This Agreement was last updated on 6 November 2024.
These terms and conditions govern Customer’s acquisition and use of Speedback services. These Terms and Conditions (“Terms” or “Agreement”) represent a binding agreement between Speedback and Customer.
By accepting these Terms, by (1) executing a Services Agreement that references these Terms, (2) using any of Speedback’s services, (3) clicking a box indicating acceptance, Customer agrees to these Terms. If the individual accepting these Terms is accepting on behalf of a company or other legal entity, such individual represents that they have the authority to bind such entity and its affiliates to these terms and conditions, in which case the term “Customer” shall refer to such an entity and its affiliates. If the individual accepting these Terms does not have such authority, or does not agree with the terms within these Terms, such individuals must not accept these Terms and may not use the Services.
This represents a binding agreement that is effective between Customer and Speedback as of the date of Customer accepting these Terms (the “Effective Date”). Speedback reserves the right to modify these terms at any time. Customer’s continued use of Speedback Services after any changes to our Terms indicates Customer’s acceptance of all such changes. Customer agrees to review the terms on a regular basis.
“Account” shall mean the Customer’s subscription account for Services with Speedback. For each business unit within the Customer’s organisation that requires invoices to be sent to a different billing address different than than the primary Account, a new account is required;
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity;
“Terms” means these Terms and Conditions;
“Anonymized Data” shall mean the anonymization of Personal Data so that the resulting data lacks any means to identify the Customer and/or its patients, and does not contain any Confidential Information. Parties agree that Anonymized Data is not considered as Customer Data and/or Personal Data;
“Customer” means in the case of an individual accepting these Terms on his or her own behalf, such individual, or in the case of an individual accepting these Terms on behalf of a company or other legal entity, the company or other legal entity for which such individual is accepting these Terms;
“Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information of Customer includes Customer Data; Confidential Information of Speedback includes the Services, and the terms and conditions of these Terms (including s and pricing). Confidential Information of each party includes business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without knowledge of any breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. For the avoidance of doubt, the non-disclosure obligations set forth in this “Confidentiality” section apply to Confidential Information exchanged between the parties in connection with the evaluation of additional Speedback services;
“Customer Data” means electronic data and information submitted by or for Customer to the Services;
“Intellectual property” refers to all intellectual property rights, howsoever arising and in whatever tangible or intangible form including (without limitation) patents, rights to inventions, utility models, copyright, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill, rights in designs, rights in computer software, database rights, domain names, topography rights, moral rights, business processes, rights in Confidential Information (including trade secrets and know-how) and any other intellectual property or proprietary rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world;
“Service Agreement” means an agreement specifying the Customer and Services to be provided hereunder that is entered into between Customer and Speedback, including any s and pricing, addenda and supplements thereto. By entering into a Service Agreement, the Customer agrees to be bound by these Terms.
“PDPA” shall mean the Personal Data Protection Act 2012 of Singapore;
“Personal Data” means data, whether true or not, about an individual who can be identified from that data or from that data and other information to which the relevant organisation has or is likely to have access;
“Professional Services” means work performed by Speedback, its Affiliates, or its or their respective permitted subcontractors under a SOW, including the provision of any Deliverables specified in such SOW.
“Services” means the products and services made available by Speedback that Customer or Customer’s Affiliate purchases via a Service Agreement or online purchasing portal, and includes all of Speedback’s programs, features, functions and instructions, code samples, technical documentation, website, account portal, technical support included in the read with the Payment Terms, as well as any upgrades or updates to any of these, made generally available by Speedback, and includes any of Speedback’s software or any licences Speedback provides to the Customer in connection with the use of Speedback services;
“SOW” means a statement of work describing Professional Services to be provided hereunder, that is entered into between Customer and Speedback. SOWs will be deemed incorporated herein by reference.
