GENERAL TERMS AND CONDITIONS
1. ABOUT BRUC BOND
- Bruc Bond Pte Ltd, (“Bruc Bond”) a company incorporated in Singapore (Unique Entity Number: 201818626Z), with its registered office address at 36 Robinson Road #02-01, City House, Singapore 068877 holds a major payment institution license under the Payment Services Act (No 2 of 2019) (“PS Act 2019”) issued by the Monetary Authority of Singapore. Bruc Bond’s status as a major payment institution license holder is listed on the MAS’ Financial Institutions Directory by searching on the following link: https://eservices.mas.gov.sg/fid.
- The Bruc Bond System is a “business-to-business” online payment platform available on brucbond.com that allows you to use Bruc Bond Services to instruct payment transactions using your Bruc Bond Account.
2. SCOPE OF THE TERMS & CONDITIONS
- These Terms & Conditions govern the opening and use of your Bruc Bond Account and the Bruc Bond System and any other related payment services that you have access to as a registered user. Together with the Bruc Bond Privacy and Data Protection Policy as well as the Client Agreement for the provision of payment services concluded with you, they constitute the complete set of legal agreements between you and Bruc Bond. You (or “the User”) are advised to print and keep a copy of these documents for future reference. All capitalised words and expressions (if not defined herein) shall have the meaning respectively given to them in the Client Agreement.
- These Terms and Conditions, the Client Agreement, and the Bruc Bond Privacy and Data Protection Policy embody the entire agreement between you and Bruc Bond and there are no provisions, terms, conditions or obligations, oral or written, expressed or implied, other than those contained herein. All obligations of Bruc Bond and you to each other under previous agreements on similar services (if any) are hereby released, and overridden by the foregoing terms but without prejudice to any rights which have already accrued to either Bruc Bond or you.
- To the extent that there is any conflict or inconsistency between these Terms and Conditions, the Client Agreement, and the Bruc Bond Privacy and Data Protection Policy, the Client Agreement shall prevail, control, govern, and be binding upon Bruc Bond and you, but only to the extent of such conflict or inconsistency.
3. BRUC BOND SERVICES
- Your Bruc Bond Account is a payment account connected to your Bruc Bond System which, in addition to other functionalities, enables you to use the Bruc Bond Services including instructing payment transactions through your Bruc Bond Account, as well as converting currency.
- The funds transferred through the Bruc Bond Account remains under the control of Bruc Bond only for as long as necessary for operational and technical reasons to execute your transaction initiated via the Bruc Bond System. Delays in the execution of your transaction may result from timing (e.g. weekends and public holidays), missing or inadequate know-your-client (KYC) documentation, for Bruc Bond’s compliance with applicable law(s), or technical issues. Bruc Bond offers the following services:
- sending bank transfers to other bank accounts or payment service provider’s accounts either in the form of SWIFT transfers or local bank transfers where applicable;
- receiving bank transfers to the Bruc Bond Account from other bank’s or payment service provider’s accounts;
- opening the Bruc Bond Account for you through which all outgoing and incoming transfers will take place; and
- exchange of currency.
- Bruc Bond Services can be provided in SGD, AUD, EUR, GBP, USD, HKD, and other major global currencies offered by our global banking partners. Exchange of currency services will be provided only in relation to Bruc Bond Services when necessary. Please refer to section 6 on Fees for more information on the applicable rates and fees.
- Services in other currencies might be available – please inquire with the Bruc Bond team if such need arises.
- By accepting these Terms & Conditions you acknowledge that the Deposit Insurance Scheme and Policy Owners’ Protection Scheme administered by the Singapore Deposit Insurance Corporation Limited does not apply to your Bruc Bond Account. Bruc Bond strictly adheres to the legal requirements under the
PS Act 2019 which seeks to ensure the safety and integrity of compliant transactions.
- Pursuant to the PS Act 2019, any relevant money (as defined in section 23(14) of the PS Act 2019) in scope of Bruc Bond’s Services will be protected in accordance with the safeguarding provisions of the PS Act 2019. Further details on the safeguarding measures employed by Bruc Bond in respect of such relevant money will be provided to you separately in writing.
