THIS AGREEMENT GOVERNS YOUR ACQUISITION AND USE OF OUR SERVICES.
IF YOU REGISTER FOR A FREE TRIAL FOR OUR SERVICES, THE APPLICABLE PROVISIONS OF THIS AGREEMENT WILL ALSO GOVERN THAT FREE TRIAL.
BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, YOU AGREE TO THE TERMS OF THIS AGREEMENT.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
1. ACCEPTANCE OF TERMS
“Service Provider” shall mean the persons, drivers, corporate entities, equipment providers and/or vehicle operators where services are engaged or used or may be requested through the use of the Service.
“Service” shall mean the use of Aespada Smart Logistics applications, offered by Aespada Technologies Pte Ltd (hereafter known as “AespadaSL”) at http://aespada.io/ .AespadaSL provides its Service to you, subject to the following Terms of Service (“TOS”), which may be updated, amended, varied and/or modified by us from time to time without notice to you and shall be binding on you. You can review the most current version of the TOS at any time at:
In addition, when using AespadaSL services, you and AespadaSL shall be subject to any posted guidelines or rules applicable to such services, which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS. AespadaSL also may offer other services from time to time, which are governed by different Terms of Services. The Contra Proferentum rule shall not apply to the interpretation of any of the terms and conditions in this Agreement.
2. LICENSE OF THE SERVICE
(a) Subject to your compliance with these Terms, we grant you a limited, non-exclusive, revocable and non-transferable licence to download and install one copy of the App on your mobile device or otherwise and to run such copy of the App solely for your own use.
(b) Subject to your compliance with these Terms, we grant you access and/or use of the Service on your computer and/or mobile device or otherwise.
(b) Subject to your compliance with these Terms, we grant you access and/or use of the Service on your computer and/or mobile device or otherwise.intellectual property rights of our retail or advertising partners, other than the non-exclusive and non-transferable personal right to use and receive the Services in accordance with these Terms.
You must not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services or the Service in any way; (ii) modify or make derivative works based upon the Services or the Service; (iii) create Internet "links" to the Service or "frame" or "mirror" any other server or wireless or Internet-based device; (iv) reverse engineer or access the Service in order to (1) design or build a competitive product or service, (2) design or build a product using similar ideas, features, functions, graphics or other intellectual property products of the Services or the Service, or (3) copy any ideas, features, functions, graphics or other intellectual property products of the Services or the Service; or (v) launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burden or hinder the operation and/or performance of the Services or the Service.
3. USE OF SERVICES
(a) We offer a technology Service to provide information and a means for you to obtain services from Participating Providers through the use of the Service. The Service allows you to send a request(s) for services (together with information in relation to such request) to Participating Providers and each relevant Participating Provider has the sole discretion to accept or reject each such request. If a Participating Provider accepts a request, the Service will notify you and provide you with information about the Participating Provider such as the name, contact number, rating, details of registered vehicle (as applicable).
(b) We will not be responsible for the behaviour, negligence, conduct, actions or inactions on the part of the Participating Provider(s) whose services you may use (through the Service or otherwise). Any contract for the provision of services is between you and the Participating Provider(s) and not us. Other than providing settlement of payment arrangement services in accordance with clause 5, we have never been and shall never be a party to any agreement (to be) entered into between you and any Participating Provider(s). If there is any dispute in relation to the services provided then that dispute must be taken up by you with the relevant Participating Provider(s) directly.
(c) You must keep secured and confidential and not disclose to any third party any username or password that we may provide to you in relation to access to the Service and/or the Services.
(d) We shall assume that any person using your mobile device, your username and password is you or a person authorized by you
4. DESCRIPTION OF SERVICE
AespadaSL currently provides users with access to a rich collection of on-line applications (the “Service”). Unless explicitly stated otherwise, any new features that augment or enhance the current Service, shall be subject to the TOS. You understand and agree that the Service is provided “AS-IS” and that AespadaSL assumes no responsibility and/or liability for goods, services and/or equipment to be provided pursuant to the Service and/or the Service Providers under the Service, the timeliness, deletion, miss delivery and/or failure to delivery Service, negligence on the provision of Service or failure to store any user communications or personalisation settings. In order to use the Service, you must obtain access to the Internet, either directly or through devices that access web-based content and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the Internet, including a computer and modem or other access device.
5. YOUR REGISTRATION OBLIGATIONS In consideration of your use of the Service, you agree to:
A. provide true, accurate, current, and complete information about yourself (such information being the “Registration Data”) and
B. maintain and promptly update the Registration Data to keep it true, accurate, current, and complete.
If you provide any information that is untrue, inaccurate, not current, or incomplete, or AespadaSL has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, AespadaSL has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
7. MEMBER ACCOUNT, PASSWORD AND SECURITY
You will receive a password and account designation upon activation of service. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to:
A. immediately notify AespadaSL of any unauthorised use of your password or account or any other breach of security, and
B. ensure that you exit from your account at the end of each session. AespadaSL cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
8. MEMBER CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials (“Content”), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not AespadaSL, are entirely responsible for all Content that you upload, post, email or otherwise transmit via the Service.
