SUPPLY OF SERVICES AGREEMENT

重要告示

請仔細閱讀本合約下列的條款(只提供英文版本)。閣下繼續使用“Mission Pick” 應用程式或提交註冊登記,即代表你明白及同意遵守本合約的條款。

Important Notice
A.
A. The “Mission Pick” App is developed, provided and operated by Slash Generation Company Limited (“SLASH”).
B.
By using the “Mission Pick” App or submitting an application for registration or accepting a Mission in the “Mission Pick” App, you confirm and warrant that:-
1)
you have attained the age of 18;
2)
you understand and agree to be bound by all terms and conditions of this agreement, including all applicable policies, procedures and guidelines that may be issued by SLASH from time to time; and
3)
you authorize the electronic transfer of funds to your Octopus O! ePay, PayPal or other account in accordance with clause 16 below.
C.
All data and information submitted to SLASH through the Mission Pick App, including but not limited to texts, pictures, videos and any other form of data and information are the property of SLASH. You will be paid for the data and information submitted to the satisfactory standard as approved by SLASH pursuant to the clauses of this Agreement and this Agreement only.
D.
You are solely responsible for discharging any tax liability incurred for the income received from SLASH.
E.
You understand and undertake to complete all missions offered in the Mission Pick App at your own risk. SLASH is not responsible or liable for any injuries or damages incurred as a result of your performance under any of these missions.
F.
This Agreement contains exclusions and limitations of liability and sets out the entire agreement between SLASH and you.
G.
You are advised to seek independent legal advice on your rights and obligations before submitting an application for registration as a User.
Definitions
1.
For purposes of this Agreement;
(a)
“SLASH”, “we”, “us” or “our” means Slash Generation Company Limited, a limited company incorporated and registered in Hong Kong Special Administrative Region;
(b)
“Website” means the website operated by SLASH at www.mission-pick.com.hk;
(c)
“Mission Pick App” means the Smartphone Application named “Mission Pick” developed and supplied by SLASH;
(d)
“Work” means the Work specified in a Mission for delivery by a Contractor to SLASH;
(e)
“Mission” means an assignment provided by SLASH to one or more Users, which includes a description of the services to be provided by the User(s), the Work required to be provided to SLASH under the Mission, the time frame within which the Mission must be completed and the reward points for which a User’s Slash Account will be credited for completion of the Mission with the approval of SLASH (“Points”);
(f)
“User”, “You” or “Your” means any person who has registered and used the Mission Pick App, including any person who has accepted a Mission and provided Work to SLASH via the Mission Pick App;
(g)
“User’s Slash Account” means the account created and maintained by SLASH for a particular User upon successful registration as provided under Clause 5 below;
(h)
“Client” means any person or company obtaining services from SLASH, including any SLASH’s customer or client which is stated in a Mission; and
(i)
“Confidential Information” means any information related to SLASH’s or any Client’s business (including but not limited to trade secrets, price information, business strategies, marketing and distribution plans and channels, customers and suppliers’ details and financial data, technical information) which is not in the public domain and you have obtained or have accessed to by virtue of this Agreement or your using of the Mission Pick App.
Acknowledgment and Acceptance of Terms of Use and Service Agreement
2.
This Agreement is a legally enforceable contract which sets out the terms between SLASH and you for your registration and use of the Mission Pick App. By using, submitting an application for registration as a User or accepting a Mission in the Mission Pick App, you accept and agree to be bound by the terms of this Agreement and the Privacy Policy for Slash User which forms part of this Agreement and can be found at the end of this Agreement or at www.mission-pick.com.hk (the “Privacy Policy”).
3.
SLASH reserves the right to alter the terms of this Agreement and add any additional term to this Agreement at any time, effective upon making the modified provisions available on the Website or by notifying Users whether via the Mission Pick App or otherwise. By continuation of using the Mission Pick App or accepting any Mission in the Mission Pick App after any such change is made, you accept and agree to be bound by the revised terms of this Agreement.
5.
