Terms of Service

1. Agreement

These Terms of Service (“Terms”) are a binding agreement between [Company Legal Name] Pte. Ltd. (UEN [•]) (“CorpSec AI”, “we”, “us”) and the organisation that accesses or uses the CorpSec AI platform and related services (the “Service”) (the “Customer”, “you”).

By clicking to accept, signing an order form, or accessing or using the Service, the individual doing so represents that they are authorised to bind the Customer, and the Customer agrees to these Terms. If you do not agree, do not use the Service.

These Terms incorporate by reference our Privacy Policy, Data Processing Agreement and Acceptable Use Policy.

2. The Service — a tool, not a professional adviser

CorpSec AI is software that assists qualified corporate-secretarial, accounting and legal professionals with AI-assisted document drafting, compliance workflows, KYC/AML screening and multi-company management. Features may change over time.

The Service does not provide legal, accounting, corporate-secretarial, tax or compliance advice, and is not a substitute for the professional judgement of a qualified person. Nothing produced by the Service constitutes advice or a filing. You, as a regulated corporate service provider, remain solely and exclusively responsible for: (a) your own regulatory obligations, including under the Companies Act 1967, the Corporate Service Providers Act 2024, ACRA and IRAS requirements, and AML/CFT laws; (b) reviewing, verifying, correcting and approving every output before it is signed, lodged or relied upon; and (c) all advice you give and filings you make for your own clients.

3. Accounts, roles and security

You are responsible for maintaining the confidentiality of all account credentials and for all activity that occurs under your accounts. You must configure roles (admin, reviewer, preparer, viewer) appropriately and ensure that only authorised personnel access the Service. You must notify us promptly of any suspected unauthorised access.

4. Customer responsibilities and warranties

You represent, warrant and agree, on a continuing basis, that you will:

• Use the Service only in compliance with applicable law, these Terms and the Acceptable Use Policy.
• Hold all rights, consents and lawful bases necessary for any data (including personal data and your clients’ data) that you upload or process through the Service.
• Independently review, verify and approve all AI-generated output before signing, lodging, or otherwise relying on it — the Service’s second-AI review, compliance gates and human sign-off requirement are aids only and do not transfer responsibility to us.
• Perform your own KYC/AML, fit-and-proper and compliance obligations; the Service supports but does not discharge them.
• Not misuse the Service, probe or breach its security, resell or provide it to third parties except your own authorised personnel, or use it to process data unlawfully.

5. AI-generated output — no reliance without review

Outputs are generated by AI models and may contain errors, omissions or inaccuracies. We do not warrant the accuracy, completeness, legal sufficiency or fitness of any output. The Service is designed around human-in-the-loop review: nothing is filed without your sign-off, and you are solely responsible for the accuracy, legality and consequences of any document you approve, sign, lodge or rely upon.

6. Data protection

Our handling of personal data is described in our Privacy Policy and, for client data you process through the Service, our Data Processing Agreement, which governs and prevails on data-processing matters. As between the parties you retain all rights to your data. Your data is not used to train AI models.

7. Fees, taxes and trials

Fees are set out in your order or on our pricing page and are charged per active company plus any usage-based charges. Unless expressly stated otherwise: fees are exclusive of GST and other taxes (which you are responsible for); paid fees are non-refundable, including for partial periods, downgrades or unused allowances, except where refunds are required by law; and we may change fees on renewal or on reasonable notice.

Any free trial is provided “as is” and may be modified or withdrawn at any time. We may suspend or limit the Service for non-payment.

8. Intellectual property; feedback

We and our licensors retain all right, title and interest in and to the Service, including its software, models, templates, look-and-feel and documentation. We grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription. You retain all rights in your data and in the documents you generate and approve. If you provide feedback or suggestions, you grant us a perpetual, royalty-free licence to use them to improve the Service.

