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Date: 14 June 2016

PRIVATE & CONFIDENTIAL

Attention: Amanda Ong


TC Boomtown Company Pte Ltd
28 Lorong Ampas

Singapore 328781

RE: Agreement Covering The Citibank Gourmet Pleasures Promotion

Dear Amanda Ong,

This is to formalize the agreement between Citibank Singapore Limited (“Citibank”) and TC Boomtown
Company Pte Ltd (“Partner”) as a Partner in the Citibank Gourmet Pleasures Promotion

1. CITIBANK PRIVILEGES MECHANICS

1.1. Citibank Gourmet Pleasures Promotion (hereinafter referred to as the “Program”) is a program that entitles
Citibank Cardholders (hereinafter referred to as “Customers”) to
special discounts, priority access and privileges at selected premier establishments.

1.2. The Partner agrees to grant Customers special discounts and privileges (the “Privileges”) as set out in
Annex A, which are offered to Customers when transactions are settled using a Citibank Card from 20 June
2016 to 31 May 2017 (hereinafter referred to as “Program Period”).

2. OBLIGATIONS OF PARTICIPATING PARTNER

2.1. The Partner agrees to automatically extend Privileges to Customers upon presentation of Citibank Card
such that Customers will not have to ask for the Privileges to which they are entitled.

2.2. If the Customer transacts otherwise than with his Citibank Card, the Partner shall not extend the Privileges.
The Partner should remind the Customer that the Privileges may only be availed of and shall be valid only if
the transaction is made with his Citibank Card. The Partner shall not extend the privileges if settlement is
made otherwise.

2.3. The Partner shall train their frontliners about the mechanics of the Program.

2.4 The Partner shall ensure that the relevant point-of-sale materials provided (when and if available) are
displayed.

2.5 If a customer service issue arises out of this Program, the Partner shall assist Citibank to resolve those
service issues.

2.6 The Partner shall notify Citibank immediately should there be any name change/new
addition/closure/moving (temporary or permanent) to the business.

2.7 Privileges offered to Customers are not valid with other in-house offers, discount cards, loyalty programs
and voucher.

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3. ADVERTISING EFFORTS

3.1. Partner agrees to permit Citibank to use its name/logo/image/trademark(s) for purposes of their
advertising/marketing efforts for the Program, including advertising the Program in marketing materials or in
any other channel of communication via the Internet or other medium. Partner also agrees that where it has
provided Citibank with the name/logo/image/trademark(s) belonging to any third party to be used by
Citibank for purposes of advertising/marketing efforts for the Program, Partner has done so pursuant to the
express written approval of/license from such third party.

3.2. Subject to Clause 3.1, Citibank agrees that any usage or mention of the Partner’s
name/logo/trademarks/products/services/ location information and/or images for purposes not relating to
the Program shall be subject to the Partner’s prior approval.

3.3. In connection with Clause 3.1, the Partner represents and warrants to Citibank that it owns or, where
applicable, has procured the express written approval of/license from the relevant third party for Citibank to
use such name/logo/image/trademark(s) and Citibank’s use of the same will not infringe upon the
proprietary or ownership rights or publicity or privacy of any third party. The Partner agrees to be
responsible for the content of the aforementioned marketing materials and shall ensure that the same does
not breach any law or regulatory requirement

3.4. Partner agrees to indemnify and hold Citibank harmless from any complaint, suit, action, claim, loss or
damage arising out of a breach or failure on the part of the Partner to observe clause 3.3.

4. CONFIDENTIALITY

The parties hereby agree that any and all information of a confidential nature and proprietary nature in
connection with the Program (“Confidential Information”) disclosed by either party to the other will be and
shall remain the property of the disclosing party and shall be used by the parties solely for the purpose of
the Program. The obligations of confidentiality under this Agreement do not extend to information that
(whether before or after this Agreement is executed):

(a) is public knowledge (other than as a result of a breach of this Agreement);


(b) is required to be disclosed by law or by an order of any court of competent jurisdiction;
(c) is disclosed or furnished or lawfully made known to the parties by any third party without restriction on
disclosure;
(d) is independently developed or acquired by the party, as evidenced by its records; or
(e) was known to the party, as evidenced by its records, before receipt from the other party.

