Last updated: 10/10/2023

1. Terms & Conditions of service

1.1 We are Korporatio Inc., a private limited company incorporated under the laws of Seychelles (“Korporatio”, “we”, “us”, or “our” as applicable). You can contact us by:

(a) emailing us at: future@korporatio.com; 

(b) sending mail to us at: 139 Cecil Street, #03-10, 069539, Singapore; and

(c) sending us a message through the contact links on our Website.

1.2 Thank you for incorporating your company with us, and/or appointing us as the company secretary of your company (“Your Company”, and together with any other authorised user you appoint to act on your behalf to access the Services, collectively referred to as “you” and “your” (where the context requires), and “Primary Service” respectively). 

1.3 We may, from time to time also provide additional services to Your Company (“Additional Services” and together with the “Primary Service”, the “Services”), including but not limited to:

1.3.1 Company Renewal Services;

1.3.2 Visa Applications;

1.3.3 Company Registered Address;

1.3.4 Regulation & Compliance Advisory;

1.3.5 Administrative Support including but not limited to document issuance, document collection, document archival, document signature and document transport;

1.3.6 Accounting Services; 

1.3.7 Payroll Services; and

1.3.8 The provision of the Dashboard

1.4 By engaging us to provide Services to to Your Company:

1.4.1 you accept and agree to be legally bound by these terms and conditions (“Terms”) (where applicable) and any additional terms and conditions that we may impose specific to any particular Service that is offered; and

1.4.2 you accept and agree to be legally bound by these Terms (where applicable), and our Privacy Policy which sets out the terms on which we process any personal data we collect about you, or that you provide to us, and further consent to such processing and promise that all Data provided by you is current, factual and accurate.

1.5 As the Services are provided to you, you may be required to connect a MetaMask Wallet to access the Dashboard. You agree to keep your seed phrase associated with that MetaMask Wallet confidential and will be responsible for all use of your MetaMask Wallet and the associated seed phrase. 

1.6 The Company may, at its sole discretion, and at any time, discontinue any Service, in whole or in part, or may prevent or restrict your use of any Service, in each case with or without notice to you and for any reason, including, but not limited to, for violation of these Terms.

2. User restrictions

2.1 You must be 18 years or older to use our Services and by creating an account you declare that you are 18 years or older. We may ask you at any time to show proof of your age. 

2.2 You confirm that you have authority and capacity to bind any business or entity on whose behalf you use our Services, and that business or entity accepts these Terms.

2.3 You may only use the Dashboard if it is legal to do so in your country of residence. You represent to us that your use of the Dashboard does not violate any laws applicable to you. You take responsibility for any consequences of your breach of this section.

2.4 You may only use our Services for lawful purposes and you are not permitted to use our Services: 

2.4.1 for any illegal purposes, including, but not limited to fraud and money laundering, unlawful sexually oriented materials or services, counterfeit products, unlawful gambling activities, the funding of terrorist organisations, the unlawful purchase or sale of tobacco, firearms, prescription drugs, other controlled substances or other products prohibited by law. We will report any suspicious activity and cooperate with any relevant law enforcement agency or regulator; 

2.4.2 in any way that would locally or internationally evade any applicable taxes or facilitate tax evasion; 

2.4.3 for any illegal purposes including the purchase or sale, or the facilitation of the purchase or sale of, illegal goods or services; 

2.4.4 to conduct activities pertaining to adult entertainment or pornography, gambling, chemicals and controlled substances, money services businesses, syndicates, debt-collection activities; and 

2.4.5 to deal in harmful programs such as viruses, spyware, or similar computer code designed to adversely affect the operation of any computer software or hardware.

2.5 We do not support businesses or transactions which are involved in any of the categories mentioned in Clause 2.4 above, and such businesses or transactions may be declined. While this list is representative, it is not exhaustive, and we reserve our right to deny our Services to any person or entity who exceeds our risk tolerance.