9. Third-party services

The Service relies on third-party sub-processors and providers (for example cloud hosting, AI model providers and payment processing) listed in our Security page and DPA. We are not responsible for the acts, omissions, availability or terms of third-party services, and your use of any third-party integration is at your own risk and subject to that third party’s terms.

10. Confidentiality

Each party will protect the other’s confidential information with at least reasonable care, use it only to perform under these Terms, and disclose it only to personnel and advisers who need it and are bound by confidentiality. This does not apply to information that is public, independently developed, or required to be disclosed by law.

11. Warranties and disclaimers

Except as expressly stated in these Terms, the Service is provided on an “as is” and “as available” basis. To the maximum extent permitted by law, we disclaim all other warranties, express or implied, including any implied warranties or conditions of merchantability, satisfactory quality, fitness for a particular purpose, title and non-infringement, and any warranty that the Service will be uninterrupted, error-free, secure, or that outputs will be accurate, complete or legally sufficient.

12. Limitation of liability

Nothing in these Terms limits or excludes either party’s liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be limited or excluded under applicable law. This carve-out is required for the remaining limitations to be valid and enforceable, and it operates for the benefit of both parties.

Subject to the paragraph above, and to the maximum extent permitted by law:

• Neither party will be liable for any indirect, incidental, special, punitive, exemplary or consequential loss or damage, or for any loss of profits, revenue, business, anticipated savings, goodwill, or loss of or damage to data, in each case whether arising in contract, tort (including negligence), statute or otherwise, and whether or not foreseeable.
• Our total aggregate liability arising out of or in connection with the Service and these Terms, from all claims combined, will not exceed the total fees actually paid by you to us in the twelve (12) months immediately preceding the event giving rise to the claim.
• We have no liability for any loss arising from: your or your personnel’s use of, reliance on, approval or filing of any output; your regulatory or professional failings; your clients’ claims; data or content you supply; or third-party services.

13. Indemnity

You will indemnify, defend and hold harmless CorpSec AI and its officers, employees and contractors from and against any third-party claims, losses, liabilities, fines, penalties and reasonable costs (including legal fees) arising out of or relating to: (a) your use of the Service in breach of these Terms or applicable law; (b) any output you approved, signed, lodged or relied upon; (c) your regulatory, professional or compliance obligations, or disputes with your own clients or regulators; or (d) data or content you provided.

14. Term, suspension and termination

These Terms apply for the duration of your subscription. Either party may terminate for a material breach that is not cured within thirty (30) days of written notice. We may suspend access immediately where necessary to protect the Service, other customers, or to comply with law. On termination you may export your data as described in our Security page and DPA, after which we may delete it, subject to any statutory retention obligations. Clauses which by their nature should survive (including 5, 8, 10–13, 15–16) survive termination.

15. Changes to the Service and Terms

We may modify the Service and update these Terms from time to time. For material changes we will give reasonable notice (for example by email or in-product notice). Your continued use after the changes take effect constitutes acceptance. If you do not agree to a material change, your remedy is to stop using the Service.

16. General

Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control. Assignment: you may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger or sale. No partnership: nothing creates a partnership, agency or joint venture. Entire agreement: these Terms (with the documents they incorporate) are the entire agreement and supersede prior discussions. Severability: if any provision is unenforceable, the rest remains in effect and the provision is modified to the minimum extent necessary. No waiver: failure to enforce is not a waiver. Third parties: save for indemnified persons under clause 13, no one other than the parties has rights under these Terms.

17. Governing law and dispute resolution

These Terms are governed by, and construed in accordance with, the laws of Singapore.

Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (SIAC) in accordance with the Arbitration Rules of the SIAC for the time being in force, which rules are deemed incorporated by reference in this clause. The seat of the arbitration shall be Singapore, the tribunal shall consist of one (1) arbitrator, and the language of the arbitration shall be English. The arbitration proceedings and any award shall be kept confidential.

Nothing in this clause prevents either party from seeking urgent interim or injunctive relief from a court of competent jurisdiction.

18. Contact

Questions about these Terms: legal@corpsec.ai.