The Xcess Pte. Ltd. (“The Xcess,” “we,” “us”, or “our”) operates an online Platform (“Platform”) at https://thexcess.com/ (“Site”) the allows natural persons who have registered themselves on the Platform (“Users”) to list, manage and loan against certain consumer goods including watches (collectively, “items”). Furthermore, it gives registered users the possibility to trade with other users in the future.

These Terms and Conditions of Use, our Platform Help Centre https://thexcess.com/help (the “Help Centre”), and all other requirements posted on our websites (the “Sites”), all of which are incorporated into these Terms and Conditions of Use by reference and as amended from time to time (collectively, “Terms”) describe the terms and conditions on which we provide our websites, services, data, software, applications (including mobile applications) and tools (collectively, “Services”) to you, whether as a guest or a registered user.

In these Terms, “you” and “your” refer to (a) you, the individual accessing and (b) the business entity on whose behalf an individual is accessing the Platform and/or using the Services.

Your use of the Platform and Services will be subject to these Terms and by using them you agree to be bound by them. These Terms create a legal contract between you and us. Please read them carefully. We will collect and process personal data in accordance with our Privacy Policy https://thexcess.com/privacy.

By using our Sites and Services, or by clicking to accept these Terms, you accept and agree to be bound and abide by these Terms in full. If you do not agree to these Terms, do not use our Platform or any portion of the Services. For all purposes, the English version of the Terms shall be the original, binding instrument and understanding of the parties. In the event of any conflict between the English version of the Terms and any translation into any other language, the English version shall prevail and control.

1. Changes to Terms and Policies

The Xcess may in our discretion change these Terms (including the Help Centre or any policy) at any time, but if we do, we will place a notice on our Site. We may also send you an email and/or notify you by some other means. Changes take effect on the date set out in the Terms. You should view these Terms often to stay informed of any changes that may affect you.

YOUR CONTINUED USE OF THE SITES AND/OR SERVICES AFTER WE CHANGE THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO ANY OF THE CHANGES, YOU MUST CANCEL YOUR ACCOUNT AND NOT USE ANY PORTION OF THE SERVICES.

The version of these Terms posted on our Sites on each respective date you visit the Sites will be the Terms applicable to your access and use of the Services on that date. Our electronically or otherwise properly stored copies of these Terms and the Privacy Policy shall be deemed to be the true, complete, valid, and authentic copies of the version of the Terms and the Privacy Policy that were in force on each respective date you visited the Sites.

2. About The Xcess Platform

The Xcess allows users to list their items on the Platform for free. Users can browse their items in a manner of a visual portfolio. The Platform enables users to track items individually and manage each item with payable Services including, but not limited to repair and maintenance, vaulting and loans (collectively, “Purchases”) under the condition that the item's authenticity is approved by The Xcess. Users must create an account to access The Xcess Platform (see Registration and Security).

A further description of the Platform process and the rules applicable to users is available on our Help Centre page, as updated from time to time.

The Xcess Platform and Sites are used solely for information dissemination purposes only. You further understand and agree that you should not rely on or otherwise treat any information available on our Platform and Sites as investment advice. All item valuations displayed through the Services are estimates only unless otherwise provided.

Nothing in these Terms is intended to nor shall create any partnerships, joint ventures, agencies, consultancies or trusteeships between you and The Xcess.

3. Registration and Security

The use of the Platform is free of charge for Users and requires registration. To utilise certain services on the Platform, you must have a valid credit card or other approved payment method. You agree that we may charge your credit card or other payment method for amounts you owe as described in these terms, as well as any costs or losses arising from your violation of these Terms using third-party payment processors.

When you register an account with us, you agree to provide accurate information about yourself and must not register under a false name or identity. You are obliged to keep all your details of your user account up to date at all times and to notify The Xcess immediately of any changes to your data.

You agree to give us your consent to process your personal data for these purposes within the meaning of Section 14. The Xcess may upon registration and from time to time thereafter, carry out certain personal identity and residency checks for the purposes of anti-money laundering, countering the financing of terrorism, risk assessment and risk mitigation. You shall provide us with such documentation as we may require to satisfy these purposes. In providing this or any other information, you confirm this information to be accurate and correct and agree to keep us updated if any of the information you provide changes.

If you use the Platform, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your devices, and you agree to accept responsibility for all activities that occur under your account or password. You agree to notify The Xcess immediately upon learning of any unauthorised use of your account or password, or any other unauthorised access or breach of security. However, you may be held liable for losses incurred by The Xcess or any other person or entity due to another person using your account or password.

Users can delete or deactivate their account by following the options available on our Help Centre page, as updated from time to time.

4. Platform Usage and Restrictions

The Platform and Services are intended for use only by persons who are at least 18 years of age. By using the Platform and Services you confirm that you meet this requirement and that, if you are under the age of 18, you have received permission from your parent or guardian before using the Site and Services.

The prerequisite for use is that you use the Platform on your own account. You may not act on behalf of another person or entity. User accounts are not transferable.

You agree to use the Platform and/or Services for lawful purposes and you acknowledge that your failure to do so may subject to you civil or criminal liability as determined by applicable law. As conditions of using the Platform and/or the Services, you agree not to directly or indirectly engage in any harmful conduct or misuse our Platform or Services.

