M-DAQ Multi-Currency Account and Payments Standard Terms and Conditions

M-DAQ Multi-Currency Account and Payments Standard Terms and Conditions

Last Updated: 18 October 2024

This M-DAQ Multi-Currency Account and Payments Standard Terms and Conditions (these "Terms and Conditions") governs access by the relevant client listed in the corresponding order form / product agreement ("Client") to and use of the M-DAQ Payment Service and/or M-DAQ Multi-Currency Account operated by the relevant licensed affiliate of M-DAQ Global Pte. Ltd. ("M-DAQ" or "us"). By using the M-DAQ Payment Service and/or M-DAQ Multi-Currency Account, Client acknowledges and agrees to the terms and conditions set out herein and other such contractual documents incorporated by reference to this Terms and Conditions.

1 Definitions

1.1. "Business Day" means any day other than a Saturday or a Sunday or a public or bank holiday in Singapore.

1.2. "Durable Medium" means a medium which allows the storing of information in a way accessible for future reference for a period of time adequate for the purposes of the information and which allows the unchanged reproduction of the information stored.

2 Scope of the Terms and Conditions

2.1. These Terms and Conditions apply to all M-DAQ Multi-Currency Accounts including any balances held for the Client by M-DAQ and all payments made on the Client’s instructions by M-DAQ.

3 Description of Services

3.1. The M-DAQ Payment Service allows the Client to send payments to third party beneficiaries or another account held in the Client’s name.

3.2. The M-DAQ Multi-Currency Account is an electronic money account which enables the Client to receive electronic payments. The electronic money on the M-DAQ Multi-Currency Account is issued in accordance with the Payment Services Act 2019 of the Republic of Singapore (the "Act") and other applicable laws. The Client may fund its M-DAQ Multi-Currency Account. For these purposes, making payments from the M-DAQ Multi-Currency Account includes making payments to third party beneficiaries or instructing funds in the M-DAQ Multi-Currency Account to be transferred to another account in the Client’s name with a third party.

3.3. The Client acknowledge that the M-DAQ Multi-Currency Account is not a bank account and accordingly the Banking Act 1970 of the Republic of Singapore does not apply to the M-DAQ Multi-Currency Account. M-DAQ strictly adheres to the legal requirements under the Act which contain safeguards to ensure the safety and liquidity of funds deposited in electronic money accounts. For further information on how M-DAQ safeguard client funds, please refer to clause 10.

3.4. M-DAQ shall treat the electronic money on the M-DAQ Multi-Currency Account registered in the Client’s name as belonging to the Client and no person other than the holder of the M-DAQ Multi-Currency Account has any rights in relation to the funds held in the M-DAQ Multi- Currency Account and the Client may not assign or transfer its M-DAQ Multi-Currency Account to a third party or otherwise grant any third party a legal or equitable interest over it unless a court or competent regulatory body requires the Client to in which case M-DAQ shall use all commercially reasonable endeavours to assist the Client in executing such assignment, transfer or grant.

3.5. The M-DAQ Multi-Currency Account may be subject to funding, payment or conversion limits due to security and legal requirements as determined by M-DAQ from time to time at our reasonable discretion. The Client may be asked to answer security questions or to complete other processes that M-DAQ may reasonably require in relation to any funding or payment transaction. Provided that it is lawful to do so, M-DAQ shall notify the Client in writing as soon as is reasonably practicable following any determination that funding or payment limits are to be imposed.

3.6. M-DAQ reserves the right to carry out all and any necessary money laundering, terrorism financing, fraud or other illegal activity checks before processing any payment transaction.

3.7. Certain transactions may be subject to additional fees: (i) as set out in: (a) clause 8.8; or (b) the relevant fee schedule in the corresponding order form; or (ii) imposed by M-DAQ’s partners.

3.8. In connection with the Client’s usage of the M-DAQ Payment Service and/or M-DAQ Multi-Currency Account, with regard to any foreign exchange transaction performed, the applicable charge imposed by M-DAQ on the Client is calculated based on the total volume of such foreign exchange transaction multiplied by a mark-up over the mid-market rate following industry standard benchmarks such as those provided by Reuters. Such mark-up shall be reflected in the final foreign exchange rate displayed on our platform(s).

