TERMS AND CONDITIONS


Tacit Key Pte Ltd. is a private limited company with its registered office at [89 Short Street, Golden Wall Center #09-08A, Singapore - 188216] ("Company", "TacitKey" "We", "Us", "Our" and terms of similar meaning) and provides access to http://www.tacitkey.com/ and all related sub domains and/or mobile applications and/or and all of the webpages, subdomains, country level domain variants and subparts of those websites ("Platform") to users and viewers who register on the Platform (hereinafter be referred to as "You", "Your" as applicable).

 

The Platform is a web/mobile based platform operated by the Company that is a knowledge sharing platform which empowers You to become a thought leader. The Company is a knowledge management platform for professional insights. Through its Platform, the Company enable its users to create, discover, share knowledge by way of content, participation in events, communities, groups and associations on the terms and conditions of use as set out herein and as may be amended from time to time in the manner as set forth herein below("Terms"). Please read these Terms carefully before using the Platform.

 

The Company provides various services through the Platform and enlisted below are the brief description of the various services and the features of each such service:


  1. TacitWorks- You can share content by uploading Content (As defined herein below) either for free. You may choose to provide access to Your Content to other users for free or with an option to monetize such Content. You can also purchase Content that is available on the Platform. The Company also enables You to endorse other User/s’ Content on the Platform whether it be listed under an event or separately in the subject to these Terms. 


  1. Community- You can invite other people to the Platform and create a community wherein You will be the administrator and such communities can be used for conducting discussions on subject matters. You can host discussions, invite feedback, conduct polls, and surveys, online events,  training sessions, send questions and comments to specific users such as event organizer or key speakers of an event or content owners, interact with other users on Tacitkey Pte Ltd application and invite consultation with users who are thought leaders. These engagement features are available to use both on the content and events posted on the Platform. You may manage the membership of Your community, collect payments towards membership charges to such community, organize events for Your community members, share relevant content to Your members, organize training courses for Your community members, send periodical communications to Your community members through the Tacit Association feature on the Platform. In order to avail certain premium services and privileges as detailed on the Platform, You may avail a membership for the fee as mentioned by the Company on the Platform from time to time. If You are such a privileged member, You have the option to invite third parties to the Platform to register on the Platform and avail the services available on the Platform. In such an event, on Your invitation, if a person registers himself/herself or itself on the Platform, as a token of our appreciation You shall be entitled to receive 10% (Ten per cent) of the net revenue (after taxes and statutory expenses) earned by the Company from such person’s use or activities on and through the Platform only.


  1. Events- Through this feature You can create event page, set event agenda, invite speakers to event, promote event, send promotional email and SMS, set registration limits, set registration fees, collect payments for registration sales, upload content related to event and use all Content features for such uploaded Content, invite discussions,  communicate by email to event registrants, allow sponsors to complete payment for certain registrants and use our customer support system. You may choose to provide access to Your event related Content to other users for free or with an option to monetize such event-related Content.


  1. Courses and Webinars- You can offer training programs or participate in training programs offered by others. The training programs may be textual, video-based or live video based. You can collect payments towards the purchase of Your training programs. You can communicate with Your participants, discuss, evaluate and send promotional email and SMS.


  1. TacitSurveys – You can conduct surveys (text, audio, video-based)to targeted users based on interest, expertise, and geography. The participants will need to be paid for taking part in the survey. The survey can be conducted anonymously. The surveys can be used for market survey, pseudo marketing campaigns for product launch etc.


  1. The Company may rank You in percentile based on Your activities on the Platform and ratings provided by other users of the Content uploaded by You. The said ranking is only indicative of the expertise of a person based solely on the data garnered through the information available on the Platform, including but not limited to the response for Your Content or Courses, Events organized on the Platform. The Company does not make any representation regarding the exhaustiveness, reliability or accuracy of such ranking. You shall exercise Your personal discretion while purchasing Content or any other Service on the Platform.


For the purpose of these Terms, the term “Services” shall include all services provided on the Platform from time to time and the features in relation to each such service including but not limited to those set forth above. 


