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1.1 This Agreement sets out the terms and conditions applicable to the Aspire Card (as defined below). Please read them carefully.
1.2 The Aspire corporate debit card (āAspire Cardā) is a debit card powered and issued by NIUM Pte. Ltd. ("NIUM"). NIUM is regulated by the Monetary Authority of Singapore under RA No. 01454 and is a major payment institution under the Payment Services Act No. 2 of 2019.Ā
1.3 The parties to this Agreement are the Cardmember (as defined below) and Aspire (as defined below).Ā
1.4 The Cardmember accepts the terms and conditions of this Agreement when it applies for, retains or uses, or allows a Cardholder (as defined below) to retain or use, the Aspire Card.
1.5 Ā Ā Ā Aspire may amend, supplement, and/or vary any part of this Agreement at any time with notice, and such changes shall take effect on the date specified in the notice. The Cardmemberās or the Cardholderās continued use of the Aspire Card after any such changes, shall constitute consent and acceptance of the revised Agreement.
1.6 Consumer advisory: Aspire FT Pte. Ltd. is currently exempted from holding a licence under the Payment Services Act for the provision of Account Issuance Service, Domestic Money Transfer Service, and E-money Issuance Service for a specified period. This can be confirmed on the MAS website here.
2.1 In this Agreement:
2.1.1 āAccountā means each and any of the Cardmemberās virtual debit accounts maintained with Aspire and/or Aspireās partners for the settlement of transactions made on the Aspire Card;
2.1.2 āAccount Currencyā means the relevant currency denomination of the Account;
2.1.3 āAgreementā means these terms and conditions and any application forms, user guidelines, promotional terms and conditions, policies and any other document relating to the foregoing, as may be amended and/or supplemented from time to time;
2.1.4 āAspireā means Aspire FT Pte Ltd and its successors and assigns;
2.1.5 āAspire Cardā or āCardā means each Aspire debit card (virtual or physical) requested by the Cardmember and powered and issued by NIUM, and any substitution, replacement or renewal thereof;
2.1.6 āAspire Groupā means Aspire and its related corporations, including any of Aspireās subsidiaries, Aspireās holding company and its subsidiaries (in each case wheresoever situated);
2.1.7 āATMā means automatic teller machine or cashpoint facility or cash dispenser;
2.1.8 āAuthorityā means any government, quasi government, administrative, regulatory or supervisory body or authority, court or tribunal with jurisdiction over Aspire or its subsidiaries, holding company, affiliates or other related entities;
2.1.9 āCard Limitā has the meaning given to it in Clause 5;
2.1.10 āCardholderā means the person to whom the Aspire Card is issued on the application or request of the Cardmember;Ā
2.1.11 āCardmemberā means the corporation, firm, or entity which is the applicant for any Aspire Card;
2.1.12 āCVCā means card verification code or card verification value;
2.1.13 āForeign Currencyā has the meaning given to it in Clause 6 (Foreign Currency Transactions and Transactions Processed Outside Singapore);
2.1.14 āNetworkā means a major national or international network or association such as American Express, Mastercard, Visa, RuPay, JCB, Discover, UnionPay or any other global or local network or association that Aspire and/or NIUM may work with from time to time to enable the use of the Aspire Card;
2.1.15 āNIUMā means NIUM Pte. Ltd., its successors and assigns;
2.1.16 āPINā means any personal identification number, password, login identification number, customer identification number, electronic identification signatures or codes chosen by or issued to the Cardmember or Cardholder (as applicable) for the purposes of operating the Account with the Aspire Card;Ā
2.1.17 āPlatformā means the electronic platform available at https://aspireapp.com (or such sub-domain or additional or replacement website(s)) and includes any mobile or desktop application through which the electronic platform may be accessed.Ā
2.1.18 āPoint of Sale Transactionā means a transaction carried out at a merchantās point of sale terminal; andĀ
2.1.19 āSingle Transaction Limitā has the meaning given to it in Clause 5 (Card and Transaction Limits).
2.2 Words importing the singular include the plural and vice versa.
2.3 Words referring to the masculine also refer to the feminine and neuter genders.
2.4 Reference to a person includes references to a company, association or institution.
2.5 Reference to a Clause is to a clause of this Agreement.
2.6 Reference to ālawā includes any statute, common law, principles of equity, order, regulation, rule, official directive, request, guideline, sanction, embargo or restrictive measure (whether or not having the force of law) of any Authority, any agreement with the Authority, and any interpretation, application, replacement, amendment or enforcement of such law.
2.7 Unless a contrary indication appears, a reference to a party or a person will be construed as including its subsequent successors in title, permitted transferees and assigns, in each case in accordance with their respective interests.Ā
2.8 Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
2.9 The headings to the Clauses are for reference only and are not intended to be taken into consideration in the interpretation of this Agreement.
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3.1 The Cardmember may apply for Aspire Cards for Cardholders via Aspireās website or mobile application.
3.2 If the Cardmember makes an application for a physical Card, Aspire will send the Card to such address as notified by the Cardmember to Aspire.
3.3 If the Cardmember makes an application for a virtual Aspire Card, Aspire will issue the Aspire Card virtually.
3.4 The Cardmember and Cardholder must follow Aspireās activation procedures in order to use the Aspire Card.
4.1 The Aspire Card is a debit card which the Cardholder may use to make online payments, effect ATM withdrawals in certain countries, and purchase goods and services online related to business operations.