4 Opening an Account

4.1. By opening a M-DAQ Multi-Currency Account, the Client confirms that it (i) has regular access to the internet and email and (ii) is able to store information sent to it by email and other electronic means in a Durable Medium by printing out or otherwise retaining for its own future reference all electronic communications sent and information made available to the Client by M-DAQ. It is for the Client to ensure that its contact details are up to date and that it is able to access any such communications and information at all times.

4.2. The Client shall ensure that the information recorded on its M-DAQ Multi-Currency Account is always complete, accurate and up to date and M-DAQ shall not be liable for any loss arising out of the Client’s failure to do so. M-DAQ may ask the Client at any time to confirm and/or provide documents or other evidence as to the accuracy of this information.

4.3. M-DAQ may contact the Client via email or other means with information or notices regarding its M-DAQ Multi-Currency Account. It is the Client’s responsibility to regularly check the proper functionality of its email account or other methods of communication that it has registered with its M-DAQ Multi-Currency Account and to retrieve and read messages relating to its M-DAQ Multi-Currency Account promptly. M-DAQ shall not be liable for any loss arising out of the Client’s failure to do so.

4.4. Funding, payments or conversions are displayed in the M-DAQ Multi-Currency Account and the Client should check its M-DAQ Multi-Currency Account balance and transaction history regularly. The Client should report any irregularities or clarify any questions it has as soon as possible to M-DAQ.

5 Closing an Account

5.1. The Client may close its M-DAQ Multi-Currency Account at any time by contacting M-DAQ and withdrawing any surplus balance held at that time.

6 Funding M-DAQ Multi-Currency Account & Receiving Payment

6.1. Funds will be credited to the M-DAQ Multi-Currency Account on the Business Day they are received and clear transaction screening. If the funds are received by M-DAQ after 2pm on a Business Day or on a day that is not a Business Day, funds will be deemed to have been received on the next Business Day. M-DAQ shall not be responsible for any funds until they are received by us.

6.2. In the event that the funds are subject to a reversal, M-DAQ will deduct such reversed transaction from the balance of the Client’s M-DAQ Multi-Currency Account. If the M-DAQ Multi-Currency Account has insufficient balance to cover the reversal, M-DAQ reserve the right to require repayment from the Client.

6.3. The Client shall be responsible for regularly reconciling incoming payments with its own records. The Client should be aware that the crediting of funds to its M-DAQ Multi-Currency Account does not mean that these transactions cannot be reversed. M-DAQ reserve the right to reverse a payment where the payer or the payer's bank or payment service provider has reversed (or is reasonably likely to reverse) a payment to the Client’s M-DAQ Multi-Currency Account.

6.4. All payments to M-DAQ must be ascribed to a clear and complete reference so that we may credit the funds into Client’s M-DAQ Multi-Currency Account. It is the Client’s responsibility to ensure that accurate, complete and correct references are ascribed for each incoming payment so that we may credit the funds into the Client’s M-DAQ Multi-Currency Account. If no reference or an incorrect reference is provided, then M-DAQ will not be able to credit the Client’s M-DAQ Multi-Currency Account. In such cases, M-DAQ shall not be liable for any loss the Client may incur.

6.5. The Client shall notify M-DAQ as soon as is reasonably practicable after it becomes aware of any erroneous or incorrectly transferred monies into its M-DAQ Multi-Currency Account and the Client authorise M-DAQ to deduct such erroneous or incorrectly transferred monies from its M-DAQ Multi-Currency Account at any time.

7 Withdrawal of Money

7.1. The Client may withdraw any surplus balance in its M-DAQ Multi-Currency Account at any time. Withdrawal of surplus balance in the Client’s account can only be done to a bank account held in the Client’s name.

7.2. The Client shall be responsible for ensuring that accurate, complete and correct payment instructions are provided to M-DAQ. This includes but is not limited to providing us with correct bank account details to which the withdrawal should be sent. If the Client provides incorrect bank account details, M-DAQ will not be liable for any loss the Client may incur.

