Alipay+ Document Centre Terms of Use
Last Updated June 2, 2022
1 ACCEPTANCE OF TERMS
1.1 The Alipay+ Document Centre Terms of Use (this "Agreement") sets out the terms and conditions of your access to the website at https://docs.alipayplus.com/alipayplus/ (“Alipay+ Document Centre” or the “Site”) through which you may access certain information in connection with the services (“Alipay+ Services”) offered by AlipayConnect Pte. Ltd. (“Alipay+” or “we,” or “us”) and its affiliates, including product information, rules, operation guides, standards, guidelines and other relevant information of Alipay+. This Agreement is made between you and us for your access to and use of the Alipay+ Document Centre, since the Alipay+ Document Centre is owned by Alipay+. You acknowledge that you have read this Agreement prior to your use of the Alipay+ Document Centre. By accessing and using the Site, you hereby accept and agree to the following terms without limitation or qualification. If you do not agree with the terms under this Agreement, please do not access or use the Site.
1.2 The Site and all related content, and any and all intellectual property rights (including all copyright, patents, trademarks, service marks, rights in design, software and the “look and feel” of the Site and any adaptions and modifications thereof) in the foregoing (collectively, “Content”), shall at all times remain the exclusive property of Alipay+ or its affiliates and licensors. On the condition that you comply with this Agreement, Alipay+ grants you a limited, revocable, non-exclusive right to access and use the Site. You are not granted any right to license, republish, distribute, copy, assign, sublicense, transfer, sell, reverse-engineer, disassemble, de-compile, or prepare derivatives works from the Site and any software comprised in the Site or make any use of any Content unless otherwise permitted under this Agreement. Any other intellectual property rights and any other rights or title not expressly granted to you under this Agreement are reserved by Alipay+ or its affiliates and licensors. Any use of the Site that exceeds the rights expressly granted in this Agreement is strictly prohibited and constitutes a violation of this Agreement.
1.3 For the avoidance of doubt, this Agreement relates to your access to and use of the Site, and do not apply to your use of any Alipay+ Services.
1.4 We may amend this Agreement and other policies at any time by posting an updated version. The updated version of this Agreement and other policies we may post from time to time shall take effect immediately upon posting. If you do not agree with the terms of this Agreement, please do not use the Site. Your continuous access to and use of the Site constituteconfirmation that you agree to be bound by this Agreement and other policies we publish as may be amended from time to time.
1.5 Alipay+ retains the right to deny or terminate your access to this Site without notice at its complete discretion for any reason, including for your violation of any provisions under this Agreement.
2 REGISTRATION
You will need to be a registered user in order to access the Site. If we grant you the authorization to access and use such materials on the Site, you will be provided with a login account and you will be able to create your own password through the registration process. If we request you to provide any information in addition to your login account for registration, you are responsible for providing accurate registration information and for keeping your registration information up to date in the event of changes. We may verify your registration information and such other information as deemed appropriate by us. You agree to provide all necessary information and render all reasonable assistance and cooperation that we may require in order to complete the verification. The information you provide will be used to determine if you are eligible to begin and/or continue to use the Site. We reserve the right to limit or suspend your access to the Site in the event we are unable to obtain or verify your information.
3 USERNAME AND PASSWORD
3.1 You shall be solely responsible for: a) maintaining the confidentiality of your username and password; b) all activities that occur under your username and password on the Site; and c) any and all consequences of use or misuse of your username and password.
3.2 Your username and password are unique to your use of the Site and you shall not share, assign or permit the use of your username and password to other persons. You acknowledge that sharing of your username and password with other persons ("multiple use") may cause irreparable harm to us or our affiliates and you shall indemnify us or our affiliates against any loss or damages suffered by us or our affiliates as a result of such multiple use. If other persons access the Site using your username and password, we will treat this as if you have authorized such use and you will be responsible for any transactions and fees incurred by such use. You undertake to notify us immediately of any unauthorized use of or access to the Site or any other breach of security.
3.3 If you are a business entity, you agree that all officers, employees, agents, representatives and others having access to the username and/or password have been duly authorized by you to access the Site (an “Authorized User”) on your behalf and to legally bind you. You shall be responsible for all actions by current and former officers, employees, agents, representatives and others, regardless of whether authorized by you, that access the Site using your user name and password.
4 YOUR RESPONSIBILITIES
4.1 You will use the Site in good faith and in compliance with all applicable laws and regulations.
4.2 The information and material you provide in connection with the use of the Site is true, lawful and accurate, and is not false, misleading or deceptive.
4.3 You shall not use the Site to defraud us, our affiliates or other members or users, or service providers, or engage in other unlawful activities.
4.4 You shall not use the Site for any illegal activities or in a manner that may result in complaints, disputes, claims, penalties or other liability to us, other users or third parties or may be regarded as an abuse of the Site.
4.5 If we, in our sole discretion, believe that you may have engaged in the above restricted activities, we may suspend or restrict your access to the Site, or terminate this Agreement and refuse to provide access to the Site to you. We may also take legal actionsagainst you.
5 Confidentialityand Use of MATERIALS
5.1 By accessing this Site, you agree to keep all information on the Site confidential. You agree not to disseminate or otherwise provide any information obtained from the Site to any person not currently an Authorized User without Alipay+’s prior written consent. Prohibited dissemination includes, but is not limited to, publishing or posting content to other websites.