4.2 The Aspire Card is not a guarantee card, charge card or credit card, and is not for personal use.Ā
4.3 The Card may also be used to carry out Point of Sale Transactions at point-of-sale terminals and at such other physical readers or systems as Aspire may approve from time-to-time. The Cardholderās signature, PIN, or other authentication on the Cardholderās part may be required for each Point of Sale Transaction.
4.4 The Cardmember is liable for all Point-of-Sale Transactions incurred on the Aspire Card regardless of whether the Point of Sale Transactions were properly authorised by the Cardmember or the Cardholder. The Cardmember and the Cardholder acknowledge the ease of which unauthorised Point of Sale Transactions may be carried out and accept the risk of unauthorised Point of Sale Transactions.
4.5 Purchases are directly deducted from the relevant Cardmemberās Account, of which the relevant terms of use (including the āDebit Account Terms and Conditionsā and āMulti-currency Account Terms and Conditionsā) are available on the Platform.
4.6 The Cardmember and the Cardholder only, and no one else, may use the Aspire Card to effect transactions on the Aspire Card, subject to the terms and conditions of this Agreement.
4.7 The balance on the Cardmemberās Account will be reduced by the amount of each online payment or ATM withdrawal made with the Aspire Card. The Cardmember and the Cardholder shall not use the Aspire Card to make any payment in excess of the balance of funds available on the Cardmemberās Account.Ā
4.8 The Cardmember and Cardholder are fully responsible for ensuring that payments are made to persons or entities in connection with commercial transactions in compliance with applicable laws and regulations. At no time and under no circumstances shall the Cardmember or the Cardholder use or allow the use of the Aspire Card or any services provided by Aspire in connection with any of the following:Ā Ā
4.8.1 money-laundering activities, fraud and/or funding of terrorist organisations;Ā
4.8.2 to pay debts incurred from online gambling, wagering, betting or other unlawful activities; or
4.8.3 in countries subject to sanctions (which mean any economic sanctions, laws, regulations, embargoes or restrictive measures administered, enacted or enforced from time to time including by (i) the Monetary Authority of Singapore; (ii) the European Union; (iii) the United Nations; (iv) the United States of America; or (v) any other relevant sanctions authorities).
4.9 The Cardmember and Cardholder may not use the Aspire Card for any transactions for cash, including but not limited to cash back, cash from a bank, money orders, cash withdrawals from ATM facilities in Singapore and such other jurisdictions, where such transactions for cash would contravene the laws of such jurisdictions.Ā
4.10 Aspire may, independently or in partnership with third parties, provide additional services in connection with the use of the Aspire Card. Such services may be provided on such additional terms and conditions that Aspire and/or such third parties may notify the Cardmember and/or Cardholder from time to time. Such additional services may be withdrawn or modified from time to time. The Cardmember and Cardholder are deemed to have accepted the terms and conditions governing these additional services if the Cardmember or any Cardholder applies for or use such services.
5.1 Aspire may set an overall spend limit with respect to the Aspire Card ("Card Limitā) and may vary the Card Limit from time to time without notice to the Cardmember or the Cardholder. The Cardmember and/or Cardholder acknowledges that such limits may be imposed due to services, features and/or functionalities provided by Aspire (such as the āBudgetsā feature) on the Platform and agree to abide by and are responsible for ensuring the user of such services, features and/or functionalities abide by our āTerms of Useā and āAcceptable Use Policyā as set out on the Platform.Ā
5.2 Aspire may set a transaction amount limit on the Aspire Card (āSingle Transaction Limitā) and may vary the Single Transaction Limit from time to time without notice to the Cardmember or the Cardholder.Ā
5.3 The Cardholder may carry out an Aspire Card transaction only if there is sufficient balance in the Cardmemberās Account, the transaction amount does not exceed the applicable Single Transaction Limit, and the total charges incurred on the Aspire Card shall not exceed the applicable Card Limit. The Cardholder shall not carry out or attempt to carry out any transaction that would result in any such limits being exceeded. If a transaction has been processed despite there being insufficient available balance in the Cardmemberās Account, the Cardmember shall be liable to Aspire for the shortfall and any other party for recovering or attempting to recover such shortfall.
5.4 Notwithstanding any applicable Card Limit and/or any applicable Single Transaction Limit, Aspire may in its sole and absolute discretion approve, authorise or allow any transaction to be carried out even if such transaction would result in the Cardmemberās Account being overdrawn and/or the Card Limit being exceeded and/or the Single Transaction Limit being exceeded. However, Aspire may charge and debit from the Cardmemberās Account, an overdraft fee based on the amount of the overdrawn balance existing at any time on the Account, and the Cardmember shall pay Aspire such overdrawn amount and fee on demand.
5.5 Aspire has the sole discretion to determine whether the Card Limit and/or Single Transaction Limit has been exceeded, and any such decision shall be conclusive and binding on the Cardmember and the Cardholder.
5.6 In calculating whether any Card Limit has been exceeded, Aspire may take into account the amount of any transaction not yet debited to the Aspire Card and of any authorisation given by the Cardmember, the Cardholder and/or Aspire to a third party in respect of a prospective transaction.
