Terms of Use

Payments Expert Marketplace (PEM) is a platform created by RTW Payments Advisory & Consulting Services Private Limited. PEM enables Knowledge Seekers to ask questions, access information, book consultations, and obtain insights related to the payments and fintech industry from “Experts” through the platform. By accessing or using PEM, you confirm that you have read, understood, and agree to be bound by these Terms of Use in their entirety, including any policies incorporated by reference.

In these Terms of Use: "PEM", "we", "us" and "our" mean the Payments Expert Marketplace operated by RTW Payments Advisory & Consulting Services Private Limited and, where the context requires, that company; "Platform" means PEM's mobile applications, web portals, API interfaces and associated infrastructure, together with any manual operations involved in delivering the Services end-to-end; "Knowledge Seeker" means any user who accesses the Platform to obtain Expert insights (called a "User" in the Privacy Policy); "Payments Expert" or "Expert" means an individual with professional experience in the payments industry who provides insights through the Platform; "Credits" means the units issued by PEM, as described in Clause 3.2, that are used to access content on the Platform and have no cash value; and "Privacy Policy" means PEM's privacy policy as published on the Platform.

The Services include all of PEM's products, features, applications, services, technologies, and software that we provide. PEM acts solely as a marketplace facilitator and does not endorse, verify, or warrant the accuracy, completeness, or fitness for purpose of any information or advice provided by Payments Experts.

Knowledge Seekers do not pay a fee to access the Services; access is through Credits under Clause 3.2. Where PEM offers payment to a Payments Expert for a consultation, survey or other activity, payment is made as set out in Clause 23.7. If PEM introduces any fee or commission in future, it will be disclosed to the user before it applies.

Credits. Credits are used to access content on the Platform, and one (1) Credit allows one (1) question. Each Knowledge Seeker receives five (5) Credits each day, refreshed daily according to the Knowledge Seeker's time zone. A Payments Expert who publishes a Payment Nugget earns Credits, in the number PEM determines for that Payment Nugget (up to ten (10)), and Credits earned in this way do not expire while the Expert's account remains active. Credits have no cash value and cannot be sold, transferred or exchanged for money, except where PEM expressly announces a payout for a stated campaign or period, in which case Clause 23.7 applies. PEM may withdraw Credits earned for a Payment Nugget that is removed for breach of these Terms of Use.

Providing our Services requires us to collect and use your information and related metadata. Our Privacy Policy explains how we collect, use, and share personal information and associated metadata across PEM products. By using the Services you acknowledge that you have read the Privacy Policy. Where applicable law requires your consent to any processing (for example marketing, recording of consultations or optional personalisation), we will request it separately and you may withdraw it at any time. If these Terms of Use and the Privacy Policy conflict on the processing of personal data, the Privacy Policy prevails.

Prohibited Conduct

You cannot sell, license, or purchase any account or user-submitted content obtained from us or our Services. This includes attempts to buy, sell, or transfer any aspect of your account (including your username); to solicit, collect, or use login credentials or badges of other users; or to request or collect PEM usernames, passwords, or to misappropriate access tokens.

You cannot upload any information or content that violates someone else's rights, including intellectual property rights (e.g., copyright infringement, trademark infringement, counterfeit, or pirated goods).

You represent that you own or have obtained all necessary rights to the content you upload or share.

You cannot modify, reverse engineer, or create derivative works of our products or their components.

You cannot use our domain name or URL in your username without our prior written consent.

Eligibility and User Conduct To be eligible to register for or use PEM, you must meet the following criteria:

Be at least 18 years old, or the minimum legal age required in your country to use our Services, whichever is higher;

Not be prohibited by applicable law from receiving any aspect of our Services;

Not have had your account previously disabled or deleted by us for a violation of any law or our policies;

Not impersonate any person or entity, or create an account on behalf of another person without their authorization; and

Provide us with accurate, complete, and up-to-date information at all times. You must not:

Do anything unlawful, misleading, or fraudulent, or use our Services for any illegal or unauthorized purpose; or

Interfere with or impair the intended operation of the Services in any manner. PEM reserves the right to conduct background screening of users, whether at onboarding or periodically thereafter, and to suspend or terminate access to the Services if such screening reveals a breach of any of the above criteria.