Each party agrees that it will treat as confidential all Confidential Information, whether written or oral, which
has been provided or to which access has been provided by disclosing party and except as may be
required by appropriate regulatory authorities or by valid legal process, the parties agree not to disclose
any Confidential Information without the written consent, of the other party. The parties agree to return or
destroy or cause to be destroyed, all such Confidential Information so disclosed or provided, including any
copies made by the party who receives the Confidential Information upon demand by the disclosing party.
The parties hereby agree that the party who commits a breach of confidentiality shall hold free and
harmless the non-disclosing party from any and all the losses, damages, liabilities, costs, expenses and
other charges arising as a result of or in connection with a violation of this provision. The Partner is bound
by the strict code of confidentiality before and during the launch of the Program regarding the concept,
mechanics and other information that are not publicly announced by Citibank.

Further and without prejudice to the foregoing, where the Partner handles Personal Data (as defined in the
Personal Data Protection Act of Singapore) in the course of and/or in connection with this Agreement, the
Partner agrees to the terms of the PDPA undertaking attached as Annex B to this Agreement.

This clause shall survive termination of this Agreement.

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5. LIABILITY

Citibank makes no warranty with respect to the quality of the Privileges extended and the products or
services provided by the Partner to the Customers under the Program nor the suitability thereof for any
purpose. For this reason, Citibank assumes no liability for, and the Partner agrees to indemnify and hold
Citibank, its branches and affiliates, and their respective officers, employees and directors free and
harmless from any complaint, suit, action, claim, loss, death or damage arising out of or in connection with
the product, service or the Privileges under the Program to and being availed of by the Customers.

Neither party shall be liable for any loss, damage or penalty resulting from delays or failures in the
performance of their obligations under this Agreement if the delay or failure results from events beyond the
reasonable control of either party. For the purposes of this Agreement, such events shall include but are
not limited to, acts of God, wars, hostility, invasions, acts of foreign enemies, rebellions, revolutions, riots,
civil wars, disturbances, requisitioning or other acts of civil or military authority, laws, regulations, acts or
orders of any governmental authority, body, agency or official, fires, inclement weather, rain or floods
(however caused), industrial action, strikes, lock-outs or other labor disputes, epidemics, outbreaks,
embargoes or other catastrophes affecting the availability of materials or labor necessary for the
performance of this Agreement.

The parties hereto agree to notify the other party promptly of any such circumstances delaying its
performance and to resume performance as soon thereafter as is reasonably practicable. If any force
majeure event shall continue for a period exceeding ten (10) days, then either party may at any time
thereafter, upon giving notice to the other, elect to terminate this Agreement.

In any of the events mentioned in this clause, the parties shall for the duration of such event, be relieved of
any obligation under this Agreement as is affected by the event except that the provisions of this
Agreement shall remain in force with regard to all other obligations under this Agreement which are not
affected by the event.

6. LICENSES, PERMITS AND WARRANTIES

Each of the parties hereby warrants that it has and is in compliance with all requisite legal governmental
and corporate authority to enter into and perform its obligations under this Agreement.

7. RELATIONSHIP BETWEEN THE PARTIES

Nothing herein shall be construed to render either party the partner or joint venture of the other party
neither with respect to their respective businesses, nor as agent, representative or employee of the other in
whatever regard.

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8. TERMINATION

This Agreement is effective on the date first written above and will remain in effect through the Program
Period. However, either party may terminate this Agreement at any time upon providing thirty (30) days
prior written notice to the other. In addition, either party may terminate this Agreement for breach by the
other party upon providing written notice of termination.

Breach of this Agreement by either party includes, without limitation, the following circumstances: (a) failure
to perform any material obligation hereunder that remains uncured after thirty (30) days' prior written notice;
(b) the admission in writing of the inability to pay debts generally as they become due or the taking of any
corporate action tantamount to such admission; (c) ceasing to do business as a going concern; or (d)
making any assignment for the benefit of creditors.

The rights of the parties to terminate this Agreement are not exclusive of any other rights and remedies
they may have at law for damages or otherwise.

While Citibank strives to, it is not obliged to notify all the Customers of the change or withdrawal of
Privileges.

9. MISCELLANEOUS PROVISIONS

9.1 The Parties agree that this Agreement will be subject to any amendments as set out in Annex C to this
Agreement.

9.2 The Partner shall not assign or transfer any of its rights and/or obligations under this Agreement without the
prior written consent of Citibank. In the event that ownership and/or management of the Partner is
transferred to another entity, this Agreement shall continue to be enforced and be binding upon its
successor-in-interest or title.

9.3 If any provision, term or condition of this Agreement is declared invalid, all other provisions, terms and
conditions shall not be affected thereby and shall continue to be in full force and effect.

9.4 Any amendment or waiver of any provision found in this Agreement shall require the written consent of both
parties hereto.

9.5 Failure on the part of either party to enforce any provision, right or remedy under this Agreement shall not
be construed as a waiver of any such provision, right or remedy.