6.1 The Aspire Card may be used for transactions that are denominated in a currency other than the relevant Account Currency ("Foreign Currency") and/or for transactions processed outside Singapore.
6.2 If a Foreign Currency transaction is made on the Aspire Card, the Foreign Currency amount will be converted to an amount in the relevant Account Currency for a fee and at such currency exchange rate that Aspire and/or the relevant Network may apply and levy at their discretion. Such fees and exchange rate are subject to change from time to time without notice. The currency exchange rate that may be applied may not be the rate as at the date of the transaction.Ā
6.3 The Cardmember and the Cardholder agree, acknowledge and accept all risks and charges involved in making such Foreign Currency transactions, whether arising from differing currency conversion rates and practices, or otherwise from market fluctuations.
7.1 All cash withdrawals from ATMs outside Singapore, if permitted, may be subject to additional fees and charges imposed by Aspire and/or the relevant Network(s) (as may be applicable), including a conversion factor applied on the converted amount, which may differ from one Network or service provider to the other. Aspire reserves the right to charge and debit from the Account an administrative fee for services in relation to such cash withdrawals outside Singapore.Ā
7.2 Aspire any Network and/or other service provider may prescribe a withdrawal limit on ATM cash withdrawals. The Cardholder must not and will not be allowed to make cash withdrawals in excess of such withdrawal limits or if the withdrawal amount is greater than the available balance in the Account.Ā
7.3 Administrative fees and charges, and exchange rates may also apply to cash withdrawals, to the extent such withdrawals are permitted by Aspire and applicable laws, even if no currency conversion is required.
8.1 The Aspire Card shall expire on the date printed on the Aspire Card or as otherwise notified to the Cardmember or Cardholder. The Cardholder will not be able to use the Aspire Card after the date of expiry.
8.2 The Cardmember or the Cardholder shall inform Aspire in writing if they do not wish to have the Aspire Card renewed.
8.3 If no action is taken on the Cardmember or the Cardholderās part in relation to the automatic renewal of the Aspire Card, they are deemed to have agreed to the renewal of the Aspire Card and the terms of this Agreement shall continue to apply.
9.1 Aspire may debit or place a hold on the balance on the Aspire Card and/or the Cardmemberās Account for the amount of a transaction either on the day it is presented to Aspire for payment (including without limitation, a presentation by electronic means) or on the day that Aspire receives notice of the transaction. Such an amount set aside or held is only an estimated sum of the actual transaction and may not be identical to the actual transaction.
9.2 Aspire shall have absolute discretion to place such amounts as are referred to in Clause 9.1 on hold for such periods as it deems fit. Upon the expiry of such periods as Aspire may determine, Aspire shall debit such amounts on hold to the Account if the transactions in connection of which the amounts were placed on hold were presented to Aspire for payment, and Aspire shall credit such amounts placed on hold back to the Account if the transactions in connection of which the amounts were placed on hold were not presented to Aspire for payment, provided always that Aspire shall have the discretion to continue to place such amounts on hold if it is of the opinion that such transactions would be presented for payment within a reasonable time. For the avoidance of doubt, Aspire's right to debit the Account in respect of any transaction shall not be limited to the amount that was placed on hold in connection with that transaction. The Cardmember agrees that Aspire shall be entitled to debit the Account for the full amount of the transaction.
9.3 The Cardmember or the Cardholder may not stop payment on a transaction or use any amount placed on hold. For the avoidance of doubt, the amount placed on hold in respect of any transaction shall not be treated as conclusive of the amount of the transaction that would eventually be debited to the Account and in particular, for transactions denominated in a Foreign Currency, and shall not be deemed that Aspire and/or the relevant Network (as applicable) has converted the transaction into the Account Currency on the day that the amount was placed on hold.Ā
9.4 Where the amount of any transaction is denominated in a Foreign Currency, Aspire may decide in its sole discretion whether to hold that amount in that Foreign Currency or the Account Currency. It is hereby further agreed that Aspire shall have the right to increase at any time the amount that it would hold in respect of any transaction which is denominated in a Foreign Currency if Aspire is of the view that the amount initially held when converted into that Foreign Currency would not be sufficient to satisfy payment of that transaction in full.
10.1 The Cardmember and the Cardholder agree that Aspire is entitled, at any time in its sole and absolute discretion, and without giving any prior notice or reason, to refuse to approve any proposed transaction, notwithstanding that the applicable Card Limit and/or Single Transaction Limit would not be exceeded or if the balance in the Account would not be negative.
10.2 Aspire is entitled, in its sole and absolute discretion, without prior notice and without giving any reason, to:
10.2.1 suspend the Cardholderās right to use the Aspire Card entirely or in respect of specific transactions; and/or
10.2.2 refuse to re-issue, renew or replace the Aspire Card, without, in any case, affecting the Cardmember or the Cardholderās obligations under this Agreement which will continue in force and there will be no refund of any fees paid if the right to use the Aspire Card is so suspended by Aspire or if the Aspire Card is not so renewed or replaced.