We reserve the right to terminate these Terms, or to refuse, restrict, or discontinue access to or use of the Services (or any portions, components, or features thereof) to you or any other person or entity, if you are in breach of the Terms or for any reason or for no reason whatsoever, at any time, without notice or liability. Any such blacklisted User must not attempt to use the Platform under any other names or through any other Users.

5. Vault Terms

The Xcess offers secured storage of physical items (“Stored Items”) for Users at The Xcess authorised facility (“Vault Services”). In order to use the Vault Services, you must transfer physical custody of the Stored Items to The Xcess. You also warrant that the Stored Items are in your absolute property and none are subject of any option, right to acquire, assignment, mortgage, charge, lien or hypothecation or any other encumbrance whatsoever or the subject of any factoring arrangement, hire–purchase, conditional sale or credit sale agreement, or subject to any other rights of third parties. Note (i) you undertake all risks, responsibilities and fees to ship/drop-off items and/or other items associated to the Item to The Xcess, and (ii) once verified authentic, a valuation for the Stored Item will be declared by The Xcess.

The following terms shall also apply to the Vault Services (the “Vault Terms”).

Ownership. Subject to your complete and ongoing compliance with these Vault Terms, you represent and warrant that you retain sole legal title, capacity and power to hold and sell all Stored Items in The Xcess authorised facility. Notwithstanding, if you sell a Stored Item via The Xcess Services, ownership of that Stored Item will transfer to the new buyer. You agree that you will not attempt to sell a Stored Item to a buyer other than via the The Xcess and its Platform. Alternatively, you may notify The Xcess and elect to have a Stored Item picked up or shipped to you (“Take Delivery”), thereby enabling you to sell the formerly Stored Item to a buyer other than via the The Xcess.

Storage. A Stored Item will continue to be stored in The Xcess authorised facility (“Vaulted”) until such time that you elect to Take Delivery of the Stored Item. So long as a Stored Item is Vaulted, The Xcess will store, insure and secure the Stored Item in such a manner as to protect it from damage, loss, or theft, using a commercially reasonable degree of care. Vault Services do not have an expiration date.

Fees. A one-time authentication fee is applicable to every Stored Item to be Vaulted. The Xcess charges a fee for the provision of the Vault Services is further explained on our Help Centre page, as updated from time to time.

Delivery. In the event you elect to Take Delivery the Stored Items, you will pay the withdrawal fees, shipping costs and associated sales tax if any, as set forth in these Vault Terms and as stated in the Help Center. You may elect to have Stored Items picked up or shipped to you at any time by submitting a request to us or via the Platform. Upon electing to Take Delivery of a Stored Item, you cease to make use of the Vault Services and you can only do so if Stored Items are unencumbered by any ongoing Purchases, Services or Lien Extension. Please note that The Xcess has no control over shipping and delivery times and we will not be liable to you for any delay in delivery.

Shipping Address. You must update and maintain on your account accurate shipping address details. The Xcess will not be responsible for any delay, failure or inability to transfer a Stored Item due to any reason out of The Xcess's control, including your failure to comply with these Vault Terms or the Terms and Conditions of Use.

Termination of Vault Services. The Xcess may choose to stop offering the Vault Services for any reason or no reason at any time upon thirty (30) days' notice to you, in which event The Xcess will deliver the Stored Items to you at the address listed on your account, or to a different address if provided by you in writing within ten (10) days of The Xcess's notice of termination of the Vault Services. In the event The Xcess terminates the Vault Services, The Xcess will not be liable to you. If The Xcess is unable to ship a Stored Item to you because your shipping details are incorrect or out of date, are uncontactable, or you refuse to accept delivery of a Stored Item, The Xcess will consider the Stored Item abandoned after thirty (30) days and may charge you The Xcess's reasonable expenses incurred due to such refusal to accept delivery.

Legal Advice. You confirm that where necessary, you have taken, and will take, independent advice (including legal advice) to ensure that you fully understand the provisions of these Terms and the legal and financial effects and risks of any transactions you propose to take with or through The Xcess.

DISCLAIMERS. THE PURPOSE OF VAULT SERVICES IS TO SECURE, TRACK THE OWNERSHIP AND TRANSACTIONS IN CONNECTION WITH THE STORED ITEMS. THE STORED ITEM IS SUBJECT TO THE XCESS'S OWN AUTHENTICATION PROCESS. STORED ITEMS ARE NOT AFFILIATED OR ASSOCIATED WITH, SPONSORED BY, OR OFFICIALLY CONNECTED TO ANY THIRD-PARTY BRAND OR ANY BRAND SUBSIDIARIES OR AFFILIATES. ANY THIRD-PARTY BRAND NAMES, USE AND TRADEMARKS USED IN A VAULT SERVICE ARE ALL THE PROPERTY OF THE APPLICABLE THIRD-PARTY BRAND OWNER AND ARE USED SOLELY TO REFER TO THE STORED ITEM TO WHICH THE VAULT SERVICES CORRESPONDS. FOR MORE INFORMATION ON OFFICIAL BRAND PRODUCTS, PLEASE VISIT THE APPLICABLE BRAND'S WEBSITE.

6. Loan Terms

Through the The Xcess Services, you may be permitted to use your Stored Items as collateral (“Collateralised Item”) to borrow cash for interest (“Loan Services”). To activate the loan function, you must conclude a separate agreement with Silver Bullion Pte. Ltd. (“Silver Bullion”) and accept the Silver Bullion Terms of Service https://www.silverbullion.com.sg/termsofservice and Privacy Policy https://www.silverbullion.com.sg/privacy (collectively, the “Silver Bullion Terms”). Note (i) you are required to create a linked user account for Silver Bullion (“Linked Account”) via The Xcess Platform, and (ii) upon taking up a loan, you automatically make use of our Vault Services.

