1.1 These Terms and Conditions of Use (the “Terms”) govern your access to and use of the Government Technology Agency’s (“GovTech”) MANUCA Development Kit (which comprises the development board and the software components therein (including but not limited to the firmware and operating system contained or embedded therein (such as, but not limited to, files like libraries of functions, system services, system preferences, and other configuration files and programs like assemblers, compilers, file management tools, system utilities, and debuggers)). Please read these Terms carefully. By purchasing, and opening the MANUCA Development Kit package, and using the MANUCA Development Kit, you acknowledge that you have read and understood these Terms and unconditionally agree and accept to be legally bound by and to comply with these Terms and any amendments thereto from time to time. Any non-compliance with these Terms, whether intentionally or otherwise, may result in action being taken against you, including but not limited to a claim for compensation and civil and/or criminal liability.
1.2 If you are using MANUCA Development Kit or any part thereof on behalf of any company, partnership, association or other organisation or body corporate (an “Organisation”), you hereby represent and warrant that you have been validly authorised to:
1.2.1 access or use MANUCA Development Kit on behalf of your Organisation; and
1.2.2 agree to and bind your Organisation to these Terms.
In such circumstances, any reference to “you” in these Terms will include your Organisation.
1.3 If you do not agree to these Terms, please do not use the MANUCA Development Kit and return it to GovTech immediately.
2.1 You agree to comply with any and all the guidelines, notices, operating rules and policies and instructions pertaining to the access to and/or use of the MANUCA Development Kit (or any part thereof), and all printed, electronic or online documentation ("Documentation") supplied with it, any amendments to the aforementioned issued by us from time to time, as well as any applicable laws and regulations. We reserve the right to revise these guidelines, notices, operating rules and policies and instructions at any time and you are deemed to be aware of and bound by any changes to the foregoing upon their publication on our website at https://siot.gov.sg/starter-kit/terms-and-conditions/ (the “Website”).
2.2 You agree to use all equipment in a reasonable manner consistent with the purpose for which the product was designed, in accordance with any manufacturer’s directions, and to practice reasonable care and maintenance in the use of all equipment. You shall be responsible for providing your own connectivity for the MANUCA Development Kit.
2.3 Without prejudice to the generality of Clause 2.1 and subject to these Terms, we grant you a revocable, non-exclusive and worldwide license to use, reproduce, copy, modify and/or distribute the MANUCA Development Kit (including any schematics and/or Documentation relating thereto), for your own purposes, provided you agree that:
2.3.1 where you are distributing any modified or unmodified versions of the MANUCA Development Kit (including any schematics and/or Documentation relating thereto), you must give any other recipients of such modified or unmodified versions of the MANUCA Development Kit (including any schematics and/or Documentation relating thereto) a copy of these Terms;
2.3.2 you shall cause any modified version of the MANUCA Development Kit (including any schematics and/or Documentation relating thereto) to contain or carry prominent notices stating that it has been modified and the details of such modification(s);
2.3.3 you shall retain and preserve on any modified version of the MANUCA Development Kit (including any schematics and/or Documentation relating thereto) such notices, including all copyright, patent, trademark, and attribution notices, which are included in the unmodified MANUCA Development Kit (including any schematics and/or Documentation relating thereto); and
2.3.4 you shall not use any trademarks, logos, trade names and similar marks that are associated with the MANUCA Development Kit or GovTech (the “Trademarks”), to market or distribute the MANUCA Development Kit (including any schematics and/or Documentation relating thereto) (whether a modified or unmodified version of the same), without our prior consent; and
2.3.5 you shall ensure that all of your distributors or recipients of the MANUCA Development Kit (including any schematics and/or Documentation relating thereto) (whether a modified or unmodified version of the same) comply with these Terms.
