This Service Agreement and applicable attachments and other transaction documents are the complete agreement regarding transactions under this agreement (together, the "Agreement") under which Client may order Services.
This Service Agreement describes the rights and responsibilities related to the Service(s) You purchase from TRADING SPACE PTE. LTD., a company incorporated in Singapore at the address 10 ANSON ROAD #20-05 INTERNATIONAL PLAZA Singapore 079903 (hereinafter referred to as the “We”, or “Us”, or the “Company”) and is concluded between You and Us.
The Service(s) is provided exclusively by Us and by using the Service, You agree to the terms of this Agreement.
You confirm that You have authority to enter into this Agreement, or if You do not agree with its terms, you will not click ‘accept’ and will not use the Service.
1.1. «API» means application programming interface;
1.2. «Business» means the business(es) carried on Your Website(s);
1.3. «Business Day» means any day other than a Saturday, Sunday or bank or public holiday;
1.4. «Confidential information» means any information which is marked as “Confidential” or “Proprietary” or should be reasonably expected to be confidential having regard to the context of disclosure or the nature of the information; including, without prejudice to the generality of the foregoing, the terms of this Agreement as well as business plans, data, strategies, methods, customer and client lists, technical specifications, transaction data and customer data shall be deemed confidential;
1.5. «Customer» means an individual who has a intent to transfer his Skins to the Deposit Account holder;
1.6. «Deposit Account» means an online stored value account.
1.7. «Service» means the transfer skins and exchange services provided by Us or Our group company.
1.8. «Website» means Your websites set out above as the same may be deleted from, and added to, from time to time as agreed by the parties in writing.
1.9. «Skins» means cosmetic items which influence the look of a weapon or a costume in a video game.
2. OUR SERVICES
2.1. License of API. We will license to You, for use in accordance with this Agreement, Our current written API instructions to enable You to offer Service to Customers who want to transfer their Skins to You for purchase Your goods or services.
2.2. Registration. You may request Us to register one or more Deposit Accounts but You may not have more than one Deposit Account per Website.
2.3. Account Balance. All skins transferred by the Customer are credited to the Account Balance at the cost at the time of the Customer's transaction. You can choose balance currency in the Account registration process. In addition, the Balance can be replenished using available payment methods. You can return the balance to your current account or purchase Skins from us.
2.4. Fees. You agree to pay Us the fees set out the Fee Schedule. All fees are due immediately. You authorizes Us to debit all applicable fees from the Deposit account. We may amend the fees set out in the Fees Schedule by notice in writing to You, such amendment to take effect not less than thirty (30) days from the date of the notice.
2.4.1. Fees are quoted exclusive of Value Added Tax. In case value added tax or any other sales tax is or becomes chargeable, We will add such tax to the amount payable but shall, where required, provide information on the net amount, the amount of tax and the tax rate applied.
2.4.2. Any fee payable by You shall be deducted from the Your Account balance. If Your Account balance is insufficient, or Your Account balance becomes negative, We reserve the right to invoice You for any shortfall.
2.5. Skins transfer and exchange. You are able to receive the Skin that Your Customer transfers to you in the form of a deposit on Your Account. We make instant transfer and exchange of Skins.
2.6. Invoices. When you buy or sell Skins you make it with our invoice system. Carefully check the purpose of the payment and your payment details. The data in the invoice must match the data of the payer.
2.7. You can also receive Your Deposit to Your bank account or other payment account, within 10 Business Days after sending the request to us.
2.8. Business Use. Use of the Service is allowed only for legitimate business purposes.
3. YOUR OBLIGATIONS
3.1. Transfer of Skins via Our Service: You agree that by exchanging Skins through Our Service, the Customers funds are credited to his own Account. Payments for the benefit of third parties are prohibited.
3.2. No charge for Customers. You agree that it will nor charge (or recharge) Customers any fee for using Our Services to transfer Skins or funds.
3.3. Update information. You will promptly notify Us if
3.3.1. any information provided to Us, including information in the application for submitted by You, is changed or is no longer accurate or complete;
3.3.2. You cease to be the owner or operator of any Website.
3.4. You shall submit to Us for pre-approval the content of every website that You intend to connect to Your Account for accepting skins.
3.5. Compliance with Our Policies. You agree to comply with Our identification and security policies and procedures as updated and supplied to You from time to time. You must save your account information, login and password.
3.6. Fraud detection, illegal customer Activity. You agree to investigate any suspected illegal or fraudulent activity, including, without limitation, try to refund funds or Skins, any illegal transaction making by Customer at Your Website.
3.7. Your Disputes. You acknowledge that We do not act as a buyer or seller of goods or services bought or sold by You. You agree that any dispute regarding any Customer deposit, Your product or service purchased or sold by You is between You and third party and agree that We shall not be a party to any such dispute.
