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.

 

    1. 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.

 

    1.  TERMINOLOGY.

      3.1      In this EULA the expressions “We”, “Us” and “Our” are a reference to Know Your Customer Limited, 6/F, WYNDHAM PLACE, 40-44 WYNDHAM ST. CENTRAL, HONG KONG with company registration number: 2291235 and includes a reference to Our directors, officers, employees, affiliates, agents, contractors or licensors.

 

    1. ACKNOWLEDGEMENT.

      4.1     We provide the KYC App to You “as is” and “as available”.

      4.2     You have recently engaged with a third party services provider to receive certain services (“Services Provider”) and as part of the Services Provider’s customer onboarding process, Your Services Provider will carry out due diligence on You including background, identity and verification checks as Your Services Provider deems necessary or as required by law in order to provide its services to You (“Purpose“). The KYC App will collect and transmit Your data and any documentation You upload (“Documentation“) as required for the Purpose.

 

    1. CHANGES TO THIS EULA.

      5.1     We may amend this EULA from time to time. Every time You wish to use the KYC App, please check Our website (https://www.knowyourcustomer.com) for the most up-to-date version of the EULA to ensure You understand the terms that apply at that time.

 

    1. SCOPE OF LICENCE.

      6.1      Subject to Your compliance with this EULA, We hereby grant to You a 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.

 

 

    1. ACCESS.

      7.1      In order to access the KYC App from Your Device, You will need use a unique access code (“Access Code“). The Access Code will be provided by Your Services Provider.

      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.

 

    1. YOUR OBLIGATIONS. 

      8.1     You will:

      (a)     only use the KYC App in accordance with any instructions or materials provided by Us or Your Services Provider from time to time, including any set out in this EULA;

      (b)     ensure that You have all rights and authority required to provide any Documentation You upload via the KYC App for the Purpose;

      (c)     supervise and control the use of the KYC App in accordance with this EULA;

      (d)     ensure that the KYC App installed is updated to the latest version at all times;

      (e)     keep Your Access Code safe and secure; and

      (f)      remove the KYC App from Your Device if You sell (or otherwise dispose of) Your Device.
      8.2   You agree 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 the KYC App or otherwise create derivative works of the KYC App;
      (c)      use the KYC App 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 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.
      8.3  You represent and warrant that You have full right and authority to submit any Documentation which You upload via the KYC App.

 

    1.  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      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.
      9.3      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.
      9.4      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.

 

    1. 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.

 

 

    1. INTELLECTUAL PROPERTY.

      11.1      We own all right, title, and interest in and to this KYC App, including intellectual property rights therein. All rights not expressly granted herein are reserved.

      11.2     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 law and to the best of Your knowledge such Documentation is true, accurate and up to date.

 

 

    1. CONFIDENTIALITY.

      12.1      the KYC App and associated materials are Our confidential information. 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 English 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.

 

 

    1. PRIVACY.

      13.1     To understand how We use Your personal data and protect Your privacy when using the KYC App, please refer to Our privacy policy (https://www.knowyourcustomer.com/privacy-policy/).
      13.2     Please be aware that internet transmissions are never completely private or secure and that any message or information You send using the App or any Service may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.
      13.3     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.

 

    1. 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.

 

    1. 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.

 

    1. LIMITATION OF LIABILITY.

      16.1     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.

 

    1. DELIVERY AND ACCEPTANCE. 

      17.1      The KYC App and materials are deemed to be accepted by You upon download by You.

 

 

    1. 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.
      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.

 

    1. 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.

 

    1. 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 Agreement. 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 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.

 

  1.  GENERAL.

    21.1 COMPLAINTS. If You have questions, complaints or claims with respect to the KYC App, please direct them to support@knowyourcustomer.com. We will endeavour to respond to such questions, complaints or claims as quickly as possible.
    21.2 THIRD PARTY RIGHTS. This EULA does not given rise to any rights to any third parties under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this EULA.
    21.3 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.
    21.4 HEADINGS. Headings under this EULA are intended only for convenience and shall not affect the interpretation of this EULA.
    21.5 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.
    21.6 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.
    21.7 GOVERNING LAW. This EULA shall be governed and construed in accordance with English 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 exclusive jurisdiction of the English courts.