7.3. The Client shall provide M-DAQ with any additional information that we request with regard to a withdrawal request within two (2) Business Days of our request.

7.4. The Client consent to M-DAQ including the Client’s full name, address and account number (and any other details as are required to enable us to comply with our anti money laundering procedures) on the payment details to be sent to the receiving bank or payment service provider to comply with anti-money laundering regulations.

7.5. The Client shall notify M-DAQ as soon as is reasonably practicable after it becomes aware of any unauthorised or incorrectly executed withdrawals, and in any event no later than three (3) months after the debit date of the transaction.

7.6. International money transfers often require funds to be transmitted between multiple intermediaries beyond M-DAQ’s own direct payment service providers. These intermediaries or the beneficiary bank may deduct a charge. These charges cannot always be calculated in advance and the Client agree to be responsible for such charges. M-DAQ shall not be liable for losses that result from any charges being applied to the Client’s withdrawal.

7.7. Subject to the Act, M-DAQ may refuse the Client’s withdrawal instruction in its discretion including when the Client is in material breach of these Terms and Conditions or M-DAQ reasonably believe doing so would be unlawful. In these circumstances, M-DAQ will, where doing so is legal, promptly notify the Client using the supplied contact details, stating the reasons for the refusal, but M-DAQ reserve the right to charge the Client a fee to cover its reasonable costs for doing this. M-DAQ is not obliged to notify the Client of its refusal to execute the proposed transaction where it is reasonably believed that such a notification would be unlawful.

8 M-DAQ Payment Service

8.1 M-DAQ will send payments in accordance with the Client’s instructions to third party beneficiaries or another account held in the Client’s name that is specified to us in accordance with the instructions given, provided that the currency for the outgoing payment is a supported currency. When making payments to another account held in the Client’s name and not to a third-party beneficiary, M-DAQ will only make a payment to a bank account where the Client is the named holder of such bank account.

8.2. The Client shall be responsible for ensuring that accurate, complete and correct payment instructions for the beneficiary of a payment (including payments to itself) are provided to M-DAQ through the M-DAQ Multi-Currency Account. This includes but is not limited to providing us with correct details for the beneficiary to which the payment should be sent. If the Client provides incorrect beneficiary details, M-DAQ will not be liable for any loss the Client may incur.

8.3. The Client shall provide M-DAQ with any additional information that we request with regard to a payment within two (2) Business Days of our request.

8.4. The Client consent to M-DAQ including the Client’s full name, address and account number (and any other details as are required to enable us to comply with our anti money laundering procedures) on the payment details to be sent to the beneficiary's bank or payment service provider to comply with anti-money laundering regulations.

8.5. The Client may revoke or cancel a payment instruction for a future outgoing payment transaction at any time prior to payment execution through the M-DAQ Multi-Currency Account.

8.6. The Client shall be responsible for confirming that a payment instruction has been received and processed by M-DAQ. M-DAQ shall not be liable for any loss in circumstances where erroneous duplicate payment instructions are sent to us by the Client.

8.7. The Client shall notify M-DAQ as soon as is reasonably practicable after it becomes aware of any unauthorised or incorrectly executed payments, and in any event no later than three (3) months after the debit date of the transaction.

8.8. International money transfers often require funds to be transmitted between multiple intermediaries beyond M-DAQ’s own direct payment service providers. These intermediaries or the beneficiary bank may deduct a charge. These charges cannot always be calculated in advance and the Client agree to be responsible for such charges. M-DAQ shall not be liable for losses that result from any charges being applied to the Client’s payment.

8.9. Subject to the Act, M-DAQ may refuse the Client’s payment instruction in its discretion including when the Client is in material breach of these Terms and Conditions or M-DAQ reasonably believe the payment to be unlawful. In these circumstances, M-DAQ will, where doing so is legal, promptly notify the Client using the supplied contact details, stating the reasons for the refusal, and the procedure for rectifying any payment detail errors that led to the refusal but M-DAQ reserve the right to charge the Client a fee to cover its reasonable costs for doing this. M-DAQ is not obliged to notify the Client of its refusal to execute the proposed transaction where it is reasonably believed that such a notification would be unlawful.

