Terms and Conditions

12 January, 2022 / BY - Super Admin

Terms of Service Agreement

This Terms of Service Agreement (“Agreement”) constitute a legal contract between Crystal Dash Pte Ltd., a corporation in Singapore, with facilities at 69 Ubi Road 1, #05-29 Oxley Bizhub, Singapore 408731 (“Crystal Dash”) and the entity or person agreeing to the following terms and conditions (“Customer”). Crystal Dash and Customer are herein referred individually as “Party” and jointly as “Parties”. All the terms in this Agreement take effect on the date the Customer completes the process of Account Registration (“Effective Date”).

Definition of Terms
1. “Admin Account(s)” refers to the administrative account(s) that are provided by Crystal Dash to Customer in order to administer Crystal Dash Services.
2. “Admin Console” refers to online tools provided to Customer by Crystal Dash for purposes of reporting and other related admin functions.
3. “Administrator(s)” refers to personnel designated by Customer to administer the Crystal Dash Services on their behalf to End Users.
4. “Brand Features” refers to the service marks, trademarks, logos, domain names, trade names, and other unique features or brands of the two Parties, as they have respectively secured periodically.
5. “Crystal Dash Services” refers to the proprietary software product and supporting services of Crystal Dash on www.crystaldash.com, and its affiliate websites, www.crystalnet.com.sg, www.crystalvoice.com.sg, including affiliated mobile app and mobile components.
6. “Customer Data” refers to the data submitted, generated, displayed or shared by Customer or their End Users through the Crystal Dash Services.
7. “Data Policy” refers to the Crystal Dash Protection Policy as outlined in https://www.crystaldash.com/data-policy/ or another URL as may be provided by Crystal Dash.
8. “End User(s)” refers to persons or entities using Crystal Dash Services under the permission of Customer.
9. “Order Form” refers to the service order form provided by Crystal Dash that Customer must fill out to sign up for Crystal Dash Services.
10. “Selling Rate” refers to the amount to be paid by Customer to subscribe to and use Crystal Dash Services.
Use of Crystal Dash Service
1. Revising Rates. Crystal Dash has the authority to change the Crystal Dash Services Selling Rate, within good commercial reasons, by providing a written notice (including via email) to the Customer at least 7 days before the new rates take effect.
2. Transfer of Data. As may be needed to provide Crystal Dash Services, Crystal Dash may generate, share and store Customer Date within our facilities located in Singapore. The Customer’s use of Crystal Dash Services is considered a form of consent to the generation, storage and usage of Customer Data.
3. Crystal Dash Credits. Customer purchase Crystal Dash Credits in order to subscribe, avail or use Crystal Dash Services. Once purchased, Crystal Dash Credits will be credited to Customer Account.
4. Inactive Status. Customer who are not actively subscribed or does not actively use Crystal Dash Services for more than 180 days will be considered to be under an Inactive Status. Unused Crystal Dash credits in Inactive Accounts are non-refundable and will expire on a set date.
5. Refund Policy. Payments are absolute, non-refundable and non-creditable. However, in case of charges made in error, Crystal Dash may give a refund provided that Customer reports the problem to Crystal Dash within 30 (thirty) days of the charge. Crystal Dash retains the authority to issue any refunds at our sole discretion. Crystal Dash will impose an administrative charge on refunds to cover bank fees and processing cost.
6. Service Renewal. Customer may be required to purchase a subscription to continue using certain Crystal Dash Services. Customer may renew subscription either quarterly or annually, via payment of invoices generated for renewal.
7. Modifying the Terms of Service. Crystal Dash may modify or update this Agreement, including the SLA (if applicable) and any service-specific terms, at any point by posting the updated version on crystaldash.com or by sending notices in accordance to Section 12.5. The new terms is effective upon the date of posting or on another date specified on an email, whichever is applicable.
  Continued use of Crystal Dash Services after this Agreement’s effective date constitutes a continuation of contract and binds Customer to the modified or updated terms. Customer has the responsibility to periodically check on crystaldash.com for modifications or other changes to this Agreement. This Agreement was last modified on the indicated date at the close of this document.
Crystal Dash’s Obligations
1. Provision of Crystal Dash Services. Crystal Dash will provide all paying or subscribed Customers with Crystal Dash Services as outlined in our Customer Signed Quotation, Contracts, Data Policy, Service Level Agreement, and other pertinent forms. Crystal Dash Services come with free standard support; or, for an additional charge, premium/enterprise support.
