T&C Policy Approval Date: 24 Nov, 2022
This Terms of Use was updated on and its effective date is: 24 Nov 2022. These Terms of Use (these "Terms") are a binding contract between you and Nas Education Pte Ltd (hereafter "we", "us", "our", "Company", "Nas.io" or "Nas Company") regarding your use of our web service and mobile application, specifically including each Nas Community you create or join (collectively the "Service"). By accessing or using our Services, you agree that you have read, understood, and agree or consent to be bound by these Terms and our Privacy Policy. If you do not agree with or consent to being bound to any of the Terms or our Privacy Policy, you should not use our Services.
1. Use of Service
A. How It Works
We enable individuals or organizations to create or participate in a community (with a series of events, videos, resources, and chat) dedicated to an interest, passion, identity, or individual (a "Community") for free ("Free"), for a fee ("Paid"), by application ("By Application") or gated access verified through tokens or other forms of identity that the Company offers ("Gated"). People / Organizations who create a Community ("Community Creators") do so to invite in people ("Members") to connect with each other, to message, and to exchange information and content. Community Creators have the ability to, among other things, assign their own personnel who will help them to run their community if required ("Community Managers"), upload curated content, invite Members, control the activities they organize in their Community.
B. Who can use Nas Community?
You must be at least the age of majority in the state or country where you live to create or participate in a Community. If you are using the Service on behalf of any person, you represent and warrant that you are authorized to accept these Terms on such person's behalf and that such person agrees to be responsible to us if you or such person violates these Terms.
C. Registration
You will set up an account in order to join and/or participate in a community. When you set up a profile with any Community, we treat registration information according to our Privacy Policy. Your name and contact information will be made available to your Community Creator and its assigned Community Manager(s). You are responsible for maintaining the confidentiality of your password.
D. Privacy
Our privacy practices are set out in our Privacy Policy, which is part of this Agreement. By joining a Nas Community, you are sharing personally identifiable information with your Community Creator, Community Manager(s), other Members, and the Nas Company Team.
E. Guidelines
When you create or join any Community, you agree to follow the Nas.io Guidelines at all times. You explicitly agree to the following conditions when using our Service:
No violation of laws or regulations or violation of intellectual property or personal rights of others.
No violence, threats of violence, or threats of harm.
No harassment or attack of a person or a community based on attributes such as race, ethnicity, national origin, sex, gender, sexual orientation, religious affiliation, or disabilities.
No sexualization of minors, nonconsensual sex trafficking, or forced labor.
No viruses, malware, phishing, or spam.
You shall not intentionally submit or transmit inaccurate information through the Services.
You shall not impersonate or pretend to be anyone else while using the Services.
You shall not use the Services in any way that could damage, disable, overburden, or impair any of the Services, or interfere with anyone else's use of any of the Services.
You shall not introduce any malicious or technologically harmful material into our Services.
You shall not develop or use any third-party applications that interact with our services without our prior written consent, including any scripts designed to scrape or extract data from our Services.
You shall not use the platform to promote and sell illegal and regulated items such as but not limited to pornographic content, illegal and regulated substances, liquor and tabacco products, firearms, counterfeit products.
You shall not use the platform to promote any discrimination against minorities, false information, hate speech and the like.
You shall not use the platform as a payment gateway or service provider for other products and services outside of the Nas.io platform.
We reserve the right, but have no obligation or liability for, monitoring any interactions among Members, Community Manager(s) or Community Creator of the Service. You may submit a complaint or concern about another Member, Community Manager or Community Creator to hello@nas.io
F. Termination
You may close your Community Creator or Member account at any time by emailing hello@nas.io and requesting account closure. One of the Nas.io team will assist you in closing your account. We may terminate your account, including closing your Community, if you violate the Guidelines or for any other reason. We may suspend your use of the Service or the Service at any time for any reason, without any notice.
G. Feedback
We welcome your feedback and suggestions about how to improve our Service. Submit feedback at hello@nas.io. By submitting your feedback, you grant us the right to use it for free.
