1.1 Terms of Service: These Terms of Service (the "Terms") are provided by Comsoft Fintech Pte. Ltd. Singapore and CollectSmart Pte Ltd Singapore, including, where and when assigned by these companies then such assigned associate or subsidiary company(s) , and assigned brands, (collectively referred to as "CollectSmart", "we", "us", or "our") and these presents set out the terms and conditions of use pursuant to which you (“you”) may use or interact with the services provided by CollectSmart from time-to-time including but not limited to the use of the services provided by CollectSmart, whether such services are provided online and/or offline (collectively, the "Services"). These terms and presents here form an agreement (“Agreement”) between you and us, each an independent party (“Party”). The Services are made available through your due subscription to specific Services (“Subscription”) as available on our Services platform CollectSmart Platform (“CollectSmart Platform”).
1.2 This Agreement is for Subscription Specific Services Through the CollectSmart Website Only: There are various ways we may make the CollectSmart Platform available either through our partners or directly, and through modes such as online or host-to-host or other such modes as we deem appropriate, through different agreements. The CollectSmart Platform provides more or other services, than the Services covered hereunder, through other agreements. However, this agreement only allows you to use the CollectSmart Platform where your Subscription (i) is subscribed to online and (ii) is directly with us, and (iii) where the CollectSmart Platform is made available to you through our online website through which you subscribed to the Subscription (“CollectSmart Website”) and (iv) only for the specific scope of your Subscription. Under this agreement, you may access the CollectSmart Platform and Services only through the CollectSmart Website and not any other manner. You shall also have to agree to the terms and conditions of Terms of Use and Privacy Policy, or equivalent, as is updated from time-to-time online on the CollectSmart Website, through which the CollectSmart Platform is made accessible by us. You acknowledge and agree that you shall comply with all the terms and conditions and also operational & procedural requirements, policies and guidelines, at all times, including any revisions thereto, to be able to avail the Services and your accessing the CollectSmart Platform and or availing of the Services in itself shall be, and shall be deemed as, your consent and agreement.
1.3 Your Acceptance of and Adherence to the Terms, Subscription Process and Revisions Thereto: This agreement, including the subscription terms, cover and govern the terms for CollectSmart Services as made available by CollectSmart that you shall specifically subscribe for using and completing the due CollectSmart authorised process of Subscription and your agreement to and strict adherence to the terms and conditions of the subscription and this Agreement, including any revisions or updates thereto, where the term this Agreement or Agreement includes such revised Agreement(s). If you are not agreeable to any terms or provisions of this Agreement you may not proceed with your subscription. Completion of your subscription or use of any Services or part thereof shall mean your unconditional acceptance of the terms of the Agreement and the terms of the subscription. If you are not agreeable to any revised terms or updates by us, you may terminate the subscription subject to the terms of this Agreement. The revised terms shall come into effect as stated therein or on the date of update, as applicable. The services herein are limited to the Services offered by CollectSmart and further subject to and limited to the scope of your subscription and subject to the validity of your subscription during the currency of your subscription, as described in more detail in the Agreement & your subscription.
1.4 The Agreement & the Subscription: The Agreement covers Services provided by CollectSmart to you that you have specifically subscribed for, using the CollectSmart authorised due process of subscription that includes, among other terms and items such as, without limitation, the specific Services and options that you opt for, from the packages and choices provided to you. Based on the type of service and/or the offered packages, you may be required to provide other details such as but not limited to more detailed choices and details (for example, the specific banking services provider that you opt for, the specific business application services provider that you opt for, the package, pricing and duration that you opt for etc.) These specific selections, details and other defaults that are assigned to your Subscription etc and the specific terms applicable to these specifics collectively form your subscription specific profile (“Subscription Specifics”). Based on your Subscription and relevant Subscription Specifics, additional Subscription Specific Terms shall be applicable to you. You acknowledge and agree that the Subscription including the Subscription Specifics and the Subscription Specific Terms shall be binding once your Subscription is registered. You may not use Services, at any time, without a valid Subscription. Your Subscription is only for your access and use and you may not transfer, assign, or share your Subscription or its benefits in any manner with anyone. There are applicable Terms and procedures for the access, use and for other matters such as but not limited to cancellation, termination, instatement or reinstatement etc. related to the Subscription.
If you are not agreeable to any of these, you may neither proceed with nor continue the access to or use of, CollectSmart Account Access or CollectSmart Subscription nor access or use any part of the Services or Platform, or part thereof. If you are not agreeable to any revised terms or updates by us, you may terminate the Subscription subject to the terms of the Agreement and stop any access to or use of CollectSmart Services or Platform. The Services herein are limited to the Services offered by CollectSmart subject to the scope of your Subscription further subject to the validity of your Subscription during the entire currency of your Subscription. You are not allowed to use the Services without due Subscription, without maintaining the validity and currency of your Subscription, beyond the scope of your Subscription and the Agreement, without strict adherence to the prescribed due process of Subscription and use, without strict adherence to this Agreement including any revisions thereto, or after the expiry or termination of the Subscription or the Agreement. Your use of Services or part thereof shall mean your continued acceptance of the Agreement including your Subscription and the Terms of Use of the CollectSmart Website and Platforms, and the revisions or updates thereto. You may not give to or receive from, transfer, assign, exchange or swap or otherwise share your rights to Access the CollectSmart Platform, Subscription and Services to, or from or with, anyone, including but not limited to other members of CollectSmart Platform or Services.
1.5 Other Modes of Access to CollectSmart Platform or Additional Services only Through Additional Agreements: Other modes of Access to the CollectSmart Platform or Services is not available to you under these Terms of Services or under this Agreement. You may not access the Services through any other mode such as through our alliance partners, white-label mode, host-to-host mode etc unless such access is additionally or separately granted to you via other separate agreements. You may not access additional services i.e. services other than those Services that this Agreement and your specific Subscription together allow you, whether or not your access to additional modes, subscriptions, packages, CollectSmart Platform access points, functionalities, features, services etc is prevented using practical prevention means by us. Noncompliance with this requirement shall be a serious material breach of this Agreement. Doing so may also entail termination of Services, additional charges, and penalties. You require additional separate Agreements and Subscriptions in place before availing any additional modes of Access or Services or additional services.
1.6 Independent Additional Services Provided Separately, if any: We, or our associates may, at our sole discretion, provide additional services to you that are not, or not intended to be, part of the Services hereunder. We or our associates may, at our description, offer such additional services under separate business arrangement and related pricing and other terms & conditions. Any additional services provided by us or our associates shall be provided, and shall be deemed provided, independent of this agreement, and shall not be deemed as part of the Services hereunder.
1.7 Third Party Service Providers, Platforms, Applications & Technologies:
1.7.1 Each of us may use Third Party Service Providers: We or you, each an independent party (“Party”), may, without limitation, engage or use independent third party provider(s) (“Third Parties” or Third Party Provider(s)” or “Third Party Service Provider(s)”), including without limitation, their platforms, apps, technologies or services (“Third Party Services” or “Third Party Platforms”). Without limitation, each Party’s Third Party Service Providers may or may not be same and each Party may have, and shall be deemed to have, independent relationship and business agreements with such providers.
1.7.2 Use of Third Party Service Providers by Us: CollectSmart may use platforms, technologies or services of, or otherwise partner with third party service providers including but not limited to technology providers, applications/apps providers, cloud or hosting services providers, banking services or banking API providers, or other providers including but not limited to marketing and sales support providers ("Our Third Party Service Providers" or “Our Service Providers”) who provide complementary, auxiliary or related services and / or provide certain platforms or technologies or services to support or aid CollectSmart Services used by you. The functionality, performance, security and service levels of Services provided by CollectSmart herein, partly depend upon the third party providers including Our Third Party Providers (and your third party providers or other providers as stated below). You agree that we do not represent any third party including but not limited to Our Third Party Providers nor make any commitments on their behalf including but not limited to any commitments or warranties for their platforms, technologies or services. You also agree that other service providers including but not limited to Our Third Party Providers (irrespective of our business arrangements) do not represent us, and are not authorised to make any commitments on behalf of us, and also that any commitments or statements made by them, if any, are not made, and shall not be deemed to be made, on behalf of us and are not applicable to or binding on us. We too, do not represent them and do not make any commitments on behalf of them and nothing herein shall be deemed to have done so.