Eligibility and Screening - Payments Experts A person is not eligible to register or act as a Payments Expert on PEM if that person has, in a personal capacity:

been convicted of a felony or any criminal offence involving fraud, dishonesty, or financial misconduct;

been the subject of sanctions administered by any governmental, regulatory, or international body;

been or is currently the subject of an investigation, enforcement action, or proceeding by a securities or financial services regulator in any jurisdiction; or

been disqualified, barred, or suspended by any professional or regulatory body. PEM reserves the right to conduct background screening of Payments Experts, whether at onboarding or periodically thereafter, and to suspend or terminate an Expert's access to the Services if such screening reveals any of the above.

Obligations of Payments Experts Each Payments Expert registered on PEM represents and warrants that:

They shall not disclose, share, transmit, or publish any confidential information, including but not limited to proprietary business data, personal financial details, transaction records, or trade secrets obtained from Knowledge Seekers or third parties during or after a consultation session.

The duty of non-disclosure rests primarily with the Payments Expert. Subject to Clause 24, the PEM Parties are not responsible for confidential information disclosed or mishandled by the Expert.

Experts acknowledge that PEM is a marketplace facilitator and does not control the content of individual consultation sessions, although consultations may be recorded and reviewed under Clause 7 and PEM may act under Clauses 9 and 11.

We can remove any content or information that you share on the Service if we believe that it violates these Terms of Use, our policies, or if required to do so by law.

We may refuse to provide or stop providing all or part of the Services to you immediately in the interest of our Services or if you create risk or legal exposure for us.

We can terminate or change the Service, remove or block content or information shared on our Service, or stop providing all or part of the Service if we determine that doing so is reasonably necessary to avoid or mitigate adverse legal or regulatory impacts on us.

If you believe that your account has been terminated in error, or you want to disable or permanently delete your account, contact us at legal@travelandpayments.com.

After content is deleted, it may take us up to a further 90 days to remove it from backups and disaster recovery systems.

Information and associated data will not be deleted within 90 days of the account deletion or data deletion process beginning, where:

associated metadata deletion within 90 days is not technically feasible, in which case we will complete deletion as soon as technically feasible;

deletion would restrict our ability to investigate or identify illegal activity or violations of our terms and policies;

deletion would restrict our ability to protect the safety and security of our products, systems, and users;

deletion is required to comply with a legal obligation, including preservation of evidence; or

deletion is required to comply with a request of a judicial or administrative authority, law enforcement, or a government agency.

In such cases, content and metadata will be retained for no longer than is necessary for the purposes described in clause 9.6.

If you delete or we disable your account, these Terms of Use terminate as an agreement between you and RTW Payments Advisory & Consulting Services [Private Limited / Pte Ltd], but Clauses 11, 15 (for the Restriction Period), 16, 18, 19, 20, 21, 24, 31 and 33, and any other provision that by its nature is intended to survive, survive termination.

Anyone who believes content on the Platform (including a Payment Nugget, Biography or review) infringes their rights or breaches these Terms of Use may notify PEM at legal@travelandpayments.com, identifying the content, the basis of the complaint and their contact details. PEM will acknowledge the complaint within seven (7) days and may remove or disable access to the content while it investigates.

This agreement does not give any rights to any third parties.

You cannot transfer your rights or obligations under this agreement without our prior written consent.

We reserve all rights not expressly granted to you.

Our rights and obligations can be assigned to others, for example, in the event of a merger, acquisition, or sale of assets, or by operation of applicable law.

Definition of MNPI For this Clause, 'Material Non-Public Information' or 'MNPI' means any information relating to a company, financial instrument, or market that: (a) has not been made generally available to the public; and (b) a reasonable investor would consider important in making an investment decision, including but not limited to earnings forecasts, merger or acquisition discussions, regulatory approvals, pricing strategies, client pipelines, or impending enforcement actions.