2. Your Content
In simple terms, you keep complete ownership of all content and activity in your Community, unless such content is provided by Nas Company. By creating a Community with us, you authorize us to run your Community such that content, data, and activity shows up. It is your sole responsibility to ensure that you have permission to use content that you upload within your Community.
A. Your Content.
If you are a Community Creator, all material that you upload, publish or display to others within a Community is "Your Content", or content that you have the rights/ permission to distribute, unless provided for otherwise by Nas Company. Material that a Member uploads, publishes, or displays to others via your Community is "User Generated Content", which belongs to your Member. Your Content, including User Generated Content, does not include Your Data (defined below).
B. In simple terms, You (and the people you license Your Content from) keep complete ownership of all Your Content. By posting Your Content on the Service, you grant us a license to show it on your Community, but you and your licensors still own it.
In legalese: In connection with your use of the Service, you hereby grant and will grant Us and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable (through multiple tiers), perpetual, irrevocable license to copy, display, transmit, perform, distribute, store, modify, and otherwise use Your Content in connection with the operation of the Service in any form, medium or technology now known or later developed, including publication and use on any Integrated Services (as defined below). This license includes the right for us to make Your Content available and sublicense rights to other entities and individuals who partner with us in the delivery of the Service. If you join a Community that is Paid, By Application or Gated, rather than Public, only We, your Community Creator/Manager and Members who are invited to join that Community will be able to see Your Content that you post. We may preserve Your Content and may also disclose Your Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Use; (c) respond to claims that any Your Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Us, our Users and the public. The technical processing and transmission of Your Content may involve transmissions over various networks and changes to conform to technical requirements of connecting networks or devices.
C. Your Licenses to Us
You (as a Community Creator) grant us a limited, non-exclusive license to use and access Your Content in order to make your Community accessible to your Members.
D. Your Data
If you are a Community Creator, you own the list of Member emails and contact information ("Membership List") and grant us and your Community Manager the license to use it to provide the Service and relevant platform advisory.
F. Acceptable Use
You agree to follow the Guidelines. If you are a Community Creator, you agree to respect commitments made to Members of your Community about use of the Membership List, as further described in Section 5. You accept responsibility if Your Content violates the intellectual property or personal rights of others. You agree to pay all royalties, fees, and any other monies owed to any person by reason of any of Your Content. We are not obligated, but reserve the right, to remove or suspend, in whole or part, Your Content that violates the Guidelines.
3. Copyright and Trademark
A. Copyright
At Nas Company, we expect our users to respect the intellectual property rights of others. We ask users of Nas Company to take care to avoid infringing copyrights of others. If you infringe copyrights of others, Your Content may be removed or suspended in whole or part. It is our policy, in appropriate circumstances and our discretion, to disable and/or terminate accounts of users (Members or Community Creators) who infringe or are charged with infringing the copyrights or other intellectual property rights of others.
B. Trademark
At Nas Company, we expect our users to respect the intellectual property rights of others. Trademarks should not be used in a way that causes confusion about the source of goods or sponsorship. If you infringe trademarks of others, Your Content may be removed or suspended in whole or part. It is our policy, in appropriate circumstances and our discretion, to disable and/or terminate accounts of users (Members or Community Creators) who infringe or are charged with infringing the copyrights or other intellectual property rights of others.
C. Your Licenses to Us
You (as a Community Creator) grant Us a limited, non-exclusive license to use and access Your Content in order to make your Community accessible to your Members.
4. Service Materials
A. Service Materials
All right, title, and interest in the Service, including the Nas Company buttons, badges, logos, widgets, text, images, design, software, documentation, source code, algorithms, graphics, photographs, video and audio files, other files, data, and the selection, arrangement, structure, coordination, and "look and feel" thereof (excluding Your Content, User Generated Content, Your Data, third-party web services or third-party content linked to or posted within the Service) (collectively "Service Materials") are the property of Nas Company and/or its licensors. The Nas Company or Nas.io name and logo, the Nas Company or Nas.io marks, the Nas Company or Nas.io logos are trademarks and service marks of our Company. We retain all right, title, and interest in and to the Service Materials. Except as expressly provided in these terms, you agree not to use, modify, reproduce, distribute, sell, license, reverse engineer, decompile, or otherwise exploit Service Materials without our express written permission.
