How to participate
To be part of this team, businesses will need to have a commercial digital platform which can support online transactions (i.e. allow buyers to browse listing of products and make purchases of products from the same site). In addition, businesses must be able to meet the technical interfacing requirements, for example to include a feature for buyers to add corporate billing. Finally, businesses will need to agree to the standard terms of use for the ‘middleware’.
Terms of Use for API
1. AGREEMENT TO TERMS OF USE
1.1. These Terms of Use for API describe your rights and obligations when you Use the API. In these Terms of Use, the definitions for terms are found in clause 19.
1.2. When you Use the API, you agree to these Terms of Use. If you do not agree to these Terms of Use, please do not Use the API.
1.3. These Terms of Use may be changed by MOF from time to time without notice to you. Any change to the Terms of Use will be posted on the Site and it is your responsibility to check the Terms of Use whenever you Use the API. Your Use of the API after any change has been made shall constitute your agreement to the changes to the Terms of Use.
2. APPLICATION
2.1. To apply for Use of the API, you may be required to provide information (such as identification and contact details). Any information you provide to MOF must always be accurate, current and complete and you shall inform MOF promptly of any update or change to the information.
3. CONDITIONS OF USE
3.1. Subject to these Terms of Use, MOF grants you a limited, revocable, non-exclusive, non-sublicensable, non-transferrable right to Use the API for purposes in connection with the Transactions.
3.2. Subject to these Terms of Use, you may:
(a) access, call, command, query, delete or request for the API (“Use”); and
(b) create API Client(s) for the purpose of utilising the API, on condition that the API Client(s) are free of any Unauthorised Code.
3.3. You shall not:
(a) create API Client(s) that functions in substantially the same way as the API and offer it for use by any third party;
(b) exploit any vulnerability of the API or servers, inject any unauthorised or malicious scripts, codes, commands, queries or requests, or introduce any Unauthorised Code through the API;
(c) use any information obtained through the API to defame, abuse, harass, stalk, or threaten others;
(d) interfere with or disrupt the API or the servers or networks providing the API;
(e) reverse engineer or attempt to extract the source code from the API or any related software; and
(f) remove, obscure, or alter any of these Terms of Use or any link to or notice of these Terms of Use.
3.4. You agree to Use the API in accordance with all MOF specifications, including all security requirements, data requirements, interfacing requirements and procedures, made available to you upon your grant of Use of the API, published on the Site, or notified to you by MOF, from time to time.
3.5. You agree to comply with the Transactions requirements set out in Appendix 1 of these Terms of Use.
3.6. MOF has the sole discretion to limit your Use of the API. You shall not circumvent any limit imposed by MOF.
3.7. MOF may monitor your Use of the API and your API Clients to improve the service, track usage, to ensure compliance with these Terms of Use, or for security purposes. You shall promptly inform MOF about any change/enhancement to your platform, system or API Clients that will affect integration with the API.
3.8. These Terms of Use do not grant you any right over:
(a) any personal data which you may obtain, whether inadvertently or otherwise, through your Use of the API; and
(b) any intellectual property found in content accessible through the API which shall remain the property of MOF.
3.9. MOF shall have the right to modify or upgrade the API or method of Use of the API at any time.
3.10. If you are aware of any unauthorised Use of your Client Secret Key and/or Digital Signature Key, you must notify MOF immediately. Despite the foregoing, or anything to the contrary, you are fully responsible for all activities resulting from the usage of your Client Secret Key and/or Digital Signature Key.
4. DISCLAIMERS
4.1. The API is provided on an “as is” and “as available” basis. MOF makes no representation or warranty about the API, including any representation or warranty as to the accuracy, completeness, reliability, service levels, continued availability, timeliness, non-infringement, title, quality or fitness for any particular purpose of the API to the fullest extent permitted by the law.