2.6 We may place interim or permanent restrictions on the use of all or any part of the Services depending on certain regulatory requirements, your country of residence, identity verification checks or business requirements. Such restrictions will be communicated to you, at the time the restriction is put in place or, if that is not practical due to urgent or unforeseen circumstances, promptly after the restriction is put in place.

3. Customer due diligence

3.1 We are required by law to carry out all necessary security and customer due diligence checks on you, your directors, partners, ultimate beneficial owners, and employees (as relevant) and authorised users together with any parties involved in your transactions, both before providing any Services to you and on an on-going basis, in order to provide any Services to you. 

3.2 In connection with the above Clause 3.1, you will promptly provide any information we require at any time in a format acceptable to us, within two (2) business days of a request from us, and acknowledge that we may not provide you with any of our Services until we have received all the information we require. 

3.3 We will not be responsible for any loss arising out of your failure or delay in providing us with the information we require under Clause 3.2 above.

3.4 You agree that we may make, directly or using a third party, any inquiries we believe are necessary to verify information you provide to us, including checking commercial databases or credit reports. We may keep records of such customer due diligence checks in accordance with applicable laws.

3.5 You agree that our provision of, and where applicable your ability to use, the Services is subject to successful completion of the initial, and any subsequent, customer due diligence checks.

4. Customer warranties

4.1 You represent, warrant and undertake on an ongoing basis that:

4.1.1 you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use the Services;

4.1.2 you have the full capacity, authority and all necessary licences, permits and consents to enter into and to exercise the rights, and perform your obligations under, these Terms;

4.1.3 you will not access the Services through automated or non-human means, whether through a bot, script or otherwise; 

4.1.4 you will provide us with accurate, up-to-date and complete customer due diligence information and data at all times; and

4.1.5 you will not use the Services, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the operation of the Services.

4.2 Where you are engaging us for the Service of company incorporation and we have not incorporated Your Company, you further represent, warrant and undertake on an ongoing basis that:

4.2.1 that you have authority and capacity to bind Your Company, and that Your Business accepts these Terms;

4.2.2 Your Company is duly incorporated under the laws of your place of formation; and

4.2.3 your entry into and performance of these Terms does not:

(a) conflict with or result in the breach of or default under any provisions of your articles of incorporation or association, by-laws or any other constituent documents; and

(b) conflict with or result in the breach of any applicable law or other restrictions or obligations that your business is subject to.

5. Service fees

5.1 In consideration for the Services, you will pay us the Service Fees. The Service Fees are charged separately depending on the Service used and will be as agreed from time to time in writing with us. All Service Fees are non-refundable unless otherwise noted in Clause 6 below. 

5.2 Some of the Services we provide may require Service Fees to be paid for on a recurring basis (“Subscription Services”) in the amounts as agreed from time to time in writing with us. By activating or using a Subscription Service, you agree to pay any and all recurring fees applicable (“Subscription Fee”) at the time you establish the Subscription Services on an ongoing periodic and recurring basis until cancelled.

5.3 You may cancel a Subscription Service at any time by writing to us at future@korporatio.com. If you cancel a Subscription Service, you will continue to have access to that Subscription Service through the end of the then-current subscription period. You are still liable for the Subscription Fees for the then current subscription period and you will not be entitled to a refund or credit for any Subscription Fee already due or paid.

5.4 In respect of certain Services, we may invoice you directly for amounts due or payable under these Terms. Any invoices issued by us must be paid in a timely manner in order for you to be provided access to the Services and/or for the Services to be rendered and must be paid no later than 15 days from the date of issuance of the invoice. If full payment is not received on time, we may suspend your use of the Services and/or refrain from rendering the Services until we receive the full invoiced payment. Any overdue or unpaid balances will be subject to a late payment fee of : 

5.4.1 where the Service involve a renewal of a foundation, company, business entity, legal arrangement or any other legal person not being an individual, USD150 per month; and

5.4.2 where the Service does not involve a renewal of a foundation, company, business entity, legal arrangement or any other legal person not being an individual, 25% on the initial invoice amount, up to a maximum of USD100, and an additional 5% interest per month on any overdue or unpaid balances, including any accrued late payment fees. 

