1.1 The terms and conditions herein this agreement (“Agreement”) (including such amendment from time to time) shall form the terms and conditions governing the provision and use of Services provided by Eunogo Pte Ltd (“EUNOGO”) to you (the “User”).
1.2 By requesting for and/or using any Services provided by EUNOGO, the User acknowledges that that the User shall unconditionally accept and comply with the terms and conditions herein this Agreement.
2. PROVISION OF SERVICES
2.1 The User understands that EUNOGO provides to the User medical concierge and coordination services in relation to cosmetic surgery and other aesthetical medical assistance globally including such other services incidental to the foregoing (“Services”). All references to “Services” in these terms and conditions shall also include the Aesthetic Services, Ancillary Services and Recommendations, all of which are defined below.
2.2 Any Services provided to the User are in consideration of payments made by the User of the fees and charges set out in the invoice issued by EUNOGO to the User. Accordingly, the User acknowledges and agrees that EUNOGO has no obligation under this Agreement or otherwise to (i) provide any Services; (ii) commence any work and or undertaking; or (iii) commence performance of any of its obligations, unless the User shall have first made payment to EUNOGO in accordance with any invoice so issued.
2.3 The User acknowledges and accepts that EUNOGO does not itself provide any healthcare or medical diagnosis, treatment or services and its services is limited to the provision of (i) a platform for the User’s access to aesthetical and/or cosmetic surgery and other related medical procedures (“Aesthetic Services”) provided by qualified, independent healthcare professionals / institutions / specialists (“Aesthetic Specialists) in person, by phone, e-mail, tele-conferencing or video-conferencing (as the case may be); and (ii) coordination and facilitation of access to such Aesthetic Specialists and/or Aesthetic Services by way of a concierge service; and (iii) informing the User of discounts (if any) offered by the Aesthetic Specialists, business partners of EUNOGO or such other third party (“Ancillary Services”).
2.4 The User reserves the absolute discretion to select from any of the service options made available to the User as informed and/or introduced by EUNOGO and/or the Aesthetic Specialists.
2.5 Accordingly, the User acknowledges and agrees that the User shall be solely responsible for any decision or selection made by the User in relation to the service options/solutions regardless of whether such decision was based on the introduction of EUNOGO or the Aesthetic Specialists (“Recommendation”), including without limitation, to verify and check, at the User’s own cost and expense, the credentials and reliability of the Recommendation.
3. RESPONSIBILITY FOR AESTHETIC SPECIALISTS AND AESTHETIC SERVICES
3.1 The User understands that the Aesthetic Specialists are each an individual professional or professional institute and operates according to his/her/its own methods of operation. EUNOGO is not responsible for the nature, scope, contents and extent of the Aesthetic Services or any actions of any Aesthetic Specialists and EUNOGO shall not be liable for any cancellation or delay of any Aesthetic Services provided by the Aesthetic Specialists and any consequences or events that may arise pursuant to any services (including the Aesthetic Services) provided by the Aesthetic Specialists.
3.2 The User acknowledges and agrees that EUNOGO is not responsible for any consequence or result, whether directly or indirectly, of the Aesthetic Services received by the User or for the acts or omissions of any Aesthetic Specialists introduced to the User by EUNOGO through the Services and/or any Recommendations.
3.3 The User further acknowledges and agrees that EUNOGO is not a medical or healthcare service provider (whether routine, emergency or urgent care). If an emergency or urgent medical situation arises, it is solely the User’s responsibility to contact the relevant medical institutions for emergency medical care.
4. ADEQUACY OF AESTHETIC SPECIALISTS AND AESTHETIC SERVICES
4.1 The User understands that whilst EUNOGO will exercise its best endeavor to procure the relevant Aesthetic Specialists/Recommendation to meet the User’s objective as indicated to EUNOGO, EUNOGO does not guarantee that the Services or any Aesthetic Services rendered by any Aesthetic Specialists introduced to the User shall be effective to meet any requirements so requested by the User.
4.2 All decisions in connection with the Services and any Recommendation and/or Aesthetic Services offered by the Aesthetic Specialists and acceptance thereof by the User shall be the sole responsibility of the User. In connection with how and when any services are to be dispensed by EUNOGO and/or the Aesthetic Specialists, EUNOGO shall be entitled to rely on all decisions and approvals of the User.
4.3 For the avoidance of doubt, neither the Services nor the Recommendation provided by EUNOGO constitutes (i) medical advice or diagnosis; or (ii) any recommendation regarding the treatment of any illness or disability.
5. ACCURACY OF INFORMATION
5.1 The User acknowledges and agrees that the satisfactory or adequate provision of the Services is heavily dependent upon the User having provided all relevant materials and information and answered EUNOGO and/or the Aesthetic Specialists questions fully and accurately. EUNOGO has no responsibility to ensure the accuracy or completeness of the information provided by the User even if EUNOGO had reason to know or should have known of such inaccuracy or incompleteness.