“Content” shall refer to any content shared publicly in any form whatsoever (viewable either on a payment of a fee or for free) on the Platform and including but not limited to (i) images, (ii) text, (iii) video, self-recorded or otherwise, (iv) slide shows, (v) presentations, (vi) research papers, (v) surveys conducted on the Platform (vi) live and recorded instruction, tutoring, training, courses and learning content, (vi) any Events organised by You and any information shared pursuant to the same (vii) voice notes. Content also includes comments and feedback shared on the Platform or communication as between Users of the Platform. Content will be deemed to be a sponsored Content, at the sole discretion of the Company, if it in anyway promotes, recommends or advertises for commercial gain either directly or indirectly, any third party or any other user of the Platform. You will be liable to pay such sponsorship fee as may be determined by the Company from time to time and as updated on the Platform.


The Company may, from time to time, release new features on the Platform, or introduce other Services and/or resources on the Platform and we reserve the right to exclude any of the features or Services at its sole discretion at any time. Any such amendments or modifications to the Platform will be subject to these Terms as well as any additional terms of use that we may be included for those specific Services or features so included. 


By using the Platform, and/or by registering with the Platform, You signify that You have read and understood the Terms and agree to these Terms, including that You consent to the terms contained in the Privacy Policy provided herein [https://tacitkey.freshdesk.com/support/solutions/articles/17000019505-privacy-policy].These Terms constitute a binding and legal agreement between You and the Company. In order to use and access the Content through the Platform, You must agree to these Terms. The Company reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms, at any time. It is Your responsibility to check these Terms periodically for changes. Every access by You of the Platform is deemed to mean that You have agreed to accept and adhere to the Terms as amended and applicable at such time.


By using the Platform, You represent and warrant that:

  1. You are at least 18 years old or the legal age under the law applicable in the jurisdiction from where You access the Platform;

  2. You have the lawful authority and capacity to contract and be bound by these Terms;

  3. If You are accepting these Terms on behalf of a company, limited liability partnership or other legal entity, You have the authority to bind such entity to these Terms and, in such event, "You" and "Your" as used in these Terms shall refer to such entity; and

  4. You will comply with all applicable laws and regulations.

 

These Terms are subject to change at any time without notice. To make sure You are aware of any changes, please review these Terms periodically. Continued use of any Platform and/or Services after any such changes shall deemed to constitute Your consent to such changes without any act or deed.


ACCESS TO THE SERVICES


You need to register and create an account (“Account”) to access, view and avail of the Services on the Platform by providing, Your name, phone number, email address, password and such other information as may be sought by the Platform.  By registering and creating Your Account on the Platform, You agree to:


  1. provide accurate, current and complete information as may be prompted ("Registration Data") and maintain and undertake to update the same in respect of any changes; 

  2. maintain the security of Your password;

  3. accept all risks of unauthorized access to the Registration Data and any other information You provide to the Company;

  4. notify the Company immediately of any breach of security or any unauthorized use of Your Account;  

  5. not authorize, assign or otherwise transfer Your Account to any other person or entity; 

  6. operate through the account created and in no event use another user’s account for any purpose or objective; and

  7. be responsible for all activity on Your Account and to use and operate the same in accordance with applicable law. 

  8. not authorize others to use Your Account.

  9. not assign or otherwise transfer Account to any other person or entity.


You will need to validate Your email address or Your phone number, to actively use the Platform, access or upload Content, which shall be by way of phone validation, email validation or validation through linked websites (www.tacitkey.com), such validation process is undertaken either directly or through third-party vendors so appointed by the Company


You may also create a detailed profile on Your page upon creation of Your Account, You represent and warrant that all the information provided by You to be true and accurate at all times and the Company is not responsible to verify the accuracy, truthfulness of such information uploaded through Your Account. 


