Last Updated On 2nd June 2025

 

  1. Introduction

1.1. These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Customer” or “User”) and Netrust Pte Ltd, including its subsidiaries and affiliates (collectively, “Netrust”). These Terms apply to your access to or use of any products, services, content, platforms, or this website (collectively, the “Offerings”), whether you are a paying customer, a trial user, or a non-paying visitor.

1.2. If you are accessing or using the Offerings on behalf of an organisation, you represent and warrant that you have the authority to bind such organisation to these Terms.

1.3. By accessing or using any Offering that incorporates or connects to third-party services, you agree to comply with all applicable third-party terms and conditions. You acknowledge that certain Offerings may be subject to additional license terms from third-party providers.

  1. Definitions

2.1. Offerings include, but not limited to:

      • Software and associated tools (e.g., executable software modules and tools in machine-readable form).
      • Hosted or managed services.
      • Technical support, training, or maintenance services.
      • Consulting and other professional services.
      • Hardware, equipment, and associated supplies.

2.2. Order means a document, such as a quotation, invoice, or agreement, issued by Netrust for the purchase of Offerings.

  1. Contract Structure

3.1. These Terms govern the purchase, access, and use of all Offerings.

3.2. Netrust reserves the right to introduce additional terms specific to particular Offerings or services, which will form part of this agreement when issued.

  1. Fees and Payment

4.1. All fees for Offerings shall be as stated in the applicable Order and must be paid in full within the specified time period, typically within thirty (30) days from the date of the invoice, unless otherwise stated.

4.2. All prepaid fees for subscriptions, services or other Offerings are non-refundable. Unless otherwise agreed in writing, all such prepaid services must be fully utilised within the validity period of the applicable contract or within twelve (12) months from the invoice date, whichever is earlier.

4.3. Late payments are subject to interest at 5% per month or the maximum rate permitted by law, whichever is lower.

4.4. In the event of non-payment, Netrust reserves the right to suspend access to Offerings until outstanding amounts are settled.

  1. Term and Termination

5.1. These Terms will take effect upon acceptance of the applicable Order and remain valid until terminated.

5.2. Either party may terminate the agreement if the other party materially breaches any provision and fails to cure the breach within thirty (30) days of written notice.

5.3. Netrust may terminate this agreement immediately if Customer becomes insolvent, files for bankruptcy, or violates applicable laws.

5.4. Upon termination:

      • All rights to use Offerings shall cease immediately.
      • Customer must return or destroy all proprietary materials related to the Offerings.
      • Prepaid fees are non-refundable, and all outstanding payments become immediately due.
  1. Confidentiality

6.1. Each party agrees to treat as confidential all non-public information provided by the other party in connection with the Offerings.

6.2. Confidential information does not include information that is publicly available, independently developed without reference to the other party’s information, or lawfully received from a third party.

6.3. Netrust reserves the right to disclose information if required by law or to enforce its rights under these Terms.

  1. Customer Responsibilities

7.1. Compliance: Customers are responsible for ensuring that their use of Offerings complies with all applicable laws and these Terms.

7.2. Third-Party Links:

a. Links to third-party websites or services are provided for convenience.

b. Netrust is not responsible for third-party content, policies, or interactions.

7.3. Fair Use:

Customers agree to use the Offerings in a fair, reasonable, and responsible manner. Customers shall not engage in excessive, abnormal, or abusive usage that may adversely affect the performance, availability, security, or integrity of the Offerings, or Netrust’s systems and infrastructure.

Prohibited activities include, but are not limited to:

a. Using the Offerings in violation of any applicable laws, regulations, or third-party rights;

b. Engaging in excessive, abnormal, or abusive usage that may adversely affect the performance, availability, security, or integrity of the Offerings or Netrust’s infrastructure;

c. Sending unauthorised bulk, unsolicited communications or transactions;

d. Intentionally circumventing usage limitations, rate controls, or service restrictions;

e. Using unauthorised scripts, bots, or automation to disrupt normal operations;

f. Transmitting viruses, malware, or other harmful code;

g. Attempting to gain unauthorised access to systems, accounts, or data;

h. Posting, storing, or transmitting content that is offensive, unlawful, defamatory, infringing, or otherwise harmful;

i. Harassing, impersonating, or harming other individuals or entities.

Netrust reserves the right to monitor usage and may suspend or limit access to the Offerings where it reasonably suspects a breach of this clause.

8.1. Ownership by Netrust

All intellectual property rights in and to the Offerings developed, owned, or provided by Netrust — including but not limited to software, platforms, documentation, methodologies, and branding — shall remain the sole and exclusive property of Netrust or its licensors.