3.8. No refund. You agree and inform Your Customer that Our Service does not allow You and Your Customer to return the transferred Skins in any way. You also agree that funds received by You are non-refundable.
Any questions about the return of the purchased goods or services or the return of the advance on Your Website are subject to discussion between You and the Customer without the participation of the Company.
3.9. Without prejudice to actions prohibited under the Our policy, You shall not receive Skins as consideration for the delivery of tobacco products, prescription or nonprescription drugs, pornographic content or services, illegal downloads, illegal gambling or goods or services infringing intellectual property rights of a third party, or for any other goods or services the offering or provision of which is illegal under applicable law.
4. REPRESENTATION AND WARRANTIES
4.1. Each party warrants and represents to the other party that:
4.1.1. it has and will maintain all required rights, powers and
4.1.2. authorisations to enter into this Agreement and to fulfil its obligations hereunder;
4.1.3. it will perform its obligations hereunder with reasonable skill and care; and
4.1.4. it has in place and will maintain adequate facilities (including staff training, internal controls and technical equipment) to comply with its data protection and confidentiality obligations hereunder.
4.2. Your products or services that are made available to customers comply with applicable law in any jurisdiction in or to which You are making its goods and services available;
4.3. You have at all times all requisite licences and permits in place to engage in the advertising and provision of its goods and services; and
4.4. You are not receiving funds in connection with any illegal, fraudulent, deceptive or manipulative act or practice and that You are not sending or receiving funds to or from an illegal source.
4.5. To the extent You share with Us any personal data of any third party for any purpose, including the names, email addresses and phone numbers of your personal contacts, You have the authority (including any necessary consents), as required under applicable law, to provide us with such personal data and allow us to use such personal data for the purposes for which you shared it with us.
4.6. It is Your responsibility to determine what, if any, taxes apply to the payments You receive or pay through your use of the Services. It is solely Your responsibility to assess, collect, report or remit the correct tax, if any, to the appropriate tax authority.
5. YOUR DEPOSIT ACCOUNT
5.1. In order to complete the registration procedure you agree to give us certain identifying information for due diligence purposes. Particularly to identify you as a client and be sure that you are using the Services in accordance with our rules stipulated herein.
5.2. We request you to provide us with the following types of Personal Data about you:
5.2.1. Your email;
5.2.2. Numbers that You may use or have registered with Your local tax authority
5.2.3. Company’s documents such as: Articles of Association, Certificate of Incorporation, Shareholders register, Certificate of Directors,
5.2.4. Your (or directors) name and surname and verifying documents such as passport or valid ID;
5.2.5. Sworn statements;
5.2.6. Scope of business. Your (or directors) name and surname and verifying documents such as passport or valid ID;
5.2.7. Description of Your Business, products and services;
5.2.8. Your Website with test access;
5.3. We have a right to refuse your registration application on our sole discretion.
6. ACCOUNT RESTRICTION
6.1. From time to time, We may place a hold on Your Account (a "Hold"), restricting actions with the Service or delete an account held by You. Some of the reasons that we may place a Hold on Your Account include the following:
6.1.1. if we have reason to believe (in our sole discretion) that information provided by You is false, misleading or fraudulent, or that funds are being used in a prohibited manner;
6.1.2. if the funds available (as determined by Company in its sole discretion) should be provided directly to a person or entity other than You (such as a legal beneficiary or person entitled by law to act on behalf of You);
6.1.3. if we have reason to believe that You have violated these Agreement, or
6.1.4. if we have reason to believe (in our sole discretion) that there may be suspicious or fraudulent activity;
6.1.5. if required in order to comply with a court order, subpoena, writ, injunction, or as otherwise required under applicable laws and regulations.
7. INTELLECTUAL PROPERTY
7.1. For the duration and strictly for the purpose of this Agreement, the parties grant each other a non-exclusive, worldwide, royalty-free, nontransferable licence to copy, use and display any logo, trademark, trade name or other intellectual property owned by, or licensed to the other party, to the extent that Company is entitled to grant a sublicense.
7.2. Any use, adaptation or amendment of intellectual property (except for non-material adaptation or amendments necessitated by the use for a particular purpose as contemplated by the parties) shall be subject to prior written approval by the party licensing the intellectual property in question. No party shall use the other party’s intellectual property or mention the other party in any public communication without the first party’s prior written approval.
7.3. Except as expressly stated, nothing in this Agreement shall grant or be deemed to grant to any party any right, title or interest in any logos, trademarks, trade names or other intellectual property licensed to that party by the other party.
8.1. The parties will protect each other’s Confidential Information. Your Confidential Information includes Your Customer Data. The party receiving Confidential Information will exercise at least the same degree of care that it uses to protect its own Confidential Information of a similar nature, but in no event less than reasonable care to:
8.1.1. restrict dissemination of Confidential Information only to individuals or third parties with a need to know and who are under a substantially similar duty of confidentiality, and
8.1.2. not use any Confidential Information for any purpose other than to perform its obligations under this Agreement.
