Terms & Conditions

Definitions of Basic Terms, Rights and Restriction

In this Agreement, unless otherwise inconsistent with the context hereof

For CCP

In this Agreement, unless otherwise inconsistent with the context hereof:

  • The “Service Provider” means QUICKDESK PTE LTD (UEN 20143211Z), a company established in Singapore with a registered address at 36 Carpenter Street @the Hive Carpenter Singapore 059915;
  • The “Company” means the company entering into the Service Agreement with the Service Provider;
  • “Agreement” means this Terms and Conditions of Services Agreement, the Services Agreement Form, and annexes and any supplemental, amendments or modifications agreed in writing and signed by the Parties;
  • “Deliverables” means the deliverables to be developed, created and completed by the Service Provider and furnished to the Company pursuant to the Services Agreement, as more particularly described in the Services Agreement Form and/or the Proposal;
  • “Effective Date” means the date as set out in the Services Agreement Form;
  • “Total Fee” means the consideration to be paid by the Company to the Service Provider as set out in the Service Agreement Form;
  • “Man Day” means 8 hours/ day of work dedicated to the performance of the Services and Deliverables;
  • “Term” means the number of months commencing from the Effective Date, set out in the Service Agreement Form;
  • “Services” means the services to be provided by the Service Provider as more particularly described in the Service Agreement Form.

Words denoting the singular include the plural and vice versa. Words denoting any gender include all genders and word denoting persons include firms and corporations and vice versa.
References to Clauses and Annexes are references to the clauses of, and the annexes to, this Agreement.
The headings to the Clauses or Annexes are for convenience of reference only and shall not affect the construction of this Agreement.

1. ENGAGEMENT

  • The Company hereby agrees to engage the Service Provider to carry out the Services for the Company, subject to such changes as may be required by the Company. The Service Provider shall not be liable for non-performance of any item of the Services due to restrictions or changes on the part of the Company. At the request of the Company, the Service Provider may provide additional services on terms to be discussed in good faith and agreed in writing. The Service Provider shall assist the Company in applying for related qualifying government grant(s) but the Service Provider does not guarantee the success and approval of such government grant(s).
  • The Service Provider shall perform the Services in a timely manner and shall furnish the Company with the Deliverables within reasonable timing(s). The Service Provider shall provide the Services with due care and diligence, and shall use reasonable efforts to supervise third-party suppliers, including government ministries and agencies, in order to ensure accuracy and quality in all aspects of the Services or items being supplied. The Service Provider shall not be liable for any failure, delay or default on the part of any third party suppliers beyond the reasonable control of the Service Provider.
  • The Company warrants that all information and/or data provided to the Service Provider is true and accurate to the best of their ability. The Service Provider disclaims all liability for any losses suffered by the Company and/or any third party as a consequence of provision of inaccurate information and/or data and/or delay of provision of information and/or data by the Company to the Service Provider. Should the Company assume control of any part of the Service’s Provider’s role, the Service Provider shall not be liable for any consequences as a result.
  • Should the Service Provider be required to work with any third party service providers and/or vendors engaged by the Company, the Company agrees to procure such third party service providers’ and/or vendors’ full cooperation. The Service Provider shall not be liable for any losses suffered by the Company arising from non-performance by such third party service providers and/or vendors.
  • The Company authorizes the Service Provider to share any grant-related documents to government authorities, auditors and financial institutions, when such disclosure is required for reasons not related to marketing purposes.

2. DURATION AND PROVISION OF SERVICES

  • This Agreement shall be deemed to have come into force on the Effective Date and shall continue in full force and effect for duration of the Term, unless earlier terminated in accordance with this Agreement.
  • All timelines proposed in the Proposal for the Services and/or the Deliverables are based on estimation, on the assumption that there is no delay on the part of the Company in paying the Fee in the manner and on the timing(s) set out in the Services Agreement Form, providing the Service Provider with information and/or access, or otherwise cooperation with the Service Provider. The Service Provider shall not be liable in the event there is any delay due to unforeseen circumstances, any event of Force Majeure, or unexpected changes not within the control of the Service Provider. In case of any variation to the Services and/or Deliverables requested by the Company, including the provision of inaccurate information by the Company to the Service Provider, the Service Provider shall be entitled to adjust the timelines proposed in the Proposal without being liable for any losses suffered by the Company.
  • The Services and/or Deliverables will be executed or provided as an extension and based on the Company’s existing framework for the corresponding topic, which serves as a building block for the Services and/or Deliverables. Should the requirement for the Services and/or Deliverables be amended at the Company’s request, or due to irrelevance or inadequacy of the Company’s existing framework, the Service Provider reserves the right to amend the Proposal and/or Services and/or Deliverables. The Service Provider shall not be penalized nor be liable for any losses suffered by the Company as a consequence of such a change.
  • For projects which require external data collection, the Company would be responsible to achieve the minimum sample size that is required for statistical validity based on the best estimate of target population number at a confidence level of 90% and error margin of ±5%. The Service Provider will do its best to support the Company in achieving the minimum sample size, but is not to be penalised nor liable for any losses suffered by the Company as a consequence.