- Your Bruc Bond Account belongs to you, the legal entity agreeing to these Terms and Conditions and which is registered as a user(s) and the holder of the Bruc Bond Account, and has an account to use the Bruc Bond System. No person other than you will have any rights in relation to the funds being transferred through your Bruc Bond Account, except in cases of succession (when the User is a private person) in accordance with applicable laws. You may not assign or transfer your Bruc Bond Account to a third party or otherwise grant any third party a legal or equitable interest over it, without the prior written consent of Bruc Bond.
4. BRUC BOND ACCOUNT
- In order to use the Bruc Bond Services, you must first open the Bruc Bond Account. You may apply for an account on the Bruc Bond Website or by directly contacting Bruc Bond: Email: [email protected]; phone: +65 9337 0199; address: 36 Robinson Road #02-01, City House, Singapore 068877;
- As part of the signup process for the use of Bruc Bond System, you will need to:
- identify yourself under instructions of Bruc Bond based on applicable laws on prevention of money laundering and terrorist financing, including notably by filling out Bruc Bond's application form and submitting it along with required documents; and
- accept these Terms & Conditions and the Privacy and Data Protection Policy; and
- sign and accept the Client Agreement on provisions of payment services with Bruc Bond.
- After the due fulfilment of all actions listed above and subject to our internal Know-Your-Customer review process, Bruc Bond will create the Bruc Bond Account for you as well as grant you access to the Bruc Bond System in order to use Bruc Bond Services and execute Transactions.
- You will be given a unique username and password in order to access the Bruc Bond System. You may be given multiple usernames and passwords which may be designated to different Authorized Persons as appointed by you to access and transact under your Bruc Bond Account subject to the Fees set out in Appendix 2. An explicit approval by Bruc Bond is needed and a special fee applies if you request more than 2 usernames and passwords. Passwords will be provided to you during or after signing of the Client Agreement on provision of payment services. You will be required to change your passwords after they have been in use for at least 180 days.
- You must take all reasonable steps to keep the Bruc Bond Account password safe at all times and never disclose it to anyone. Bruc Bond personnel will never ask you to provide your password to Bruc Bond or to a third party. You must never allow anyone to access your Bruc Bond System or watch you accessing your Bruc Bond System. It is your sole responsibility to ensure the protection and security of your Bruc Bond Account password and access to your Bruc Bond Account at all times.
- You may only open one Bruc Bond Account unless Bruc Bond explicitly approves the opening of additional accounts.
- You may only open the Bruc Bond Account or enter into these Terms and Conditions or the Client Agreement or the Privacy and Data Protection Policy if it is legal to do so in your country of residence. By opening the Bruc Bond Account, you represent and warrant to Bruc Bond that your actions do not violate any laws, regulations applicable to you or your constitution, memorandum and articles of association, internal rules, corporate policies, or any contract you are bound by etc. You shall reimburse Bruc Bond against any costs and losses Bruc Bond incurs in connection with any breach of this section or of the Client Agreement or these Terms and Conditions or Privacy and Data Protection Policy as provided in the agreement.
- Bruc Bond may require you to provide any information or documents as Bruc Bond in its sole discretion determines necessary for Bruc Bond’s verification of your identity or compliance with applicable law or Bruc Bond’s internal procedures or investigations when you open your Bruc Bond Account and on an ongoing basis thereafter. All information or documents you have provided to Bruc Bond during the application process or any time thereafter must be accurate, complete and truthful. You must ensure that the information provided to Bruc Bond is always accurate and up to date and inform Bruc Bond about any change in the information and/or documents provided. Bruc Bond may ask you at any time to confirm the accuracy of your information or to provide additional documents or other evidence.
- You should check your Bruc Bond Account balance and transaction history regularly. You should report any irregularities you observe or clarify any questions you have as soon as possible by contacting Bruc Bond.
5. PAYMENT TRANSACTIONS
- Instruction for Execution of Transactions is done by placing Orders on the Bruc Bond System.
- Due to applicable laws on prevention of money laundering and terrorist financing, Bruc Bond may require you to provide Bruc Bond with the payee's details, contact details as well as information on relationships between you and the payee.
- In order to provide payment services, Bruc Bond may use third party intermediaries (i.e. banks and/or other payment service providers) to complete the fund transfer to the payee based on your instruction placed on the Bruc Bond System.
