STW
Innovation Company Limited
PAYMENT
TERMS
This is a legally binding
document (the “Payment Terms”) which sets out how you should
pay for STW Innovation Company Limited (“STW”)
under the “赏游–Shake to win” terms and conditions entered into between you and STW
regarding the use of the website platform “赏游–Shake to win” operated and maintained by STW (the “T&C”). If you have any
questions about the Payment Terms, or require further information before
agreeing to them, you should speak to your contact person at STW or contact us
via the email comm@shaketowin.net. Unless otherwise defined, capitalized terms have the same meanings as
defined in the T&C.
1.
Contract term
1.1 The Services are subscription-based and your
subscription of the Services (including any Basic Feature, Additional Feature and
Ad hoc Service which you have subscribed for in accordance with the terms and
conditions of the T&C) shall last for such period as selected and indicated
by you on the On-line Registration Form or as varied under Clause 4.2 of the
T&C (which shall either be one (1) month, six (6) months or twelve (12)
months) and shall be renewed for every such period as selected and indicated by
you thereon thereafter. For the avoidance of doubt, the Term shall be renewed
at the same date on which the On-line Registration Form is submitted by you to
STW at every one (1) month, six (6) months or twelve (12) months period (as the
case may be) (or, in the event where the end of the Term falls in a month
without such date, the most proximate date in such month.
2.1 Unless you notify us in writing of your
decision not to renew your subscription or to vary any of the Basic Features,
the Additional Features or Ad hoc Services which you have subscribed for at
least fifteen (15) calendar days before the renewal date of the succeeding Term
(to be determined in accordance with Clauses 3.3 and 4.2 of the T&C), your
subscription for the Services will be automatically renewed.
3.
Payments
3.1 Your subscription fee (save and except the
payment for any Ad hoc Service which shall only be paid at the commencement of
each Term if not being unsubscribed in accordance with Clause 4.2 of the
T&C) shall be paid at such interval as selected and indicated by you on the
On-line Registration Form (which may be on a monthly basis, semi-annual basis
or annual basis) in accordance with the payment methods under Clause 4 with the first payment date being the
Commencement Date, subject however that you may only choose to pay your
subscription fee on an annual basis if the Term of your subscription is of the
length of twelve (12) months. STW is not obliged to, but may offer you certain
discount at its sole and absolute discretion if you choose to pay your
subscription fee on a semi-annual basis or annual basis.
3.3 Subject to Clause 2, by the end of the Term, the subscription
will be automatically and immediately renewed on such interval as selected and
indicated by you on the On-line Registration Form or as varied under Clause 4.2
of the T&C at the then-current fee and payment intervals, with any
adjustment to the Fee Schedule made by STW in accordance with the T&C and
any change to the Basic Features and Additional Features which you have
subscribed for.
3.4 You may opt to unsubscribe/subscribe for
some or all the Services and/or to terminate your Vendor User Account by giving
written notice to STW of no less than fifteen (15) calendar days before the
renewal date of the succeeding Term for such change to take effect from the
upcoming Term. In the event where such written notice is given less than fifteen
(15) calendar days before the renewal date of the succeeding Term, such change
shall only take effect from the renewal date of the Term after such succeeding
Term.
3.5 STW reserves the right to change, amend,
modify or increase the Fee Schedule (including but not limited to adding or excluding
or suspending any of the Services available thereon or making changes, amendment
or modifications to any of the Services listed thereon) and the fee of any Ad
hoc Service at any time. Any change to the Fee Schedule and the fee of any Ad
hoc Service will be posted on the Website Platform no later than fifteen (15)
calendar days before relevant changes are to take effect. Your use of any of the
Services and/or the Website Platform following any update to the Fee Schedule or
the fee of any Ad hoc Service is considered to be your acceptance of any such
changes.
3.6 You agree to promptly pay all fees
associated with or incurred by your Vendor User Account and the Services
received by you (if any) as they fall due.