1.7.3 Use of Third Party Service Providers by You: You may have direct and independent relations with the Third Party Service Providers such as, but not limited to, Banks, Financial Accounting and/or Business/ERP solution providers, hosting & cloud services providers etc., for the services and/or platforms or apps offered by such third party service providers to you (“Your Third Party Service Providers” or “Your Service Providers”). Your Service Providers do not have any rights under this Agreement. You may not assign or transfer or allow use of Services or any part thereof to anyone, including but not limited to any of Your Service Providers or any other party. You shall need to have, and you shall be entirely and solely responsible for ensuring that you have appropriate business arrangements with Your Service Providers, at least for the period of your Subscription, for you to be able to make use of the Services. Examples of Your Service Providers include Your Service Provider(s) for banking services (Banking Services Provider), business applications and/or services (Business Applications Services Provider). The Subscription packages may require you to select or opt for specific Service Providers supported by us as part of the Subscription package, as part of the Subscription Process. Without limiting the foregoing, it is important for you to note and agree that your inability to retain the arrangements with Your Service Providers or other events such as any change in Your Service Providers, including but not limited to those opted for in the Subscription, or changes in their services to you or changes in Your Service Providers Platforms, etc. may result in the lack of, disruption of, suspension of, cancellation or termination of, Service or may result in partial or incorrect Service and/or data loss. We reserve the right to suspend or terminate your Services immediately in any of the above or similar events, and such termination shall be deemed as equivalent of, or at par with, termination by you for your convenience. We reserve the right to rely on any information from Your Service Providers in this regard without further investigation, including without limitation, information from your Banking Service Provider or Business Applications Service Provider. New Subscription, reinstatement of Subscription, changes to Subscription etc, and changes to your or Your Service Provider platforms or versions or APIs etc. may also result in, without limitation, issues or losses to you such as but not limited to disruptions, partial or inconsistent or inaccurate service, data loss, a mandated new subscription requirement, additional costs and fees etc. Without limiting the foregoing and without limiting any of our rights, you agree that it is your duty to notify us promptly of any suspension or termination of your arrangements or agreements with Your Service Providers or unavailability of, suspension of, cancellation of or termination of, or material changes to, their services to you, especially even if you may be aware that, or you may believe that, such notification may result in the suspension of or termination of Service to you or may result in other inconvenience or costs or charges to you.
1.7.4 Interactions, Integrations, Automations and Interchanges with You, Third Party Service Providers and/or Your Customers and/or Business Partners: CollectSmart may, without limitation, perform interactions, automation, integration, facilitation, transactions, or data access and exchanges, including but not limited to, those that involve sensitive, financial or critical data or information access, transfer, sharing, exchange, storage, facilitation, handling or such other actions that may occasionally result in or may entail disruptions, suspensions, outages, inaccuracies, inconsistencies, information leakages or disclosures, data loss, financial loss or other loss, or other negative consequences (“Interactions” or “Data Handling”) with you and Third Party Service Providers (mainly with, but not limited to, Our Third Party Providers, Your Third Party Providers and Related Entities), your Customers and or Business Partners and may rely on you and the Third Party Providers and your Customers or Business Partners or Related Entities, and shall use and rely on your and their systems, applications, Application Programming Interfaces (“APIs”) platforms, devices including portable or mobile devices such as but not limited to notebooks, tablets, mobiles, infrastructure platforms, hardware, networks and communication channels, software and services and also data & information or other items (collectively “Systems” or “Platforms”), for the provision of, or support of, the Services. We may, without limitations, at our discretion but not obligation, strive to improve the Services through improved processing, use of AI or BI technology and tools, reconciliation mechanisms, security and recovery tools, product and platform improvement mechanism and tools, market penetration and customer satisfaction mechanisms and tools, and mechanisms and tools for increased automation or integration, with some impact on the Interactions or Data Handling, Your and Related Entities and your respective Platforms shall follow all the relevant data protection and privacy laws applicable for all CollectSmart data that flows through you, them, or the respective Platforms.
1.7.5 Not Responsible or Liable to You, Your Customers and / or Business Partners, and/ or any Third Party Services Providers: We shall not be responsible to you, your business partners or customers or any Third Party Providers in any manner whatsoever including but not limited to for any responsibilities or losses, any acts, errors, omissions, commissions or data, or financial or other loses.
1.7.6 You shall need Appropriate Arrangements and Agreements in Place with your Customers & Business Partners, Third Party Service Providers:
1.7.6a Interactions: You acknowledge and agree that during the course of the Services or as part of our Services we may be required to, or may otherwise interact with your Customers or Business Partners Providers, or other Third Party Entities (“Related Entities”) and CollectSmart Platform or Services may Interact with their Platforms. Without limiting the foregoing, you agree to the following:
1.7.6b No Rights to Others: Any of the Related Entities or any other entity does not have any right whatsoever with respect to the Services or CollectSmart Platform. They may not accrue any benefits from the Services and or the CollectSmart Platform. Any of your rights or the Services are not sharable, assignable, or transferable to anyone including but not limited to any of the Related Entities. Third parties shall have no rights under the Agreement.
1.7.6c No Obligations, Responsibilities or Liabilities to Others: We shall have no obligation, responsibility or liability of any nature whatsoever to, towards or for any party other than you. The Terms related to and governing our obligations, responsibilities and liabilities to you are limited to those stated in this Agreement. Our obligations, responsibilities or liabilities do not extend to anyone else.
1.7.6d No Limitation on Our Interactions: You acknowledge and agree that we or Our Service Providers or our respective, joint or integrated Platforms may interact with Related Entities or others as we deem fit. You agree and acknowledge that we are not obliged to interact with Related Entities as part of our Service and any Interaction may be at our sole discretion. Nothing in this Agreement prevents or precludes us from pursuing any relationship with anyone including but not limited to Related Entities.
1.7.6e Your Arrangements with Related Entities and Your Compliance: You agree and confirm that you will have independent relations, arrangements, and agreements with your Related Entities as needed to enable our interaction with them, and/or CollectSmart Platform’s Interactions with them or their Platforms. It shall be your, and not our, responsibility to have appropriate agreements with the Related Entities. You agree, commit and confirm that you authorise and enable us throughout the term of this Agreement for the Interactions with, and access to, the Systems and Platforms, in the manner and ways that do not conflict with our provision of Services to you under the Terms of this Agreement including but limited to all the disclaimers of non-responsibility and non-liability and that you shall be, and you shall cause Related Entities to be, at all times, in strict compliance with your obligations under the Terms of the Agreement. You acknowledge and agree that our provision of Services to you and your access and use of our Services is contingent upon this authorisation and commitment.
2.1 Services only through the Access Account to CollectSmart Platform & the Subscription: For the purposes of Services under this Agreement, we provide the Services only through the CollectSmart Platform, which uses our proprietary technology and Platform along with infrastructure, technologies, services and Platforms of Third Party Service Providers including but not limited to cloud hosting services providers. For the purpose of this Agreement, you may access the Services only through the CollectSmart Platform and you may access the CollectSmart Platform only through the CollectSmart Website and no other manner. You may access the Services only limited to your Subscription. Your access to the CollectSmart website shall be through an access account (“Access Account” or “CollectSmart Account” or “Services Account” or “Subscription Account” or simply “Account”) set up for you for the creation of which you shall be procedurally advised the steps online which require you to provide certain details accurately and diligently and also require you to agree to various terms and conditions. To set up an account with CollectSmart, you agree to provide CollectSmart with various details (including but not limited to items such as your company name, contact number and email address, and all other required information) and agree to allow CollectSmart to contact you through means such as email address and/or contact number and/or information to assist with the setting up of your Account. You agree to provide true, accurate, current and complete information and not misrepresent any profile information. You also agree and confirm that the company information and your information is accurate, full, correct, and current with the authorities and the supplied information to CollectSmart matches with that. This requirement applies to details sought by us at any time or by CollectSmart at the time of events such as but not limited to Account verification, log-in or log-in credentials verification, creation or updates to Subscriptions, ad-hoc requests for information requests (including but not limited to resupply of information, verification information, additional information, Subscription information or Provider or Related Entity information etc.) or any other information requests by us or the CollectSmart Platform.
2.2 You must create your Subscription through the CollectSmart Access Account: You must create the Subscription only using this Account and access Services only through this Account. Providing false information while creating the Access Account or Subscription is a serious material breach of trust and a serious material breach of this Agreement. You shall follow all the procedural, legal and informational requirements of creating the Account diligently. You must read the agreements or terms or policies carefully before accepting them. To avail the access to the CollectSmart Website, Platform, CollectSmart Subscription and Services you must accept the required agreements and be in strict compliance with them at all times, including any revisions thereto. You must select your subscription and provide the details accurately and diligently. Without limiting the Terms of this Agreement, it is required that you must be in compliance with all the terms and conditions, policies, procedural requirements, other compliance requirements, Subscription requirements etc. at all times, including any revisions thereto.
