KYC End User Licence Agreement
1. BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE APPLICATION (“KYC APP”), YOU (THE INDIVIDUAL OR LEGAL ENTITY, HEREIN REFERRING TO AS “YOU” OR “YOUR” OR “USER”) AGREE TO BE BOUND BY THE TERMS OF THIS END USER LICENCE AGREEMENT (“EULA”). IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU MUST NOT DOWNLOAD, INSTALL OR USE THE KYC APP AND YOU MUST IMMEDIATELY DELETE THE UNUSED KYC APP.
2. BY SUBMITTING DATA TO US AND/OR USING THE KYC APP YOU CONSENT THAT ALL PERSONAL DATA THAT YOU SUBMIT MAY BE PROCESSED BY US IN THE MANNER AND FOR THE PURPOSES DESCRIBED IN THIS EULA.
3. TERMINOLOGY.
3.1 In this EULA the expressions “We”, “Us” and “Our” are a reference to Know Your Customer Limited, with registered office at 12/F V-Point, 18 Tang Lung Street, Causeway Bay, Hong Kong, with company registration number: 2291235 and includes a reference to Our directors, officers, employees, affiliates, agents, contractors or licensors.
3.2 In this EULA, “Service Provider” refers to Premium Credit Limited, with registered office at Arena House, Arena Road, Sandyford Business Estate, Dublin 18, Ireland, with company registration number: 905165.
4. ACKNOWLEDGEMENT.
4.1 You acknowledge and agree that We provide the KYC App to You “as is” and “as available”. The KYC App and materials are deemed to be accepted by You upon download by You.
4.2 You have recently engaged the Service Provider to receive certain services and as part of their customer onboarding process, the Service Provider will carry out due diligence on You including background, identity and verification checks as they deem necessary or as required by law in order to provide their services to You (“Purpose”). The KYC App will collect and transmit Your data and any documentation You upload (“Documentation”) as required for the Purpose.
5. CHANGES TO THIS EULA.
5.1 We may at any time amend this EULA upon reasonable notice to You. Such notice may be sent via email, posted on our website or published in any media that We deem appropriate. You are deemed to agree to such amendments if You continue downloading, installing or using the KYC App after the effective date of such amendments.
6. SCOPE OF LICENCE.
6.1 Subject to Your compliance with this EULA, We hereby grant to You a limited, revocable (at any time, at our sole discretion), royalty-free, non-transferable, non-exclusive, worldwide right and licence to use, display and install the KYC App on a mobile device that You own and control (“Device”) and to use the KYC App solely for Your own personal use on one Device in accordance with the terms of this EULA.
6.2 We may at any time remove Your access to this KYC App or terminate the availability of this KYC App without any liability to You or any third party. In the event of termination, You must remove and destroy all copies of the KYC App, including all backup copies from all devices You own, possess or control and on which the KYC App is installed.
6.3 The licence extends to any accompanying materials which We provide to You. Such materials may not be copied, modified or used in any way not contemplated or expressly authorised by this EULA.
7. ACCESS.
7.1 In order to access the KYC App from Your Device, You will need to use a unique access code (“Access Code“), which We will provide to You.
7.2 The Access Code is personal to You and will link to Your account. You are not permitted to share, disclose or lend Your Access Code to anyone else.
8. YOUR OBLIGATIONS.
8.1 You represent, warrant and covenant that:
(a) any and all information, materials and/or documentations You submit about Yourself or the entity of whom You are acting on behalf, are true, accurate, current and complete to the best of Your knowledge and belief;
(b) You will only use the KYC App in accordance with any instructions or materials provided by Us from time to time, including any set out in this EULA;
(c) You have all rights and authority required to provide any information, materials and/or Documentation You upload via the KYC App;
(d) You will supervise and control the use of the KYC App in accordance with this EULA;
(e) You will ensure that the KYC App installed is updated to the latest version at all times;
(f) You will keep Your Access Code safe and secure; and
(g) You will remove the KYC App from Your Device if You sell (or otherwise dispose of) Your Device.
