DEFINITIONS
“Client” means any third party who subscribes to the Site, views and comments on Content on the Site,
and engages in discussion of Content on the Site.
“Content” means materials, information, news, advertisements, listings, data, input, text, songs, audio,
video, pictures, graphics, software, blogs, webcasts, podcasts, broadcasts, messages, software,
comments, suggestions, ideas and other content.
“Insight Providers” means any third party who writes and publishes Content on the Site.
“Site” means the SmartKarma website (www.smartkarma.com).
“Smartkarma” means Smartkarma Innovations Pte. Ltd.
“User” refers to all third parties who access the Site, including Clients and Insight Providers.
“User Content” means all Content on this Site which is created, transmitted, posted or uploaded by a
User of the Site.
INTRODUCTION
Smartkarma Innovations Pte Ltd (hereinafter referred to as “Smartkarma”) is not a broker/dealer,
investment/financial adviser under Singapore law or securities laws of other jurisdictions and does not
advise individuals or entities as to the advisability of investing in, purchasing, or selling securities or
other financial products or services. This Site is not intended to provide tax, legal or investment advice,
and nothing on this Site should be construed as an offer to sell, a solicitation of an offer to buy, or a
recommendation for any security. The content on the Site is offered only for general information,
discussion and entertainment purposes.
By accessing or using our Site at www.smartkarma.com, you signify that you have read, understand and
agree to be bound by these terms. We reserve the right, at our sole discretion, to change, modify, add,
or delete portions of these terms at any time without prior notice. Whenever we modify these terms, we
will post the revised version of these terms on the Site and we will indicate at the top of this page the
date these terms were last revised. It is your responsibility to regularly check the Site to determine if
there have been changes to these terms and to review such changes. Your continued use of the Site
after amendments are posted constitutes an acknowledgement and acceptance of these terms and its
modifications.
1. Regulatory
Nothing on the Site shall be construed as, or form part of, any offer for sale or subscription of or
solicitation or invitation of any offer to buy or subscribe for any securities. The data and information
made available on the Site are of a general nature and do not purport, and shall not in any way be
deemed, to constitute an offer or provision of any professional or expert advice, including without
limitation any financial, investment, legal, accounting or tax advice, and shall not be relied upon by you in
that regard. You should at all times consult a qualified expert or professional adviser to obtain advice
and independent verification of the information and data contained herein before acting on it. Any
financial or investment information in this Site are intended to be for your general information only. You
should not rely upon such information in making any particular investment or other decision which should
only be made after consulting with a fully qualified financial adviser. Such information do not nor are they
intended to constitute any form of financial or investment advice or any inducement, invitation or
recommendation relating to any of the products listed or referred to. Any arrangement made between
you and a third party named on or linked to from these pages is at your sole risk and responsibility.
Smartkarma does not sponsor, endorse or promote any financial products, services or information.
You acknowledge that Smartkarma is under no obligation to exercise editorial control over, and to
review, edit or amend any data, information, materials or contents of any User Content, posting, email or
any information that may be inserted or made available on the Site by other Users of the Site and that
Smartkarma does not endorse and shall not be responsible for any such content. The Content on this
Site contains the views and opinions of particular individuals and may not necessarily represent views
expressed or reflected in other Smartkarma communications.
You acknowledge that Smartkarma may pay Insight Providers a fee and such payment of fee shall not in
any way be construed as an endorsement or evaluation of any kind of the Insight Providers or User
Contents of such Insight Providers by Smartkarma and that Insight Providers are not, and shall not be
deemed to be, employees or agents of Smartkarma and Smartkarma shall not in any way be responsible
for the Insight Providers.
You acknowledge and agree that Smartkarma does not endorse or recommend, is not an agent, reseller
or distributor of, and has no control over the content contributed by Insight Providers, third party content,
and Smartkarma hereby expressly disclaims all liabilities and responsibilities arising in relation to any
third party content, and/or content contributed by Insight Providers, whether available or advertised via
the Site or on sites for which links are provided on the Site.
You agree that all statements, offers, information, opinions, materials, User Content, and third party
content, from other Users and from advertisers and other third parties on this Site should be used,
accepted and relied upon only with care and discretion and at your own risk, and Smartkarma shall not
be responsible for any loss, damage or liability incurred by you arising from such use or reliance.