2.4 You hereby agree that you shall not, and that you shall not permit any other person to:
2.4.1 whether in whole or in part, interfere with or intercept any activity or transmission which is part of the MANUCA Development Kit without our prior written consent;
2.4.2 misrepresent or make false or misleading claims regarding the MANUCA Development Kit;
2.4.3 use the MANUCA Development Kit for any illegal activity, unlawful purpose or for any purpose prohibited by these Terms;
2.4.4 use any device, software, exploits, or routine, including, but not limited to, any viruses, Trojan horses, worms, time bombs, robots, data-mining or data scraping tools or cancel bots intended to damage or interfere with the proper operation of the MANUCA Development Kit;
2.4.5 transmit or upload viruses, worms, defects, Trojan horses, malware or any other items that may introduce security vulnerabilities to or harm the MANUCA Development Kit; or
2.4.6 use the MANUCA Development Kit in any manner that could damage, disrupt, disable, overburden, or impair the operation of the MANUCA Development Kit; interfere with any other person’s access or use of the MANUCA Development Kit; or impose an unreasonable or disproportionately large load on the systems and servers used in the provision or operation of the MANUCA Development Kit.
Reservation of Rights
3.1 We reserve the right to change these Terms at our sole discretion and at any time, by posting the revised or modified Terms on the Website. Your continued access or use of the MANUCA Development Kit following the posting of any changes or modifications will constitute your acceptance of such changes, modifications, supplements and of such revised or modified Terms.
3.2 We reserve the right to:
3.2.1 update, enhance, upgrade, reduce, or otherwise modify or vary the MANUCA Development Kit, or any part thereof, at any time, for any reason, with or without notice to you. You acknowledge and agree that these Terms will apply to all such modifications, upgrades, enhancements, reductions and/or variations to the MANUCA Development Kit;
3.2.2 discontinue or terminate the MANUCA Development Kit, or any part thereof, at any time without notice or liability to you whatsoever, whereupon all rights granted to you hereunder shall also terminate forthwith.
3.3 We are not under any obligation to provide any form of maintenance and support services for the MANUCA Development Kit, but we may do so at our sole discretion.
Third Party Terms
4.1 The MANUCA Development Kit may require, enable or facilitate access to or use of devices, products, software or services of a third party (“Third Party”). In such an event, there may be terms governing the use of such Third Party devices, products, software or services (the “Third Party Terms”) that will bind either us or you or both.
4.2 It is your responsibility to check and read the most up-to-date versions of these Third Party Terms and you are deemed to have notice of the same. In particular, you are deemed to have notice of any terms that we (under the Third Party Terms) are required to notify you of, and you unconditionally agree to be bound by all the obligations in the Third Party Terms which are applicable to you as the end user.
4.3 If the Third Party Terms require you to enter into an agreement directly with the Third Party, then you unconditionally agree to enter into such agreement, and in any event, to be legally bound by the Third Party Terms. In this regard, the MANUCA Development Kit may contain open-source components created by a third party. To that extent, you agree to be legally bound to the terms of the open-source licence of such third party software which shall constitute a separate agreement between you and that third party, and that agreement shall govern the use of that open-source component. For example, the software embedded in the MANUCA Development Kit is provided under the Apache License, Version 2.0 (available at http://www.apache.org/licenses/LICENSE-2.0), and you may not use this file except in compliance with the Apache License, Version 2.0.
4.4 If the Third Party Terms require us to incorporate certain terms in these Terms, such terms are deemed to have been so incorporated (the “Incorporated Terms”). Examples of Incorporated Terms include provisions which require us to give you notice of certain rights and liabilities or require us to ensure that you acknowledge certain matters. For the avoidance of doubt, in the event of any inconsistency between any of the Incorporated Terms and any provision of these Terms, these Terms shall prevail to the extent of the inconsistency.
4.5 You agree to indemnify and keep us harmless against all claims, actions, liabilities, losses, damages, costs or expenses (including legal costs on an indemnity basis) howsoever arising out of or in connection with your access or use of the aforesaid Third Party devices, products, software or services and/or your non-compliance with the Third Party Terms which causes us to breach any of the Third Party Terms.
4.6 For the avoidance of doubt, nothing in the MANUCA Development Kit shall be considered an endorsement, representation or warranty of or by us with respect to any Third Party or any Third Party's content, products, services or otherwise. We make no representations or guarantees regarding the availability or content (including its truthfulness, accuracy, completeness, timeliness or reliability) of such Third Party content, products, services or otherwise and any use or reliance on the same by you is solely at your own risk.