10.3 Aspire may, in its absolute discretion, request for the Aspire Card to be returned at any time, whereupon the Cardmember shall procure that the Cardholder immediately cease all use of the Aspire Card and, in the case of a physical card, cut up and return the Aspire Card to Aspire.Ā
10.4 Aspire reserves the right to terminate, suspend or restrict the Aspire Card, the Cardmemberās Account and/or PIN without any reason or notice. Aspire may terminate suspend or restrict the Aspire Card, the Cardmemberās Account and/or PIN on grounds relating (but not limited) to any of the following:
10.4.1 the security of the Aspire Card and/or Cardmemberās Account;
10.4.2 the suspected unauthorized or fraudulent use of the Aspire Card or PIN; and/orĀ
10.4.3 to ensure that Aspire, NIUM, the relevant Network and/or their respective partners and affiliates are in compliance with all applicable laws and regulations or any judgment or order of any court or Authority.Ā Ā
10.5 Without prejudice to the other provisions of this Agreement, Aspire reserves the right, at any time, in its sole discretion and without prior notice and without giving reasons, to introduce, amend, vary, restrict or withdraw all or any of the benefits, services, facilities and privileges in respect of or in connection with the use of the Aspire Card and/or this Agreement.
11.1 Aspire may at its discretion, charge and debit to the Cardmemberās Account, the following fees:
11.1.1 any fee for the issuance, maintenance and renewal of the Aspire Card;
11.1.2 replacement fee for the Aspire Card;
11.1.3 administrative and transaction fees for Foreign Currency transactions and transactions processed outside Singapore;
11.1.4 administrative and transaction fees for ATM cash withdrawals;
administrative fee for the production or retrieval of any documents of and relating to the Account and/or Aspire Card; and
11.1.5 any fees and/or charges for any services provided or action taken by Aspire in connection with the Account and/or Aspire Card.
11.2 The amount of fees and charges payable by the Cardmember shall be decided by Aspire and may change from time to time.
11.3 Without prejudice to the foregoing, Aspire may also charge to the Account :Ā
11.3.1 any sum howsoever due and owed to Aspire by the Cardmember; and/or
11.3.2 any fees, costs and/or expenses so incurred by Aspire to rectify any error in payment or record, whether arising from the reversal of any Card transaction posted on the Aspire Card or otherwise in relation to the use of the Aspire Card.
12.1 Each party will be responsible, as required under applicable law, for identifying and paying all taxes and other governmental fees and charges (and any penalties, interest, and other additions thereto) that are imposed on that party upon or with respect to the transactions and payments under this Agreement.Ā
12.2 Should any member of the Aspire Group be required to file tax-related documents with any regulatory authorities, the Cardmember shall provide to the relevant member(s) of the Aspire Group in a reasonably timely manner any required documents (where applicable) in support of such filing upon request.Ā
12.3 The Cardmember is liable to pay for all goods and services taxes, value added taxes, all other taxes imposed or payable in respect of any amount charged to the Aspire Card (including late payments) and Aspire is entitled to charge all such amounts to the Account.
13.1 The Cardholder must safeguard the Aspire Card and must ensure that the card number, CVC, card expiry date and PIN is not disclosed to any person, and the Cardholder is solely responsible at all times for the security of the Aspire Card, and for all transactions and charges incurred on the Aspire Card.
13.2 The Cardholder undertakes to ensure that they:
13.2.1 will not reveal or disclose the PIN and will not write down the password, PIN or any other security information given to Aspire; and
13.2.2 will only release the Aspire Card, card number or PIN to make a transaction.
13.3 If the Aspire Card is lost or stolen or if the Cardmember or the Cardholder believes that the Aspire Card, card number or PIN may be misused, they must:
13.3.1 without undue delay, notify and give Aspire written notice thereof;
13.3.2 assist in the recovery thereof or stop the use of the Aspire Card;Ā
13.3.3 stop using the Aspire Card, card number or PIN immediately; andĀ
13.3.4 make a formal police report upon the occurrence of such an event, and furnish Aspire with the police report and a written confirmation of such loss, theft or unauthorised disclosure and any other information Aspire may require.
13.4 In the event that the Aspire Card is stolen or lost, the Cardmember shall be liable for all transactions made on the Aspire Card, whether authorised or otherwise incurred on the Card, until Aspire has been notified by the Cardmember of such loss, theft, or unauthorised transaction and Aspire, the Cardmember or the Cardholder blocks the Aspire Card.
13.5 The Cardholder must also notify Aspire immediately if the Aspire Card is damaged or not working properly.
13.6 Aspire may, in its sole and absolute discretion, issue a replacement Aspire Card or a new PIN upon such terms and conditions as it deems fit. The Cardmember and the Cardholder may be required to comply with such card activation, security, and other procedures as may be prescribed by Aspire from time to time to re-enrol the replacement Aspire Card for use in respect of any payment service.
13.7 If the Aspire Card has been used without the Cardmemberās or the Cardholderās knowledge or permission, or is lost, stolen or if the Cardmember or the Cardholder believes that the Aspire Card may have been misused, Aspire may disclose to law enforcement agencies any information it believes could be relevant.
14.1 Aspire does not act as an agent for any merchant of the goods and/or services purchased using the Aspire Card. The Cardmember and the Cardholder agree that Aspire is not liable in any way should any problems with the goods and services purchased with the Aspire Card be encountered. The Cardmember and the Cardholder (as applicable) are to seek redress directly from such merchant in respect of such goods and services.