The Company reserves the right to disallow, cancel, remove or reassign certain usernames or delete the Account in appropriate circumstances, as determined by the Company in its sole discretion, and may, with or without prior notice, suspend or terminate Your Account if activities occur on Your Account which, in our sole discretion, would or might constitute a violation of these Terms, or an infringement or violation of the rights of any third party, or of any applicable laws or regulations. We may at Our sole discretion restore access to Your Account, at any time, pursuant to any suspension. In case of an inactive Account which has not been used for more than 6 months, the Company shall delete the Account. The Company shall not be liable for any actions and payments pending from such account and the Content posted or uploaded by such an account may continue to stay on the Platform and is visible to the users it was already shared with at the discretion of the Company on a case to case basis. The Company may at its sole discretion, delete the Content uploaded You.


RESTRICTION ON USE OF THE PLATFORM


Your use of the Platform is further subject to the following restrictions. You are prohibited from:


  1. Creating more than one Account.

  2. Accessing or attempting to access anyone else's Account.

  3. Reproduce, transfer, sell, resell, or otherwise misuse any Content from the Platform in any manner other than as permitted under these Terms.

  4. Access, use or tamper with the non-public areas of the Company’s Platform, network or our system.

  5. Reverse Engineer or try to reverse engineer any of the proprietary aspect of the Platform wholly or in part. 

  6. Breach or circumvent or attempt to break or circumvent our authentication and security processes and measures of the Company’s systems or networks.

  7. Uploading, posting or sharing any Content that is or implies derogatory, defamatory, discriminative, religious, abusive remarks on the Platform.

  8. The Content is to be in compliance with the acceptable content policy uploaded at https://tacitkey.freshdesk.com/support/solutions/folders/17000122604 (“Content Policy”). Such Content Policy shall be deemed to be incorporated by reference to these Terms.   


TERMS OF USE OF THE PLATFORM AND SERVICES


The Company grants You a limited, personal, non-exclusive, non-transferrable and non-sub licensable right to use the Platform and Services, solely for Your own personal use, subject to the Terms. Your access and use of the Platform and Services is subject to the following conditions:


  1. You may only access the Platform using authorized and lawful means through Your Account. 

  2. Any configuration or set up of the devices for access to the Platform shall be Your sole responsibility. For the purposes of these Terms, “Device” means a device, usually electronic, that processes data according to a set of instructions, which may include but not be limited to workstations, personal computers, laptops, netbooks, personal digital assistants, tablets, and smartphones. 

  3. The Company reserves the right to prevent access should You be using the Platform with an incompatible or unauthorized Device;

  4. The Company collects, stores, processes and uses Your information in accordance with Company’s Privacy Policy available at https://tacitkey.freshdesk.com/support/solutions/articles/17000019505-privacy-policy (“Privacy Policy”). By using the Platform and/ or by providing Your Personal Information (as defined in the Privacy Policy), You consent to the collection and use of the information You disclose on the Platform by Company in accordance with the Privacy Policy;

  5. You will not take any action that interferes with, degrades or adversely affects the Company and/or the Services and/or the Platform;

  6. You will not use the Platform in a manner (i) that is prohibited by any law or regulation, or facilitates the violation of any law or regulation; or (ii) will disrupt a third parties’ similar use; (iii) violate or tamper with the security the platform;

  7. You will not use the Platform, or any portion thereof, to transmit, publish, post, upload, distribute or disseminate any inappropriate, harassing, abusive, defamatory, libelous, obscene, illegal or deceptive content;

  8. You will ensure that the Platform is not used to upload, post, transmit, or otherwise make available any Content that contains any other form of malicious code or data that is likely or intended to have an adverse impact on, or provide unauthorized access to, the Platform or any other services or data;

  9. You will not attempt to gain unauthorized access to any accounts, computer systems or networks connected to the Platform, through hacking, or any other means, or obtain or attempt to obtain any materials or information through any means not intentionally made available to You;

  10. You will not use the Platform to develop, or to assist anyone in developing a competitive product or service or for other competitive purposes;

  11. You shall be solely responsible for (i) procuring and maintaining Your network connections and telecommunications links from Your systems to the Platform, and (ii) all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to Your network connections or telecommunications links or caused by the internet;

  12. You acknowledge that from time to time, the Company may apply upgrades to the Platform and that such Upgrades may result in changes the appearance and/or functionality of Platform. You may be required to install certain Upgrades or updates to the Platform in order to continue to access or use the Platform, or portions thereof. “Upgrades” means new versions of, and updates to, Platform whether for the purpose of fixing an error, bug or other issues in the Platform or enhancing the functionality of Platform.


