1. DEFINITION AND INTERPRETATION

 

1.1. In these Specific Terms, the following words and expressions shall have the following meanings:

 

“API” means an application programming interface.

 

“API Client” means the website and/or application through which the Customers access and use the Services.

 

“Authorized Sub-processor” means a third-party entity which is permitted to process the Personal Data on behalf of a data controller.

 

“Business Customer” means an entity that has purchased the Services from Channel Partner and has been approved by Singtel Mobile.

 

“Channel Partner" means an entity such as reseller or aggregator that purchases and commercializes the Services to its customers, by reselling or aggregating the Services.

 

“Confidential Information” means all information that is designated or marked as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, in whatever manner or form, whether verbally (if verbally disclosed, the Disclosing Party shall confirm in writing (minimally via email) that such verbal disclosure constituted Confidential Information), in writing or other permanent expression or tangible form whether expressly marked or stated to be "confidential" or not and including any of the following:

 

(a) the existence or terms and conditions of the agreement between Singtel Mobile and the Customer (including Fees and Charges, terms reflected in the SRCA and the Services);

 

(b) information relating to a Party which is by its nature confidential, or which is designated by that Party as confidential;

 

(c) information relating to a Party which the other Party knows or has reason to know or believe is confidential; and

 

(d) information relating to a Party’s business including information relating to any Party’s Customer, marketing and promotional plans or other products or materials of the Party, research information and analysis, trade secrets, know-how, business development and marketing strategies, sales data, organisational arrangements, product designs, business plans, business process, client lists, financial data, information comprised in or relating to the financial position and assets or liabilities of the Party.

 

“Customer” means the direct customer of Singtel Mobile, which may be as either (a) an Enterprise Customer or (b) a Channel Partner.

 

“End User” means any individual who is the data subject of the Services.

 

“Enterprise Customer” means an entity that purchases the Services for its own use.

 

“Empower Portal” means the website made available by Singtel Mobile for the purpose of the use and managing of the Services.

 

“Fees and Charges” means the fees and charges payable by the Customer to Singtel Mobile in respect of the Services or any part thereof as specified by Singtel Mobile from time to time and includes usage charges, Recurring Monthly Charges and/or any One Time Charges.

 

“Force Majeure” means any event the occurrence of which Singtel Mobile is unable to control or avoid by the use of reasonable diligence, including but not limited to the failure, shortage or interruption of electrical power or supply or any equipment supplied by or any service provided by any supplier or service provider of Singtel Mobile or any other third party, industrial disputes, emergency curfew, riots, social or civil unrest, vandalism, strikes, lock outs or trade or labour disputes or disturbances, diseases, plague, pandemic, epidemic or quarantine, lightning, fire, flood, earthquake, drought, catastrophic incidents, acts of any government, authorities, regulators or sovereign, change in any law, acts of war or terrorism (whether real or perceived), the defaults, omissions or actions of any telecommunication or broadcasting licensee in Singapore, inclement or extreme weather conditions, acts of God, and any acts or omissions of any person for whom Singtel Mobile is not responsible, or any such causes whether similar or otherwise.

 

“One Time Charges” means the fees and charges payable by the Customer on one-time basis.

 

“Operator” means a mobile network operator providing telecommunication services.

 

“PDPA” means the Singapore Personal Data Protection Act 2012 and all subsidiary legislation thereto.

 

“Personal Data” shall have the meaning as defined in PDPA.

 

“Privacy Laws” shall mean all applicable laws, regulations, regulatory requirements and/or codes of practice of the appropriate jurisdiction or operator of the destination network, including laws which relate to the collection, use and disclosure of data, and all other applicable data protection and privacy legislation, including the PDPA and the Spam Control Act 2007 of Singapore.

 

“Private Keys” means Customer’s confidential credential provided to the API Client to access the Services.

 

“Recurring Monthly Charges” means the fees and charges payable by the Customer on a recurring monthly basis.

 

“Services” means the services as listed in Schedule A to be provided by Singtel Mobile which may be amended from time to time by written agreement between Singtel Mobile and Customer.

 

“Singtel Partner” means any Operator that Singtel Mobile may engage to deliver the Services or any part thereof to the Customer, and shall include any Operator engaged by Singtel Mobile as its partner.

 

“SRCA” means the Service Request cum Agreement application form through which Customer places orders for Services.