B. Our Licenses to You.
Subject to these terms, we grant you a limited, non-exclusive license to use and access the Service Materials and the Service. Except for the rights and license granted in these terms, we reserve all other rights and grant no other rights or licenses, implied or otherwise.
You, further undertake, that you shall only use original work and the same does not violate and/or infringe any intellectual property rights, trademark, trade name, patent and/or copy right of any third part or author. Furthermore, that the aforesaid work was not published, submitted to or is under consideration as former creator, or for Nas Daily Trademarks, or of any other entity or third party.
C. No Endorsement or Screening.
Please note that the Service contains access to third-party content and other interactions over which we have no control. We assume no responsibility for, nor do we endorse, screen, or approve the content, offerings, or materials made available to you within a Community, or the conduct of parties who participate in a Community.
5. Rights and Obligations of Hosts
A. Emails and Contact Information of Members
The name and contact information of Members who register to join a specific Community become available to that Community Creator in order to facilitate communications. A Community Creator or its Community Managers may use the Membership List solely to communicate with a Member for purposes related to the Community or the reasonably assumed interests of the Member who has joined the Community. A Community Creator agrees not to: i) sell the Membership List to a third-party, or ii) or use or disclose it for commercial purposes unrelated to the Community or the interest of the Member who joined the Community.
You also warrant that you shall comply with all the obligations under Singapore's Personal Data Protection Act, its implementing rules and regulations and other relevant issuances of the National Privacy Commission (the " Data Privacy Regulations"), and that you shall only process, use or disclose Personal Data, as defined in the Data Privacy Act, for the following purposes):
strictly for the purposes of fulfilling your obligations under this Agreement;
with the prior written consent of the other; or
when required by law or an order of court, but shall notify the other party as soon as practicable before complying with such law or order of court at its own costs.
B. Representation and Warranty of Community Creators
If you are a Community Creator, it is important for you to respect and honor the trust of Members who join the Community you created. If you are a Community Creator, you represent and warrant that, in your communications with Members and handling of Your Data, you: i) will comply with all applicable laws and regulations; and ii) will honor the restrictions set forth in Section 5(a). If you are a Community Creator, you also represent and warrant that all advertising, sponsorships, and promotions you introduce to your Community will comply with all applicable laws, regulations, and industry guidelines
6. Integrated Services
You may enable various online services like WhatsApp, Discord, Telegram, etc. to be integrated into your Community Creator or Member account or Community ("Integrated Services"). To take advantage of these features, we may ask you to register for or log into the Integrated Services on the websites of their providers. By enabling Integrated Services in connection with the Service, you are allowing us to pass to, and receive from, these Integrated Services your login information and other Data for use in connection with the Service and/or the Integrated Services. For more information about the implications of activating these Integrated Services and our use, storage, and disclosure of information related to you and your use of such services within your Community, please see our Privacy Policy. However, please remember that your use of any Integrated Services, and the manner in which any Integrated Services offer or perform their services and collect, use, store, and disclose your information is governed solely by the terms of use, privacy policies, and other policies of such third parties, and we shall have no liability or responsibility for the privacy practices or other actions of any Integrated Services or any other third party site or service, whether or not they are directly enabled within the Service.
You further undertake to protect any and all information provided by the other, in compliance with the requirements relating to data protection under the applicable Data Privacy Regulations.
Furthermore, you undertake not to use any Confidential Information for any purpose except for the purpose of fulfilling the respective obligations under this Agreement and/or in the implementation of the Services contemplated herein. In no event you use any of the Confidential Information for any other purpose, with our express consent.
7. Rights and Obligations of Hosts
A. Fees for a Community Creator
If you are a Community Creator, there are three fees associated with your use of the Service
Subscription Commission
This is defined as a percentage charged against the subscription fee the Community Creator charges its members. The Subscription Commission Percentage depends on the plan selected and is highlighted on the Nas.io pricing page ( https://nas.io/pricing)
All community managers who are part of the "Beta Plan" will be subject to a different subscription commission plan. For more information on the Beta Plan commercial terms and qualification criteria, please refer to "Beta Plan Criteria" section 7.E
Payment Processing Fee
This is dependent on the currency selected by the community creator. For example, if you wish to charge members for products and services within your Community and choose to activate the payment feature, there will be a deduction from the payment processors (for example, Stripe and Rapyd) which we will collect on their behalf and pass to them.
