Last updated on April 8, 2020.
1. Welcome to Trustle. We are happy to serve you on our Website (as defined below). These terms and conditions ("Terms") apply to your use of the Website and other elements of Trustle.
4. Our website at https://trustle.net ("Website") is operated by Trustle Technologies Pte. Ltd. which is a private limited company incorporated and registered in Singapore under registration number 201910479 with registered office at 1 North Bridge Rd, #08-08 High Street Centre, Singapore 179094.
5. When in these Terms we refer to "we" or "us", we mean this company.
6. You can contact us by email at email@example.com
7. The platform that we use to deliver our service ("Trustle") comprises our Website and any applications, widgets, templates or pages on any third party websites that we use, the services and the content that we make available (through our Website, email or otherwise) and the payment services and accounts that we use.
8. Trustle is designed and used to enable Users to buy and sell licenses to anonymized legal documents, legal templates, forms and other legal know-how ("User Content").
9. Trustle facilitates communication between the Clients and provides a venue for buying and selling licenses to User Content.
10. We do not provide, resell or manage any legal services or legal advice and the Clients’ and Clients’ use of Trustle does not create an attorney-client relationship among the Clients and between the Clients and us.
Website, Trustle Platform and Ownership of Precedents
12. Sellers of Licenses to User Content ("Licensors") and buyers of licenses to User Content ("Licensees") transact with each other directly on Trustle and we provide the platform to allow the transactions to happen. If you have a Trustle account, any transactions are logged on your member’s statement, which records the payments made by you to authors via Trustle (as a Licensor) and by buyers via Trustle to you (as a Licensee).
13. User Content: All the User Content is the property of the respective Users licensed on the terms set forth is Clause 19 below. Trustle provides the platform services and does not take ownership of the User Content.
14. Trustle Content: Trustle remains the sole owner of all right, title, and interest in the Website and reserves all rights to it, including copyright, trademarks, designs and other intellectual property on the Website. You will not copy, distribute, modify or make derivative works of any of Website content in any way not expressly stated in these Terms.
15. Trustle provides the Site on an "as is" and "as available" basis.
16. Users shall be 18 years or over to become Trustle members.
17. When you become a member you get a Trustle account. Your membership will allow you to ‘buy’ (license) User Content from other Users. Membership also gives you the opportunity to sell licenses to your User Content to other Users – such selling functionality is enabled for certain Users at Trustle absolute discretion upon review of the Users’ credentials.
18. You represent and warrant that the information you provide at registration is true, accurate and complete and, if you sign up for an Trustle account, that you will keep your account information up-to-date (including a current email address). Your membership is not transferable. You are responsible for your use of the Website including any activity that occurs in conjunction with your username and password. If you realize there’s any unauthorized use of your password or any breach of security you need to let us know immediately. You must not use a virtual private network or any other means to avoid compliance with these Terms, or for any fraudulent or illegal reasons.
User Content and License
19. By submitting Your User Content on the Website, you grant other Users a limited, worldwide, non-exclusive, royalty-free license and right to copy, transmit, publicly perform and display (through all media now known or hereafter created), distribute and make derivative works from the User Content upon download and payment by such Users of license fee. The Licensees shall not sublicense or resell such User Content to any third party without your written consent. The Licensee shall not assign their rights and duties under these Terms.
20. By uploading your User Content, you grant Trustle a worldwide, perpetual, non-exclusive, royalty-free, irrevocable (except as expressly provided in this Terms), sublicensable license and right to copy, transmit, distribute, publicly perform and display (through all media now known or hereafter created) for the purpose of making you User Content available for licensing to other Users using the Website and keeping it available for such licensing. You hereby permit Trustle to engage third-party hosting providers and servers to host and store your User Content and other content.
21. The above licenses will continue unless and until you remove your User Content from the Website, in which case the licenses will terminate within a commercially reasonable period of time.
22. The Licensors hereby represent and warrant that:
- the User Content they upload and license to other Users is of acceptable quality and fit for the purpose for which it is 'sold' (licensed);
- each item of the User Content uploaded and licensed to other Users matches the description given on the relevant item preview page;
- they have the rights necessary to license their User Content on the terms of these Terms;
- the use of the User Content that they license to other Users in accordance with the terms of these Terms does not infringe the intellectual property rights of any third person;
- the User Content they upload and license to other Users does not contain viruses or other computer codes, files or programs which are designed to limit or destroy the functionality of other computer software or hardware.