Prohibitions on Payments Experts Payments Experts shall not, during the course of any consultation or otherwise through the Platform:

Disclose, communicate, or cause to be communicated any MNPI relating to any current or former employer, client, investee company, or counterparty;

Advise or guide any Knowledge Seeker in a manner that directly or indirectly facilitates the use of MNPI for investment, trading, or commercial advantage; or

Respond to questions that are designed or intended, whether expressly or by implication, to elicit MNPI from the Expert.

Mid-Consultation Protocol If, at any point during a consultation, an Expert becomes aware that the line of questioning is likely to elicit MNPI, the Expert shall:

immediately decline to answer the relevant question;

flag the concern through the in-Platform compliance reporting tool within 24 hours of the consultation; and

where the Expert reasonably believes that a securities law violation may have occurred or been attempted, report the matter to PEM's compliance contact at legal@travelandpayments.com within 48 hours.

PEM Rights on Suspected MNPI Violation PEM reserves the right, acting on reasonable suspicion of an MNPI violation, to suspend a consultation in progress, withhold payment pursuant to Clause 8 of these Terms of Use, and refer the matter to the relevant financial services regulator without liability to any party.

PEM is a marketplace facilitator and is not licensed as a financial adviser, payment service provider, or regulated entity under the Financial Advisers Act (Singapore), the Payment Services Act 2019 (Singapore), or any equivalent legislation in any other jurisdiction.

Nothing on the Platform constitutes regulated financial advice, investment advice, legal advice, or tax advice. All consultation outputs are informational in nature, and Knowledge Seekers must independently assess their regulatory obligations in their respective jurisdictions before acting on any advice received.

Payments Experts acknowledge that their participation on the Platform does not create any licensed advisory relationship between the Expert and the Knowledge Seeker for any applicable regulatory framework.

Obligation to Declare Each Payments Expert shall, before confirming acceptance of any consultation booking, declare to PEM through the Platform any actual, potential, or perceived conflict of interest in relation to the proposed subject matter. A conflict of interest shall include, without limitation:

situations where the proposed consultation topic relates directly or substantially to the Expert's current employer, a direct competitor of the Expert's current employer, or any entity in which the Expert holds a financial interest;

situations where the Expert has or has had a direct commercial relationship with the Knowledge Seeker or the Knowledge Seeker's affiliated entity within the preceding 24 months;

situations where the Expert's advice could directly benefit a financial position held by the Expert or a connected person; or

any other circumstance that a reasonable and objective person would consider likely to compromise the Expert's independence or objectivity.

PEM's Discretion on Conflict Upon declaration of a conflict of interest, PEM shall, at its sole discretion:

permit the consultation to proceed if both the Expert and the Knowledge Seeker provide informed written acknowledgement of the conflict;

restrict the scope of the consultation to exclude the conflicted subject matter; or

decline to facilitate the consultation.

Consequences of Non-Disclosure Failure to disclose a known conflict of interest before a consultation shall constitute a material breach of these Terms of Use and shall entitle PEM to withhold payment, suspend or terminate the Expert's account, and recover any fees paid to the Expert in connection with such consultation.

Additional Obligations In addition to the general obligations set out in these Terms of Use, each Knowledge Seeker shall:

not use consultations conducted through the Platform as a means of extracting MNPI, confidential business information, or trade secrets from Experts, whether directly or by implication;

not use any information obtained through a consultation for the purposes of securities trading, short selling, or any other investment activity in any jurisdiction where such use would constitute a violation of applicable securities or market abuse laws;

maintain the confidentiality of any information shared by a Payments Expert during a consultation that the Expert has identified or that would reasonably be understood to be confidential, and shall not disclose, publish, or share such information with any third party without the prior written consent of PEM and the relevant Expert;

not record, transcribe, or reproduce the content of any consultation, in whole or in part, by any means, without the prior written consent of PEM; and

promptly report to PEM any Expert who, during a consultation, proactively volunteers or offers to disclose information that the Knowledge Seeker reasonably believes constitutes MNPI or confidential third-party information.