14.2 Notwithstanding the non-delivery, non-performance or defects in any such goods and services purchased using the Aspire Card, Aspire shall be entitled to debit the full transaction amount of such goods and services from the Cardmemberās Account. The Cardmemberās liability owing to Aspire is not affected by any dispute or counterclaim or right of set off which the Cardmember or the Cardholder may have against such merchant.
14.3 The Cardmember and the Cardholder acknowledge and agree that Aspire is not responsible for any benefits, discounts or programmes of or offered by any merchant, and Aspire makes no representation as to the quality, provision, or performance of any such goods or services. The Cardmember and the Cardholder agree to resolve any complaints about the goods and/or services with the merchant directly, without referring to Aspire.
15.1 Aspire shall not be responsible or liable in any way to the Cardmember or the Cardholder for any inconvenience, loss, damage, cost or expense of any nature or embarrassment or injury suffered or incurred by the Cardmember or the Cardholder, in each case whether foreseeable or not, resulting from, arising out of or in connection with any of the following:
15.1.1 if any merchant, establishment, or any other person refuses to accept or honour (or delays in accepting or honouring) the Aspire Card, card number or PIN for any reason;
15.1.2 any refusal or delay by Aspire, NIUM or any Network to authorise, process, facilitate or approve any transaction;
15.1.3 if the Cardmember or the Cardholder is deprived of the use of any goods, services, machinery, equipment, products and/or systems (whether electronic, telecommunicative or otherwise) as a consequence of any action, omission or delay by any merchant, establishment, Aspire, NIUM, any Network or any other party;
15.1.4 Aspire is unable to perform its obligations under this Agreement due, directly or indirectly, to the failure, defect or malfunction of any machine, system of authorisation, data processing or communication system or transmission link or any industrial dispute, war, Act of God or anything outside the control of Aspire, its servants or agents;
15.1.5 any damage to or loss of or inability to retrieve any data or information that may be stored in any microchip or circuit howsoever caused or any failure in the performance or function or breakdown or disruption of any of the Aspire's computers (whether hardware or software), machinery, equipment, products and/or systems (whether electronic, telecommunicative or otherwise) maintained by, used for, by Aspire or in connection with Aspire's business or otherwise whatsoever, including but not limited to the failure or inability of such computers, machinery, equipment, products and systems or any one or more of them to accept, recognise, store, process and/or transmit dates or data with respect to dates; and
15.1.6 the unauthorised use of the Aspire Card and/or Account or any services or facilities in connection therewith, or any transaction effected by an unauthorised person.
15.2 Without prejudice to the other provisions of this Clause 15 (Exclusion of Liability), Aspire is not liable in any way to the Cardmember or the Cardholder for any loss, damage, cost or expense of any nature arising out of or in connection with the use of the Aspire Card and/or this Agreement except where (and only to the extent that) it has been conclusively established in the courts of Singapore that the aforesaid has occurred solely owing to gross negligence or wilful default on Aspireās part.
16.1 If the Cardmember or the Cardholder wishes to receive a refund after conducting a transaction with a merchant via the Aspire Card ("Refund"), the Cardmember or the Cardholder should approach the merchant directly with the request. If the merchant in its discretion decides to process the request for a Refund, Aspire will credit the Account with the Refund after Aspire receives the relevant amount from the merchant. Aspire shall not be obliged to investigate or defend the validity and/or value of any Refund.
16.2 If the Cardmember or the Cardholder wishes to receive a refund from a merchant in respect of a disputed transaction ("Chargeback"), the Cardmember or the Cardholder should approach Aspire with the request and supporting documents relating to the transaction. If the dispute is resolved in the Cardmemberās or the Cardholderās favour, Aspire will credit the Account with the Chargeback after Aspire receives the Chargeback. The Cardmember and the Cardholder acknowledge and agree that any decision of the relevant Network regarding the validity and value of any Chargeback is valid and binding. Aspire shall not be obliged to investigate or defend the validity and/or value of any Chargeback.
16.3 The Cardmember and the Cardholder acknowledge and agree that the amount of any Refund or Chargeback received pursuant to any transaction made under the Aspire Card may be different to the amount originally processed on the Aspire Card due to exchange rate fluctuations, transaction fees, or the amount received with respect to any Refund or Chargeback being a partial refund of the original amount. The Cardmember and the Cardholder acknowledge and agree that Aspire will not be responsible for any such shortfall.
17.1 Aspire may vary the terms of this Agreement at any time in such manner as Aspire may select and such changes may be notified to the Cardmember and/or the Cardholder by Aspire either in writing or by publication thereof on Aspireās website or by any other means or manner as Aspire may select. Such changes will be binding and take effect from the date specified in such notice.
17.2 If the Cardmember or the Cardholder does not accept any such changes, the Cardmember should notify Aspire and terminate the Aspire Card.
17.3 If the Cardmember or the Cardholder retains or uses the Aspire Card after Aspire has given notice of any changes in this Agreement, the Cardmember and the Cardholder are deemed to have accepted and agreed to such changes without reservation.
18.1 Any costs, fees or expenses (including legal costs) Aspire incurs as a result of the Cardmemberās or the Cardholderās breach of the terms of the Agreement or otherwise arising out of Aspireās enforcement of any rights under this Agreement shall be recoverable from the Cardmember on a full indemnity basis.