The Website and the Mission Pick App may only be used by natural persons who have the capacity to enter into legally binding contracts under the applicable laws as defined in Clause 41. Without limitation of the aforesaid, you must have attained 18 years old to be a User. SLASH does not assume any liability whatsoever against anyone who without legal capacity to enter into binding contracts uses the Website or the Mission Pick App or accepts a Mission.
Registration
5.
Registration as a User may only be made via the Mission Pick App. Personal data and information, including but not limited to your name, gender, date of birth, email address and mobile phone number, have to be provided during registration. You must provide us with true and accurate information, and to update all such information via the Mission Pick App as soon as there is any change. All the personal data and information you provided will only be stored and used in accordance with the Privacy Policy.
6.
You are responsible for the safekeeping and security of your password and you should change your password regularly or as frequently as required in the circumstances. You are responsible for any use of the Mission Pick App with your password. If you find that your password has been used by any third party or is compromised, you must notify SLASH immediately and change your password.
Duties and Obligations of Users
7.
After successful registration, a User may accept any Mission available to him in the Mission Pick App.
8.
By registering to become a User and accepting a Mission, you agree to use your best efforts to complete the Mission in good faith and provide the Work to SLASH at a satisfactory standard acceptable to SLASH for the Points specified in the Mission. Missions have limited durations and/or quotas and may not be available for acceptance by other Users once the quotas are filled by Users.
9.
You may not assign, transfer or delegate your rights and obligations under this Agreement or any Mission, in whole or in part, to any third party.
Payment
10.
Points will only be credited to Users upon approval by SLASH of their completion of Mission by submission of Work achieving the acceptable standard. SLASH has the sole and ultimate discretion in the decision and approval of the standard of the Work. You will NOT be entitled to ANY Point if the Work for a Mission are rejected for not fulfilling the requirements under the Mission or not achieving the acceptable standard at SLASH’s sole discretion.
11.
Upon successful Registration, a User is assigned a User’s Slash Account. Points awarded to any User are deposited in the User’s Slash Account.
12.
Points in a User’s Slash Account may be converted to cash payment into the User’s Octopus O! ePay or PayPal account PROVIDED THAT (i) the Points are accredited to the User’s Slash Account as a result of the User’s satisfactory completion of Mission(s) and not as a result of any mistake, malfunctions of system or any other reasons whatsoever, and (ii) the User has registered and maintained with SLASH the correct email address and mobile phone number which are the same as those used by the User for his Octopus O! ePay or PayPal account (as the case may be).
13.
Each Point will be converted at a rate specified in the Mission Pick App. The current conversion rate is twenty (20) Points equal to one Hong Kong Dollar (HK$ 1). SLASH is entitled to adjust or change the conversion rate at its sole discretion after giving notice to Users seven (7) calendar days ahead of such adjustment or change.
14.
Users are responsible for registering and maintaining their own Octopus O! ePay or PayPal accounts at their own costs, if any. SLASH is not responsible for the provision, operation or maintenance of Users’ Octopus O! ePay or PayPal accounts and does not assume any liability for any loss that Users may incur as a result of their use of their Octopus O! ePay or PayPal accounts.
15.
A User may only request for conversion of Points to payment into his Octopus O! ePay or PayPal account where the Points in his User’s Slash Account have attained a minimum balance. The minimum Points balance required for conversion is 500. You may only make such request for conversion in the Mission Pick App.
16.
Upon receipt of a User’s request for conversion, SLASH will convert the Points and make payment into the User’s Octopus O! ePay or PayPal account as requested, usually within four (4) weeks. SLASH does not assume any liability if, for whatever reason, the User’s Octopus O! ePay or PayPal account is not credited with the same amount or the User is not able to withdraw or use the credits in the User’s Octopus O! ePay or PayPal account despite payment having been made to such account by SLASH as requested.
17.
