1. (1.1) For the purposes of these Terms and Conditions, the following expressions shall bear the following meanings:- "Agent" means a real estate agent as defined under the Estate Agents Act, who has registered, in his personal capacity, at the Website for purposes of participating in the Programme and earning Partner Points. "Agent's Account" means the account of the Agent at the Website for purposes of crediting the Partner Points. "Ascendas" means Ascendas Services Pte Ltd. "Ascendas Entity" means the trustee of Ascendas Real Estate Investment Trust and any company that is directly or indirectly wholly owned by Ascendas Pte Ltd. "business day" means a day (other than Saturdays, Sundays and gazetted public holidays). "Conversion Rate" means the rate at which Partner Points shall be redeemed for cash in accordance with these Terms as stated in the Website, as amended by Ascendas from time to time. "Customised Premises" means premises that are built or to be built to suit the specifications of a tenant or lessee. "Existing Tenant" means any person who, as at the date that the Lease is executed by such person, is a tenant or lessee of any premises owned or leased by any Ascendas Entity. "Maximum Amount" means the maximum amount of cash that an Agent shall be entitled to be paid upon redemption of his Partner Points as stated in the Website, as amended by Ascendas from time to time. "Minimum Partner Points" means the minimum number of Partner Points that Ascendas requires an Agent to earn in order to redeem the Partner Points for cash in accordance with these Terms. Such minimum number may be amended by Ascendas from time to time and Ascendas shall post a notification at the Website of the Minimum Partner Points applicable for any Year at the beginning of that Year. "Partner Points" means the points credited to an Agent's Account by Ascendas and calculated in accordance with these Terms. "Partners Rewards Plus" means the additional amount payable by Ascendas once a year at the start of the calendar year in respect of certain buildings as identified and determined by Ascendas on a quarterly basis. "Premises" means any premises within a building that is owned by an Ascendas Entity and listed in the Website as being included in the Programme. "Programme" means Ascendas Entity partner rewards programme. "Lease" means the lease between the Ascendas Entity and the Tenant in respect of the tenancy of the Premises. "Tenant" means a tenant or lessee who has entered into a Transaction with an Ascendas Entity. "these Terms" means these terms and conditions as may be amended from time to time by Ascendas. "Transaction" means a lease entered into between an Ascendas Entity and a Tenant in respect of Premises leased to the Tenant, but shall not include a tenancy or lease:- (a) of Customised Premises; or (b) with any person who is an Existing Tenant; or (c) where the lease term is less than three (3) years. The fact that the term of a lease may be extended in pursuance of an option shall not be taken into consideration in determining such lease term. "Website" means Ascendas' website relating to the Programme, as may be revised by Ascendas from time to time. "Year" means a period commencing on 1 January and ending on 31 December. (1.2) Unless the context otherwise requires:- (a) The singular includes the plural and vice versa. (b) The masculine gender includes the feminine gender. (c) A person includes an individual and a corporation. 2. Every Agent must register at the Website in his personal capacity (together with their official CEA registration licence number) in order to participate in the Programme and earn Partner Points. Such registration shall be subject to the approval of Ascendas, which may be refused at its sole and absolute discretion. Upon registration, the Agent shall be deemed to have accepted and agreed to be bound by these Terms. 3. All Partner Points earned by the Agent in accordance with these Terms shall be credited to such Agent's Account. 4. Ascendas shall, at its sole and absolute discretion, be entitled to require an Agent to withdraw from the Programme at any time during the continuance of the Programme whereupon the Agent's Account shall be terminated and all Partner Points standing to the credit of that Agent's Account shall be forfeited. In addition, Ascendas shall, at its sole and absolute discretion, be entitled to forfeit or claw back the relevant Partner Points and Partner Rewards Plus awarded to an Agent in respect of any tenant who pre-terminates its lease of the relevant Premises within 6 months of the commencement of the Tenancy. 5. An Agent will be awarded Partner Points for every Transaction that is concluded by that Agent. Such Partner Points awarded to an Agent will be credited to such Agent's Account within seven (7) business days after a Transaction is successfully concluded by the Agent. Where more than one Agent is involved in a Transaction, Ascendas shall have the discretion to determine which Agent concluded the Transaction. For avoidance of doubt, the conclusion of the Transaction shall mean the commencement of the lease term (excluding any fitting out period). 