2.3 Right to Update or Revise CollectSmart Platform, Services & Subscription or any Terms: We reserve the right to update or change the CollectSmart Platform, or your Subscription, or any terms, without limitation and from time to time, including but not limited to, various aspects of the platform such as but not limited to the technology, infrastructure, Our Service Providers, access point, mechanics and procedure, functions, features, look and feel etc, which may have some impact on Services. We reserve the right to add, alter or remove certain features or functions. Generally, the objectives are techno-commercial as decided by needs of changing technology and market trends coupled with the aim of sustainably providing better services for lower price to our customer base or markets. Without providing any guarantees, it shall generally be our techno-commercial endeavour to not significantly adversely affect the ongoing packages. Once revised or updated, the older version may not be available. CollectSmart is not obliged to update Platform at any periodicity or trigger event. CollectSmart is not obliged to change the entire platforms or a section or part, at once or simultaneously or concurrently. CollectSmart is not obliged to remove or update old or obsolete content. CollectSmart does not guarantee that CollectSmart Platforms or Services or any revisions thereto, or any content in it, will be free from errors or omissions. You agree that it shall be your obligation & responsibility to update and keep updated, the Platforms to the latest version as and when such updates become available. Not updating is neither in your interest nor may be feasible.
2.4 CollectSmart Access Account: Your Account i.e. CollectSmart Access Account is only for your use, is strictly subject to the terms and conditions herein and is not transferable. By using the CollectSmart Account, Platform, Subscription or Services, you undertake that your CollectSmart Account is accessed or used only by you for the allowed scope and purposes of Services, subject to you Subscription, under the terms of the Agreement. The Services are meant to be used only for regular, reasonable and smooth use without overloading, disrupting or disturbing the CollectSmart Platform or services. Any automation or bulk uploads not provided by us explicitly (in our controlled way subject to our requirements) as part of our provided interface, is not allowed. You may not use it, or cause it to be used, for any other purpose and further, you may not transfer, assign or share this CollectSmart Account, Platform, Subscription or Services with anyone. You agree not to collect Account Access Credentials of other Accounts or Subscriptions or users of the CollectSmart Platforms or Services. You shall not share, transfer, assign, or allow to be used, your access to the CollectSmart Platform or Services nor shall you cause anyone else to do so. You shall also not avail, appropriate, access, use, or otherwise benefit from anyone else’s access to their subscription or services. You shall not cause excessive or inappropriate loading of the platform, intentionally or otherwise. Doing any non-allowed activities, such as but not limited to the aforesaid activities, or any non-compliance to any of the Terms shall be a material breach of the Agreement and may also entail termination of Services, additional charges and penalties.
2.5 Use of CollectSmart Account for Registering Your Subscription: You need to opt for specific Subscription using your CollectSmart Account using the due process, where you opt for specific options for Services by selecting an appropriate Subscription Package. You agree that the opted Subscription shall be binding on you and shall bind you, not only to the pricing terms but also to the terms of the Agreement including the Terms of Use of the CollectSmart Website and Platform and also your specific Subscription and your options under the Subscription package along with the pricing, duration and other terms therein and also the specific Third Party Services Providers and their Platforms (including but not limited to Your Banking Services Provider and Your Business Applications Services Provider). You will need your CollectSmart Account to register your Subscription using the due process. Your CollectSmart Subscription shall be linked to your CollectSmart Account. You will need your CollectSmart Account and CollectSmart Subscription to avail the Services. We do not guarantee that the same subscription shall be available after the time of expiry of or termination of your current Subscription. You may need to opt for Subscription packages available then. Even if the same Subscription is available for renewal items such as but not limited to the Subscription Specifics, Subscription options, Subscription fees and terms etc. may change.
2.6 Changes to Your Subscription: You may need changes to Subscription or new Subscription in the event of changes to your or Your Third Party Provider’s platform or services or terms, including but limited to your Banking Services Provider or Business Applications Services Provider. Changes to Subscription may not be allowed or may require cancellation of the current Subscription and instatement of new Subscription, and additional fees and charges, and may also result in disruption to Services and even data loss. Occasionally, major changes in the platform may necessitate some changes to your Subscription but may not need changes to a new or different Subscription. If at all such change is needed, you will be advised.
2.7 What CollectSmart Platform or Services do for You: The CollectSmart Platform allows you to choose from various subscriptions available at the time including promotional subscriptions if any. It allows you to Register your Subscription including provision of within Subscription choices, preferences, major details (such as but not limited to your Banking Provider or other Provider Details) and other specifics (such as Banking Provider Accounts Details, your company’s allocated point of contact etc). It provides you access to Services specific to your Subscription. It may allow you to make certain allowed changes to the within the Subscription items or details. It may allow you to Upgrade to a new subscription package from a certain effective date.
2.8 What CollectSmart Platform or Services do not do for You: CollectSmart Platform does provide you only the Services it specifically included in your Subscription, and only for you, and nothing else. For the purposes of clarity, CollectSmart does not do various other things (that you may wrongly assume that it does) such as but not limited to the following:
2.8.1 CollectSmart Services are Not Responsible for Data and Transactions Storage and Retrieval: CollectSmart Services are not responsible for maintaining or storing your transactional (financial, sensitive or otherwise) data, past, old, historical or other data, backup etc. for you. You further acknowledge and agree that the source and final destination points for all data shall be you (your systems and or business applications) or your Business Applications Provider on your behalf, Your Banking Services Provider on your behalf and Your Payer Business Partner Entities and that you will make all the necessary arrangements as you deem fit, for your transaction and data recovery needs including for eventualities such as transaction loss, data loss, corresponding needs for recovery, back-up and retrieval, reconciliations, reinstatements, re-initiations and also duplication, loss or inconsistency avoidance etc. You also acknowledge and agree that even in those cases where CollectSmart may optionally provide limited data or transaction retrieval services, CollectSmart shall be limited in scope and you may not rely on them as your primary source of data or transaction loss avoidance and/or data or transaction recovery. We disclaim any warranties, liabilities, or responsibilities.
2.8.2 CollectSmart does not Do, and does not Claim to Do, any of the Following: CollectSmart does not provide any hard payments or collections services such as those provided by banking or payments services providers, credit agencies, collection agencies, recovery or factoring agencies etc. CollectSmart does not provide any cash or equivalent instrument handling or banking or deposit or current, or any other, account services. CollectSmart does not provide credit reporting, regulatory reporting or any financial services, financial consulting or reporting or accounting services. Not limiting anything as to what CollectSmart does not do, CollectSmart does not do the services such as the following:
2.8.2.a Create any monetary account for you like, for example, a banking services provider does.
2.8.2.b Handle any cash, monetary instruments such as checks or drafts, or any such other instruments for you.
2.8.3 Act as your agent, for example, your collection agency, recovery agent etc.
2.8.4 Provide you with any factoring, loans, advance, credit, or payments or any other such services or benefits.
2.8.5 Provide you with any services or reports or financial services or financial reporting, in relation to your consolidated income report, advance credit needs, credit worthiness etc. Any such use of the reports generated by the system, for your transactions through the system, is prohibited, without further accreditations by authorised entities.
2.9 Availability of CollectSmart Platform and Services, Including Availability of Underlying, Embedded, Supplementary or Auxiliary Platforms: CollectSmart does not guarantee that CollectSmart Platforms, or any content on it, will always be available or that the access to Website, Account, Platform, Subscription or Services shall be uninterrupted. Access to CollectSmart Platforms is made available for and permitted on a non-continuous usage basis. The functionality and packages do not require continuous usage. CollectSmart may suspend, or change or update all or any part of CollectSmart Platforms including but not limited to the user interface, without notice. CollectSmart may withdraw or discontinue certain functions, features or provisions of the CollectSmart Platform or Services without notice. CollectSmart will not be liable to you if, for any reason, CollectSmart Platform is unavailable at any time or for any length of time.
2.10 CollectSmart, Interactions, and your Data:
2.10.1 Interactions: CollectSmart may perform various interactions with you, your providers or third-parties including Related Entities and their Platforms. You agree that you have authorised us to do so under the Terms of this Agreement. Your agreement or consent may not be withdrawn during the Agreement. The interactions shall involve Data Handling and various aspects of Data Handling, including but not limited to the following. We are not responsible or liable for the Interactions.
2.10.2 Data Collection, Storage, Use & Processing : By accessing and using CollectSmart Platforms or Services, you consent to we or CollectSmart collecting, storing, processing, transferring, transporting, analysing, performing Interactions and or or tracking your data in various areas & purposes such as but not limited to those that assist with the objectives of the Services, improvements in the Services, Platform and customer base, customer support and troubleshooting. You further agree for this data to be stored, processed, used, or analysed for CollectSmart’s own purposes too. You also consent to the use of data for product or services improvements, market penetration improvements or such other purposes. You agree to us using the data or information for statistical or other BI or AI purposes without identifying it as your data. Our pricing is based on your consent for such data use. CollectSmart may obtain data from mobile devices used by you and/or Related Entities. We, or Our Third Party Providers may, without limitation, perform any due diligence or compliance checks on you or your access to or use of the CollectSmart Platform or Services or performed activities or transactions, at any time, and you agree to willingly, fully and promptly cooperate with us. You agree to similarly cooperate with Our Third Party Providers.