Points will expire on every anniversary of the agent's registration date. The expiry date of the Points will NOT be extended even if new Points are credited in the User’s Slash Account. All Points not converted before the expiry date will be forfeited. SLASH is under no obligation to convert expired Points and shall have no liability whatsoever towards Users in respect of expired Points or the Mission associated with such expired Points. SLASH is under no obligation to howsoever remind a User of the expiry date of any Point accumulated in the User’s Slash Account.
18.
Users are solely responsible for paying all applicable taxes, charges, levies and expenses incurred in connection with performing the Mission, receipt of payment from conversion of Points or otherwise performing their duties and/or obligations under this Agreement. SLASH may be obligated by laws of different applicable jurisdictions to obtain tax information from Users. SLASH may at its sole discretion withhold or refuse to convert Points into payment if Users refuse to accede to our lawful requests for tax information. If required by any applicable law, SLASH will report the payment made to your Octopus O! ePay or PayPal account to relevant taxation authorities, or make deductions from such payment for fulfilment of tax liabilities on your behalf as required by law.
Relationship as Independent Contractor
19.
By accepting a Mission, performing the tasks required under the Mission and submitting Work to SLASH in the Mission Pick App, Users provide services as independent contractors to SLASH and are NOT employees or agent of SLASH. Nothing in this Agreement is intended to or should be construed as creating any partnership, joint venture, employer-employee relationship or principal-agent relationship between SLASH and you or between the Client and you. You do not act for or on behalf of SLASH or the Client and are not authorized, and must not represent to any third party that you are authorized, to make any commitment or otherwise act for or on behalf of SLASH or the Client.
20.
You are solely responsible for complying with all applicable laws governing self-employed individuals, including but not limited to laws requiring the payment of taxes and mandatory provident fund (MPF).
21.
SLASH has the right to monitor any activity, content and materials associated with or upload to or via the Website and Mission Pick App. SLASH may investigate any potential or reported violation of this Agreement, the Privacy Policy and other terms and conditions for the use of the Website and take any action as it considers necessary and appropriate.
Work
22.
You agree that you shall use your best efforts to complete the accepted Mission in good faith and provide the Work required under the Mission at a satisfactory standard acceptable to SLASH via the Mission Pick App within the timeframe specified in the applicable Mission.
23.
Users are solely responsible for ensuring the submission and transmission of Work to SLASH at the Users’ own costs and expenses, whether network charges or otherwise, before within the timeframe specified in the applicable Mission. SLASH shall NOT be liable for any loss or damage incurred by Users as a result of failure to submit Work to SLASH, whether within the timeframe required under a Mission or at all, due to technical, network, internet or transmission errors.
24.
Upon provision of the Work to SLASH, you agree that all rights, titles and interests in the Work are assigned to SLASH solely, absolutely and exclusively.
25.
You hereby warrant that you have the sole rights, titles and interests, including but not limited to all intellectual property rights such as copyright and moral right, in all Work immediately before providing the same to SLASH. You agree not to, for the purpose of or in the course of performing or preparing any Work under a Mission, infringe any intellectual property right of any party.
26.
If any intellectual property rights, including but not limited to moral rights, in the Work cannot legally be assigned by you to SLASH by operation of law, (a) you agree to absolutely, unconditionally and irrevocably waive all rights, claims and causes of action to enforce such rights against SLASH, and (b) if you cannot legally make such waiver by operation of law, you unconditionally and absolutely grant to SLASH an irrevocable, exclusive, perpetual, worldwide, royalty-free licence, with the right to grant sub-licences through multiple levels of sub-licensees, with all rights to copy, reproduce, create derivative works of, distribute, publicly display, transmit and otherwise use or exercise any right in the Work in any form or medium, for whatsoever purpose.
27.
You agree that you shall cooperate and assist SLASH in maintaining, protecting and enforcing all rights in the Work and execute and deliver to SLASH any document deemed necessary or appropriate by SLASH to maintain, protect or enforce all rights in the Work whether during or after the determination of this Agreement. In the event that third party’s assistance is required for you to perform your said duties and obligations under this Agreement, you shall use your best efforts and endeavours at your own cost and expense to procure such necessary assistance from any such third party whether by executing documents or performing any act as may be required.