5.1 You acknowledge that we, or a relevant Third Party, own all title, rights and interest, including Intellectual Property Rights, in and to the MANUCA Development Kit, including without limitation any software therein. Save for what is permissible under these Terms or any applicable Third Party Terms (including but not limited to the Apache License Version 2.0 in respect of the software components), you shall not do or permit any act which is directly or indirectly likely to prejudice our rights, title or interest, or that of a relevant Third Party (as the case may be), in and to the same. Without prejudice to the generality of the foregoing, you shall not use in any way and shall not reproduce any of the Trademarks, or any trademarks, logos, trade names and similar marks that are associated with a Third Party, without our prior written consent, or that of the relevant Third Party (as the case may be).
5.2 You also agree to not remove, obscure, or alter our or any relevant Third Party's copyright notices, trademarks, or other proprietary rights notices contained within, applied to or made available or accessible in conjunction with or through the MANUCA Development Kit.
5.3 We do not represent or warrant that the use of the MANUCA Development Kit, or any part thereof, by you will not constitute an infringement or misuse of any third party rights, including without limitation, Intellectual Property Rights.
5.4 For the purposes of these Terms, “Intellectual Property Rights” means any and all rights existing from time to time, whether existing now or in the future, under any trademark law, copyright law, patent law, trade secret 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.
6.1 Your access to and usage of the MANUCA Development Kit may result in the collection and transmission of certain types of data and information (the “Data”) to us. Examples of such Data include, but are not limited to, environmental data (temperature, humidity, and air quality measurements) and device metadata (board temperature, system uptime). You hereby grant us, and any relevant Third Party a non-exclusive, worldwide and royalty free licence and right to handle and deal with the Data for the purposes of general aggregation and analytics, and any purposes directly incidental or related to the same. This includes, without limitation:
6.1.1 sharing or transferring the Data to third party service providers that we and/or a relevant Third Party may engage for the purposes of providing you access to and use of MANUCA Development Kit or any part thereof; and/or
6.1.2 storing or making backups of the Data on databases or servers (whether within or outside Singapore) owned, operated or managed by us, a relevant Third Party and/or third party service providers engaged by us or a relevant Third Party.
6.2 We shall have the right to remove and delete any of the Data, at any time, for any or no reason whatsoever, and without notice and further liability to you. We shall not be liable to you in any way whatsoever for any of the aforesaid.
6.3 You are solely responsible and liable for the Data that you transmit and you acknowledge and agree that you upload, share, submit or transmit such Data through or by using the MANUCA Development Kit at your sole risk. For the avoidance of doubt, we may retain and/or store the Data at our sole and absolute discretion, and we are under no obligation to, nor do we guarantee that we shall, store and/or retain the Data in any manner whatsoever. You are encouraged to create and retain a back-up of the Data at all times.
Disclaimers against Warranties, Representations and Liability
7.1 The MANUCA Development Kit is provided on an “as is” and “as available” basis without warranties of any kind. To the fullest extent permitted by law, we do not make any representations or warranties of any kind whatsoever in relation to MANUCA Development Kit, or any part thereof, and hereby disclaim all express, implied and/or statutory warranties of any kind to you or any third party, whether arising from usage or custom or trade or by operation of law or otherwise, including but not limited to any representations or warranties:
7.1.1 as to the accuracy, completeness, correctness, currency, timeliness, reliability, availability, interoperability, security, non-infringement, title, merchantability, quality or fitness for any particular purpose of the MANUCA Development Kit, or any part thereof; and/or
7.1.2 that the MANUCA Development Kit (or any part thereof), or any functions or features associated therewith will be uninterrupted or error-free, or that defects will be corrected or that the MANUCA Development Kit, or any of the systems, software or servers used in connection therewith are and will be free of all viruses and/or other malicious, destructive or corrupting code, programme or macro.
7.2 We shall also not be liable to you or any third party for any damage or loss of any kind whatsoever and howsoever caused, including but not limited to any direct or indirect, special or consequential damages, loss of income, revenue or profits, lost or damaged data, or damage to your devices, software or any other property, whether arising directly or indirectly in connection with:
7.2.1 your access to or use of the MANUCA Development Kit, or any part thereof;
7.2.2 any loss or unavailability of access to or use of the MANUCA Development Kit, or any part thereof, howsoever caused;
7.2.3 any breakdown or malfunction of any equipment system or software used in connection with the MANUCA Development Kit (or any part thereof), whether belonging to us or not, including but not limited to any electronic terminal, server or system, or telecommunication or other communications network or system;
7.2.4 any delay or interruption in the transmission of the Data from your MANUCA Development Kit (or any part thereof), whether caused by delay or interruption in transmission over the internet or otherwise; or
7.3 Insofar as the MANUCA Development Kit, or any part thereof, facilitates or requires the provision, use or functioning of, or are provided in conjunction with, other products, software, materials and/or services, we make no representation or warranty in relation to such other products, software, materials and/or services (including without limitation any representation or warranties as to timeliness, reliability, availability, interoperability, quality, security, fitness for purpose, non-infringement, suitability or accuracy).