9 Prohibited Payments

9.1. M-DAQ reserves the right to impose 'acceptable use' terms in relation to the operation of the Client’s M-DAQ Multi-Currency Account and the provision of any payment service including (but not limited to) the prohibition of certain categories of payment transactions including payments in relation to gambling, gaming, illegal drugs, pornography and digital currencies.

9.2. The Client must not use the M-DAQ Multi-Currency Account for any illegal purposes including without limitation fraud and money laundering. M-DAQ will report any suspicious activity to the relevant law enforcement agency.

9.3. If the Client conducts or attempts to conduct any transaction in violation of the prohibitions contained in this clause, M-DAQ reserves the right to reverse the transaction, and/or close or suspend the Client’s M-DAQ Multi-Currency Account and/or report the transaction to the relevant law enforcement agency and/or claim damages from the Client.

10 Safeguarding

10.1. Client funds received in exchange for electronic money that has been issued will be subject to the safeguarding requirements as set out in the Act and are referred to as "Relevant Funds".

10.2. For the purposes of this clause, "Relevant Funds" means any sums received from the Client or for the Client’s benefit and electronic money issued in exchange for these funds. Relevant Funds are held in segregated bank accounts which are independent of M-DAQ’s business bank accounts. The purpose for so holding funds is to ensure that in the event of M-DAQ’s insolvency, or if a financial claim is made against M-DAQ, no creditor or claimant should be able to claim funds held in these accounts. This is because no other person or institution may have any rights or interest over the funds held in these accounts such as a lien over funds in these accounts.

10.3. Pursuant to the Act, the Client agrees that M-DAQ may retain, for its own benefit, any interest which accrues from funds held by it including balances held in segregated or client bank accounts and M-DAQ will not pay interest on funds held in any accounts.

11 Disclaimers and Limitations

11.1. The M-DAQ Multi-Currency Account is provided "as is" and M-DAQ does not make any representation or warranty regarding: (1) the availability, accessibility, currency, accuracy, or completeness of the M-DAQ Multi-Currency Account; (2) the results to be obtained by Client or anyone else from the use of the M-DAQ Multi-Currency Account; (3) any third party content accessible on or through the M-DAQ Multi-Currency Account; and (4) the continued operation of the M-DAQ Multi-Currency Account at any time.

11.2. M-DAQ disclaims any and all express and implied warranties and conditions including without limitation warranties and conditions as to quality, fitness for purpose, and non-infringement; and does not warrant that the M- DAQ Multi-Currency Account will be uninterrupted or error free, that defects will be corrected, or that the M-DAQ Multi-Currency Account, the servers from which it is made available or any connected system is free of viruses, trojan horses, worms, software bombs, or similar items or processes or other harmful components.

11.3. Use of the M-DAQ Multi-Currency Account is at Client’s own risk and Client assumes full responsibility and risk of loss resulting from use of or access to the M-DAQ Multi-Currency Account.

11.4. Except for fraud or personal injury or death caused by M-DAQ’s negligence, M-DAQ (including its affiliates, employees, and agents) shall not be liable for any loss, damage, or claim arising directly or indirectly as a result of matters including but not limited to: (1) use of or access to the M-DAQ Multi-Currency Account; (2) Client’s inability to access or use the M-DAQ Multi-Currency Account for any reason; or (3) any unauthorised access to the M-DAQ Multi-Currency Account or any other means of communication used in accordance with these Terms and Conditions.

11.5. M-DAQ shall not be liable for any (1) loss of profits, revenue, savings, or any other economic loss, (2) loss of business or goodwill, (3) loss of or damage to data or information, (4) wasted or lost management time, or (5) indirect, consequential, indirect, or special loss arising from Client’s use of or access to the M-DAQ Multi-Currency Account. Except for fraud or personal injury or death caused by M-DAQ’s negligence, M-DAQ’s total liability arising out of these Terms and Conditions or in connection with Client’s access and/or use of the M-DAQ Multi-Currency Account is limited to the sum of S$10,000.

