Terms of Service

01Who you are contracting with

KeelSG is supplied by NICKTUNG, a sole proprietorship registered in Singapore under UEN 53267689X, with its registered address at registered address not published yet.

Please read this paragraph carefully, because it is unusual and it is important. A sole proprietorship in Singapore is not a separate legal entity. It is a business name under which an individual trades. That means your contract is with the individual who owns NICKTUNG, personally, not with a company. Throughout these terms, "we", "us" and "our" mean that individual trading as NICKTUNG.

Two practical consequences follow, and we would rather you understood them now than discovered them later:

1. There is no company standing between you and the owner. The owner's liability under this contract is personal. Sections 11 and 12 place contractual limits on it, and those limits are ordinary contract terms, not a limited-liability shield created by incorporation.
2. The business does not automatically outlive its owner. A sole proprietorship has no separate existence, so it cannot be inherited the way shares in a company can. Section 16 deals with what happens if the business is incorporated or transferred.

We are not the following separate entities, and a contract with one of them is not a contract with us:

• Nick Tung Pte Ltd (UEN 202609128E)
• Freemansland Creatives Pte Ltd (UEN 202321157G)

If you have been given a quotation, invoice or agreement naming a different entity for KeelSG work, stop and ask us which is correct before you sign it.

02Accepting these terms

You accept these terms by using the KeelSG website, by signing in to the product, or by engaging us to install it.

If you are accepting on behalf of a company, you are confirming that you have the authority to bind that company. If you do not, please do not accept.

Where we have signed a separate written engagement letter, proposal or agreement with you, that document takes precedence over these terms wherever the two conflict. These terms fill the gaps; they do not override what we specifically agreed with you.

03What KeelSG is

KeelSG is a customer relationship management system for Singapore companies that have a sales team. It is sold as a fixed-price installation rather than a monthly per-seat subscription.

The product covers accounts, contacts, leads, lead capture, configurable pipeline stages, activities, assignment, lead scoring, opportunities, won and lost outcomes with recorded reasons, audience segmentation, campaign design, campaign effectiveness reporting, dashboards and reports, data exports in four formats, privacy and retention controls, an audit trail, and an AI assistant that only ever proposes.

03.1What it does not do, stated up front

These are current limits of the product, not features we are keeping quiet about:

• It does not send campaign email or messages. It builds audiences, designs and personalises content, and previews it. Actual delivery requires a separate delivery provider to be connected and verified, and none is live today. The preview contacts nobody.
• It does not connect itself to other systems. Integrations are scoped and configured by us during implementation. There is no self-service connector marketplace, and installing a connector is work, not a switch.
• It does not produce a sales forecast. Forecasting is not part of the current product and is not included in any package.
• It does not act on its own. Nothing the AI assistant produces is sent, applied or executed without a person approving it. This is described fully in section 8.

If a salesperson, a web page or a document tells you otherwise, these terms are the version that governs.

04Accounts, users and access

There is no public signup. Accounts are created by invitation from an administrator inside your organisation. Invitations expire, and cannot be issued with an expiry more than seven days out.

You are responsible for:

• the accuracy of the account details you give us;
• keeping sign-in credentials confidential;
• the actions taken by people you invite, and by anyone using their credentials;
• removing access promptly when someone leaves your organisation or changes role;
• choosing appropriate roles and permissions for your own staff.

Tell us as soon as you suspect unauthorised access to your workspace.

Your packages include unlimited named users and unlimited contacts within one customer UEN. "Unlimited" applies inside that single subscribed UEN and does not extend to a related company, a subsidiary, a parent or a separately registered entity. Those are separate installations.

05Fees, invoicing and payment

KeelSG is sold as fixed-price installation packages in Singapore dollars. The current packages are Essential at S$12,000, Growth at S$15,000 and Revenue Operating System at S$21,000. The package matrix and the current pricing page set out what each includes.

How payment works:

• We invoice you. There is no self-service billing and no payment page in the product. We do not collect, process or store card details, and we do not use a payment processor inside KeelSG.
• Payment terms, the deposit and the milestone schedule are set out in your engagement letter or quotation.
• Prices are exclusive of GST and of any other tax or duty that applies, unless the quotation states otherwise.
• Third-party messaging, email, telephony and AI usage is metered or governed by a written fair-use policy, and is separate from the package price.
• Additional connectors beyond those included in your package are separately scoped and separately priced.
• Plan changes require a commercial review and a written variation. There is no in-product upgrade button.

Fixed price means fixed scope. Work outside the agreed scope is quoted separately before it is done, not billed afterwards as a surprise.

05.1Government grants

Where a grant is involved in funding an installation, the applicant is the business owner, in the business owner's own name, and the applicant is responsible for their own declarations and submissions. We do not guarantee that any grant will be approved. No part of these terms, and nothing said in a sales conversation, should be read as a promise of grant approval or of a particular grant outcome.