2. Trademarks, Copyrights and other Intellectual Property
The content contained on the Site is owned or licensed by Smartkarma and its thirdparty information
providers and is protected by applicable copyrights, trademarks, service marks, and/or other intellectual
property rights. Such content is solely for your personal, noncommercial use. Accordingly, you may not
copy, distribute, modify, post, frame or deep link the Site, including any text, graphics, video, audio,
software code, user interface design or logos. You may download material displayed on the Site for your
personal use provided you also retain all copyright and other proprietary notices contained on the
materials. You may not distribute, modify, transmit, reuse, repost, or use the content of the Site for public
or commercial purposes, including all text, images, audio, and video, without Smartkarma's written
permission. Modification or use of the materials for any other purpose violates Smartkarma's intellectual
property rights.
“Smartkarma”, the Smartkarma logo, and other words or symbols used on the Site to identify
Smartkarma services are trademarks and service marks of Smartkarma Innovations Pte Ltd. Other
featured words or symbols used on the Site to identify other parties’ goods and services may be
trademarks or service marks of those other parties.
Nothing contained on the Site should be construed as granting, by implication, estoppel, or otherwise,
any license or right to use any trademark displayed on the Site without the written permission of
Smartkarma or such other third party that may own the trademark displayed on the Site. Your use of the
trademarks displayed on the Site, except as provided herein, is strictly prohibited.
The use of the images displayed on the Site by you, or anyone else authorised by you, is prohibited. Any
unauthorised use of the images may violate copyright laws, trademark laws, and the laws of privacy and
publicity, and communications, as well as other regulations and statutes. If you download any
information from the Site, you agree that you will not copy it or remove or obscure any copyright or other
notices or legends contained in any such information.
3. Registration and Password
Access to certain portions of the Site requires you to register or open an account, and you must provide
us with accurate, complete and updated registration information. You shall not disclose to any person
your password and shall not permit or authorise any person to use your login name or password for any
purpose whatsoever.
Smartkarma may treat any access or to or use of the Site at any time by the use of your login name and
password as access to or use of the Site by you, notwithstanding that it may have been used by any
other person without your knowledge or authority.
Upon learning that any person has acquired knowledge of your password or has used your password to
access or use the Site (whether with or without your knowledge and consent), you shall
a. immediately notify Smartkarma thereof;
b. provide Smartkarma with any other information relating thereto as Smartkarma may require; and
c. immediately change the password.
4. Privacy
We maintain physical, electronic and procedural safeguards that comply with applicable legal standards
to secure such information from unauthorised access and use, alteration and destruction.
When you use the Site, we may collect personal information from or about you such as your name, email
address, mailing address, telephone number(s), account numbers, , user name and password. We may
also collect payment card information when you provide such information while using our online services
and where we believe it is reasonably required for ordinary business purposes.
For your convenience, Smartkarma offers you the ability to access the Site through devices such as your
mobile, tablet, or PC. When you interact with us through a mobile device, we may collect information
such as unique device identifiers for your mobile device, your screen resolution and other device
settings, and analytical information about how you use your mobile device.
We may use the information discussed above in a number of ways, such as:
Responding to your requests and communicating with you;
Managing your preferences;
Performing analytics concerning your use of our online services, including your responses to our
emails;
Administering the Site and for internal operations, including troubleshooting, data analysis,
testing, planning, design, marketing, statistical and survey purposes;
Providing you tailored content;
Ensuring that content from the Site is presented in the most effective way for you and the device
you used to access the Site;
Operating, evaluating and improving our business (including but not limited to developing new
features, improving existing features and performing data analytics);
Complying with and enforcing applicable legal requirements, relevant industry standards and
contractual obligations and our policies; and
For any other purpose that we may disclose at the time you provide or we collect your
information.
We may also use data that we collect on an aggregate or anonymous basis (such that it does not identify
any individual customers) for various business purposes, where permissible under applicable laws and
regulations.
We may share your personal information with our affiliates, which means our ultimate holding company
and any subsidiaries.
5. Linking to ThirdParty Websites
Where the Site contains links to other websites, Smartkarma has no control over any such other
websites, the contents therein or the products/services offered. Smartkarma does not make any
representations nor does it endorse the information contained on third party websites. When you use a
link online to visit a thirdparty website, you will be subject to that website’s privacy and security
practices, which may differ from ours. You should familiarise yourself with the privacy policy, terms of
use and security practices of the linked thirdparty website before providing any information on that
website.
We assume no responsibility for the content of websites linked on the Site. Such links should not be
interpreted as endorsement by Smartkarma of those linked websites. We will not be liable for any loss or
damage that may arise from your use of them.
