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Standard MMBOS Terms  &  Conditions

 

These terms and conditions (“T&C”) govern the access and use of the MatchMove Banking Operating System (“MMBOSTM”) by You (“Partner/You/Your”) according to Your MMBOS Agreement (“Agreement”) with MatchMove ("Provider/We/Us").

 

Introduction

 

We have created the exclusive MMBOS as a certified platform-as-a-service, adhering to PCI-DSS and ISO standards. This comprehensive system comprises a range of software and hardware technologies, API libraries, and secure connections to prominent global networks and financial institutions. It also encompasses technical support, management reporting tools, and secure switching capabilities ("MMBOS Platform" or "Platform"). With this Platform, You can seamlessly integrate specific financial technology features into your digital services, complying with regulations for payments, cross-border payouts, collections, lending, insurance, and investments. You can then deploy these capabilities to Your approved Users (“User/Users)”), whether they are Your customers, Your employees, or Your business partners, and only according to the terms of the Agreement. This deployment can take place across various digital channels, including mobile apps, web pages, wearables, IoT devices, and more, and only as described in the Agreement.

 

1.               Platform Access Services

1.1 You may access the Platform in two stages, both of which must always comply with the Agreement:

1.1.1 UAT Environment which enables You to develop and test Your intended products in a controlled or simulated environment with test data. You should be aware that the UAT environment undergoes regular updates and is not subject to the same SLA as the Live Production Environment. Additionally, certain services may be limited in the UAT environment due to Regulatory or Network requirements. You will have access to the UAT environment for a maximum period of sixty (60) days from the day it is made available to You. Prior to or upon the expiration of this period, You must provide a notice of deactivation ("UAT Environment Deactivation Notice") by raising a request via support portal to us. Failure to provide such notice and/or Your continuing to use the UAT Environment will result in applicable Charges as set out from time to time by Us. 

1.1.2 Production Environment which is the real-world, global, digital environment where Your Users are onboarded according to all Network and local Regulatory Requirements, all data is related to Your Users, and all transactions on the Platform must comply with rules of the Network and the Regulator.  Our Production SLAs will be effective. You may not conduct any form of stress-testing or load-testing on the Live Product Environment without Our written approval. 

1.1.3 Before the Effective Launch of your App on the Live Production Environment, it is mandatory for Your App to undergo a successful Vulnerability Assessment and Penetration Testing (“VAPT”). You are responsible for ensuring the ongoing security and integrity of Your App. 

1.1.4 Access credentials for each environment will be provided separately to access Our APIs. You are responsible for safely and securely managing your Access Credentials. You must not use an account that isn't yours, nor should You share your Access Credentials with anyone to access your account. You are solely accountable for the confidentiality of your Access Credentials and for any activity that occurs under your account. Furthermore, You are responsible for any activity You initiate, or that's initiated on your behalf, or using your credentials, on any service via API or the Adminnet Dashboard. If unauthorized activity is initiated by you, your employees, or your agents which causes losses to your Pre-Fund account or an End User account, You will be financially liable for such losses. MatchMove may deduct these losses directly from your Pre-Fund Account or require immediate payment.

1.1.5 If your App offers additional downstream services based on those available via our Platform, You must ensure that your Agents comply with these Terms & Conditionsoutlined in this document. You are responsible for maintaining security oversight and implementing access and control policies to manage these Agents' access to platform services and associated obligations. MatchMove will not be liable for any issues arising from Your App's failure to adhere to these requirements.

2. Platform Services

  1.        Under the Agreement, We grant to You a limited, revocable, non-transferable, non-exclusive license to use the Platform Services in accordance with the Documentation, during the Term, in the Territory.
  1.          You may not sell, re-sell, rent or sub-license Your right to access and use the Platform Services, to anyone.
  2.           You acknowledge and agree that the Documentation, Network, and local Regulator rules shall govern the availability of the Platform Services.
  3.           You acknowledge and agree that your use of our Platform services is strictly limited to the geographical area or jurisdiction explicitly defined and permitted for such use (“Area of Use”). Any access to or use of the Platform services outside of these designated areas is a violation of this agreement and may result in the suspension or termination of your access. You acknowledge that the Area of Use can change from time to time, depending on Network or Regulator rules, and we will advise you when this happens and You are required to conform to such changes, as part of these T&C 
  4.         You acknowledge that we reserve the right to change our underlying service providers, Network Partners, and other infrastructure providers as needed. This includes, but isn't limited to, our networks, telecommunications carriers, data center operators, and any other third parties that support the delivery and operation of our services.
  5.           You will ensure that persons using the Platform Services are strictly with Your authority only, and only by means of an Account that complies with Documentation and these T&C. You will not permit any unauthorized person to access or use the Platform Services.
  6.           You will not use the Platform Services in any way that causes, or may cause, damage to the Platform Services or, impairment of the availability or accessibility of the Platform Services.
  7.           You will not upload any software or material that contains, or which You have reason to suspect contains malware, viruses, spywares, trojans, worms, ransomwares, other malicious, destructive, or any form of corrupting code, agent, program, or macros, damaging components, which may impair or corrupt the Platform’s data, or damage or interfere with the operation of the Platform Services.
  8.           You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Platform Services or systems or networks connected to the Platform Services or attack the Platform Services by means of a denial-of-service attack, or spam, or otherwise interfere with or disrupt the operation of any of the Services, or the servers or networks that host them.
  9.      You must not use the Platform Services:
    1.     In any way that is unlawful, illegal, fraudulent, harmful or intended to cause deliberate harm.
    2.     In connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.
  10.      For the avoidance of doubt, You have no right to access any of the software code (including object code, intermediate code, and source code) of the Platform, either during or after the Term. You may not use any means, indirect or direct, to access the software code or replicate the same functions or decompile the software. You shall ensure that Users authorized by You do not engage in such conduct.
  11.      You acknowledge and agree that any delay in Your cooperation with Us, and the quality and/or completeness of the information furnished to Us by You in a timely manner, may impact the Platform Services provided under the Agreement.
  1.                Roles and Responsibilities
    1.          In order to access the Platform Services, You are required to:
      1.                  Assign a skilled project manager and project team to aid Us in the implementation and support of Our Services. The language for all communication is English, unless otherwise agreed upon in writing.
      2.               Ensure that Your relevant personnel attend the initial workshops and training that We recommend prior to the Launch Date.
      3.             Ensure that if Your personnel working on Your Program change, Your new personnel are fully aware of these T&C, are given the required internal training and handover, or procure the relevant training and VAS from Us, according to Our recommendations.
      4.             Manage fraud, execute financial reporting/settlement, perform reconciliation settlement, and maintain customer management, according to Our instructions.
      5.                Implement and conduct KYC and AML surveillance in accordance with Our guidelines, as well as the Network and Regulations' requirements.
      6.             Promptly supply Us with copies of original settlement statements and transactions, if Our systems do not cover them, for the purpose of calculating revenues and costs.
      7.           Submit to Us within seven (7) days, any information required for Regulatory reasons, including but not limited to, taxation, compliance, AML and any other Regulatory demands.
      8.         Offer a customer service helpline and/or online interface for Your Users, if directed by Us.
      9.             Prefund Your Programs sufficiently, as and when needed, ensuring at all times that there are adequate funds for Your authorised Users to perform transactions using Your App.
      10.                For Programs where prefunding is required, You will maintain a prefund balance that will be based on the expected business volume for Your Program (“Prefund Amount”).  You will deposit the Prefund Amount into the designated Pool Account as instructed by Us. You and We will agree on a minimum amount that will be maintained in the account (“Minimum Prefund Amount”). The Minimum Prefund Amount for Your Program must be always maintained by You, without requiring any notice or intimation from Us, and will be in the local currency of the Territory or United States Dollars, as applicable. You are aware that We are required to halt any transactions or top-up/(s) if the Prefund Amount falls below the Minimum Prefund Amount. You accept that Your maintaining an adequate Prefund Amount is necessary for Us to: 