2.10.3 Data Storage & Possible Loss of Data: You understand and agree that when uploading any data to CollectSmart Platform you shall strictly adhere to all the terms and conditions related to data or content uploads including the Platform and Services usage terms, policies and guidelines and you further agree that we or CollectSmart may store, without limitation, your data in any manner as deemed fit and at any location, in any database or in on public or private CollectSmart servers or other cloud-based platforms anywhere, and without any warranties or assurances to you You agree that CollectSmart does not provide data or transaction storage or retrieval purposes and you shall not rely on our data storage or ability to retrieve any data or transactions for you. If under certain circumstances we are able to and willing to do so, it shall be for additional charges and terms, including but not limited to disclaimers about our responsibility and liability. Any willingness shown to you about such possibility shall not be deemed as a responsibility or liability on us, whether paid or otherwise.
2.10.4 Possible Loss of Your Data for Any Reason: There may be a data loss during data storage, auxiliary data or meta data storage, processing or interactions. There may be data loss due to improper access, use or loading of CollectSmart Services Platform or interfacing or interactions with CollectSmart Platform by you, or others. You understand and agree that CollectSmart may utilise servers or other cloud-based platforms to store your data and CollectSmart shall have little to no control over third parties and the servers, technology, infrastructure or other Platforms, including but not limited to cloud-based platforms. You further acknowledge that there may be circumstances where CollectSmart may be unable to retrieve any data stored in such serves or other cloud-based platform. We are not responsible or liable for any data, information or financial or other losses to you, Related Entities or anyone.
2.10.5 Effect on Data in the Event of Termination, Expiry, Suspension, or Cancellation: Any termination, cancellation, expiry, or suspension, irrespective of the reasons, shall have impact not only on the access to the CollectSmart Platform, Subscription and or Services but also on your transactions and data. You may choose tounsubscribe your account on CollectSmart Platforms and or for Services at any time provided that a) you follow all the terms and conditions and policies and guidelines for un-subscription of your account and (b) you have fulfilled all your payments related obligations and other contractual obligations. We or CollectSmart may initiate such actions due to breach of Terms, delayed or non payment(s), or any other reasons such as but not limited to non adherence to Terms, agreements, policies or usage conditions or guidelines. You acknowledge that the cancelation of your account may result in the permanent termination of the access to the Platform, Subscription, Services, transactions and data and deletion of any transactions & data that is stored on the Platforms relating to your account. The said effect may permanent, and non reversible or non recoverable. The effect shall be same irrespective of the reason for the termination, cancellation, suspension., and whether due to initiation by you or us, voluntary or otherwise. Any suspension may also result in disruption and transaction or data loss, irrespective of the reason for suspension.
2.10.6 Data Storage, Usage, Sharing and or Processing: We or CollectSmart Platform as part of Interactions or otherwise may store, overview, analyse or process any data or information or Interaction, for reasons of processing or otherwise. Our provision of the Services through the Subscription to you and the price requires your agreement for this. Your act of registering the Subscription or use of the CollectSmart Platform or Services shall mean that you cannot withdraw your consent during the Term of the Agreement or Subscription, whichever is later. Without limiting the reasons or purposes in any manner, some of the reasons or purposes may include the following:
a. Transaction, Processing or Routing Purposes
b. Checks and Balances on the transactions, Interactions and Services
c. Quality purposes or Service Review or improvements
d. Error Corrections Tech support or Platform or Services improvements
e. Statistical Collection and Statistical use
f. Checks with respect to the allowed Access & Use of Services and Platform
g. Compliance with respect to Agreement, Subscription, and policies
h. Billing information collection, billing
i. Due Diligence Checks and or Compliance Monitoring
j. Requirements related to Regulatory or Other Authorities
You understand, agree and covenant that we retain all the rights, tangible or otherwise, to, into, and related to our Trademarks and Logos, Websites, Platforms, Services, and any related designs, models, documents, communications and any other materials. Without limiting the generality of this we retain all the rights including but not limited to the following:
3.1 Intellectual Property Rights:
3.1.1 Ownership of Intellectual Property Rights: You acknowledge and agree that the intellectual property rights and also all moral rights, data & process rights, trade mark or patent rights, copyrights, marketing rights, or any other rights in or to the Platforms, Services, business models, designs, technical or data models or other knowhow are owned by us or CollectSmart. No part or parts of the Platforms, Website, Subscriptions, or Services may be appropriated, copied, shared, assigned, transferred, reproduced, adapted, modified, extrapolated, reverse engineered or analysed, subjected to creation of derivative works or models of, stored, distributed, embedded, republished, displayed, presented, broadcast, hyperlinked, transmitted or otherwise used or abused for any purpose including without limitation, to derive benefit from, to create similar or derivative works from or otherwise commercially exploit from, in any manner or by any means whatsoever. The trademarks, service marks, any other marks and or logos ("Trademarks and or Logos") used and or displayed in or throughout the Platforms, Website or provision of Services or related presentations, documents, materials, emails or any other communications are registered and or unregistered Trademarks and or Logos of ours or are registered or unregistered Trademarks and or Logos of third parties, as applicable. Nothing in the Platforms, Website or Services or our acts of licensing, enabling or making any of these available for access or use to you or anyone should be deemed to grant, or construed as granting, by implication, estoppel, or otherwise, any licence or right to use any Trademarks and or Logos displayed in or through the Platforms, Website or Services or related presentations, documents, materials, emails or any other communications, without our explicit written permission, by a duly authorised signatory, and in such case you shall strictly adhere to the stipulated terms, conditions and limitations and period imposed. You shall remove the Trademarks and or Logos at your own cost and efforts before the expiry of the period or promptly upon our request, whichever is earlier.
3.2 Moral Rights, Derivative Rights, Future Rights: We exclusively retain all the metal rights in or related to, and also without limitation, rights to derivative and or future works of any nature done by us or others, based on or related to our Platforms, Websites, Applications, Services, designs, technical, process, business or other models, documentation, presentations, communications or other materials.
3.3 Rights to our Data or Content: We retain all the rights in Data or Information or Contents made accessible or available by us in any manner including but not limited to our Platforms, Websites, Services, Applications, designs, processes, business or other data models, documentation, presentations, communications or other materials.
3.4 Rights to Use, or Collaborate or Share with, Third Parties, Platforms or Channels: We reserve the right to use, or collaborate or share with, any third parties, service providers, hosting providers, channel partners, other businesses partners, suppliers, marketing partners, agencies or other third parties, platforms, infrastructure or channels, software, hardware or apps and their providers or associates, at our sole discretion as we deem fit for any purposes as we deem fit, including but not limited to purposes of providing Services, supplementary services, customer support, customer experience improvements, analytics, marketing & sales, customer base or business expansion, technology or business collaborations, Services extensions and any other purposes including those that aid in lowering of costs or in improvements in Services.
3.5 Right to Use or Analyse Your Data, Content and or Information: We reserve the right to use, or analyse or share, your data Content or Information, internally or with any third parties, service providers, hosting providers, channel partners, other businesses partners, suppliers, marketing partners, agencies or other third parties, platforms, infrastructure or channels, software, hardware or apps and their providers or associates, at our sole discretion as we deem fit for any purposes as we deem fit, including but not limited to purposes of providing Services, supplementary services, customer support, customer experience improvements, analytics, marketing & sales, customer base or business expansion, technology or business collaborations, Services extensions and any other purposes including those that aid in lowering of costs or in improvements in Services.
3.6 Right to Due Diligence, Compliance, or Any Other Checks:
3.6.1 Diligence, Compliance and Other Checks: You understand and agree that we or CollectSmart have right to, and may at anytime carry out, without any notice or notification, any checks such as but not limited to identity establishment checks, customer due diligence checks, credit worthiness checks, operating concern checks, trade denial entity checks or other routine, ad-hoc, periodic or specific checks on you or any related staff or personnel before, or at any time after, setting up your Account and allowing you the use of CollectSmart Platforms or Services. You agree to fully and promptly cooperate with all requests made by us, CollectSmart or any of CollectSmart Third Party Service Providers in relation to your Account or Subscription to Services for the purposes of identifying, establishing and authenticating your identity. We and or CollectSmart reserve the right to defer, deny, terminate, close, suspend, hold-off or limit access to your Account and the Platforms or Services if we or CollectSmart are unable to obtain or verify your information or if the verification is unsatisfactory at any time before establishing your account or thereafter. We do not make any specific commitments to you as to how, how often we will or we will not make any due diligence or compliance checks on you or on others. You may not rely on or draw any inferences from our checks, or lack thereof, on you or others. The checks, or lack thereof does not diminish our rights in any manner.
