Effective from 01 April 2020
This Terms of Service govern the use of Kalpha’s platform and services, and applies to all users of Kalpha, including but not limited to learners, sharers, sponsors, or providers of content and information. Please make sure that you read the whole of these terms and conditions, as these terms shall be construed as a legal contract (the “Agreement”) between you, the User (“You” or “Your” or “User”) and Kalpha Private Limited, a company registered and incorporated in Singapore (“Kalpha” or “Company” or “We” or “Us” or “Our”) and all the available services and content of Kalpha’s web-based domain (www.kalpha.io) and mobile application that is available on Android Play Store and Apple App Store (collectively termed as the “Platform”). Your continued use of Kalpha’s mobile platform, includes but not limited to browsing, listing, messaging and transacting on the Platform, constitutes your acceptance of all terms of this Terms of Service.
- DEFINITION OF TERMS
The following terms are used throughout this Agreement and are elaborated for you to understand the precise definitions of the said terms:
- “Kalpha Private Limited” (also “Kalpha”, “Company”, “We”, “Us”, “Our”) shall represent Kalpha Private Limited, a company registered and incorporated in Singapore.
- “Platform” shall represent Kalpha’s web-based domain (www.kalpha.io) and mobile application that is available on Android Play Store and Apple App Store.
- “Services” shall represent the services that Kalpha provides on the Platform which allow Learners and Sharers to chat in-app and arrange with each other to meetup for learning and sharing of Skills from each other. Refer to Section 3 “Scope of Services” for details.
- “Users” (also “You”, “He”, “She”, “Their”) shall represent members of the Platform, including but not limited to, individuals and organisations, and Learners and Sharers. Note that individuals can be a Learner and Sharer simultaneously.
- “Learners” shall represent individuals including but not limited to, students, seekers and applicants, who learn skills from Sharers.
- “Sharers” shall represent individuals including but not limited to, educators, teachers, coaches, experts, professionals and enthusiasts, who impart, teach and share their Skills with Learners.
- “Skills” shall represent any skill, knowledge and experience that Sharers impart and share with Learners.
- “Sessions” shall represent sharing sessions that are arranged through the Platform and conducted in person between the Learners and Sharers.
- “Listings” shall represent postings of Sessions that Sharers place on the Platform.
- “Administrative Fee” shall represent a commission fee that Kalpha charges Sharers to cover payment gateway and administrative charges for each paid transaction.
- “Sponsors” shall represent carefully selected third parties, individuals or organisations, that paid fees to post advertisements (also “Sponsored Advertisements”) on the Platform with the objective of advertising its products and/or services to the Users.
- SCOPE OF SERVICES
Kalpha is an online platform that operates through a web-based domain (www.kalpha.io), and a mobile application (collectively termed as the “Platform”) that is available on Android Play Store and Apple App Store. Kalpha does not directly offer any services to you, but merely acts as a technological avenue for Learners and Sharers to connect, and arrange through the Platform, to meetup for learning and sharing Skills (also “Services”).
Sharers can post Listings with descriptions and details of the Skills that they wish to share. Listings posted by Sharers are not guaranteed by the Platform to receive any interests or engagement from any Learner. Learners can browse the Listings and engage any Sharer for Sessions. Sessions posted can be free or charged at a fee, prevailing of any Administrative Fee imposed by the Platform, where the payment is agreed by both the Learners and Sharers.
- RULES OF ACCEPTABLE USE
You shall abide by this Terms of Service on all instances when accessing, interacting and navigating through the Platform. You and your account may face suspension or permanent ban and/ or deletion of your account if you use the Services for unintended purposes, which include but not limited to:
- Take any actions including but not limited to posting of any content/ images/ videos or contacting other Users in a manner that is inappropriate, offensive, violence, vulgarities, abusive, insulting, obscene, sexual, nudity or any vices and unethical or illegal acts.
- Upload any content that violates any privacy, copyright, trademark or other intellectual property rights.
- Upload any harmful software such as malware, viruses, phish, spyware.
- Share inappropriate website links and/ or third party links without authorized permission from Kalpha on the Platform.
- Contact other Users to poach them over to your platform including but not limited to businesses, organisations or groups.
- Promotion of sales of products or non-learning related services.
- Collect any information of other Users without their consent.