a. Authorize transactions and/or

b. Enable top-ups to the End User Account or Card balance

  1.             Provide and maintain collateral as may be required from time to time by the Company, Networks, Payout Partners, or Banks. Such collateral shall be placed in accordance with the instructions and amounts specified by Us, based on requirements set forth by relevant financial institutions or partners, or as necessary to manage the transactions. You acknowledge that failure to provide or maintain the collateral within the stipulated timelines may result in suspension of services or termination of the agreement. The Company reserves the right to adjust the collateral requirements as deemed necessary, based on changes in market conditions, risk assessments, or the policies of the respective Networks, Payout Partners, or Banks. While We will make every effort to inform You as soon as practicably possible if, as and when such collateral is required, You accept that such requirements are dependent on the use case of Your App and/or the end market being addressed by Your App and/or the financial health of Your company and/or the industry segment in which You operate. 
  2.           Develop and sustain only secure communication channels to access the Platform Services, including but not limited to SSL, VPN, inter-country connections, and so on.
  3.         Undertake a VAPT before the initial deployment in the Live Production Environment, and subsequently every twelve (12) months, or whenever there is a major modification to the software or Your App and protocols, whichever comes first. You will present us with the VAPT results promptly and only distribute Your App with Our written consent. You have the option to request Us to manage these VAPT tests on Your behalf, or You may engage the services of an accredited third party approved by Us. It is important to note that You always bear full responsibility for the quality, integrity, and security of Your App and products and software at all times,  and that You are responsible for any damage caused by Your App should You fail to do so. Your failure to meet this requirement will be considered non-compliance, potentially leading to program suspension, penalties, and fines.
  4.         Maintain all records, including documents related to KYC/KYB and any other user-related data, for a minimum period of five (5) years from the date of termination of this agreement or any longer duration as required by applicable regulatory authorities. You further agree to produce and share such records with us upon request, even after the termination of this agreement. This obligation shall survive the termination of this agreement
  5.            Adhere to Our and the Network's brand guidelines for logo and trademark usage, where applicable.
  1.          We shall:
  1.             Setup, implement and operate the Platform for Your Program(s), in accordance with the Agreement and our SLA.
  2.          Where required, provide You with standard and time-limited support for accessing the UAT and Production Environment. Should You require additional support, You can procure the relevant services by contacting us over specified channels, including but not limited to e-mail and/or  support tickets
  3.        Use all reasonable endeavors to ensure that Platform Services are provided according to the initial plan and SLA indicated in the Agreement. A delay in You performing Your obligations may result in a delay in the provision of the Platform Access Services, for which We will not be liable.
  4.         Maintain a helpdesk and designate a Customer Growth Manager to support You.
  5.           Provide Maintenance Services and Support Services, maintain Service Levels, provide Updates and Upgrades where required, and deliver VAS, all according to the SLA and on a chargeable basis, if applicable.
    1.          Availability SLA
  1.                  “Uptime” means the percentage of time, during a given period, when the Platform Services are available to You, at the gateway between the public Internet and Our hosting services provider for the Platform Services.
  2.               We measure Uptime using the following method: Quarterly availability = (Total number of minutes in a particular quarter –Number of minutes of full outage of platform processing) / (Total number of minutes in a particular quarter) x 100
  3.              We will use all commercially reasonable endeavors to ensure that the uptime for the Platform Services is at least 99.5% during each calendar quarter (“Target Uptime”).
  4.             When calculating Uptime, the following shall not be considered:
  1. A Force Majeure Event.
  2. A fault or failure of Your computer systems or networks.
  3. Any breach by the You of this Agreement.
  4. When We are performing scheduled maintenance or urgent security hotfixes.
  5. Unauthorized and malicious internet attacks by unknown third parties e.g., DDOS attacks; or
  6. Unverifiable or untraceable end-user feedback or experience.
    1.          Service Credits
      1.         For each calendar quarter in which the actual Platform Services Uptime falls below the Target Uptime, You will be entitled to receive Service Credits, as the exclusive form of compensation. Service Credits will accumulate at a rate of 0.5 man-days, per hour below the Target Uptime.
      2.         If You have any overdue payments due to Us, You will not be eligible to receive any Service Credits.

4. Maintenance, Releases, and Upgrades

  1.          We shall provide specific Maintenance Services to You in accordance with the Documentation.
  2.          We conduct Maintenance Services periodically on the Platform to ensure its optimal functioning, performance, and security. These Maintenance Services may necessitate temporary service interruptions and downtime. We will make reasonable efforts to provide advance notice to You, whenever feasible.
  3.          We retain the right to periodically release Upgrades to the Platform with the aim of enhancing its functionality and performance. These Upgrades may encompass bug fixes, performance improvements and the introduction of new features. We shall make reasonable efforts to inform You in advance of such upcoming Releases, including any anticipated impact on Your applications or services.
  4.         Our goal is to implement Upgrades in a way that ensures backward compatibility whenever feasible. You can find detailed information about these modifications in the documentation provided at: https://developer.matchmove.com/docs/optimus-prime/branches/main/sw067c2bgc28z-api-upgrades
  5.           Where Updates and Upgrades are required by Regulators, or Networks or for security reasons, You shall allow, and fully assist Us to install such Updates and Upgrades without delay. For other Updates and Upgrades, You should implement such Updates and Upgrades within thirty (30) days of receipt of instructions from Us. We will not be responsible for any consequences if You do not comply.
  6.          If You have any overdue payments due to Us, We have the right to immediately suspend the provision of Maintenance Services, after providing seven (7) days written notice.
  7.          API Deprecation

4.7.1 We reserve the right to classify specific APIs or features of the Platform as 'Deprecated APIs.'

4.7.2 We will make reasonable efforts to give a minimum notice period of ninety (90) days prior to deprecating the APIs. During this time, we will provide comprehensive information about the Deprecated APIs, the reasons behind their deprecation and recommended alternative solutions or migration paths.

4.7.3 As the owner of Your App or other services that rely on the Platform Services, it is Your responsibility to ensure migration away from the Deprecated APIs within the specified notice period. Please note that failure to comply with the migration may result in the disruption or termination of the affected Platform functionality without any additional notice. 

4.7.4 If an API is deprecated, it is Your responsibility to make the required adjustments to Your App or services to ensure compatibility and uninterrupted usage of the Platform Services after Upgrades and Releases. We will provide You with documentation and guidelines to assist You throughout this process.

  1.          Breaking Changes

4.8.1 We maintain the right to introduce Breaking Changes to the Platform as part of Upgrades or Releases. 

4.8.2 We will make reasonable efforts to minimize the occurrence of Breaking Changes. However, there may be instances where Breaking Changes become necessary to enhance the performance, security, or functionality of the Platform.