USE OF CONTENT ON THE PLATFORM


License from each User 


The Platform enables You to upload Content in a form compatible with the Platform. The Company does not review the Content being uploaded or posted by You, however, it reserves the right to filter the Content for certain basic parameters as it may determine at its sole discretion. The Company shall not be liable for any reason whatsoever to any person in the event of a loss or damage incurred on account of such Content posted by You on the Platform.  

  1. You agree and acknowledge that by submitting, uploading, posting or displaying Content on or through the Platform, You hereby expressly grant the Company and each of the other users of the Platform a worldwide, non-exclusive, perpetual, royalty-free license (with the right to sublicense) to use, provided however You may copy, reproduce, process, adapt, modify, create derivative works from, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed)  such Content only  with the written authorisation of the up loader of Content and the Company,  with due credit to both

  2. You represent, warrant and agree that You have not and will not contribute any Content that (a) infringes, violates or otherwise interferes with any copyright or trademark of another party, (b) reveals any trade secret, unless the trade secret belongs to You or You have the owner's permission or license to disclose it, (c) infringes any intellectual property right of another or the privacy or publicity rights of another, (d) is libellous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or right of any third party, (e) creates an impression that You know is incorrect, misleading, or deceptive, including by impersonating others or otherwise misrepresenting Your affiliation with a person or entity; (f) contains other people's private or personal information without their express authorization and permission, and/or (g) contains or links to a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information; and (h) You have the right to grant the Company and each of the other users of the Platform the license described above.

  3. You are responsible for Your use of the Service, for any Content You provide, and for any consequences thereof, including the use of Your Content by other users and third-party partners. 

  4. The Company has the right to access, read, preserve, and disclose any information if it is believed in good faith that it is reasonably necessary to (i) satisfy any applicable law, regulation, legal process or governmental request (for example, subpoenas or warrants), (ii) enforce or administer Our agreements with users (such as these Terms), including investigation of potential violations thereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues.


Guidelines and Restriction


You are prohibited from using our Services to share Content, post comments, create communities/association or conduct events and surveys that:


  1. Are illegal or promotes illegal activities under laws that are applicable in any part of the world with the intent to commit such activities. 

  2. Contains threats to cause physical injury or property to the Platform or any other user of the Platform or third parties.

  3. Threatens public safety and public order. 

  4. Amounts to harassment or threaten to harass including sexual, emotional and physical harassment to any other user of the Platform or third parties.

  5. Violates intellectual property rights of any party including any user of the Platform. 

  6. Amount to spam or unauthorized solicitation.

  7. Violate local, national or international law.

  8. Are in conflict with Your contractual or fiduciary obligations such as Your confidentiality agreements or arrangements with any person.

  9. Interferes with any user, host, or network, by sending a virus, malware, etc.

  10. Contains or implies derogatory, defamatory, religiously offensive, discriminative, abusive language.  


Terms Applicable to the Use of the Content


You agree and acknowledge that Your use of the Content on the Platform shall be subject to the following terms and conditions:

  1. Any use of or reliance on any Content or materials posted via the Service or obtained by You through the Service is at Your own risk. 


  1. The Company does not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted on the Platform or endorse any opinions expressed on the Platform. 


  1. Under no circumstances will the Company be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content or reliance placed on the Content to create derivative work, or reproduced by You elsewhere in accordance with these Terms.


  1. You are entitled to re-post any of the Content and provided that the user who created the Content has not explicitly marked the Content as not for reproduction, and provided that You: (a) do not modify the Content; (b) attribute the Company by name or by linking back to the page displaying the original source of the content on the Platform; (c) upon request, either by the Company or by a user who contributed to the Content, make a reasonable effort to update a particular piece of Content to the latest version; and (e) upon request, either by the Company or by a user who contributed to the Content, make a reasonable attempt to delete Content that has been deleted or marked as not for reproduction on the Platform.