7. User Obligations

By accepting an Estimate and/or by completing a Purchase, you are committing to a Purchase and are obligated to pay for it as then stated on the Platform and/or upon agreement by The Xcess. By making an Offer, you are legally and contractually bound to deliver that exact Item for the specified price when a buyer accepts your offer to purchase your Item through our Services. We allow users to offer Items (including Stored Items and Collateralised Items) for sale on a case-by-case basis at our full discretion, subject to fees as provided in our Help Centre.

Purchase and/or Offer (as applicable) are confirmed only upon issuance of a confirmation by The Xcess. It is possible that a Product could become unavailable, in which case the Purchase and/or Offer (as applicable) will no longer be available. The Xcess shall not be held liable in such cases; and you will be deemed to have understood and agreed to the specific restrictions and conditions applicable to each Product as indicated on the Platform.

In the event a Purchase and/or an Offer is rejected or cancelled by The Xcess (through no fault of yours as a User) and a payment has already been made by you, you may receive a full or partial refund of your payment where we determine appropriate to do so, including but not limited to us exercising our right to cancel any Purchase and Offer (or in exceptional cases to cancel confirmed Purchase and Offer) in accordance with our policy for cancellation and non-acceptance of Purchases and/or Offers. Third-party charges (where applicable) and additional fees may be imposed on the transaction, over which The Xcess has no control. Please contact the relevant service providers for details.

The Xcess reserves the right not to accept any Purchase and/or Offer (or in exceptional cases to cancel confirmed Purchase and Offer) at its discretion without the need to provide justifications for such refusal and/or cancellation.

Grounds to reject a Purchase and/or an Offer (and cancel confirmed Purchase and Offer) include, but are not limited to breach of these Terms by User(s), Force Majeure Events, legal restrictions, suspicions or actual case of fraud or theft, suspicious transactions, misleading and/or inaccurate information provided in respect of the item, credit card problems, inappropriate behaviour, refusal to supply information, practical obstacles and communication problems, the item may not be authentic (is a counterfeit or fake) or otherwise not of acceptable quality and condition suitable for Purchase and/or Offer.

The Xcess also has the right to cancel or reject a Purchase and/or an Offer or make adjustments due to “obvious errors”, independent of the origin of such errors. For clarity, an obvious error is a mistake on the Platform which a reasonable person would not consider to be normal. The Purchase and/or the Offer will be adjusted, or, where relevant, the amount charged will be reimbursed to the relevant User without charge in such cases. Whether to cancel or reject a Purchase and/or an Offer for such reason is in our sole discretion.

In the case of market distortion, volatile markets, systems (including third-party systems upon which The Xcess is reliant on) being compromised, and market disruption, we reserve the right to adjust a Purchase and/or Offer if the prices and currency quotes received from The Xcess's data source, when the order was placed, is found to be incorrect. We will notify you if a Purchase and/or Offer needs to be adjusted due to incorrect market data, and we may (in our sole discretion) offer you the option to cancel the confirmed Purchase and/or Offer if you do not want to transact on the corrected market rate.

8. Valuation

The prices and value of items are volatile and subjective. The Xcess does not, and cannot, guarantee that any item will retain their original value or have any particular value at any particular time. You agree to assume all risk associated with the use and value of the item. You acknowledge and agree that the valuation for any item shall be determined by The Xcess based upon its reasonable estimation of the market value of the item. If you sell an item via The Xcess Services, you hereby authorise The Xcess to sell the item at any price determined by The Xcess at its sole discretion. You hereby acknowledge and accept the risk that the market value at the time of sale may be higher or lower than any previous estimates of the market value provided by The Xcess.

9. Payment and Non-Payment

You acknowledge that any full or partial payment for Purchases and/or Offers will be taken from your chosen payment method. You accept and agree that payments, including but not limited to deposit payments made by you relating to completing a Purchase and/or making an Offer cannot be refunded to you upon acceptance by The Xcess unless otherwise agreed by us in our sole and absolute discretion.

In the event The Xcess is unable to charge your payment method (by no fault of ours), we will notify you to provide us with an alternative payment method. If full payment is not made within thirty (30) days from the date of notification, you automatically grant The Xcess the right to exercise the enforcement of lien on the corresponding Items (including Stored Items and Collateralised Items) for the settlement of payment owed to The Xcess and/or other third-parties involved under these Terms (including Vault Terms and Loan Terms). A 15% charge will be imposed on the proceeds from the sale of lien Items, as a service fee, in addition to fees, surcharges, interests, shipping, taxes and other costs incurred in relation to the sale of lien Items. Once we and/or other third-parties involved are made whole, balance of the proceeds from the sale of lien Items, if any, may be refunded to you or as required pursuant to these Terms.

10. Fees, Promotions, Discounts and Taxes

Fees for Services, including but are not limited to applicable shipping fees, are described in our Help Centre, as updated from time to time. The Xcess may sometimes offer promotions or discounts for the use of Services on our sites. These promotions or discounts may be sent via email to our registered users, presented on our Sites or circulated at events and through other means and, are subject to applicable promotional or discount terms. Promotions and discounts are NOT applicable to any transaction that is ongoing or has already been placed.