4.8.3 We will provide You with advance notice concerning any planned Breaking Changes, including details about the nature of the changes and the expected impact on existing integrations.

4.8.4 It will be Your responsibility to implement the necessary modifications to Your App or services to accommodate the Breaking Changes within a period of three (3) months from the date of notice.

4.8.5 In the event of Breaking Changes, You are responsible for incorporating and implementing the necessary adjustments to Your applications or services to ensure compatibility with and uninterrupted usage of the Platform following Upgrades and Releases. We will furnish You with documentation and guidelines to assist You in this process.

  1.          Exceptional Scenarios: Security, Regulatory or Network Requirements.

4.9.1 In exceptional circumstances, such as security vulnerabilities, changes in Regulatory Requirements, or alterations imposed by Network Requirements, We may be required to implement Breaking Changes to the Platform. In such cases, We will notify You, and You will be required to comply with the Breaking Changes within a one (1) month timeframe from the date of notice.

4.9.2 You are expected to make reasonable efforts to implement the necessary modifications to Your App or services within the specified timeframe to ensure continued compliance with security or regulatory requirements.

4.9.3 We do not assume liability for any damages or losses suffered by You due to Maintenance, Upgrades, Releases, or Deprecation activities. This includes any disruptions, errors, or loss of data that may occur during these processes.

5. Support Services

5.1 We will provide specific Program onboarding and other Support Services to You, for a fixed period, in accordance with the Documentation and Schedules. 

5.2 You have the option to request additional Platform Services or Value-Added Services (“VAS”). We may also recommend them as necessary for the successful launch and growth of Your Program. In certain cases, We may determine that your Program requires exceptional Support Services, and We will advise You to procure the relevant VAS to address such requirements.

5.3 For any issue requiring assistance from our teams, whether technical or non-technical, You must raise a formal support ticket. Only tickets submitted by you, and in accordance with our defined process, will be recognized as official requests and addressed.

5.4 Helpdesk availability will be from 10:00 a.m. SGT to 10:00 p.m. SGT (excluding weekends and public holidays.

5.5 If You have any overdue payments due to Us, We have the right to immediately suspend the provision of Support Services, after providing seven (7) days written notice. 

6. Support SLAs for Production Environment

Priority

Severity

1st Response SLA (During Working Hours)

Resolution

Critical

P1

15 mins

4 hours (RCA <= 4 days)

High

P2

15 mins

2 days

Medium

P3

1 Hour

7 days

Low

P4

1 Hour

Resource Availability

 

Definitions for Severity:

P1: Service Disruption and major financial impact 

P2: Impact to a limited set Users

P3: Data request, impact to 1-2 Users, information, or any other trivial request

P4: General Enquiries

Please note that, due to the nature of testing environments, there are no SLAs applicable for the UAT  Environment.

7. Customizations

7.1 We may agree with You, in writing, during the Term, to design, develop, and implement Customizations in accordance with a specification and project plan and pricing.

7.2 Unless We otherwise agree with You in writing, all Intellectual Property Rights in the Customizations shall be Our exclusive property.

7.3 When a Customization is made available by Us to You, the Customization shall form part of the Platform, and accordingly Your right to use the Customization shall be governed by the Agreement.

8. Change Requests 

8.1        You have the option to submit a Change Request for alterations or modifications to the specifications or configurations of the Platform Services, as were initially agreed upon in the Schedules. These Change Requests will be made for both the UAT and Production Environments of the Platform through the services portal found at support.matchmove.com, however, the final decision to implement these Change Requests lies solely with Us. If there are any Charges or timelines associated with Your Change Requests, We will inform You, and Your written acceptance is required before the requested changes can be implemented.

8.2         We shall charge You for any such change requests made by You, and that is agreed by Us to act on. Charges will be determined based on the complexity and effort required to implement such changes. Failure to pay for such changes may result in delays or the inability to proceed with the requested adjustments.

9.             Partner Data

9.1         You grant Us a royalty-free, worldwide, non-exclusive license to utilize, copy, replicate, store, distribute, publish, export, modify, edit, and translate Your Data to the extent reasonably necessary for fulfilling our responsibilities towards You, as well as for compliance with Regulatory requirements and Network regulations. This license also encompasses further product development and enhancement, as well as the exercise of Our rights under this Agreement. Please take note that as a regulated entity, under certain circumstances We may have a legal obligation to disclose or transfer Your Data to Regulator(s), government bodies, and relevant authorities. We will keep You informed about any such disclosures, if allowed.

9.2         You warrant to Us that Your Data will not infringe the Intellectual Property Rights or other legal rights of any person and will not breach the provisions of any law, statute, or regulation, in any jurisdiction and under any applicable law.

10.         Data protection

10.1     You warrant to Us that You have the legal right to disclose Your Data disclosed to You, and by You to Us, and that such disclosure will not affect the rights of any third party or Users.

10.2     You are aware of the cybersecurity measures (both technical and organizational) that We have established against unlawful or unauthorized processing of Your Personal Data, and against loss or corruption of Partner Personal Data.

10.3     We warrant that We will only process Your Data in compliance with all applicable laws and this Agreement.

10.4     We warrant that We will not share any of Your Data with any of Our other Platform partners.

11.         Users and Accounts

11.1     You are permitted to create User Accounts for individuals or businesses in accordance with the relevant national Regulations, Network rules, and Our instructions.

11.2     Administrator Accounts may only be assigned to Your authorized employees or contractors who are currently engaged in active employment or services contracts with You. Transfer or sharing of access to Administrator Accounts is prohibited. You are fully responsible for the consequences of any actions performed by Your employees or contractors.

11.3     You are solely responsible for the selection of your onboarding mechanism for your 'Your App'. Regardless of the onboarding and integration mechanism that You select, You must always take all reasonable steps to ensure that 'Your' Accounts and 'End User' accounts  do not use Services in violation of the MMBOS or for any activity that is expressly prohibited.

11.4     'You' are responsible for ensuring that information provided as part of onboarding is accurate and follows the guidelines outlined to you. 'You' are also responsible to ensure that the information is updated as and when the same is updated by Your 'End user' in 'Your App'. In addition where required You perform the required additional factor authentication to ensure the veracity of information provided before updating in the system.

11.5     Your App must prominently display the End User Terms of Service provided by Us in the Documentation. While You have the flexibility to include additional terms for your users, You must not remove any clauses from the provided End User Terms of Service without obtaining Our written consent.

11.6     You acknowledge and agree to assume responsibility for any surcharges, special fees, network fees, or assessments related to transactions performed by Your User(s) using a card or Account. This includes transactions such as payout transactions, multicurrency wallets, transit travel, fuel transactions, no_auth transactions, and erroneous money transfers, among others. It is important for You to clearly outline these expenses in Your agreement with Your User(s), as they may have the potential to result in substantial cost increments to You.

11.7     Unclaimed Balances Post-Program Termination

11.7.1      If a Program is terminated, we encourage end-users to reclaim their balances promptly. You are responsible for communicating the final steps regarding balance treatment to Your Users, as agreed upon with us and the Issuing Banking Partner.

11.7.2    We may, at our discretion, opt to. Any end-user balances that remain unsettled after termination will be recorded and treated as unclaimed balances in line with Regulator and Issuing Banking Partner guidelines.

