GENERAL BUSINESS TERMS AND CONDITIONS FOR MundaWEB MEMBERS

As amended: September 2016

0. Contractual Parties and Legal Relationship

MUNDAWEB GLOBAL. CO LIMITED (a company incorporated under the laws HONG KONG/ CHINA with registration number 2548266 principal office address: UNIT 1204, 12/F., NAM WO HONG BUILDING 148 WING LOK STREET HONG KONG (“MundaWEB” Global Limited .)“MundaWEB”), operates a shopping community, which enables the participants (”Members”), to receive Discounts ("MundaWEB Loyalty Program") through the purchasing of goods and services from various merchants who have contractual relationship with MundaWEB ("Loyalty Merchants"). A person becomes a Member by applying for Membership in the MundaWEB Loyalty Program and upon MundaWEB approving such application in accordance with the terms of these General Business Terms and Conditions for MundaWEB Members (“GTCs”). Upon becoming a Member and whilst being a Member, the Member agrees to be bound by the terms of these GTCs (including all recital, clause, schedule, annexure or exhibit thereto) and in consideration of the foregoing MundaWEB enables the Member to participate in the MundaWEB Loyalty Program in accordance with these GTCs. These GTCs (including all recital, clause, schedule, annexure or exhibit thereto) form a legally binding agreement (“Agreement”) between MundaWEB and the Member.

0.2 Unless otherwise stated in these GTCs, words and expressions have the interpretation assigned to them in accordance with the Annex to these GTCs.

1. Subject of the contract

1.1 The goods and services obtained by a Member from Loyalty Merchants ("Purchases") shall be recorded in the MundaWEB Loyalty Program in order for the Member to obtain any benefits offered by the MundaWEB Loyalty Program in accordance with these GTCs, and must be recorded in one of the following ways:: MundaWEB Mobile Application. These possible way in which

1.2 The Member is entitled, in accordance with and subject to these GTCs, to participate in the MundaWEB Loyalty Program and to Member Discounts. The Member can recommend the MundaWEB Loyalty Program to other natural persons and recommend the said natural Persons as members. The Member is not under any obligation to recommend and recruit any new Members or Merchants and only does so voluntarily.

2. Application for Membership

2.1 Upon approval of an application for Membership by MundaWEB in accordance with these GTCs an applicant becomes a Member and receives a personal, non-transferable identification number ("Membership ID" or “Member ID”). This entitles him to participate in the MundaWEB Loyalty Program (but does not make him a member of any registered or unregistered club, society or association

2.2 An applicant shall apply for Membership by using either Mobile Application, online registration, or other methods for local registration with a Loyalty Merchant provided by MundaWEB,

2.3 An applicant may apply for Membership without being registered under any person (without any Recommender) (“Open Registration”). Upon approval of his application by MundaWEB the applicant will become a MundaWEB Member in accordance with these GTCs

2.4 The Member declares that the personal information provided by him to MundaWEB (subject to any personal data privacy legislations applicable) is true and accurate to his/her belief and shall indemnify MundaWEB and keep MundaWEB harmless of all loss and damages and claims by any third parties as a result of the provision by the Member of inaccurate/false information. The Member undertakes to inform MundaWEB without undue delay of any possible changes to the personal information provided.

3. Member’s Obligations

3.1 No employment, partnership, joint venture, service or agency relationship whatsoever (in particular no association membership) shall be established between MundaWEB (including its parents, subsidiaries and affiliates) and the Member. Participation in the MundaWEB Loyalty Program and the recommendation of further Members are a Member’s self-employment and the sole act of the Member acting legally independent from MundaWEB.

3.2 The Member shall only be entitled to Member discounts. The Member shall not be entitled to receive payments, benefits, or any other kinds of rewards beyond the Discount prescribed by these GTCs. The Member shall not be entitled to the reimbursement of expenses incurred by him/her in participating in the MundaWEB Loyalty Program or in recommending other Members.

3.3 The Member shall not be authorized to represent MundaWEB (including its parents, subsidiaries or affiliates) or Loyalty Merchants or hold out as a representative or agent of MundaWEB (including its parents, subsidiaries or affiliates) or Loyalty Merchants, and in particular not to make or accept statements towards other members within the framework of the MundaWEB Loyalty Program and/or for the purpose of recruitment of new Members. The Member is not entitled to receive cash money or to carry out the collection of funds on behalf of MundaWEB. If a Member violates this Clause 3.3 MundaWEB may terminate his/her Membership immediately.