6. Partner Points shall be allocated as follows:- (a) An Agent shall earn one Partner Point (or such other number as may from time to time be determined by Ascendas at the commencement of each Year and notified at the Website) for every dollar (but not part thereof) of the average monthly net rent and service charge payable under a Transaction concluded by that Agent and such computation of Points shall be determined according to the Ascendas’s points policy prevailing at the time of the execution of the lease agreement. The fact that the Tenant of the relevant Premises may take up additional space pursuant to option(s) or other rights in the Lease shall not be taken into account for the purposes of allocation of the Partner Points. (b) An Agent shall earn an additional ten per cent (10%) of the Partner Points earned in respect of a Transaction as set out in the preceding paragraph (a) in the event that the Transaction is concluded by the Agent within three (3) months from the date of first viewing of the Premises by the Tenant of the Premises; such date to be determined by Ascendas. 7. (a) An Agent shall earn 200 Partner Points (or such other number as may from time to time be determined by Ascendas at the commencement of each Year and notified at the Website) for the first-time viewing of any Ascendas property by a new Customer, conducted by the Agent together with Ascendas. (b) A Customer shall be considered a new Customer upon its first-time viewing of an Ascendas property and who is not already in contact with Ascendas, and any subsequent viewing to any other Ascendas property, even though it may be the first time the Customer is viewing that subsequent property, shall not be considered a first-time viewing. 8. Partner Points are personal to each Agent and shall not be transferable to any other person. 9.1. Partner Points may only be redeemed for cash as follows:- (a) Partner Points standing to the credit of an Agent's Account as at 31 December of each Year may be redeemed for cash if such Partner Points exceed the Minimum Partner Points; (b) Ascendas will send a written notification (the "Written Notification") to each Agent of the number of Partner Points standing to the credit of that Agent's Account as at 31 December of each Year within two (2) weeks from that date. Such Written Notification may be in the form of notification in the Website and such Written Notification shall be deemed to be final and conclusive save for manifest error. If there is manifest error in the number of Partner Points specified in the Written Notification, the Agent affected by such error must inform Ascendas within seven (7) days from the date of the Written Notification, failing which the Written Notification shall be deemed to be correct and conclusive evidence and no further requests for amendment of the Partner Points shall be entertained by Ascendas; (c) Redemption of Partner Points for cash shall be effected based on the number of Partner Points specified in the Written notification. If the number of Partner Points indicated in the Written Notification exceeds the Minimum Partner Points, Ascendas or the relevant Ascendas Entity may, upon a request made by the Agent through the manner prescribed by Ascendas in the Website, make payment for such cash amount by way of cheque or Electronics Fund Transfer Giro (EFT) before the end of February of the Year following the Year during which the Partner Points were earned. Where the Agent has not accepted/claimed such payment before the end of June of the Year following the Year during which the Partner Points were earned, the Agent’s Partner Points or cash after redemption to be paid by way of cheque or EFT shall be deemed to have been forfeited and Ascendas shall no longer be liable to allow any conversion of such forfeited Partner Points or make payment of such forfeited cash amount (as the case may be); (d) The maximum amount to be paid to an Agent upon redemption of the Partner Points shall be the Maximum Amount; and (e) Subject to the foregoing, redemption shall be effected at the Conversion Rate applicable at the conclusion of the Transaction. 9.2 Agents who collect their rewards must show proof of their CEA licence existing at both the time that the relevant transaction was concluded as well as the time that Ascendas credits the Agent for its Partner Points. 9.3 Ascendas may pay any cash redeemed from Partner Points earned by an Agent directly to the Estate Agent cash directly to the Agent. Ascendas shall not be liable towards any estate agent or person who carries out estate agency work ("Estate Agent") nor any other person for the payment of such cash to the Agent. 