Aespada SL

By registering to our services on Aespada SL, the company agrees to the contents laid out in this agreement. Each Party warrants that it has full power and authority to enter into this Agreement.

Aespada Technologies Pte Ltd, a company incorporated in Singapore, (the “Platform Provider”) AND the Company / incorporated entity / individual who has registered account with Aespada SL system (the “Supplier”). Collectively referred to as the “Parties” or individually as a “Party”.

The Platform Provider agrees to provide the Services and the Supplier agrees to subscribe to the Services on and subject to the terms set out in this Agreement for the Software as a Services solution Aespada Smart Logistics (“Aespada SL ”) , The Platform to which the Supplier has registered, till the expiry of the Initial Terms.

1. Services and support, the Platform Provider will provide to the Supplier, the Services according to the Plan and reasonable technical support in accordance with the SLA “Service Level Agreement”, subject to the terms of this agreement.
2. Undertakings. The Supplier will comply with the Aespada’s published terms, policies, and all applicable laws and regulations in using the Services. The Supplier will obtain and maintain any equipment and ancillary services necessary to connect to, access, or otherwise use the Services (including any necessary servers, web servers, network, modems, hardware, software, operating systems, and the like) The Supplier will maintain the security of the software passwords and account(s) for using the Services, including the password(s) to such account(s) and all information contained in such account(s).
3. The Supplier will not, directly or indirectly :(a) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or any underlying structure, ideas, know-how, or algorithms relevant to the Services or any part of the Software; (b) modify, translate, or create derivative works based on the Services or any part of the Software; (c) make illegal or unlawful use of the Services or the Software; (d) use the Services or any part of the Software for the benefit of a third party; or (e) breach the terms of this Agreement or any applicable laws or regulations.
4. The Supplier acknowledges and agrees that the Platform Provider may, although has no obligation to do so, monitor the Supplier’s use of the Services and may prohibit any use of the Services where the Platform Provider believes that such use is or may be in breach of this Agreement.
5. Indemnifications, The Supplier will indemnify the Platform Provider against any losses, damages, expenses, or liabilities (including legal fees) in connection with any claim or action that arises from any use of the Services by the Supplier in breach of this Agreement.
6. Proprietary Information: All Intellectual Property including Supplier Data and Platform Provider Data will be the property of the Platform Provider. Inclusive of all Intellectual Property Rights: patents, rights to inventions, copyright and related rights, all other rights in the nature of copyright, trademarks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use and protect the confidentiality of confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world. all updates, upgrades, releases, and versions thereof, including: (a) the source code and object code; and (b) all other works or material recorded or embodied in the software, including the audio or visual content in any screen displays in the user interface. Software Documentation: all and any documentation (whether in human or machine readable form) relating to the Software, including all: (a) operating manuals, user instruction manuals, and training materials; and (b) documents associated with the creation, design, development, or modification of the Software, including technical or functional specifications, flow charts, algorithms, architectural diagrams, data models, build instructions, testing or configuration documentation, and technical data and Platform Provider Data, which constitutes Proprietary Information of the Platform Provider.
7. Proprietary Information , The Parties acknowledge that, to enable the provision of the Services: (a) the Supplier has disclosed or may disclose information or data (including information regarding the business, management, or structure of the Supplier) to the Platform Provider which is not public knowledge and (b) the Platform Provider has provided the Software Documentation to the Supplier and has disclosed or may disclose other information or data (including any information regarding existing or planned features, functionality, and performance of the Software) to the Supplier which is not public knowledge . The Supplier owns all rights (including all Intellectual Property Rights), title, and interest in and to the Supplier Data. Platform Provider Data belongs to the Platform Provider. The Platform Provider owns all rights (including all Intellectual Property Rights), title, and interest in and to the Platform Provider Data, as well as all or any improvements, enhancements, or modifications to the Software, and any applications, inventions, or other technology developed in connection with the Software.
8. Each Party agrees to take reasonable precautions to protect and keep confidential the Proprietary Information of the other Party and not to use (except in performance of the Services or otherwise consented to by the other Party) or disclose the Proprietary Information to any third party. The obligation under this clause will not apply in respect of any Proprietary Information that; (a) is or becomes generally available to the public; (b) was disclosed to the Party by a third party without restriction; or (c) is required to be disclosed by law.
9. Data Analytics: For the avoidance of doubt, the Platform Provider has the right to collect and analyze any data and information relating to the provision, use, and performance of various aspects of the Software and related systems and technologies, including any data or information of or derived from the Supplier’s use of the Services (“Derived Information”). The Platform Provider is free to, without any license or permission from the Supplier and without paying any fees or payment to the Supplier: (a) use any Derived Information to improve and enhance the Services and for other development, diagnostic, and remedial purposes in connection with the Services and other offerings by the Platform Provider; and (b)disclose such data solely in aggregate or in unidentifiable form.