3.7 Rights to Refuse, Deny, Suspend or Terminate Access to Website, Platform, Services, Account, Subscription or Content:
3.7.1 Right of Refusal: We reserve the right to refuse your request to be a customer, or your request to open an account, or your request for any Subscription, or in general, refuse at any time, and for any period, any access to Website Platform, Services, Account, Subscription or Content or any part thereof, at our sole evaluation and or discretion, without specifying any reason whatsoever. The reasons may be related to you such as but not limited to our assessment or evaluation of your profile, any previous breaches, due diligence or other matrices or result of similar evaluations or assessments by our partners, or may be reasons unrelated to you, such as but not limited to over subscriptions, or techno-commercial, operational or business decisions as to Subscriptions or Services or customer base or temporary suspension in new subscriptions etc by us or our providers or other Service Providers such as but not limited to Banking Services Provider(s). The refusal may be by us and or any of the Service Providers involved. The Service Provider(s) involved reserve the right to not inform us. We may or may not, at our sole discretion provide you with notifications and or reasons for the refusal. You agree that, we (and or related service providers) reserve the right to not notify you and that none of us shall be liable to you in any manner whatsoever for the refusal or non notification. You also agree that If your request is not accepted or is denied by us, you may not approach us for a period of minimum of six months.
3.7.2 Right to Suspend, Deny, Cancel or Terminate: In addition to the right to refusal as above, we also reserve the right to deny, suspended, cancel or terminate, at anytime, any number of times and for any length of time, your account, your Subscription or in general, any access to Website Platform, Services, Account, Subscription or Content or any part thereof, at our sole evaluation and or discretion, without specifying any reason whatsoever. The reasons may be similar to but not identical to or limited to those as in above Right of Refusal. The Services and provision of access to the Services, Platform, Subscription, Account, Website etc deepened on other Service Providers involved including but not limited to Banking Service(s) Provider(s). Other Services Providers reserve the right to not notify us as to denial, disruption, suspension, cancelation, termination of their services or platform or the reasons thereof.
3.7.3 The reasons may be related to you such as but not limited to reassessment or revaluation of your profile or periodic, ad-hoc or additional due diligence or other matrices or non-compliance issues or payment issues or result of similar evaluations or assessments by our partners, or the reasons may be unrelated to you, such as but not limited to over subscriptions, or techno-commercial, operational or business decisions as to Subscriptions or Services or customer base or temporary suspension in new subscriptions etc by us or our providers or other Service Providers such as but not limited to Banking Services Provider(s). The refusal may be by us and or any of the Service Providers involved. The Service Provider(s) involved reserve the right to not inform us. We may or may not, at our sole discretion provide you with notifications and or reasons for the refusal. You agree that, we (and or related service providers) reserve the right to not notify you and that none of us shall be liable to you in any manner whatsoever for the denial, suspension, termination or non-notification.
3.7.4 Limited Pro-rata Refund only in case of Termination for Convenience by Us: Any refund shall be subject to conditions stated here. There shall be no other refund or refund under no other conditions. If the Services are Terminated by us, solely due to our reason of Termination for convenience, fully attributable to us alone, as determined by us, then in such cases we shall issue you pro-rata refunds for unused portion of Services if monies were paid in advance by you directly to us, for the unused portion of Services, based on the provisions of this Agreement and the terms of the applicable Subscription, subscribed by you. You shall not be entitled to the refunds and we shall not be liable in any manner, in cases such as but not limited to, any of the following(a) any due diligence, compliance or credit checks or other checks are unsatisfactory or (b) if you are not in compliance with the terms of Agreements, Privacy Policy, Terms of Use or any other usage policies or guidelines, (c) other Service Provider(s) have denied, cancelled, suspended, disrupted or terminated your access or services, (d) your or other Service Provider(s) actions, inactions, errors or omissions or negligence or breaches contributed, (d) reasons beyond our control, or (e) if the Termination is not solely due to reason of Termination for convenience by us. In any case, we shall not be responsible and liable to you, for any reason, for any amount in excess of the amount pre-paid by you directly to us, for the unutilised portion of the pre-paid Subscription Services. We shall have no other liability.
4.1 No Reliance On CollectSmart Information, Data or Content: Any information, data or content (Content) on CollectSmart Platforms, Website or Services is provided for general information only and may not always be most updated or current, timely or accurate. It is never intended to be of advisory nature, nor it is intended to amount to form a basis for any decision nor it is made available as an information or advice on which you should rely. You must obtain independent information from different reliable sources and independent professional or specialist advice & services before taking, or refraining from, any action on the basis of the Content on or delivered by or made accessible by CollectSmart Platforms. CollectSmart is not a information or data source or information or data or Content provider. We disclaim any responsibilities, warranties, guarantees or fitness for any purposes or accuracy, timeliness or currentness of the Content or deliveries or Services. CollectSmart is a facilitation or automation platform and not the originator of any major transaction data and relies on, without limitation, Your Systems or Apps, Your Service Providers’ business systems, banking systems or other systems etc for the facilitation services. CollectSmart uses other third party service providers including without limitation third party technology & hosting service providers. CollectSmart is not responsible for you, Your Service Providers, or other third party service providers, nor is CollectSmart responsible for the data received or sourced from or exchanged or shared with you or them. CollectSmart does not guarantee the integrity and accuracy of any data or information or Content delivered or made accessible to you by CollectSmart, nor shared or exchanged by it with, or sourced by it from, the third parties or their platforms, systems, apps or APIs.
4.2 Accuracy of Content by us or part of CollectSmart Platform or Services: Although we and or CollectSmart make reasonable efforts to update the information on or as part of CollectSmart Platforms or Services, we make no representations, covenants, warranties or guarantees, whether express or implied, that the Content on or related to CollectSmart Platforms or CollectSmart Services is reliable, accurate, complete, up-to-date or fit for any general or specific purpose.
5.1 Limitations: To the extent permitted by law, we exclude all conditions, covenants, warranties, guarantees, liabilities, representations, or other terms which may apply to CollectSmart Website, Platforms, Subscriptions and or Services or any content, data, information, transaction(s) or Interaction(s) or Data Handling, as part of or in relation to these, whether express or implied. There are no implied warranties, guarantees, covenants, representations, responsibilities or liabilities. The CollectSmart Website, Platforms, Subscriptions and or Services are offered on an as-is basis, and as-will-be basis, without any promises, projections, warranties, guaranties, covenants, representations, availability, security, performance or service levels, or commitments to responsibilities or liabilities, and any representations or claims of merchantability or fitness for a particular purpose.
5.2 Exclusions of Our Liability: We or CollectSmart will not be liable to anyone including you or Related Entities or third parties for any direct, indirect consequential or implied loss, injury, inconvenience, damage, or penalties of any nature whatsoever, whether in contract, tort (including negligence), breach of statutory or fiduciary duty, or otherwise, even if foreseeable or informed. We shall not be liable for any indirect loss, consequential loss, loss of profits, loss of reputation, injury, interest, and or other professional costs and expenses.
Without limiting the generality of the foregoing, we disclaim any liability arising under or in connection with:
(a) your access to or use of the CollectSmart Website, CollectSmart Platform, CollectSmart Subscription and or CollectSmart Services, or lack thereof;
(b) disruptions, outages, downtimes, suspensions, discontinuity, withdrawal or without limitation, similar adverse events or occurrences in relation to the CollectSmart Website, Platform, Subscriptions or Services or any part thereof;
c) any inaccuracies, inconstancies, transaction or data losses, integration or interface failures, Platform failures, failures of third party Platforms, etc. in relation to Services, Interactions or Data Handling;
(d) or reliance on any data or content displayed or processed or handled on CollectSmart Website, CollectSmart Platforms, CollectSmart Subscription or CollectSmart Service or other than in accordance with these terms;
(e) CollectSmart will not be liable for any loss or damage caused by a virus, Trojan horse materials, back door traps, self-distributing harmful materials, distributed denial-of-service attack, or other technologically harmful material that may infect your mobile phone, computer equipment, computer programs, data or other proprietary material due to your use of CollectSmart Platforms or to your downloading of any content on it, or on any other Platforms or websites linked to it, except where it was solely caused by gross negligence or wilful misconduct on our part.
5.3 Further Exclusions: Without prejudice to the generality of the foregoing, CollectSmart will not be liable for any inconvenience, loss, cost, damage or injury suffered by you or any third party arising from or caused by:
5.3.1 error(s), limitation(s) or disruption(s) in or related to the chain of automation: including but not limited to error(s) or disruption(s) in input data, error(s) or disruption(s) in any application at your end including but not limited to your business application, error(s) or in underlying platforms, error in
5.3.2 use of your Account and the Platforms by third parties, whether authorised by you or unauthorised;
5.3.3 unauthorised use by anyone;
5.3.4 any use in breach of Terms, usage policies, usage guidelines;
5.3.5 system outages, disruptions or malfunctions in our platforms, your platforms, your payer platforms, banking provider platforms or other third party platforms or networks.