8.2 You represent, warrant and covenant that You will not:
(a) license, sub-license, sell, re-sell, rent, lease, transfer, distribute or time share or otherwise make the KYC App available for access by third parties in whole or in part;
(b) modify, adapt, translate, reverse engineer, decompile or disassemble the KYC App or otherwise create derivative works of the KYC App;
(c) use the KYC App for any fraudulent or unlawful purpose or in a manner not expressly authorised by this EULA;
(d) remove or obscure any copyright, trademark, patent, or other proprietary notices, legends or symbols from the KYC App;
(e) use the KYC App in any manner which violates any applicable law or regulation or unauthorised purpose or interfere or disrupt the KYC App or servers or networks connected to the KYC App, including by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature;
(f) modify or distribute the KYC App for use with any other third party software;
(g) upload any information, material and/or Documentation which is or contains any material which is defamatory of any person, sexually explicit, promotes violence, promotes discrimination whether based on race, sex, religion, nationality, disability, sexual orientation or age, infringes any copyright or trademark of any other person, that impersonates any person or to misrepresent Your identity or affiliation with any person; or
(h) encourage or assist any third party to do any of the foregoing.
9. DISCLAIMER.
9.1 We do not guarantee that You will be able to enjoy uninterrupted or error-free access to the use of the KYC App.
9.2 We do not represent or warrant to you that the KYC App or any of its contents will be accurate, complete or reliable.
9.3 Although it is Our intention for the KYC App to be available as much as possible, there will be occasions when access to or use of the KYC App may be interrupted, for example for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment.
9.4 We are not a backup service and You agree that You will not rely on the KYC App for the purposes of content backup or storage. We will not be liable to You for any modification, suspension, or discontinuation of the KYC App, or the loss of any content.
9.5 We make no representations or warranties whatsoever in relation to the service of the Service Provider. In no event shall We be responsible for any act or omission of the Service Provider.
9.6 You also acknowledge that:
(a) the internet may be subject to breaches of security and that the submission of content or other information may not be secure;
(b) We are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer or data over communications networks and facilities, including the internet or any harm resulting from Your use of this software; and
(c) We disclaim to the fullest extent permitted, all guarantees and express, implied and statutory warranties including merchantability and fitness for a particular purpose.
10. SECURITY.
10.1 You:
(a) must ensure that any Access Codes that are used by You to access KYC App and the details of Your Access Code are kept in a safe and secure manner;
(b) must notify Us immediately if You become aware that there is or has been an unauthorised use of any of Your Access Code, or any other security breach relating to Your account on any KYC App; and
(c) are responsible and liable for any person that uses Your Access Code to gain access to any KYC App.
10.2 You understand and agree that We may monitor Your access and use of the KYC App.
11. INTELLECTUAL PROPERTY.
11.1 We, together with the Service Provider, own all right, title, and interest in and to this KYC App, including all text, graphics, logos, icons, photographs, images, moving visual representational images or a combination of sounds and such images, audio, computer programs, and other material featured, displayed or used in or in relation to the KYC App and all intellectual property rights therein (“KYC Content”). All rights not expressly granted herein are reserved. Any unauthorised use of the KYC Content without our prior written permission is strictly prohibited.
“Intellectual Property Rights” means, on a world-wide basis, any and all now known or hereafter known tangible and intangible (a) patents, trademarks, service marks, registered designs, applications and rights to apply for any of those rights, trade, business and company names, internet domain names and email addresses, unregistered trademarks and service marks, copyrights, database rights, rights in software, algorithms, source code, object code, know-how, rights in designs and inventions and other intellectual or industrial property rights; (b) rights under licences, consents, orders, statutes or otherwise in relation to a right in (a) above; (c) rights of the same or similar effect or nature as or to those in (a) and (b) which now or in the future may subsist in any jurisdiction; (d) all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdictions; and (e) the right to sue for any infringement of any of the foregoing rights.
11.2 Unless You have Our express written consent or You are expressly authorised by law to do so, You shall not:
(a) use the KYC Content for any commercial or non-personal purposes not contemplated or expressly authorised by this EULA;
(b) make any copies of the KYC Content or transfer the KYC Content to any other device or any other person; or
(c) otherwise reproduce, distribute, communicate to the public, modify, reformat, prepare derivative works of or display the KYC Content.