10. Extension and Termination of contract, Subject to termination by notice, this Agreement will remain as long as the Supplier is using the Platform Provider’s services. Either Party may terminate this Agreement without any notice in writing. Customer can write in to enquiry@aespada.sg or use the cancellation request submission feature from the web application. Upon a material breach of the terms and conditions of this Agreement, the Party not in breach has the right to terminate this Agreement with immediate effect.
11. Warranty and disclaimers, The Platform Provider warrants that it will use reasonable efforts that are consistent with prevailing industry standards in providing the Services. The Platform Provider does not warrant that the Services and/or the Software will be uninterrupted or error free, nor does it make any warranty as to the results that may be obtained from use of the Services. The Services and the Software are provided on an “as is” basis and the Platform Provider disclaims all warranties, express or implied, including any implied warranties of merchantability or fitness for any particular purpose and non-infringement. The Platform Provider will use commercially reasonable efforts to respond to any problems about the Services detected by the Platform Provider and/or reported by the Supplier in accordance with the SLA. The Platform Provider, however, does not guarantee that all problems can be fixed within any specific timeframe.
12. Limitation of liability. To the fullest extent permitted by law, the Platform Provider and its holding company(ies), subsidiaries, affiliates, directors, officers, employees, agents, representatives, partners, licensors, and Vendors (including all equipment and technology Vendors) (collectively the “Vendor Entities”) will not be liable or responsible for: (a) any error or interruption of use or for any inaccuracy or corruption of data, nor any cost of procurement of substitute goods, services, or technology; (b) any indirect, special, incidental, punitive, exemplary, or consequential losses or damages; (c) any loss of profit, business, or data; or (d) any matters beyond the reasonable control of the Platform Provider. The Platform Provider liabilities in connection with or arising out of the provision of the Services are limited to the fees or commissions (if any) the Supplier has paid to the Platform Provider for the Services in the twelve (12) months prior to the act that gave rise to such liabilities whether or not the Platform Provider has been advised of the possibility of such damages. The Platform Provider will not be responsible for any loss or damage to the Supplier for carrying out the delivery. The Supplier will be responsible for the loss or damage of goods, to utilise their insurance claim if applicable. If the Supplier’s insurance coverage does not cover the full cost of goods/item, the Supplier shall bear the remaining. If the Supplier’s insurance coverage does not cover the cost of goods/item, the Supplier shall bear the cost for the loss or damage of goods.
13. Waiver and delays. No failure or delay by a Party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
14. Severance. If any provision of this Agreement is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision shall be deemed deleted. Any modification to or deletion of a provision under this clause shall not affect the validity and enforceability of the rest of this Agreement. If any provision of this Agreement is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid, and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
15. Notices. All notices required or permitted by this Agreement shall be in writing and in the English language and shall be sent to the recipient by email at support@aespada.sg , or as otherwise directed by the recipient by notice given in accordance with this clause. (a) if sent by email, one (1) hour after the email is sent (unless a return email is received by the sender within that period stating that the addressee’s email address is wrong or that the message cannot be delivered).
16. Entire agreement. This Agreement, together with our Terms of Use, constitutes the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter. Each Party agrees that it shall have no remedies in respect of any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in this Agreement.
17. Variation. No variation of this Agreement shall be effective unless it is in writing and signed by the Parties (or their authorized representatives).
18. Counterparts. This Agreement may be executed in any number of counterparts, each of which when executed shall constitute a duplicate original, but all the counterparts shall together constitute the one Agreement.
19. Right of third parties. This Agreement is personal to the parties. The provisions of the Contracts (Rights of Third Parties) Act (Cap 53B) do not apply to this Agreement. No person who is not a party to this Agreement (whether or not such person is named, referred to, or otherwise identified, or form part of a class of persons so named, referred to, or identified in this Agreement) shall have any right under the Contracts (Rights of Third Parties) Act to enforce this Agreement or to enjoy the benefit of any term of this Agreement.
20. Governing law. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Republic of Singapore.
21. Both parties agree that all clauses of this Agreement which by their nature should survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
22. The Supplier is expected to handle any deliveries secured with the Platform Provider, with care and shall provide reasonable protection.
23. The Supplier shall not take other additional external jobs when doing a delivery with the Platform Provider.

Upon successful display of Aespada Vehicle Sticker, we will take only 10% commission (instead of 12% commission) for the trips completed with the particular vehicle. Aespada Vehicle Sticker will also provide you with higher chance of participating in special projects