Disclaimer of Reliance Knowledge Seekers acknowledge and agree that PEM is a marketplace facilitator and does not endorse, verify, or warrant the accuracy, completeness, or fitness for purpose of any information or advice provided by Payments Experts. Knowledge Seekers assume sole responsibility for any decisions made or actions taken in reliance on consultation outputs.

Consequences of Breach A breach by a Knowledge Seeker of the obligations set out in this Clause shall entitle PEM to immediately suspend or terminate the Knowledge Seeker's account and shall render the Knowledge Seeker liable to indemnify the Indemnified Parties under Clause 19 for any loss, damage, regulatory action, or costs arising from such breach.

Restriction Neither Knowledge Seekers nor Payments Experts shall, directly or indirectly, solicit, arrange, or engage in any consultation, advisory engagement, service arrangement, or commercial relationship of any nature that:

arises from or is substantially related to an introduction, connection, or consultation facilitated through the Platform; and

is conducted outside the Platform, whether through direct communication, a third-party platform, or any other means, without PEM's prior written consent, for a period of 24 months from the date of the last Platform-facilitated consultation between the relevant parties (the 'Restriction Period').

Ownership Framework As between PEM, Payments Experts, and Knowledge Seekers:

PEM owns all right, title, and interest in: (a) the Platform and its underlying technology, systems, algorithms, and software; (b) all platform-generated analytics, aggregated insights, and metadata derived from consultations; and (c) all recordings and transcripts of consultations created by PEM's systems.

Payments Experts retain full ownership of their pre-existing knowledge, expertise, methodologies, and intellectual property that existed prior to any consultation conducted through the Platform ('Expert Pre-Existing IP').

Any novel insight, framework, analysis, or recommendation generated by an Expert during a consultation and communicated to the Knowledge Seeker ('Consultation Output') shall be owned by the Knowledge Seeker, and the Payments Expert hereby irrevocably assigns to the Knowledge Seeker throughout the world and for the full term of protection all right, title, and interest in and to such Consultation Output, subject to: (a) PEM's right to use anonymised, aggregated versions of such outputs for platform improvement purposes; and (b) the Expert's right to use the underlying concepts and methodology (but not the specific deliverable) in future engagements, provided such use does not breach any confidentiality obligation owed to the Knowledge Seeker.

Payment Nuggets. (a) A "Payment Nugget" is a brief informational insight authored by a Payments Expert and published on the Platform. (b) The Expert assigns to PEM, with effect on submission, all right, title and interest (including copyright) in each Payment Nugget throughout the world for the full term of protection, in consideration of the Credits awarded under Clause 3.2 and any payment PEM may elect to make under Clause 23.7, and without any royalty; if the assignment is ineffective in any respect, the Expert grants PEM an exclusive, perpetual, irrevocable, worldwide, royalty-free, sublicensable licence to use, reproduce, modify, distribute and display it. (c) To the extent permitted by law, the Expert waives moral rights in the Payment Nugget, and PEM will attribute it to the Expert's name or profile as displayed on the Platform. (d) The Expert warrants that each Payment Nugget is original, owned by the Expert free of any employer or third-party claim, non-infringing, and contains no Confidential Information (Clause 33), MNPI (Clause 11) or advice on a Restricted Topic (Clause 17). (e) PEM may edit, remove or decline any Payment Nugget at any time and will act on complaints under Clause 9. If the Expert's account is closed, PEM may keep published Payment Nuggets but will, on request, remove the Expert's name from them.

Restricted Topics Payments Experts shall not provide advice, commentary, or guidance on any of the following restricted topics ('Restricted Topics') through the Platform:

the internal operations, financial condition, business strategy, or pending transactions of any entity by which the Expert is currently employed or engaged, or was employed or engaged within the preceding 12 months, unless the relevant entity has provided express written consent;

any matter that is the subject of ongoing litigation, regulatory investigation, enforcement action, or arbitration to which the Expert, the Expert's employer, or any client of the Expert is a party;

the personal financial affairs, creditworthiness, or banking relationships of any identifiable individual or entity;

any matter that is subject to a court order, regulator-imposed restriction, or non-disclosure agreement binding on the Expert; or

any topic that requires the Expert to render legal advice, tax advice, or regulated financial advice in a jurisdiction where the Expert is not licensed to provide such advice.