- Sending payments is subject to Fees (including currency conversion fees) set out in Appendix 2 of the Client Agreement depending on the type of payment transaction you Order us to execute.
- It is strictly forbidden to use your Bruc Bond Account for any illegal purposes including notably fraud and money laundering. Bruc Bond reserves the right to report any suspicious activity to the relevant competent authority without notifying you.
- Bruc Bond has a right at its sole discretion to refuse to accept any Order or execute any payment transaction when execution of such transaction violates or could violate the law or the scope of activities with the Bruc Bond Account or any other of your activities whether on the Bruc Bond System or otherwise. In case of such circumstances, Bruc Bond may have a respective legal duty set in the laws to inform the competent authorities hereof. Bruc Bond will not be liable against you or any third party for acting in accordance with Bruc Bond’s rights under this clause.
- Fees will be specified in an appendix of the Client Agreement (“Fee Appendix”). The fees will be actually deducted by Bruc Bond in accordance with the Fee payment schedule provided in the Fee Appendix.
- Fees payable by you will be deducted from your Bruc Bond Account balance and you hereby authorize us to do the same. If your Bruc Bond Account balance is insufficient to cover the fees, Bruc Bond may refuse to execute the Transaction or other payment.
- Such Fees may be deducted from any amount which you instruct Bruc Bond to convert into another currency as part of Bruc Bond’s currency conversion services.
- In the event you fail to make any payments due to Bruc Bond (i.e. fees), you shall pay interest in the amount of 4% per month, until repayment of overdue amount.
- Bruc Bond will apply exchange rates based on market rates quoted on the Bruc Bond System, which could change in real time due to the market conditions.
- The processing of any personal data you provide us is governed by Bruc Bond Privacy and Data Protection Policy which can be found on the Bruc Bond Website. Your agreement to these Terms and Conditions or the Client Agreement also signifies your agreement to the terms of the Privacy and Data Protection Policy. You should print and keep a copy of the Privacy and Data Protection Policy together with these Terms & Conditions.
- Subject to your consent, you will receive e-mail newsletters that will inform you about new product features, events, promotions, special deals etc. If you do not wish to receive any newsletters from us, you can opt out at any time by contacting Bruc Bond. Any e-mail newsletter you receive will also give you the option to unsubscribe from any future newsletter.
- Bruc Bond shall not be liable for any disruption or impairment of Bruc Bond Services or for disruptions or impairments of intermediary services on which Bruc Bond relies for the performance of its obligations hereunder, provided that such disruption or impairment is due to circumstances beyond Bruc Bond’s reasonable control or the control of the intermediary affected.
- Bruc Bond shall not be liable against you or any third party for any indirect or consequential losses including but not limited to loss of profit, loss of business and loss of reputation. Bruc Bond shall not be liable against you or any third party for any losses arising from any action that Bruc Bond takes as Bruc Bond in its own sole and absolute discretion deems necessary for Bruc Bond’s compliance with legal and regulatory requirements.
- Bruc Bond obligations are limited to providing you with a payment account and related payment services as agreed within the frame of the Client Agreement
- Bruc Bond shall not be liable for the assessment or payment of any taxes, duties or other charges that arise from the underlying commercial transaction between you and any third party.
- You agree to indemnify, defend, reimburse or compensate Bruc Bond and hold Bruc Bond and any of Bruc Bond’s related corporations harmless from any claim, demand, expenses or costs (including legal fees, fines or penalties) that Bruc Bond incurs or suffers due to or arising out of your breach of these Terms & Conditions, the Client Agreement, or the Privacy and Data Protection Policy, breach of any applicable law or regulation and/or use of the offered services. This provision shall survive termination of the relationship between you and Bruc Bond.