11.7.3    Following the termination of an account, we reserve the right to charge a service fee for inactive users on our platform. This fee will be debited from the user's account balance at a rate of USD 1 or the remaining balance, whichever is lower. If we or our Banking Partner directly process refunds, we also reserve the right to deduct both this service fee and any applicable bank charges from the user's balance.

11.8     You are responsible for informing and educating Your Users about all the amounts that will be charged to them and are payable by them under this Agreement. You will be held liable for any deficit and/or default in such payments to Us on behalf of Your User(s).

11.9   We reserve the right to cancel, reverse, demand, refund, or cause any Available Balance to be unavailable for payout to You/ Users, and/or make corresponding adjustments on the Platform, if any of the following occur:

11.9.1  We need to correct an error or omission.

11.9.2  There is a Collection Reversal, Collection Refund, or We are otherwise required to return received funds to the Payment Method Provider for any reason.

11.9.3  Acting reasonably, We have an opinion that the Available Balance is linked to activities that violate this Agreement, Our internal policies, Applicable Laws, or Network Rules.

11.9.4  We have not received cleared and unconditional funds.

11.9.5  We have other legitimate grounds to take such action.

12.         Your App

12.1   You have the option to incorporate the capabilities of the Platform into an existing or new mobile or web App ("App" or "Your App") developed either: 

12.1.1    By You directly; or 

12.1.2    By an agent appointed by You accessing via a web App , mobile App or APIs

12.2     You are responsible for ensuring that the development and usage of the App by ‘You’ and your ‘Agents’ always comply with the Agreement.

12.3     Whether the App is developed by You or Your agent, You make the following representations and warranties: 

12.3.1    Your App will always be compatible with the integration of Platform capabilities and will not hinder or negatively impact the Platform capabilities in any way. 

12.3.2    Your App will not infringe upon any intellectual property rights of third parties. 

12.3.3    No third-party claims will be brought against us due to any acts or omissions related to Your App or You.

12.4      Whether the technical integration between Your App and the Platform is performed by You or Your agent, You warrant the following: 

12.4.1    You and/or your agent performing the integration will solely and exclusively use the Platform, Documentation, software code, and any other features and functionalities provided for the purpose of carrying out the integration as described in the Schedules. 

12.4.2    No attempts will be made to create copies, modifications, alterations, or derivatives of the Platform.

12.4.3    The integration and ongoing access to the Platform will not introduce any bugs, viruses, or cause any damage to the Platform capabilities. 

12.4.4    No third-party claims will be brought against Us on account of any acts or omissions related to the integration process.

12.4.5    Your software and services will incorporate security features that align with the requirements of good industry practices.

12.4.6    Your software, services systems, and Your App utilizing the Platform and Platform Services will always comply with the terms of the Agreement. 

12.5   Content in Your App - All content in Your App (“Content”) must comply with these T&C.

12.6     Unlawful Content

12.6.1    Content must not be illegal or unlawful, must not infringe any person's legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law). 

12.6.2    Content must not:

  1. Be libelous or maliciously false.
  2. Be obscene or indecent.
  3. Infringe any copyright, moral right, database right, trademark right, design right, right in passing off, or other intellectual property right.
  4. Constitute negligent advice or contain any negligent statement.
  5. Constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity.
  6. Be in contempt of any court, or in breach of any court order.
  7. Constitute a breach of racial or religious hatred or discrimination legislation.
  8. Constitute a breach of official secrets legislation.
  9. Constitute a breach of any contractual obligation owed to any person; or

12.6.3 You must ensure that Content is not and has never been the subject of any threatened or actual legal proceedings or other similar complaint.

12.7     Graphic Material

12.7.1    Content must be appropriate for all persons who have access to or are likely to access Your App.

12.7.2    Content must not depict violence in an explicit, graphic, or gratuitous manner.

12.7.3    Content must not be pornographic or sexually explicit.

12.8     Factual Accuracy

12.8.1    Content must not be untrue, false, inaccurate, or misleading.

12.8.2    Statements of fact contained in Content and relating to persons (legal or natural) must be true; and statements of opinion contained in Content and relating to persons (legal or natural) must be reasonable, must be honestly held and must indicate the basis of the opinion.

12.9     Negligent Advice

12.9.1    Unless specifically allowable in Territory, Content must not consist of or contain any legal, financial, investment, taxation, accountancy, medical or other professional advice, and unless authorized by Us in writing, You must not use the Services to provide any professional advisory services.

12.9.2    Content must not consist of or contain any advice, instructions or other information that may be acted upon and could, if acted upon, cause death, illness or personal injury, damage to property, or any other loss or damage.

12.10    Etiquette

12.10.1          Content must not be offensive, deceptive, threatening, abusive, harassing, menacing, hateful, discriminatory, or inflammatory.

12.10.2          You must ensure that Content does not duplicate other content available through the Services unless You have permission to do so.

12.11    Marketing and Spam

12.11.1    You must not, without our written permission, use the Platform Services for any purpose relating to the marketing, advertising, promotion, sale or supply of any product, service, or commercial offering, which are not in accordance with the intended use as described in the Schedule.

12.11.2    Content must not constitute or contain spam, and You must not use the Platform Services to store or transmit spam - which for these purposes shall include all unlawful marketing communications and unsolicited commercial communications.

12.11.3    You must not use the Platform Services to promote or operate any chain letters, Ponzi schemes, pyramid schemes, matrix programs, "get rich quick" schemes or similar letters, schemes, or programs.

12.12    Gambling

You must not use the Platform Services for any purpose relating to gambling, gaming, betting, lotteries, sweepstakes, prize competitions or any gambling-related activity, unless explicitly authorized to do so in the Territory, and agreed by Us in writing.

12.13    Monitoring

You acknowledge We may at Our discretion monitor the Content and utilization of the Platform Services. You are relieved of Your obligations under this Agreement by virtue of such monitoring

12.14  Data Handling and Restrictions on Data Mining

You agree to handle all data from MatchMove's services (including personal data) according to all applicable data protection laws, MatchMove's Privacy Policy, and relevant service agreements.

You are permitted to use data solely for the purpose of facilitating agreed-upon services and fulfilling your legitimate obligations as outlined in your agreement with MatchMove. This includes, but isn't limited to, processing transactions, providing customer support related to MatchMove services, and fulfilling regulatory requirements directly associated with your use of our platform.

However, You are expressly prohibited from any unauthorized data mining, harvesting, scraping, or systematic data collection. This includes using MatchMove data to build competing products, for unsolicited marketing, or any activity that violates privacy or MatchMove's business interests.

Breaching this clause is a serious violation of Your agreement, which may lead to immediate service suspension and legal action.

12.15    Hyperlinks

You must not link to any material using or by means of the Platform Services that would, if it were made available through the Platform Services, breach the provisions of this Agreement.

13.         Compliance and Audit

13.1You must strictly adhere to all Regulatory Requirements imposed by relevant Regulators. Your access to and continued use of the Platform Services are contingent upon your compliance with all applicable Regulatory and Network rules and guidelines.

13.2You acknowledge and agree that We retain the unconditional right to audit your records pertaining solely to your Program, in accordance with Regulatory Requirements. You are obligated to provide full and immediate cooperation with Us during any such audits.

13.3You are strictly required to operate your Program exclusively for the approved use cases and products. Any alteration or expansion of our product offerings to your users requires our prior written approval. 