“Speedback” means Equitech Private Limited (Company Registration No. 202405690G), a company incorporated in Singapore and having its registered address at 140 Robinson Road, #15-01 Tahir Building, Singapore 068907;
“User” means, in the case of an individual accepting these terms on his or her own behalf, such individual, or, in the case of an individual accepting this Agreement on behalf of a company or other legal entity, an individual who is authorised by Customer to use a Service, for whom Customer has purchased a subscription, and to whom Customer (or, when applicable, Speedback at Customer’s request) has supplied a user identification and password (for Services utilising authentication). Users may include, for example, employees, consultants, contractors and agents of Customer, and third parties with which Customer transacts business.
2.1 Provision of Software Services. Speedback will (a) make the Services available to Customer pursuant to this Agreement, (b) provide applicable Speedback standard support for the Services to Customer at no additional charge, and/or upgraded support if purchased, (c) use commercially reasonable efforts to make the online Purchased Services available 24 hours a day, 7 days a week, except for: (i) planned downtime (of which Speedback shall give advance electronic notice), and (ii) any unavailability caused by circumstances beyond Speedback’s reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem (other than one involving Speedback employees), Internet service provider failure or delay, and (d) provide the Services in accordance with laws and government regulations applicable to Speedback’s provision of its Services to its customers generally (i.e., without regard for Customer’s particular use of the Services), and subject to Customer’s and Users’ use of the Services in accordance with this Agreement.
2.2 Protection of Customer Data. Speedback will maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Customer Data.
2.3 Alpha and Beta Services: From time to time, (i) Speedback may invite Customer to try products or features related to our services that are not generally available to all of Speedback’s customers or the public or (ii) Speedback may release products or features related that are identified by us alpha, beta, preview, pilot, limited release, or by a similar designation (collectively, “Beta Services”). Beta Services may be provided for evaluation or testing purposes only, and, therefore, may contain bugs or errors, and may not be as reliable as other features of our service. The Beta Services are provided as-is and Customer understands that if Customer chooses to use the Beta Services, Speedback is not obligated to correct errors, correct the effects of errors (including recovering lost data or compensating Customer for lost data). Customer’s use of such features may include additional rules or restrictions that Speedback may place on their use, in Speedback’s sole discretion. Speedback may discontinue Beta Services at any time in its sole discretion and may decide not to make Beta Services generally available. For the avoidance of doubt, Beta Services are a part of the Services, and, therefore, are subject to this Agreement.
2.4 Provision of Professional Services
2.4.1 Delivery of Professional Services. Where Customer has agreed to engage Speedback to deliver Professional Services pursuant to a Service Agreement, Speedback will provide to Customer the Professional Services in accordance with the Agreement and the applicable Statement of Work (“SOW”), subject to Customer’s payment of all applicable fees as set forth in the of the Services Agreement.
2.4.2 Customer Cooperation. Customer will cooperate reasonably and in good faith with Speedback in its performance of Professional Services by, without limitation:
(a) Resources. Assigning an internal project manager as primary point of contact for each project and allocating sufficient resources to perform its obligations under each SOW;
(b) Actions. i) Promptly responding to Speedback inquiries and providing Customer deliverables including accurate information, data, and feedback as necessary for the project, ii) actively participating in scheduled meetings and performing other obligations required under each SOW, and iii) to the extent necessary for the applicable project, providing appropriate administrative access to Customer’s Speedback account;
(c) Facilities. To the extent necessary for the applicable project, providing at no charge to Speedback, access to office workspace and other facilities with Internet access.
2.4.3 Delays. If Speedback is unable to perform the Professional Services due to a Customer delay, including failure to comply with Clause 2.4.2 above, Customer may be responsible for additional resource fees.
2.4.4 Change Orders. Changes to a SOW will require written agreement signed by the parties prior to implementation of the changes. Such changes may include, for example, changes to the scope of work and any corresponding changes to the estimated fees and schedule.