4.1 For users¡¯ convenience, SWT
offers the following two payment methods for you to pay for your subscription
fee for the Services:-(a) payment by credit card; and (b) payment against
invoice.
4.2 Payment
by credit card - By choosing to pay your subscription fee by
credit card, you explicitly authorize STW to charge the applicable recurring
fees based on the Fee Schedule to your credit card or your bank account on each
payment date (to be determined in accordance with Clause 3.2. You further authorize STW to use any third
party at its choice to process the payment, and to give your consent to STW¡¯s disclosure
of your credit card and bank account information to such third party.
4.3 Payment
against invoice _ By choosing to pay your subscription fee
against invoice, STW shall invoice you no earlier than five (5) calendar days before
each payment date (to be determined in accordance with Clause 3.2) for the outstanding
payables in relation to your subscription of the Services for the relevant
interval, and you shall settle the invoice within fourteen (14) calendar day
from its issuing date.
5. Sales tax
5.1 The fees listed out in the Fee Schedule and
the fee for any Ad hoc Service are exclusive of taxes and any tax arising from
or associated with the transactions as contemplated under the T&C
(including that arising from or associated from your subscription for the Basic
Features) shall be solely borne by you.
6.
Your details
6.1 You must keep your contact
information, billing information and credit card information up to date and
inform STW of any change to such information in a timely-manner to avoid any
invalid payments.
6.2 You may update any of your contact
information, billing information and credit card information (including a
change to your credit card) through the Website Platform or by contacting STW
directly by email on comm@shaketowin.net.
7.
Invalid payments
7.1 If a payment cannot be successfully settled
due to any reason including but not limited to expiration of your credit card,
insufficient funds in your credit card or bank account or otherwise, you shall remain
responsible for any unsettled subscription fee of the Services you have
subscribed for. STW may, at our sole and absolute discretion, to:- (a) continue
billing your credit card (or a different credit card provided by you); (b) invoice
you for the deficient amount; and/or (c) suspend your Vendor User Account and
restrict your access to the Platforms and your use of any of the Services until
a thorough investigation has taken place to STW¡¯s satisfaction, or to modify,
deactivate or terminate your Vendor User Account or the T&C.
8.
Miscellaneous
8.1 The Payment Terms shall be governed by and
construed in accordance with the laws of Hong Kong.
8.2 STW may amend the Payment Terms from time to
time by posting the updated Payment Terms on our website. If STW makes any
material changes to the Payment Terms, STW will notify you by notification on
the Website Platform or by email to your email address registered with us. Your
use of the Services and/or the Website Platform following any update to the
Payment Terms is considered to be your acceptance of any such changes.
8.3 You shall from time to time execute and
deliver or cause to be executed and delivered all such further documents and
instruments and do or cause to be done all further acts and things as STW may,
from time to time after the Commencement Date, reasonably require as being
necessary or desirable in order to effectively carry out or better evidence or
perfect the full intent and meaning of the Payment Terms.
8.4 The insertion of headings into the Payment
Terms as well as the division of the Payment Terms into sections and
subsections is for convenience of reference only and is not to affect the
construction or interpretation of the Payment Terms.
8.5 Failure or delay in exercising a right will
not constitute a waiver of that right. STW will not be deemed to have waived
the exercise of any right that it holds under the Payment Terms unless such
waiver is made in writing.
8.6 If any provision of the Payment Terms is
determined to be unenforceable for any reason, such portion of the Payment
Terms will be severed and the remaining provisions will continue in full force
and effect without impairment.
8.7 The rights and obligations hereunder may not
be assigned by you without the prior written consent of STW, which consent may
be withheld in the sole and absolute discretion of STW. Any attempt to assign
any of the rights, duties, or obligations of yours without such written consent
from STW will be considered void and you will remain responsible and obligated
for and under the Payment Terms.
Last updated
: 13 January 2020