INTELLECTUAL PROPERTY OF TACITKEY


The trademarks, service marks, and logos used and displayed by the Company, in any manner on the Platform or in any of the Content are the Company’s registered or unregistered proprietary rights worldwide. Further, the trademarks, service marks, and logos used and displayed belonging to the Company’s users, advertisers, or third parties as displayed on the Platform are the owned by such users, advertisers, or third parties and are hereby only licensed to the Platform for the limited purpose of displaying the same.  


Such propriety trademarks or logos belonging to the Company or its and suppliers, advertisers, any users or third parties are protected pursuant to Singapore laws. All rights are reserved and You may not alter or obscure such proprietary mark or name or logos, or link to them without Our prior approval of the Company or the respective owners of such proprietary mark.


All legal rights including intellectual property rights, title, and interest in and to the Platform including but not limited to the user interface and the applications and codes used to implement the Platform, Services, vests with the Company. The Service provided by the Platform contains proprietary and confidential information. You agree that You shall not use such proprietary information and other materials provided or used by the Platform, in any way whatsoever except for use of the Platform and the Service in accordance with these Terms. No portion of the Platform shall be reproduced in any form by You.


REPORTING AND INTELLECTUAL PROPERTY OF THIRD PARTIES


You may report a particular Content or discussion for violating these Terms, including violation of third party intellectual property rights, by clicking on the Report button and selecting the appropriate reason as to why You are reporting the said Content. Upon the investigation and verification of the claims made, the Content shall be removed in good faith at the sole discretion of the Company.


For claims regarding violation of third party intellectual property rights, the claimant will have to share with the Company, details, and evidence of ownership of the said intellectual property for in order for the Company to consider taking appropriate action to remove the Content from the Platform.


Notwithstanding anything contained herein, the Company assumes no responsibility with regard to intellectual property claims, as between the users of the Platform or between You and any other person. the Company acts merely as a knowledge sharing platform and all disputes are to be settled directly between the disputing parties and You agree that in no event and for no reason whatsoever the Company or any of its representatives will be impleaded or made a party to any dispute or claim procedure.


PAYMENT AND REFUND


If You elect to access or use Services of the Platform that involve payment of a fee, then You agree to pay and will be responsible for payment of, that fee and all taxes associated with such access or use.


You will be solely responsible for determining the fee to be charged for such access to Content/Event/Community and the Platform shall have no role to play in such fixing of the pricing. You agree to pay the fees for access to such the Content that You receive or Community/Association You are part of, or the Event You attend in accordance with these Terms. 


All payments for availing of the Services of the Platform or any Content shall be made through a third party payment platform such as PayPal and shall be governed by the terms and conditions of PayPal as available (“https://www.paypal.com/gi/webapps/mpp/ua/useragreement-full”). The Payment Processing Terms shall be deemed to be incorporated by reference to these Terms.


The payments shall be payable to the PayPal account of the user (The email ID registered with Paypal must match with email ID used to register on TacitKey). For the sake of security of the payments made, the payment will be disbursed to the concerned user for whose Content the payment has been made, 30 days after payment has been made by the user who intends to use or access the Content. In the event the payment is with respect to an event or training session or course administration, the Company will make the payments only upon receipt of the same from the user intending to participate in such events or training session or course administration and with 30 (thirty) days of   completion of the respective course, event, survey. The disbursal shall be made after deduction of the Commission owed to the Company by the user. 


In the event of a refund request, the Company shall hold the payment due to the user who has uploaded or posted the Content until such time the request is resolved. All refund claims shall be made within 30 days of the payment. the Company disclaims all refund obligations with respect to refund requests made after 30 (Thirty) days of the payment. 


