Terms of Use

Effective Date: 20 July, 2023

Agreement to Terms of Use

1.1 These Terms and Conditions of Use (“Terms of Use”) apply to UrbanWave website
(located at https://app.urbanwave.ai/, and all associated sites linked to https://app.urbanwave.ai/ by us). By accessing this website, you acknowledge and accept the terms and conditions of this Terms of Use in full, particularly breach of terms, limitation of liabilities and indemnity. If you disagree with the terms and conditions of this Term of Use, do not use our website.

1.2 UrbanMetry Sdn Bhd (“UrbanMetry”, “we”, “our”, “us”) reserves the right to update these Terms of Use at any time without notice to you. You are advised to check these terms and conditions regularly for any amendments. If these Terms of Use are amended, you must comply with the updated Terms of Use. If you disagree with the updated Terms of Use, do not use our website.

1.3 This information and services contained on the website is intended to be general information. Nothing in this website should be regarded as an advice or recommendation relating to any properties, products and services, and not as any offer or solicitation to buy or to invest in any properties, products and services.

1.4 You should seek professional advice at all times and obtain independent verification of the information prior to making any investment, business or commercial decision based on the information. You are wholly responsible for use of the website by yourself and/or any person using your computer and you must ensure that any such person complies with these Terms of Use. In the event that the laws of the jurisdiction you are in do not permit or impose restrictions on the access to the contents of this website, you shall forthwith discontinue access or comply with such restrictions.

2. Website Content

2.1 All text, graphics, images, data, photographs, trademarks, logos, sounds, music, artwork, charts, user interfaces, visual interfaces, web pages, and links offered on or through the website and computer code (collectively, "Content"), including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement and display of such Content are owned, controlled or licensed by or to UrbanMetry, and is protected by copyright, patent, trademark laws and various other intellectual property rights. Unless otherwise stated in these Terms of Use, you shall not use the Content on this website for any commercial purpose in any way without the express prior written consent of UrbanMetry.

2.2 Except as expressly provided in these Terms of Use, no part of the website and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without the express prior written consent of UrbanMetry.

2.3 You may use the information on UrbanMetry’s product and services purposely made available by us for downloading from the website, provided that:

the information is used solely for personal purposes and not for commercial purposes and do not copy or post such information on any networked computer or broadcast it in any media,
no removal of any proprietary notice language, or our legal rights and interest in relation to such information,
no alteration of any kind is made to such information, and
no further statements and warranties shall be made in relation to such information or document containing such information.

3. Acceptance of Risk

3.1 Your access to this website will constitute your acknowledgement and acceptance of the inherent risk in conducting any transaction via this website.

3.2 Your use of your account to access or use this website will be recognised as your electronic signature and will be legally binding.

3.3 You are responsible and liable for all instructions and transactions carried out via this website ("instruction").

3.4 We shall not be verifying the origin or authenticity of instructions given to us and we will not be liable to you when we act on such instruction in good faith.

3.5 Our record of the instructions and transactions maintained through computer system or otherwise shall be accepted as conclusive and binding for all purposes. To the extent permitted by law, you accept that our record will be admissible as original documents in any court of law and agree that you will not challenge or dispute the accuracy or authenticity of such records.

3.6 We may cancel any instruction given without any liability if we know or have reason to believe that a criminal act, a fraudulent act, offence or breach of any regulation or legislation will be or has been committed. If we are of the opinion that the instruction is unlawful, not properly authorised by you or for any other reason whatsoever, we may refuse or stop carrying out the instruction; or reverse any actions carried out arising from your instruction.

3.7 We have the right to require confirmation in writing of any transaction from you.

3.8 Any instruction given will be carried out in the normal course of business. We do not warrant that any instruction will be carried out within a particular time period or in any particular order. In addition to any other provisions set out in these Terms of Use, we will not be liable to you if you:

fail to comply with these Terms of Use,
fail to take precautions when using the internet to access your account, or
disregard the security measures which you must or ought reasonably to take.

3.9 We may at any time, in its sole and absolute discretion, invalidate your username and password (if any) without prior notice to you or prior approval by you. We shall not be liable or responsible for any loss or damage suffered by or caused to you or arising out of or connected or by reason of such invalidation.

4. Account and Security

4.1 In order to obtain certain services and features of our website, you may be required to register and create an account with us on this website.

4.2 For creation of account with us on our website, you must be human and be age 18 or older. We do not permit account registered by bots or other automated methods.