18.2 Without prejudice to the foregoing, the Cardmember agrees to indemnify and keep Aspire fully indemnified against all claims, demands, action, proceedings, losses, damages, costs and expenses of any nature (including legal costs and expenses), in each case on a full indemnity basis, suffered, incurred or sustained by Aspire, directly or indirectly, by reason of or in connection with this Agreement, including without limitation:
18.2.1 any use or misuse of the Aspire Card and/or Account including, without limitation, all transactions and all ATM transactions regardless of whether or not authorisation has been sought and/or given;Ā
18.2.2 any breach of any provision of this Agreement by the Cardmember and/or the Cardholder;Ā
18.2.3 the enforcement or protection of Aspire's rights and remedies against the Cardmember, as applicable, under this Agreement; and/or
18.2.4 any change in any law, regulation or official directive which may have an effect on the Account and/or this Agreement.
19.1 Aspire will use, collect and disclose personal information in accordance with Aspireās data privacy policy and prevailing practices on Aspireās webpage at (https://aspireapp.com/sg/privacy-policy) as may be amended, supplemented and/or substituted from time to time. The Cardmember and the Cardholder give Aspire consent, and authorise Aspire, to in its absolute discretion, at any time and without notice or liability, disclose any particulars of and/or otherwise relating to the Account, Aspire Card, the Cardmember and the Cardholder to:
19.1.1 any person or organisation providing (or participating in the provision of) electronic or other services in connection with payments and/or banking services, usage, or benefits made available to or utilised by the Cardmember and/or the Cardholder, whether in Singapore or outside Singapore, for the purpose of offering or operating the said services, including but not limited to, investigating discrepancies, errors or claims;
19.1.2 any merchant or establishment which accepts the Aspire Card;
19.1.3 NIUM and/or any partnering merchant, intermediary or third party which has a legitimate business purpose for obtaining such information, including offering the Cardmember and/or the Cardholder products or services in connection with the Account, Aspire Card and/or any transaction, and/or otherwise to facilitate the use of the Account and/or the Aspire Card;
19.1.4 any Network;
19.1.5 any payment processor, financial institution, intermediary or other party in any jurisdiction involved in facilitating, effecting or processing transactions on the Account and/or Aspire Card;
19.1.6 any party or intermediary in any jurisdiction involved in facilitating, processing or providing any service or facility in connection with the Aspire Card, Account, and/or any Aspire Card transaction;
19.1.7 any person or organisation for the purpose of enabling or facilitating the book-keeping and accounting integration services available on the Platform including but not limited to book-keeping and accounting services providers and information management services providers;Ā
19.1.8 any member of the Aspire Group and their respective agents, correspondents, independent contractors and/or associates, for the purposes of risk management, regulatory compliance and reporting, customer screening relating to sanctions, anti-money laundering and countering the financing of terrorism compliance processes, monitoring credit exposures across the Aspire Group and cross-selling;
19.1.9 any bank, credit or charge card company or merchants, for the purpose of any credit or other enquiry in connection with the Aspire Card, Account and/or any Aspire Card transaction;
19.1.10 any person or organisation engaged for the purpose of performance of Aspireās services or operational functions where these have been outsourced;
19.1.11 any agent appointed by Aspire for the purpose of making, printing, mailing, storing, microfilming and/or filing any personalised statement of accounts, card, label, mailer or any other document or item on which the Cardmemberās or the Cardholderās name and/or other particulars appear, or any data, record or document, and/or otherwise to provide a service to the Cardmember or the Cardholder;
19.1.12 any information garnering or processing organisation or consultant or entity conducting surveys or analysis or research or developing system applications for Aspire or any other member of the Aspire Group;
19.1.13 any person or organisation for the purpose of marketing or promoting any service or product of Aspire or jointly offered or developed by Aspire;
19.1.14 the police, law enforcement agency or any public officer conducting an investigation into any matter relating to the Account, the Aspire Card or any Aspire Group member in any jurisdiction;
19.1.15 any government agency, authority, tribunal or court of any jurisdiction (or equivalent), in compliance with the order, notice or request of such agency, authority, tribunal or court, and/or applicable laws and regulations, and/or for commencing, defending or otherwise participating in any legal or administrative proceedings or inquiry before any court, tribunal or other agency or authority;
19.1.16 any person for the purpose of collecting or recovering on Aspire's behalf any sums of money owing to Aspire by the Cardmember;
19.1.17 any credit bureau of which Aspire is a member or subscriber or credit reference agents;
19.1.18 auditors and professional advisors including lawyers, insurers and receivers appointed by any member of the Aspire Group;
19.1.19 any person authorised to operate the Account or any guarantor or security provider of the Account;
19.1.20 any rating agency, business alliance partner, insurance company, insurer, insurance broker or direct or indirect provider of credit protection;
19.1.21 any person or organisation who, in the course of the sending and delivering of communication materials (including all forms of direct mailers and advertisements) from Aspire to the Cardmember or the Cardholder or the prior preparation, sees any envelope or communication material sent by Aspire to the Cardmember or the Cardholder, which bears Aspireās name and/or logo;
19.1.22 any person or organisation to clarify or correct any wrongful or erroneous belief, representation or allegation to any third party, whether made by the Cardmember or the Cardholder, both in public and in private, regarding any of Aspireās dealings with the Cardmember or the Cardholder or otherwise in relation to Aspireās products, processes or policies, regardless of the form of media or platform which may include but is not limited to, published articles, posts, complaints or petitions; and/or
19.1.23 any other person Aspire considers it in its interest to make such disclosure, (and each of the foregoing persons similarly may disclose to the Aspire and to each other) full particulars of the Account, the Aspire Card, the transaction records and statements, and any other information in relation to the Cardmember or the Cardholder, the Aspire Card and/or the use of the Aspire Card where such disclosure is required by law or where Aspire deems appropriate, necessary or desirable in connection with its provision of its services and the enforcement of any rights and/or performance of any obligation in respect of or in connection with the Account, the Aspire Card and/or this Agreement or whenever Aspire considers it in its interest to make such disclosure.