 

“Working Day” means a day other than a Saturday, Sunday or public holiday in Singapore.

 

1.2. The Customer shall be bound by and shall fully observe and comply with all the General Terms and Conditions for Enterprise (https://www.singtel.com/terms-general-enterprise) (“General Terms”) as well as such other terms and conditions as may be agreed in writing between Singtel Mobile and the Customer, including these Specific Terms and the terms in the SRCA.  

 

1.3. The words and expressions used in these Specific Terms, which are defined in the General Terms or SRCA but are not defined in these Specific Terms, shall have the same meanings as defined in the General Terms or SRCA unless the context otherwise requires.

 

1.4. In the event of any inconsistency between the different parts of the terms above, unless agreed otherwise by Singtel Mobile, the following order of precedence shall apply to resolve the inconsistency in relation to the Services:

 

1.4.1. master services agreement/ master reseller agreement (including the statement of work);

 

1.4.2. SRCA;

 

1.4.3. Specific Terms; and

 

1.4.4. General Terms.

 

1.5. The headings or titles to the Clauses in these Specific Terms are to facilitate reference and shall not be referred to or relied upon in the construction of any provision of these Specific Terms.

 

1.6. Singtel Mobile may amend, vary or supplement these Specific Terms for any reason without providing any prior notice. The Customer, by continuing to use the Services shall be deemed to have agreed to be bound by these Specific Terms as so amended, varied or supplemented.

 

2. DURATION AND FEES

 

2.1. The Services shall commence on:

 

2.1.1. the Date of Service Required, as stated in the SRCA Form, if Singtel Mobile has completed the provisioning of the Services on that date; or

 

2.1.2. the date specified by Singtel Mobile in writing, in the event that Singtel Mobile is unable to provide the Services by the Date of Service Required as stated in the SRCA Form, provided that Singtel Mobile has completed provisioning of the Services on the specified date; ("Service Commencement Date").

 

2.2. The minimum period of subscription for the Services shall be a period of twelve (12) months or such other period as selected by the Customer (as stated in the SRCA Form), calculated to commence on the Service Commencement Date (“Initial Term”). Thereafter, the Services shall continue to be in force for successive periods of one (1) month (“Renewal Term”) unless terminated by either party in accordance with Clause 5 of these Specific Terms.

 

2.3. The applicable Fees and Charges shall be as specified in the SRCA.

 

3. RESELLING THE SERVICES

 

3.1. Enterprise Customer shall ensure that the Services provided are used for its own consumption. Unless prior written consent is obtained from Singtel Mobile to deviate from this, the Customer agrees not to promote, market, resell, sublicense or distribute the Services directly or indirectly to any person.

 

3.2. Chanel Partner shall ensure that the Services provided are used for its customer’s own consumption. Singtel Mobile grants Chanel Partner a non-exclusive right to promote, market, resell, sublicense and distribute the Services directly to its customers and execute agreements for the resale, sublicense and/or distribution of the Services.

 

3.3. Both Enterprise Customer and Channel Partner shall ensure that its End-User, Business Customers, employees, as the case may be, comply with these Specific Terms, and their end user terms are consistent with these Specific Terms. In the event that the Customer breaches this Clause 3, Singtel Mobile may terminate the Services immediately without any liability whatsoever, including in damages or otherwise. Singtel Mobile reserves the right to also seek compensation in respect of any loss and damage incurred.

 

4. SERVICES REQUIREMENTS

 

4.1. Singtel Mobile shall provide the Services substantially in accordance with Schedule A or any revisions to the same. Any alterations or addition requested by the Customer shall be provided at Singtel Mobile’s sole discretion and if provided, shall be charged to the Customer at a rate determined by Singtel Mobile.

 

4.2. Customer shall only access Services by the means described in these Specific Terms governing that API and the documentation of that API.

 

4.3. The Customer acknowledges that availability of the Service is subject to:

 

4.3.1. the proper installation of the required application and activation onto the applicable device, and it is the Customer’s sole responsibility to install and activate the application;

 

4.3.2. geographic and technical capability of Singtel Mobile’s and Singtel Partner’s network; and

 

4.3.3. where applicable, provisioning time for any equipment and/or software whatsoever that may be required by Singtel Mobile in order to provide the Service.

