SERVICE MERCHANDISE CREDIT TERMS 

These Terms and Conditions govern the award, retention, and redemption of service and merchandise credits by Borneo Motors Singapore Pte Ltd ("BMS") to customers of BMS in connection with the purchase of a new vehicle. By accepting Credits, the Customer agrees to be bound by these Terms and Conditions in their entirety.

1.                DEFINITIONS AND INTERPRETATION

1.1             In these Terms and Conditions, the following definitions apply:

(a) "BMS" means Borneo Motors Singapore Pte Ltd and includes its successors in title and permitted assigns.

(b) "Credits" means the service and/or merchandise credits awarded to a Customer by BMS at or following the point of sale of a vehicle, as recorded in BMS' system of record.

(c) "Customer" means the registered owner of the vehicle to whom Credits have been awarded, or such other person as BMS may designate in writing.

(d) "Redemption" means the application of Credits towards the payment or partial payment of qualifying goods or services at an authorised BMS service centre.

(e) "Scheduled Servicing" means the periodic maintenance of a vehicle in accordance with BMS' recommended service intervals of every ten thousand (10,000) kilometres or every six (6) months, whichever occurs first, carried out at an authorised BMS service centre.

(f) "Validity Period" means the period of five (5) years from the vehicle registration date, as further described in Clause 3.

(g) "Written Notice" means notice given in writing (including by email to the Customer's registered email address on record with BMS).

1.2             In these Terms and Conditions, unless the context otherwise requires:

(a) references to clauses are references to the relevant clauses of these Terms and Conditions;

(b) the word "include" or "including" shall be construed without limitation to the generality of the preceding words;

(c) use of the singular includes the plural and vice versa; and

(d) clause headings are for convenience of reference only and shall not affect the construction or interpretation of these Terms and Conditions.

1.3             In the event of any inconsistency between these Terms and Conditions and any other promotional material or verbal representation made at the point of sale, these Terms and Conditions shall prevail.

2.                PROVISION OF CREDITS

2.1             Credits are awarded to Customers at the point of sale of a new vehicle and are subject to these Terms and Conditions in their entirety. The award of Credits does not constitute a separate contractual obligation on the part of BMS beyond the scope expressly set out herein.

2.2             Credits are awarded at BMS' sole discretion. BMS reserves the right to determine the quantum, composition, and applicable redemption categories of Credits at the time of award.

2.3             Credits shall be recorded in BMS' system of record. In the event of any discrepancy between a Customer's personal records and BMS' records, BMS' records shall, in the absence of manifest error, prevail.

2.4             Credits are personal to the Customer and are linked to the specific vehicle for which they were awarded. Credits may not be transferred to another vehicle or another person without BMS' prior written consent, which may be withheld in BMS' absolute discretion.

3.                VALIDITY PERIOD

3.1             Credits are valid for a period of five (5) years from the date of vehicle registration ("Validity Period"), subject to the Customer's continued compliance with the Scheduled Servicing conditions set out in Clause 4.

3.2             Upon expiry of the Validity Period, all unutilised Credits shall be automatically forfeited without further notice, compensation, or liability to BMS, unless otherwise expressly agreed by BMS in writing.

3.3             BMS will use reasonable endeavours to notify the Customer of the impending expiry of Credits not less than thirty (30) days prior to the expiry of the Validity Period, by Written Notice to the Customer's registered contact details. BMS' failure to provide such reminder notification shall not extend the Validity Period or give rise to any claim by the Customer.

3.4             Credits that have been suspended pursuant to Clause 4.2 shall not accumulate during the period of suspension, and the Validity Period shall not be extended by reason of any such suspension.

4.                SERVICING CONDITIONS FOR CREDIT RETENTION

4.1             To maintain the validity of Credits during the Validity Period, the Customer must adhere to the Scheduled Servicing schedule at an authorised BMS service centre.

4.2             Failure to comply with the Scheduled Servicing requirement may, at BMS' sole discretion, result in the suspension of the Customer's right to redeem Credits. BMS shall provide Written Notice to the Customer prior to giving effect to any such suspension, save where the circumstances in Clause 5 apply.

4.3             Where Credits have been suspended under Clause 4.2, they may be reinstated upon the Customer's presentation of the vehicle for Scheduled Servicing, subject to BMS' verification and at BMS' sole discretion. Reinstatement shall not be available where Credits have been terminated under Clause 5.

4.4             The Customer acknowledges that the obligation to adhere to Scheduled Servicing is a material condition of the Credits programme, and that non-compliance may affect both vehicle warranty coverage and the validity of Credits.