4.2. To the extent permitted by law, MOF shall not be liable to you or any third party, whether in contract, tort (including negligence), restitution, breach of statutory duty or otherwise, for damage or loss of any kind arising directly or indirectly from your or any third party’s Use of, or inability to Use, the API.
4.3. You acknowledge and agree that, despite your Use of the API, all Transactions are personal contracts between the Officer and you, or between the Officer and the Sellers.
4.4. To the extent permitted by law, MOF shall not be liable to or for, the Officer, you, the Sellers or any third party, whether in contract, tort (including negligence), restitution, breach of statutory duty or otherwise, for damage or loss of any kind arising directly or indirectly from any Transactions.
4.5. This Clause 4 shall be deemed to be incorporated into the relevant terms and conditions governing the Transactions. For the avoidance of doubt, in the event of any inconsistency between Clause 4 and any term and condition governing the Transactions, Clause 4 shall prevail to the extent of the inconsistency.
5. THIRD PARTY TERMS
5.1. The API may require, enable, provide, or facilitate access to or use of websites, software or services of a third party (“Third Party”). In such an event, there may be terms governing the use of such Third Party websites, software or services (the “Third Party Terms”) that will bind either MOF or you or both. You agree to be bound by with such Third party Terms which are applicable to you.
6. COSTS
6.1. You shall bear all costs and expenses associated with your Use of the API.
7. INDEMNITY
7.1. Except to the extent caused by MOF’s own fraud, gross negligence or wilful misconduct, you shall indemnify and hold MOF harmless against all damages, losses, costs (including legal costs), expenses and liabilities arising directly or indirectly from:
(a) any claim made by a third party in connection with any Transaction;
(b) any claim made by a third party in connection with your Use of the API; and
(c) any system downtime or failure, and/or any lost or damaged data or software, arising from or in connection with your Use of the API.
8. CONTENT AND DATA
8.1. You may be required to upload, share, submit, post, display or transmit certain content and data during your Use of the API (“Your Content”). You acknowledge and agree that you shall continue to retain full ownership and control over Your Content and that MOF does not claim any ownership over any of the same. You hereby grant MOF, all Public Agencies, and any relevant Third Party a perpetual, irrevocable, non-exclusive right to handle and deal with Your Content for the purposes of providing you with the Use of the API, and any purposes directly incidental or related to the same. This includes storing or making backups of Your Content on databases or servers owned, operated or managed by us, a relevant Third Party and/or third party service providers engaged by MOF or a relevant Third Party.
9. INTELLECTUAL PROPERTY
9.1. The API and the source and object codes, the format, directories, queries, algorithms, structure and organisation of the API, are proprietary to MOF or its licensors, and all intellectual property rights associated therewith, whether registered or not, are protected by law and owned by or licensed to MOF.
10. CONFIDENTIALITY
10.1. MOF’s communications to you and the API may contain Confidential Information.
10.2. Confidential Information excludes information falling within any one or more of the following:
(a) Information which at the time of disclosure is in the public domain; (b) Information which after disclosure becomes part of the public domain other than through disclosures by you in breach of these Terms of Use; (c) Information which was in your possession at the time of disclosure to you by MOF; (d) Information which you independently acquired or developed; and (e) Information the disclosure of which MOF has given prior written approval.
10.3. You shall treat all information obtained from MOF and/or the API as Confidential Information and safeguard it accordingly, and shall not disclose, circulate, quote, reproduce, use or permit the use of Confidential Information by any other person without the prior written consent of MOF.
10.4. You shall take all necessary measures and precautions to ensure that all Confidential Information obtained from MOF and/or the API under or in connection with your Use of the API:
(a) is given only to the Sellers, your staff, authorised personnel, servants, agents, professional advisors and consultants engaged to perform and/or advise you in connection with your Use of the API, strictly on a need-to-know basis; and
(b) is protected whether in your premises or during transmission of Confidential Information to and/or from MOF.