5.5 We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.

5.6 All Service Fees are subject to processing by our payment service providers, the approval of the Payment Processing Company and the relevant issuing bank. We shall not be liable in any way if the payment service provider, Payment Processing Company or the issuing bank refuses to process or accept any Online Payment particulars for any reason.

5.7 You agree to provide to us and our payment service providers current, complete, and accurate purchase and account information for all payments of Service Fees. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we or our payment service providers can complete your transactions and contact you as needed. You agree that we shall not be liable for any loss, damage, or liability in the event of any unauthorised disclosure of such information by our payment service providers.

5.8 If for any reason we are unable to charge your payment method for any Service Fees owed, or if we receive notification of a chargeback, reversal, payment dispute, or are charged a penalty for any Service Fees that we previously charged to your payment method, we may pursue all available lawful remedies in order to obtain payment, including but not limited to, immediate cancellation, without notice to you, of any Services. 

5.9 We reserve the right to charge you reasonable administrative fees for (1) tasks we may perform outside the normal scope of our Services, (2) additional time and/or costs we may incur in providing our Services, and/or (3) your non-compliance with these Terms (as determined by us in our sole and absolute discretion). These administrative fees or processing fees will be billed to your payment method.

5.10 We reserve the right to exercise our lawful remedies if a dispute or issue arises over payments, or if we do not receive full payment for the Services. In particular, but without limitation to any other remedies, if the Payment Processing Company or the issuing bank rejects or reverses payment, we reserve the right to refuse, limit or cancel our provision of the Services.

5.11 All amounts payable to us under these Terms are exclusive of all taxes and similar fees now in force or enacted in the future, which you will be responsible for and will pay in full without any set-off, counterclaim, deduction or withholding unless prohibited by applicable law.

6. Cancellation and refunds

6.1 The Services provided may be cancelled at any time, but unless otherwise stated, you will only be issued a refund if you submit a refund request to us within 7 days of the date of the transaction. 

6.2 We are entitled to charge a reasonable amount for work already done as at the date of cancellation and a full refund may not be due. Unless otherwise agreed in writing, this amount will be the total amount paid for the Service less the time spent on work done in relation to the Service multiplied by an hourly rate of USD$150 per hour. 

6.3 There will be no refunds on any Services that are fully rendered. Unless otherwise agreed in writing, all refunds will be remitted in the same currency or medium used to pay for the Service Fees. Where cryptocurrency is used to pay any Service Fees, we have sole discretion to determine if refunds will be issued in either cryptocurrency in the same amount of cryptocurrency paid or fiat currency at the spot rate in USD value of the Services at the point of issuing our invoice. 

6.4 You agree that where refunds are issued to your original funding source (i.e. the bank account, credit card or your Metamask Wallet from which the funds had been debited), our issuance of a refund receipt is only confirmation that we have submitted your refund to the original funding source charged at the time of the original sale, and that we have no control over when the refund will be applied towards your original funding source’s available balance. You further acknowledge and agree that the payment or wallet provider and/or individual issuing bank associated with your original funding source establishes and regulates the time frames for posting your refund, and that such refund posting time frames may range from five (5) business days to a full billing cycle, or longer.

6.5 If you do not communicate or respond to us for a period of seven (7) business days during any part of your engagement of our Services, we reserve the right to suspend, cancel or discontinue any aspect of the Services at any time.

