Terms of Use
THANK YOU FOR CHOOSING CODA AS YOUR CONTENT MONETIZATION PARTNER!
Publisher Portal is Coda’s software tool that you may use to get access to the services we offer.
Please read these Terms of Use carefully before you start using the Publisher Portal.
You can find the list of definitions we use in these Terms of Use here.
1. Acceptance of the Terms of Use
These terms of use are entered into by and between Coda Payments Pte. Ltd., a company established under the laws of Singapore, having its registered address at 21 Tanjong Pagar Rd, #03-01/02 B, Singapore 088444 ("Coda" or “we”), and you, acting on behalf of the entity you represent ("Publisher" or “you”), and together with Coda, the "Parties", and each, a "Party"). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern your access to and use of the website https://portal.codapayments.com, including any content, functionality, and services offered on or through the Publisher Portal.
By clicking to accept the Terms of Use, you accept and agree to be bound and abide by these Terms of Use and our Privacy Notice, incorporated herein by reference. If you do not agree to these Terms of Use or the Privacy Notice, you must not access or use the Publisher Portal.
By using this Publisher Portal, you represent and warrant that you (i) are of the legal age of majority in the place of your residence and (ii) have been duly authorized to form a binding contract with Coda on behalf of the entity you represent.
2. Changes to the Terms of Use
We may revise and update these Terms of Use from time to time at our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Publisher Portal thereafter. Your continued use of the Publisher Portal following the posting of the revised Terms of Use means that you accept and agree to the changes. You are expected to check this page periodically, so you are aware of any changes, as they are binding on you.
3. Authorized Use
Subject to your continued compliance with these Terms of Use, we grant you a limited, non-exclusive, non-transferable, royalty-free license to use the Publisher Portal for the purpose of getting access to the services we provide. To sign up for any service offered by Coda, you would need to go through the digital onboarding process and complete the following steps:
Provide certain information required for our Know Your Customer screening;
Sign the Content Monetization Agreement with Coda;
Integrate your systems with the Coda Platform.
We will guide you through the process. But should you have any questions, please reach out to us for assistance.
4. Accessing the Publisher Portal and Account Security
To use the services offered by Coda, you shall set up an account on this Publisher Portal (“Account”)
You may be asked to provide certain registration details or other information. It is a condition of your use of the Publisher Portal that all the information you provide on the Publisher Portal is correct, current, and complete. You confirm that you have obtained all necessary permissions to share with us the information or other materials requested during the onboarding process, including but not limited to any personal information, image, or likeness of any person, trademarks, and trade names.
As part of our security procedures, you will be provided with login credentials. You must treat such information as confidential, and you must not disclose it to any other person or entity or otherwise allow others to use your login credentials or Account. You may designate additional authorized users and request separate login credentials for each of them.
All activity on the Publisher Portal that results from the use of your login credentials shall be treated as a duly authorized activity performed by the Publisher. Coda is not responsible for the use of your Account by any person utilizing your login credentials with or without your permission.
You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.
5. Access to Coda Platform.
During onboarding, we will provide you with access to the Coda Platform. You agree to (i) implement appropriate administrative, technical, and physical safeguards designed to ensure the security of your connection to the Coda Platform to protect against any anticipated threats or hazards to its security or integrity; and (ii) to prevent unauthorized access and use of the Coda Platform.
6. Intellectual Property Rights
The Publisher Portal and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Coda, its licensors, or other providers of such material and are protected by Singapore and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
You must not reproduce, distribute, modify, adapt, decompile, disassemble, reverse engineer, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material available on the Publisher Portal except as expressly permitted by the Content Monetization Agreement.
No right, title, or interest in or to the Publisher Portal or any content on the Publisher Portal is transferred to you. All rights not expressly granted by these Terms of Use or the Content Monetization Agreement are reserved by Coda.
7. Trademarks
Coda name, the terms “Codashop”, “Codapay”, “xShop”, Coda logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Coda or its affiliates or licensors. You must not use such marks without the prior written permission of Coda.
8. Prohibited Uses
You may use the Publisher Portal only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Publisher Portal:
In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software).
To exploit, harm, or attempt to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
For any unauthorized commercial purpose.
To impersonate or attempt to impersonate any other person or entity.
To engage in any other conduct that restricts or inhibits anyone’s use of the Publisher Portal, or which, as determined by us, may harm Coda, or expose us to liability.
Additionally, you agree not to:
Use the Publisher Portal in any manner that could disable, overburden, damage, or impair the Coda Platform or interfere with any other party’s use of the Publisher Portal.
Use any robot, spider, or other automatic device, process, or means to access the Publisher Portal for any purpose, including monitoring or copying any material on the Publisher Portal.
Use any manual process to monitor or copy any material on the Publisher Portal or for any other purpose not expressly authorized in these Terms of Use or the Content Monetization Agreement without our prior written consent.
Use any device, software, or routine that interferes with the proper working of the Publisher Portal.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Publisher Portal, the server on which the Publisher Portal is stored, or any server, computer, or database connected to the Publisher Portal.
Attack the Publisher Portal via a denial-of-service attack or a distributed denial-of-service attack.
Conduct any form of capacity, load, or any form of stress testing on any sandbox or live environment of the Coda Platform.
Access and use the Publisher Portal for the purpose of creating a competitive product of similar nature.
Otherwise attempt to interfere with the proper working of the Publisher Portal or the Coda Platform.
9. Disclaimer of Warranties
You are responsible for implementing sufficient procedures and checkpoints to satisfy your requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. To the fullest extent provided by law, we will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the Publisher Portal or any services or items obtained through the Publisher Portal.
Your use of the Publisher Portal, its content, and any services or items obtained through the Publisher Portal is at your own risk. The Publisher Portal, its content, and any services or items obtained through the Publisher Portal are provided on an “AS IS” and “AS AVAILABLE” basis, without any warranties of any kind, either express or implied. Neither Coda nor any person associated with Coda makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the Publisher Portal. Without limiting the foregoing, neither Coda nor anyone associated with Coda represents or warrants that the Publisher Portal, its content, or any services or items obtained through the Publisher Portal will be accurate, reliable, error-free, or uninterrupted, that defects will be corrected, that our site or the server that makes it available are free of viruses or other harmful components, or that the Publisher Portal or any services or items obtained through the Publisher Portal will otherwise meet your needs or expectations.
To the fullest extent provided by law, Coda hereby disclaims all warranties of any kind, whether express or implied, statutory, or otherwise, including but not limited to any warranties of merchantability, non-infringement, and fitness for a particular purpose.
10. Limitation on Liability
Except as otherwise may be stated in the Content Monetization Agreement and to the fullest extent provided by law, in no event will Coda, its affiliates, or their licensors, service providers, employees, agents, officers, or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the Publisher Portal, including any direct, indirect, special, incidental, consequential, or punitive damages, including but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable.
11. Indemnification
You agree to defend, indemnify, and hold harmless Coda, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or access and use of the Publisher Portal under your login credentials.
12. Governing Law and Jurisdiction
These Terms of Use shall be governed by the laws of Singapore. Any dispute arising out of or in connection with these Terms of Use, including any question regarding their existence, validity, or termination, shall be referred to and finally resolved by arbitration in Singapore according to the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force. The seat of arbitration shall be Singapore, and the Tribunal shall consist of one (1) arbitrator. All arbitration proceedings shall be in the English language. The decision of the arbitrator shall be final and binding on all the Parties.
13. Waiver and Severability
No waiver by Coda of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Coda to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.