06What you may not do

You agree not to:

• use KeelSG to store or process personal data you have no lawful basis to hold;
• use it to send unsolicited marketing in breach of the Spam Control Act or the PDPA's Do Not Call provisions;
• upload content that is unlawful, or that infringes somebody else's intellectual property;
• deliberately attempt to reach another customer's data, or to bypass the permission or isolation controls;
• probe, scan or load-test the production system without our written agreement, which we will normally give if you ask;
• reverse engineer the product, except to the extent Singapore law says you may do so regardless of what a contract says;
• resell, sublicense or provide the product as a service to a third party, unless we have agreed that in writing;
• build a competing CRM product using our code, our configuration or our documentation;
• use automated means to extract data in a way that degrades the service for others.

If you find a security vulnerability, please report it to email address not published yet before doing anything else with it. We will not pursue anyone who reports a genuine issue responsibly and gives us a reasonable chance to fix it.

07Your data

Your CRM data is yours. We do not claim ownership of the contacts, leads, accounts, activities, opportunities, campaigns or documents you put into KeelSG. We do not sell it, we do not share it with advertisers, and we do not use it to train AI models.

You are the organisation responsible, under the PDPA, for the personal data you put into your workspace. That means you decide what goes in, what it is for, how long it is kept, and who may see it. We hold and process it on your instructions as a data intermediary. Our Privacy Policy sets out what that split means in practice.

You can get your data out at any time. KeelSG exports in CSV, XLSX, XML and TSV, from a single authorised dataset so that all four formats represent the same records. Exports are permission-checked on the server, audited, and delivered through links that expire after twenty-four hours.

We may use aggregated, de-identified information about how the product is used to improve it. This never contains your customers' personal data and is never attributed to you by name.

08The AI assistant, and what you are responsible for

KeelSG includes an AI assistant that can summarise a lead, suggest a next action, draft a follow-up and flag pipeline risk.

Every AI output is advisory. A person must accept, edit or reject it. Nothing the assistant produces sends a message, changes an authoritative record or triggers an external action by itself. The output schema itself requires each recommendation to be marked as awaiting human approval and as not externally sent, so this is enforced by the code and not only by policy.

What follows from that:

• AI output can be wrong. It can be confidently wrong. It can misread a note, miss context that never made it into the CRM, or draw an inference the facts do not support.
• You are responsible for what you approve. Once a person in your organisation approves a draft or acts on a recommendation, it is your organisation's decision and your organisation's communication, not ours.
• Do not use it as legal, tax, financial or regulatory advice. It is a sales assistant reading your CRM records.
• The assistant is only active if a model provider has been configured for your installation. If none is configured, the feature is off.
• Where the evidence is insufficient, the assistant is built to say so rather than to invent an answer. That is a design goal, not a guarantee about every response.

09Implementation and delivery

Installation is work we perform, and it needs you as well as us. You agree to give us, within a reasonable time:

• access to the data you want migrated, in a usable form;
• a named person on your side who can make decisions;
• reasonable availability for scoping, configuration review and training sessions;
• timely feedback at the review points we agree.

Delivery timelines assume that. Where a delay is caused by our waiting on you, the timeline moves.

The number of pipelines, business units, calendars, dashboards, configured automations, included integrations and migration sources is set by the package you bought. Anything beyond that is a scoped variation.

10Availability, support and changes

We do not currently offer a contractual uptime guarantee, and we are not going to print a number we cannot yet stand behind. The service is provided on a commercially reasonable-efforts basis. If we introduce a service level commitment, it will be a separate written document.

We may need to take the service down for maintenance, upgrades or urgent security work. We will give notice where it is planned and we can. Urgent security work may have to happen without notice.

The product runs on third-party infrastructure. An outage at a hosting, database or model provider can make the service unavailable through no act of ours.

Support scope after go-live is set out in your engagement letter. Where it is not stated there, it is not included, and should be agreed in writing before you rely on it.

We may change, improve or remove features. Where a change materially reduces a function you rely on, we will tell you before it happens.

11Warranties, and what we are not promising

We warrant that we will perform the implementation work with reasonable care and skill, and that we have the right to grant you the use of the product described here.

Beyond that, and to the extent Singapore law permits, the product is provided "as is". In particular we do not warrant that:

• it will be uninterrupted or error-free;
• every defect will be fixed;
• it will meet a requirement you have not told us about;
• AI output will be accurate;
• your use of it will by itself make you compliant with the PDPA or any other law. Compliance depends on how your organisation configures and operates it, and on decisions only you can make.

We have not completed an independent third-party vulnerability assessment and penetration test of the product, and we are not certified against Cyber Essentials, Cyber Trust, the Data Protection Trustmark or ISO 27001. We have internal review and automated security testing, which is not the same thing. If your procurement process requires any of these, ask us for the current position before you commit.