As a User, you agree to pay any and all local, state, federal, or international taxes (including sales taxes) that may be due by you with respect to your use of our Services. You agree that The Xcess is not responsible for reporting, collection or payment of any taxes on your behalf except for jurisdictions where The Xcess is required as a marketplace facilitator. In accordance with the Privacy Policy and only to the extent necessary to complete a transaction, you agree to provide The Xcess with all relevant tax information which The Xcess may provide to any tax authority in connection with payments you receive from us and where applicable further authorise The Xcess to release that information to such tax authority or other competent governmental body. Your account may be suspended for failure to provide The Xcess with all relevant tax information to support filings to the appropriate tax authority.

11. Authentication; Shipping and Handling

As part of the use of certain Services on the Platform, including but not limited to Vault Services and Loans Services, users must ship/drop-off the Item and/or other goods associated to the Item (collectively, “Article”) to The Xcess. The Xcess will visually inspect the article and use commercially reasonable efforts to confirm it is authentic and meets our condition standards. Once we receive the article from the User, it generally takes 1-2 business days for us to authenticate the article.

If The Xcess determines the item is authentic and meets our condition standards, The Xcess will then proceed to complete any Purchase and/or Offer associated with the item. If The Xcess cannot reasonably confirm the authenticity of the item or determines it is not authentic or does not meet our condition standards, then we will notify the User that the item has not passed and will return the Articles to the user as is. All costs and expenses incurred for the Return shall be borne by the User. The Xcess has the right, in our sole and absolute discretion to charge authentication fees for returned Articles. If a user refuses to collect or accept delivery of a package sent to his/her address on file, or remain uncontactable, The Xcess will consider the property abandoned after thirty (30) days and may charge the user The Xcess's reasonable expenses incurred due to such refusal to accept delivery.

Additionally, The Xcess has the right to reject any item for any reason, including but not limited to, authenticity, failure to meet our condition standards, or damage of the article.

12. Counterfiets, Fraud and Market Manipulation

The Xcess takes counterfeiting, fraud and market manipulation very seriously. If a User provides a counterfeit item or attempts to defraud any person, agency or The Xcess, The Xcess reserves the right to do any or all of the following, in its sole discretion: (i) remove any or all of user's listings from the Services; (ii) cancel any or all of user's orders pending through the Services; (iii) withhold any payments due to user; (iv) place limits on user's account; (v) charge user for costs, expenses and fees incurred by The Xcess as a result of user's action or inaction, including charging user for the cost of replacement item, the value of promotion and discounts attributed by the item, reprinting fees incurred by The Xcess, rerouting charges imposed by carriers, and refunds to our partners; (vi) ship the item back to the user at the user's cost (including any customs and duties amounts incurred by The Xcess); (vii) provide the counterfeit items to law enforcement or destroy the counterfeit items, (viii) temporarily or permanently suspend user's account, and (ix) charge user a minimum of $120.00 SGD or an amount up to 25% of the transaction amount, in The Xcess's sole discretion, as a service fee. User hereby agrees that each of the foregoing remedies are reasonable and justified upon The Xcess's discovery of counterfeit items or fraudulent actions, even if those items or actions were not known by the User at the time to be counterfeit or fraudulent (e.g., negligent fraud). User understands and agrees that if we provide the counterfeit item to law enforcement, user's communications and any property claim with respect to that item must be solely with that law enforcement agency and not with us. We may also use fraud protection measures, including algorithms and automated systems to monitor for fraud, which might result in cancellation of listings or sales or account suspension. If this occurs in error please contact us at https://thexcess.com/contact. We may also require additional identification information from you if you engage in certain high-value transactions or high overall payment volumes through The Xcess.

The Xcess will monitor the integrity of the The Xcess Platform and will take steps to protect the Platform as determined by The Xcess in its sole discretion (e.g., if The Xcess believes a user is engaging in market manipulation or fraud, including creating false or “dummy” accounts). If The Xcess believes that a user attempts to interfere with the free and fair operation of the The Xcess Platform, or creates artificial, false or misleading information, or information appearing to mislead with respect to pricing or demand for a item on the The Xcess Platform (all of the foregoing in The Xcess's sole discretion), then, without limiting any other rights of The Xcess, The Xcess reserves the right to do any or all of the following, in its sole discretion: (i) remove any or all of the user's listings from the Services; (ii) cancel any or all of the user's orders pending through the Services; (iii) withhold any payments due to the user; (iv) place limits on a user's access privileges; (v) charge user's credit card for costs, expenses and fees incurred by The Xcess as a result of the user's actions; (vi) notify law enforcement of the fraudulent activity; (vii) temporarily or permanently suspend the user's account, and (viii) charge the user's credit card an additional service fee of up to $2,500 SGD to cover The Xcess's investigation fees and other related costs and expenses.

13. Access to Data

The Xcess will have access to users' personal data which it shall use in accordance with The Xcess's Privacy Policy, as updated from time to time.

The Xcess will also have access to non-personal data provided by users for the use of the Services or which is generated through the provision of those Services. This includes, for example, information on users' products to be displayed for purchase on the Sites, information provided by users when creating an account and information on all items and/or Purchases on the Sites. The Xcess shares information it has access to with third-party service providers in order to provide the Services and improve customer experience. The Xcess will also retain such information after a user deactivates or terminates their account, in accordance with applicable law.