4.3 You may register for an account with us by completing and submitting the required information and completing the verification by clicking on the verification link in the email that the website will send to you.

4.4 You must not allow any other person to use your account to access the website. You must not use any other person’s ID, password or account to access the website. You must notify us in writing immediately if you become aware of any unauthorised use of your account.

4.5 You are responsible for keeping your account secure while you use our website, and you accept full responsibility for protecting the confidentiality of your account information and for any and all activity that occurs under your account as a result of your failing to keep this information secure and confidential.

4.6 You agree to notify us in writing immediately if you become aware of any unauthorised use of your account or password, or any other breach of security.

4.7 You may be held responsible and liable for losses incurred by us or any other user of or visitor of the website due to someone else using your account ID, password or account as a result of your failing to keep your account information secure and confidential.

4.8 We cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.

4.9 We may suspend your account, cancel your account, and/or edit your account details, at any time in our sole discretion with or without notice to you.

4.10 We will deactivate the account if it remains unused for a continuous period of 30 days.

4.11 You may cancel your account on our website. We are not able to cancel your account in response to an email or phone request.

4.12 We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but subject to any applicable legal requirements, we will delete your full profile and the Content of your account within 90 days of cancellation or termination (though some information may remain in encrypted backups). The information cannot be recovered once your account is cancelled.

5. Usage Standard

5.1 You may:

view pages from our website in a web browser;
download pages from our website for caching in a web browser;
print pages from our website for your own personal and non-commercial use, providing that such printing is not systematic or excessive;
stream audio and video files from our website;
use our website services by means of a web browser,

subject to the other provisions of these Term of Use.

5.2 We may make downloadable Content available on our website. In addition to the rights granted above, you may redistribute print and electronic copies of downloadable Content, providing that copies of downloadable Content must not be edited or amended in any way and must retain:

the name of our business;
any disclaimers, copyright notices and other legal notices; and
any authorial credits.

5.3 Except as expressly permitted above or the other provisions of these Terms of Use, you must not download any material from our website or save any such material to your computer.

5.4 Unless you own or control the relevant rights in the material, you must not:

republish material from our website (including republication on another website);
sell, rent or sub-license material from our website;
show any material from our website in public;
exploit material from our website for a commercial purpose; or
redistribute material from our website, save to the extent expressly permitted by these Term of Use.

5.5 You must not:

use our website and its Content in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.
use this website and its Content in any way that infringes, or in connection with any infringement of the legal rights and interests of UrbanMetry or any third party.
use our website and its Content in any way or take any action that causes, or may cause, damage to the website or impairment of the performance, availability, accessibility, integrity or security of the website.
hack or otherwise tamper with our website and its Content.
gain unauthorized access to any portion of this website and its Content, or to any of the services offered on or through the website, or to any other systems or networks connected to any of our server.
obtain, or attempt to obtain, any Content through any means not purposely available through this website or use any manual or automatic process, device, program, algorithm, or methods to access, obtain, copy, or monitor any portion or content of this website.
probe, scan or test the vulnerability of our website without our permission.
circumvent any authentication or security systems or processes on or relating to our website.
use our website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.
impose an unreasonably large load on our website resources (including infrastructure, system, network, bandwidth, storage capacity and processing capacity).
decrypt or decipher any communications sent by or to our website without our permission.
conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent.
reverse lookup, trace, or attempt to trace any information of any other users or visitors of this website or exploit or reveal any Content, information or services offered on or through this website.
access or otherwise interact with our website using any robot, spider or other automated means.
violate the directives set out in the robots.txt file for our website.
use data collected from our website for any direct marketing activity (including without limitation email marketing, SMS marketing, telemarketing and direct mailing).
do anything that interferes with the normal use of our website.

5.6 When using this website and its content, you agree to comply with applicable laws and obey social ethics. You shall not use this website and its Content in any way that to produce, read, copy, or disseminate any information that is illegal, to infringe on any other person's rights, or to disturb the social order and undermine social stability.

5.7 You shall not use this website and its content to engage in any activity that endangers cyber security and any computer system.

5.8 We reserve the right to suspend or restrict access to our website, to areas of our website and or to functionality upon our website. You must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on the website.