3.1 Customer will (a) be responsible for Users’ compliance with this Agreement, (b) be responsible for the accuracy, quality and legality of Customer Data, the means by which Customer acquired Customer Data, and Customer’s use of Customer Data with the Services, (c) use commercially reasonable efforts to prevent unauthorized access to or us of Services, and notify Speedback promptly of any such unauthorized access or use, (d) use Services and Content only in accordance with this Agreement and applicable laws and government regulations. Any use of the Services in breach of the foregoing by Customer or Users that in Speedback’s judgment threatens the security, integrity or availability of Speedback’s services, may result in Speedback’s immediate suspension of the Services, however Speedback will use commercially reasonable efforts under the circumstances to provide Customer with notice and an opportunity to remedy such violation or threat prior to any such suspension.
3.2 Accounts. In order to use Speedback’s services, Customer shall create an account with accurate and up to date information. Speedback will not be liable for any inaccuracies in account information provided by Customer. Customer shall allocate a billing owner and an account owner for the Account. Customer will also be allowed to add (and remove) other Users to the account in order to give them rights to transact on or view the Customer’s Account.
3.3 Usage limits. Services are subject to usage limits specified in this Agreement. If Customer exceeds a contractual usage limit, Speedback may work with Customer to seek to reduce Customer’s usage so that it conforms to that limit. If, notwithstanding Speedback’s efforts, Customer is unable or unwilling to abide by a contractual usage limit, Customer will execute an order for additional quantities of the applicable Services promptly upon Speedback’s request, and/or pay any invoice for excess usage in accordance with the “Fees and Payment” section below.
3.4 Usage restrictions. Customer shall not:
3.4.1 sell, resell, rent, or lease the Service;
3.4.2 interfere with or disrupt the integrity of the Service;
3.4.3 attempt to gain unauthorised access to the Services or related systems or networks
3.4.4 reverse engineer the Software or licensed documentation, or access the Services to build a competitive product or service or copy any feature, function or graphic of the Services for competitive purposes;
3.4.5 use the Services either directly or indirectly to support any activity that is illegal and/or unlawful; or
3.4.6 authorize any third party to do any of the above.
3.5 By accepting this Agreement, Customer also agrees to be bound to the terms of service of WhatsApp Business API (“the WhatsApp Terms of Service”) as amended from time to time (found at https://www.whatsapp.com/legal/business-terms) and accept all Whatsapp policies as amended from time to Whatsapp that are applicable to Customer’s usage of the Services under this Agreement, including but not limited to the WhatsApp Business Solution Policy (found at https://www.whatsapp.com/policies/business-policy);
4.1 Service Fees. Customer will pay all fees in respect of the supply of the services and deliverables to be provided under this Agreement in accordance with the payment terms and schedule specified in the .
4.1.1 Software Subscriptions. When Customer enters into an annual subscription, Services are prepaid on an annual basis, unless agreed otherwise. Implementation fees and additional charges for add-on services, if any, shall be paid in full at the beginning of the subscription. Customer will be invoiced in advance and are required to pay all amounts due to Speedback. All annual subscriptions are non-refundable and non-cancellable.
4.1.2 Professional Services. Customer will pay Speedback in respect of the supply of the services and deliverables to be provided under the Service Agreement, in accordance with the payment terms and schedule set out in the SOW.
4.2 Invoicing and Payment. Customers will provide Speedback with valid and updated details for invoicing. If Customer provides credit card information to Speedback, Customer authorizes Speedback to charge such credit card for all purchased Services for the initial subscription term and any renewal subscription term(s). Such charges shall be made in advance, either annually or in accordance with any different billing frequency stated in the applicable . If the . specifies that payment will be by a method other than a credit card, Speedback will invoice Customer in advance and otherwise in accordance with the relevant .. Unless otherwise stated in the , invoiced fees are due net 30 days from the invoice date. Customer is responsible for providing complete and accurate billing and contact information to Speedback and notifying Speedback of any changes to such information.
4.3 Overdue Charges. If any invoiced amount is not received by Speedback by the due date, then without limiting Speedback’s rights or remedies, (a) those charges may accrue late interest at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower, and/or (b) Speedback may condition future subscription renewals on payment terms shorter than those specified in the “Invoicing and Payment” section above.