11.3 You warrant that any Documentation uploaded by You via the KYC App does not infringe any third party rights (including intellectual property rights) or infringe any applicable law and to the best of Your knowledge such Documentation is true, accurate and up to date.
12. CONFIDENTIALITY.
12.1 The KYC App and associated materials are confidential information of Us and the Service Provider. You must keep that information secure and only use it for the purpose for which it was licensed to You and not disclose that information except as required by any applicable law. This clause does not apply to information that is in, or enters, the public domain through no fault or action of Yours. These confidentiality obligations survive the expiry or termination of this EULA.
13. PRIVACY AND USE OF DATA.
13.1 You understand that any data submitted via the KYC App is for the Purpose of the Service Provider; and Our role is only to act on behalf of the Service Provider as a data processor to process personal data. By submitting data to Us and/or using the KYC App, You consent that all personal data that You submit via the KYC App may be processed by Us and transmitted to the Service Provider for the Purpose. As a data processor, We shall not be liable to You for any acts or omissions in relation to Your personal data.
13.2 We recommend that you have an agreement in place with the Service Provider in regards the use of your personal data. The privacy policy of the Service Provider may apply to You, for details, please refer to: https://www.kycl.wpengine.com/wp-content/uploads/2018/07/PCL-Privacy-Notice.pdf. Please be aware that We are not responsible in any way for the privacy policy or practices of the Service Provider.
13.3 Please be aware that internet transmissions are never completely private or secure and that any message or information You send using the KYC App or any Service may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.
13.4 You acknowledge that despite all reasonable precautions on Our part, there is a risk of unauthorised access to, or alteration of, Your transmissions of data or of information contained on your computer system or in the KYC App. To the maximum extent permitted by law, We accept no liability for any loss and/or damage which You may suffer or incur as a result of such activity. If You have any questions or concerns about the way We process Your Personal Data, please contact Us by e-mailing Us at dataprotection@knowyourcustomer.com.
14. CONSENT TO USE DATA.
14.1 You agree that We may collect and use technical data and related information from time to time to help Us to provide software updates, product support and other services to You (if any) related to the KYC App. Examples of the data We may collect and use include technical information about Your Device, system and application software and peripherals. You agree that We may use this information, as long as it is in a form that does not personally identify You, to improve Our products or to provide services or technologies to You.
15. THIRD PARTY TERMS.
15.1 If You download the version of any KYC App that is intended for use on an iOS mobile device (including an iPhone or iPad) (“iOS App“), We, and not Apple, are solely responsible for the iOS App and all content contained within the iOS App. In using any iOS App, You must comply with the Apple App Store Terms of Service (to the extent that there is no conflict or inconsistency with this EULA), available at: https://www.apple.com/legal/internet-services/itunes/hk/terms.html.
15.2 If You download the version of any KYC App that is intended for use on an android mobile device (“Android App“), We, and not Google, are solely responsible for the Android App and all content within the Android App. In using any Android App, You must comply with the Google Play Terms of Service (to the extent there is no conflict or inconsistent with this EULA), available at: https://play.google.com/intl/en_uk/about/play-terms.html.
16. LIMITATION OF LIABILITY.
16.1 To the extent permitted by law, We exclude all liability (whether arising in contract, tort or otherwise and whether or not due to Our negligence) which We may otherwise have to You as a result of:
(a) any technical, factual, textual or typographical inaccuracies, errors or omissions on or relating to the KYC App or any information contains therein;
(b) the unavailability of the KYC App (or any part of it);
(c) any delay in providing, or failure to provide or make available Our services, or any negligent provision of services; or
(d) any misrepresentation on or relating to the KYC App or Our services.
16.2 Our liability to You for a breach of any provision of this EULA (however arising) is limited in the following ways (to the full extent permitted by law):
(a) We are not liable (whether in negligence or otherwise) to You in relation to such breach for any indirect or consequential loss, loss of profit revenue or anticipated savings, business interruption, loss of chance or business opportunity, loss of or damage to goodwill or reputation, claims by a third party for liquidated sums or damages under any agreement, or loss of production or operating time (even if You have advised Us of their possibility); and
(b) any right or remedy conferred on You in relation to any such breach is limited to an amount equal to five times the cost to You of downloading the KYC App.