AespadaSL does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent, or objectionable. Under no circumstances will AespadaSL be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss, expense and/or damage whether direct, indirect or consequential including economic loss of any kind incurred whatsoever or howsoever arising because of the use of any Content posted, emailed or otherwise transmitted via the Service.
1.Suggest to term member to “User”, and let’s define user. User are individual, a company representative that uses Aespada SL platform for logistic service.
2. Under member conduct, let’s include things like, User shall not:
a. send illegal, contra band or hazardous/dangerous/explosive/perishable goods.
b. breach any of Singapore’s law, or in any criminal act.
c. abuse the platform, whether is it physical or technological hack.
d. Solicit any of Aespada’s logistic partners or partners’ driver for direct business
9. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell, or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
10. CHARGES AND PAYMENT
(a) It is generally free to view the Service. For details about the cost of the services provided by the Participating Providers, unless otherwise agreed with us in writing, please refer to the latest pricing guidelines posted on our Website and/or the Service, which may be amended and updated at our sole discretion from time to time without prior notice. Unless otherwise agreed by us in writing, any payment made under this clause 5 is non-refundable.
(b) Cash Payment: You understand and agree that any and all fees receivable or payable under completed orders shall be settled between you and Participating Provider(s) directly. In the event there is any dispute in relation to the settlement of fees, such dispute must be taken up with the relevant Participating Provider directly; and
(c) Non-Cash-Payment: You understand and agree that any and all fees receivable or payable under completed orders can be settled via credit card payment or such other non-cash method as approved by us from time to time via us (and not directly between you and Participating Provider(s)). You irrevocably authorise and appoint us as your paying agent to pay such fees to the Participating Provider(s) on your behalf
(e) For the avoidance of doubt, if your specified non-cash payment channel becomes disrupted or otherwise becomes unavailable at the time of settlement, you understand and agree that you shall settle the then relevant completed order(s) immediately by way of cash to the Participating Provider(s) withdraw or terminate, whether in whole or part, any and all such promotions without prior notice and at our absolute discretion. Your continued use of the Services with the latest promotions, whether or not reviewed by you, shall constitute your consent and acceptance to such promotions. You understand that our promotional offers are calculated and proposed by our technical devices and our qualified personnel referring to the competitive market prices, which are in accordance with the Relevant. Laws. Our promotional offers are for the purpose of your and the Participating Provider's better satisfaction only. For the avoidance of doubt, you agree that our promotional offers will not reflect or be construed in a way to suggest that we directly intervene, affect, arrange or otherwise control any transaction entered into by you and the Participating Providers through the Service. If you do not agree with the promotional offers, please do not request a Service via the Service with the promotional offers proposed by us being in force or you may discontinue your use of the Service.
By accepting these Terms and using the Service and/or the. Services, you agree that you shall defend, indemnify and hold us, our affiliates, our licensors, and each of our and their respective officers, directors, other users, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (a) your violation or breach of any term of these Terms or any Relevant Laws, whether or not referenced herein; (b) your violation of any rights of any third party, including the Participating Providers arranged via the Service; or (c) your use or misuse of the Service and/or the Services.
(a) The Service is provided to you on an "as is" basis. We do not guarantee that the Service is compatible with your computer or mobile device or that (the contents of) the Service and our website are free of errors, defects, malware and viruses or that the Service and our website are correct, up to date and accurate. (b) We do not warrant and accept no liability in connection with the availability of the Services, the availability of transport and logistics services from the Participating Providers through the use of the Services, the accuracy of the information or data provided as part of the Services or the quality, suitability and timeliness of the services of the Participating Providers.
(c) Any quoted pick-up or journey times are best estimates only and we shall have no liability if a pick-up or journey time exceeds any estimate given or otherwise exceeds your expectations for whatever reason nor shall we have any other liability to you in connection with the time at which you and/or the goods to be transported by any Participating Provider reach or fail to reach the destination.
(d) Vehicles or mobile devices of Participating Providers registered with the Service may be installed with GPS tracking device and/or other location tracking software or technology. Such vehicles or mobile devices are tracked using GPS or other location tracking technology to facilitate and improve route planning only. You acknowledge and accept that the location tracking feature is not error-free and the information provided by it may not be accurate. Your use of the location tracking feature is solely at your own risk and we accept no responsibility or liability in connection with any such use of and/or reliance on such location tracking information by you to locate such items. Unless otherwise agreed by us in writing, we shall not be responsible or liable for the loss of, or damage to, any such items.