12Limitation of liability, written honestly for a sole proprietorship

This section is the one most likely to be copied carelessly from another company's terms, so we have written it deliberately.

We are not a company. NICKTUNG is a sole proprietorship, so this clause is a contractual limit agreed between you and an individual. It is not, and does not create, the limited liability that shareholders of an incorporated company enjoy. Nothing in these terms should be read as suggesting that a corporate structure caps the owner's exposure, because there is no such structure.

Subject to that, and to the extent Singapore law allows:

1. Our total aggregate liability arising out of or in connection with these terms and your use of KeelSG, whether in contract, tort including negligence, or otherwise, is limited to the total fees you have paid us in the twelve months immediately before the event giving rise to the claim.
2. We are not liable for indirect or consequential loss, or for loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, loss of goodwill, or loss or corruption of data, in each case however arising.
3. Nothing in these terms excludes or limits liability that cannot lawfully be excluded or limited. That includes liability for death or personal injury caused by negligence, and liability for fraud or fraudulent misrepresentation.
4. These limits are subject to the Unfair Contract Terms Act 1977 of Singapore. Where that Act requires a term of this kind to be reasonable, this clause takes effect only so far as it is reasonable.

We have set the limits at this level because the fees are fixed and one-off, and an unlimited exposure against a fixed fee is not a risk an individual can responsibly carry. If you need a higher limit for your own risk policy, tell us during scoping. It is a commercial conversation and it may change the price, but it is a conversation we are willing to have rather than one we will refuse.

13Indemnity

You will indemnify us against claims, losses and reasonable legal costs arising from:

• personal data you put into KeelSG that you had no lawful basis to hold or to use in the way you used it;
• marketing you sent using data from KeelSG in breach of the PDPA's Do Not Call provisions or the Spam Control Act;
• content you uploaded that infringes a third party's rights;
• your use of the product in breach of section 6.

This does not apply to anything caused by our own breach of these terms or our own negligence.

14Confidentiality

Each of us will keep the other's confidential information confidential, use it only for the purposes of this engagement, and protect it with at least reasonable care. This does not cover information that is already public through no fault of the receiver, was already known, is independently developed, or must be disclosed by law or by a regulator. Where disclosure is compelled, the disclosing party will tell the other where it is lawfully able to.

15Term, suspension and termination

These terms apply for as long as you use the website or the product.

We may suspend access where there is a genuine security risk, where the law requires it, or where an invoice is materially overdue and we have given you written notice and a reasonable chance to fix it. We will restore access as soon as the reason for suspension is resolved.

Either of us may terminate an engagement in the circumstances set out in the engagement letter. Either of us may terminate immediately for material breach that is not fixed within thirty days of written notice.

On termination:

• you may export your data in any of the four supported formats, and we will give you a reasonable period to do so;
• after that period, and subject to any legal hold or legal retention requirement, your workspace data is deleted;
• fees already paid for work already performed are not refunded, because the packages are implementation work rather than a subscription to future service;
• the sections that are meant to survive, including data ownership, confidentiality, limitation of liability, indemnity and governing law, survive.

16If the business is incorporated or transferred

Because NICKTUNG is a sole proprietorship rather than a company, a change of ownership cannot happen by transferring shares. It happens by transferring the business.

We may transfer this contract, and the rights and obligations under it, to a company incorporated by the owner to continue the same business, or to a purchaser of the business as a going concern. If we do, we will give you written notice, the transferee will be bound by these terms, and any transfer of personal data as part of that will be handled in line with the PDPA and our Privacy Policy.

You may not transfer your rights under these terms without our written consent, which we will not unreasonably withhold.

17General

• Entire agreement. These terms, together with any engagement letter, quotation or proposal we have signed with you and the Privacy Policy and Cookie Policy, are the whole agreement between us on this subject.
• No waiver. If we do not enforce something straight away, we have not given up the right to enforce it later.
• Severability. If a court finds part of these terms unenforceable, the rest stays in force.
• No partnership. Nothing here creates a partnership, joint venture, employment or agency relationship between us.
• Third parties. Nobody other than you and us has rights under these terms, and the Contracts (Rights of Third Parties) Act 2001 does not apply.
• Changes. We may update these terms. We will change the date at the top, and for existing customers we will give notice of a material change directly rather than relying on you to notice.
• Notices. Written notice to us goes to email address not published yet. Written notice to you goes to the email address on your account or in your engagement letter.

18Governing law and disputes

These terms are governed by the laws of Singapore.

If a dispute arises, we will first try to resolve it by talking, and each of us agrees to take that attempt seriously rather than treating it as a formality. If that does not work within thirty days, the courts of Singapore have exclusive jurisdiction, except that either of us may seek urgent injunctive relief in any court with jurisdiction.

19Contact

email address not published yet

NICKTUNG

Sole proprietorship registered in Singapore, UEN 53267689X

registered address not published yet