16.3 Please be aware that We are not responsible for the services offered by and of the Service Provider. In no event will We be liable for any act or omission of the Service Provider or any other third party to this EULA.
16.4 You agree that each of these limitations is reasonable having regard to the nature of Our services.
16.5 None of the above exclusions shall affect any statutory rights which are not capable of being excluded.
16.6 Each of the above exclusions or limitations shall be construed as a separate, and severable, provision of this EULA.
17. DELIVERY AND ACCEPTANCE.
17.1 The KYC App and materials are deemed to be accepted by You upon download by You.
18. TERM AND TERMINATION.
18.1 This EULA commences upon the date You install the KYC App and continues until it is terminated (“Term“).
18.2 This EULA and Your Access Codes may be immediately terminated in the following circumstances:
(a) if You are in breach of any term of this EULA;
(b) if You assign or novate the EULA to someone else without Our prior written consent;
(c) if You sell Your Device to a third party, and You do not remove the KYC App from the Device before doing so; or
(d) if You uninstall the KYC App or destroy the documentation for any reason.
18.3 Termination under this clause will not affect any rights or remedies which We may have otherwise under this EULA or at law. Any rights that have accrued to either party at the date of termination will remain enforceable after termination.
18.4 Without limiting any other indemnity You provide under this EULA, You indemnify Us against any claims arising out of Your breach of this EULA.
19. INDEMNIFICATION.
19.1 You will indemnify and hold Us harmless from any claim made by any third party due to or arising directly or indirectly out of Your conduct or in connection with Your use of the KYC App, violation of the terms herein, and any violation of any applicable law or regulation. We reserve the right, at Our own expense, to assume the exclusive defence and control of any matter subject to indemnification by You, but doing so will not excuse Your indemnity obligations.
20. OPEN SOURCE SOFTWARE.
20.1 Any open source software incorporated in the KYC App may be used in accordance with the terms and conditions of the specific licence under which the relevant open-source software is distributed, but is provided “as is” and subject to any disclaimers (including clause 9) of this EULA. For these purposes, “open source software” means any software licensed under any form of open-source licence meeting the Open Source Initiative’s Open Source Definition (set out at www.opensource.org) or any libraries or code licensed from time to time under the General Public Licence (as described by the Free Software Foundation and set out at www.gnu.org), or anything similar, included or used in, or in the development of, the KYC App, or with which the KYC App is compiled or to which it is linked.
21. GENERAL.
21.1 COMPLAINTS. If You have questions, complaints or claims with respect to the KYC App, please direct them to the Service Provider.
21.2 RESERVATION OF RIGHTS We reserve the right at Our sole discretion to deny anyone access to the KYC App (or any part thereof) without notice and to decline to provide Our services to anyone that is in breach of this EULA.
21.3 FORCE MAJEURE We shall not be liable to You for any breach of this EULA or any failure to provide or delay in providing Our services through the KYC App resulting from any event or circumstance beyond Our reasonable control.
21.4 THIRD PARTY RIGHTS. The Contracts (Rights of Third Parties) Ordinance shall not apply to this EULA and unless specifically herein provided no person other than the parties to this EULA shall have any rights under it nor shall it be enforceable by any person other than the parties to it.
21.5 ENTIRE AGREEMENT. This EULA represents the entire agreement between You and Us with respect to the KYC App, and supersedes any prior or contemporaneous oral or written agreements concerning the subject matter contained herein.
21.6 HEADINGS. Headings under this EULA are intended only for convenience and shall not affect the interpretation of this EULA.
21.7 WAIVER AND MODIFICATION. No failure of either You or Us to exercise or enforce any rights under this EULA will act as a waiver of those rights. This EULA may only be modified, or any rights under it waived, by a written agreement executed by the party against which it is asserted.
21.8 SEVERABILITY. If any provision of this EULA is found illegal or unenforceable, it will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of this EULA will not be affected.
21.9 GOVERNING LAW. This EULA shall be governed and construed in accordance with Hong Kong law. Any dispute arising out of or in connection with this EULA (of a contractual or non-contractual nature such as claims in tort, breach of statute or regulation) shall be subject to the non-exclusive jurisdiction of the Hong Kong courts.