- Upload misleading content to induce viewership, including but not limited to mispricing of the Session and uploading of Listing in an inappropriate category
- Mislead other Users with information that is false and ambiguous for personal interest, including but not limited to false name, profile photo which does not reflect the User themselves, and false User history and background.
- Impersonate as a Sharer or Learner with a false persona.
- Receive complaints, reports or testimonials from other Users about inappropriate content, behaviours or actions.
- Claim monetary compensation offline after the Session instead of electronically via the Platform.
- Use a free account instead of paying a fee for use of the Platform as a business.
- Use the Services to share contents that are of religious nature and affiliate/ social/ network/ multi-level marketing purposes.
- Violate, with or without intentions, any applicable laws, rules or regulations pertaining to the use of the Services, including but not limited to fraud, hacking, theft and defamation.
- Commit any act that circumvents the Platform’s intended processes, including but not limited to avoiding paying any applicable fees or promoting your business, individual or organisation, through a Listing instead of a Sponsored Advertisement.
- Use the Services for any purpose that it is not designed for.
- SERVICES ACCESS
To be eligible as Users to use the Services, you acknowledge and agree that:
- Users are recommended to be of the legal age of 18 years or older. You shall declare that you are of legal age or under the supervision of a guardian/ parent that is of legal age. Kalpha reserves the right to deny access to the Platform by applicants under the legal age of 18. Kalpha is not obligated to deny any Users access upon recommendation of any particular Users.
- Kalpha has exclusive right and is entitled to deny any User access based on Kalpha’s sole discretion, for events including but not limited to performance of unlawful activities and performance of activities reasonably deemed by Kalpha to be detrimental and/ or harmful to the Platform and the other Users.
- Users must be capable of making an online payment through the means of a credit/ debit card whenever necessary. If not, Kalpha reserves the right to deny access to Users on the Platform.
Kalpha believes that non-certified professionals are qualified to share their Skills. Passionate individuals adept with any particular Skill are allowed to use the Platform to share their Skill. For Sharers, you acknowledge and agree that:
- You have sufficient knowledge and capacity to impart your Skills to your potential or actual Learners, as per stated in your profile and Listing. For specific Skills that require special licenses to be eligible for teaching or sharing, you are warranted to have such necessary licenses to share these Skills with the Learners.
- You do not need to submit any proof of certification to Kalpha. Hence, you are strongly recommended to elaborate on your real-life experiences and expertises with accurate, relevant and detailed descriptions and images in your profile and Listing.
- You have to display your real name and photo along with personal descriptions in your profile as Learners are more trusting when they review real information of the Sharers.
- Kalpha does not verify, endorse, represent, guarantee or liable for the completeness, accuracy and/ or truthfulness of your information and quality or performance of your Session. Kalpha does not have any control of such disclosed information. You are responsible to provide complete, accurate, truthful and up-to-date information.
- If you represent an organisation, you are not allowed to post Listings as a Sharer, but are required to post Sponsored Advertisements as a Sponsor. Kalpha has the right to retroactively charge you fees dating from the time you have started using the account. You and your account may be suspended, terminated and/ or terminated from the use of the Services, based on Kalpha’s sole discretion.
At Kalpha, we organise marketing and communication programmes, including but not limited to giveaways, contests, campaigns and leaderboard rewards. Prizes may be given out to you in appreciation of your participation.
- Kalpha reserves the right to determine eligible entries, amend or terminate any parts of the programmes at any time at its sole and absolute discretion. Each person is entitled to one entry and is not allowed to create multiple accounts to enter the programme.
- Kalpha reserves the right to substitute the prizes without prior notice. Prizes are neither transferable nor exchangeable for cash. For prizes that are related to third party vendors, for example shopping or gift vouchers, you have to abide by the respective terms and conditions of the vendors.
- Eligible participants for receiving the prizes will be notified by direct message through Kalpha or email, and are required to show proof of identity for collection of prizes. Should the prizes be delivered through any other means other than in-person collection, Kalpha shall not be held responsible for any prizes that are damaged, lost, or otherwise compromised in transit. Prizes will be forfeited if not collected within the time frame given via the notification.
In relation to the creation and maintenance of your account, you acknowledge and agree that:
- You are responsible for all activities conducted under your account. All activities performed by the account is restricted only to the registered User. Sharing of accounts is strictly prohibited. You are not allowed to set up more than one account, transfer or sell your account to another party.
- You need to provide complete, accurate and truthful account information and keep this information up-to-date in the Platform, including but not limited to your real name, photo, personal description and background.