10.5. Upon the termination and/or expiry of your Use of the API, you shall, at your own cost return to MOF and/or, if so instructed by MOF, destroy and/or securely purge all retained documents containing such Confidential Information so provided by MOF and/or obtained by you under or in connection with your Use of the API (such that the Confidential Information are no longer reasonably retrievable) where you no longer require the use of such documents.
10.6. The operation of this Clause 10 (Confidentiality) shall survive the expiry or termination of these Terms of Use and your Use of the API.
11. PUBLICITY
11.1. You and your employees shall give MOF at least 3 working days’ prior written notice before the publication or release of any news item, article, publication, advertisement, prepared speech containing any information or material (“Media Release”) acquired in the course of your Use of the API. The Media Release must not contain any Confidential Information, or place the Government in disrepute.
12. PERSONAL DATA
12.1. In the course of your Use of the API and/or access to the Site, MOF may be required to collect, use, disclose and/or process personal data belonging to you or your employees, or that relate to a third party individual and that is provided by you and/or your authorised representatives. In this regard, MOF will collect, use, disclose and/or process such personal data in accordance with our privacy policy which can be found on the Site.
12.2. Please refer to MOF’s Privacy Statement for more details. By your Use of the API and/or access to the Site, you acknowledge that you have read and understood MOF’s Privacy Policy, and that you agree to the Privacy Policy as may be amended from time to time by MOF. The Privacy Policy forms part of these Terms of Use.
13. SUSPENSION AND TERMINATION OF API
13.1. MOF may immediately terminate these Terms of Use, your Use of the API ,and/or suspend your Use of the API if:
(a) you are in breach of any applicable law;
(b) you are in breach of any of these Terms of Use;
(c) you cease to exist as a distinct legal entity or cease to be registered with the Accounting and Corporate Regulatory Authority of Singapore (ACRA); or
(d) you undergo an amalgamation or merger with another entity.
13.2. Either Party may terminate these Terms of Use and your Use of the API at any time by providing the other party with 7 working days prior written notice before the desired termination date. Upon such termination or suspension, you shall immediately stop your Use of the API.
13.3. Upon any termination or suspension, you shall immediately stop your Use of the API. The Disclaimers, Indemnities and Confidentiality sections, and any other provision of these Terms of Use which is required to give effect to termination or the consequences of such termination, shall survive the termination of these Terms of Use.
13.4. Despite Clauses 13.2 and 13.3, you may continue to Use the API to the extent necessary to complete any lawful and ongoing Transactions. The Use shall immediately cease upon the completion of, payment and/or refund for any such Transactions (whichever is the later).
14. GOVERNING LAW
14.1. These Terms of Use and the Use of the API shall be governed and construed in accordance with the laws of Singapore.
15. MEDIATION
15.1. In the event of any dispute, claim, question or disagreement arising out of or relating to this Terms of Use or its subject matter or formation (“Dispute”), no Party shall proceed to any other form of dispute resolution unless the Parties have made reasonable efforts to resolve the same through mediation in accordance with the mediation procedure of the Singapore Mediation Centre. The Parties shall be deemed to have made reasonable efforts in accordance with this Clause 15.1 if they have gone through at least one mediation session at the Singapore Mediation Centre.
15.2. Failure to comply with Clause 15.1 shall be deemed to be a breach of these Terms of Use.
16. DISPUTE RESOLUTION
16.1. Subject to Clause 15, any Dispute shall be referred to and finally resolved in the Courts of the Republic of Singapore and you hereby submit to the exclusive jurisdiction of the Courts of the Republic of Singapore.
17. THIRD PARTY RIGHTS
17.1. Save for the Statutory Boards, a person who is not a party to these Terms of Use shall have no right under the Contracts (Rights of Third Parties) Act to enforce any of its terms.