23. Any information contained in the User Content is not legal advice and shall not be treated as such by Users. The Users should take all due care in relying on any such information and the User Content. Trustle operates on the assumption that the Licensors bear complete responsibility for the quality and accuracy of the User Content while Trustle as a platform to facilitate transfers of licenses to the User Content by Licensors (as defined below) to Licensees (as defined below).
24. If a Licensor cancels his/her Trustle account or requests a return of any submitted User Content, such a request shall not terminate or impact any Licensee’s rights granted by the Licensor prior to such removal.
25. For the purposes of these Terms, "Trademark(s)" shall mean all common law or registered trademarks, logos, service marks, trade names, Internet domain names, graphics, logos, page headers, button icons, scripts, service names or other indications of origin now or in the future used by us on the Website or other parts of the Trustle platform.
26. Nothing contained herein grants or shall be construed to grant Users any rights to use any Trustle’s Trademark, unless expressly conferred by these Terms.
27. You agree that you will not use Trustle’s Trademarks in any manner that might tarnish, disparage, or reflect adversely on such Trademarks or Trustle.
28. You agree that you will not contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any of Trustle’s Trademarks or the Trademark rights claimed by Trustle.
29. You agree that you will not use any Trustle Trademark or any variant thereof including misspellings) as a domain name or as part of a domain name regardless of the top-level domain, or as a metatag, keyword, or any other type of programming code or data.
30. You may not at any time, adopt or use, without Trustle's prior written consent any word or mark which is similar to or likely to be confused with Trustle's Trademarks.
31. The look and feel of the Website, including all page headers, custom graphics, button icons, and scripts, is the trade dress and/or trademark or service mark of Trustle and may not be copied, imitated or used, in whole or in part, without the prior written consent of Trustle.
32. All other trademarks, product names, and company names or logos used or appearing on the Website are the property of their respective owners.
33. You indemnify us and all our directors, officers, subsidiaries, affiliates, shareholders, agents and employees, successors and assigns (the "Idemnified Persons") against all losses, costs (including legal costs on a full indemnity basis), expenses, demands or liability that we incur arising out of, or in connection with, a third party claim against us relating to your use of Trustle and any User Content you upload on Trustle and post to the Website.
34. If you are a Licensee, you agree that we are not responsible for, and you release us from liability arising out of or in connection with:
- any items of User Content that you buy, download or otherwise obtain on Trustle;
- information provided by Licensors about their items of User Content; and
- your use of items of User Content.
35. You indemnify us and the other Indemnified Persons against all losses, costs (including legal costs on a full indemnity basis), expenses, demands or liability that we incur arising out of, or in connection with, a third party claim against us relating to any alleged or actual violation of any Confidential Information or personally identifiable information.
Confidentiality and Ethics
36. For the purposes of these Terms “Confidential Information” includes, but is not limited to, personally identifiable information such as passport details, social security or other government identification numbers, names of individuals and legal entities, contact information, addresses, dates of birth, or any other information that may be linked to an individual, business or any particular matter or transaction.
37. Licensors shall delete any Confidential Information and/or personally identifiable information relating to their clients, affiliates and any other third party from the User Content before uploading it on the Website. Licensors shall be solely liable for any breach of confidentiality on their own behalf for failing to delete, modify or get consent for disclosing Confidential Information before uploading it. Licensees shall not be liable for any Confidential Information retrieved through downloading the User Content uploaded by Licensors.
38. In submitting User Content on the Website, Users agree and bear the risk that no Confidential Information, confidential work product, attorney-client privilege, rules of professional conduct or ethics and/or arbitration awards and decisions are being violated in using Trustle and by uploading the User Content on the Website. Users shall delete all information that may reasonably be considered confidential or personally identifiable before uploading the User Content.
39. If a User downloads a document that contains Confidential Information and/or personally identifiable information, such User shall immediately notify Trustle and the Licensor by email provided in Clause 2.3. Upon receipt of notice that the User Content contains Confidential Information, the relevant Licensor shall immediately delete all Confidential Information from the User Content or remove the relevant User Content item.
40. You agree that, by purchasing any license to User Content from other Users on Trustle, you do not acquire any commercial rights on such User Content. You agree not to share any items of User Content (documents) purchased on Trustle with any third parties, including your colleagues, unless you have purchased additional licenses for the use of the relevant items by such colleagues.