In case a charge-back or any refund has been initiated by You, all obligations of the uploader of the Content and the Company with respect to the Content or the Service for which the charge-back or refund was initiated for, stands canceled immediately. The Content or Service for which the charge-back or refund has been initiated shall be inaccessible. All rights and licenses on the Content or the Services, granted to You on Your payment shall stand suspended, commencing immediately.  You shall be responsible for returning or deleting, as applicable, all Content already received by You, before the charge-back or refund was initiated.


Upon receipt of the amounts, the Company shall deduct the commission and fee in the manner as set forth under each Service and remit the balance to the respective user for the Content/Event within 60 days of the payment or completion of the respective Event or survey. 


You further agree and acknowledge that neither the Company nor any of its directors, employees, shareholders or other representatives shall be liable to You under any circumstances for any direct, indirect, punitive, incidental, special or consequential damages that result from or arise out of use of Platform and the remittance of the money through third-party payment portal such as PayPal .


SPECIFIC TERMS PERTAINING TO THE VARIOUS SERVICES


COMMUNITY 


You can use Community to send out bulk emails to members of the community and to individuals who aren’t registered users of the Platform through subscribing to the TACITcommunity Plan. The emails shall adhere to the content restrictions mentioned in these Terms. Subscribing to the TACITcommunity plan would require importing of Your contacts from Your registered Email-ID. Please refer to Privacy Policy for details regarding safeguard of such information.  


News boards or discussions or opinions shared on the Community page or any communication as between You and any other user of the Platform or third party outside the Platform is not monitored by the Company. The Company shall not be liable for any reason whatsoever with respect to such News boards or discussions or opinions shared on the Community page. The Company reserves the right to suspend the activities of any Community in case of breach of these Terms or a suspected breach of these Terms. 


The creator of a community on the Platform has the right to curate the Content on the community page and the Company assumes no responsibility with respect to the same. The creator of the community shall be responsible for all acts, omissions, discussions, and liabilities arising from any disputes from such community. It is agreed and understood that the Company operates only as a platform connecting and enabling its users to connect the members of a Community or an Association and any claims and complaints as against each other will not be entertained by the Company.


TACITWORKS, COURSES, AND WEBINARS


Through the Platform, You will have the ability to access and/or use Content provided by other users and receive advertisements posted along with such Content. You agree and acknowledge that the Company shall be entitled to track Your interest and activities on the Platform and based on such parameters curates the Content displayed on Your feed or Account to suit Your needs but however shall not be obligated to moderate or censor the Content that is published on the Platform. 


The Company does not guarantee that there will be no unauthorized use of the Content by users who are given access to the Content. 


The Company through the platform enables You to connect with other users who may provide live and recorded instruction, tutoring, training, courses and learning services via Our Platform under any of the Services. The Services include, without limitation, facilitating and hosting Courses and supporting materials, and taking feedback from Content subscribers.


You shall provide a description of the Course/ Your Profile/Content on the Platform as well as details of the price for the Course for the users of the Platform. 


You shall be entirely liable for the Content published and the quality of the Course and for ensuring that the Course is given at the time and in the manner stated by You on the Platform. You shall be solely liable for the information that he or she provides and for information on his or her Courses. 


EVENTs


You may create Events and promote the same through the Platform. 


The Platform shall display event-related information, pricing, availability and reservations for tickets for Events conducted by You on the Platform. the Company acts only as a booking agent and it shall not have any liability whatsoever for any aspect of the arrangements between the You and any other user participating in such Events as regards the standards of events organized by You. In no circumstances shall the Company be liable for the events organized by You.


You may provide guidelines are codes of conduct at the event.  Each participant to any event shall be responsible for ensuring compliance with the terms and guidelines or operating rules and policies of the event which such participant chooses to attend including terms and conditions set forth in such an event. In the event that any of the terms, conditions, and notices contained in these Terms conflict with the additional/other terms and guidelines specified by You, these Terms shall prevail. The Company shall not be liable for any of Your acts or omissions as the event organizer or that of participants of such an event, with respect to such events.