 

4.4. The technical means by which, Singtel Mobile supplies the Service shall be at Singtel Mobile’s sole discretion. Singtel Mobile may use global resources in providing the Service to the Customer, including escalation of technical support issues where required. Singtel Mobile in its sole discretion reserves the right to change its configuration and security policy at any time.

 

4.5. Customer represents and warrants it shall, at all times, not use any Service, and shall ensure that such Service is not used:

 

4.5.1. to commit an offence or breach any laws, standards or codes applicable to the Service and/or Singtel Mobile;

 

4.5.2. to distribute any Trojan horse, worm, malicious or destructive code or any instructions activating such code, or virus;

 

4.5.3. to distribute material that is defamatory, obscene or could cause offence or harm;

 

4.5.4. to create or copy or attempt to create or copy by reverse engineering, disassembly, decompilation or otherwise, the source code, internal structure, hardware design or organization of any Service, or any part thereof, or to aid or to permit others to do so, except and only to the extent expressly permitted by applicable law;

 

4.5.5. copy the software, modify, translate or, unless otherwise agreed, develop any derivative works thereof or include any portion of Service in any other software program;

 

4.5.6. separate Service into component parts for distribution or transfer to a third party;

 

4.5.7. to infringe any copyright or other intellectual property rights pertaining to the information or resources made available by the Services nor shall the Customer retain such information or resources for re-use in any computer system or otherwise;

 

4.5.8. to access information and/or resources which are private to individuals and organizations unless permission to do so has been granted by the owners or holders of the rights to such resources and/or information;

 

4.5.9. to reverse engineer, decompile, disassemble or otherwise discover the Services or develop, change, modify or copy the Services; or

 

4.5.10. to remove, modify or obscure any copyright, trademark or other proprietary right or notice that is contained in the Services.

 

4.6. The Customer is solely responsible for all use, display, content and conduct related to the Services. The Customer represents and warrants to Singtel Mobile that it shall ensure that:

 

4.6.1. no such use, display, content or conduct of the Customer, End User and/or any third party in relation to the Services shall be unlawful (including without limitation, fraud, invasion of privacy, illegal pornography, obscenity, defamation or interferences with, or disruption to, other network users, network services or network equipment) or prohibited by these Specific Terms, the General Terms or such other terms and conditions as may be agreed in writing between Singtel Mobile and the Customer, including the terms in the SRCA; and

 

4.6.2. no such use, display, content or conduct shall infringe any rights of any third party (including, without limitation, Intellectual Property Rights and confidential information).

 

4.7. Singtel Mobile reserves the right to:

 

4.7.1. monitor all usage of the Service for purposes of network management, performance management, capacity planning, and security monitoring and management;

 

4.7.2. initiate investigations into potential misuse or abuse of the Service by Customer;

 

4.7.3. involve, and cooperate to the fullest extent possible with, law enforcement, regulatory, and other authorized agencies in the investigation and prosecution of crimes alleged or suspected to have been committed using the Service; and

 

4.7.4. monitor, control and restrict the use of Services to ensure quality, improve its products or services, and verify the Customer’s compliance with these Specific Terms, the General Terms or any other agreements entered into between the Customer and Singtel Mobile.

 

4.8. Customer agrees to treat its Empower Portal account and any Private Keys associated with it as Confidential Information, and to use them only in accordance with these Specific Terms and/ or as otherwise instructed by Singtel Mobile. The Customer represents and warrants that it will protect such elements from unauthorised access, use, disclosure, alteration or destruction and will immediately notify Singtel Mobile in writing if Customer has any reason to believe any of the Private Keys have been compromised. Singtel Mobile shall also use reasonable endeavours to prevent unauthorized access to, or use of the portal by any other third party other than administrators authorized by the Customer.

 

4.9. Services may grant access to third-party content (such as text, images, drawings, videos, audio, or software). This content is the sole responsibility of the person that makes it available, and it may be subject to intellectual property rights, and, if so, Customer may not use it unless Customer is licensed to do so by the owner of that content or are otherwise permitted by law. The Customer’s access to the content provided by the Services may be restricted, limited, or filtered in accordance with local laws, regulations, and policies.