41. We not warrant that content of the Website or any item of User Content is complete, accurate, reliable, current, or error-free. You acknowledge and agree that we shall not be responsible for any User Content posted by Users on the Website and you must bear all risks associated with the exposure to and/or use of any such materials, information, or content, including without limitation, any reliance on the accuracy, completeness, or usefulness of such materials, information, or content. All the items of User Content purchased on Trustle shall be refined to meet the requirements of the particular matter or transaction of the client and verified for compliance with the applicable law.
Intellectual Property Infringement Claims
42. We respect the intellectual property rights of others and we require that our Users do the same. If you believe that an item or User Content infringes an intellectual property right (including copyright) please notify us immediately at firstname.lastname@example.org. You may also use the Digital Millennium Copyright Act (DMCA) process by sending us a DMCA takedown notice.
43. Your DCMA takedown notice shall:
- Explain the content in the User Content that you claim infringes your copyright, including a description and where we can find it, including the URL;
- Explain your copyrighted content and let us know where we can see this published, including the URL;
- Give us a detailed explanation about how you believe the content in the Author’s item violates your copyright;
- Include your full name and contact details, including your address, phone number and email address
- Provide a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the applicable law;
- Provide a statement by you, made under penalty of perjury, that the above information in you notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf;
44. Please address DMCA takedown notices and communications to Trustle Technologies Pte. Ltd. at 1 North Bridge Rd, #08-08 High Street Centre, Singapore 179094.
Fees and Payment
45. We normally charge Licensors a service fee equal to thirty per cent (30%) of the one-time license fee ("Trustle Fee") for each piece of User Content licensed by Licensor to Licensee via the Website.
46. Trustle uses Stripe (stripe.com) as its payment gateway ("Stripe"). Stripe will automatically deduct Trustle Fee from each license fee paid by Licensee for each piece of User Content licensed by the Licensor.
47. We reserve the right to change the Trustle Fee at any time and will provide users with adequate notice of any such changes before they become effective.
48. Given the nature of digital content, a refund or credit on a purchase of any item of User Content is not granted unless one of the warranties given by the author in Clause 5.4 has been breached, or a refund is required under any relevant consumer protection laws.
49. We recommend that you don’t make your contact details public on Trustle or in any public communications via Trustle. Contact details include your email address, street address, messanger name and phone number (but not social network handles).
50. We can look at or remove any of User Content for any reason at our discretion. Reasons might include quality assurance, if we receive a valid copyright take-down notice or, if we think that the content is unauthorised, misleading, incorrect, offensive, or in breach of any third party’s rights, or if we believe that your use of the Trustle and any content might result in liability to us or anyone else.
Limitation of Liability
51. If you are dissatisfied with us or the conditions set for by these Terms, your only remedy under the Terms shall be to discontinue your use of Trustle. Without limiting the generality of the statement above, we shall have no liability for any failure or delay resulting from any matter related to the User Content you have sold or purchased on Trustle.
52. We do not exclude or limit in any way our liability to you where it may be unlawful to do so.
53. We shall not be liable in contract, tort, negligence, statutory duty, misrepresentation, or otherwise for any loss or damage whatsoever arising from or in any way connected with the Terms.
54. Except as expressly set out in the Terms, all conditions, warranties and obligations which may be implied or incorporated into the Terms by statute, common law, or otherwise and any liabilities arising from them are expressly excluded to the extent permitted by law.
55. We shall not be liable for any economic loss, loss of business, loss of data, loss of profits, business interruption and loss of business information (even where we have been advised of the possibility of such loss or damage).
56. In the event that any limitation or exclusion of liability in the Terms is not enforceable, our liability to you in connection with Trustle or these Terms, in contract, tort (including negligence) or otherwise, is limited to the greater of 100 Singapore Dollars and the total Licensee (buyer) fees paid by you in the 12 months before liability accrued.
57. We may amend the Terms from time to time and will publish such alterations on the Website. If you do not agree to the changes made to Terms then you have the right to stop using Trustle and should do so immediately. Your continued use of Trustle after the date the changes have been posted will constitute acceptance of the amended Terms.
58. We reserve the right to terminate the provision to you of Trustle at any time without notice for any reason whatsoever.
59. These Terms and all disputes from these Terms are governed by Singapore law and the parties hereto submit to the exclusive jurisdiction of the Singapore courts. If any part of these Terms is held to be invalid or unenforceable, the remaining terms will continue in full force and effect.
60. You may not assign, transfer or sub-contract any of your rights under the Terms without our prior written consent. We may assign, transfer or sub-contract all or any of our rights at any time without consent.
61. The Terms constitute the entire agreement as to your use of and our provision of Trustle.