11.6. M-DAQ shall not be liable for any failure to perform any obligation under these Terms and Conditions or from any delay in the performance thereof, due to causes beyond its reasonable control, including industrial disputes of any nature, acts of God, acts of a public enemy, acts of government, failure of telecommunications, exchange or market rulings or suspension of trading, sabotage, pestilence, terrorism, hacking, lightning or electro-magnetic disturbances, earthquake, flood, fire, or other casualty.

12 Indemnification

12.1. Client shall indemnify and hold harmless M-DAQ and its affiliates, employees, and agents on a full indemnity basis from and against any claim, damage, loss, cost, or liability arising directly or indirectly from (1) Client’s use of the M-DAQ Multi-Currency Account; or (2) any breach by Client of these Terms and Conditions.

13 Data Protection

13.1. Client consents for M-DAQ to monitor and keep records of Client’s access and/or use of the M-DAQ Multi-Currency Account.

13.2. By accessing and/or using the M-DAQ Multi-Currency Account, Client consents to M-DAQ collecting, using, disclosing, or otherwise processing Client’s or Client’s representatives’ personal data in accordance with the Personal Data Protection Act. Some examples of personal data which M-DAQ may collect include name, government identification number, email address, employment information, and financial information. Please see M-DAQ’s Data Protection Notice at http://www.m-daq.com/privacy-policy for more information.

14 Set Off and Consolidation

14.1. In addition to any lien, right of set-off or other right which M-DAQ may have, M-DAQ may in its absolute discretion at any time and without prior demand or notice combine or consolidate any and all account(s) maintained by you with M-DAQ 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 M-DAQ from any of your accounts. M-DAQ shall be entitled to exercise this right notwithstanding that this may cause your M-DAQ Multi-Currency Account to be overdrawn and/or the balance due to M-DAQ on any account is not overdue and/or the use of the M-DAQ Multi-Currency Account has not been closed or terminated and/or the credit balances on such account and the liabilities on any other accounts may not be expressed in the same currency. If we need to convert currency, we will do so using our currency exchange rate in force at the time.

14.2. M-DAQ is entitled to apply any and all payments it receives from or for your M-DAQ Multi-Currency Account in such manner and order and to such transaction as it may determine or select regardless of any specific appropriation made by you or any person making such payment(s).

15 Miscellaneous

15.1. M-DAQ may assign or transfer any of its rights under this Terms and Conditions and may delegate or subcontract the performance of any obligation (but not the liability for such obligation) under this Terms and Conditions. Unless expressly agreed by M-DAQ, Client may not assign its rights or obligations under this Terms and Conditions and any purported assignment shall be void.

15.2. M-DAQ may vary or amend the M-DAQ Multi-Currency Account at its sole discretion at any time. Any amendments to the M-DAQ Multi-Currency Account or products to which Client has been granted access will be displayed on the M-DAQ Multi-Currency Account or otherwise communicated to Client and Client shall be deemed to accept such amendment if it continues to access or use the M-DAQ Multi-Currency Account.

15.3. No failure or delay on the part of M-DAQ in exercising any right or remedy under this Terms and Conditions shall operate as a waiver of, or impair, any such right or remedy. No single or partial exercise of any right or remedy shall preclude any other or further exercise thereof or the exercise of any other rights or remedies. No waiver of any right or remedy shall be deemed a waiver or modification of any other right or remedy under this Terms and Conditions.

15.4. If any specific provision of this Terms and Conditions is held to be unenforceable, that determination shall not affect the validity of any other provision of this Terms and Conditions, and all such provision shall be interpreted to be enforceable to the fullest extent under Applicable Law.

15.5. Schedules, product agreements, and amendments may be incorporated by specific reference to this Terms and Conditions. The terms of those Schedules, Product Agreements, and amendments shall prevail if there is any inconsistency with this Terms and Conditions.

16 Governing Law and Jurisdiction

16.1. This Terms and Conditions and any non-contractual obligations arising out of or in connection with it are governed by, and shall be construed in accordance with, the laws of the Republic of Singapore.

16.2. Any dispute arising out of or in connection with this Terms and Conditions shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore; the Tribunal shall consist of three arbitrator(s); and the language of the arbitration shall be English.