Users will have access to certain data through their online profile. This includes, for example, detail on their own sales history, including previous asks and bids. Users can request access to data about them after deactivating or terminating their account which The Xcess may be able to provide, provided that the data is still available, and it is permitted to do so under applicable law. Users will not have access to any personal data provided by other users. Users will also have access to certain data that is publicly made available on the Sites. This includes, for example, valuations, interest rates, prices, item descriptions and the relative popularity of items and purchases on the Sites.

14. Intellectual Property

You acknowledge and agree that (i) our patents, copyrights, trademarks, service marks, trade secrets and other intellectual property (collectively, “Intellectual Property”) are our sole property, and (ii) nothing in these Terms shall confer in you any right of ownership or license rights in our Intellectual Property. In addition, you shall not now or in the future contest the validity of our Intellectual Property. Without limiting the previous sentence, the Services, including without limitation all text, graphics, logos, buttons, icons, images, audio clips, and computer programs, are the property of The Xcess or its licensors or suppliers, and are protected by Singapore and international intellectual property laws (including copyright and trademark laws). The compilation (meaning the collection, arrangement, and assembly) of all content associated with the Services is the exclusive property of The Xcess and protected by Singapore and international intellectual property (including copyright) law. Any unauthorised reproduction, modification, distribution, transmission, republication, display, or performance of the software or the content through our Services is strictly prohibited.

The Xcess grants you a personal, non-exclusive, non-transferable, revocable, limited license to use the Sites and the Services solely for your personal or internal use and subject to the condition that you do not (and do not allow any third-party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in or access to the Sites, the Services, or any other content available via the Sites or the Services. All rights not expressly granted to you in these Terms are reserved and retained by The Xcess.

15. User Content

If you provide us with any text, graphics, photos or other materials or content (“User Content”), you grant us a non-exclusive, perpetual, transferable, irrevocable, assignable, royalty-free, fully paid up, sub-licensable (through multiple tiers) right and license to use, reproduce, distribute (through multiple tiers), create derivative works from, publicly perform, display, store, digitally perform, make or deliver digital audio transmissions, encode, transcode, publish (online, through the Services, on any other website(s), as well as through mobile channels, and offline, in print, radio, television or elsewhere), make, have made, sell, offer for sale, import and commercialise User Content, or any portion thereof, in any manner and context, in any way, in any and all media now known or hereinafter developed and on any device(s), whether or not portable, wired, or wireless, without limitation, throughout the universe. You further agree to waive your right to be identified as the author of User Content and your right to object to derogatory use or treatment of such User Content. If The Xcess does decide, in its sole discretion, to attribute User Content to you, you hereby grant The Xcess the right to use your name (and/or any user name), image, likeness, and/or photo with respect to such attribution, and you waive any claims (including, without limitation, any privacy or publicity rights claims) with respect to such use of your name, image, likeness and/or photos. You hereby agree to waive all claims of moral rights associated with being the author of User Content, and to consent to The Xcess doing all acts that would otherwise constitute an infringement of your moral rights, as well as waive the right to inspect or approve the finished video, photograph, sound track, web site, advertising copy or printed matter that may be used in conjunction therewith or to the eventual use in any media that it might be applied. The rights you grant above are irrevocable during the entire period of the protection of your intellectual property rights associated with such User Content.

You agree that The Xcess (i) is not under any obligation, whether of confidentiality, attribution or otherwise, and will not be liable for any use or disclosure of any User Content; (ii) is under no obligation to post, display or otherwise use any User Content; (iii) has no obligation whatsoever to provide you any compensation for the use or display of your User Content or otherwise from the exercise of the rights granted under this Section, even if The Xcess receives compensation therefrom; (iv) has the right (but not the obligation) to monitor the User Content that you or third parties post, and to alter or remove any such User Content; and (v) has the right to disclose User Content and the circumstances surrounding its transmission to any third-party in order to operate the Services, to protect ourselves and third parties, and to comply with legal obligations or governmental requests.

You are prohibited from posting any libellous, obscene, defamatory, pornographic, or other materials that would violate any laws. You shall be solely responsible for your own User Content and the consequences of posting or publishing it.

You represent and warrant that any information you provide to us, to other users, or to visitors, including but not limited to User Content, (a) is not false, inaccurate, misleading, obscene or defamatory; (b) is not fraudulent; (c) doesn't involve the sale of counterfeit or stolen items; (d) doesn't infringe any third-party's copyright, patent, trademark, trade secret, rights of publicity or privacy, or other right; (e) is yours or you have the necessary licenses, rights, consents, and permissions to such information and to grant the rights and licenses to The Xcess under all patent, trademark, trade secret, copyright or other proprietary or intellectual property rights in and to any and all such information in the manner contemplated in these Terms; (f) doesn't violate any law, statute, ordinance or regulation, including without limitation those governing consumer protection, unfair competition, anti-discrimination or false advertising; and, (g) doesn't contain any viruses or any programming that is intended to damage, interfere with, intercept or expropriate any system, data or personal information; and (h) is not intended to circumvent or violate the letter and spirit of these Terms and the lawful functioning of The Xcess's platform.

You further represent and warrant that you have the written consent, release, and/or permission of each and every person identified in any information you provide, including but not limited to User Content, to use the name or likeness of such person or, if such persons are minors, the written consent, release, and/or permission of such minor's parent or legal guardian.