6. Limitation of Liability
The Site (including all information and materials contained on the Site) is provided “as is”. Although the
material in the Site is based upon information that Smartkarma considers reliable and endeavors to keep
current, Smartkarma does not assure that this material is accurate, current or complete and is not
providing any warranties or representations regarding the material contained in the Site. To the fullest
extent permissible pursuant to applicable law, Smartkarma disclaims all warranties and/or
representations of any kind with regard to the Site, including but not limited to any implied warranties of
merchantability, noninfringement of thirdparty rights, freedom from viruses or other harmful code, or
fitness for a particular purpose. Smartkarma does not warrant, either expressly or impliedly, the accuracy
or completeness of the information, text, graphics, links or other items contained on the Site and does
not warrant that the functions contained in the Site will be uninterrupted or errorfree, that defects will be
corrected, or that the Site will be free of viruses or other harmful components. Neither Smartkarma nor
any of its affiliates, directors, employees or other representatives will be liable for any damages, losses
or liabilities of any kind arising out of or in connection with the use of the Site.
Under no circumstances will Smartkarma be liable for any consequential, incidental, special, punitive, or
exemplary damages arising out of any use or inability to use the Site or any portion thereof, regardless
of whether Smartkarma has been apprised of the likelihood of such damages occurring and regardless
of the form of action, whether in contract, warranty, tort (including negligence), strict liability or otherwise.
We will not be liable for any loss or damage caused by a virus, distributed denialofservice attack, or
other technologically harmful material that may infect your computer equipment, computer programs,
data or other proprietary material due to your use of the Site or to your downloading of any content on it,
or on any website linked to it.
7. Site Content and Materials
The information on the Site is for information purposes only. It is believed to be reliable, but Smartkarma
does not warrant its completeness or accuracy. The information on the Site does not constitute an offer
to sell or the solicitation of an offer to buy any products or services referred to herein, in any jurisdiction
to any person. No solicitation is made by Smartkarma to any person to use such information, products or
services in jurisdictions where the provision of such information, products, or services is prohibited by
law. The Site provides general information only and should not be regarded as investment, tax, legal or
any other form of advice.
Information from the Site is not intended to be published or made available to any person in any
jurisdiction where prohibited by laws or regulations and must not be used in any way that would be
contrary to local laws or regulations.
The information and materials contained in the Site and the terms and conditions of the access to and
use of such information and materials are subject to change without notice.
The Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country
where such distribution or use would be contrary to local law or regulation. Specifically, the products and
services mentioned on the Site must not be promoted in any jurisdiction where this would not be
permitted. It is the responsibility of any persons who access the information contained in the Site to
observe all applicable laws and regulations of such jurisdiction.
Any dated information is published as of its date only and Smartkarma does not undertake any obligation
or responsibility to update or amend any such information. Smartkarma reserves the right to terminate
any or all web offerings without prior notice to Users.
The use of a company or entity name in the biographical or employment information of an Insight
Provider should not be construed as an express or implied endorsement by such company or affiliate of
Smartkarma. Insight Providers are not employees or under the supervision of Smartkarma. Insight
Providers have agreed to be bound by the Insight Provider Agreement and have represented, among
other things, that they will not disclose information that is subject to a confidentiality obligation or
participate in violation of any agreements or duties owed to employers or other third parties.
Smartkarma relies on the accuracy of these representations of the Insight Providers and does not
necessarily seek independent verification.
8. User Content Standards
These User Content standards apply to any and all material which are contribute to the Site, and to any
interactive services associated with it.
Insight Providers must comply with the spirit and the letter of the following standards. The standards
apply to each part of any User Content as well as to its whole.
User Content must:
a. Be accurate (where they state facts).
b. Be genuinely held (where they state opinions).
c. Comply with applicable law in any country from which they are posted.
d. Comply with Singapore law.