In-Community Purchase Fee
The third is the in-community purchase fee, this is a percentage commission taken from all in-community payments made (e.g. events, courses, expert session, etc). All fees above are based on the amount paid by the member on the platform after promos and discounts are deducted on check out.
If, at a later stage, you wish to activate more features that are subsequently made available on our platform, you may choose to activate these features and additional terms may apply, and you may be asked to agree to additional terms by separate agreement.
Beta Plan Criteria
Community Creators who have created a community on the Nas.io platform before November 25th 2022 are considered a Nas.io "Beta user" and therefore qualify for the Beta Plan. They will be entitled to the Beta Plan commercial terms outlined in the document here.
B. Fees for a Member
If you are a Member and you join a Paid Community, you will have to pay the amount reflected on the relevant Community's website to access the Community.
C. No Refund at Termination
If you as a Community Creator terminate your Service, we will not refund any payment for your unused Service.
If we terminate your Service for violation of the terms of this Agreement or our policies, we will not refund any amount paid for unused Service.
If you are a Member and your Community Creator or Manager terminates your membership, or you terminate your subscription yourself, your Community Creator will decide whether to provide you with a refund.
D. Tax
We collect tax identification information and report this to tax authorities as legally required. You are responsible for reporting any income or withholding taxes which may be due as a result of payments received.
E. Beta Plan Criteria
This section outlines the criteria for which community creators are identified as Beta Users who are eligible for this plan together with the detailed benefits that come with it.
Eligibility
All community creators that have completed the following steps are eligible for the Beta Plan and its benefits stated below.
Signed up for Nas.io on or before November 24, 2022 11:59:59 PM SGT
Completed the setup of his / her community on or before said date. Where complete setup is defined as completing all steps below
Created a community - community creator already has an active URL for the community
Completed their Nas.io profile - community creator has provided their email and updated their log-in credentials
Benefits
Eligible community creator can enjoy the following benefits outlined below:
Free usage of Nas.io software for up to five (5) communities under their email address, inclusive of usage of the following features
Configurable Community Public Page
Content Storage for videos and resources of up to 10 gigabytes (10GB)
Admin access for up to 10 community managers
Unlimited members
Unlimited Magic Reach email sends
Chat and member analytics
Lifetime waiver of the ten percent (10%) Subscription Commission for up to five (5) communities under their email address. This means they will only be charged the payment provider's payment processing fee for subscription.
Access to Nas.io support team and community consultants to help in kickstarting the community.
All features and benefits not stated above will remain the same as all other users of the platform.
8. Disclaimers and Limitation of Liability
Please Read This Section Carefully Since It Limits The Liability Of Nas Education Pte Ltd Entities To You. "Nas Education Pte Ltd Entities" Means Nas Education Pte Ltd And Any Subsidiaries, Affiliates, Related Companies, Suppliers, Licensors And Partners, And The Officers, Directors, Employees, Agents, And Representatives Of Each Of Them. Each Provision Below Applies To The Maximum Extent Permitted Under Applicable Law:
A.We Are Providing You The Service, Along With Service Materials And The Opportunity To Connect With Others, On An "As Is'' And "As Available" Basis, Without Warranty Of Any Kind, Express Or Implied. Without Limiting The Foregoing, Nas Education Pte Ltd Entities Expressly Disclaim Any And All Warranties And Conditions Of Merchantability, Title, Accuracy And Completeness, Uninterrupted Or Error-Free Service, Fitness For A Particular Purpose, Quiet Enjoyment, And Non Infringement, And Any Warranties Arising Out Of Course Of Dealing Or Trade Usage.