8.2. The receiving party’s obligations will not apply to information that:
8.2.1. is rightfully in its possession prior to receipt from the disclosing party,
8.2.2. is or becomes publicly available other than as a result of a breach of this Agreement,
8.2.3. is rightfully obtained by the receiving party from a third party under no obligation of confidentiality with respect to the information, or
8.2.4. is independently developed by the receiving party. The receiving party may disclose Confidential Information to the extent required by law or regulation.
9. LIMITATION OF LIABILITY
9.1. Neither party shall be liable in contract, tort (including negligence or breach of statutory duty) or otherwise for any indirect or consequential loss or damage of any kind including punitive or exemplary damages or for any loss of profit or loss of contract, loss of goodwill or reputation, loss of opportunity, loss of revenue or third party loss whether foreseeable or otherwise.
9.2. The aggregate liability of Company in contract, tort, negligence or otherwise arising out of or in connection with this Agreement in any period of 12 months from the commencement date or any anniversary thereof (each a “Contract Year”) shall be limited to the lower of EUR 10,000 (ten thousand).
9.3. Nothing in this Agreement shall operate to exclude or restrict a Your liability
9.3.1. for fraud and fraudulent misrepresentation;
9.3.2. for death or personal injury due to negligence;
9.3.3. for actions pursuant to illegal activity;
9.3.4. for remittance payments due to You subject to the provisions of this Agreement;
9.3.5. for wilful and malicious misconduct;
9.3.6. for damage to real or tangible personal property;
9.3.7. for a breach of Confidentiality; and to the extent that such exclusion or restriction is prohibited under applicable law.
9.4. Unless expressly stated otherwise, no indemnity obligation under this Agreement shall be subject to the limitations of liability.
9.5. You shall indemnify Us against all third party claims, losses, damages, fines, penalties, arising out of or in connection with such breach.
9.6. We shall not be liable for any of the following:
9.6.1. a hardware, software or internet connection is not functioning properly;
9,6.2. unforeseen circumstances preventing the proper performance despite any reasonable precautions taken by Us. Such circumstances may include but are not limited to acts of God, power outages, fire, flood, theft, equipment breakdowns, hacking attacks, internal mechanical or systems failures.
10. TERMS AND TERMINATION
10.1. Without prejudice to termination rights under the Agreement, We may terminate this Agreement immediately:
10.1.1. if You file a petition for bankruptcy, becomes insolvent, or makes any arrangement or composition with or assignment for the benefit of its creditors, or a receiver is appointed for You or Your business, or You go into liquidation either voluntarily (otherwise than for reconstruction or amalgamation) or compulsorily;
10.1.2. upon the occurrence of a material breach of this Agreement.
10.2. You if such breach is not remedied within five (5) business days after written notice is received by You identifying the matter or circumstances constituting the material breach; or
10.2.1. if You violate or fail to comply with any applicable law, regulation or any order by a competent court or government authority.
10.3. You may terminate this Agreement at any time without reason by giving notice to Us.
10.4. We may terminate this Agreement at any time without reason.
11. MODIFICATIONS AND INTERRUPTIONS
11.1. We reserve the right to change, modify, or remove the contents of the Website at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our site. We also reserve the right to modify or discontinue all or part of the Services without notice at any time. We will not be liable to you or any third party for any modification, suspension, or discontinuance of the Website or the Services.
11.2. We cannot guarantee the Website and the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Website or the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Website or the Services during any downtime or discontinuance of the Website or the Services. Nothing in these Agreement will be construed to obligate us to maintain and support the Website or the Services or to supply any corrections, updates, or releases in connection therewith.
12.2. Electronic Communication. Visiting the Website, sending us emails, and completing online forms constitute electronic communications.
12.2.1. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE.
12.2.2. 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.
12.3. Force Majeure. Except for payment obligations, neither of us will be responsible for failure of performance due to a force majeure event.
12.4. Enforceability. If any of the provisions of this Agreement is invalid under any applicable statute or rule of law, it is to that extent to be deemed omitted.
ANNEX 1. FEE SCHEDULE
1. The balance left after the account was restricted.
2. If your account is restricted, the amount remaining on the balance can be returned to your users within 6 months from the moment of blocking the account by written application upon providing identification documents, confirmation of the Skins ownership.
3. When choosing a method of receiving funds to your payment account, you assume all obligations to pay commissions of the bank, payment system or other payment method.
4. Accounting of transactions.
4.1. Each operation is invoiced and contains the following data: invoice number, date, payment description, payment method, amount, commission fees, payer and recipient.
4.2. We store data about your transactions and invoices. You can see the history of transactions in your personal account and save or print your invoice.