 

API Client

 

4.10. Services are offered to Customer to enhance the API Clients. Singtel and Singtel Partners reserve the right to investigate any API Client for compliance with these Specific Terms. Such investigation may involve Singtel and/or Singtel Partners accessing and using the API Client. Customer consent to any such investigation. Singtel and/or any Singtel Partners may suspend all or part of the access to Services by Customer, or the API Client without notice if we reasonably believe that Customer are in breach of these Specific Terms.

 

4.11. Customer shall only access or attempt to access the Services by the means described in these Specific Terms governing that API and the interface contract of that API. Singtel Mobile and Singtel Partner do not acquire ownership of the API Client, and by using the Services, Customer do not acquire ownership of any rights in Services or the content that is accessed through Services.

 

4.12. Singtel Mobile shall have no responsibility or liability for the installation or use of the API Client by an End User.

 

4.13. If the API Client of the Customer requires access to Singtel Mobile or Singtel Partner’s network, such API Client must not, in Singtel Mobile’s reasonable judgement, excessively use or unduly burden network capacity or bandwidth.

 

4.14. In order to access certain API, Customer may be required to provide certain information. The Customer agrees to keep any information provided accurate and up to date.

 

4.15. Customer shall use reasonable endeavours to protect the information collected by the API Client, including personally identifiable information (PII), from unauthorised access, collection, use or disclosure, and will promptly report to its End Users any unauthorised access, collection, use or disclosure of such information. The API Client and any data collection conducted by the Customer shall protect the privacy and legal rights of the End Users, particularly by obtaining their consent for data collection and processing purposes. Singtel Mobile has the right to request, from time to time, documented evidence demonstrating that consent has been obtained from the End User. Upon receipt of such request, the Customer shall provide the required evidence within a five (5) Working Days. In addition, any Personal Data collected shall be used solely for the purpose of operating the API Client. Customer shall also protect such data from unauthorized access and comply with all data protection obligations as outlined in Clause 9 below.

 

If an End User's non-public information is obtained through the Services, the Customer shall not disclose such information to any third parties without the End User’s explicit opt-in consent. 

 

4.16. The Services may allow the submission of content. Except as provided in these Specific Terms, Singtel Mobile and Singtel Partners do not acquire any ownership of any intellectual property rights in the content submitted by Customer or End User through the API Client. By submitting the content in the API Client, Customer grants Singtel Mobile and Singtel Partners a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to use, reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such content, solely to provide the Services. This includes consent to share the content to other business partners, companies, organizations or individuals with whom Singtel Mobile and Singtel Partners have relationships for the provision of Services. Customer shall ensure they have all necessary rights, including from the End Users, to grant Singtel Mobile and Singtel Partners the required license before submitting content through the API Client.

 

4.17. The Customer represents and warrants to Singtel Mobile that:

 

4.17.1. the API Client is authorised for distribution, sale and use in each of the territories where Customer make it available and complies with the laws and regulations of those territories;

 

4.17.2. the API Client safe and free of defects in operation and conception;

 

4.17.3. the API Client do not violate or infringe any copyright, trademark, patent or other intellectual or contractual rights of any person or entity;

 

4.17.4. the API Client does not contain any offensive, obscene, or other materials or any content that is prohibited or restricted under local regulations or laws of any territory where Customer make it available.

 

4.17.5. the API Client does not:

 

4.17.5.1. depict explicit sexual activity;

 

4.17.5.2. depict or endorse acts that cause or are intended to cause excessive pain or suffering;

 

4.17.5.3. promote or endorse the misuse of alcohol, tobacco, illegal drugs or other addictive substances;

 

4.17.5.4. promote intolerance or discrimination based on racial, political, ethnic, religious, gender or sexuality;

 

4.17.5.5. promote invasion of rights or privacy;

 

4.17.5.6. promote unlawful gambling or

 

4.17.5.7. promote illegal activity.

 

4.17.6. it shall not permit its End Users or its own customers to do the following with content returned from the APIs:

 

4.17.6.1. scrape, build databases or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header;

 

4.17.6.2. copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display or sublicense to any third party;

 

4.17.6.3. misrepresent the source or ownership or provide false information; or

 

4.17.6.4. remove, obscure, or alter any copyright, trademark or other proprietary rights notices, falsify or delete any author attributions, legal notices or other labels of the origin or source of material.