- The Platform has an option for Users to verify their real identity with us where they will be awarded with a “Kalpha Verified” badge in their profile. If you wish to be verified, you need to provide complete, accurate and truthful information about your identity.
- In any possible circumstances and event, Kalpha will never inquire about your account information such as password through email, phone call or any other medium. You are responsible to safeguard your own username and password. In the event of disclosure of account details to third parties, please change your password and if necessary, and consider reporting the disclosure to us.
- The Platform is free to use for all Users, provided that you are not an organisation which is obligated to pay a fee for use of the Platform as a Sponsor.
- Kalpha does not control or supervise, and is not responsible for the information provided, inquiries, engagements and other interactions between Users and accounts.
- NO ENDORSEMENT
Kalpha does not verify, endorse, represent, guarantee or is liable for any information provided by any Users on the Platform, including but not limited to Listings, profiles and chat conversations, to be complete, accurate and/ or truthful as Kalpha does not have control of such personal information. Kalpha also does not guarantee that Users are authentic and real, and that Users will perform to the best interest of other Users, and/ or will not perform unlawful acts.
Kalpha has no control and does not guarantee the actions and performance of both the Learners and Sharers and their Sessions. All liabilities pertaining to their engagements, including but not limited to contacting, meeting and payment, between both the Learners and Sharers shall be directly transferred to the respective party. Kalpha accepts no liabilities pertaining to the lack of assistance, and lack of payment, and quality or attendance or actions of Users.
- FEES, COMMISSIONS AND PAYMENTS
When both Learner and Sharer have confirmed the Sharing Session via the in-app chat conversation, Session Fee will be deducted from the Learner’s credit/ debit card and withheld by Kalpha. Session Fee less Administrative Fee, are only released to the Sharer’s wallet after the session has successfully ended and where both parties acknowledge present in their attendance for the transaction to be processed.
The Sharer can withdraw the balance, with a minimum withdrawal amount of S$10.00. The amount will be credited via either PayNow or Bank Transfer where the Sharer has to provide the necessary payment details via the Platform. Withdrawals are processed every Wednesday on a weekly basis. Kalpha requires approximately 3 to 5 working days to process fund transfer.
An Administrative Fee of 15.00% will be applied to successful paid transactions only, where the fee covers payment gateway cost and administrative charges. No administrative fee will be applied to free Sessions.
You acknowledge and agree that:
- The Administrative Fee indicated by Kalpha is final, until or unless otherwise indicated. Kalpha reserves the right to amend the Administrative Fee, either temporarily or permanently, without prior notice to Users based on Kalpha’s sole discretion. Users are compliant to the amendment of Administrative Fee without any notifications by agreeing to this Terms of Service.
- The Administrative Fee will be imposed for all transactional activities regardless of any situation and circumstances faced by Users. Transactional activities are deemed as remittance of funds through the Platform where bank fees and surcharges apply.
- You are prohibited to abuse the system by indicating a free Session as a Sharer and then solicit cash payment thereafter. If discovered by Kalpha, an investigation may be conducted and law enforcers/ authorities may be notified to prevent similar occurrences. Kalpha reserves the right to blacklist Users who abuse the system and deny access from the Platform in future.
- Kalpha reserves the right to change the payment dates to Sharers, either temporarily or permanently, without prior notice to the Users. Kalpha does not guarantee that Learners’ payments and/ or Sharer’s Session fees will be debited/credited as per the Payment Policy respectively.
- Any tax imposed on the Platform, to the maximum extent permitted by law, will be transferred to you for the Services rendered.
8.2. PAYMENT SERVICES
By providing your payment information on the Platform, you acknowledge and agree that:
- You agree to authorise Kalpha and the Payment Service Providers to process the Payment Services including but not limited to performing, refunding and/ or receiving payments according to this Terms of Service.
- You are legally authorised to provide valid payment information to us.
- You are legally authorised to perform and/ or receive payments from the valid account(s) you have provided to us.
- You have sufficient funds or credit in your account(s) to perform payments using such account(s).
- You shall bear all fees that may be charged by the Payment Service Providers and/or your respective financial institutions, if any.
Kalpha engages carefully selected third parties to place Sponsored Advertisements on the Platform based on Kalpha’s sole discretion. Sponsored Advertisements may lead Users to other sites, platforms and/ or mediums. You are strongly recommended to take precaution and peruse Sponsored Advertisements disclaimer before engaging its services. Kalpha does not hold any responsibility beyond the scope of the Platform and shall not be held liable to represent or endorse any Sponsors.