19.2 Without prejudice to the foregoing, the Cardmember and the Cardholder agree that all personal data provided for the Aspire Card and information and details of the Account which may be issued and transactions made thereunder may be shared by Aspire with NIUM to enable NIUM and its agents, intermediaries and authorised service providers to collect, use and disclose the Cardmemberās or the Cardholderās personal data to any person that NIUM deems appropriate or necessary for the purposes of: (i) processing the Aspire Card application and providing services associated with the Aspire Card; (ii) offering, marketing or promoting any promotion or offer relating to the Aspire Card; (iii) administering any benefit, privilege and term applicable to the Aspire Card; (iv) offering, marketing or promoting any product and/or service provided by NIUM; and (v) conducting research or analysis relating to any product and/or service provided by NIUM, whether conducted by the NIUM or jointly with any other party. The Cardmember and the Cardholder acknowledge and agree that Aspire and NIUM will be separately collecting, using and disclosing personal data and each party shall only be responsible for its own collection, use or disclosure of personal data, and shall not be liable for the other party's handling or use thereof. The Cardmember and the Cardholder agree to directly address any queries, access or correction requests, or complaints in relation to the handling of the personal data to the relevant party.
19.3 The Cardholder can ask Aspire what personal data it holds about the Cardholder and, where applicable, the Cardholder can ask Aspire to correct it if it is inaccurate or incomplete. Aspire will need to verify the Cardholderās identity before the request may be processed.Ā
19.4 To submit a question or request regarding the Cardholderās personal data, the Cardholder may contact Aspire at 158 Cecil Street, #09-01, Singapore 069545 (Attention: Data Protection Officer) or via email at singapore-dpo@aspireapp.com. Aspire will respond to the question or request as soon reasonably possible within 30 days after receipt.
19.5 Following termination or deactivation of the Advance Card, Aspire may retain personal data and content for backup, archival, audit, disaster recovery, or otherwise in accordance with applicable law, regulations, guidelines and directives (for example, regulations relating to the prevention of money laundering and countering the financing of terrorism).
20.1 Aspire may cancel, suspend or terminate the Aspire Card and/or Account at any time without having to give any reason or notice to the Cardmember or the Cardholder.Ā
20.2 NIUM may cancel, suspend or terminate the Aspire Card at any time without having to give any reason or notice to Aspire, the Cardmember or the Cardholder.
20.3 The Cardmember may cancel the Aspire Card through the Aspire app or website, or by giving Aspire written notice. Upon the cancellation of the Aspire Card, any accrued liabilities and all obligations under this Agreement will remain continuing and Aspire shall remain entitled to debit from the Account any amount outstanding and owing to Aspire, including any overdraft charges and payments owing from Aspire Card transactions carried out before cancellation of the Aspire Card.
20.4 Without limiting the generality of the foregoing, Aspire may at any time cancel any Aspire Card which has not been utilised for any transaction for more than 3 months.
20.5 The Cardmember will procure that all physical Aspire Cards be cut up and returned to Aspire upon or promptly after cancellation.
20.6 The rights conferred on Aspire under this Agreement shall survive termination.
21.1 In addition to any lien, right of set-off or other right which Aspire may have, Aspire may in its absolute discretion at any time and without prior demand or notice combine or consolidate any and all account(s) maintained by the Cardmember with Aspire and/or set-off or transfer any sum standing to the credit of any or all such account(s) in or towards the discharge or payment of any and all liabilities (whether actual or contingent, several or joint) to Aspire from the Cardmember on any other account including the Account designated hereunder or under this Agreement. Aspire shall be entitled to exercise this right notwithstanding that the balance due to Aspire on any account is not overdue and/or the use of the Aspire Card or the Account has not been closed or terminated and/or the credit balances on such accounts and the liabilities on any other accounts may not be expressed in the same currency.
21.2 Aspire is entitled to apply any and all payments it receives from or for the Account in such manner and order and to such transaction as it may determine or select regardless of any specific appropriation made by the Cardmember or the Cardholder or any person making such payment(s).
21.3 In the case where Aspire requires the Cardmember to provide funds on account as a condition to availing the Account to it, the Cardmember agrees, accepts and acknowledges that:
21.3.1 no interest on such funds will be payable to the Cardmember, and the Cardmember shall have no right to any interest that may accrue on such funds;
21.3.2 the funds will be returned to the Cardmember: (i) upon termination of this Agreement; (ii) at Aspireās discretion, or (iii) at the Cardmemberās request, in each case, subject to Aspireās right of set-off and consolidation under Clause 21.1 above and Aspireās right to terminate the Account at its discretion; and
21.3.3 Aspire may require the Cardmember to provide additional funds on account at any time and at its discretion as a condition to continue availing the Account to it.