(a) CollectSmart compliance with any instruction given or purported to be given by you relating to any data or any transaction performed via the Platforms ("Transaction"), notwithstanding that the integrity of the information comprised in such instruction may have been compromised or impaired during transmission;
(b) transfer of your funds to a wrong target entity, target account number, wallet or mobile number or a wrong recipient in any manner whatsoever, whether or not the causative error is attributable to you or third parties or anyone singly or collectively;
(c) any loss (including but not limited to transaction, data, reputation or financial), damage to Systems, inaccurate, delayed or otherwise defective transaction (monetary or otherwise), collection or payment due to (or contributed by) Third Party Service Providers;
(d) theft or loss of or temporary or permanent damage to the functioning of your or Related Entitles’ device, hardware and/or equipment with which the Platforms or part thereof may be installed on or may interact with;
(e) your inability to effect or complete any Transaction due to system maintenance or breakdown/non-availability of the Platforms or any network;
(f) you being deprived of the use of the Platforms as a consequence of any action by us, except where such deprivation is caused by CollectSmart, gross negligence or wilful misconduct; and
(g) any failure by CollectSmart to perform any obligation or observe any of these Terms if such failure arises from a failure of, or any unauthorised and/or unlawful access to, any machine, data processing system or transmission link or any act of force majeure such as acts of God, war or warlike hostilities, civil commotions, riots, blockades, embargoes, sabotage, strikes, lock-outs, fire, flood, shortage of material or labour, unforeseeable delay in deliveries from sub-contractors, or any event outside CollectSmart control.
5.4 Limitations of Responsibility and Liability for Loss of Data: You understand that you are solely responsible for any damage to your computer system or loss of data that results from any material downloaded from or otherwise provided through CollectSmart Platforms. Any content or information accessed by or provided to you through CollectSmart Platforms is provided "as is," "with all faults," and "as available." CollectSmart, its agents, and its licensors do not warrant the accuracy, completeness, current-ness, non-infringement, merchantability or fitness for a particular purpose of any content or information available through its website or network. You access such content or information at your own risk. CollectSmart does not guarantee that its network or websites will be error-free, or continuously available, or that it will be free of viruses or other harmful components. Under no circumstances will CollectSmart, its affiliates, its agents or its licensors be liable to you or anyone else for any damages that arise from the use of its network or website. This is a comprehensive limitation of liability that applies to all damages of any kind-for example, compensatory, special, direct, indirect, or consequential damages, loss of data, income or profit, loss of or damage to property and claims of third parties-even if CollectSmart are advised beforehand of the possibility of such damages.
6.1 Indemnity: By using CollectSmart Platform(s) or Service(s) or part thereof, you irrevocably and unconditionally agree and undertake that you shall indemnify us and CollectSmart against any liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect, consequential loss, loss of profits, reputation, interest, legal and other professional costs and expenses) suffered by us and CollectSmart due to (a) any infringement of third party rights caused by your usage, including but not limited to any third party intellectual property rights, (b) any breach of any applicable laws, including but not limited to data protection laws, (c) any loss or damages caused to us, to the Platform or to others, by your irresponsible use of the Platform or Services or Subscription or any use in contravention, non-adherence or breach of the Terms or policies and/or (d) any breach of these conditions or any other Terms caused by your action, negligence or inaction, omissions or commissions, whether wilful or not.
7.1 Procedures, Standards and Policies for Content Uploads, Downloads and Access: You agree that all your Content uploads, and or access, updates, modifications, removals or downloads shall be subject to, and your agreement to, strict compliance with the Terms of this Agreement, Privacy Policy and Terms of Use and also other procedures, policies and guidelines, at all times. You further undertake that you are in agreement with all the Terms, including but not limited to, to our indemnity requirements, your responsibilities and liabilities, our liability, indemnity, responsibility, warrant disclaimers, and our rights with respect to your Content, other content, your access to and use of CollectSmart Platform, Website, Subscriptions, Services, Content and other materials, including in relation to any access, uploads, downloads, updates, modifications, alterations or removals.
You undertake that you will comply with the requirements of Terms of Services and also Terms of Use and Privacy Policy, Subscriptions Specifics, Subscription Specific Terms, Technical literature and content standards, upload limits, procedures, protocols, policies and guidelines set out by us from time to time. . You irrevocably and unconditionally represent and warrant to us and indemnify us that any Content you upload to CollectSmart Platforms or through CollectSmart Platforms or any alterations, modifications, downloads, removals in relation to the Content shall at all times comply with the standards set out as in the aforesaid documents and policies.
7.2 Infringement Indemnity by You: You irrevocably and unconditionally represent and warrant that any Content you upload to CollectSmart Platforms or through CollectSmart Platforms or any uploads, modifications, alterations, updates, downloads or removals or combinations in relation to Contents do not violate, misappropriate or infringe the rights of any third party, including but not limited to privacy rights, copyrights, trade marks and/or any other intellectual property rights. You further warrant that you indemnify us on full indemnity basis and hold us harmless in relation to the requirements herein. You also agree that if the Content uploaded or maintained or combined by you or someone on your behalf such as your provider whether owned by or created by you or your provider, violates anyone else’s rights, then you and your provider(s) shall be severally and jointly liable to us and offended party for any losses, damages and indemnification on full indemnity basis.
7.3 Accuracy or Nature of Content by You or Entity Related to You: You alone, and neither us nor CollectSmart, shall be responsible, or liable to any third party, for the Content or for the nature, currentness or accuracy of any Content posted by you, or any other entity or user of related to you, whether posted intentionally or otherwise, on or in relation to CollectSmart Platforms and you warrant that you fully indemnify us and hold us harmless in relation to the Content uploaded.
7.4 Identity & Information Disclosure Rights Reserved for Content or Content Policy Violations: We or CollectSmart have the right to disclose your identity and or related information to any third party claiming that any Content posted or uploaded by you to CollectSmart Platforms, or otherwise supplied to us, constitutes a violation of the intellectual property rights or any other right of the party. We also reserve the right to supply such information to law enforcement.
7.5 Platform Usage - No Overloading of, Disruptions in or to the Platform: You shall follow all the stipulated requirements as regards items such as but not limited to approved the syntax, formats, file or data types, standards, interfaces, interactions, quantity, frequency or other applicable limits, etc while uploading, accessing or downloading content. You must at all times use only the approved methods, mechanisms, protocols and interfaces for uploading, accessing or downloading content, including those mechanisms advised to you by the administrative or other officers or experts or staff that liaise with you regarding the administration or management or operation of the CollectSmart Website, Platform, Subscription or Services. You may not use bots or other automated mechanisms that are not explicitly approved by your CollectSmart Subscription. You shall not engage or cause others to engage in any acts, omissions or commissions that may result in any negative impact on the CollectSmart Platform, Subscriptions or Services.
7.6 Removal, Suspension or Modification of Content: You agree that, in addition to our other rights and remedies, we have full rights and discretion to remove your Content from CollectSmart Platforms, without notifications or without the need of stating or disclosing any reasons to you or anyone, to remove or suspend or modify your Content where we believe, or are informed, or have a reasonably grounded or otherwise suspicion that your Content does not comply with the Content standards set out in requirements or standards or policies set out by us in this section above or otherwise or your content is deemed possibly infringing, illegal, immoral or otherwise inappropriate or harmful for CollectSmart Platforms or others. CollectSmart shall not be liable to you in any manner whatsoever, should CollectSmart choose to remove, suspend or modify your Content. We reserve the rights to upload, store, present, update, modify, remove, analyse, transfer or share any Content without any restrictions or notifications.
8.1 No Assurances as to Error Free or Defect Less Platform or Service Levels: We do not guarantee that CollectSmart Platforms, Website or Services will be secure or free from defects, bugs, errors, viruses or malware. CollectSmart will not be responsible for, or obligated towards, carrying out error or defect corrections, bug fixes or rem9val or neutralization of malware or viruses in relation to the Platform(s), Website(s).Service(s), Subscription(s) or any document(s), communication(s), or material(s). We provide no assurances, warranties or guarantees of any kind, and disclaim any and all liability as to the Website(s), Platform(s),Service(s), Document(s), Communication(s) or other material(s) and any actions, errors, omissions or commissions in relation to these.
8.2 No Assurances as to Compatibility or Interoperability – Platforms, Systems & Version Compatibility: We do not guarantee that the Website(s), Platform(s),Service(s), Document(s), Communication(s) or other material(s) will work with your mobile phone or any other devices or for specific versions of the hardware or operating system or any other application or software.
8.3 Your Responsibility for Configurations & Protection Mechanisms: You or your provider are responsible for configuring information technology platform and/or infrastructure including but not limited to hardware, computers, network, communication devices, mobile devices, operating system, mail systems, apps or other programs or any hardware or software platforms that you own, lease or are in control of, or use for access to in order to access CollectSmart Platforms. You should use, and you are responsible for using, your own virus protection software, firewalls and other protection mechanisms. You shall also follow all guidelines or policies in respect of the protection requirements and responsible access to, and also use of, the Platform and Services.