DISCLAIMER OF WARRANTIES


The Company hereby explicitly and specifically disclaims any and all representations, warranties or guarantees, whether written, oral, expressed or implied with respect to the Content or the Services or any Events or interactions between users through the Platform with each other, the Company or any third party including, without limiting the generality of the foregoing, any warranty of merchantability, quality or fitness for a particular purpose. 


The Platform is provided to You strictly on an "as is" basis.  Notwithstanding anything contained in these Terms, the Company does not warrant that the Platform: (i) will perform error-free or uninterrupted, or that the Company will correct all or any errors or defects (ii) will operate in combination with Your Devices, or with any other hardware, software, systems or data not provided by the Company, (iii) will meet Your requirements, specifications or expectations. 


The Company further acknowledges that the Company does not control the transfer of data over communications facilities, including the internet, and that the Platform may be subject to limitations, delays, and other problems inherent in the use of such communications facilities; We are not responsible for any (i) delays, delivery failures, or other damages as a result; (ii) issues related to the performance, operation or security of the platform that arises from the Your Content. 


The Company does not make any representation or warranty regarding the reliability, accuracy, completeness, correctness, or usefulness of Content, and disclaims all liabilities arising from or related to Content including but not limited to any information pertaining to You or any other User.


You acknowledge and agree that the entire risk arising out of Your use of the Platform and/or availing or providing any Services remains solely with You. Your use of the Service includes the ability to enter into agreements and/or to make transactions electronically. You acknowledge that Your electronic submissions on the Platform constitute Your agreement and intent to be bound by and to pay for the Services provided by the Platform. 


Any opinion provided by You or any user on this Platform are for informational purposes only and does not amount to professional advice. 


  1. Medical Content posted or uploaded by any user is not to be deemed as professional medical advice, examination, medical diagnosis or treatment, and no physician-patient relationship is, or is intended to be, created between each user or between the Company and You or between two users of the Platform.


  1. Legal Content posted or uploaded by any user is not to be deemed as legal advice or a solicitation to offer legal advice and no attorney-client relationship is, or is intended to be, created between the users or between the Company and You or between two users of the Platform. 


  1. Financial Content posted or uploaded by any user is not to be deemed as professional advice, examination, projections, and no fiduciary relationship are, or is intended to be, created between each user or between the Company and You or between two users of the Platform.


The Company is not a platform to solicit clients or patients or provide financial advice. The Company does not intend to endorse any tests, physicians, lawyers, products, procedures, opinions, financial advice, medical or legal advice or other information through the Content published by the users of the Platform. 


LIMITATION OF LIABILITY


You agree that the Company shall not be liable to You or any person for any reason whatsoever including but not limited to the following:


THE COMPANY AND THE PLATFORM IS ONLY A MARKETPLACE FOR THE USERS. WE DO NOT HIRE OR EMPLOY ANY USER NOR ARE WE RESPONSIBLE OR LIABLE FOR ANY INTERACTIONS INVOLVED BETWEEN THE USERS. WE ARE NOT RESPONSIBLE FOR DISPUTES, CLAIMS, LOSSES, INJURIES, OR DAMAGE OF ANY KIND THAT MIGHT ARISE OUT OF OR RELATE TO CONDUCT OF  THE USERS, INCLUDING, BUT NOT LIMITED TO, ANY USER'S RELIANCE UPON ANY INFORMATION PROVIDED BY ANOTHER USER.


You agree to be compliant with all laws and these Terms and Conditions when, sharing content,  having discussions or are reviewing the work of other Users of the Platform. In the event the feedback violates these Terms, is inappropriate or violates propriety or privacy of another User, the Company, in its sole discretion, may take any of the following actions: 

  1. delete Your Content or any of Your postings; 

  2. suspend Your Account; and 

  3. may also report any breaches of the law to the competent authorities.


When legally required or at the Company’s discretion, the Company will cooperate with law enforcement agencies including sharing of confidential information in any investigation of alleged illegal activity on this Platform. 


The Company does not endorse any advertiser or any user on its website in any manner. The users are requested to verify the accuracy of all information on their own before undertaking any reliance on such information.