13.4You must ensure all required Know Your Customer (KYC), Know Your Business (KYB), and enhanced due diligence (EDD) information for users and entities is submitted accurately and completely before onboarding the user with us, consistently meeting all regulatory requirements. You are responsible for:

  1.       Maintaining the accuracy and completeness of all data submitted to us.
  2.      Promptly updating this information as required or directed by us.
  3.       Annually updating your and your sub-corporate entities' KYB information with us.
  4.      Notifying us immediately of any organizational changes to you or your sub-corporate entities that impact previously submitted KYB information.

You are required to submit all additional and updated records pertaining to yourself or users onboarded via your platform within two days of our request. Failure to submit the necessary documents within the stipulated two-day timeframe, or any other advised timeframe, will be considered non-compliance. This may result in the application of penalties, a re-evaluation of our current arrangements, and could lead to the suspension or termination of our agreement.

13.5If We determine that a potential security breach, data leak, loss, or compromise may have occurred on your systems, website, or your App, which could impact your compliance with this Agreement, You hereby consent to allow a qualified cybersecurity auditor, approved by Us, to conduct a security audit of your systems and facilities. You must fully cooperate with all requests for information or assistance from Us or the auditor during this security audit. The auditor will provide any resulting report to both You and Us. Should any compromise be confirmed, all associated costs of this activity, including any necessary remediation, will be solely your responsibility. Be aware that depending on the nature or severity of a security incident, We may be obligated to share the report with relevant Regulators or Networks.

13.6Non-compliance with these clauses is a material breach. We reserve the right to take immediate action, including suspending users, products, or the entire Program, and imposing fines and penalties.

13.7We may impose penalties for compliance breaches, including but not limited to:

  1.       Failure to submit/maintain accurate KYC/KYB documentation.
  2.      Receipt of official investigations related to misuse of the Platform (e.g., money laundering, fraud).
  3.       Unauthorized alteration of approved use cases or offering unapproved Platform Services.
  4.      Failure to implement/maintain adequate security measures.
  5.       Misrepresentation or providing false information during onboarding or the Agreement term.
  6.        Engaging in or facilitating illegal activities, intellectual property infringement, or Agreement violations (e.g., data scraping, servicing sanctioned entities).

13.8Compliance Costs: Our Fees and Charges are based on reasonable and compliant use of the Platform. You acknowledge that if we detect repeated or significant non-compliant behavior of Your Users, Your App or You, we have the right to levy additional fees and or terminate the Agreement with You.

13.9Recovery of the Non Compliance Penalty & Fees: The non-compliance penalty or fee levied will be determined strictly by Us and will be required to be paid immediately by You or deducted from the Pool account, where possible. The payment terms for the non-compliance fee are non-negotiable and will follow our Standard terms for payments of fees due to Us. 

13.10Consequences of Repeated Non-Compliance: You acknowledge that repeated or systematic non-compliance may result in the permanent termination of your account and blacklisting from all our services. We retain the right to share information about such non-compliance with relevant industry bodies and Regulators as permitted by law.

14. Intellectual Property

  1.   We hold full ownership of all Intellectual Property related to MMBOS, including Services, Documentation, and ongoing Upgrades and new features. You do not possess any rights to our patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses pertaining to the services or the Documentation.
  2.   You maintain full ownership of all Intellectual Property that belongs to You. For avoidance of doubt, Your App and any of Your other associated Intellectual Property that is not owned by Us, is owned by You.
  3.      Nothing within the Agreement shall operate to assign or transfer any Intellectual Property rights from Us to You, or from You to Us.

15. Charges, Payments, and Taxes

  1.       We will generate electronic invoices periodically for the Charges.
  2.      You acknowledge that our SaaS-based monthly fixed charges invoiced to You will represent the fixed charges per month and will take effect as specified in the Agreement, with no linkage to consumption. This charge will apply even if the program has not commenced or if no units considered part of the offering have been utilized.
  3.      We reserve the right to make changes to the prices with prior notification to you at any point during the term of the Agreement. As a standard practice, after two years from the commencement of the Agreement, prices will be adjusted by a 10% increase, followed by subsequent annual increases of 5% after the initial revision. These adjustments will be automatically applied in the invoicing process to ensure seamless implementation and compliance, taking into account inflationary factors and ensuring the sustainability of the arrangement over time. Any further adjustments or exceptions may be considered based on mutual discussions and agreement between the parties involved.
  4.      All payments must be made through electronic transfer to the designated bank account specified in the invoice within seven (7) days of the invoice date ("Due Date"). You are responsible for any payment charges, including remittance fees, bank charges, as well as fees from intermediary banks and beneficiary banks.
  5.      Subject to applicable terms, any payments owed to You by Us shall be made after deducting all Charges owed by the User to the Provider for the relevant period. The Provider reserves the right to offset such amounts against the Charges due from the User. In the event that there is an outstanding balance remaining after settling the net charges, it is the responsibility of the User to make the necessary payment to the Provider as per the terms of the Agreement. Failure to do so authorizes the Provider to deduct any outstanding balance from the User's prefund balance, excluding any User balances held in safeguarded accounts under Regulator or Network regulations.
  6.      If You fail to make payment by the Due Date, You will be liable for late payment interest of five (5)% per month, calculated daily from the Due Date until the date of payment.
  7.      In case the non-payment of dues or outstandings or unsettled dues remains beyond the due period, You accept that We have the right to debit the same along with the interest as applicable from Your Prefund Amount maintained with Us.
  8.      If the amounts owed to Us remain overdue for more than thirty (30) days, We may, at our discretion, implement a service attenuation process, or degrade the SLA, until the outstanding amount is fully paid.
  9.      If any amounts owed to Us by You remain unpaid for sixty (60) days from the Due Date, We reserve the right to terminate this Agreement and pursue legal and commercial remedies for complete restitution.
  10.  All payable sums must be paid in full, without any deductions or withholdings, except when required by law.
  11.  If any taxes are applicable, the Charges will be adjusted to include the equivalent amount of the applicable taxes.
  12.  You acknowledge that Our ability to provide our Services relies on our proprietary Platform, which incorporates additional and complex services from external systems and providers. If these external parties adjust their costs to Us, We may review and adjust our Charges accordingly. We will provide You with a thirty (30) days' notice of any changes to our Charges. Your continued use of the Platform after the thirty (30) days' notice constitutes Your acceptance of the revised Charges.

16. Confidentiality Obligations

  1.      Both Parties, You and We, mutually agree to the following:
    1.     Maintain strict confidentiality of each other's Confidential Information, including access granted to the development portal and any associated content or features.
    2.     Refrain from disclosing the Confidential Information of either Party to any third party without obtaining prior written consent from the other Party.
  2.      This does not impose obligations upon a Party regarding the other Party's Confidential Information if:
    1.     The Party already possesses the Confidential Information prior to its disclosure under this Agreement and is not bound by any other confidentiality obligations; or
    2.     The Confidential Information becomes publicly known without any involvement or fault of the Party.
  3.      The restrictions do not apply if the disclosure of any Party's Confidential Information is required in compliance with applicable laws or regulations, a judicial or governmental order or request, or disclosure requirements related to the listing of a Party's stock on a recognized stock exchange.