9.6 All notices required under this Agreement shall be in writing and shall be sent by personal delivery, telefax
or regular mail, postage prepaid, to the parties at the addresses and/or telefax numbers set forth below,
unless a notification in writing of a change of such address is received by the other party. Every notice so
sent shall be deemed to have been properly served and validly made two (2) days thereafter.

To the Partner

Address: 28 Lorong Ampas, Singapore 328781


Tel :
Fax:
Attention: Amanda Ong

To Citibank

Address: 8 Marina View. Asia Square Tower One #24-00. Singapore 018960
Tel : 66573332
Fax:
Attention: Lena Poon

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9.7 The parties expressly acknowledge that they have read this Agreement and understood its provisions. The
parties agree that this Agreement constitutes the entire agreement between them with respect to the
subject matter of this Agreement and that it supersedes all prior or contemporaneous proposals,
agreements, negotiations, representations, warranties, understandings, correspondence and all other
communications (whether written or oral, express or implied) or arrangements entered into between the
parties prior to this Agreement in respect of the matters dealt with in it. No promise, inducement,
representation or agreement other than as expressly set forth in this Agreement has been made to or by
the parties.

9.8 These terms hereunder shall be governed by and construed in accordance with Singapore laws and the
parties agree to submit to the exclusive jurisdiction of the Singapore courts.

9.9 A person who is not a party to this Agreement has no rights under the Contracts (Rights of Third Parties)
Act (Chapter 53B) to enforce any terms of this Agreement.

IN WITNESS WHEREOF, the parties have set their respective hands the day and date first mentioned above
written.

The parties hereto have duly executed this Agreement on 14 June 2016 by:

CITIBANK SINGAPORE LIMITED TC Boomtown Company Pte Ltd

By: By:

Name: Lena Poon Name:

Title: Marketing Manager Title:

Date: 14 June 2016 Date: 14 June 2016

Company Stamp: Company Stamp:

Authorized by: _________________________

Name: Charlie Ang

Title: Head, Portfolio Usage & Loyalty

Date: 14 June 2016

Additional Section(s): Annex A, B, C

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ANNEX A

Exclusively for Citibank Credit and Debit Cardmembers;

Promotion Period:
Valid from 14 June 2016 – 31 May 2017

Participating outlets:
 Wheelers Yard, 28 Lorong Ampas, Singapore 328781

Offer:
 10% off with min. spend of $60*

Terms and Conditions:


 Offer valid when payment is made with Citibank Credit, Debit or Ready Credit Card
 Promotion is applicable when minimum spend of $60 is made before GST charge
 Not applicable for any other promotions, discounts &/or vouchers
 For Dine-in only
 General T&Cs apply

Partner’s Commitment:
 TC Boomtown Company Pte Ltd is aware of the Citibank Best-deal Promise to Citibank cardmembers and
will thus not extend, under all circumstances, a better promotion to any other Bank or cards during the
course of this agreement.

Citibank’s Commitment:
 1 x dedicated Sunday Times food review
 2 x Paid FB post
 1 x Citi FB post
 Feature in Citibank Online Dining Page
 Feature in Citibank World Privileges (CWP)
 Feature in all ATL & BTL exposure for Citi's Mid-Autumn, Christmas, Chinese New Year, 1-for-1 tactical
campaigns
 Onsite POS support (Table standees, A1 poster, Bill folders etc.)

CITIBANK SINGAPORE LIMITED TC Boomtown Company Pte Ltd

By: By:

Name: Lena Poon Name:

Title: Marketing Manager Title:

Date: 14 June 2016 Date: 14 June 2016

Company Stamp: Company Stamp:

Authorized by: _________________________

Name: Charlie Ang

Title: Head, Portfolio Usage & Loyalty

Date: 14 June 2016

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ANNEX B
PARTNER’S PDPA UNDERTAKING

The Partner agrees that the following clauses shall apply where the Partner handles Personal Data (as defined in
the Personal Data Protection Act of Singapore) in the course of and/or in connection with this Agreement:
a. The Partner will upon Citibank’s reasonable request: (i) provide Citibank with full details of the
processes the Partner has in place when the Partner collects, uses, discloses or processes Personal
Data (“Data Protection Processes”); and (ii) work with Citibank to amend or modify the Partner’s Data
Protection Processes to comply with Citibank’s requirements. If the Partner intends to change any of its
Data Protection Processes, the Partner must notify Citibank in writing, and the Partner must not
implement such changes unless and until agreed by Citibank in writing, such agreement not to be
unreasonably withheld.

b. Unless otherwise permitted by Citibank, the Partner may only collect, use or process Personal Data as
allowed under the Agreement (“Permitted Purposes”), and the Partner must comply with any
reasonable instructions Citibank gives the Partner regarding the collection, use, disclosure, treatment,
protection, storage and return of Personal Data.

c. The Partner must maintain the confidentiality of Personal Data, and must protect Personal Data against
unauthorised, accidental or unlawful access, disclosure, use or processing, destruction, corruption,
interference, loss, modification, amendment, disposal, erasure or alteration or other misuse.