7. Anti-bribery, anti-corruption and sanctions

7.1 You will:

(a) comply with all applicable law relating to Sanctions, bribery and corruption including the UK Bribery Act 2010, the US Foreign Corrupt Practices Act, ​​Crimes Act 1914 (Cth) and Criminal Code Act 1995, ​​Dutch Money Laundering and Terrorist Financing (Prevention) Act (Wet ter voorkoming van witwassen en financieren van terrorisme), Sanctions Law 1977 (Sanctiewet 1977), the Dutch Criminal Code (Wetboek van Strafrecht), the Corruption, Drug Trafficking and Other Serious Crimes (Confiscation of Benefits) Act 1992 of Singapore, Prevention of Corruption Act 1960 of Singapore, Terrorism (Suppression of Financing) Act 2002 of Singapore and any laws and rules based on the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions (“ABC Legislation”);

(b) not do or omit to do anything likely to cause us to be in breach of any such ABC Legislation;

(c) not give or receive any bribes, including in relation to any public official;

(d) maintain a programme designed to ensure compliance with ABC Legislation, including an education and training programme and measures reasonably calculated to prevent and detect violations of ABC Legislation; and

(e) provide us with sufficient reasonable assistance to enable it to perform any actions required by any government or agency in any jurisdiction for the purpose of compliance with ABC Legislation or in connection with any investigation relating to ABC Legislation.

7.2 You represent and warrant that you and none of your directors, officers, agents, employees or persons acting on behalf of the foregoing are not a Restricted Person and do not act directly or indirectly on behalf of a Restricted Person.

7.3 You warrant and represent that neither you nor any of your directors, officers, agents, employees or persons acting on behalf of the foregoing has:

(f) committed a Prohibited Act;

(g) to the best of your knowledge, been or is the subject of any investigation, inquiry or enforcement proceedings by a governmental, administrative or regulatory body regarding any Prohibited Act or alleged Prohibited Act; or

(h) has been or is listed by any government department or agency as being debarred, suspended, proposed for suspension or debarment, or otherwise ineligible for participation in government procurement programmes or other government contracts on the grounds of a Prohibited Act.

7.4 If you become aware of any suspected breach of this section or have reason to believe that such a breach may occur, you shall, to the extent permitted by ABC Legislation and applicable law, notify us immediately.

8. Intellectual property rights

8.1 While you are using our Services, you may use the Korporatio Materials only for your personal use and solely as necessary in relation to our Services.

8.2 “Korporatio Materials” includes any software (including without limitation developer tools, sample source code, and code libraries), data, materials, content and printed and electronic documentation (including any specifications and integration guides) owned, developed and provided by us or our affiliates to you. You may not, and may not attempt to, directly or indirectly: 

(a) transfer, sublicense, loan, sell, assign, lease, rent, distribute or grant rights in the Service or the Korporatio Materials to any person or entity;

(b) remove, obscure, or alter any notice of any of our trade marks, or other “intellectual property” appearing on or contained within the Services or on any Korporatio Materials;

(c) modify, copy, tamper with or otherwise create derivative works of any software included in the Korporatio Materials; or

(d) reverse engineer, disassemble, or decompile the Korporatio Materials or the Services or apply any other process or procedure to derive the source code of any software included in the Korporatio Materials or as part of the Services.

8.3 You agree that we may include your name, trading name, logo, trade marks and general business information in our promotional and marketing materials for the Services and on the Website without consent. You may at any time and upon reasonable notice in writing to us request that we cease to use its name, logo, trade marks and general business information for these purposes.

9. Disclaimers

9.1 To the extent permitted by law, neither we nor our officers, directors, employees, suppliers agents and any related entities make any specific warranties, guarantees or representations of any kind with respect to our Services. All warranties, conditions and terms, whether express or implied by statute, common law or otherwise (including any implied warranties of merchantability, satisfactory quality or fitness for a particular purpose or non-infringement of third party rights) given by us are excluded to the extent permitted by law. In particular, we (and our officers, directors, employees, suppliers, agents and related entities):

(a) do not make any commitments about the content or data within the Dashboard, the specific functions of the Services or its accuracy, reliability, availability or ability to meet your needs;

(b) does not guarantee that our Services will operate uninterrupted or error-free, will always be available, contains and/or displays information that is current or up-to-date, and will be free from bugs or viruses, or never be faulty;

(c) will not be liable to you for any loss of profit, loss of business, business interruption, loss of business opportunity, or consequential loss, if you use our Services for any commercial or business purpose; 