4.4 Suspension of Service and Acceleration. If any charge owing by Customer under this or any other agreement for services is 30 days or more overdue, (or 10 or more days overdue in the case of amounts Customer has authorized Speedback to charge to Customer’s credit card), Speedback may, without limiting its other rights and remedies, accelerate Customer’s unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend Services until such amounts are paid in full, provided that, other than for customers paying by credit card or direct debit whose payment has been declined, Speedback will give Customer at least 10 days’ prior notice that its account is overdue, in accordance with the “Manner of Giving Notice” section below for billing notices, before suspending services to Customer.
4.5 Payment Disputes. Speedback will not exercise its rights under the “Overdue Charges” or “Suspension of Service and Acceleration” section above if Customer is disputing the applicable charges reasonably and in good faith and is cooperating diligently to resolve the dispute.
4.6 Taxes. Speedback’s fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with its purchases hereunder. If Speedback has the legal obligation to pay or collect Taxes for which Customer is responsible under this section, Speedback will invoice Customer and Customer will pay that amount unless Customer provides Speedback with a valid tax exemption certificate authorized by the appropriate taxing authority.
5.1 Protection of Confidential Information. As between the parties, each party retains all ownership rights in and to its Confidential Information. The Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) to (i) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of these Terms and (ii) except as otherwise authorized by the Disclosing Party in writing, limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees and contractors who need that access for purposes consistent with these Terms and who have signed confidentiality agreements with the Receiving Party containing protections not materially less protective of the Confidential Information than those herein. Neither party will disclose these Terms to any third party other than its Affiliates, legal counsel and accountants without the other party’s prior written consent, provided that a party that makes any such disclosure to its Affiliate, legal counsel or accountants will remain responsible for such Affiliate’s, legal counsel’s or accountant’s compliance with this “Confidentiality” section. Notwithstanding the foregoing, Speedback may disclose the terms of these Terms to a contractor to the extent necessary to perform Speedback’s obligations under these Terms, under terms of confidentiality materially as protective as set forth herein.
5.2 Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to that Confidential Information
6.1 Customer acknowledges that Customer data may include Personal Data. In fulfilling its obligations as a data intermediary, Speedback shall:
6.1.1 process Personal Data only in accordance with the instructions of the Customer (which may include instructions to disclose and/or transfer Personal Data to Third Party Service Providers) and to the extent, and in such a manner, as is reasonably necessary to provide the Service or as is required by any applicable law;
6.1.2 in respect of Personal Data, which is in the possession or under the control of Speedback, implement technical and organizational measures in accordance with good industry practice to protect Personal Data against unauthorized or unlawful processing and accidental loss, destruction, alteration or disclosure; and
6.1.3 respond to an access request as soon as reasonably possible and to make a correction of Personal Data processed by Speedback as soon as practicable. For purposes of these Terms, the terms "personal data", "data intermediary" and "processing" shall bear the same meaning as defined under the PDPA.
6.2 Speedback shall ensure that generation and use of Anonymized Data complies with the PDPA, the guidelines issued by the Personal Data Protection Commission and any other applicable laws to the best of its endeavors.
6.3 Speedback reserves the right to aggregate and/or use Anonymized Data for purposes set out in Clause 6.4. For the avoidance of doubt, Anonymised Data is separate from and does not constitute Customer Data and/or Personal Data. Speedback’s right to generate and/or use Anonymized Data will not affect Customer's ownership of Customer Data and/or Customer's right to have the same returned to it in accordance with these Terms.
6.4 Speedback may use aggregated Anonymised Data for purposes that include but are not limited to (i) enhancement and/or improvement of the Services; (ii) troubleshooting and/or technical support; (iii) research and development of new technologies for the provision of new Services; and/or (iv) other business purposes.