5.2 You may use this Site and the materials you obtain from it only in connection with Alipay+ Services. Use for any other purpose is prohibited.
5.3 If you (or your business organization) ceases to be a Partner under the Alipay+ Rules, or your access to the Site is terminated pursuant to Clause 1.5 or Clause 4.5 of this Agreement, you must immediately cease use of this Site and promptly destroy any information you have already obtained from this Site (which will be confirmed in writing by you or your authorized representative of you to Alipay+ upon Alipay+’s request).
6 LIMITATION OF SERVICE
Notwithstanding any limitations described elsewhere in this Agreement, we may establish general practices and limits concerning use of the Site. We reserve the right to change, suspend or discontinue any aspect of the Site at any time, including hours of operation or availability of the Site or any feature of the Site, without notice and without liability. We also reserve the right to impose limits on certain Site features or restrict access to some or all of the Site features without notice and without liability, or to terminate or suspend your use of the Site without notice and without liability.
7 INDEMNIFICATION
You agree to indemnify Alipay+ and our affiliates and our employees, directors, officers, agents and representatives and to hold them harmless, from any and all losses, damages, actions, claims and liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, from your use of the Site or from your breach of this Agreement. Alipay+ reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Alipay+ in asserting any available defenses. This clause shall survive the termination of this Agreement.
8 SUSPENSION OR BREAKDOWN OF SYSTEMS
If you are unable to use the Site for any reason, you agree you will not hold Alipay+ or its affiliates liable.
9 DISCLAIMER AND LIMITATION OF LIABILITY
9.1 You agree that all risks arising from your use of the Site will be borne by you.
9.2 Alipay+ makes no warranty regarding the Siteunder this Agreement, including but not limited to: a) the Site features will meet your requirements; b) the Site availability will be uninterrupted, timely or error free; or c) any products, information or material obtained by you in connection with the Site will meet your requirements.
9.3 Except as expressly provided in this agreement and to the full extent permitted by law, the Site is provided "as is"WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF TITLE OR NON-INFRINGEMENT. ALTHOUGH ALIPAY+ USES REASONABLE EFFORTS TO INCLUDE ACCURATE AND UP-TO-DATE INFORMATION ON THE SITE, ALIPAY+ MAKES NO WARRANTIES OR REPRESENTATIONS AS TO ITS ACCURACY AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE SITE. ALIPAY+ MAY CHANGE ANY OF THE INFORMATION, CONTENT, SERVICES, PROGRAMMES AND TECHNOLOGY DESCRIBED IN THE SITE WITHOUT NOTICE.
9.4 To the full extent permitted by law, Alipay+ and our affiliates shall not be liable for any indirect, consequential, incidental, special or punitive damages, including without limitation damages for loss of profits or revenues, business interruption, loss of business opportunities, loss of data or loss of other economic interests, whether in contract, negligence, tort or otherwise, arising from your use of or inability to use the Site. Without limiting the foregoing, Alipay+ assumes no responsibility for, and will not be liable for any losses or damages relating to or caused by any viruses which may affect your device or other property on account of your access to or use of the Site. Alipay+ cannot and does not guarantee continuous, uninterrupted or secure access to the Site.
9.5 IN THE EVENT ANY EXCLUSION OR LIMITATION OF LIABILITY CONTAINED IN THESE TERMS OF USE SHALL BE DETERMINED BY AN ARBITRATOR TO BE INVALID OR UNENFORCEABLE, THEN SUCH PROVISIONS SHALL BE REFORMED TO, AND ALIPAY+’S LIABILITY SHALL BE LIMITED TO, THE MAXIMUM LIMITATION PERMITTED BY APPLICABLE LAW.
10 PRIVACY
Alipay+ recognizes the importance of respecting the privacy of those who visit and use our websites. Please click here to view our privacy policy.
11 JURISDICTION AND CHOICE OF LAW
This Agreement shall be governed by with the laws of the Singapore without regard to conflict of law principles. You irrevocably consent any dispute or claim arises from or in connection with this Agreement or your use of the Site, the relevant parties shall resolve such dispute through amicable negotiations. If such dispute is still not resolved, such dispute between you and Alipay+ shall be finally resolved by arbitration with the Singapore International Arbitration Centre (“SIAC”). If any dispute is submitted to the SIAC for arbitration, the arbitration shall be conducted in accordance with the rules of the SIAC in force at the time of applying for arbitration as amended by this clause. The arbitration panel shall consist of one single arbitrator. Unless the parties agree otherwise, the arbitration shall be conducted in English and in Singapore. The arbitration award rendered by the SIAC shall be final and binding on all the relevant parties.
12 GENERAL PROVISIONS
12.1 If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall be enforced.
12.2 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
12.3 No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
12.4 Any failure by Alipay+ to exercise any of our rights under this Agreement shall not constitute a waiver of such right or a waiver with respect to subsequent or similar breach. A waiver shall be effective only if made in writing.
12.5 Alipay+ shall have the right to assign this Agreement (including all of our rights, titles, benefits, interests, and obligations and duties in this Agreement) to any of our affiliates and to any successor in interest. Alipay+ may delegate certain of its rights and responsibilities under this Agreement to independent contractors or other third parties. You may not assign or delegate, in whole or part, this Agreement to any person or entity.