17. Publicity 

  1.      Both Parties, You and We, mutually agree that neither party will make any disclosures pertaining to these Terms and Conditions and the Agreement, including disclosures in press releases, public announcements, and marketing materials, without obtaining the prior written consent of the other Party. However, such consent will not be unreasonably withheld.
  2.      Both Parties, You and We, mutually agree not to make any disparaging or harmful statements about the other Party, or utilize abusive or defamatory language towards any personnel of the other Party, whether in public or private settings, including on social media.
  3.    You are prohibited from using Our and our Network’s logos, trademarks, and any other marks ("Our Marks") without Our express prior written permission. Any unauthorized use of Our Marks is strictly forbidden. 

18. Representations and Warranties

18.1 Both Parties, You and Us, collectively affirm that we: 

18.1.1  Will adhere to all applicable legal and regulatory requirements, regulations, notices, and guidelines issued by the relevant government and regulatory bodies, as well as the relevant licensed financial institutions in the country where the Platform Services are being provided. This includes, but is not limited to, compliance with laws regarding the Prevention of Money Laundering and Countering the Financing of Terrorism, as well as KYC (Know Your Customer) regulations. 

18.1.2  Possess the requisite knowledge and expertise to fulfill our respective obligations under this Agreement.

19. Your Responsibility

19.1 You shall be responsible, with no liability to Us, if:

19.1.1 Your access or use of the Platform Services is inconsistent with the Documentation.

19.1.2 There is any unauthorized access of servers, infrastructure, or Data used in connection with the Services or Platform.

19.1.3 There are interruptions to or cessation of Platform Services due to Your actions or circumstances attributed to You.

19.1.4 There are any errors, inaccuracies, omissions, or losses in or to any Data provided to Us; or from Content provided by You.

20. Errors, Reconciliation and Settlements of final accounts 

20.1 You should be aware that Your ability to recover funds that You may have lost due to an error may be very limited or even impossible, particularly if such error is not caused by Us or if the funds are no longer available.

20.2 You should note that We hold no responsibility for repaying or covering any chargebacks or disputes initiated by You or Your customers. While We will make all reasonable efforts to assist in the filing and resolution of disputes in accordance with applicable regulations and the guidelines of the provider network, We cannot guarantee the success of any dispute resolution process. All costs associated with the filing and handling of disputes, including any fees charged by the provider network, shall be borne solely by You, as communicated by Us.

20.3 For any transaction errors, We will work with You and the Networks and relevant service providers to rectify such transaction error in accordance with the applicable Regulations and Network Rules. If You do not promptly communicate any transaction error to Us for our review, and in any case, within fifteen (15) days after the occurrence of such error, You waive Your right to make any further claim against Us for any amounts related to the error.

20.4 If this Agreement or Your Program comes to an end, You are responsible for any remaining settlement and chargeback costs imposed by Our banking partners or the Network, and that relate to Your Program. It is Your obligation to prepare and provide any required documentation for the proper closure of the Program, as reasonably requested by Us. This is necessary to fulfill any chargeback and settlement risk liabilities, if any, owed to Our banking partners and the Network. In this regard, We reserve the right to withhold or offset any final payments or other obligations due to You under this Agreement.

20.5 You should note that, except for the Charges paid to the Provider under this Agreement, all other funds used for the Program, whether located in the Pool Account, any escrow account, or various User accounts, are under the supervision and control of the issuing banking partner, and according to conditions set by the Regulator. If this Agreement or Your Program concludes, Our responsibility regarding these funds is strictly limited to offering reasonable support in assisting You in retrieving the funds; and these funds will be returned either to You or directly to Your User, as required by the local laws of the Territory.

21.         Acknowledgements and Warranty Limitations

21.1     You are aware that complex software is never wholly free from defects, errors, and bugs; and We give no warranty or representation that the Platform Services will always be wholly free from defects, errors, and bugs.

21.2     You are aware that complex software is never entirely free from security vulnerabilities; and We give no warranty or representation that the Platform Services will always be entirely secure.

22.      Regulatory Notice on Safeguarding of Funds

22.1   Your funds received by Us will be safeguarded as relevant money (“relevant money” as defined in Section 23 of the Payment Services Act 2019). All relevant money will be held by the Us on Your behalf in a separate safeguarding account held with a safeguarding institution in Singapore. 

22.2   You acknowledge that in the unlikely event of insolvency of the safeguarding institution, there is a risk You may not be able to fully recover Your relevant money. 

22.3   Notice for non-Singapore residents: MatchMove Pay Pte Ltd is licensed by the Monetary Authority of Singapore to provide e-money issuance services. Please note that this does not mean You will be able to recover all the money You paid to MatchMove Pay Pte Ltd if the business fails.

23.         Indemnities

23.1 Both Parties, You and We, shall indemnify and hold each other harmless from and against all liabilities, damages, losses, costs, and expenses (including legal expenses and amounts reasonably paid to settle legal claims) incurred by the other Party directly because of any breach by a Party of their obligations, representations, and warranties under this Agreement ("Indemnity Event"). 

You and We, both, are required to:

23.1.1    Upon becoming aware of an actual or potential Indemnity Event, notify the other Party.

23.1.2    Provide the other Party with all such assistance as may be reasonably requested by the other party in relation to the Indemnity Event.

23.1.3    Not admit liability to any third party in connection with the Indemnity Event or settle any disputes or proceedings involving a third Party and relating to the Indemnity Event without the prior written consent of the other Party.

23.1.4    This Clause shall survive the termination/expiry of this Agreement.

24.         Anti Bribery

We are committed to conducting business ethically and reject all forms of bribery and corruption. By agreeing to these terms, You confirm that You will not, directly or indirectly, offer, give, receive, or accept any bribe, kickback, or improper payment or benefit to or from anyone, including government officials, in order to gain an unfair advantage or improperly influence any decision. This commitment applies globally, regardless of local customs, and requires adherence to all applicable anti-bribery and anti-corruption laws wherever You operate.

 

25.         Limitations and Exclusions of Liability

25.1     YOU AND WE, THE PARTIES, ACKNOWLEDGE AND AGREE THAT THE COMMERCIAL PERFORMANCE OF THE PROPOSED PRODUCTS USING MMBOS DEPENDS ON NUMEROUS FACTORS BEYOND THE PARTIES’ CONTROL. THE PLATFORM SERVICES AND THE DOCUMENTATION ARE PROVIDED BY US ON AN "AS IS" AND “AS-AVAILABLE” BASIS. PARTIES DO NOT MAKE ANY, AND EXPRESSLY DISCLAIM, ALL REPRESENTATIONS AND WARRANTIES AS TO THE PROFITS, REVENUES, ROYALTIES, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, OR POTENTIAL SUCCESS OF THE PLATFORM  OR PROGRAM AND NO LIABILITY SHALL BE IMPOSED UPON THE OTHER PARTY BASED ON ANY CLAIM THAT (i) MORE SALES OR REVENUE COULD HAVE BEEN MADE OR EARNED AND/OR (ii) BETTER PRICES, RATES, COMMISSIONS OR TRANSACTIONS COULD HAVE BEEN OBTAINED. 

25.2 We shall not be held responsible for any damages, harm, or losses resulting from or connected to unauthorized access, hacking, tampering, or misuse of the Platform Services by Your Users. This includes any incidents related to Your Account, Your Data, or any failure on Your part to employ anti-fraud measures, appropriate security controls, or other data security measures.

25.3 You and We, the Parties, acknowledge and agree that these limitations are crucial to this Agreement. Without these limitations, the financial terms of this Agreement would be significantly altered. However, Parties mutually agree that claims arising from a deliberate and intentional breach of this Agreement by either Party shall remain valid.