9.4 Where an Estate Agent requires any cash redeemed from the Partner Points earned by its Agent to be paid to the Estate Agent directly (instead of to its Agent directly), Ascendas shall be entitled (but not obliged) to pay such cash directly to the Estate Agent. Any payment of such cash to the Estate Agent will be a good discharge of Ascendas’ obligation to pay such cash. In this regard, the affected Agent shall not have any right or remedies against Ascendas in respect of such cash. 10. All Partner Points (whether redeemable or redeemed for payment or not) shall be deleted from the Agent's Account on the day following the last day of each Year (or on such other later day as Ascendas may stipulate). 11. Ascendas shall not be responsible for any delay or failure in crediting the Agent's Account with Partner Points or Partners Reward Plus amounts. 12. Ascendas shall credit the Agent's Account for Partner Points only if:- (a) the Agent is still participating in the Programme; and (b) the Agent is not in breach of any of the provisions of these Terms, whether or not Ascendas has given notice to the Agent of such breach. 13. Ascendas shall be entitled to make amendments to the Agent's Account (whether by way of deletion of Partner Points or refund of Partners Rewards Plus amounts already credited to the Agent's Account or addition to the Agent's Account) if it discovers any error, mistake or discrepancy. 14. Ascendas shall, at its sole and absolute discretion, be entitled to refuse to credit the Agent's Account with Partner Points or Partners Rewards Plus amounts in respect of any Transaction if Ascendas, at its sole and absolute discretion, determines that such Agent did not conclude that Transaction. 15.1 Ascendas may, at its sole and absolute discretion, without prior notice to the Agent, terminate the Programme. Upon termination, the Partner Points standing to the credit of an Agent shall be automatically redeemed for cash in accordance with the Agent’s eligibility for redemption under these Terms. 15.2 Without prejudice to the generality of the preceding paragraph (1), if any of the following shall occur:- (a) Ascendas, at its sole and absolute discretion, disallows the Agent from participating in the Programme; (b) the Agent commits any fraud or misrepresents any information supplied or to be supplied by the Agent, is no longer registered with CEA or blacklisted by CEA; or (c) the Agent is in breach of any of these Terms, Ascendas shall be entitled, notwithstanding the waiver of any previous right, to revoke the Agent's right to participate in the Programme and cancel all Partner Points in the Agent's Account without prior notice to the Agent. 15.3 For the avoidance of doubt, agents are allowed to accumulate and retain the points that they have earned regardless of the estate agency they work for. 16. The Agent shall keep Ascendas and the Ascendas Entity fully indemnified against all loss and damage suffered by Ascendas or any Ascendas Entity directly or indirectly arising from or relating to the Agent's participation in the Programme or any fraud committed by the Agent or misrepresentation by the Agent or the Agent's breach of these Terms. 17. Ascendas may at any time and from time to time vary, modify, add or delete these Terms. Such variation, modification, addition and deletion shall take effect on the day that they are posted at the Website. By the Agent's registration to participate in the Programme, the Agent shall be deemed to have unconditionally accepted any variation, modification, addition and deletion without reservation. 18. Any communication, notice or letter to the Agent whether sent by post or hand or email communication delivered, to the Agent's last known address or facsimile number or email address in Ascendas' records or by posting on the Website shall be deemed to have been properly delivered to the Agent on the date of posting, delivery or transmission as the case may be. 19. All communications from the Agent must be in writing and must be either personally delivered or sent by registered post to Ascendas. 20. The Agent must notify Ascendas immediately of any change in the employment, postal addresses, email address or contact numbers of the Agent. For the avoidance of doubt, the Agent is agreeable for Ascendas to have and utilise such personal information for the purposes of this Agreement. 21. Ascendas' rights and remedies provided in these Terms are cumulative and not exclusive of any other rights or remedies whether provided at law or otherwise. 22. Ascendas' records (of whatever nature) of all matters relating to the Programme and the Partner Points shall be deemed to be conclusive evidence of such matters and are binding against the Agent for all purposes, save for manifest error, subject to Ascendas' right to adduce other evidence. 23. These Terms are governed by Singapore law and the Agent hereby submits irrevocably to the exclusive jurisdiction of the Singapore courts. 24. A person who is not Ascendas or the Ascendas Entity or the Agent has no right under the Contracts (Rights of Third Parties) Act, Cap 53B to enforce any provision of these Terms.