B.We Make No Promises With Respect To, And Expressly Disclaims All Liability For: (I) Content Posted By Any Member, Host, Or Third Party, (Ii) Any Third-Party Website, Third-Party Product, Or Third-Party Service Listed On Or Accessible To You Through The Service, Including An Integrated Service Provider (Iii) The Quality Or Conduct Of Any Third Party, Host, Or Member You Encounter In Connection With Your Use Of The Service. We Make No Warranty That (A) The Service Will Meet Your Requirements, (B) The Service Will Be Uninterrupted, Timely, Secure, Or Error-Free, (C) The Results Or Information That You May Obtain From The Use Of The Service, Or Any Community, Will Be Accurate Or Reliable, Or (Iv) The Quality Of Any Community, Products, Services, Information, Or Other Material Purchased Or Obtained By You Through The Service.
C.You Agree That Under The Maximum Extent Permitted By Law, Nas Education Pte Ltd Entities Will Not Be Liable To You Under Any Theory Of Liability. Without Limiting The Foregoing, You Agree That Nas Education Pte Ltd Entities Specifically Will Not Be Liable For Any Indirect, Incidental, Consequential, Special, Or Exemplary Damages, Loss Of Profits, Business Interruption, Reputational Harm, Or Loss Of Data (Even If We Have Been Advised Of The Possibility Of Such Damages Or Such Damages Are Foreseeable) Arising Out Of In Any Way Connected With Your Use Of, Or Inability To Use, The Service.
D.Your Sole Remedy For Dissatisfaction With The Service Is To Stop Using The Service.
E.Without Limiting The Foregoing, Nas Education Pte Ltd's Maximum Aggregate Liability To You For Losses Or Damages That You Suffer In Connection With The Service Or This Agreement Is Limited To (I) The Amount Paid To Us In Connection With The Service In The Twelve (12) Months Prior To The Action Giving Rise To Liability (Ii) If You Have Not Paid Us, The Amount Of $100.
9. Limitations on Liability and Disclaimers
While we constantly endeavor to provide the best user experience to you, We do not guarantee that our Website and/or Mobile Application will be secure or free from bugs.
The community creator will be solely liable for all content uploaded to Nas.io for member consumption. We do not guarantee that all files and links uploaded by the community creators are safe however we will continuously put processes in place to improve safety of these files.
There is no guarantee that personal information and transactions on this Website or on the internet will be maintained confidential and secure. The use of our Service is at your own risk. We will not be liable for any loss or damage arising out of the collection, use, disclosure or any other kind of processing in relation to Your Data, if we have complied with our data protection obligations under applicable laws and regulations, including the provisions of the Personal Data Protection Act 2012 (Act 26 of 2012). To the extent permitted by law, Nas Education Pte Ltd, its affiliates, agents, licensors, or their respective directors or employees shall in no event be liable for:
any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
use of, or inability to use, our Service; or
use of or reliance on any content displayed within our Service;
any loss or damage caused by a malicious software, distributed denial-of-service attack, or other technologically harmful material that may infect Your computer equipment, computer programs, data or other proprietary material due to Your use of our Service or to Your downloading of any content on it, or on any website linked to it;
any damages You or any third-party may suffer as a result of the transmission, storage or receipt of confidential or proprietary information that You make or that You expressly or implicitly authorize Us to make, or for any errors or any changes made to any transmitted, stored or received information; damages or losses resulting from: viruses, data corruption, failed messages, transmission errors or problems; telecommunications service providers; links to third-party Websites; personal injury; third-party content, products or services; damages or losses caused by you, or your respective employees, agents or subcontractors; loss of use or lack of availability of facilities including computer resources, routers and stored data; the use or inability to use this Service; any other website accessed to or from our Service; or events beyond the reasonable control of Us; or
any loss or damage arising from the unauthorized use or reproduction of any portion of the Service.
10. Indemnification
You agree to release, indemnify, and defend Nas Education Pte Ltd Entities from all third-party claims and costs (including reasonable attorneys' fees) arising out of or related to: i) your use of Service, ii) Your Content, iii) your conduct or interactions with other Community Creators or Members of the Service, or iv) your breach of any part of this Agreement. We will promptly notify you of any such claim, and will provide you (at your expense) with reasonable assistance in defending the claim. You will allow us to participate in the defense, and will not settle any such claim without our prior written consent. We reserve the right, at our own expense, to assume the exclusive defense of any matter otherwise subject to indemnification by you. In that event, you will have no further obligation to defend us in that matter.