7.4 You acknowledge that your access or use of MANUCA Development Kit, or any part thereof, contain the possibility of human and machine errors, inaccuracies, omissions, delays, unavailability 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 us liable in any way whatsoever for the said loss or damage. You further understand and agree that you use the MANUCA Development Kit, or any part thereof, at your own discretion and risk and that you will be solely responsible for any loss or damage suffered by you or loss, damage to or corruption of data that results from your use of the MANUCA Development Kit.
7.5 The MANUCA Development Kit, or any part thereof, is not designed or intended for high-risk applications, for use as online control systems or use in hazardous environments requiring fail-safe performance, such as in operation of data centres, nuclear facilities, aircraft navigation or communications systems, air traffic control, life support, weapons system or in any of other device or system in which function or malfunction of the same could result in death, personal injury or physical or environmental damage. Any such use or application by you is outside the scope of this license and you are not authorised to use the MANUCA Development Kit or any part thereof in any such application.
7.6 You acknowledge and agree that the MANUCA Development Kit is to be used only by electronics experts who understand the dangers of handling and using such items, you assume all responsibility and liability for any improper or unsafe handling or use of the MANUCA Development Kit by you, your employees, affiliates, contractors, and designees.
7.7 Without prejudice to the foregoing, no action may be brought by you against us, under these Terms or related to the MANUCA Development Kit, more than one (1) year after the cause of action arose.
Fees & Refunds
8.1 Subject to Clause 8.2 below, all purchases of the MANUCA Development Kit shall be deemed to be final and you will not be issued any refunds unless it is expressly required by any applicable law or regulation.
8.2 In the event that the MANUCA Development Kit that you have been provided, or any part thereof, is defective or damaged, we may provide you with a replacement provided that you return us the defective or damaged MANUCA Development Kit within fourteen (14) days of you having received it, together with the details of the defect or damage, for our inspection. You shall be responsible for the payment of any charges or expenses incurred in the course of us processing the exchange (for example, shipping or delivery charges for the return of the defective/damaged kit to us and the shipping of the replacement to you).
8.3 We reserve the right to introduce new fees from time to time. We are not responsible for any fees charged by any other Internet site, application, software, service, product or otherwise that is not provided by us.
Rights of Third Parties
9.1 A person who is not a party to these Terms shall have no right under the Contract (Rights of Third Parties) Act or otherwise to enforce any of its terms.
10.1 From time to time, we may issue, release or provide updates/upgrades to, or new versions of, the MANUCA Development Kit (“Updates”). Such Updates may take place and be implemented automatically, or may require action on your part. Please note that the MANUCA Development Kit and/or any of its related systems, software and/or technologies, or any part thereof, may not operate properly or at all if the Updates are not installed or implemented by you. For the avoidance of doubt, we do not guarantee that such Updates will be made available, or that such Updates will continue to be compatible with your existing devices or its operating system(s).
Governing Law and Dispute Resolution
11.1 These Terms and the access and use of the MANUCA Development Kit shall be governed and construed in accordance with laws of Singapore.
11.2 Any dispute arising out of or in connection with these Terms or the access or use of the MANUCA Development Kit, including any question regarding the existence, validity or termination of these Terms, shall be referred to and finally resolved in the Courts of the Republic of Singapore and you hereby submit to the exclusive jurisdiction of the Courts of the Republic of Singapore.
12.1 These Terms, together with any other applicable Third Party Terms, constitute a binding legal agreement between you and GovTech and are collectively referred to herein as the “Agreement”. The Agreement contains the entire understanding between you and GovTech relating the MANUCA Development Kit and replaces and supersedes any other representations, advertisements, marketing, literature, brochures, proposals, documents or discussions you had with GovTech. The Agreement cannot be changed except in accordance with this Agreement, or a writing signed by both you and GovTech. If any provision of this Agreement is found to be invalid, the remaining provisions are still effective.