25.4 Nothing in this Agreement will:

25.4.1 limit or exclude any liability for death or personal injury resulting from negligence.

25.4.2 limit or exclude any liability for fraud or fraudulent misrepresentation; or

25.4.3 exclude any liabilities that may not be excluded under applicable law.

25.5 Except as expressly and specifically provided in this Agreement, You are solely responsible for results obtained from the use of the Platform Services and the Documentation by You, and for conclusions drawn from such use. We shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Us by You, in connection with the Platform Services, or any actions taken by Us at Your direction.

25.6 The total cumulative liability of each Party to the other Party, whether arising from this Agreement, tort (including negligence or breach of statutory duty), misrepresentation, restitution, or any other legal grounds, in connection with the performance or anticipated performance of this Agreement, shall be limited to the total amount paid by, and owed, from You to Us under the Agreement in the preceding twelve (12) month period.

25.7     Nothing in this Agreement shall exclude Your liability for any breach, infringement, or misappropriation of Our Intellectual Property Rights.

26.         Assignment

You and We, will not assign, transfer, or otherwise deal with the contractual rights and/or obligations without the prior written consent of the other, such consent not to be unreasonably withheld or delayed.

27.         Force Majeure

27.1    Neither You nor We will have any liability under this Agreement, if either Party is prevented from or delayed in performing the obligations under this Agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether or not involving the workforce any Party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, pandemic, epidemic, fire, flood, storm or default of suppliers or subcontractors (“Force Majeure Event”), provided that the other Party is promptly notified of such an event.

27.2     Notwithstanding the foregoing, should a Force Majeure Event, suffered by You or Us, extend beyond a three (3) months period, either Party may then terminate the Agreement, by giving written notice of 3 (three) days.

28.         No Waivers

28.1 No breach of any provision of the Agreement will be waived except with the express written consent of the Party not in breach.

28.2 Any waiver of any breach of any provision of the Agreement shall not be construed as a further or continuing waiver of any other breach.

29.         Severability and Survival

29.1 If a provision of the Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue to remain in effect.

29.2 Upon the termination or expiry of this Agreement, and regardless of the cause of the termination of this Agreement, the general provisions of the. Agreement shall cease to have effect on the Parties, except the following shall survive and continue to have effect: 

Agreement: All Clauses 

Standard T&C: Clauses 9, 10, 12, 13, 14, 15, 17, 18, 19, 20, 21, 22 ,23, 25, 26, 27, 28, 29, 30, and 31.

30.         Third Party Rights and No Agency

30.1     The Agreement is for the benefit of You and Us and is not intended to benefit or be enforceable by any third party.

30.2     This Agreement does not create a partnership, joint venture, or agency relationship between You and Us. Neither You nor We have the authority to obligate or enter contracts on behalf of the other. 

31.         Updates to Terms and Conditions

 We retain the right to modify these Terms and Conditions to align with evolving factors, including Regulations, Network rules, Platform enhancements, cybersecurity measures, or the introduction of new Platform features or Services. We recommend You visit this site regularly to stay informed about any updates. By continuing to use the Platform Services for more than thirty (30) days after any updates to these T&C, You are indicating Your acceptance of the revised Terms and Conditions.

32.         Law and Dispute Resolution

32.1     If any part of the Agreement is not enforceable in the Territory, the same shall be deemed to be severed from the Agreement, and the remaining Agreement shall exist in full effect.

32.2     In the event of any dispute arising from the Agreement, the Parties will make their best efforts to resolve the dispute through negotiation. If a resolution cannot be reached through negotiation, either Party may refer the dispute to the Singapore International Arbitration Centre (SIAC) in Singapore for final settlement. The arbitration panel will consist of three (3) arbitrators appointed in accordance with the Arbitration Rules of the SIAC. The arbitration proceedings will be conducted in Singapore, and the language used in the arbitration will be English.

32.3   You agree that any dispute resolution will proceed only on an individual basis, not as a class, consolidated, or representative action. You waive your right to participate in any class action or similar representative proceeding against MatchMove and to seek non-individualized relief (i.e., relief that benefits anyone other than solely you). This waiver is a material part of our agreement.

33.         Interpretation

33.1     In this Agreement:

33.1.1    The headings of each clause are for convenience only and shall not affect the construction or interpretation of any of the provisions of the Agreement.

33.1.2    No rule of construction applies to the disadvantage of a Party because that Party was responsible for the preparation of this Agreement. 

33.1.3    Unless expressly stated otherwise, the use of the term "including", “particularly” or "such as" and similar expressions are not to be interpreted or used as limiting the generality of the text and are not to be considered as words of limitation. 

34.         Definitions

Unless expressly stated otherwise:

34.1     "Account" means a verified digital account enabling a User to access, and use, the Platform Services and includes both authorized Administrator Accounts and authorized User accounts.

34.2     "Affiliate" means an entity that Controls, is Controlled by, or is under common Control with the relevant entity and with respect to You and includes entities that operate under the same brand as You.

34.3     “Agent” refers to an entity or an individual who has been appointed by the Partner to facilitate the onward distribution of Our products and Services. 

34.4     “AML" means anti money laundering and refers to a set of procedures, laws or regulations designed to stop the practice of generating income or transferring money through illegal means.

34.5     “API” means a set of functions and procedures on the Platform that allow the creation of applications which access the features or data of an operating system, application, or other services.

34.6     “BIN" means the Bank Identification Numbers which uniquely identifies the financial institution issuing the virtual or physical card, where such a card may, for example, be a charge card, debit card, credit card, prepaid card, or an electronic gift card.

34.7     “Breaking Changes" refers to any changes or modifications made to the APIs that have the potential to affect the compatibility or functionality of existing API integrations on the Platform. These changes have the potential to disrupt or require adjustments to the way the APIs are currently integrated and utilized.

34.8     "Business Day(s)" means any weekday and other than a public holiday in Singapore, or, and only if agreed in writing, in the Territory.

34.9     "Business Hours" means the hours of 09:00 to 17:00, in Singapore, on a Business Day, unless agreed otherwise in writing. 

34.10 “Card” means a prepaid/debit card that is issued under a specific BIN. It is a payment instrument provided by Us or facilitated through Us, enabling Your End Users to access funds that are either preloaded onto the Card or linked to a designated account. The cardholder's spending is restricted to the available funds.

34.11 "Charges" means:

34.11.1 The amounts and fees specified in the relevant Schedule of the Agreement; and

34.11.2 The amounts as may be agreed from time to time, in writing, by You and Us.

34.12 "Control(s)" means the legal power to control directly or indirectly the management of an entity (and "Controlled" should be construed accordingly).

34.13 "Closed Loop” means transactions on the Platform that do not pass through another Network.

34.14 "Confidential Information" means:

34.14.1 Any information disclosed by a Party to the other Party during the Term (whether disclosed in writing, orally or otherwise), including the following:

a. Information at the time of disclosure was marked or described as "Confidential" or should have been reasonably understood by the other Party to be confidential.

b. Partner Data.

c. Platform Documentation

d. The terms of this Agreement.

34.15 "Customization" means a customization of the Platform Services, whether made through the development, configuration, or integration of software, or otherwise.

34.16 "Deprecation" or "Deprecated API" refers to an API that is no longer recommended for use because We have discontinued support for it. This decision may be made to either retire a feature, introduce a new feature, or due to the API's lack of adoption.