You agree to use the Site in a manner consistent with all applicable laws and regulations. Specifically,
User Content must not:
a. Contain or be based on nonpublic information.
b. Contain information that is proprietary to employers of Insight Providers.
c. Contain information that Insight Providers have received from any person who had an
expectation that the Insight Provider keep it confidential.
d. Contain proprietary information, including trade secrets, not owned by the Insight Provider.
e. Contain any material which is defamatory of any person.
f. Contain any material which is obscene, offensive, hateful or inflammatory.
g. Promote sexually explicit material.
h. Promote violence.
i. Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or
age.
j. Infringe any copyright, database right or trade mark of any other person.
k. Be likely to deceive any person.
l. Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty
of confidence.
m. Promote any illegal activity.
n. Be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or
needless anxiety.
o. Be likely to harass, upset, embarrass, alarm or annoy any other person.
p. Be used to impersonate any person, or to misrepresent your identity or affiliation with any
person.
q. Give the impression that they emanate from Smartkarma.
r. Advocate, promote or assist any unlawful act such as (by way of example only) copyright
infringement or computer misuse.
s. Violate or infringe any laws, regulatory requirements or codes applicable in Singapore.
t. Undermine the security or integrity of the Site, including without limitation by importing any
viruses, Trojan horses, time bombs or other disabling devices intended to detrimentally interfere,
damage, surreptitiously intercept or expropriate such equipment, systems or networks.
u. Contain any material in any form that would otherwise render Smartkarma liable or expose
Smartkarma to any proceedings whatsoever.
Smartkarma may (but has no obligation to) monitor, evaluate, or alter Content after they appear on the
Site. Smartkarma may disclose any Content and the circumstances surrounding their transmission to
anyone for any reason or purpose. Smartkarma reserves the right to remove or restrict access to any
User Content on the Site if ordered to do so by a court or if Smartkarma considers such information or
content to be in violation of this Agreement.
9. Viruses
We do not guarantee that the Site will be secure or free from bugs or viruses. You are responsible for
configuring your information technology, computer programmes and platform in order to access the Site.
You should use your own virus protection software.
You must not misuse the Site by knowingly introducing viruses, trojans, worms, logic bombs or other
material which is malicious or technologically harmful. You must not attempt to gain unauthorised access
to the Site, the server on which the Site is stored or any server, computer or database connected to the
Site. You must not attack the Site in any way, including but not limited to denialofservice attack and
distributed denialof service attack. By breaching this provision, you may commit a criminal offence. We
will report any such breach to relevant law enforcement authorities and we will cooperate with those
authorities by disclosing your identity to them. In the event of such a breach, your right to use the Site
will cease immediately.
10. Prohibited Uses
You may use the Site only for lawful purposes. You may not use the Site:
In any manner that breaches any applicable local, national or international law or regulation,
including in a manner that could be deemed to violate applicable laws by touting or hyping an
investment, manipulating securities or other investment prices or markets.
In any manner that infringes, misappropriates or conflicts with any intellectual property right of
any third party;
In any manner that breaches an applicable regulatory or professional standard or guideline;
In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect,
including employing any device, scheme or artifice to defraud any person in connection with an
investment,
To make any untrue statement of a material fact relating to an investment or to omit to state a
material fact necessary in order to make the statements made, in the light of the circumstances
under which they were made, not misleading.
To disseminate false or misleading information or inaccurately represent any facts or information
including but not limited to your experience, education, employment or knowledge.
To engage in any act, practice, or course of business which operates or would operate as a
fraud or deceit upon any person in connection with an investment.
For the purpose of harming or attempting to harm minors in any way.
To send, knowingly receive, upload, download, use or reuse any material which does not
comply with any Content standards which we may publish from time to time.
To transmit, or procure the sending of, any unsolicited or unauthorised advertising or
promotional material or any other form of similar solicitation (spam).
To knowingly transmit any data, send or upload any material that contains viruses, Trojan
horses, worms, timebombs, keystroke loggers, spyware, adware or any other harmful programs
or similar computer code designed to adversely affect the operation of any computer software or
hardware.
In any way that disrupts, diminishes the quality of, interferes with the performance of, or impairs
the functionality of, the Site, including, without limitation, the use of any viruses, bots, worms,
trojan horse, time bomb, trap door, denial of service attack, automated repetitive requests for
information, or any other device that causes damage to any hardware, software or equipment
used in connection with this Site.
To modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software
programmes used by Smartkarma in connection with the Site.
To harvest or collect email addresses or other contact information of other Users from the Site
by electronic or other means for the purposes of sending spam, or any other unsolicited
communications, including unsolicited emails.
To impersonate any person or entity, or falsely state or otherwise misrepresent yourself.
You further agree:
Not to reproduce, duplicate, copy or resell any part of the Site in contravention of the provisions
of our Terms of Website Use.
Not to access without authority, interfere with, damage or disrupt:
any part of the Site;
any equipment or network on which the Site is stored;
any software used in the provision of the Site; or
any equipment or network or software owned or used by any third party.