5.9 All information available on this website are at all times protected by copyright, trademarks, service mark and any other applicable intellectual property or proprietary rights, all of which are the property of UrbanMetry and where applicable, third-party proprietors. Without our prior written consent or the prior written consent of the related third-party proprietors, any content on the website shall not be reproduced, modified, promoted, distributed, photocopied, played, disassembled, reverse engineered, decompiled, linked or transmitted with hyperlinks, loaded into other servers in "mirroring method", stored in information retrieval system, or otherwise used for any other purpose by any person by any means.

5.10 You cannot without our permission insert a hyperlink to this website on any other website, frame or “mirror” any material contained on this website on any other server.

5.11 Except as provided in these Terms of Use, no right or license is given to any party accessing this website to download, reproduce or use in any way any of UrbanMetry’s intellectual property.

5.12 All trademarks and logos displayed, mentioned or otherwise used in this website are property of UrbanMetry or its licensors as stated if applicable. You are not permitted to use any of these trademarks or logos in any way without explicit prior written permission from UrbanMetry or such licensors as applicable.

6. User Generated Content

6.1 You may upload content (“User-Generated Content”) while using our Services.

6.2 You are solely responsible for the content of, and for any harm resulting from, any User-Generated Content that you furnish, upload, link to or otherwise make available through our Services, regardless of the form of such content.

6.3 We reserve the right to refuse or remove any User-Generated Content that, in our sole discretion, violates any applicable laws, these Terms of Use or policies.

6.4 You retain ownership of and responsibility for your content. If you furnish any information that you did not create yourself or do not own the rights to, you agree that you are responsible for such content you furnish, upload, link to or otherwise make available through our Services.

6.5 In relation to your content, you agree to grant us licence and rights to use, store, archive, parse, share and process your content, and make copies, as necessary to provide the Services. The licenses you grant to us will end when you remove your content from our servers.

6.6 We do not sell your content.

6.7 We do not share and process your content outside of our provision of the Services, except expressly provided by these Terms of Use, our Privacy Statement or other terms and policies.

7. Privacy

7.1 Our Privacy Statement applies to use of this website, and its terms are made part of these Terms of Use by this reference.

7.2 It should be noted that the network link and data transmitted between yourself, and this website are neither completely safe nor secure, and it is possible that information and data you send to this website could be intercepted by others. By using this website, you acknowledge and agree that the internet transmissions are never completely safe or secure. You understand that any information and data you send to this website may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.

7.3 By using this website, you agree that we can use your information in accordance with the Privacy Statement. We may use any ideas, concepts, know-how, or techniques contained in any communication you send to us through this website or by any other means for any purpose whatsoever, including developing and marketing products. You waive all applicable rights you may have in any information (other than the personal data) you provide to us through this website.

8. External Links

8.1 Where we provide hypertext links to other locations in this website, such is done for convenience to our visitors, and for information purposes only.

8.2 Those websites are not controlled by us and they are provided for your own convenience only and we are not responsible for their use, effect or content.

8.3 We make no representations, warranties as to, and accept no responsibility for the accuracy of the information on those websites. We are not responsible for the content of any other websites or extracts from links or pages linked to or linking to this website.

8.4 Following links to any other websites or pages shall be at your own risk and we shall not be responsible or liable for any damages or in any other way in connection with linking.

9. Disclaimer of Warranties and Limitation of Liabilities

9.1 URBANMETRY DOES NOT PROMISE THAT THE WEBSITE OR ANY CONTENT, SERVICE OR FEATURE OF THE WEBSITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE WEBSITE WILL PROVIDE SPECIFIC RESULTS. THE WEBSITE AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ALL INFORMATION PROVIDED ON THE WEBSITE IS SUBJECT TO CHANGE WITHOUT NOTICE. URBANMETRY CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE WEBSITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. URBANMETRY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. URBANMETRY DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE WEBSITE AND/OR ANY OF OUR SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE WEBSITE AND ANY LINKED SITES. SHOULD YOU FEEL DISSATISFIED WITH ALL OR ANY PART OF THIS WEBSITE, YOU ONLY COURSE OF REMEDIAL ACTION IS TO STOP USING ALL OR PART OF THE WEBSITE, AS LIMITATION OF REMEDIES CONSTITUTES PART OF YOUR AGREEMENT WITH US WITH REGARD TO USAGE OF THIS WEBSITE.