By submitting ideas, suggestions, documents, and/or proposals (“Contributions”) to The Xcess, you acknowledge and agree that: (a) your Contributions don't contain confidential or proprietary information; (b) The Xcess isn't under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) The Xcess shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media now known or later developed and throughout the universe; (d) The Xcess may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of The Xcess without any obligation of The Xcess to you; and (f) The Xcess is free to use any ideas, concepts, or techniques that you send The Xcess for any purpose, including but not limited to, developing and marketing items that incorporate such ideas, concepts or techniques; and (g) you are not entitled to any compensation or reimbursement of any kind from The Xcess under any circumstances.

The Xcess grants you a personal, non-exclusive, non-transferable, revocable, limited license to use the Sites and the Services solely for your personal or internal use and subject to the condition that you do not (and do not allow any third-party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in or access to the Sites, the Services, or any other content available via the Sites or the Services. All rights not expressly granted to you in these Terms are reserved and retained by The Xcess.

16. Anti-Money Laundering and Counter-Terrorist Financing

The Xcess is committed to full compliance with all applicable laws and regulations regarding Anti-Money Laundering ("AML"), including the Corruption, Drug Trafficking And Other Serious Crimes (Confiscation Of Benefits) Act 1992 of Singapore, the Terrorism (Suppression Of Financing) Act 2002 of Singapore, and the United Nations Act 2001 of Singapore (together, the "Money Laundering Regulations"). Our policy is to prevent people engaged in money laundering, fraud, and other financial crimes, including terrorist financing, from using our Services.

The Xcess has robust policies and procedures to detect, prevent and report suspicious activity. To comply with the Money Laundering Regulations, and global sanctions, we will from time to time screen our customer accounts. In addition, we may request that you provide us with documentation to help prove your identity or for business verification purposes. We report suspicious transactions to the relevant authorities in Singapore.

You agree to provide us with information to verify your and/or your business' identity as a condition of providing our Services to you or before we permit you to receive or transfer funds from your account, and you shall provide us with such documentation to satisfy these purposes upon registration and from time to time thereafter. We may make, directly or through any third-party, any inquiries we consider necessary to validate information that you provide to us, including without limitation checking commercial databases or credit reports.

You confirm that any information you provide us to be accurate and correct, and you agree to keep us updated if any of the information you provide changes. You will also not knowingly take any action to cause The Xcess to be in violation of any AML laws or regulations.

17. Indemnity

You shall indemnify, defend and hold The Xcess and our affiliates and their respective officers, directors, agents and employees harmless from and against all claims, demands, suits or other proceedings, and resulting loss, damage, liability, costs, interest and expenses (including reasonable attorneys' fees) brought by any third-party or governmental claim or demand that involves, relates to or concerns (a) your listing of any counterfeit, stolen, or illegal merchandise or goods, (b) your breach of any provision of these Terms (including Vault Terms and Loan Terms), (c) your improper use of the Services, including any improper use of the Services related to Borrowing, Storage, or Stored items, (d) your violation of any law or the rights of a third-party, or (e) federal, state, county, city, or other tax obligation or amounts due or owing under any tax regulation, law, order or decree. We reserve, and you grant to us, the right to assume exclusive defence and control of any matter subject to indemnification by you hereunder. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms.

18. Electronic Communications

When you use the Sites and Services, or send e-mails, text messages, and other communications from your computer or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, mobile push notices, or notices and messages on this site, and you can retain copies of these communications for your records. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication. When signing up for the Services, you will receive a welcome message and instructions on how to stop receiving messages. By signing up for the Services and providing us with your wireless number, you confirm that you want The Xcess to send you information that we think may be of interest to you, which may include The Xcess using automated dialing technology to text you at the wireless number you provided, and you agree to receive communications from The Xcess, and you represent and warrant that each person you register for the Services or for whom you provide a wireless phone number has consented to receive communications from The Xcess. You agree to indemnify and hold The Xcess harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys' fees) arising from or in any way related to your breach of the foregoing.

19. Typographical Errors

The Sites and the Services could include technical inaccuracies or typographical errors. The Xcess shall have no liability in connection with any such inaccuracies or errors, nor shall The Xcess have any obligation to identify and/or correct any such inaccuracies or errors.

20. Disclaimer of Third-party Provisions

To the extent that any information, material, or functionality on the Services is provided by third-party content providers (“Third-Party Materials”), The Xcess has no editorial control or responsibility over such third-party Materials. Therefore, any opinions, statements, items, services or other third-party Materials are those of the applicable third-party. The Xcess does not represent or endorse the accuracy or reliability of any opinion, statement or other information provided by any third-party, or represent or warrant that your use of any third-party Materials will not infringe rights of third parties not owned by or affiliated with Company.

For your convenience, certain hyperlinks may be provided on the Sites and Services that link to other websites or social media platforms which are not under the control of The Xcess (the “Linked Websites”). The Xcess does not endorse or sponsor any Linked Websites and is not responsible for the availability, accuracy, content, or any other aspect of the Linked Websites. The Xcess disclaims all liability for such Linked Websites, for all access to and use thereof, and for use of the links to such Linked Websites. We also disclaim all liability, and make no representations or warranties, with respect to any items or services made available, sold, or provided to you by any third-party. Your use of Linked Websites and any purchases of items or services from such Linked Websites are subject to the terms and conditions of such other websites. You agree that you will bring no suit or claim against The Xcess arising from or based upon any such use of any Linked Websites. Hyperlinks to such Linked Websites on the Sites and Services do not imply that: (a) The Xcess is affiliated or associated with any Linked Website; (b) The Xcess is legally authorised to use any trademark, trade name, logo, or copyright symbol displayed in connection with or accessible through such links; or (c) any Linked Site is authorised to use any trademark, trade name, logo, or copyright symbol of The Xcess.