6. ANCILLARY SERVICES
6.1 In providing the Services, EUNOGO may from time to time have arrangements/tie-ups with the Aesthetic Specialists, business partners of EUNOGO or such other third party for the offering of such Ancillary Services that EUNOGO deems fit. These Ancillary Services may be availed to the User at the sole cost and expense and upon the User’s option. The User hereby acknowledges and agrees that the User shall not make any claim against EUNOGO in relation to any deficiency or defect in the Ancillary Services.
7. DISCLAIMER AND INDEMNITIES
7.1 The User hereby unconditionally and irrevocably undertakes to indemnify and hold harmless EUNOGO, its officers, employees, agents or representatives against all claims, damages or costs, occasioned by, any default or breach of the terms and conditions herein by the User.
7.2 EUNOGO shall not be liable for any loss, damages, costs or expenses incurred by the User in connection with or arising from the Services provided by the Aesthetic Specialists. EUNOGO shall not be responsible nor liable for any complications (including without limitation medical complications) or other consequences that may arise from the provision of the Services or Aesthetic Services provided by the Aesthetic Specialists.
7.3 Unless otherwise expressly stated herein, EUNOGO shall not be responsible for, and shall not be liable to indemnify or contribute whatsoever for any claims, damages, costs occasioned or suffered by the User in relation to or arising out of any acts or defaults of the Aesthetic Specialists or its officers, employees, agents or representatives howsoever arising (including without limitation the provision of any Aesthetic Services or other related services, surgery and medical procedures).
8. LIMITATION OF LIABILITY
8.1 Without prejudice to the provisions herein, the User hereby acknowledges and agrees that in respect of each cause of action which might accrue to the User under this Agreement (if any), EUNOGO’s maximum liability (regardless of form of action, whether in contract, tort or otherwise) shall in no event exceed the total amount of fees paid by the User to EUNOGO as at the date of accrual of the said cause of action. The User hereby acknowledges and agrees that in no event shall EUNOGO be liable for any (i) loss of income or profits whether these arise as direct or indirect losses; and (ii) consequential, special, incidental or punitive loss, damage or expense; howsoever arising (including without limitation in the event of the User having been advised of their possible existence).
9. NATURE OF SERVICES PROVIDED BY EUNOGO
9.1 The User acknowledges and agrees that EUNOGO, its officers, directors, employees, agents and representatives provide the Services "as is" and without any warranty or condition, express, implied or statutory. EUNOGO, its officers, directors, employees, agents and representatives specifically disclaim any implied warranties of merchantability, performance, fitness for a particular purpose and non-infringement. In addition, no advice or information (oral or written) obtained by the User from EUNOGO howsoever arising shall create any warranty.
10. DISPUTE RESOLUTION AND RELEASE
10.1 In the event a dispute arises between the User and one or more of the Aesthetic Specialists, business partners of EUNOGO or such other third party, the User hereby releases EUNOGO (and EUNOGO’s officers, directors, agents, representatives and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. EUNOGO may, for the User’s benefit, try to help the User resolve disputes, provided always that, any such assistance is provided only in EUNOGO’s sole discretion and EUNOGO has no obligation to resolve disputes between the foregoing parties. To the extent that EUNOGO attempts to resolve a dispute, EUNOGO will do so in good faith based solely on EUNOGO s policies. EUNOGO will not make judgments regarding legal issues or claims.
11. INFORMATION DISCLOSURE
11.1 The User hereby represents and warrants that all information and documentation disclosed by the User to EUNOGO and/or contained in the User’s request to EUNOGO (including without limitation any medical reports and transcripts) are true and correct. The User further acknowledge and agree that EUNOGO shall not be liable for any inaccuracies or inadequacies in the User’s disclosure or his/her medical / confidential / personal / familial information, history or condition or other records (the “Information”) to EUNOGO or the Aesthetic Specialists.
11.2 The User acknowledges and agrees that it is the responsibility of the User to ensure that all Information provided by the User is updated such that EUNOGO may discharge the Services and any of EUNOGO’s obligations herein this Agreement.
11.3 The User further acknowledges and agrees that EUNOGO shall have the right to disclose the Information to the Aesthetic Specialists, business partners of EUNOGO or such other third party and their employees as necessary in discharge of the desired Services, in such manner as EUNOGO may deem fit. The User acknowledges that EUNOGO shall not be liable for non-disclosure or incomplete disclosure of any Information to the Aesthetic Specialists, business partners of EUNOGO or such other third party and their employees.
12. INFORMATION STORAGE
12.1 The User acknowledges and agrees that in discharging the Services to the User, it may become necessary for EUNOGO to maintain copies of the Information in such medium as EUNOGO deems necessary.
12.2 Accordingly, the User hereby gives consent to the storage of Information on by EUNOGO (including without limitation storage on such third party services and/or software) and shall further hold harmless EUNOGO against any and all claims, costs, losses, expenses and demands arising out of or in connection with the Information so stored by such third party services and/or software.