 

4.17.6.5 it shall not engage in any activity, including the development, modification or distribution of any API Client that interferes with, disrupts, damages, or unlawfully accesses the networks, devices, servers, or any other components or services used in the distribution and uses of the API Client; and

 

4.17.6.6. it shall be solely responsible for all documentation, end-user support, and warranty related to the API Client.

 

4.18. Any non-compliance with this Clause 4 constitutes a material breach of these Specific Terms allowing Singtel to (a) suspend the Services until the Customer has fully comply with the relevant provisions, or (b) terminate the Services under Clause 7 of these Specific Terms if the Customer do not fully comply the relevant provisions within a reasonable time.

 

5. PROVISION OF THE SERVICES

 

5.1. Singtel Mobile reserves the right not to accept or proceed with any application for the Services, in particular, if:

 

5.1.1. the application submitted by the Customer and received by Singtel Mobile is not duly completed, signed and company stamped as necessary;

 

5.1.2. Singtel Mobile considers it is unable to perform the Services due to non-availability of resources; or

 

5.1.3. Singtel Mobile discovers that any facility, equipment or resource the Customer is required to provide based on the operating conditions and specifications stipulated by Singtel Mobile for the proper performance, installation, operation and maintenance of the Services was not provided as required.

 

5.2. Where the Customer requests that Singtel Mobile provision the Services within a specified period, Singtel Mobile shall, in consultation with the Customer, determine the ready for service date or date to complete the provision of Services (“RFS Date”).

 

5.3. If Singtel Mobile is unable to complete all or any of the provision of Services on or before the RFS Date, then the Customer shall:

 

5.3.1. cancel that part of the Services that Singtel Mobile is unable to complete on or before the RFS Date, without being liable to pay the cancellation charges referred to in Clause 5.3 of the General Terms; and

 

5.3.2. accept that part of the Services that Singtel Mobile has completed, and pay for the same at a rate determined by Singtel Mobile;

 

5.3.3. and the Customer shall have no other claim against Singtel Mobile, and Singtel Mobile shall have no liability in contract, at law or equity, for failure to complete the provision of Services on or before the RFS Date.

 

5.4. If the Customer requests to defer completion of the provision of Services to a date after the original RFS Date, the Customer shall be liable to pay a reservation fee at a rate determined by Singtel Mobile. For the purposes of this Clause, the period of reservation shall be the period between the originally agreed RFS Date and the date of completion of the provision of Services.

 

5.5. The Customer may, with the written consent of Singtel Mobile, purchase additional features or services ancillary to the Services and, on provision of those additional services or features, these Specific Terms shall also apply to those additional services or features.

 

6. MODIFICATION TO THE SERVICES

 

6.1. Singtel Mobile may at any time and at its sole discretion discontinue, modify or upgrade any feature, design or functionality of the Services (“Modifications”). The Modifications may impact the Customer’s usage of:

 

6.1.1. the Empower Portal, including the API catalogue allowing access to the information provided by the API providers to facilitate the integration of the API,

 

6.1.2. the gateways to Services, including authorization and access protocols (including but not limited to Oauth2).

 

6.2. The Modifications may require the Customer to take actions at its own expense and Singtel Mobile shall not be liable to Customer for any consequences of such Modifications, whether direct or indirect. APIs proposed by API providers which are covered by their own specific terms and conditions are excluded from these Modifications.

 

6.3. The Modification period (“Modification Period”) will start when the first Modification notification is sent to the Customer via the e-mail address associated with Empower Portal and will last for a period defined in the notification to allow the Customer to adapt to the Modifications. During the Modification Period, the Empower Portal and/or Services will remain unmodified. At the end of the Modification Period, the Modifications will take effect.

 

7. TERMINATION AND CANCELLATION

 

7.1. Clause 7 (Termination and Cancellation) is without prejudice to and in addition to any rights that Singtel Mobile may have under Clause 8 (Suspension and Termination) of the General Terms. Subject to Clause 7.3 of these Specific Terms, Singtel Mobile or the Customer may terminate the Services by giving the other party with no less than thirty (30) days’ prior written notice.