(d) may occasionally have to interrupt your use of the Services for operational, security or other reasonable reasons. In such cases, we will restore access as quickly as practicable; 

(e) will not be liable for any loss or damage caused by a bug or virus, or other technological attacks or harmful material that may infect your computer equipment, computer programs, data or other proprietary material, related to your use of our Services; 

(f) cannot be liable for any failure to perform, or delay in performing, any of our obligations as a result of events which are outside our control. An event which is outside our control refers to any act or event beyond our reasonable control, including, but without limitation to, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; and

(g) do not offer financial or tax advice and you must not treat any information or comments by Korporatio as financial or tax advice.

9.2 If you are dissatisfied with the Services, or you do not agree with any part of these Terms, or you have any other dispute or claim with or against us with respect to these Terms or the Services, then your sole and exclusive remedy is to discontinue using the Services and the Dashboard.

10. Indemnities

10.1 You agree to defend, indemnify and hold us harmless, including our subsidiaries and affiliates, and all of our respective officers, directors, employees, suppliers, agents and related entities, on demand against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, incurred or suffered in connection with or as a result of:

(a) your breach of any term of these Terms, including your representations and warranties set forth herein;

(b) failure to comply with applicable law;

(c) your use or misuse of the Services including the Dashboard; or

(d) any actions arising from your instructions or which we reasonably believe to have been made by you or any of your authorised users. 

10.2 We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, which will not excuse your indemnity obligations under this section. This section shall continue to be in force even after you cease using our Services.

11. Confidentiality and use of data

11.1 In using our Services, you may have access to our Confidential Information must keep such information confidential in accordance with these Terms. You may only use such Confidential Information solely for the specific purposes for which it was disclosed by us to you or as expressly permitted by us. 

11.2 You agree that you will not disclose any of our Confidential Information to any third party except as required: 

11.2.1 by law or any authority of competent jurisdiction; 

11.2.2 to your attorneys, accountants and other advisors as reasonably necessary; or 

11.2.3 for the purposes of defending yourself in relation to actual or threatened proceedings, provided that in respect of 11.2.1 and 11.2.2 above, you will give us reasonable notice in advance of such required disclosure, together with such details as we may request (where notice to us is permissible under applicable law); and you will take reasonable precautions to protect the confidentiality of such information.

11.3 In addition, you may only disclose our Confidential Information to your representatives and employees on a ‘need to know’ basis in connection with these Terms, and shall ensure that they are under a duty of confidentiality to keep such information confidential. You will remain liable for any disclosure of Confidential Information by your representatives and employees as if you had made such disclosure.

11.4 We may disclose your information and Data to others, including to: 

11.4.1 any branch, subsidiary, holding company, associated company, affiliate including any of our affiliate or related entities; 

11.4.2 any agent, contractor or service provider that we engage or propose to engage to carry out or assist us with our functions and activities who is under a duty of confidentiality to keep such information confidential; 

11.4.3 participants in the payments system including payment service providers, financial institutions and payments organisations; 

11.4.4 any person to whom we may enter into any fundraising, share purchase or other commercial agreement who is under a duty of confidentiality to keep such information confidential; 

11.4.5 any person to whom information is permitted or required (or expected) to be disclosed by any applicable law or regulation or pursuant to any order of court; 

11.4.6 any referee or representative of yours (including any professional advisor, broker, attorney or executor); 

11.4.7 in the event of default, debt collection agencies; and 

11.4.8 any of your agents you have authorised or who is authorised under law such as an administrator or trustee in bankruptcy or your legal representative. 

12. Compliance

12.1 Korporatio is not licensed as a securities broker/dealer in any jurisdiction. We do not arrange, facilitate or execute dealings in investment, collective investment schemes or securities.

12.2 You acknowledge that, in making any investment decision in respect of Your Company, you must rely on your own examination of the relevant investment, including the merits and risks involved.

12.3 This Website does not contain information constituting an offer to sell or the solicitation of an offer to buy in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction.