If the Partner knows of any breach or potential breach of protective measures or if there has been any
actual or potential unauthorised or accidental disclosure of Personal Data, the Partner must inform
Citibank immediately.

d. If under the Agreement, the Partner has to collect any Personal Data from Citibank’s employees or any
other individuals directly, the Partner must notify the individuals about the purpose of the Partner’s
collection and must obtain and record (for future reference) their consent before the Partner does so,
and the Partner must follow any reasonable instructions which Citibank may give the Partner in this
regard, and must comply with all applicable laws for such collection of Personal Data.

e. The Partner must not disclose any Personal Data to any other persons/entities (e.g. to the Partner’s
related company/affiliate) without Citibank’s permission in writing. If the Partner is permitted to disclose
or transfer Personal Data by Citibank, the Partner must do so on a strictly ‘need to know’ and
confidential basis and solely to allow use of the Personal Data for the Agreement and any other
purposes permitted by Citibank.

f. The Partner must make sure its employees (or any other recipients, if disclosure of Personal Data to
such other recipients has been permitted by Citibank in writing) are aware of these obligations and are
trained to comply with these obligations.

g. The Partner must promptly return to Citibank or destroy any Personal Data received in error. The
Partner must return or destroy Personal Data as soon as practicable if required by Citibank. At the end
of the Agreement, the Partner must notify Citibank if the Partner or other recipients (if disclosure of
Personal Data to such other recipients has been permitted by Citibank in writing) have any Personal
Data collected/received as part of the Agreement, and follow Citibank’s instructions on either returning
or destroying the Personal Data. Following such destruction or return, Citibank may require the Partner
to certify that the Partner (and such recipients) no longer have Personal Data. If the Partner wants to
retain any Personal Data beyond the end of the Agreement, the Partner will be required to inform
Citibank of the Partner’s reasons and seek Citibank’s agreement on the same.

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h. The Partner agrees that Citibank may audit or appoint auditors to determine if the Partner has complied
with these requirements, and if required by Citibank, the Partner will allow Citibank (and/or its auditors)
to access the Partner’s premises, records and personnel to perform such audit (subject to reasonable
advance notice). Where the Partner has disclosed Personal Data to other recipients (if disclosure of
Personal Data to such other recipients has been permitted by Citibank in writing), the Partner will
procure that such recipient allows Citibank (and/or its auditors) to access its premises, records and
personnel to perform such audit (subject to reasonable advance notice).

i. The Partner consents, and will ensure that each person assigned or engaged to interact with Citibank in
connection with the Agreement consents, to the collection, storage, processing, dissemination or his
Personal Data in relation to the Agreement by Citibank.

j. If the Agreement involves the Partner selling or making available to Citibank Personal Data databases
or Personal Data of individuals where the collection of such Personal Data is not governed by this Letter
(for example, where the Partner is engaged to provide referrals to Citibank), Citibank hereby confirms
that it will comply with applicable requirements under the Personal Data Protection Act of Singapore,
and:

a. the Partner confirms that it is aware of the purposes which Citibank may collect, use or
disclose the Personal Data (collectively, “Purposes”); and

b. the Partner represents, warrants and undertakes that it has obtained from each individual
to whom any Personal Data relates, written consent which allows Citibank and its affiliates
and service providers to use, process and disclose their Personal Data for the Purposes.

k. The Partner undertake to indemnify and hold Citibank harmless if the Partner’s default or negligence
causes any penalties, liabilities, claims, demands, losses and damages to Citibank.

l. In the event that the Partner breaches any term of this Undertaking, Citibank may terminate the
Agreement with the Partner immediately and without penalty without prejudice to any other remedies or
actions it may have against the Partner.

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ANNEX C (Amendments to the standard agreement)

N.A

CITIBANK SINGAPORE LIMITED TC Boomtown Company Pte Ltd

By: By:

Name: Lena Poon Name:

Title: Marketing Manager Title:

Date: 14 June 2016 Date: 14 June 2016

Company Stamp: Company Stamp:

Authorized by: _________________________

Name: Charlie Ang

Title: Head, Portfolio Usage & Loyalty

Date: 14 June 2016

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