2. All Crystal Dash facilities that are used to process and store Customer Data shall observe stringent security protocols where Crystal Dash processes and stores our own data of similar type. Crystal Dash implements industry-standard protocols and procedures in order to secure the confidentiality and security of all Customer Data, including protecting Customer Data against potential hazards, anticipated threats, unauthorized use or access, and other factors that may compromise the integrity of Customer Data.
Customer’s Obligations
1. Acceptable Use of Service. The Customer agrees not to use, as well as prevent their End Users from using, Crystal Dash Services to do the following:
  1. Violate or compromise the rights of other persons or entities;
  2. Perform any invasive, unlawful, defamatory, fraudulent or infringing acts;
  3. Knowingly distribute harmful or malicious programs, including, but not limited to, viruses, worms, corrupted files, Trojan horses, and hoaxes;
  4. Modify, bi-pass or interfere with any aspect or part of the Crystal Dash Services;
  5. Reverse-engineer or tamper Crystal Dash Services in any way so as to find vulnerabilities, limitations or circumvent its programmed filters; and
  6. Use the Crystal Dash Services in any manner that it was not designed to.
2. Administration of Services. The Customer agrees that Crystal Dash only serves to process data. It is the Customer’s responsibility to administrate Crystal Dash Services to End Users. Using the Admin Console, the Customer may assign additional Administrators that can access Admin Account(s) in order to administer the use of Crystal Dash Services by End Users. The Customer agrees to:
  1. Protect the confidentiality or privacy of Admin Account(s), particularly its login details;
  2. Assign with due prudence individuals that can have access to the Admin Account(s); and
  3. Ensure that all actions done through the Admin Account(s) follow the terms of this Agreement.
3. Consent of End User. Customer-assigned Administrators may access, share, use and monitor information available to an End User within each End User Account. It is Customer’s obligation to obtain consent from each End User allowing the Administrators’ access, sharing, use and monitoring of these information.
4. Operational Equipment. It is the responsibility of Customer to obtain, set up and operate any equipment that have not been provided by Crystal Dash which may be necessary to use Crystal Dash Services.
5. Unauthorized Use. The Customer agrees to establish their own security standards to prevent any and all unauthorized, unapproved or illegal use of Crystal Dash Services, and to inform Crystal Dash immediately if any breach occurs. Crystal Dash will not have any liability for any damage or loss incurred by Customer as a result of their failure to observe this term. Any charges made to the Customer’s account resulting from unauthorized or illegal use, regardless of whether it was promptly reported, is final and non-refundable, unless proven that such fraudulent use was resultant of negligence on Crystal Dash’s part.
Billing and Payment
1. Account Type. All starting Customers will be registered under a prepaid account; customers who provide the required security payment deposit will be upgraded to postpaid accounts. Customers under prepaid accounts must first make their payment in order to avail Crystal Dash Services. Customers under postpaid accounts have up to 30 (thirty) days past the date of invoice to settle their billing, unless otherwise stated, and this does not apply to upgrade order invoices which are due upon confirmation of order, before delivery or activation of service.
2. Additional Increase of User Licenses. Customers have the ability to purchase additional user accounts to our software offering by a minimum increment of 1 user or more, at any point in time. Please contact billing@crystaldash.com for any such purchases.
3. Online Payment. The Customer has the option to make their payments online by providing a PayPal account or credit card to which applicable charges will be billed. In the event of unsuccessful billing—i.e. declined payment—Crystal Dash has the right to immediately cancel or suspend Customer’s access to affected Crystal Dash Services.
4. Manual Payment. Customer may pay manually via bank transfer, cheque, upon receiving a Crystal Dash Invoice. Invoices that remain unpaid 30 (thirty) days past the invoice date will be considered delinquent.
5. Delinquent Payments. Unsuccessful payments will accrue interest at a rate of 1.5% or the highest interest rate allowed by law, whichever is higher, starting from the due date until all applicable charges (including interest) have been fully paid. Any and all expenses (including attorney’s fee) incurred by Crystal Dash for the purpose of collecting delinquent payments will be forwarded to and considered the responsibility of the Customer, except for charges that were resultant of billing error by Crystal Dash.
6. Stored Payment Information (including GIRO). The Customer may avail of Crystal Dash and its affiliate payment gateway to store Customer online payment information, including GIRO, to facilitate Crystal Dash Services options to automatically top-up Customer Credits or renew Customer Accounts. Crystal Dash shall make all due effort, following industry standard practices, to secure and protect Customer’s online payment information.