13. FEES, CHARGES AND TERMINATION
13.1 The User shall pay EUNOGO all charges and fees invoiced to the User for the provision of the Services within the due date indicated in EUNOGO’s invoice. EUNOGO shall be at liberty to levy late interest of 15% per annum on all outstanding amounts that remain payable beyond the due date for payment. EUNOGO shall have the right to modify the fees and charges in relation to the Services (or any part thereof) and the Ancillary Services that may be made available to the User from time to time, and without any requirement of giving any prior notice. The User acknowledges and agrees that EUNOGO shall be entitled to charge according to EUNOGO’s standard list from time to time in force and the User shall pay for any additional Services requested by the User from EUNOGO.
13.2 The User acknowledges and agrees that the charges and fees invoiced to the User by EUNOGO for the provision of Services by EUNOGO are separate and distinct from the fees and charges arising from or in connection with any services and or Aesthetic Services provided by the Aesthetic Specialists. Unless otherwise notified to the User in writing, under no circumstances does EUNOGO purport to collect on behalf of any Aesthetic Specialists, payment in any kind for any services/Aesthetic Services provided by the Aesthetic Specialists to the User. It is the User’s sole responsibility to make payment to the Aesthetic Specialists or such party that the Aesthetic Specialists may direct in relation to any services/Aesthetic Services provided by the Aesthetic Specialists to the User.
13.3 The User acknowledges and agrees that the User shall not be entitled to any cancellation of the Services and/or refund of any charges and fees paid to EUNOGO in any circumstances following payment by the User to EUNOGO in accordance with any invoice issued under this Clause 13.
13.4 Notwithstanding any other provision herein, EUNOGO shall be entitled to immediately terminate this Agreement:
(a) if the User fails to pay the fees or price of the Services as invoiced by EUNOGO or any sum due under this Agreement for more than seven (7) days after such sum is due and payable; or
(b) if the User shall have wrongfully failed to accept the Services purchased by and offered to the User under this Agreement.
13.5 In the event of the User defaulting or committing any breach of its obligations in this Agreement, EUNOGO shall forthwith be entitled to (in addition to any other rights of EUNOGO herein this Agreement) suspend further performance of any and all of the Services or in the alternative, to treat this Agreement as wrongfully repudiated and forthwith terminate the Agreement.
13.6 Any termination of such Agreement howsoever occasioned shall not affect any accrued rights or liabilities of EUNOGO nor shall it 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.
14. CHANGE OF TERMS
14.1 The Services provided by EUNOGO and the terms and conditions herein are subject to change by EUNOGO, without any requirement of giving prior intimation to the User. EUNOGO further reserves the right to modify or terminate any Service/Ancillary Service (including without limitation their provision thereof) for any reason, without notice, at any time.
15. FORCE MAJEURE
15.1 EUNOGO shall not be liable for its failure to perform under the terms of this Agreement if such non-performance results from the occurrence of any force majeure events like acts of God, fire, wars, sabotage, civil unrest, labour unrest, action of statutory authorities or local or central governments, change in laws, rules and regulations, affecting the performance of EUNOGO.
16.1 Save as otherwise agreed by EUNOGO, the User agrees to keep strictly secret and confidential, and shall under no circumstances disclose to any third party or entity, the terms of this Agreement or the names and particulars of Aesthetic Specialists or the parties providing the Ancillary Services) unless with the prior written consent of EUNOGO.
17. PERSONAL DATA PROTECTION ACT
18.1 The User shall not (nor shall it purport to) assign, transfer, charge or otherwise deal with all or any of its rights, interests or obligations under this Agreement or grant, declare, create or dispose of any right, interest or obligation in it without the prior written consent of EUNOGO. EUNOGO shall have the right to assign this Agreement without the User’s prior written consent.
19.1 If any provision of this Agreement is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of this Agreement and the remainder of the provision in question (if any) shall not be affected.
20.1 Any notices or other information required or authorised by this Agreement to be given by either party to the other may be given by hand or sent (by pre-paid post, facsimile transmission, electronic mail or comparable means of communication) to the other party at the address notified by the party concerned in writing from time to time.
21. RIGHTS OF THIRD PARTIES
21.1 This Agreement is entered into by the parties hereto exclusively for the benefit of the parties hereto. Nothing in this Agreement shall confer or be deemed to confer any right or benefit on any third party (including any third party identified or introduced by me for the purposes of this Agreement) and nothing in this Agreement shall be enforceable or relied upon in any way by any third party against any party hereto. Notwithstanding any provision herein, the parties hereto may at any time and from time to time, by mutual agreement, vary or rescind this Agreement without the consent of any third party.
22. USER’S WARRANTY
22.1 The User warrants to EUNOGO that the User has not been induced to enter into this Agreement by any prior representations or warranties, whether oral or in writing, except as specifically contained in this Agreement and the User hereby irrevocably waives any right it may have to claim damages for any misrepresentation contained in this Agreement or for breach of any warranty not contained herein (unless such misrepresentation was made fraudulently and relied upon by the User) and or to rescind this Agreement.
23. GOVERNING LAW AND JURISDICTION
23.1 This Agreement shall be governed by and construed in accordance with the laws of Singapore.
23.2 Any dispute arising out of or in connection with this 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 arbitrator. The language of the arbitration shall be English.