In addition to the Services, the Platform and Sites may contain links for Services (including payment gateway services regarding fees payable by Users) to be provided by third parties, including but not limited to third-party service provider relating to the acceptance of payments by usage of cryptocurrencies (“Platform Third-Party Service Providers”). If you decide to engage any Platform third-party Service Providers, you do so entirely at your own risk and subject to the terms and conditions of use for such Platform Third-Party Service Providers. The Xcess is not responsible for and has no absolute control over any Platform Third-Party Service Providers and accepts no responsibility for any loss or damage that may arise from any User's use of the Platform Third-Party Service Providers. You further acknowledge and understand that digital virtual wallet and cryptography are progressing fields. Advances in code cracking or technical advances may present risks to the Platform and the Services which could result in the theft or loss of your property. By using the Platform and/or the Services, you acknowledge and accept such inherent risks. Any and all communications, transaction payments and engagements with the Platform Third-Party Service Providers are exclusively between the relevant Users and the relevant third-party Service Providers, not The Xcess.

21. Your Personal Information

Use of your personal information submitted to or via the Site is governed by our Privacy Policy. We will only use your personal information in accordance with our Privacy Policy. Please take the time to read this carefully, as it indicates important information about how we collect and use personal information.

22. Discontinuation, Suspension and Termination

The Xcess reserves the right, in our sole discretion and without notice, to the extent legally permissible to temporarily or permanently modify, suspend, or terminate the Platform and/or the Services (or any part thereof). We shall not be liable to you or any third-party for any such temporary or permanent modification, suspension or termination. For the avoidance of doubt, you will still be bound by your obligations under these Terms, including the warranties made by you, and by the disclaimers and limitations of liability during any such discontinuation, suspension or termination of the Platform and/or the Services.

23. Force Majeure

No failure or omission by The Xcess to carry out its obligations under these Terms shall be deemed a breach of such terms if such failure or omission arises out of any event that is beyond its control, including, but not limited to, Acts of God, war or warlike hostilities, or for any reason whatsoever or such other circumstances that may cause a delay or failure to perform such obligation through no fault of The Xcess.

In case of a Force Majeure event, we will use our reasonable endeavours to mitigate the effect of the Force Majeure and to carry out our obligations under these Terms in any other way that is reasonably practicable. We will, as soon as reasonably practicable, notify you of the nature and extent of the circumstances giving rise to Force Majeure. If the Force Majeure in question prevails for a continuous period in excess of six (6) months after the date on which the Force Majeure begins, you shall be entitled to give notice to us to terminate these Terms and Conditions of Use.

In the case of market distortion, volatile markets, systems (including third-party systems upon which The Xcess is reliant on) being compromised, and market disruption, we reserve the right to adjust a Purchase and/or Offer if the prices and currency quotes received from The Xcess's data source, when the order was placed, is found to be incorrect. We will notify you if a Purchase and/or Offer needs to be adjusted due to incorrect market data, and we may (in our sole discretion) offer you the option to cancel the confirmed Purchase and/or Offer if you do not want to transact on the corrected market rate.

24. Limitation of Liability

The Xcess and/or our third-party suppliers or licensors do not represent, warrant or covenant that the system and the services, including the Vault Services and Loan Services, are or will be accurate, current, complete, free of technical and typographical errors, secure, reliable, or appropriate for any particular use to which you or any third party may choose to put them, that they are or will be available on an uninterrupted and error-free basis, that defects will be corrected, or that the system and services, including the Vault services and Loan Services, are free of viruses or other disabling devices or harmful components. The Xcess periodically amends, changes, adds, deletes, updates, or alters the system and the services without notice. Further, The Xcess assumes no liability or responsibility for any errors or omissions in the content of the system or the services, including the vault services and loan services. The Xcess specifically disclaims any duty to update the content, or any other information on the system or the services, including the vault services and loan services.

You agree that you are making use of our services, including the vault services and loan services, at your own risk, and that the services are being provided on an “as is” and “as available” basis. The Xcess (inclusive of any of its service providers and licensors) makes no warranty or guaranties of any kind with respect to our Services, any items (including stored items), any user will perform as promised (including any liability in tort). Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, non-infringement of third party rights, and any warranties implied by a course of performance, course of dealing, or usage of trade.