7.1 Reservation of Rights. Subject to the limited rights expressly granted hereunder, Speedback and its Affiliates reserve all of their right, title and interest in and to the Services, including all of their related intellectual property rights. No rights are granted to Customer hereunder other than as expressly set forth herein. Customer must not copy, modify, distribute, sell or lease our software, nor may Customer reverse engineer or attempt to extract the source code of that software.
7.2 Limited Licence. Speedback grants Customer a limited, personal, worldwide, royalty free, non-assignable, non-transferable and non-exclusive licence to use the software Speedback makes available to Customer as part of the Services for the duration of the Services. This licence is for the sole purpose of enabling Customer to use and enjoy the benefit of Services in the manner permitted by these Terms and only for the duration of Customer’s relationship with Speedback, provided that Customer complies with these Terms. This is the only licence Speedback is granting Customer and no other licences are granted to Customer whether expressly or implied.
7.3 Customer acknowledges that its rights in terms of this contract are personal to Customer and that Speedback does not grant Customer any rights to transfer, sub-licence, on-sell or on-provide the Services to any person or entity other than Customer’s end users. If Customer does sub-licence, on-sell or on-provide the services, or attempt to do so, Customer will be in material breach of this contract, and Speedback shall have the right (without prejudice to any other rights Speedback may have) immediately to suspend provision of the Services to Customer.
7.4 Customer grants Speedback a non-exclusive, revocable, royalty-free worldwide licence to use Customer’s name, logo, website url and any associated trademarks (whether registered, unregistered or pending registration) exclusively for the purposes of marketing and promotion and sharing of use cases only (together “Customer Branding”). Speedback agrees to follow any reasonable guidance or requests from Customer in the use of Customer Branding.
8.1 Representations. Each party represents that it has validly entered into this Agreement and has the legal power to do so.
8.2 Disclaimers. The Services do not provide medical advice, provide medical or diagnostic services, or prescribe medication. Use of the Services is not a substitute for the professional judgement of healthcare providers in diagnosing and treating patients. Customer agrees that it is solely responsible for verifying the accuracy of patient information (including, without limitation, by obtaining all applicable patients' medical and medication history and allergies), obtaining patient’s consent to use the Services (including without limitation any patient-facing services that may be developed), and for all of its decisions or actions with respect to the medical care, treatment, and well-being of its patients, including without limitation, all of its acts or omissions. Any use or reliance by the Customer upon the Services will not diminish that responsibility. To the extent permitted by law, Customer assumes all risks associated with the Customer’s clinical use of the Services.
8.3 Limitation of Liability
8.3.1 Limitation of liability. Speedback’s liability for direct damages, costs or other liabilities resulting from its provision of the Services is capped at the amount paid by Customer and its Affiliates hereunder for the Services giving rise to the liability in the twelve months preceding the first incident out of which the liability arose. Speedback is not liable for any indirect, special, incidental, consequential or punitive damages regardless of whether it is based on delict (tort), contract or another legal basis, but will not limit Customer’s or its Affiliates’ payment obligations under this Agreement.
8.3.2 Exclusion of Consequential and Related Damages. In no event will either party or its Affiliates have any liability arising out of or related to this Agreement for any loss of goodwill, harm to reputation, lost profits, lost sales or business, work stoppage, computer failure or malfunction, lost data, or for any and all other damages and losses even if Speedback had been advised, knew or should have known of the possibility of such damages. Speedback is not liable for any loss or harm (including the integrity and quality of Customer’s data) which flows from the unauthorised use of Customer’s Account(s). Customer is responsible to take steps to limit the unauthorised use of its Account. Customer will be liable for any fines or penalties or other awards imposed by any regulatory body or a court on Customer, Speedback or any of Speedback’s Affiliates which result from Customer’s breach of this contract or of any applicable laws.