9.2 The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.

9.3 UrbanMetry reserves the right to perform the following action at any time, without notice:

(1) to modify, suspend or terminate operation of or access to all or part of this website, for any reason;

(2) to modify or change all or part of this website as well as any applicable policies or terms; and

(3) to interrupt the operation of all or part of this website, for the purposes of perform routine or non-routine maintenance, error correction, or other changes.

10. Limitation of Liability

10.1 Except where prohibited by law, in no event will UrbanMetry be liable to you for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, even if UrbanMetry has been advised of the possibility of such damages.

10.2 If, notwithstanding the other provisions of these Terms of Use, UrbanMetry is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the website or any content, UrbanMetry’s liability shall in no event exceed the greater of (1) the total of any subscription or similar fees with respect to your use of the services or functions of this website, or (2) MYR80.00.

11. Indemnity

11.1 You hereby agree to fully indemnify, defend and hold harmless UrbanMetry, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims, or expenses (including legal fee on a solicitors-client basis), made against UrbanMetry by any third party due to or arising out of or in connection with your use of the website.

12. Breach of these Terms of Use

12.1 Without prejudice to our other rights under these Terms of Use, if you breach these Terms of Use in any way, or if we reasonably suspect that you have breached these Terms of Use, you agree that we may:

(a) temporarily suspend your access to our website;
(b) permanently prohibit you from accessing our website;
(c) block computers using your IP address from accessing our website;
(d) contact any or all of your internet service providers and request that they block your access to our website;
(e) commence legal action against you, whether for breach of contract or otherwise; and/or
(f) suspend or delete your account on our website.

12.2 Where we suspend or prohibit or block your access to our website or a part of our website, you must not take any action to circumvent such suspension or prohibition or blocking including without limitation creating and/or using a different account.

12.3 You agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to us, for which monetary damages would be inadequate, and you consent to us obtaining any injunctive or equitable relief that we deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies we may have at law or in equity.

12.4 You agree that we may, in its sole discretion and without prior notice, terminate your access to the website, for cause, which includes but is not limited to:

(1) in response to the requests by law enforcement or other government agencies,
(2) in response to your request,
(3) discontinuance or material modification of the website or any service offered on or through the website, or
(4) unexpected technical issues or problems.

12.5 If we take any legal action against you as a result of your violation of these Terms of Use, we will be entitled to recover from you, and you agree to pay, all reasonable legal fees and costs of such action, in addition to any other relief granted to us.

12.6 You agree that we will not be liable to you or to any third party for termination of your access to the website as a result of any violation of these Terms of Use.

13. Applicable Laws and Jurisdiction

13.1 You agree that all matters relating to your access to or use of the website, including all disputes, will be governed by the laws of Malaysia and to the exclusive jurisdiction of the courts of Malaysia.

13.2 Should any dispute arise between us and you arising out of or in connection with your use of this website, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If parties are unable to resolve any such dispute within a reasonable time, either party may submit such dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under the applicable laws.

13.3 We administer, operate and manages the website from Malaysia. Though the website can be assessed from anywhere in the world, the availability of the functions, products and services mentioned, supplied, and provided through or on the website may vary by country or region.

13.4 We reserve the right to limit, in our sole discretion, the provision and quantity of any function, feature, product or service to any person or geographic area. Any offer for any function feature, product or service made on the website is void where prohibited. If you choose to visit the website from countries or regions outside Malaysia, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

14. Miscellaneous

14.1 These Terms of Use constitute the entire agreement between you and UrbanMetry with regard to your use of the website and replace any and all other prior written or oral agreements between you and UrbanMetry with regard to your use of this website.

14.2 If any part of these Terms of Use is determined by a court or other tribunal of competent jurisdiction to be invalid or unenforceable, then the invalid and unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, without invalidating any other provisions of these Terms of Use.

14.3 If UrbanMetry fails to enforce strict performance these Terms of Use, this should not be deemed as a waiver on the part of UrbanMetry of any rights pertaining to the enforcement of these Terms of Use. These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties.

15. Information and Feedback

15.1 This website is owned and operated by UrbanMetry Sdn Bhd and our registered office is at Common Ground PJ, G. 016, Ground Floor & 1.013 First Floor, The Square, Jaya One, 72A, Jalan Prof DiRaja Ungku Aziz, Seksyen 13, 46200 Petaling Jaya, Selangor, Malaysia.

15.2 You can contact us by email, using support@urbanwave.ai .

15.3 Any feedback you provide on this website shall be deemed to be non-confidential. We reserve the right to freely use this information without limitation.