that such Confidential Information shall be kept in strict confidence and shall be used only for the sole purpose of your work functions pursuant to your employment/engagement by PACS or PACS's distribution partner. You shall not disclose such Confidential Information, whether directly or indirectly, to any third party without the prior written approval of PACS.
11. Your obligation to protect the Confidential Information of PACS under these Terms and Conditions shall survive any expiration or termination of your employment/engagement with PACS or the distribution partner.
12. You agree and acknowledge that any breach or threatened breach by you of the covenants and agreements set forth in these Terms and Conditions will cause irreparable injury to PACS for which monetary damages would be an inadequate remedy and that in addition to any other remedies that may be available in law, in equity or otherwise, PACS shall be entitled to obtain injunctive, prohibitory or other urgent relief against the threatened breach of these Terms and Conditions or the continuation of any such breach by you, without having to prove actual loss or damage.
13. Failure or neglect to enforce any provision of these Terms and Conditions by PACS shall not constitute a waiver of any term hereunder or be a bar to the enforcement of the same or any other provision of these Terms and Conditions at any other time by PACS.
14. PACS will not be liable for any damage, liability or costs arising out of your installation and use of the Licensed Software or in relation to any viruses or malware acquired through the use of the Licensed Software.
15. If any provision of these Terms and Conditions is invalid or illegal, then such provision shall be deemed automatically amended to conform to the requirements for validity or legality and as so amended, shall be deemed a provision of these Terms and Conditions as though originally included. If the provision invalidated is of such a nature that it cannot be so amended, the provision shall be deemed deleted from these Terms and Conditions as though the provision had never been included. In either case, the remaining provisions of these Terms and Conditions shall remain in full force and effect.
16. These Terms and Conditions shall be governed by and construed in all respects according to the laws of the Republic of Singapore and you agree to submit to the exclusive jurisdiction of the courts of Singapore.
17. You shall indemnify and hold harmless PACS, its servants, agents and employees ("the Indemnitees") from and against any and all costs (including but not limited to legal fees and costs incurred on a full indemnity basis), expenses, losses, damages or liabilities (including but not limited to civil penalties) that may be suffered by the Indemnitees arising out of or in connection with any breach of these Terms and Conditions.