Not to interfere, in any way, with others’ use of or access to the Site and to not attempt to gain
unauthorised access to the account(s) or computer system(s) of any other user.
Not to promote any commercial enterprise, through which you receive direct or indirect
compensation, or other consideration, through the Site.
Not to take any other action that imposes an unreasonable or disproportionately large load on
the Site or is likely to slow or burden the Site’s performance.
Smartkarma may but shall not be obligated to investigate and take legal action against those responsible
for any illegal and/or unauthorized use of the Site including: unauthorised access to the Site through a
third party application, robot, spider, automated device, or data mining or extraction tool or other
unauthorised means; interference with the Site; any action that imposes an unreasonable load on the
Site; or any link to any page of the Site other than the home page. Smartkarma’s decision not to pursue
legal action for any such violation or any breach of these terms shall not be construed as a waiver of any
provision of these terms or of any of Smartkarma’s legal rights.
11. Termination and Suspension
We will determine, in our discretion, whether there has been a breach of this Terms of Website Use
through your use of the Site. When a breach of these terms has occurred, we may take such action as
we deem appropriate. Failure to comply with these terms constitutes a material breach of the terms upon
which you are permitted to use the Site, and may result in our taking all or any of the following actions:
Immediate, temporary or permanent withdrawal of your right to use the Site.
Immediate, temporary or permanent removal of any posting or material uploaded by you or at
your direction to the Site.
Issue of a warning to you.
Legal proceedings against you for reimbursement of all costs on an indemnity basis (including,
but not limited to, reasonable administrative and legal costs) resulting from the breach.
Further legal action against you.
Disclosure of such information to law enforcement authorities as we reasonably feel is
necessary.
We exclude liability for actions taken in response to breaches of this acceptable use policy. The
responses described in this policy are not limited, and we may take any other action we
reasonably deem appropriate.
12. Indemnification
As a condition of your use of this Site, you agree to indemnify, defend and hold harmless Smartkarma
and its affiliates, and their respective officers, directors, employees, members, managing members,
managers, agents, representatives, successors and assigns from and against any and all actions,
causes of action, claims, charges, cost, demands, expenses and damages (including attorneys’ fees and
expenses), losses and liabilities or other expenses of any kind that arise directly or indirectly out of or
from, arising out of or in connection with violation of these terms, use of the Site, violation of the rights of
any third party, acts, omissions or negligence of the Insight Provider, its directors, employees or agents.
13. Governing Law
These terms, as well as any claims arising from or related thereto, are governed by Singapore Law
without reference to the principles of conflicts of laws thereof. You agree to submit to the personal and
exclusive jurisdiction of the courts located within Singapore with respect to all disputes arising out of or
related to this Agreement. Smartkarma and you each hereby irrevocably consent to the jurisdiction of
such courts, and each Party hereby waives any claim or defense that such forum is not convenient or
proper.
If any part of these terms is unlawful, void, or unenforceable, that part will be deemed severable and will
not affect the validity and enforceability of the remaining provisions, which shall remain in full force and
effect.
14. Communication with Other Users
Smartkarma is not responsible for monitoring communication among Users. It is each User’s
responsibility to make sure that any dialogue or communication initiated is not in violation of any laws,
the policy of the User’s employer and/or any agreement to which the User is subject.
15. Miscellaneous
These terms are not assignable, transferable or sublicensable by you except with the prior written
consent of Smartkarma. Notwithstanding the foregoing, Smartkarma may freely assign these terms,
without your consent, to any related or to any other person or entity who acquires substantially all of the
assets of Smartkarma. No waiver by Smartkarma of any breach or default hereunder shall be deemed a
waiver of any preceding or subsequent breach or default. Whenever possible, each provision of these
terms shall be construed and interpreted in such a manner as to be effective and valid under applicable
law, but if any provision of these terms or the application thereof to any party or circumstance shall be
prohibited by or invalid under applicable law, then such provision shall be ineffective to the extent of
such prohibition without invalidating the remainder of such provision or any other provision of these
terms or the application of such provision to other parties or circumstances. The parties represent and
warrant to each other that they have read these terms in its entirety, that they understand these terms
and understand that these terms are legally enforceable, that they have entered into these terms freely
and voluntarily, that they intend to and shall be legally bound by these terms, and that they have full
power, right, authority, and competence to enter into and execute these terms.