34.17 “Documentation" or "Platform Documentation” means the documentation produced by Us for the Platform Services and made available to You.

34.18 "Effective Date" means the date of execution of the Agreement.

34.19 “Effective Launch Date” or “Launch Date” means forty-five (45) days after the UAT/Pre- Production version of the Platform is made accessible to You, or the public launch of Your Program, whichever is sooner. For avoidance of doubt, public launch shall mean the day Your first User utilizes any of the Platform features in the Live Production environment.

34.20 “End users" means the consumers or individuals for whom Your App or service is specifically designed. These End Users directly utilize or interact with the Platform Services.

34.21 "Intellectual Property Rights" means all intellectual property rights, wherever in the world, whether registrable or unregistrable, registered, or unregistered, including any application or right of application for such rights. include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trademarks, service marks, passing off rights, unfair competition rights, patents, utility models, and rights in designs.

34.22 "Maintenance Services" means the general maintenance of the Platform and Platform Services, and the application of Updates and Upgrades and security patches.

34.23 "Network" means a major national or international networks, and/or, service providers, such as American Express, Mastercard, Visa, JCB, Discover, UnionPay, or any other global network contracted by Provider to switch and settle transactions between merchants and/or users, according to its own standards and protocols. “Network” also means all Payout Partners, and Our banking partners and other payment facilitators whose services are integrated into Our  Platform. 

34.24 "Open Loop" refers to transactions processed on the Platform that utilize and are facilitated by standard local or international card scheme networks (e.g., Visa, Mastercard, BancaNet).

34.25 "Our Marks" refers to all trademarks, service marks, trade names, logos, domain names, and any other distinctive brand features or intellectual property owned by MatchMove (or the entity referred to as "we" or "us" in the agreement). These marks are used to identify our services, products, and business operations, and all rights associated with them are exclusively reserved to us.

34.26 “Party” or “Parties” means the entities that have executed the Agreement.

34.27 "Partner/Your Data" means all data, works and materials uploaded to or stored by You on the Platform, or transmitted by the Platform to You, or supplied by You to Us for uploading to or transmission by, or storage on, the Platform.

34.28 "Partner Personal Data" means Personal Data of Your User(s) that is processed by Us, on behalf of You.

34.29 "Platform Access Services" means the specific configuration of the Platform for You to access in accordance with Documentation, and the relevant Schedules in the Agreement, and these T&C.

34.30 "Platform Services" means all or part of the Platform as specified in the Platform Services Specification in the Schedule in the Agreement, which will be made available by Us to You.

34.31 "Platform Services Defect" means a defect, error or bug in the Platform having a material adverse effect on the operation, functionality, or performance of the Platform Services, but excluding any defect, error or bug caused by or arising because of:

34.31.1          any act or omission by You, or any person authorized by You, to use the Platform or Platform Services.

34.31.2          any use of the Platform Services contrary to the Documentation, whether by You or by any person authorized by You.

34.31.3          a failure on your part to perform Your obligations in these T&C or the Agreement; and/or

34.31.4          an incompatibility between the Platform Services and any other system, network, application, program, hardware, or software, that is not specified as compatible in the Documentation.

34.32 “Platform Services Specification" means the specification for the Platform and Platform Services set out in the Schedule of this Agreement.

34.33 "Personal Data" has the meaning given to personal data by law, including the Singapore Personal Data Protection Act, and other applicable data privacy laws in the Territory.

34.34 “Platform” or “MMBOS" means the platform developed and managed by Us and used by You to provide the Platform Services, including the application and database software for the Platform Services, the system and server software used to provide the Platform Services, the computer hardware on which that application, database, system and server software is installed, the Documentation and Support Services, and the reporting tools for customer management, business management and infrastructure monitoring, and the UAT/Pre-Prod and Live Production System ;

34.35 “Pool Account” means a non-operative current account opened for You by Us, at a licensed bank selected by Us.

34.36 “Program” or “Your Program” means the products and services You offer to Your Users, and incorporates any feature or service of the Platform, as described in the relevant Schedule. 

34.37 “RCA” means Root Cause Analysis.

34.38 “Release(s)” means software changes that updates or adds new functionality to Our Platform or Services.

34.39 Payout Rail Partner: A Payout Rail Partner refers to any third-party financial institution, payment network, or service provider engaged to facilitate cross-border or domestic payout transactions. They may include banks, money transfer operators, and other payment service providers that support the movement of funds in compliance with applicable regulation

34.40 “Regulator” means the central banks or national body/bodies responsible for developing regulations relevant to the Platform Services (“Regulations”) and enforcing such policies in the Territory (“Regulatory Requirements”).

34.41 "Schedule" means the Schedules in the Agreement, and any subsequent additions that are agreed by Us, in writing, with You. 

34.42 "Services" means any services that We provide to You, or have an agreement to provide to You, under the Agreement.

34.43 “Service Credits” means the value You have earned, or purchased, that can be used to procure VAS. Service Credits cannot be converted to cash or funds, under any circumstances. 

34.44 “Service Level Agreement” or “SLAs” means the expected standard of service, performance metrics of the Platform, and remedies for non-compliance. 

34.45 "Services Order Form" means an online order form published by Us, and available on Our Support Portal at   https://support.matchmove.com and completed and submitted by You.

34.46 "Support Services" means support in relation to the use of, and the identification and resolution of errors in the Platform Services.

34.47 "Supported Web Browser" means the current release of Microsoft Edge, Mozilla Firefox, Google Chrome or Apple Safari, or any other web browser that We agree with You in writing.

34.48 "Supported Mobile Operating System" means the latest release, as of the Effective Date, of Google Android (Stock) and Apple iOS. For avoidance of doubt, and unless agreed otherwise in writing, it does not include AOSP, Android One, Custom UI Skins, Android Go, Lineage OS, or any other variant of Google Android.

34.49 "Term" means the length of time for which You have access to the Platform Services, under the conditions of this Agreement.

34.50 “Terminology” refers to the specific language employed by Us to delineate the Charges associated with the various services offered on the Platform and provided to You as outlined in the Schedule, and available here https://matchmove.com/legal/terms_and_definitions.

34.51 “Territory" means country or countries where the Platform Services are valid and available, as specified in the Agreement.

34.52 "Update" means a hotfix, security patch or minor version update to any Platform software; and

34.53 "Upgrade" means a major version upgrade of any Platform software.

34.54 “VAPT” means the Vulnerability Assessment and Penetration Test that must be satisfactorily passed by Your App(s) that connect to the Platform.  

34.55 “Value Added Services” or “VAS” refers to the additional services, features and benefits offered by Us from time to time to address your needs and are governed by the Agreement. 

34.56 “Your App" means the mobile or web-based application you develop, maintain, and make generally available, including any part of it that integrates our services through our APIs.

34.57 "Your Systems" means Your hardware and software systems that interact, or may reasonably be expected to interact, with the Platform Services.

 

These T&C were updated on 19 September, 2025.

3.6.1

 

Copyright © 2009-2025 MatchMove Pay Pte Ltd ("MatchMove"). All rights reserved. MatchMove is a company registered in Singapore (registration number 200902936W) and is a Major Payment Institution (licence number PS20200239) regulated by the Monetary Authority of Singapore. MatchMove and related entities operate in multiple countries worldwide.