8.2. Third-Party Intellectual Property

The Offerings may incorporate or be bundled with third-party software, products, or services (“Third-Party IP”). All intellectual property rights in such Third-Party IP remain the property of their respective owners. Netrust does not grant and is not authorised to grant rights beyond those provided in the applicable third-party terms. You must accept and comply with all third-party terms as a condition of using such Third-Party IP.

8.3. License to Use

Subject to full payment and compliance with these Terms, Netrust grants the Customer a limited, non-exclusive, non-transferable right to use the Offerings (including any Third-Party IP, where applicable) solely for the Customer’s internal business purposes, or for such other purposes as may be expressly permitted in the relevant Order and in accordance with applicable third-party terms.

8.4. Restrictions

Customer shall not, and shall not permit any third party to:

(a) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of any software included in the Offerings;

(b) modify, create derivative works from, or distribute the Offerings without prior written consent from Netrust or the relevant third-party IP owner;

(c) remove or alter any proprietary notices or disclaimers.

8.5. No Transfer of Ownership

Nothing in these Terms shall be construed as a transfer of ownership of any intellectual property rights to the Customer. All rights not expressly granted are reserved.

  1. Indemnification

9.1. The Customer agrees to indemnify, defend, and hold harmless Netrust, its affiliates, officers, employees, and agents from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

(a) the Customer’s misuse of the Offerings;

(b) the Customer’s breach of these Terms or applicable laws; or

(c) any third-party claims alleging that data, materials, or content provided by the Customer infringe intellectual property rights or privacy rights.

9.2. If the Offering includes Third-Party IP or services, the Customer agrees to also indemnify Netrust against any claims arising from the Customer’s breach of the applicable third-party terms.

  1. Limitation of Liability

10.1. To the fullest extent permitted by law, Netrust’s liability for damages arising out of or related to these Terms shall not exceed the total fees paid by Customer for the Offerings in the twelve (12) months preceding the event giving rise to the claim.

10.2. Netrust shall not be liable for indirect, incidental, consequential, or punitive damages, including loss of revenue or data, even if advised of the possibility of such damages.

  1. Force Majeure

11.1. Netrust shall not be liable for any delay or failure to perform due to causes beyond its reasonable control, including natural disasters, government actions, labor disputes, and internet service disruptions.

  1. Compliance with Laws

12.1. Both parties agree to comply with applicable laws, regulations, and trade controls in relation to the Offerings.

12.2. Customer is responsible for ensuring that its use of the Offerings complies with all local laws and does not involve prohibited activities.

  1. Amendments

13.1. Netrust reserves the right to amend these Terms at any time. Amendments will become effective upon posting on Netrust’s website, unless otherwise specified.

13.2. Where required by law, or where material changes affect your rights or obligations, Netrust will provide reasonable notice through appropriate means, such as by email or a prominent website notice.

13.3. Your continued use of the Offerings after such changes take effect constitutes your acceptance of the amended Terms. If you do not agree with the changes, you must stop using the Offerings.

  1. Notices

14.1. All notices, requests, or communications required or permitted under these Terms should be provided in a manner deemed reasonable and effective by the sending party. Netrust may issue notices via email, postings on its website, or other electronic means. Customers are encouraged to ensure their contact information is up-to-date and to regularly check communication channels for important updates.

14.2. Netrust does not guarantee receipt of notices and shall not be held responsible for any failure to receive such communications. Customers are responsible for ensuring they stay informed about updates or changes to the Offerings or Terms.

  1. Governing Law and Dispute Resolution

15.1. These Terms are governed by and construed in accordance with the laws of Singapore, unless otherwise agreed in a separate written agreement signed by both parties.

15.2. Subject to Clause 15.3, any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of Singapore.

15.3. Notwithstanding the foregoing, Netrust reserves the right to seek injunctive, equitable, or emergency relief in any court of competent jurisdiction, including in jurisdictions where misuse of its intellectual property or confidential information is occurring or threatened.

  1. Severability

16.1. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

  1. Entire Agreement

17.1. These Terms, together with any applicable Order and any specific terms issued for an Offering, constitute the entire agreement between the parties unless a separate, signed written agreement expressly governs the subject matter.

17.2. In the event of any conflict:

(a) A separate, signed written agreement between the parties shall prevail over these Terms;

(b) Where no such agreement exists, Offering-specific terms shall prevail over these general Terms.

  1. Website Use and Monitoring

18.1. When accessing the Netrust website, you agree not to use it for unlawful purposes or to interfere with its operation. Netrust may collect information such as your IP address, browser type, and usage patterns to monitor website activity and improve the Offerings.

18.2. Use of cookies or other tracking technologies may apply. By continuing to use the website, you consent to such data collection in accordance with our Privacy Policy.