8.4 Your Responsibility to not Overload, Degrade or Negatively Impact our Platform, or Others: You must not cause CollectSmart Platforms or Services or it’s other users or other service providers or infrastructure or hosting service providers to suffer by knowingly or negligently or otherwise by connecting your devices or platforms, or by overloading or by negatively impacting our Platforms or Services, by robotic use, by causing denial of service situations, by overloading, or by other omissions or commissions such as by introducing viruses, worms, bugs, trojanware, trapdoors, malware or other harmful or malicious material and/or technologically or infrastructurally dangerous. You must not attempt to gain or allow or assist anyone to gain unauthorised access to CollectSmart Platforms, the infrastructure or server on which CollectSmart Platforms is deployed or any other related server, computer or database connected to CollectSmart Platforms. You must not engage in, or otherwise support or cause to support, any activity that results in or may result in degradation of Services or performance or service levels or any kind of attack on CollectSmart Platforms such as overloading, robotic loading or a denial-of-service attack of any kind including but not limited to distributed denial-of-service attack. Your breach of this provision will be breach of the Terms herein resulting in termination of Services and other penalties. It may also be a breach of applicable regulations and laws and may attract civil and criminal penalties and damages. It is your responsibility to protect yourself from other users of the CollectSmart Platform or Services. We disclaim any liability for or in relation towards any impact to you whatsoever due to other users of our Platform or Services, or their acts of commission or omission, while they are using our Platform or Services.
9.1 Services & Subscriptions: The services you receive are conditional to your Subscription and related Subscription Specifics which include but are not limited to Subscription details and Subscription Specific Terms. These also include pricing and billing and payment details and terms.
9.2 Payments for Subscription: You’ll need to pay for a subscription based on the pricing of your selected Subscription. The pricing details, payment terms and other terms of your subscription are stated when you select your Subscription package. If nothing is stated in your Subscription, all fees payable to CollectSmart are due within 21 days from the invoice date stipulated in the invoice, without any further notice. The amounts paid are non-refundable. We are not obliged to send you reminders or late payment notices. Late payments shall entail late payment fees or charges and may also result in suspension or termination of your Subscription and access to CollectSmart Account, Platform, Subscription and Services. During the period of suspension you shall be billed regular fees even though the Services are suspended. Any suspension shall be removed and the Services reinstated only after payment of all fees due including additional reinstatement fees.
9.3 CollectSmart Subscription Plans & Pricing: Your use of CollectSmart services generally requires you to pay a monthly subscription fee based on your subscription type (the Subscription fee). There may be one-time Subscription fees. Some plans may entail payment of all Subscription Package payment upfront. Among other items, the Subscription Specifics shall generally contain pricing plan and payment, which consists of the Subscription and fees such as but not limited to registration fees, monthly subscription fees, usage-based transaction fees, cancellation fees etc. There may be a minimum term requirement such as 1 year term, whether billed in advance or billed monthly. You agree to pay for the full minimum term. The Subscription will not apply retrospectively and, if CollectSmart makes changes and you’re a subscriber, we will make a reasonable effort to let you know. Generally value added or local consumption taxes are additional. Depending on your region, subscription fees taxes such as but not limited to consumption or value added taxes, goods and services taxes, transactional taxes and or customs duties where relevant and applicable are payable by you over and above the Subscription Package Price components (for example, but not limited to, VAT and GST).
9.4 Taxes: You alone, and not us, shall be solely and entirely responsible for all your taxes, regulatory fees, other external fees and tariffs, levies, surcharges, import or export or customs duties, incidentals, and other such tariffs (“Taxes”). You are solely and entirely responsible for promptly paying all your Taxes and other Taxes associated with your use of CollectSmart services wherever levied or not levied by us. We or CollectSmart Platform or Services are not responsible for computation of taxes for you or on your behalf, (including, for example, your invoices to your customer or business partners). Your responsibility includes withholding tax if it applies, unless CollectSmart already processes that withholding tax. CollectSmart may at its own discretion collect geographical location information to determine your location, which may be used for tax purposes, however, this is not our obligation. This means the location information you give CollectSmart must be accurate for tax residency purposes. You are responsible for payment of VAT or GST as applicable to you.
9.5 Additional Services and Fees: Depending on where you’re based and how you use CollectSmart services, you may be able to take advantage of additional Subscription packages or services that CollectSmart offers. These might incur additional fees that we’ll let you know about when you sign-up for or use 0those services.
9.6 Importance of Timely Payments: In order to continue accessing CollectSmart services, and also to avoid late payment fees and penalties you need to make timely payments based on the pricing plan you select or you have selected. To avoid delayed or missed receipt of invoice or delayed or missed payments by you, please make sure that you have provided correct, accurate and sufficient billing details (including but not limited to the email-id for receipt of electronic invoices) in your online CollectSmart billing details profile and it has accurate and sufficient billing details information supplied and kept accurate and sufficient at all times. If CollectSmart does not receive timely payments, CollectSmart may assess and apply late payment fees, penalties and finance charges/interest charges and may even suspend your subscription package and services, until the payment is made. Any suspension shall incur regular subscription fees (with suspended services) and also reinstatement fees. We shall not be responsible for the impact to you due to the suspension.
9.7 Auto-renewal: Your CollectSmart subscription will automatically renew, and you will be automatically charged/billed, based on your payment details, and based on the then current fees for the then CollectSmart subscription type or service(s) you’re deemed to be auto-renewing on a recurring basis until you cancel your CollectSmart subscription. If the same exact subscription is not available at the time of auto-renewal then the nearest equivalent subscription shall be auto-allocated and auto-selected for you for renewal. You agree to this and you shall not dispute this.
9.8 Cancellation: Early cancellation by you for convenience shall cause you to forfeit remaining fees. If you do not wish to suffer loss with respect to your CollectSmart subscription, you must complete the term of the subscription. Early termination will incur cancellation fees. You can do so by going into the subscription settings in your account. If you cancel your CollectSmart subscription, your cancellation may only be effective after clearing all outstanding payment dues. You may incur auto renewal charges if you have not creared all your dues and if your cancellation request was in abeyance due to the non cleared dues.
9.9 Suspension, Termination, Loss Of Service and Data, Financial or Other Losses: Any non-adherence, noncompliance, breach or violation of or in relation to the Terms of Service, Subscription Specific Terms, Terms of Use, Privacy Policy or any appl8cable terms, policies or guidelines, whether wilful or otherwise, may result in immediate suspension, disruption or termination of the access to one or more of the CollectSmart Website, Platform, Subscription, Services and or this Agreement and related agreements. We will not be responsible for any loss of service, platform access, or any other losses including but not limited to any direct or consequential or third party losses, financial losses, data & transaction loans, reputational losses or any other losses to you or any other party.
10.1 Definition and Scope of Confidential Information: "Confidential Information" shall mean any confidential information which is disclosed by or through us or by or through the CollectSmart Website, Platform, Subscription or Services to you (including any and all information of a third party, if any) and which is or may be communicated, conveyed or shared with you, either: (i) in written, audio, video, graphic, human readable, or machine readable, or other tangible forms; or (ii) orally or (iii) in any other form, and shall be deemed to include, without limitation: CollectSmart Agreements and Subscriptions and pricing plans, CollectSmart specific proprietary or sensitive information, specifications, operations or systems manuals, functions and features, Platform or Services details, benchmarks or service level details, technological developments, decision processes, profiles, system and management architectures, diagrams, graphs, models, sketches, technical data, research, business or financial information, proprietary ideas, concepts, trade secrets, know-how, inventions, techniques, methodologies, and all other information related to CollectSmart. Additionally, either party’s non-public financial results, either party’s market share, either party's internal business plans, and either party’s business models are confidential information of the party.
10.2 Use and Disclosure: You agree that you shall in no way use for, share with, or disclose or disseminate to, any person or entity the Confidential Information you receive from CollectSmart for any purpose. You agree that you shall use a reasonable degree of care to avoid disclosure, distribution, publication, or dissemination of CollectSmart Confidential Information.
10.3 Exceptions: The confidentiality obligations set forth herein will not apply to the extent that: (a) the Confidential Information is, at the time of disclosure, part of the public domain; or (b) Confidential Information is required to be disclosed by a government agency or by a proper court of competent jurisdiction; provided that you will minimise the disclosure of such information and will consult and assist the CollectSmart in obtaining a protective order prior to such disclosure.
10.4 Notice of Unauthorised Disclosure: You shall immediately give CollectSmart notice of any unauthorised use or disclosure of Confidential Information, upon learning of the same and will cooperate with CollectSmart in every reasonable way to help regain possession of the Confidential Information.
10.5 Return of CollectSmart Confidential Information: You will at any time, upon receipt of CollectSmart written request, within five (5) business days return to CollectSmart all of the Confidential Information or certify destruction of the same, where possible, pursuant to an appropriately secure destruction method. You shall not retain any copies or abstracts of CollectSmart Confidential Information.