Termination
28.
SLASH may withdraw any Mission at any time prior to your acceptance of such Mission pursuant to Clause 7 above.
29.
SLASH may terminate this Agreement at its sole discretion, in whole or in part, at any time without notice in the event that a User is found to have misrepresented or provided any incorrect or false information to SLASH or have engaged in any misconduct or misbehavior, whether during the registration process set out in Clause 5 above or in connection with the use of the Mission Pick App or performance of any requirement under any Mission accepted or preparation of any Work. Upon such termination by SLASH, any Point outstanding in the User’s Slash Account immediately prior to such termination will be forfeited without compensation. In such event, SLASH shall be under no obligation or liability to such User whatsoever and such User shall have no right, claim or entitlement against SLASH whatsoever, whether in connection with any Work submitted to SLASH or any Point outstanding in the User’s Slash Account immediately prior to such termination or otherwise.
30.
SLASH may terminate this Agreement, in whole or in part, at any time without cause with prior notice of one (1) business day given to you. Upon such termination, SLASH is obligated to convert all the Points outstanding in your Slash Account and pay into your Octopus O! ePay or PayPal account. The User with whom this Agreement is terminated under this Clause may only request for conversion of any outstanding Points balance within the User’s Slash Account to payment into the User’s Octopus O! ePay or PayPal account within five (5) working days after such termination. Any outstanding Points balance within the User’s Slash Account after the expiry of this period will be forfeited. SLASH is under no obligation to convert Points after the expiry of this period and shall have no liability whatsoever towards Users in respect of Points forfeited or the Mission associated with such forfeited Points.
31.
You may terminate this Agreement at any time if there is no unperformed Mission by sending an email requesting termination to agent@mission-pick.com. This Agreement will be terminated after SLASH receives your email request AND disables the function of accepting a Mission in the Mission Pick App by your User’s Slash Account. Your email request will have no effect and will be disregarded if you have an outstanding uncompleted Mission which you accepted at the time of your sending of the email, or if you accept a Mission after sending such an email but before SLASH disables the function of accepting a Mission in the Mission Pick App by your User’s Slash Account. You must request for conversion of any outstanding Points balance within your User’s Slash Account before you terminate this Agreement by closing your User’s Slash Account. Any balance remaining after you close your User’s Slash Account will be forfeited. SLASH is under no obligation to convert Points after you close your User’s Slash Account and shall have no liability whatsoever towards Users in respect of Points forfeited or the Mission associated with such forfeited Points.
32.
Once terminated, a User’s Slash account may not be reactivated or reinstated.
Confidentiality
33.
At all times, whether during the term or any time after the termination of this Agreement, you agree that you shall hold all Confidential Information in strict trust and confidence, refrain from using or procuring or permitting others to use Confidential Information in any manner or for any purpose not expressly permitted by this Agreement, and refrain from disclosing or procuring or permitting others to disclose any Confidential Information to any third party without obtaining SLASH’s express prior written consent.
34.
You are obliged to protect and safeguard the Confidential Information against any unauthorized use, access or disclosure. Upon termination or expiry of this Agreement, you must immediately return all tangible copies and permanently delete all electronic copies of the Confidential Information in any form or medium.
35.
You shall not attempt to reverse engineer, de-encrypt, or otherwise retrieve the design, structure or internal logic (including algorithms and source code) of the Mission Pick App, any software, models, prototypes, database or other products or items provided, supplied or developed by SLASH.
Representations and Warranties
36.
You represent, warrant and undertake that:-
(a)
you are not under or subject to any duty or obligation, whether contractual or otherwise, which would be breached by entering into this Agreement or performing any obligation herein or under any Mission; and
(b)
None of the Work or any of its element is subjected to any restriction, security, mortgage, lien, pledge, claim or encumbrance when the Work is provided to SLASH.
Indemnification
37.