 

7.2. Singtel Mobile may, at any time, immediately terminate the Services if:

 

7.2.1. Customer has breached any provision of these Specific Terms or General Terms or such other terms and conditions as may be agreed in writing between Singtel Mobile and the Customer, including the terms in the SRCA;

 

7.2.2. Singtel Mobile believes that the Customer’s or End User’s use of the Services as the case may be is unlawful including, without limitation, alleged breach of any usage guidelines, terms of service, fraud, invasion of privacy, illegal pornography, obscenity, defamation or interference with, or disruption to, other network users, network services or network equipment;

 

7.2.3. Singtel Mobile is required to do so by law;

 

7.2.4. Customer goes into liquidation (in which case the termination will be effective from the date of the judicial pronouncement of the liquidation (where applicable))(or any analogous insolvency process in the relevant jurisdiction); or

 

7.2.5. Customer declines to accept any new or revised versions of these Specific Terms.

 

7.3. Upon termination of the Services, the Customer shall be liable to pay Singtel Mobile:

 

7.3.1. where the effective date of termination of the Services is the same as the expiry date of the Initial Term or Renewal Term:

 

7.3.1.1. the Recurring Monthly Charges up to and including the date of termination; and

 

7.3.1.2. the Fees and Charges incurred in respect of the Services rendered by Singtel Mobile up to and including the date of termination;

 

7.3.2. where the effective termination date of the Services is before the expiry date of the Initial Term or Renewal Term:

 

7.3.2.1. 100% of the Recurring Monthly Charges for the period between the effective date of termination of the Services and the expiry date of the Initial Term or Renewal Term of the Services; and

 

7.3.2.2. the Fees and Charges incurred through the equipment in respect of the Services rendered by Singtel Mobile up to and including the date of termination.

 

7.4. Upon cancellation of any order for the Services (not being a termination thereof) prior to the provision of the Services, the Customer shall be liable to pay cancellation charges at a rate determined by Singtel Mobile.

 

7.5. Upon termination for any reason, the Customer agrees to cease without delay all use of the Services, including all related materials and/or Private Keys in relation to the Services.

 

7.6. Termination of the Services between the Customer and Singtel Mobile shall not automatically terminate any other contracts between the Customer and Singtel Mobile.

 

7.7.  Any provisions herein which are either expressed to survive termination of these Specific Terms or by the nature or context, are apparently intended to survive termination of these Specific Terms, shall remain in full force and effect notwithstanding such termination.

 

8. INTELLECTUAL PROPERTY RIGHTS

 

8.1. Singtel Mobile grants the Customer a limited right to use the Services for the purpose set out in these Specific Terms. All trademarks, inventions, patents, copyrights, designs, design rights, trading names (whether or not registered) and all other intellectual property rights (“Intellectual Property Rights”) belong to Singtel Mobile and/ or its affiliated companies in relation to the Services and are not transferred to the Customer.

 

8.2. In the event the Customer becomes aware that the Services has become or is likely to become the subject of Intellectual Property Rights infringement or misappropriation claim or proceeding, the Customer shall promptly notify Singtel Mobile in writing of such claim or proceeding and provide Singtel Mobile full authority, all relevant information relating to the claim and shall fully co-operate with Singtel Mobile in defending or settling the claim.

 

8.3. Notwithstanding any other provision to the contrary in these Specific Terms, Singtel Mobile shall not be liable to indemnify the Customer for any claim, action, suit or proceedings that are brought, alleging the Services or any components within the Services infringes the Intellectual Property Right of that person if:

 

8.3.1. the Services or any components within the Services are not used in accordance with Singtel Mobile’s instructions;

 

8.3.2. the Services or any components within the Services are modified by a person other than Singtel Mobile or without the authority of Singtel Mobile; or

 

8.3.3. the infringement results from any use of the Services or any components within the Services in combination with software and/or hardware by the Customer without Singtel Mobile’s involvement or consent.

 

9. CONFIDENTIALITY AND DATA PROTECTION 

 

9.1. Customer agrees to keep the confidentiality of the Confidential Information. Neither party will use or disclose the other party’s Confidential Information for any purpose, other than to the extent necessary to perform its obligations or exercise its rights under these Specific Terms. The obligations of confidentiality in this Clause do not apply to the extent disclosure is required by law, the listing rules of a stock exchange, a direction by government authority or a regulator, or disclosure to professional advisors in connection with these Specific Terms. 