- REVOKING OF ACTIONS
You are responsible for your own action(s) while using Kalpha. You are not allowed to revoke your actions related but not limited to transactional matters, confirmation of Sessions and chatting with other Users. Kalpha shall not be liable for any mistakes made by the Users. If remedies of such actions incur any relevant cost, Users shall bore them instead of Kalpha.
You hereby grants Kalpha a non-exclusive, non-revocable, perpetual, royalty-free, and fully assignable right and license to use, publish and communicate to the public, change any uploaded content to the Platform, including but not limited to texts, images, video files, audio files and drawings (collectively termed as the “Media”) to the fullest extent allowed by applicable law.
Kalpha hereby grants you a limited, temporary, non-exclusive, revocable (with or without cause), non-transferable right and license to use the Platform and Services, including but not limited to engaging with other Users and gathering the information you use for your own private, non-commercial and non-corporate purposes.
- COPYRIGHTS, TRADEMARKS AND INTELLECTUAL PROPERTY
You acknowledge and agree that all copyrights, patents, trademarks, and other intellectual property rights shall remain the property of Kalpha and you are not granted any of these rights. All assets such as logo, name, relevant information and details of Kalpha are subjected to Kalpha’s copyrights and trademarks. You are not allowed to use any of Kalpha’s copyrights and trademarks in any manner, including but not limited to advertising, publicity or other manners, without seeking permission for usage from Kalpha. The definition for seeking permission from Kalpha means to explicitly indicate the intention of use of trademarks and/ or contents, and receive valid authorised written consent with signature from Kalpha for its intended purpose only.
- PRIVACY AND INFORMATION PROTECTION
Your access shall be restricted and/ or terminated by Kalpha in event(s) including but not limited to you being non-compliant of this Agreement and where Kalpha reasonably believes that you are acting in any harmful and/or illegal ways towards Kalpha, other Users and any other third party. The termination will apply to this whole Agreement but some clauses may survive the termination.
To the best of Kalpha’s capabilities, Kalpha seeks to ensure the availability of the Platform and Services. Kalpha does not guarantee the availability and shall not be liable for not providing availability in event(s), including but not limited to downtimes due to situations beyond Kalpha’s control, or unexpected downtimes or regular maintenance downtimes.
Kalpha shall have the right, but not the obligation, to participate in disputes between Learners and Sharers, if any. Kalpha shall, with due diligence, investigate the dispute and objectively resolve the problem within its legal boundaries. In addition, if required, Kalpha shall mediate the parties involved and continually seek to resolve any disputes peacefully. And only if disputes cannot be resolved, Kalpha shall hand the case to the relevant governmental bodies for resolution without further involvement. Only if necessary, Learners and Sharers are then recommended to introduce legal tools for mediation and arbitration.
- NO WARRANTY
You acknowledge and agree that the Services are provided solely on an “As is” and “As available” basis, and your use of the Services is at your sole discretion and risk. Kalpha does not represent or warrant that: the Platform and the Services are error-free or uninterrupted in any way, and any engagements, quality of the Sharers, performance of the Sharers, payment of Learners, conduct of the Learners and Sharers, legality or regularity of any offered services between Users, which are displayed, available or accessible through the Platform. You shall assume all liability for damages as a result for a false, misleading or wrong description of Sessions, information of Users or any other related information.
All conditions, representations and warranties, whether written, oral, express, implied or statutory, including but without limitation, any implied warranties of merchantability, satisfactory quality, suitability, non-infringement, fitness for a particular purpose with regard to the use, misuse or inability to use the Services and the Platform, are hereby excluded and disclaimed to the maximum extent permitted by any relevant future or present law.
- LIMITED LIABILITY
In no event shall Kalpha, its affiliates, partners, licensors, shareholders, employees, independent contractors and agents, and/ or all other associated partners be liable for any abnormal occurrence of circumstances and events that results in a non-favourable interest to the Kalpha and/ or the Users through the use of the Services.