17.2. The Government shall not be liable or held responsible for any act or omission of any Statutory Board.
18. ADDITIONAL TERMS
18.1. You may not assign or sub-contract these Terms of Use without our prior written consent.
18.2. If any provision of these Terms of Use is held by a court or tribunal of competent jurisdiction to be invalid or unenforceable, then these Terms of Use, including all remaining provisions, will remain in full force and effect as if such invalid or unenforceable provision had never been included.
18.3. No delay in enforcing any provision of these Terms of Use will be construed to be a waiver of any rights under that provision.
18.4. Any notice that we intend to give to you may be carried out by posting such notice to your registered address or by sending such notice to you to any contact information you may have provided us (including business address and email address). You are deemed to have received notice of the same upon us posting and/or sending such notice to you.
18.5. Neither Party shall have the authority to make any statement, representation or commitment of any kind, or to take any action which shall be binding or intended to be binding on the other Party.
19. DEFINITIONS
19.1. In these Terms:
(a) “API” means the middle application programming interface service(s) provided by MOF for the purposes of approving, updating (cancellations and refunds), facilitating invoicing and payment of the Transactions;
(b) “API Client” means any of your software, applications, websites or systems that utilises the APIs, and includes any part thereof;
(c) “Client Secret Key” means the key generated by a Party and shared with the other Party, for the other Party to verify the identity of the Party when communicating through the API, and “Client Secret Keys” means the Client Secret Key generated by you and the Client Secret Key generated by MOF;
(d) “Confidential Information” shall include, but is not limited to the Client Secret Key, Digital Signature keys and any information disclosed, made accessible or provided at any time, whether in writing, orally, visually or electronically or otherwise by MOF to you, as part of your Use of the API;
(e) “Digital Signature Keys” means a pair of cryptographic keys comprising of: (i) a private key for a Party to digitally sign and encrypt files or records including, payload requests communicated through the API to the other Party; and (ii) a public key for the other Party to verify the digital signature created by the private key and/or to decrypt the files or records encrypted by the private key;
(f) “Government” means the Government of the Republic of Singapore as a whole including all its ministries, government departments and organs of state.
(g) “MOF” or “us” means the Government as represented by the Ministry of Finance;
(h) “Officer” means any Government officer;
(i) “Parties” means you and us, and “Party” means either you or us;
(j) “Seller” means a seller or vendor on your Platform;
(k) “Site” means the public-facing website at www.quickbuy.gov.sg;
(l) “Statutory Board” means a corporate body established by or under written law from time to time to perform or discharge any public function under the supervisory charge of a Ministry or organ of state.
(m) “Transactions” means the purchases of goods or services on your Platform by an Officer;
(n) “Unauthorised Code” means any malicious or invalid code, virus, Trojan horse, worm, logic bomb, software routine or hardware components designed to permit unauthorised access, to disable, erase, or otherwise harm software, hardware or data, or to perform any such actions;
(o) “upgrades” or “upgrading” means bug fixes, updates, upgrades, enhancements, modifications and new releases or versions of the API; and
(p) “Use” shall have the meaning given in clause 3.2(a).
Appendix 1 – Transactions Requirements
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You shall submit invoices for the Transactions (“Invoices”) to the API in compliance with such information, requirements and procedures as may be notified to you by MOF, from time to time. Invoices shall be submitted to the API only after the goods and services being invoiced have been delivered to the Officers.
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You shall be notified via the API if the Invoices are approved.
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Invoices shall be due and payable within 14 days from the date of successful reconciliation.
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MOF reserves the right to suspend or terminate the Use of the API for any Transaction that does not comply with any term in this Appendix 1.
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The payment terms set out in paragraph 3 of this Appendix 1 shall be deemed to be incorporated into the terms and conditions governing the Transactions. For the avoidance of doubt, in the event of any inconsistency between the terms set out in paragraph 3 of this Appendix 1 and any term and condition governing the Transactions, the terms set out in paragraph 3 of this Appendix 1 shall prevail to the extent of the inconsistency.