"Administrator" refers to an entity appointed by RealVantage to facilitate the administration and management of the properties owned by the SPV's. The Administrator may be an affiliate of RV;
"Availability Period" means the pre-determined period of time, as specified in the Fact Sheet, during which Members may participate in a Purchase Opportunity;
"Authority" includes any governmental department, ministry, statutory board or other entity having regulatory or licensing authority over a Member;
"Confidential Information" shall have the meaning ascribed to it in Clause 22.1;
"Designated Account" means the Member's designated bank account from which the Member's funds are remitted to the Escrow Account, and all payments due to the Member pursuant to the Platform Terms shall be deposited;
"Escrow Account" means the escrow bank account opened, operated and managed by the Escrow Agent;
"Escrow Agent" means LegalWorks Law Corporation located at 10 Anson Road, #19-04 International Plaza, Singapore, independent fund custodian appointed by RV to operate and manage the Escrow Account;
"Fact Sheet" means the information relating to a Purchase Opportunity, including its purchase price, the Target Amount, the Investment Period, and the deadline by which the Target Amount must be reached;
"Intellectual Property Rights" includes service marks, trade marks, copyrights, trade and business names, rights in the nature of unfair competition rights and rights to sue for passing off, trade secrets, confidentiality, know-how and information used in or relating to the Services, the benefit of all licences, permissions and rights given or granted to RV by third parties;
"Investment Participation Agreement" means the agreement entered into between the Matched Members governing their relationship with one another, the SPV and the property acquired by the SPV;
"Investment Period" means the minimum period of time, specified in the Fact Sheet, that a property will be owned by the SPV after its purchase, subject to any variation pursuant to the terms of the Investment Participation Agreement governing that SPV;
"Match", "Matched" or "Matching" refers to the process of bringing together Members who have submitted Purchase Commitments in relation to a specific property, and ensuring that their aggregate Principal Sum is equal to the Target Amount within the Availability Period;
"Matched Members" refers to all Members who have collectively made Purchase Commitments to a specific property, and whose aggregate Principal Sum has met the Target Amount.
"Purchase Commitment" refers to the Member submitting a request, via the Platform, to reserve an amount equivalent to the Principal Sum for the purposes of participating in a Purchase Opportunity;
"Purchase Opportunity" refers to a property posted on the Platform which Member may choose to invest in by making a Purchase Commitment;
"Principal Sum" means the amount that a Member wishes to invest in a particular property;
"SPV" shall have the meaning ascribed to it in Clause 8.6.1
"Target Amount" means the purchase price of a property, all related costs (including legal costs), expense and disbursements incurred in its acquisition and incorporation of the SPV;
"Trade Secrets" include ideas, know how, show how, methods, techniques or processes that derives independent economic value from not being generally known to, and not being readily accessible persons who can obtain economic value from its disclosure or use.
Nothing contained on the Platform shall be understood as an offer or advertisement of any products or services that may be described therein. The contents and materials on this Platform shall not constitute an offer to sell or a solicitation to buy or participate in any "security" under or as defined in the Securities and Futures Act (Cap. 289) nor shall such contents or material constitute a "prospectus" under or as defined in the SFA.
The Platform may contain links to other Platforms ("Linked Sites"). The Linked Sites are provided for your convenience and information only and, as such, you access them at your own risk. The Content of any Linked Sites is not under our control. we are not responsible for, and do not endorse, such Content, whether or not we are affiliated with the owners of such Linked Sites.
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Nothing in the Platform Terms shall be construed as to create any fiduciary relationship between you and RV, or any partnership or joint venture between you and RV. In no event shall either Party be considered an agent or employee of the other Party.
The remedies conferred by the Platform Terms shall be in addition to any other remedy that is available to us at law or in equity. The election of any one or more of such remedies on our part shall not constitute a waiver by us of the right to pursue any other available remedy.
If any Clause or part of a Clause of the Platform Terms shall be, or be found by any authority or Court of competent jurisdiction to be, invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions or parts of such provisions of the Platform Terms, all of which shall remain in full force and effect.
No failure or delay on our part to exercise any right, power or remedy under the Platform Terms shall operate as a waiver thereof, nor shall any single or partial exercise of the same preclude any further exercise thereof or the exercise of any other right, power or remedy. Without limiting the foregoing, no waiver on our part of any breach by you of any provision hereof shall be deemed to be a waiver of any subsequent breach of that or any other provision hereof.
The validity, construction and performance of the Platform Terms shall be governed by and interpreted in accordance with the laws of Singapore, and you hereby irrevocably submit to the non-exclusive jurisdiction of the Courts of Singapore.