11. General Legal Terms
A.Changes to these Terms
We may amend this Agreement (including the Privacy Policy that are incorporated into this Agreement) at any time in our sole discretion. If we amend the terms to this Agreement, such amendment will be effective after we send you notice of the amended agreement. Such notice will be in our sole discretion and manner of notification could include, for example, via email, posted notice on the Service, or other manner. Your failure to cancel your account, or cease use of our Service, after receiving notification of the amendment, will constitute your acceptance of the amended terms. If you do not agree to the amendments or to any of the terms in this Agreement, your only remedy is to cancel your account or to cease use of our Service.
B.Governing Law and Jurisdiction
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) (Disputes) shall be governed by and construed in accordance with the law of Singapore. The Parties agree to make reasonable efforts to resolve all Disputes amicably through good faith negotiations within one (1) month from the date of service of notice of Dispute by one Party on the other Party. Each Party must, to the extent possible, continue to perform its obligations under this Agreement even if there is a Dispute. If the Parties are unable to resolve the Dispute, it is agreed that such Dispute 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 into this Clause. The seat of arbitration shall be Singapore. The arbitration tribunal shall consist of one (1) arbitrator appointed by the Chairman of SIAC. The language of arbitration shall be in English
C.Applications and Mobile Devices
If you access the Service through our mobile application, you acknowledge that this Agreement is between you and Us only, and not with another application service or application platform provider (such as Apple, Inc. or Google Inc.), which may provide you the application subject to its own terms. To the extent you access the Service through a mobile device, your wireless service carrier's standard charges, data rates, and other fees may apply.
D.Survival
The following provisions shall survive the termination of this Agreement:
Sections 1(f)(Termination), 1(g)(Feedback) Sections 2(b)-(c)(Your Content and Your Responsibilities for Your Content) Section 4(a)(ServiceMaterials) Section 5(b)(Representation and Warranty of Hosts) Any outstanding payment obligations pursuant to Section 7(Payment); and Sections 8-11.
E.Assignment
You may not assign or transfer this Agreement (or any of your rights or obligations under this Agreement) without our prior written consent; any attempted assignment or transfer without complying with the foregoing will be void. We may freely assign or transfer this Agreement. This Agreement inures to the benefit of and is binding upon the parties and their respective legal representatives, successors, and assigns.
F.Electronic Communications
You consent to receive communications from us by email, SMS, chat and push notifications in accordance with this Agreement and applicable law. You also consent to allow us to contact your community members for your community updates and for marketing purposes. You acknowledge and agree that all agreements, notices, disclosures, and other communications that we provide to you electronically will satisfy any legal requirement that such communications be in writing.
G.Entire Agreement / Severability
This Agreement supersedes all prior terms, agreements, discussions and writings regarding the Service and constitutes the entire agreement between you and us regarding the Service, except as provided for in Section 7. If any provision in this Agreement is found to be unenforceable, then that provision will not affect the enforceability of the remaining provisions of the agreement, which will remain in full force and effect.
H.Interpretation
In construing or interpreting the terms of this Agreement: (i) the headings in this Agreement are for convenience only, and are not to be considered, and (ii) no presumption is to operate in either party's favor as a result of its counsel's role in drafting this Agreement.
I.Notices
All notices permitted or required under this Agreement, unless specified otherwise in this Agreement, must be sent in writing as follows in order to be valid: (i) if to you, by us via email to the address associated with your account, and (ii) if to us by you via hello@nas.io. Notices will be deemed given (a) if to you, when emailed, and (b) if to us, on receipt by us.
J.Relationship
Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership between any of the Parties, constitute any party the agent of another Party, or authorize any Party to make or enter into any commitments for or on behalf of any other Party. Each Party confirms it is acting on its own behalf and not for the benefit of any other person.
K.Waiver
No waiver of any terms will be deemed a further or continuing waiver or such term or any other term. Our failure to assert a right or provision under this Agreement will not constitute a waiver of such right or provision.
L. Changes to the Service
We are always trying to improve your experience on the Service. We may need to add or change features and may do so without notice to you.