(e) We do not warrant and accept no liability in connection with the goods transferred and/or delivered through the use of the. Service. Any claim arising from damage to such property must be handled by and between the Participating Provider and the relevant Customer unless otherwise agreed by us in writing.
(f) It shall be your sole responsibility to ensure that your use of the Service and/or the Services is in compliance with the Relevant Laws. Any use of the Service and/or the Services which is not in compliance with the Relevant Laws shall not be construed to be authorized, agreed, permitted, solicited or otherwise endorsed by us. We disclaim all liabilities arising from or relating to your use of the Service and/or the Services which is not in compliance with the Relevant Laws.
(g) The use of the Service and/or the Services is at your sole risk. To the fullest extent permitted by applicable law and unless otherwise agreed by us in writing, we shall not be liable for any damages resulting from or in connection with the use of or inability to use the Service and/or the Services (including but not limited to any consequential, indirect or incidental damages or any loss of profit or damages to your computer or mobile device). Without prejudice to the foregoing and insofar as permitted under applicable law, our aggregate liability shall in no event exceed the Max Liability Amount or an amount recoverable by us pursuant to the insurance policies maintained by us (if any).
13. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that AespadaSL may establish general practices and limits concerning use of the Service. You agree that AespadaSL has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service. You acknowledge that AespadaSL reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that AespadaSL reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
14. MODIFICATIONS TO SERVICE
AespadaSL reserves the right at any time and from time to time to amend, vary, modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that AespadaSL shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service or for any loss, damages and/or expense whether direct and/or indirect and/or consequential including economic loss whatsoever or howsoever arising.
AespadaSL may, without prejudice to any other rights or remedies of AespadaSL and notwithstanding any waiver of any previous breach, suspend the Service in the event that any monies payable by you for the Service are in arrears or any amount shown in AespadaSL’s bill is not settled in full for more than thirty (30) days from the invoice due date. Notwithstanding the aforesaid, upon payment by you of all monies due and owing to AespadaSL, AespadaSL may at its sole discretion and subject to such terms as it deems proper, reconnect the Service.
You shall pay AespadaSL in full all fees, costs and expenses accrued and owing to AespadaSL prior to termination by or upon termination of this Service Agreement. The termination of this Service Agreement shall be without prejudice to your obligations which have accrued prior to such termination, including, without limitation, your obligation to pay all monies due and owing to AespadaSL hereunder.
AespadaSL may summarily terminate this Service Agreement without any liability to you, directly or indirectly, in damages or otherwise if:
A. in the reasonable opinion of AespadaSL, you have breached any of the terms and conditions herein contained; or
B. you make any voluntary arrangement with your creditors or (being an individual or firm) becomes bankrupt or (being a company) becomes subject to an administration order or goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or
C. an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of Yours.
16. AESPADASL’S PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by AespadaSL or advertisers, you agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Service or the Software, in whole or in part.
17. LIMITATION OF LIABILITY
You expressly understand and agree that AespadaSL shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if AespadaSL has been advised of the possibility of such damages), resulting from:
A. The use or the inability to use the service.
B. The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received, or transactions entered into through or from the service.
C. Unauthorised access to or alteration of your transmissions or data.
D. Statements or conduct of any third party on the service; or
E. Any other matter connected and/or ancillary and/orrelating to the service including but not limited to any negligence, default, conduct, act, omission and/or inaction by any Service Provider.
The misalignment, wear and tear, de-arrangement, heat, mold, rot, discoloration, degeneration, explosion, ignition or the hazardous, perishable, corruptible, fragile, or brittle nature of the contents of the shipment.
Delay or confiscation by any government authority due to the discovery of prohibited contents of the shipment.
Damages to items of brittle nature or damages to items due to inappropriate packaging.
AespadaSL will make every reasonable effort to execute the delivery request according to AespadaSL’s delivery schedules prevailing from time to time, but these schedules are not binding and do not form part of the contract. AespadaSL is not liable for any damages or loss caused by delays.
AespadaSL shall not be liable for delay or non-delivery of a shipment arising from or in connection with the detention of the shipment by any government authority.
AespadaSL shall not be liable for indirect or consequential loss or damage, including without limitation loss of profit, income, interest, future business or anticipated savings, even if the risk of such loss or damage was brought to AespadaSL’s attention before or after acceptance of the shipment.
AespadaSL shall not be liable for workers injuries/death in case of accidents.
For the avoidance of doubt, AespadaSL shall not in any way be liable or responsible for a delivery item prior to the shipment being accepted by AespadaSL for delivery or for any loss.
18. TRADEMARK INFORMATION
AespadaSL, the AespadaSL logo, and other AespadaSL logos and products and service names are trademarks of Aespada. (the “Aespada Marks”). Without Aespada’s prior permission, you agree not to display or use in any manner, the AespadaSL Marks.