 

9.2. Customer shall comply with the PDPA and any other applicable Privacy Laws to the extent applicable to the Services. Customer consents to the collection and use of personal data as described in Singtel’s Privacy Policy (https://www.singtel.com/data-protection), the terms of which are deemed to be incorporated by reference in this Clause. Customer shall obtain the consent of its End-Users, Business Customer, employees, as the case may be, for Singtel to collect, use and disclose their Personal Data for the provision of the Services, and shall not to use such Personal Data for any purpose other than those related to the provision of the Services.

 

9.3. Customer shall, and require its Business Customers (applicable to Channel Partner) and Authorized Sub-processors (if any) to process Personal Data and perform each of their obligations in compliance with these Specific Terms, the applicable data protection laws and regulations, and, if any, in accordance with the terms and conditions under this Clause, related to transfer and processing.

 

9.4. Customer, its Business Customers (applicable to Channel Partner) and Authorized Sub-processor (if any) shall:

 

9.4.1. not use Personal Data for the purposes other than providing the Services made available through the API Client;

 

9.4.2. except as may be expressly stated or provided in these Specific Terms, not disclose the Personal Data to any third party, such as Business Customers and subcontractors (other than Authorized Sub-processors) without the prior consent of Singtel; and

 

9.4.3. ensure that all of its employees, subcontractors (including Authorized Sub-processors) and independent contractors providing Services for the purposes of the API Client are aware of all of these obligations; and ensure that such obligations will be strictly applied, in particular regarding the strict confidentiality and integrity of the Personal Data.

 

9.5. By submitting any information or material to Singtel Mobile (personal or otherwise such as description of service, application, mobile number and location), Customer grants Singtel Mobile the right to use such information or material solely to facilitate communication and to introduce the Customer to Singtel Mobile’s affiliated companies and/ or Singtel Partners for onboarding and data protection compliance purposes. Customer accepts that Singtel Mobile may disclose such information to any of its affiliated companies and/or its Singtel Partners and but will keep it confidential and not use it for other purposes. If the Customer choose to work with any of its affiliated companies and/or Singtel Partners and intends to engage their services or pursue a new matter, the terms and conditions will be governed by separate agreements.

 

9.6. The Customer agrees that its obligations are in addition to, and not in substitution for, any other obligations respecting confidentiality and privacy that may be contained or arise under common law and that the obligations shall survive the termination or expiration of the Services.

 

9.7. Any non-compliance with this Clause 9 constitutes a material breach of these Specific Terms allowing Singtel Mobile to (a) suspend the Services until the Customer fully complies with the relevant provisions, or (b) terminate the Services under Clause 7 of these Specific Terms if the Customer does not fully comply with the relevant provisions within a reasonable time.

 

10. LIMITATION OF LIABILITY

 

10.1. Subject to Clause 11 of the General Terms:

 

10.1.1 Singtel Mobile’s liability arising out of or in connection with a defect in the Services is limited solely to the correction of the defect or failure or, alternatively, re-performance of the Services;

 

10.1.2. in the event Singtel Mobile has agreed upon compensation in relation to any breach or non-performance, such compensation is the Customer’s sole remedy and Singtel Mobile’s liability shall not exceed the agreed amount. If Singtel Mobile has paid any compensation or damages to the End User of the Services, the Customer shall not be entitled to receive compensation or damages for the same defect or delay;

 

10.1.3. Singtel Mobile shall not be liable for any cost or damages which could have been avoided by using Singtel Mobile’s most recent updates or patches to the Services including, without limitation, those made available to the Customer or End User;

 

10.1.4. Singtel Mobile shall not be liable for any cost or damages arising out of the Customer’s or End User’s use of the Services with any third-party device, software or application;

 

10.1.5. Singtel Mobile shall not be liable to the Customer, End User and/or any third party for failure of the Services due to an accident, abuse, misapplication or unauthorized modification or use of the Services or a device provided for use with the Services by the Customer, End User and/or any third party; and

 

10.1.6. Singtel Mobile will not be liable for failure to perform any obligation under these Specific Terms to the extent such failure is caused by a Force Majeure event. Singtel Mobile will provide notice to the Customer within a commercially reasonable time and will resume performance as soon as is reasonably practicable.

 

10.2. The Customer acknowledges and agrees that neither Singtel Mobile nor any other Singtel Partner shall be liable to Customer in respect of any obligations owed to Customer by Singtel Partner pursuant to these Specific Terms, For the avoidance of doubt, there shall be no joint and several liability between Singtel Mobile and any Singtel Partner, and amongst Singtel Partners.