Abnormal occurrence of circumstances and events includes but not limited to the loss of connection to the Platform, Platform’s server and system issues, and any similar events that deems the Platform unavailable. Further, abnormal occurrences are also deemed as incidences, damages and consequential damages resulted from engaging services from other Users on the Platform, including but not limited to, performance or non-performance of any services engaged between Users through the Platform, and the conduct and actions of Users whether online or offline. Non-favourable interest may include but not limited to the realized or potential loss of profit, physical or psychological harm, loss of data, and loss of content. Even if the damages were foreseeable and/or if Kalpha was advised of the possibility of such damages, you hereby agree to assume total responsibility and all liability from using the Platform and the Services. Where applicable law may not allow the limitation or exclusion or liability or incidental or consequential damages, Kalpha’s aggregate liability arising out of or in any related to these terms shall not exceed the amount in Singapore Dollars received by Kalpha that is paid by such User.
You also acknowledge and agree that the only right related to any problems or dissatisfaction with the Services is to request for termination of your account and/ or discontinue the use of the Services, along with the deletion of your information. You shall use the Platform and the Services, and/ or engage other Users at your sole discretion and risk.
- PLATFORM INDEMNITY
You agree to keep Kalpha, its affiliates, partners, licensors, shareholders, employees, independent contractors and agents, and/ or all other associated partners, indemnified from claims of loss and/ or damage from any activities in the course of the use of the Platform and Services, including but not limited to your upload of content in your profile and Listing, your use of your account, your breach of these terms and your violation of any applicable laws. Any disputes which result in claims between Learners and Sharers, directly or indirectly, shall be relieved from Kalpha and the Platform. Similarly, efforts to resolve disputes are too relieved from Kalpha. All non-authorized use of the Platform and Services which result in problems and disputes are also beyond the obligation of Kalpha and hence, indemnified.
You acknowledge and agree that any breach of this Agreement regarding intellectual property, trademarks and/ or copyright may constitute potential or immediate harm to Kalpha, its affiliates, partners, shareholders, agents, licensors. In such an event, Kalpha shall be entitled to seek injunctive relief without any other requirements or requisites. In cases that any legal action is raised, Kalpha may seek for relief, and the prevailing party may seek reasonable legal costs, attorney fees, and other costs.
- GOVERNING LAW
You agree this Agreement is governed by the applicable laws of Singapore and that the Singapore courts shall have non-exclusive jurisdiction over any cases related to this Agreement.
Kalpha does not represent the best interest of any of the parties and shall not be obligated to participate in any kind of arbitration, claims, litigation, counterclaims, or other dispute, legal or non-legal, between the Users.
If any provision of this Terms of Service is interpreted or held to be invalid or unenforceable, all remaining provisions of this Terms of Service remain enforceable and remain in effect for all purposes.
- NO WAIVER
Any delay or failure by Kalpha to exercise a right or perform an obligation in relation to the terms of this Agreement, shall not be constructed as a waiver to exercise such right or perform such obligation. Thereafter Kalpha shall be able to exercise such rights or perform such obligation at any time. The waiver of a breach of the terms to this Agreement shall not constitute a waiver of any subsequent breach.
You may not assign any of your rights or obligations to other Users or third parties, without Kalpha’s expressed and explicit consent. Kalpha is allowed to assign this Agreement to another third party at any time.
- FORCE MAJEURE
Any delay or failure in the performance of any duties or obligations of Kalpha caused by events including but not limited to shortage of materials, fire, earthquake, flood, epidemic, pandemic or any other event beyond the control of such party shall not be considered a breach of this Agreement. Kalpha shall use reasonable efforts to notify the other party of the cause of such delay and to resume performance of the duties or obligations as soon as possible. In such events, you are not exempted from your expected duties or obligations such as payments.
- REVISIONS OF TERMS OF SERVICE
Kalpha reserves the right to change any part of the Platform and this Terms of Service. Any change shall be addressed and updated as per Kalpha’s sole discretion. If Kalpha believes that the changes are significant, you shall be notified in the best possible ways. Best possible ways are defined as an announcement on the Platform, Electronic Direct Mail (EDM) and push-notifications. You are recommended to peruse and understand any of the changes and abide by the new Agreement. If any conflict of interest or disagreement occurs due to the amendment, you can notify Kalpha to discontinue your account. Without any confirmation to agree to the changes, you are automatically deemed as you understand and consent to the changes.
- THIS AGREEMENT
The terms in this Agreement are construed as final to all Users and relevant parties respecting the subject matter. This Agreement supersedes all prior discussions, in writing or oral, respecting the terms and conditions set forth.