3.4 The Member shall not be permitted, without the prior written consent of MundaWEB, to:

3.4.1 use logos, letterheads, trademarks, writings, slogans, domains, or other intellectual properties of MundaWEB (including its parents, subsidiaries, and affiliates) or of Loyalty Merchants, whether such intellectual properties are registered or not (“MundaWEB/Merchant IPs”), including incorporation of any of the MundaWEB/Merchant IPs in any materials (electronic or printed) or media, whether published or not, in any form, as is or altered or similar in appearance to the MundaWEB/Merchant IPs;
3.4.2 prepare business cards, presentations, videos, audio files, screenshots, web content, media content, flyers, prospectuses, websites, APPs, advertising materials, bulk mail, mailings, homepages, or any other materials relating to and making reference to MundaWEB (including its parents, subsidiaries and affiliates) or to the MundaWEB Loyalty Program, and having them disseminated in written or electronic form or in another manner or otherwise making them available to the public (e.g. on internet sites such as for example Facebook or Youtube);
3.4.3 carry out events, such as for example information events, workshops, seminars, etc. relating to and making reference to MundaWEB or to the MundaWEB Loyalty Program; or
3.4.4 recruit, as Loyalty Merchants or as Members, retailers, wholesalers and other traders, as well as other companies offering goods or services for final consumers, including gas/petrol stations, franchisees and department stores, to conduct negotiations or to pursue advertising activities of any kind for the recruitment of such companies, in particular on the premises of the company or in the vicinity of said company.

4. MundaWEB Loyalty Program

4.1 By making Purchases from Loyalty Merchants, the Member shall acquire Member Discounts in accordance with these GTCs (The Discount).

4.2 Calculation and amount of Member Discounts are based on MundaWEB’ agreements with individual Loyalty Merchants. Current Loyalty Merchants, including the amount of Member Discounts that are granted in each case, can be viewed at www.MundaWEB.com.

4.3 The Member has the following ways and must use one of the following ways for the recording of his Purchases.

4.3.1 The MundaWEB mobile App. It is not a means of payment but rather serves solely for the recording of Purchase data.

4.3.2 Online Shopping: With Online Shopping the Member can:

4.3.3.1 log-in at www.MundaWEB.com with his access data and then select the Online Shop of the desired Loyalty Merchant; or
4.3.3.2 access the Online Shops via another online channel, apps, softwares or tools that is provided by MundaWEB for the recording of Purchase data and directly make Purchases in the Online Shop of the Loyalty Merchant. The Purchases can only be recorded if the system used by the Member during the Purchasing process permits cookies and when an Ad Blocker or Script Blocker has not been deployed.

4.4 Tthe Loyalty Merchant transmits the recorded Purchase and/or billing data to MundaWEB for the calculation of the resulting Member Benefit.
5. Online Shopping

5.1 Members should inform themselves concerning online shopping at www.MundaWEB.com with the FAQ section under the point Online Shopping.

5.2 The Member is only entitled to Member Discounts for Purchases made in the Online Shops of Loyalty Merchants, which are listed, pursuant to www.MundaWEB.com,

5.3 MundaWEB has no control over the websites of Online Shops of Loyalty Merchants or any third parties linked thereto by the MundaWEB website, and shall not be liable for any contents contained in such websites/Online Shops.
6. Member Benefits from the MundaWEB Loyalty Program

6.1 Purchases made by the Member which are registered in the MundaWEB Loyalty Program, make the Member eligible to receive Member Discounts. The Member Benefits are based on the conditions contractually agreed between MundaWEB and the respective Loyalty Merchants and therefore vary according to different Loyalty Merchants, industry sector and country.

6.2 MundaWEB reserves the right to make special offers which are different from the Member Benefits described above. Such special offers (and any governing terms and conditions relating thereto) (for example, the case may be for atypical purchases such as term-dependent mobile telephone contracts), will be published on www.MundaWEB.com.

6.3 The Member Discount granted in each case can be accessed in the Loyalty Merchant’s detail view at www.MundaWEB.com. The Member is recommended to regularly inform him or herself at the MundaWEB website concerning the status of the respective conditions offered by the Loyalty Merchants. MundaWEB is authorized, subject to a 4-week notice period, to amend the Member Benefits granted by the individual Loyalty Merchants , if and insofar as the conditions agreed with the Loyalty Merchants change. The Member's Member Benefit entitlement shall be calculated using those conditions that prevailed at the time point at which the Purchase was paid for in full.

7. Personal Member Area

7.1 MundaWEB shall provide each Member with a Personal Member Area on the Mobile Application (Login area), where, after entering his username and password, he can, at any time, view the Purchases he has made, as well as information concerning Member Benefits and from the MundaWEB Loyalty Program. MundaWEB shall only assume liability for any non-accessibility of the MundaWEB websites and the Login area at www.MundaWEB.com

7.2 The Member must securely store access data for the use of the Personal Member Area (user name, password and PIN) and treat them as strictly confidential. Username and password may not under any circumstances be rendered accessible to third parties. Personal settings can be changed by the Member at any time at the Mobile Application (Login area).