 

10.3. To the maximum extent permitted by law, Singtel Mobile shall not be liable to any Customer, End-User or any other party in contract, tort (including but not limited to negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof, for any losses or damages (including but not limited to direct, indirect, consequential, collateral, special or incidental losses or damages) suffered or incurred by any Customer, End-User or any other party in connection with the provision and/or use of the Services whether during or after the term of the provision of the Services. For the purposes of these Specific Terms, indirect or consequential loss or damage includes, without limitation, loss of revenue, profits, anticipated savings or business, loss of data or goodwill, loss of use or value of any equipment including software, and all associated and incidental costs and expenses.

 

10.4. The Customer shall submit any claims in writing to Singtel Mobile within one (1) month from the date of the defect, but in any event within one (1) month from the delivery of the Services.

 

11. SOFTWARE DISCLAIMER

 

11.1. EXCEPT AS EXPRESSLY SET FORTH THESE SPECIFIC TERMS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW (A) THE SERVICES ARE PROVIDED AND DISTRIBUTED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND WHATSOEVER, (B) SINGTEL MOBILE AND ITS THIRD PARTY VENDORS (IF ANY) DO NOT MAKE ANY OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND SPECIFICALLY DISCLAIM ANY AND ALL OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION (I) THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY AND QUIET ENJOYMENT, AND (II) WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE, (C) SINGTEL MOBILE AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION OF OR FAILURE TO STORE ANY CONTENT, DATA AND OTHER COMMUNICATIONS MAINTAINED OR TRANSMITTED THROUGH USE OF THE SERVICE, AND (D) SINGTEL MOBILE AND ITS THIRD PARTY VENDORS (IF ANY) DO NOT WARRANT THAT THE SERVICES OR THIRD PARTY VENDOR SERVICES WILL BE EFFECTIVE, UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

 

11.2. SINGTEL MOBILE SHALL NOT BE LIABLE FOR ANY COMPATIBILITY ISSUES PERTAINING TO THE CUSTOMER’S COMPUTERS, APPLICATIONS OR OTHER SOFTWARE ON ANY COMPUTERS USING THE SERVICES, INCLUDING ANY SECURITY UPDATES/ PATCHES REQUIRED FOR THE SERVICES.

 

12. WARRANTIES AND INDEMINFICATION

 

12.1. The Customer represents and warrants to Singtel Mobile that it has the right and authority to comply with these Specific Terms and to fully perform its obligations under these Specific Terms.

 

12.2. The Customer shall indemnify and hold Singtel Mobile and Singtel Partners harmless against any and all claims, suits, liabilities (including reasonable legal fees), losses, costs, damages arising out of or related to the Services or API Client, the use of the Services or API Client by any End User or the failure to comply with any of the Customer’s obligations under these Specific Terms.

 

13. GENERAL

 

13.1. The Customer shall, at all times, be bound by and shall fully observe and comply with any and all third-party terms and conditions, whether or not attached to these Specific Terms, including any variations and/or amendments thereto, that is howsoever and/or whenever notified to the Customer by such third party or by Singtel Mobile. The Customer acknowledges and agrees that acceptance of, and compliance with, such third-party terms and conditions is a condition for the Services to be rendered or continue to be rendered (as the case may be).

 

13.2. The Customer shall use the Services only if permitted by law and in compliance with all applicable laws, regulations and industry standards including securing regulatory approval of the device/ application for use in the intended geographic area of operation and ensuring compliance with all relevant standards relating to the use of the Services.

 

14. SCHEDULE A – LIST OF SERVICES

 

14.1. Singtel Mobile shall provide the following Services to Customer through an API gateway that allows Customer to access to a series of APIs:

 

14.1.1. Number Verify API, for the following Operators:

 

14.1.1.1. Singtel; and

 

14.1.1.2. M1 Limited

 

14.1.2. Device Location API, for the following Operator:

 

14.1.2.1. Singtel

 

14.1.3. Scam Sniffer API, for the following Operator:

 

14.1.3.1. Singtel

 

For more information on SingVerify, please refer to: https://www.singtel.com/business/products-services/mobility/singverify/types-of-api#number-verify

 

Last Revised on 2^nd October 2025