19. FEES AND CHARGES
You shall pay AespadaSL the agreed upon fees and charges set out in this Service Agreement. All payments hereunder shall be made by way of cheques or bank drafts made in favour of Aespada Technologies Pte Ltd within ten (10) days from the date of AespadaSL’s invoice as detailed therein except where specified otherwise.
You shall pay any good and services tax or any other tax levies or charges now or hereafter imposed by law.
If you fail to make payment when due, AespadaSL may charge you interest at one and a half percent (1.5%) per month on the amounts outstanding, from the date such payment is due until the date payment is made in full.
Billing will start from the commencement date regardless of whether you have started using the services.
20. REPRESENTATIONS AND WARRANTIES
You acknowledge that your use of the Service is at your sole risk. The Service is provided on an “As Is” basis, and AespadaSL does not make any warranty, express or implied, with respect to the Service, including without limitation any implied warranty of merchantability, fitness for a particular purpose or non-infringement of third party rights.
Force Majeure means, in relation to AespadaSL, any circumstance beyond the reasonable control of AespadaSL (including, without limitation, any breakdown or malfunction of hardware, software, networks or systems used in connection with the Service).
Notwithstanding any other provision of this Service Agreement, AespadaSL shall not be deemed to be in breach of this Service Agreement, or otherwise be liable to you, for any delay in performance or the non-performance of any of its obligations under this Service Agreement, to the extent that the delay or non-performance is due to any Force Majeure, and the time for performance of that obligation shall be extended accordingly.
You shall not assign, transfer, sub-contract or in any other manner make over to any third party the rights, benefit and/or obligations under this Service Agreement without the prior written consent of AespadaSL.
23. GENERAL INFORMATION
The TOS constitute the entire agreement between you and AespadaSL and govern your use of the Service, superseding any prior agreements between you and AespadaSL. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. The TOS and the relationship between you and AespadaSL shall be governed by the laws of Singapore without regard to its conflict of law provisions.
You and AespadaSL agree to submit to the personal and exclusive jurisdiction of the Singapore courts. The failure of AespadaSL to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service, or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect.
24. CANCELLATION CHARGES
For immediate orders: 100% of the delivery fee trip is charged if the driver arrives at the pickup location.
For scheduled orders: 50% of the delivery fee is charged if the Customer cancels 2 hours or less before the order time and/or after the driver arrives at the pickup location.
No hard-copy receipt will be provided. An electronic receipt will be automatically provided on the App Platform after completion of an order.
25. ENGAGEMENT SERVICES OUTSIDE AESPADASL PLATFORM
Customers should not engage with our drivers outside of AespadaSL's platform directly/indirectly within a period of 24 months after the order is being completed.
Drivers and Suppliers should not engage with our customers outside of AespadaSL's platform directly/indirectly within a period of 24 months after the order is being completed.
Should customer have special requirements not catered within the AespadaSL platform, please contact our sales team at email@example.com and we would be more than happy to assist you.
26. INSURANCE CLAIMS
Any claims must be made within 24 hours after the delivery has been completed, failing which AespadaSL shall have no liability whatsoever.
Our customer service team will get back to you within 3 working days.
All claims must be made in writing, accompanied by the delivery order number, contact information and other supporting documents requested by AespadaSL and submitted to the following email address: firstname.lastname@example.org
Claims are limited to one claim per delivery order up to a maximum of SGD1,000.00, settlement of which shall be full and final settlement for all loss or damage in connection therewith.
Without prejudice to clause 12 and provided that AespadaSL is satisfied that the user’s claim is justified, AespadaSL’s liability for any loss of or damage to the delivery item shall be limited to the value of the delivery item or cost of the delivery order, whichever is lower. All compensation will be in AespadaSL credit points.
In the case of damage to the delivery item, the amount of compensation by AespadaSL shall be based on AespadaSL’s assessment of the extent of the damage to and the actual cash value of the contents of the delivery item provided always that the amount of compensation shall not exceed the compensation limits. In the case of loss of or damage to the delivery item, AespadaSL shall have the option of either replacing the delivery item or making compensation via AespadaSL credits within the compensation limits.
Notices to you may be made via either email. The Service may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Service.
28. CONTACTING AESPADASL
To ask any questions about this TOS, the practices of this website, or our Services, or make any suggestions or tell us about any other ideas concerning our site or our Services, please contact:
Aespada Technologies Pte Ltd
32 Kallang Place Singapore 339160
We will take commercially reasonable measures to obtain written or active e-mail consent from the user if we are going to be using the personally identifiable information collected from the user in a manner different from that stated at the time of collection.
29. GOVERNING LAW
This Agreement shall be governed by the Laws of Republic of Singapore.
30. DISPUTE RESOLUTION
In the event of any dispute or matter arising under this Agreement both you and us will to submit to the exclusive jurisdiction of the Courts of the Republic of Singapore.