In addition, to the extent permitted by applicable law, The Xcess, including our affiliated companies, and our and their respective officers, directors, agents, joint venturers, employees, legal representatives, subsidiaries, distributors, suppliers, licensors or others involved in creating, sponsoring, promoting, or otherwise making available the Platform and its contents (collectively, the “Covered Parties”) are not liable, and you agree not to hold The Xcess responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from (a) the user content you provide using the services, or content of third parties (b) your access to, use of, inability to access or use the services, or reliance on the services (including the Vault Services and Loan Services); (c) pricing, shipping, format, or other guidance provided by The Xcess, (d) delays or disruptions in our Services, (e) viruses or other malicious software obtained by accessing our Services or those of any site, services, or tools linked to our Services; (f) glitches, bugs, errors, or inaccuracies of any kind in our services, (g) damage to your hardware device from the use of any service, (h) the content, actions, or inactions of third parties, including Items listed using our Services or the destruction of allegedly fake Items, (i) a suspension or other action taken with respect to your account, (j) the duration or manner in which Items you list appear on the Services, (k) your need to modify practices, content or behaviour, or your loss of ability to do business, as a result of changes to these terms or our policies, (l) any (personal) injury, death, property damage, or other damages attributable to the Products, or (m) any damages caused by a Force Majeure Event. Under no circumstances shall The Xcess, or its affiliated companies, and our and their respective officers, directors, agents, joint venturers, employees, legal representatives, and suppliers, be liable to you or any other third party for any indirect, consequential, incidental, punitive, special, or similar damages or costs (including, but not limited to, lost profits or data, loss of goodwill, loss of or damage to property, loss of use, business interruption, and claims of third parties) arising out of or in connection with these Terms, the Services, Vault Services, Loan Services, or anything described in the foregoing clauses (a) through (m) of this paragraph, or any other cause beyond the control The Xcess, even if The Xcess was advised, knew, or should have known of the possibility of such damages or costs.

The limitations of liability shall apply regardless of the form of action, whether based on contract, tort, negligence, strict liability or otherwise, even if a Covered Party has been advised of the possibility of damages.

Claims submitted with undue delay may be considered void pursuant to applicable statute of limitations. Only bona fide claims will be considered. Notwithstanding the above, any cause of action or claim you may have arising out of or relating to these Terms (including Vault Terms and Loan Terms), the Platform and/or the Services must be commenced within one (1) month after completion of the relevant transaction or from the date the event should have been reasonably known by you (whichever is earlier).

Without limiting any of the foregoing, if The Xcess, its contractors, suppliers, content providers, or any of the officers, directors, employees, representatives, or agents of any of the foregoing, is found liable to you or to any third party as a result of intentional or wilful misconduct or it is grossly negligent arising under or in connection with these Terms or the Services (including in connection with Vault Services or Loan services), The Xcess and such parties' cumulative, aggregate, and maximum liability for all such claims and other matters in any calendar year shall not exceed (a) the amount of fees in dispute not to exceed the total fees which you paid to us in the twelve (12) months prior to the action giving rise to the liability, or (b) SGD $200 (or its equivalent in local currency).

25. Disputes with The Xcess

You and The Xcess agree that any claim or dispute at law or equity that has arisen or may arise between us relating in any way to or arising out of the Terms or your use of, or access to, the Services, will be resolved in accordance with the provisions set forth in this Section. PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND THE XCESS HAVE AGAINST EACH OTHER ARE RESOLVED.

You agree that, except to the extent inconsistent with the Singapore Arbitration Act (“SAA“) or preempted by the laws of the Republic of Singapore, without regard to principles of conflict of laws, will govern these Terms and any claim or dispute that has arisen or may arise between you and The Xcess. Legal notices shall be served on The Xcess's national registered agent (in the case of The Xcess) or your email address on file with us (in your case). Notice by us to you shall be deemed given twenty-four (24) hours after the email is sent. Alternatively, we may give you legal notice by mail to any physical address you have on file with us. In such case, notice shall be deemed given three (3) days after the date of mailing, regardless of whether any such notice is returned to us. It is your responsibility to keep your contact information updated.

You and The Xcess each agree that any and all disputes or claims that have arisen or may arise between you and The Xcess relating in any way to or arising out of the Terms or your use of or access to the Services, shall be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court, if your claims qualify and so long as the matters remains in such court and advances only on an individual (non-class, non-representative) basis. The SAA governs the interpretation and enforcement of this Agreement to Arbitrate.

IN ALL EVENTS, YOU HEREBY KNOWINGLY, VOLUNTARY AND INTENTIONALLY, WAIVE (TO THE EXTENT PERMITTED BY APPLICABLE LAW) ANY RIGHT IT MAY HAVE TO A TRIAL IN COURT OF ANY DISPUTE ARISING UNDER OR RELATING TO THESE TERMS OR YOUR USE OF OR ACCESS TO THE SERVICES.

Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator should also apply the Terms as a court would. All issues are for the arbitrator to decide to the extent permissible by the laws of Singapore. In addition, to the extent permitted by such laws, the arbitrator, and not a court, shall have exclusive authority to resolve any dispute arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement to Arbitrate, any part of it, or of the Terms including, but not limited to, any claim that all or any part of this Agreement to Arbitrate or the Terms is void or voidable.

26. Miscellaneous

These Terms and all terms and policies posted through our Services (as each may be revised and amended from time to time according to their respective terms) constitute the entire agreement between you and The Xcess relating to your use of our Services, and supersede all prior understandings and agreements parties. You consent to receive notice by email to the address provided at registration. If any provision of the Terms is held to be invalid, void, or unenforceable under any circumstances, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions of the Terms. Any waiver of any provisions contained in these Terms by The Xcess shall not be deemed to be a waiver of any other right, term, or provision of these Terms. Any rights not expressly granted herein are reserved.

The Xcess may assign or transfer our rights and obligations under these Terms at any time. You may not assign or transfer your rights or obligations under these Terms, or any of your rights or obligations, without the prior written consent of The Xcess, which we can refuse in our sole discretion. No agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship is intended or created by these Terms, your use of the Services, or the provision of our Services. You may not enter into any contract on our behalf or bind us in any way. These Terms are for your benefit only, not for the benefit of any third-party except for The Xcess's permitted successors and assigns.