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22.1 Aspire shall be entitled (but not obliged), at its sole discretion, to rely and act on any communication, requests or instructions which Aspire in its sole opinion believes originates from the Cardmember or the Cardholder (whether orally or in writing (including by email) and whether in person or over the telephone or by facsimile or other means of telecommunication and whether genuine or with or without the Cardmemberās or the Cardholderās consent or authority), and any action taken by Aspire pursuant thereto shall be binding.Ā
22.2 Aspire shall not be liable for any loss incurred in connection with it acting on or acceding to (or its refusal to act on) any instruction, communication or request from (or purportedly from) the Cardmember or the Cardholder, and the Cardmember will indemnify Aspire against any and all losses, claims and costs incurred by Aspire arising out of or in connection with any request, communication or instruction from (or purportedly from) the Cardmember and/or the Cardholder.Ā
22.3 Aspire shall not be under any duty to verify the identity of any person communicating purportedly as or on behalf of the Cardmember or the Cardholder.
22.4 Aspire may serve any writ of summons, statement of claim, statutory demand, bankruptcy application or other legal process or document in respect of any action or proceedings under this Agreement required by any relevant law, including without limitation, the rules of court or other statutory provisions, to be served on the Cardmember by personal service, by leaving the same at, and/or sending the same by ordinary post, to the last known address (whether within or outside Singapore and whether such address is a post office box or is a place of residence or business) as may be provided or disclosed to Aspire or its solicitors. To the fullest extent permitted by law, the Cardmember agree that such legal process or document is deemed to have been duly served on the Cardmember even if it is returned undelivered: (a) on the date of delivery, if sent by hand and/or left at the last known address; or (b) on the date immediately following the date of posting, if sent by post. The Cardmember further agrees that service of such legal process is deemed to be good and effective service of such legal process on the Cardmember and nothing in this Agreement shall affect Aspire's right to serve legal process in any other manner permitted by law.
23.1 If any one or more of the provisions of this Agreement or any part thereof is declared to be illegal, invalid or unenforceable under any applicable law, it will not affect the legality, validity or enforceability of the remainder of this Agreement in such jurisdiction or the legality, validity or enforceability of this Agreement in any other jurisdiction.
23.2 This Agreement covers the use of the Aspire Card, which is additional to those terms and conditions governing the operation of the Account and any other agreements that the Cardmember or the Cardholder has with Aspire. In the event of inconsistency, this Agreement shall prevail with respect to the use of the Aspire Card.
23.3 The remedies under this Agreement are cumulative and are not exclusive of the remedies provided by law.
23.4 No forbearance or failure or delay by Aspire in exercising any right, power or remedy is to be deemed to be a waiver or partial waiver thereof on the part of Aspire; and no waiver by Aspire of any breach of this Agreement on the Cardmemberās or the Cardholderās part is to be considered as a waiver of any subsequent breach of the same or any other provision of this Agreement.
24.1 The Cardmember may not assign, transfer or otherwise dispose of any of its rights, benefits or obligations under the facilities and/or the Aspire Card.
24.2 Aspire may assign or transfer to any third party (including, without limitation, to any other corporation within the Aspire Group) any of its rights, benefits and obligations under this Agreement without the Cardmemberās or the Cardholderās consent or the need to provide the Cardmember or the Cardholder with any prior notice of such assignment or transfer, and the Cardmember irrevocably consent to any such assignment or transfer by Aspire.
25.1 Any document relating to any transaction bearing the Cardmemberās or the Cardholderās signature (physical, digital, electronic or otherwise) or authorised by a PIN or otherwise made with the Cardmemberās or Cardholderās payment instruction shall be conclusive evidence of the fact that the transaction therein stated or recorded was authorised and properly made or effected.
25.2 If the Cardmember or the Cardholder does not notify Aspire in writing of any inaccuracy or error in any transaction statements or records within 60 days of the receipt or deemed receipt of such statements or records, it shall constitute conclusive evidence that:
25.2.1 every transaction stated therein has been effected; and
25.2.2 every charge stated therein, every amount debited therein has been validly and properly incurred or debited in the amount stated therein.
25.3 Nothing in this Clause 25 (Conclusiveness of Documents) shall prevent Aspire from rectifying any errors, omissions in any statement, records or advice and any such amended statement, records or advice shall be binding on the Cardmember and the Cardholder.
26.1 A person who or which is not a party to this Agreement shall not have any right under the Contracts (Rights of Third Parties) Act (Chapter 53B) to enforce any provision of this Agreement.
27.1 This Agreement is governed by and construed in accordance with Singapore law.Ā
27.2 The Cardmember hereby submits irrevocably to the non-exclusive jurisdiction of the Courts of Singapore with respect to any claim or dispute concerning or arising from this Agreement or any transactions, and waives any immunity or objection which it may now or hereafter have to the courts of Singapore being the forum to hear, determine and settle any dispute and agree not to claim that any such court is an inconvenient or inappropriate forum. Nothing contained in this Clause 27 (Governing Law and Jurisdiction) shall limit the right of Aspire to take proceedings in any other court of competent jurisdiction or in any other jurisdiction.