8. Data protection

8.1 All enquiries regarding information, amendment and deletion of data can be submitted directly to MundaWEB.

8.2 Further data protection legislation provisions relevant for the use of the MundaWEB website can be found in the data protection statement at www.MundaWEB.com.

8.3 MundaWEB deploys internationally-recognised security technologies in order to protect the data of its members against unauthorized access. MundaWEB shall only be liable for the security of data that is transmitted via the internet pursuant to Clause 14.

8.4 Consent under data protection legislation: The Member hereby agrees – revocable at any time –, that MundaWEB can collect personal data concerning his purchasing behaviour (interests and preferences etc.) within the framework of participation in the MundaWEB Loyalty Program und use this information for the design of personalized information, as well as for postal or personal contact for the advertisement of the MundaWEB Loyalty Program and Loyalty Merchant offers.

8.5 The Member can revoke his hereby issued consent with effect for the future at any time .

9. Service disruptions

9.1 The scope of services offered by MundaWEB is restricted to the operation of the MundaWEB Loyalty Program as described in these GTCs.

9.2 The rights and obligations related to the Purchases of any goods and services made by Members from Loyalty Merchants shall apply solely to the Loyalty Merchants. MundaWEB is not liable whatsoever for any service obligations, acts, omissions, misrepresentations, or violations of any applicable consumer protection legislations by the Loyalty Merchant in relation to the Loyalty Merchant’s sale of goods and services to the Member.

9.3 The Member shall have no claim against MundaWEB to a full or partial reimbursement of the redeemed Voucher amount, to the issuing of a further Voucher, to a cash payment or other remuneration or compensation in case the Loyalty Merchant is in breach of its service obligations or as a result of the Loyalty Merchant’s acts, omissions or violations of any consumer protection legislations. Any such claims by the Member for non-fulfilment or incorrect fulfilment of obligations by the Loyalty Merchant shall exist exclusively against the Loyalty Merchant.

10. Liability

10.1 MundaWEB shall be liable without limitation for damages from injures to life, body, to health due to intentional or negligent dereliction of duty by MundaWEB.

10.2 For damages other than those described above, MundaWEB shall only be liable if such damages result from MundaWEB’ gross negligence in breach of these GTCs where such breach is to the root of the contract between MundaWEB and the Member.

10.3 Subject to the following Clause 14.5 to the maximum extent permitted by law, MundaWEB is not liable for damages as a result of:

10.3.1 disruptions to the availability of the Member's access to the internet,
10.3.2 other technical and electronic errors (i) during a data communication via the internet as well as (ii) when using the MundaWEB internet portal, the MundaWEB SMS service and MundaWEB applications for mobile terminals, provided that these errors are beyond MundaWEB’ control and are not caused by MundaWEB,
10.3.3 technical and electronic errors for which MundaWEB is not responsible, which prevent the recording of Purchases made within the MundaWEB Loyalty Program (in particular any tracking failures and consequent data loss);
10.3.4 the non-availability of the mobile phone network or terminals and
10.3.5 the malfunction of the Member's mobile terminal.

10.4 Insofar as the liability of MundaWEB is limited or excluded, such limitation or exclusion shall also be applicable to its parents, subsidiaries, affiliates, agents, the personal liability of their employees, their legal representatives and subcontractors.

10.5 Nothing in these GTCs shall exclude any mandatory implied terms stipulated by any applicable legislations.

11. Costs

11.1 Registration with and participation in the MundaWEB Loyalty Program is free of charge.

11.2 The MundaWEB Mobile Application is free of charge for the Member as part of Membership registration.
12. Termination of Agreement by the Member

12.1 The Member is entitled to terminate this Agreement (ie. Terminating his Membership) with MundaWEB at any time . The Member is under no obligation to make any Purchases or to recommend any persons as Members at any time.

13. Termination of Agreement by MundaWEB

13.1 MundaWEB may also terminate the Agreement with a Member with immediate effect in the following circumstances:

13.2.1 When the Member does anything which causes or may cause, in the absolute but reasonable view of MundaWEB, significant damage to the commercial interests or reputation of MundaWEB or the Loyalty Merchants, or

13.2.3 When the Member is in material breach of any other terms under these GTCs or any other contractual terms or provisions or rules by which the Member is bound by virtue of his Membership with MundaWEB.

13.3 Notwithstanding termination of Agreement by MundaWEB, the Member shall indemnify MundaWEB for all loss and damages suffered by MundaWEB as a result of the Member’s acts or breaches of these GTCs including all costs of attorneys, solicitors, barristers, court fees or any associated legal costs and disbursements.

14. General provisions

14.1 The Member may only assign receivables to which he is entitled from MundaWEB (or all rights resulting from participation in the MundaWEB Loyalty Program) or to use the same as collateral/security upon prior written consent by MundaWEB.