3. FEE

  • In consideration for the Service Provider’s performance of the Services, the Company shall pay the Service Provider the Fee in the manner and on the timing(s) set out in the Services Agreement Form. The performance of the Services will be carried out solely in Singapore,
  • For Deliverables that require some number of training, facilitation, presentation sessions (the “Sessions”), the Sessions be conducted by the Service Provider to the Company as described in the Proposal shall be fixed and is based on the optimal requirements for the Company. Should the Company require additional Sessions, additional fees would apply. Should the Company decide not to participate in any of the Sessions, the Company shall not be entitled to any reduction of the Fee and/or any discounts.
  • All payments to the Service Provider under this Agreement shall be by way of remittance to the Service Provider’s designated bank account. All bank charges for remittance of payments to the Service Provider shall be borne by the Company. Further, all payments shall be free from set-off, deduction or withholding (on account of tax or otherwise). If the Company shall at any time be compelled by any applicable law to withhold or deduct any tax on behalf of the Service Provider from any amount payable to the Service Provider hereunder, the amount payable to the Service Provider shall be increased to such extent that the net amount received by the Service Provider after such withholding or deduction shall equal the amount that would have been received by the Service Provider hereunder if no such withholding or deduction had been required. The Company shall promptly furnish to the Service Provider written receipts from the appropriate tax authority certifying that the payment of all applicable withholding taxes have been made.
  • Unless specified otherwise, all quotes provided by the Service Provider shall be in Singapore Dollars and amounts quoted in any additional currency are approximate only based on the currency exchange rate at time of the quote. In the event that the Service Provider agrees to payment in a currency other than Singapore Dollars, the Company shall pay such amount in that foreign currency as is necessary to ensure that the Service Provider receives the Singapore Dollar amount quoted, provided always that any variation shall not be more than 10% of the amount quoted.

4. INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY

  • The intellectual property rights in all materials provided by the Company shall belong to the Company and the Company warrants that the use of such materials by the Service Provider will not infringe the intellectual property rights or any other rights of a third party.
  • The final Deliverables created by the Service Provider for the Company pursuant to this Agreement shall belong to the Company. For the avoidance of doubt, the Service Provider shall be entitled to re-use for any other third party any ideas and/or Deliverables and/or materials which is not created using the Company intellectual property and/or rejected for implementation by the Company.
  • The Service Provider agrees to keep confidential the terms of this Agreement and all documents and materials supplied or made available to the Service Provider by the Company such as the financial and business affairs and conditions of the Company and the operations and dealings of the Company with third parties, which is (a) marked as confidential or proprietary at time of disclosure, or (b) if disclosed verbally is confirmed in writing as confidential or proprietary within two (2) business days from disclosure (hereinafter called the “Confidential Information”). However, the Service Provider may disclose such Confidential Information which (a) the Service Provider knew or possessed prior to receiving it from the Company without any obligations of confidentiality, (b) is or becomes publicly available without breach of this Agreement; (c) is obtained by the Service Provider from a third party, without any obligation to keep it confidential; or (d) is independently developed or discovered by the Service Provider and forms part of the Service Provider’s trade knowledge. Further, the Service Provider may disclose any Confidential Information if it gives the Company prior written notice and the disclosure is required by law or by lawful requirement of a competent judicial, administrative or regulatory authority, or to comply with funding arrangements of either Party or listing rules of a stock exchange. The obligations of the Service Provider under this clause shall remain in force for the duration of this Agreement and for one (1) year after the termination or expiration of this Agreement.
  • The Service Provider shall be entitled to list the Company as a client of the Service Provider and describe the Services provided in its corporate literature including website, and any publicity and marketing materials.

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