8.4 Indemnification. Customer agrees that Customer will be held responsible and indemnify Speedback for any claims, demands, causes of action, damages, legal and other costs, expenses, penalties, losses or liabilities (and other synonyms for ‘any bad things that could possibly happen’) resulting from third party claims about any action, commission or omission by Customer that constitutes a breach of these terms, any applicable legislation, regulations, industry code of conduct or mobile network code of practice; and Customer’s use of Services or Customer Data infringing or misappropriating any third party intellectual property right.
9.1 Term of Agreement. This Agreement commences on the date Customer first accepts it and continues until all subscriptions hereunder have expired or have been terminated.
9.2 Term of Purchased Subscriptions. The term of each subscription shall be as specified in the applicable Service Agreement. Except as otherwise specified in a Service Agreement, subscriptions will automatically renew for additional one year terms, unless either party gives the other written notice (email acceptable) at least 30 days before the end of the relevant subscription term.
9.3 Termination. Speedback may terminate this Agreement effective immediately if (i) Speedback determines in its sole discretion that Customer is no longer eligible for the Services upon reasonable suspicion of fraud or significant fraud or credit risk, or any other risks associated with the Customer’s account with Speedback; (ii) Speedback uses the Services in a prohibited manner or otherwise does not comply with any of the provisions of this Agreement, or (ii) if Customer becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.
9.4 Actions upon termination. In the event this contract is terminated, Customer must stop using the Services, pay all outstanding amounts due under this Agreement, and destroy all software or other confidential information in Customer’s possession.
9.5 Surviving provisions. Surviving Provisions. The sections titled “Fees and Payment,” “Proprietary Rights and Licenses,” “Confidentiality,” “Disclaimers,” “Indemnification,” “Limitation of Liability,” “Surviving Provisions” and “General Provisions” will survive any termination or expiration of this Agreement, and the section titled “Protection of Customer Data” will survive any termination or expiration of this Agreement for so long as Speedback retains possession of Customer Data.
10.1 Entire Agreement. This Agreement constitutes the whole Agreement between Speedback and the Customer regarding Customer’s use of the Services supersedes all previous agreements between the Parties relating to the subject matter.
10.2 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. Each party will be solely responsible for payment of all compensation owed to its employees, as well as all employment-related taxes.
10.3 Amendment and Variation. Speedback reserves the right to modify these Terms at any time. Customer’s continued use of Speedback Services after any changes to the Terms indicates Customer’s acceptance of all such changes. Customer agrees to review the terms on a regular basis.
10.4 Waiver. No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right.
10.5 Manner of Giving Notice. Except as otherwise specified in this Agreement, all notices related to this Agreement will be in writing and will be effective upon (a) personal delivery, (b) the second business day after mailing, or (c), except for notices of termination or an indemnifiable claim (“Legal Notices”), which shall clearly be identifiable as Legal Notices, the day of sending by email. Billing-related notices to Customer will be addressed to the relevant Billing contact designated by Customer. All other notices to Customer will be addressed to the Account owner designated by Customer.
10.6 Governing Law and Dispute Resolution. The terms of this Agreement shall be governed by and construed in accordance with the laws of the Republic of Singapore. Any disputes arising out of or in connection with this Agreement that cannot be settled amicably, shall be subject to and the Parties agree to submit to the exclusive jurisdiction of the Courts of Singapore.
10.7 Severability. The invalidity or unenforceability of any provision of the Agreement shall not affect the validity or enforceability of any other provision.
10.8 Assignment. Neither party shall assign its rights and obligations under this Agreement without the prior consent of the other party, which shall not be unreasonably withheld.
10.9 Counterparts. This Agreement may be signed in any number of counterparts, all of which when taken together shall constitute one and the same instrument and shall be as valid and effectual as if executed as an original.
10.10 Survival and Succession. Clauses 4, 5, 6, 7 and 8 shall survive the Completion or termination of the Project and any related services provided by Equitech. Further, this Agreement, in its entirety, shall inure to the benefit of and be binding on the successors and assigns of the Partner and Equitech.
10.11 Third Party Rights. Unless otherwise stated in this Agreement, a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act (Cap. 53B) to enforce its provisions.
