STW Innovation Company Limited
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 email@example.com. 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.
3.1 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.
3.2 The subscription fee for the Services of a particular Term shall be paid on the first date of such interval as selected by you on the On-line Registration Form (or, in the event where the first date of such interval falls in a month without the date on which the Term is commenced, the most proximate date in such month). There may be one-off fees for certain Services (which may be provided by STW or other service providers) that you purchase, those will be charged at the effective date of your subscription of the same and from time to time when you purchase those Services at any time during the Term. All fees for Services are non-refundable once paid. STW may impose an interest of five percent (5%) per annum on any late payment.
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.
4.2 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 firstname.lastname@example.org.
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.
8.1 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