7. Automatic Top-Up. An auto top-up option is available for all postpaid account Customers. By enabling the auto top-up option, Crystal Dash will automatically top-up Customer Credits whenever it reaches a preset value, and make the appropriate charges to Customer’s PayPal or credit card using Customer’s online payment information.
8. Auto-Renewal. All subscriptions to Crystal Dash Services are set to automatic renewal by default. Customer has the option to renew manually by writing in to Crystal Dash Billing at billing@crystaldash.com. Unless done so, Crystal Dash will continue to renew automatically all Customer Account subscriptions and make the appropriate charges using the Customer’s stored online payment information at every renewal period.
9. Changing Account Currency. Customer may change the currency used in their Crystal Dash Account upon request. For each currency change, Crystal Dash will include an administrative charge to cover the cost of processing and any bank charges. Changing account currency is subject to availability and Crystal Dash's approval.
10. Unclaimed Payments. Any payment received by Crystal Dash with no definite customer information will be forwarded to the Crystal Dash Billing team and traced to the right Account using available information. Untraced or unclaimed payments over 180 (one-hundred eighty) days will be considered expired Crystal Dash Credits. Expired Credits are non-creditable and non-refundable.
11. Taxes. It is Customer’s sole responsibility to pay Taxes; and Customer shall pay for Crystal Dash Services devoid of any deduction for Taxes. Should Crystal Dash be required by law to collect Taxes from Customer, such Taxes will be included in an invoice, unless Customer presents a certificate of tax exemption or an equivalent form of legal documentation from appropriate taxing authorities. If Customer can be legally exempted to pay Taxes in their payments to Crystal Dash, Customer is required to present Crystal Dash with an authorized tax receipt or an equivalent legal document to prove such claims.
12. Billing Dispute. Any billing dispute must be reported in writing by Customer to Crystal Dash Billing through billing@crystaldash.com within 30 (thirty) days counting from the invoice date of billing; any billing after such period will no longer be disputable. Upon submission of the billing dispute, Crystal Dash will review its details and provide a formal response indicating our resolution to the issue, along with corrective measures (when applicable), after an investigation is carried out and completed. The outcome of the billing dispute resolution from Crystal Dash shall be final. Due invoice payments shall still have to be paid in full to prevent any account suspension due to non-payment of bills, pending the outcome of the billing dispute review. The Customer agrees that any form of refunds granted due to error in charges or any other reason by Crystal Dash shall be refunded, without interest, in the form of either account credits or refund via bank transfer.
Suspension of Account
1. Suspension Due to Non-Payment. Crystal Dash holds the rights to immediately suspend the use of Crystal Dash Services for any Customer with a delinquent payment, that is unpaid past the invoice due date, whether partially or fully on any overdue invoice found in the Customer's account. The suspension will last until the Customer has paid Crystal Dash all unpaid charges (including interest). Delinquent payment or non-payment lasting for over 90 (ninety) days may result in the termination of Customer’s account. The effective date of both suspension and termination of Crystal Dash Services due to non-payment are subjected to change by Crystal Dash's discretion on a case to case basis, where applicable.
2. Suspension of End User Accounts Due to Violation. Any violation of this Agreement by an End User will result to the direct suspension of such User’s Account by Crystal Dash. The suspension will remain until Crystal Dash and the concerned End User has resolved the effects of such violation and has set up measures to prevent it from happening again.
3. Emergency Security Issues. Excluding the above conditions, if the breach or violation made by the End User is classified as an Emergency Security Issue, Crystal Dash will immediately suspend the concerned End User Account. The minimum duration of the suspension is the period required to terminate or resolve the Security Issue and prevent it from recurring. Upon request, Crystal Dash will provide a justification for any suspension of an offending End User to the Customer at the most prudent time.
Warranties and Limited Liability
1. Representation and Warranties. Both Parties guarantee that they have the authority and power to enter and represent themselves in this Agreement. Both Parties guarantee that they shall follow all applicable laws, regulations and other legal stipulations in their provision/use of Crystal Dash Services. Crystal Dash promises to provide the Crystal Dash Services as established in the Signed Quotation/Contract according to our Data Policy, Service Level Agreement (where applicable) and Terms and Conditions as stated in this document.