13. Modifications to these terms and services

13.1 We reserve the right, at our sole discretion, to modify or replace these Terms, or change, suspend or discontinue any aspect of the Services at any time or for any reason. 

13.2 Where appropriate, we may notify of any changes taking effect, including by posting the revised version of these Terms on the Website or via email. If you disagree or do not wish to be bound by such change, you may choose to terminate your account and discontinue use of our Services before the changes become effective. You agree that your continued use of our Services after changes to these Terms becomes effective constitutes your acceptance of such changes.

14. Management, termination or suspension of usage rights

14.1 We reserve the right, but not the obligation, to: 

14.1.1 monitor the Services for violations of these Terms; 

14.1.2 take appropriate legal action against anyone who, in our sole discretion, violates applicable law or these Terms, including without limitation, reporting such user to law enforcement authorities and pursuing civil, criminal and injunctive redress; 

14.1.3 in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of the Services or part thereof; and 

14.1.4 otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services. 

14.2 You hereby waive and hold us (and our officers, directors, employees, partners, agents and related entities) harmless from any claims resulting from any action we take during or as a result of our investigation and from any actions taken as a consequence of such investigations by us or any law enforcement authorities.

14.3 These Terms remain in effect until your use of the Service is terminated by us. We may terminate or suspend your access to the Dashboard and/or use of the Service for any reason at any time, and with or without notice. Upon such termination or suspension, your right to use the Dashboard and its Services will immediately cease.

15. Third party services

15.1 Our Services may contain links to participating payment service providers, financial institutions and/or third-party web sites or services that are not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any participating financial institution or third-party web sites or services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

15.2 You are responsible for deciding if you wish to access the websites of such payment service providers, participating financial institutions or third parties by clicking on a link or installing an application. The inclusion of any link or application on the Dashboard does not imply that we endorse the linked site or application. Your use of the links and access to the websites of such participating financial institutions or third-parties shall be at your own risk and you agree that your use of an application or third-party website via the Dashboard is on an “as is” and “as available” basis without any warranty for any purpose.

15.3 Additional terms and conditions of participating financial institutions or third-party service providers may apply to your transactions. Please read these additional terms and conditions carefully. You acknowledge and accept that a participating financial institution and/or third-party service provider may change, modify or discontinue, temporarily or permanently, any services provided to you without notice to you and we shall not be liable or responsible for such change, modification, suspension and/or discontinuance of services.

16. Electronic communications

16.1 Using the Services, sending us emails, completing online forms (e.g., via the Dashboard or text message) constitute electronic communications. For purposes of forming a legally binding agreement, you hereby consent to receive electronic communications and agree that all terms and conditions, agreement, notices, disclosures and other communications that we provide to you electronically satisfy any applicable legal requirements, including that these be made in writing. You acknowledge that there is inherent risk in use of the Internet and that information transmitted through the Internet in general is not confidential. We cannot and do not guarantee the privacy or protection of any electronic communications through the Internet. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

16.2 In addition to communicating via electronic means, we may contact you via letter or telephone where appropriate. We may also communicate with you via any mobile messaging applications (including SMS, WhatsApp or Telegram). Any communications or notices sent by post will be deemed received three (3) days from the date of posting for Singapore post or within five (5) days of posting for international post. Any communications or notices sent by any mobile messaging applications will be deemed received the same day.

17. Miscellaneous

17.1 Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms will continue in full force and effect.

17.2 These Terms and any other terms and conditions of the Services constitute the entire agreement between you and us with respect to the Services and supersedes all prior understandings, agreements, representations and warranties, both written and oral, between us with respect to the Services.

17.3 Nothing in these Terms will be construed as creating an agency, a partnership or joint venture between us, constitute any party being the agent of the other party, or authorise any party to make or enter into any commitments for or on behalf of the other party. Each party confirms it is acting on its own behalf and not for the benefit of any other person.

17.4 These Terms, and any dispute or claim arising out of or in connection with it and/or your account, or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Singapore. Any disputes or claim arising out of or in connection with these Terms and/or your account shall be subject to the exclusive jurisdiction of the Courts of Singapore.