10.6 Publicity, Presentation or Press Releases: You shall not, except as required by law, disclose or issue any press release mentioning or making reference to us or CollectSmart without our or CollectSmart’s prior written consent. We hereby agree that you may include CollectSmart in your list of Preferred and or Good/Satisfactory Vendors, Providers or Suppliers or Service Providers, including fair use of the CollectSmart Logo with no negative or adverse comments whatsoever. You may not use CollectSmart information or the CollectSmart Logo in any other manner. You may not use any other name, Logo or Trademark. You may not make or aid in making or any negative reference to us or CollectSmart or anything associated with CollectSmart including but not limited to the CollectSmart Website, Platform, Subscriptions, Services, our staff or providers or other customer or users of the CollectSmart Website, Platform, Subscriptions or Services. You agree that we may include your name, Logo, Trademarks, in our presentations, list of Customers or Satisfied Customers, optionally along with a brief description of the Platform and or Services or other reasonable details of the same. Either party consents to not engage in negative publicity or references of any nature whatsoever, fact based or otherwise, about the other party or its officers or staff or providers.
10.7 Injunctive Relief: You understand, acknowledge and agree that, in the event you fail to comply with of the Terms or Service, Terms of Use or terms of Privacy Policy, we may suffer irreparable & possibly non quantifiable harm, or harm that is not quantifiable immediately, and that monetary damages alone may be inadequate to compensate us for such breaches. Accordingly, you agree that we will, in addition to any other legal or equitable remedies available to us, be entitled to apply for immediate injunctive relief.
11.1 No Relationship: Your Subscription or use of the CollectSmart Website, Platform, Subscriptions, or Services does not create any relationship of agency, partnership, joint venture, employee-employer or franchisor-franchisee between you and us (or our Providers).
11.2 Assignment by us of Rights to Related or Third Parties: CollectSmart may assign CollectSmart rights and duties hereunder to any third party at any time without your prior consent or giving prior notice to you. However, you shall not assign any rights or obligations herein to anyone.
11.3 Partial Invalidity: If any provision of these Terms is found to be unlawful, void, inconsistent, or for any reason unenforceable, that provision shall be deemed severable from these Terms and shall not affect the legality, validity and enforceability of any remaining provision.
11.4 Severability: If any term in this Agreement is determined to be invalid or unenforceable by a competent court or governing body, such term shall be replaced with another term consistent with the purpose and intent of this Agreement, and the remaining provisions of this Agreement shall remain in effect.
11.5 No Waivers or Deviations: Our or CollectSmart’s failure to insist upon or enforce strict performance or compliance of any provision of these Terms or Agreement or any delay or deferment in doing so shall not be construed as a waiver of or deviation from any provision and/or right . Without limiting the generality of the foregoing, you agree that: (a) any delays, errors or omissions in billing or invoicing or add-on charges or penalties to you by us or in follow-up or enforcing correct or timely receipts or receipts or collections by us, shall not be deemed as any waiver of, or deviation, from any of our rights including that of enforcements, additional charges and or penalties; (b) any delays, errors or omissions by us with respect to actions (i) to start proceedings or (ii) to threaten or implement any suspension or a termination of Access to the CollectSmart Website, Platform, Subscriptions, or Services etc. shall also not mean, or be deemed to mean, as any waiver of, or deviation from, any of our rights including that of enforcements, additional charges and or penalties. We reserve all our rights.
11.6 No Third Party Rights: A party (a person or an entity) who is not a party to these Terms (a Third Party) shall have no right under the Contracts (Rights of Third Parties) Act including but not limited to any right to enforce any of these Terms.
12.1 Governing Law and Jurisdiction: These Terms of Service and the Agreement shall be governed and construed in accordance with the laws of Singapore. Singapore courts shall have exclusive jurisdiction over any matter concerning the Terms of Service or the Agreement.
12.2 Dispute Resolution: The Courts of Singapore shall have exclusive jurisdiction to settle any dispute arising out of or in connection with the Terms of Service or the Agreement.
A.1 CollectSmart AppSource for Microsoft Dynamics 365 Business Central: If you have installed/used or intend to install/use CollectSmart AppSource for Microsoft Dynamics 365 Business Central, or if we have supplied any means of integration, co-working, interfaces or Interactions with Microsoft Dynamics 365 Business Central Licensed Software in any manner whatsoever, then you are deemed to have agreed to and have accepted the following additional Terms:
i) Microsoft Dynamics 365 Business Central Licensed Software is licensed separately and governed by the Microsoft Software License Terms (SLT), and you agree that you have accepted or will accept the SLT prior to using the CollectSmart with Microsoft Dynamics 365 Business Central.
ii) Microsoft is not responsible for CollectSmart and any effect it may have on the functionality of the Microsoft Dynamics 365 Business Central and accompanying software documentation.
iii) You fully understand and agree that you will not receive any right whatsoever either from us or from Microsoft with respect to the CollectSmart Platform including but not limited to rights in relation to integration, co-working, interfaces or Interactions with Microsoft Dynamics Business Central Platform. You agree and understand that you shall not receive any copy CollectSmart Platform or part thereof and any materials whatsoever even if any such part or material is deemed necessary to support the CollectSmart Platform or it’s integration, co-working, interfacing, or Interactions with Microsoft Dynamics Business Central Platform. You further understand and agree that we each (CollectSmart and Microsoft) keep our respective rights to our respective intellectual property and we do not share those rights. You also understand and agree that Microsoft is not responsible for our intellectual property and CollectSmart in any way including for its integration, interfacing, co-working, or Interactions with Microsoft Dynamics Business Central or any impact thereto and you shall not get any support for our intellectual property from Microsoft even if performance of Dynamics Business Central is materially severely affected, and even if you perceive it as problem with Microsoft.
iv) with respect to the presents in this section, you agree that notwithstanding anything to the contrary in the Agreement, Microsoft shall be a third party beneficiary with respect to the matters in iii) above and shall have rights to (i) enforce the appropriate provisions of the agreement including this section and also (ii) verify your compliance. If the governing law prevents Microsoft from being a valid third party beneficiary, you agree that CollectSmart shall be entitled to seek damages and losses as Microsoft would have done it and indemnify Microsoft for any loss or damage suffered that Microsoft would not have suffered as a third party beneficiary.
v) we may add to or modify or update the Microsoft Specific Terms herein at any time without notice.
vi) We agreeing to enter into this Agreement with you and making available the CollectSmart Platform, Subscription or Services to you is contingent upon your acknowledgement and agreement to this position and the presents of this section including as stated in i), ii), iii), iv), v) and this vi) here.
1) We may add or update any Banking Provider specific terms, without any notice, from time to time.
2) Your relationship with the approved and participating Banking Services Provider, though essential for availing the CollectSmart Services, shall be separate independent and there is no implied relationship e.g. three-way or multi-way relationship between us.
3) We may have an independent relationships with different Banking Services Providers as we desire. We may, at any time, continue, enhance or terminate such relationships at our discretion.
4) The CollectSmart Services require that you have appropriate type of account (e.g PayNow Corporate Enabled Business Banking Account) established and running with one of the CollectSmart approved and participating Banking Service Providers and that you keep such an account running, active and operating throughout the duration of the Subscription to avail the Services. You need to enable certain options on this account for the Services to work and be available to you. You need to maintain your contractual relationship with the Banking Service Provider current, in good standing and in compliance as required by the Banking Services Provider and as required by us. Any change or disruption by the Banking Services Provider with respect to their arrangement with us or CollectSmart, their infrastructure or APIs or your arrangement with the Banking Service Provider may impact our Services adversely, and we shall not be liable for any disruption, adverse impact, cancellation or termination of Services or Subscription.
5) The onus is on you, and not us, to establish and maintain an account as said above and have it appropriately enabled and running, active and operational. We shall not be responsible for your failure to do so, and the resulting consequences, disruption of service etc.
6) Under certain information, status updates or notification by the Banking Services Provider to us we may suspend or terminate your account immediately without any notice. Any restoration of Services shall be upon new Subscription, as may be freshly evaluated and established, through applicable processes and fees.
7) You agree that we may request / get certain notifications from your Banking Services Provider and you consent to this.
8) You also agree that we may request certain information about you or your account including but not limited to the current operating status, status services enabled, and other information such as but not limited to some due diligence information.
9) You agree to follow all the procedural and compliance steps as required by the Banking Services Provider and also by us and CollectSmart including but not limited to while creating and accessing CollectSmart access account and Subscription package. You agree to provide all required information correctly and accurately and keep it current at all times. You shall follow all the instructions, steps, or guidelines including but not limited to updated instructions or guidelines, or as advised from time to time.
10) You shall be required to follow certain additional procedural steps and guidelines from time to time and you agree to abide by them.
11) Your subscription and the availability or continuity of the Services is subject to your strict adherence to the terms herein as well as your compliance with the terms of Banking Services Provider.
1) With respect to hosting services provider, other infrastructure or services providers, technology services providers etc, fair use terms apply as are generally applicable. We may add additional terms from time to time based on the Hosting Services Provider and other infrastructure services providers or other services or technology providers we use or we may chose to use in future.