2. Disclaimer. UNLESS EXPRESSLY SET FORTH HEREIN, BOTH PARTIES DISCLAIM MAKING ANY AND ALL WARRANTIES, WHETHER IMPLIED OR EXPRESS, INCLUDING, ALTHOUGH NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSES, TITLE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW. CRYSTAL DASH MAKES NO REPRESENTATIONS ABOUT ANY INFORMATION OR CONTENT MADE ACCESSIBLE THROUGH THE CRYSTAL DASH SERVICES. THE CUSTOMER AFFIRTMS THAT CRYSTAL DASH SERVICES ARE INCAPABLE OF PROVIDING EMERGENCY SERVICE CALLS AND DOES NOT GUARANTEE THE QUALITY OF VOICE CALLS ON ITS SERVICES.
Terms and Termination
1. Agreement Duration. This Agreement commences upon the set Effective Date and continues until either Party terminates the Customer Account.
2. Termination for Cause. Either Party has the power to terminate or suspend this Agreement on either of the following conditions:
  1. The other Party has breached the Agreement and failed to amend or resolve the matter 30 days after being notified of such breach; or
  2. The other Party has stopped its operations, became insolvent, or under an insolvency proceeding lasting for more than 90 days.
3. Effects of Termination. Upon termination of this Agreement:
  1. Any right granted by each Party to the other loses effect immediately, unless indicated otherwise in this section;
  2. In the next 30 days, Crystal Dash will grant Customer the right to access and export Customer Data at the rates on the period when the termination occurred for such applicable services;
  3. After such period, unless both Parties agrees to have an extension period, Customer Data will be deleted from Crystal Dash’s servers or subject to overwrite over time;
  4. All remaining Confidential Information of either Party will be destroyed or made irretrievable using reasonable efforts upon the request of the other Party.
4. Survival. All obligations of both Parties, as set forth in Section 1, Section 5, and Sections 8–12 will survive the termination or expiration of this Agreement.
Confidentiality
1. Obligations. Crystal Dash and Customer agrees that each would:
  1. Hold in confidence and not disclose the other Party’s Confidential Information to third parties except as permitted by this Agreement; and
  2. Use the other Party’s Confidential Information only to fulfill its obligations and exercise its rights under this Agreement.
  Each Party may share the other party’s Confidential Information with its employees, contractors or agents having a valid need to know, provided that such Party remains responsible for any actions of its affiliates’ agents and employees that violate any term in this Agreement, and that these recipients are bound to confidentiality obligations no less protective than this section.
2. Exceptions. The following are not considered as Confidential Information:
  1. Information already known by the recipient of such Confidential Information
  2. Information that has become public through no fault of the recipient
  3. Information that the recipient has developed independently
  4. Information that had been rightfully given by another party to the recipient.
3. Compulsory Disclosure. Either Party may disclose Confidential Information of the other Party when, and only when, it is legally required. On such occasions, the disclosing party must make reasonable effort to inform the other prior to the disclosure, and allow them to contest the requirement.
Intellectual Property Rights and Brand Features
1. Intellectual Property Rights. These refer to the present and future international rights under copyright laws, trademark laws, moral right laws, patent laws, trade secret laws and similar laws. Unless specifically set forth in this Agreement, neither Party is granted any rights to the other Party’s contents, exclusive information, and other forms of intellectual property. As between Crystal Dash and Customer, Crystal Dash owns all Intellectual Property Rights in the Crystal Dash Services, while Customer owns all Intellectual Property Rights in Customer Data.
2. Displaying Brand Features. Under this Agreement, Customer authorizes Crystal Dash to display Customer’s Brand Features in designated areas in Crystal Dash’s Service Pages or Sales and Marketing Materials. Customer provides this authorization upon being a client/subscriber to Crystal Dash Services. Neither Party has the right to use or display Brand Features owned by the other Party outside of those indicated in this Agreement without the express written consent of the other Party.
3. Limitation of Brand Features. The use of any Brand Features inures to the benefit of the Party who owns such Brand Features’ Intellectual Property Rights. Either Party may rescind the other Party’s right to use their Brand Features, in accordance to this Agreement, by submitting a notice in writing to the other Party and allowing for a reasonable time for the discontinuance.
4. Publicity. Pursuant of Section 10.3, Customer allows Crystal Dash to display Customer’s name and Brand Features in its list of Customers both online and in printed promotional materials. The Customer also allows Crystal Dash to verbally indicate their relationship to other interested parties or that Customer has availed of Crystal Dash Services.
5. Suggestions. Customer agrees that Crystal Dash shall have an international perpetual license, free of any royalties, to use, incorporate or develop the Crystal Dash Services from any suggestions, feedback, ideas or recommendations provided by Customer relating to Crystal Dash Services.