14.2 Participation in the MundaWEB Loyalty Program constitutes merely a contractual relationship and therefore does not establish any relationship between the Member and MundaWEB (including its parents, subsidiaries and affiliates) under any company/corporate/society legislations, including membership of any clubs/societies/associations or “membership” in the sense of being a shareholder/stockholder of MundaWEB, its parents, subsidiaries and affiliates.

13.3 MundaWEB may from time to time negotiate and reach agreements with Members which differ from any of the terms in these GTCs. These individual agreements shall, in any event, prevail over these GTCs. A written contract and/or a written confirmation from MundaWEB shall be evidence of such individual agreements. Any agreements purported to have been made orally between MundaWEB and the Member shall not be valid. MundaWEB is also entitled to send the Member contractual declarations and information that is required for the execution of these GTCs or any other individual agreements, by SMS or by E-Mail, provided that the Member does not object to such method of communication.

14.4 These GTCs, together with any additional terms and conditions, guidelines, “Do’s and Don’ts”, or rules published on the MundaWEB website or otherwise notified in written (on paper or electronically) by MundaWEB which do not explicitly contradict any terms of these GTCs (if any contradiction, these GTCs shall prevail) and the Annex thereto shall constitute the entire Agreement between MundaWEB and the Member and supersedes any previous agreements, written or oral, between the Parties. The Member hereby declares that he/she is entering into this Agreement voluntarily and has not acted in reliance of any representations of MundaWEB or any other persons.

14.5 Amendments to these GTCs and other contractual agreements between the Member and MundaWEB, communicated to the Member in written (on paper or electronically), shall be deemed to have been accepted by the Member if the Member does not object within 30 days following receipt of the amendment notification, and that the Member has been told of this rule of deemed acceptance.

14.6 Reference to a particular gender in these GTCs include reference to all genders as well as legal entities/persons.

14.7 Should any provisions of this Agreement be wholly or partly declared ineffective or void by a court of competent jurisdiction, such provision(s) shall be severed from this Agreement and the remaining provisions shall remain effective and binding upon both Parties.

14.8 The Agreement, including these GTCs, is subject to and is construed in accordance with the laws of Hong Kong/ China. Both Parties hereby submit themselves to the non-exclusive jurisdiction of the Courts of Hong Kong /China. Application of the United Nations Convention on Contracts for the International Sales of Goods is excluded.


14.9 The Member undertakes to bear himself all charges, fees, taxes etc. which arise for the Member through the receipt of Member Benefits.

14.10 These GTCs and all its Annex, any additional terms and conditions, guidelines and rules which constitute the Agreement are written in English . In case of discrepancies, the English version shall prevail.

Annex

In these GTCs unless the context otherwise requires:
1. a reference to any legislation or legislative provision includes any statutory modification or re-enactment of, or legislative provision substituted for, and any subordinate legislation issued under, that legislation or legislative provision;
2. the singular includes the plural and vice versa;
3. a reference to any gender includes all genders;
4. a reference to a recital, clause, schedule, annexure or exhibit is to a recital, clause, schedule, annexure or exhibit of or to these GTCs;
5. a recital, schedule, annexure of description of the Parties forms part of these GTCs;
6. a reference to any agreement or document is to that agreement or document (and, where applicable, any of its provisions), as amended, novated, supplemented or replaced from time to time;
7. where an expression is defined, another part of speech or grammatical form of that expression has a corresponding meaning;
8. In these GTCs headings are for convenience of reference only and do not affect interpretation; and
9. Words and expressions used in the GTCs have the following meaning:

"Discount" is the Member Benefit described in more detail under Clause 8.1.1.
Mobile App), that serves to record Member Purchases from Loyalty Merchants in the MundaWEB Loyalty Program. It is not a means of payment.
""Members" are all persons, who have entered into contractual relationship with MundaWEB in accordance with these GTCs and such contractual relationship has not been terminated..
"Membership ID" or “Member ID” is a unique number which is allocated by MundaWEB and which serves to identify the Member and for the recording of Purchases made from Loyalty Merchants.
"Member Benefits" are all benefits which the Member receives or, when appropriate, can receive through the making of Purchases from Loyalty Merchants in the MundaWEB Loyalty Program. Member Benefits consist of Discounts.
“Personal Member Area” is a log-in area of the respective Member on the MundaWEB website that is described in detail under Clause 10.
"Online Shops" are online traders which are in a contractual relationship with MundaWEB and from which Members can receive Member Benefits through the Purchase of goods and services from them,
“Open Registration” means registration as a MundaWEB Member without a Recommender in accordance with Clause 2.3 of these GTCs.
"Loyalty Merchants" are companies which are in a contractual relationship with MundaWEB and from which Members can receive Member benefits through the purchase of goods and services from them and Discounts for Purchases made by the Member’sin the MundaWEB Loyalty Program.