You shall indemnify SLASH, its affiliates, employees, servants and/or agents against any liability, loss, damage, costs and other expenses arising out of or due to your breach of any of your duty or obligation under or any term of this Agreement or any Mission, or any intentional misconduct or negligence by you in performing any duty or obligation under this Agreement or any Mission.
Limitation of Liability
38.
Without limiting the generality of the foregoing, tasks and services are performed under your own risk and slash is not responsible or liable for any injuries or damages incurred while performing these tasks and services.
39.
SLASH shall NOT be liable for any consequential, incidental, indirect or exemplary damages or losses arising out of or relating to this Agreement. The total cumulative liability of SLASH against any User arising out of or in relation to this Agreement or any Mission, whether in contract or tort (including negligence) or otherwise, is (1) the aggregate amount of payment made or owed by SLASH to that User for the Mission(s) completed and approved under this Agreement during the twelve-month period immediately before the occurrence of the first claim that give rise to liability, or (2) HK$1,000, whichever is the higher.
40.
SLASH shall NOT be liable for any damage, depreciation, wear and tear, or any change in conditions, including but not limited to physical or memory storage, whatsoever and howsoever caused to your electronic device, whether computers, smartphones, tablets or otherwise, as a result of using the Website, Mission Pick App or performing or preparing the Work under any Mission.
41.
Nothing herein shall be construed as excluding or limiting SLASH’s liability due to fraud, or any liability for causing death or personal injury.
Governing Law
42.
This Agreement is governed by the laws of the Hong Kong Special Administrative Region.
Jurisdiction Clause
43.
The courts of Hong Kong Special Administrative Region shall have exclusive jurisdiction over any dispute, controversy, difference or claim arising out of or relating to this Agreement, including the existence, validity, construction, interpretation, performance, breach or termination of this Agreement or any Mission.
Severability
44.
If any provision of this Agreement is, for whatever reason, held to be invalid or unenforceable, that provision will be deemed modified to the extent as necessary such that it will be valid and enforceable under the applicable law. If that provision cannot be amended to be valid and enforceable, that provision will be deemed as severed from the remaining terms of this Agreement which will continue to be valid, enforceable and have full force as permitted by the applicable law.
Other General Terms
45.
SLASH is entitled to assign this Agreement or any of its rights or obligations under this Agreement to any third party without your consent.
46.
Time is of the essence in the performance of Mission and submission of Work to SLASH and other obligations required of Users under this Agreement.
47.
This Agreement and any other instrument referred to in this Agreement comprise the full, final, complete and exclusive agreement of the SLASH and Users with respect to the use of the Mission Pick App and performance under this Agreement and supersede all prior or contemporaneous communications between or representations by SLASH and Users.
48.
SLASH may give any notice required under this Agreement by means of a general notice on the Website, the Mission Pick APP or via messages to your mobile phone number or electronic mail to your email address on record with SLASH. Such notice shall be deemed to have been given upon the expiration of twenty-four (24) hours after posting or sending.
49.
All waivers are only effective if they are given in writing and signed by the giving party. Any failure to enforce any right under or term of this Agreement by SLASH does not constitute waiver.
50.
You agree to grant SLASH all permissions, rights, consent or licences required to use any feedback and related information that you provide SLASH with regarding the Website, Mission Pick App or related services in any manner as SLASH may deem appropriate.
51.
SLASH reserves the right to modify, alter, improve, enhance or discontinue, temporarily or permanently, the Website, Mission Pick App and related services (or any part thereof) with or without prior notice. In such event, you agree that SLASH shall not have any liability to you whatsoever except as provided for in this Agreement.
52.
No person other than the Users and SLASH shall have any right under the Contracts (Rights of Third Parties) Ordinance (Cap. 623) of the laws of Hong Kong to enforce or enjoy the benefit of any of the provisions under this Agreement or any Mission.
53.
Headings in this Agreement are for reference only and do not have any legal meaning or effect.
54.
Clauses 9 to 21, 25 to 27, 29, 30 and 32 to 45 shall survive any termination or expiration of this Agreement.