Indemnity and Limitation of Liability
1. Indemnity by Customer. Customer shall indemnify and hold Crystal Dash unaccountable for any and all damages, liabilities and costs (which may include attorney’s fees and cost of settlement) that Crystal Dash incurs from any third party claims relating to Customer Data or Customer’s use of Crystal Dash Services that violates any part of this Agreement.
2. Equity Relief. The Customer recognizes that any violation or breach of terms, particularly relating Intellectual Property Rights, can cause Crystal Dash substantial harm for which no sufficient remedy may be provided by law, and so upon such breach Crystal Dash is entitled to appropriate equitable relief, excluding all other available remedies.
3. Exclusion of Consequential and Related Damages. UNDER NO CIRCUMSTANCES OR THEORY OF LAW WILL EITHER PARTY HAVE LIABILITY TO THE OTHER, OR ANY THIRD PARTY, FOR ANY EXEMPLARY, PUNITIVE, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT OR OTHER SIMILAR DAMAGES, INCLUDING LOST SALES OR BUSINESS, LOST REVENUE OR PROFITS, OR LOST DATA, REGARDLESS OF WHETHER SUCH PARTY HAS FORSEEN OR BEEN NOTIFIED THAT SUCH DAMAGE ARE POSSIBLE.
4. Limitations on Amount of Liability. BOTH PARTIES AGREE THAT THEIR LIABILITY, AS REGARDS ANY CLAIMS ARISING FROM OR IN RELATION TO THIS AGREEMENT, SHALL NOT EXCEED IN AGGREGATE THE AMOUNT PAID BY THE CUSTOMER DURING THE 12 (TWELVE) MONTHS PRIOR TO THE CLAIM. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF AN ACTION IS TAKEN UNDER CONTRACT, TORT, OR OTHER THEORY OF LIABILITY. HOWEVER, THE LIMITATIONS SHALL NOT LIMIT ANY PAYMENT OBLIGATIONS OF CUSTOMER UNDER SECTION 5.
General
1. Assignment. Both Parties are not allowed to assign or transfer this Agreement, including any assignment or transfer by reason of merger, reorganization, change of control or operation of law, without express consent of the other Party. In the event of either Party having a successor or permitted assignees, such entities will be bound by this Agreement.
2. Force Majeure. With the sole exception of payment obligations, neither Crystal Dash nor Customer shall be held liable for failure to execute its obligations under this Agreement, whether by restriction or prevention, when such failure resulted from a cause beyond the Party’s control, to the extent of such condition, so long as the affected Party promptly notifies the other Party.
3. Governing Law. This Agreement is under the governance of and will be construed using Singapore law. All disputes or actions resulting from or in relation to this Agreement shall be exclusively heard and judged by State courts in Singapore, and both Parties hereby agree to relinquish all objections with regards to such jurisdiction and venue.
4. No Agency. There shall be no agency, partnership, joint venture, or employment relationship created as a result of this Agreement.
5. Notices. Except when specified otherwise, any notice or communication under this Agreement must be written and delivered to the other Party’s primary point of contact and legal department. Notices must either be delivered via personal courier, established overnight courier or email. Delivery must be verified by written receipt, automated receipt or electronic log; all notices will be considered given upon receipt.
6. Severability. Any term or provision of this Agreement that is or becomes illegal, unenforceable, or invalid in any jurisdiction, such will not affect the legality, validity, or enforceability of all remaining provisions of this Agreement. The parties approves that the affected provision shall be replaced with a more effective provision that best approximates the original’s intent and commercial effect.
7. No Waiver. Any delay or failure by either Crystal Dash or Customer in performing any right or remedy or failure to object will not count as a waiver of such right or remedy. A waiver on one occasion will not be a waiver of any right or remedy on any future occasion. All remedies under this Agreement are additions to, not in exclusion of, other Party’s remedies in equity or at law.
8. Entire Agreement. All the terms under this Agreement comprises the entire agreement between Crystal Dash and Customer with respect to the use of Crystal Dash Services, superseding any prior, inconsistent or contemporaneous agreements on the subject.
9. Conflicting Terms. In the event of any conflict between this Agreement and documents or forms that constitutes this Agreement, precedence shall fall in the following order or as per the discretion of Crystal Dash Management: the Quotation, or the Terms and Conditions Agreement found in crystaldash.com.
10. Counterparts. Either party may come into this Agreement in counterparts, which include PDF, email and other digital copies, which when taken together constitutes one instrument.
11. This agreement was last updated on 6 April 2022.