The Company has no obligation to monitor the communication as between user. However, the Company reserves the right to review all materials posted through the Platform and to remove any materials in its sole discretion. 


The Company is only a platform for knowledge seekers and knowledge providers to meet and share Content. We do not undertake any responsibility of assessing the suitability, legality or ability of any of the users of the Platform. You expressly waive and release the Company from any liability, claims or damages arising from or in any way related to another user of the Platform.


The Company will not be a party to disputes, negotiations of disputes including but not limited to payments between the users of the Platform or between the user or any third party. 


INDEMNIFICATION


By accepting these Terms and using the Platform, You agree that You shall defend, indemnify and hold the Company, its directors, shareholders, officers and other representatives  harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: 

  1. Your violation or breach of these Terms or any applicable law or regulation; 

  2. Your violation of any rights of any third party, including a User connected through the Platform; 

  3. Your use or misuse of the platform or Service; or 

  4. Any and all third-party claims based upon the content of any communications transmitted by You; or 

  5. Any fraud or negligence of any user of the Platform,


JURISDICTION


The Services are managed by Tacit Key Pte Limited, a company incorporated and having its registered office in Singapore. 


YOU UNDERSTAND AND AGREE THAT ANY DISPUTE ARISING FROM THE USE OF THIS WEBSITE OR FROM THESE TERMS AND CONDITIONS WILL BE GOVERNED BY THE LAWS OF SINGAPORE WITHOUT GIVING EFFECT TO CONFLICT OF LAWS PROVISIONS. 


You further consent to the exclusive jurisdiction of the Courts of Singapore as the forum for issues arising out of the use of this Platform or from these Terms and Conditions.


MISCELLANEOUS:


Effect of Waiver: To the extent that anything in or associated with the Platform is in conflict or inconsistent with these Terms, these Terms shall take precedence and prevail. Our failure to enforce any provision of these Terms shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under these Terms shall survive any discontinuance of the access or use of the Platform.


Independent Contractor: No joint venture, partnership, employment, or agency relationship exists between any of the users of this Platform and the Company as a result of these Terms or use of the Platform. 


Entire Agreement: These Terms along with the Privacy Policy and the Payment Processing Terms shall be construed as a whole, according to its fair meaning, and not strictly for or against either You or the Company, regardless of who drafted it and as may be amended and updated from time to time.


Severability: If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.


Cessation of Operation: The Company may at any time, at its sole discretion and without advance notice to You, cease operation of the Platform and provision of any Service. In such an event the Company may delete all Your Content and activity on the Platform at its sole discretion.  


Force Majeure: The Company will not be deemed in default hereunder or held responsible for any cessation, interruption or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, hacking, cyber attack, or boycott.


BY USING THE PLATFORM, AND/OR BY REGISTERING WITH THE PLATFORM, YOU SIGNIFY THAT YOU HAVE READ AND UNDERSTOOD THE TERMS AND AGREE TO THESE TERMS, INCLUDING THAT YOU CONSENT TO THE TERMS CONTAINED IN THE PRIVACY POLICY PROVIDED HEREIN [https://tacitkey.freshdesk.com/support/solutions/articles/17000019505-privacy-policy]. THESE TERMS CONSTITUTE A BINDING AND LEGAL AGREEMENT BETWEEN YOU AND THE COMPANY. IN ORDER TO USE AND ACCESS THE CONTENT THROUGH THE PLATFORM, YOU MUST AGREE TO THESE TERMS. THE COMPANY RESERVES THE RIGHT, AT ITS SOLE DISCRETION, TO CHANGE, MODIFY, ADD OR REMOVE PORTIONS OF THESE TERMS, AT ANY TIME. IT IS YOUR RESPONSIBILITY TO CHECK THESE TERMS PERIODICALLY FOR CHANGES. EVERY ACCESS BY YOU OF THE PLATFORM IS DEEMED TO MEAN THAT YOU HAVE AGREED TO ACCEPT AND ADHERE TO THE TERMS AS AMENDED AND APPLICABLE AT SUCH TIME.