17.5 These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

17.6 A person who is not a party to these Terms has no rights under the Contracts (Rights of Third Parties) Act 2001 of Singapore (or any equivalent legislation under applicable law) to enforce any term of these Terms, save as expressly provided in these Terms.

18. Definitions and interpretation

18.1 In these Terms (unless the context requires otherwise):

(a) the words “including“, “include“, “for example“, “in particular” and words of similar effect shall not be deemed to limit the general effect of the words which precede them;

(b) reference to a party shall be construed to include its successors and permitted assignees or transferees;

(c) reference to any legislative provision shall be deemed to include any statutory instrument, by law, regulation, rule, subordinate or delegated legislation or order and any rules and regulations which are made under it and any subsequent re-enactment or amendment of the same; and 

(d) if there is any inconsistency between these Terms and any additional terms, then such additional terms prevail to the extent of the inconsistency. 

18.2 Capitalised terms in these Terms, unless otherwise expressly defined herein, have the following definitions:

“Dashboard”	means a company dashboard specific to Your Company hosted at https://app.korporatio.com.
“Data”	means all types of data including Personal Data and Payment Data.
“Payment Data”	payment account details, information communicated to or by financial services providers, financial information specifically regulated by applicable laws, and any other transactional information generated as part of the use of our Services.
“Payment Processing Company”	means the applicable payment or card processing entity for the relevant payment mode.
“Personal Data”	means any data (a) relating directly or indirectly to a living individual; (b) from which it is practicable for the identity of the individual to be directly or indirectly ascertained; and (c) in a form in which access to or processing of the data is practicable.
“Privacy Policy”	means our Singapore privacy policy which is made available on the Website or provided to you separately as amended from time to time.
“Prohibited Act”	means: (a) to directly or indirectly offer, promise or give any person working for or engaged by us a financial or other advantage as an inducement or reward for any improper performance of a relevant function or activity in relation to obtaining these Terms; (b) to directly or indirectly request, agree to receive or accept any financial or other advantage as an inducement or a reward for improper performance of a relevant function or activity in connection with these Terms; (c) committing an offence: (i) under the Corruption, Drug Trafficking and Other Serious Crimes (Confiscation of Benefits) Act 1992 of Singapore; (ii) under legislation or common law concerning fraudulent acts; (iii) of defrauding, attempting to defraud or conspiring to defraud us; or (d) any activity, practice or conduct which would constitute one of the offences listed under (c) above if such activity, practice or conduct had been carried out in Singapore.
“Restricted Person”	means a person who is: (a) listed on, or owned or controlled by a person listed on any Sanctions List; (b) located in, incorporated under the laws of, or owned or controlled by, or acting on behalf of, a person located in or organised under the laws of a country or territory that is the target of country-wide Sanctions; or (c) otherwise a target of Sanctions.
“Sanctions”	means any economic sanctions laws, regulations, embargoes or restrictive measures administered, enacted or enforced by: (a) the United States; (b) the United Nations; (c) the European Union; (d) the United Kingdom; (e) Singapore; (f) any other jurisdiction in which we operate; or (g) the respective governmental institutions and agencies of any of the foregoing, including without limitation, the Office of Foreign Assets Control of the US Department of Treasury (‘OFAC’), the United States Department of State, Her Majesty’s Treasury, and the Australian Sanctions Office (together “Sanctions Authorities”).
“Sanctions List”	means the Specially Designated Nationals and Blocked Persons list issued by OFAC, the Consolidated List of Financial Sanctions Targets issued by Her Majesty’s Treasury, the Consolidated List issued by the Australian Sanctions Office, or any similar list issued or maintained or made public by any of the Sanctions Authorities.
“Services”	means all products, services, content, features, technologies or functions offered by us and all related websites, applications, and services (including the Dashboard and Website).
“Service Fees”	means the fees applicable to the use of any of the Services.
“Website”	means any webpage, including but not limited to www.korporatio.com.