5.                EARLY TERMINATION OF CREDITS

5.1             Notwithstanding Clause 3, BMS reserves the right to terminate, void, and forfeit all accumulated Credits with immediate effect upon Written Notice to the Customer in the event that:

(a) the Customer has not presented the vehicle for Scheduled Servicing at any authorised BMS service centre for a continuous period exceeding twelve (12) months from the date of the Customer's last recorded service visit;

(b) the Customer has materially breached any applicable terms and conditions governing the Credits programme and has failed to remedy such breach (where remediable) within fourteen (14) days of receiving Written Notice from BMS requiring remedy;

(c) the vehicle is written off, declared a total loss, or deregistered;

(d) the vehicle is sold or transferred to a third party, unless BMS has provided prior written consent to the transfer of associated Credits under Clause 2.4;

(e) the Customer is found to have obtained Credits by fraud, misrepresentation, or any other dishonest means; or

(f) BMS discontinues the Credits programme in accordance with Clause 8.

5.2             Termination of Credits under this Clause 5 shall not give rise to any obligation on BMS to compensate the Customer for any unutilised Credits, except as may be required under applicable law.

5.3             For the avoidance of doubt, BMS' right to terminate Credits under sub-clauses 5.1(c) and 5.1(d) above shall apply regardless of whether the Customer has otherwise complied with these Terms and Conditions.

6.                REDEMPTION OF CREDITS

6.1             Credits may be redeemed by the Customer at authorised BMS service centres towards qualifying services and merchandise as determined by BMS from time to time. BMS reserves the right to vary the list of qualifying services and merchandise upon reasonable prior notice.

6.2             Credits may not be combined with any other promotional offer, discount, or voucher unless expressly permitted by BMS in writing.

6.3             Credits may only be redeemed against the vehicle for which they were awarded. Credits cannot be applied to services or merchandise associated with any other vehicle.

6.4             BMS reserves the right to impose a maximum per-transaction redemption cap, which shall be communicated to the Customer at the point of service or upon enquiry.

7.                NON-TRANSFERABILITY AND NO CASH EQUIVALENT

7.1             Credits are strictly personal to the Customer and are non-transferable. No purported assignment or transfer of Credits (whether by operation of law or otherwise) shall be valid without BMS' prior written consent.

7.2             Credits are non-refundable and have no cash equivalent value. Credits may not be redeemed for cash, credit card rebates, cash vouchers, or any other monetary or financial instrument under any circumstances.

7.3             Credits shall not form part of the Customer's estate upon death or insolvency. Credits shall lapse automatically upon the death of the Customer unless the Customer's personal representative presents satisfactory evidence of identity and entitlement to BMS within sixty (60) days of the date of death, following which BMS may, at its sole discretion, permit a nominated successor to redeem the outstanding Credits.

8.                BMS'S RIGHT TO AMEND OR TERMINATE THE PROGRAMME

BMS reserves the right to vary, suspend, or terminate the Credits programme, or to modify the Validity Period, redemption categories, or any other terms applicable to the Credits programme, at any time and at its sole discretion.

9.                MISCELLANEOUS

9.1             Entire Agreement.  These Terms and Conditions, together with the vehicle sale agreement and any written award notification issued at the point of sale, constitute the entire agreement between BMS and the Customer in relation to the Credits programme and supersede all prior representations, negotiations, undertakings, and agreements relating thereto.

9.2             Severability.  If any provision of these Terms and Conditions is held by any court or competent authority to be invalid, illegal, or unenforceable in whole or in part, that provision or part-provision shall be deemed deleted. The remaining provisions shall continue in full force and effect.

9.3             Waiver.  No failure or delay by BMS in exercising any right or remedy provided under these Terms and Conditions or by law shall constitute a waiver of that right or remedy or prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy shall prevent or restrict its further exercise.

9.4             No Third-Party Rights.  These Terms and Conditions do not create or purport to create any right enforceable under the Contracts (Rights of Third Parties) Act 2001 of Singapore by any person who is not a party to them.

9.5             Assignment.  BMS may assign or transfer its rights and obligations under the Credits programme to any related corporation, affiliate, successor entity, or purchaser of all or a material part of BMS' business, without the Customer's prior consent. Notice of any such assignment shall be provided to affected Customers within thirty (30) days. The Customer may not assign or transfer any rights under the Credits programme without BMS' prior written consent.

9.6             Notices.  Any Written Notice from BMS to the Customer under these Terms and Conditions shall be sent to the Customer's registered email address or mailing address on record with BMS. Written Notice shall be deemed received: (a) if sent by email, on the date of transmission (absent evidence of non-delivery); or (b) if sent by post, on the second business day after posting. The Customer is responsible for ensuring that their registered contact details with BMS are current and accurate.

9.7             Language.  These Terms and Conditions are issued in the English language. In the event of any conflict or inconsistency between an English version and any version translated into another language, the English version shall prevail.

9.8             Governing Law.  These Terms and Conditions shall be governed by and construed in accordance with the laws of the Republic of Singapore.

9.9             Jurisdiction.  The Customer irrevocably submits to the non-exclusive jurisdiction of the courts of the Republic of Singapore to settle any dispute or claim arising out of or in connection with these Terms and Conditions.