- The Bruc Bond Account and your Bruc Bond System and these Terms and Conditions may be terminated immediately by Bruc Bond without notice in one of the following events:
- you fail to make any payment which is due including Fees in accordance with the Client Agreement;
- you are in breach of any relevant statute, law, regulation or instruction/direction of public authority (including but not limited to the Monetary Authority of Singapore);
- any part of the Client Agreement or these Terms and Conditions concluded between Bruc Bond and you become unlawful for Bruc Bond for any reason;
- the Client Agreement is terminated;
- you are unable, or know that you will unable or intend to be unable, to pay your debts as they become due, or have a bankruptcy petition filed against you or any of the events specified above or anything analogous to them occurs under the laws of any applicable jurisdiction;
- Bruc Bond in its sole discretion decides that you no longer meet the Bruc Bond clients’ profile;
- you breach any representation or warranty provided in the Client Agreement or these Terms and Conditions and/or hereof or you fail to provide any information or documents required by Bruc Bond, or any information or document you provide to Bruc Bond is false, misleading or incomplete in any respect;
- Bruc Bond has a reason to believe that you are in any way involved in any fraudulent activity, money laundering, terrorism financing or any other criminal or illegal activity;
- any other reason specified in the Client Agreement concluded between Bruc Bond and you.
- Bruc Bond may suspend the use of the Bruc Bond Account and the Bruc Bond System if Bruc Bond reasonably suspects your Bruc Bond Account and Bruc Bond System have been used or are being used without your authorisation or fraudulently.
- You and Bruc Bond are entitled to terminate the Bruc Bond Account and the Bruc Bond System, by terminating the Client Agreement in accordance with clause 10.4 of the Client Agreement (including the requirement for prior 30 (thirty) days written notice and subject to payment of any expenses or Fees specified in the Client Agreement.
10. CHANGES TO THE TERMS & CONDITIONS
- These Terms & Conditions and any additional terms and conditions that may apply to the legal relationship between Bruc Bond and you are subject to change at the sole discretion of Bruc Bond. Changes will be implemented with a prior notice from Bruc Bond under the procedure set forth in this section.
- Bruc Bond shall inform you in a written notice about any change of the Terms & Conditions no less than 5 (five) business days before the intended change takes effect. Bruc Bond shall give notice to you of any change by sending an email to the primary email address registered with your Bruc Bond System.
- In case you disagree with the change, you can terminate your Bruc Bond Account, Bruc Bond System and the Client Agreement as provided for under the conditions set forth in the Client Agreement.
- If you continue to execute any Transaction or make any Order or take any other action using your Bruc Bond Account, or if you do not terminate your Bruc Bond Account, Bruc Bond System, and the Client Agreement as above-mentioned, you shall be deemed to have accepted the relevant changes.
11. COMMUNICATION AND NORMAL BUSINESS HOURS
- Bruc Bond contacts you via e-mail or mobile phone. For this purpose, you must at all times maintain at least one valid email address and one mobile phone number in your profile on the Bruc Bond System. It is your sole responsibility to promptly update Bruc Bond of any changes to your email address and mobile phone number which may be done through the Bruc Bond System.
- Bruc Bond communicates in English. Besides, Bruc Bond accepts communications made only in English. Documents or communications in any other languages are for convenience only and shall not constitute an obligation on Bruc Bond to conduct any further communication in that language
- You may contact Bruc Bond at any time by e-mail at [email protected]; or by post 36 Robinson Road #02-01, City House, Singapore 068877; or by phone at +65 9337 0199 during our business hours from 9am to 5pm on weekdays (Mondays to Fridays), other than on gazetted public holidays.
12. OTHER PROVISIONS
- These Terms & Conditions, Privacy and Data Protection Policy and the Client Agreement shall be governed by and enforced in accordance with the laws of Singapore.
- If any part of these Terms & Conditions is found by a court or tribunal of competent jurisdiction to be invalid, unlawful or unenforceable then such part shall be severed from the remainder of the Terms & Conditions, which shall continue to be valid and enforceable to the fullest extent permitted by law.
- The Parties undertake to exert their best efforts to resolve any disagreements or disputes regarding this Agreement between them through bona fide parley and mutual agreement. The Parties must seek to find a mutual agreement within thirty (30) calendar days. Any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or invalidity thereof, shall be finally settled only and exclusively by arbitration in the Singapore International Arbitration Centre in accordance with the SIAC Rules. The number of arbitrators shall be 1. The place of arbitration shall be Singapore, the language of arbitration shall be English. The law of Singapore shall be applicable to the dispute.
- The arbitration process and all of the documents and records related to it shall be kept in strict confidence. Both parties agree to continue to act in good faith in order to continue to provide the Clients with the Services, regardless of any dispute between the Parties.