Obligations of Knowledge Seekers Knowledge Seekers shall not direct questions at Payments Experts that are designed, whether expressly or implicitly, to elicit information falling within any Restricted Topic category.

Dynamic Compliance Policy PEM may expand the list of Restricted Topics by publishing an updated Compliance Policy on the Platform and notifying users in accordance with Clause 27. Continued use of the Platform after the effective date of the updated Compliance Policy constitutes acceptance of the revised Restricted Topics list.

In Clauses 18, 19 and 24, 'PEM Parties' means RTW Payments Advisory & Consulting Services Private Limited (which operates PEM) and its affiliates, subsidiaries, directors, officers, employees, agents, representatives, licensors, successors, and assigns.

The Platform, including all content, materials, information, services, and functionality made available through it, is provided solely for informational and networking purposes. Nothing on the Platform (including any Consultation Output) constitutes legal, financial, tax, regulatory, investment, professional, or other advice, and the PEM Parties are not engaged in rendering any professional services to users through the Platform.

To the fullest extent permitted by applicable law, all content and functionality of the Platform (including Consultation Outputs and any profile, credential, or statement of an Expert) are provided on an "as is" and "as available" basis, and the PEM Parties give no warranty of any kind, whether express, implied, statutory, or otherwise, including any warranty of merchantability, satisfactory quality, fitness for a particular purpose, title, non-infringement, accuracy, completeness, reliability, or availability.

The PEM Parties do not warrant that the Platform will operate uninterrupted, be error-free or secure, or be free from viruses or other harmful components, or that any defect will be corrected.

PEM is a marketplace facilitator. PEM may carry out identity, credential and background checks as described in the Privacy Policy, but the PEM Parties do not guarantee the identity, credentials, qualifications or conduct of any Expert or Knowledge Seeker, or the accuracy, completeness, or fitness for purpose of any Consultation Output. No screening or verification that PEM carries out is a warranty or representation of any kind. Each user uses the Platform, and acts on any Consultation Output, at their own risk.

This Clause 18 disclaims warranties only. The exclusion of loss and the monetary limit on the liability of the PEM Parties are set out exclusively in Clause 24, and this Clause 18 is subject to Clause 24.5. Nothing in this Clause 18 limits any user's obligations under Clause 19.

General Indemnity Each user (whether a Knowledge Seeker or a Payments Expert) shall indemnify, defend, and hold harmless the PEM Parties ('Indemnified Parties') from and against all claims, demands, actions, proceedings, losses, liabilities, damages, penalties, costs, and expenses (including reasonable legal fees) ('Losses'), arising out of or in connection with:

any breach by the user of these Terms of Use or any provisions incorporated herein;

any violation by the user of applicable law, regulation, or regulatory guidance in any jurisdiction;

any infringement by the user of any third party's intellectual property, privacy, or confidentiality rights in connection with the user's use of the Platform; or

any claim, demand, or proceeding brought or threatened by a third party (including any person to whom the user has communicated a Consultation Output, or on whose behalf the user has acted) arising from the user's use of, onward disclosure of, or reliance on, any Consultation Output.

Additional Expert Indemnity In addition to the general indemnity, each Payments Expert shall separately indemnify the Indemnified Parties, to the extent permitted by applicable law, against all Losses arising out of or in connection with:

the disclosure of MNPI in breach of these Terms;

the disclosure of any confidential information belonging to a current or former employer or client, in breach of any professional or contractual obligation owed to such employer or client; or

any regulatory investigation, fine, or sanction imposed on any Indemnified Party, to the extent caused by the Expert's breach of these Terms of Use or of applicable law in connection with a consultation (including the reasonable costs of responding to it).

Conduct of Claims An Indemnified Party seeking indemnity in respect of a claim, demand, action, or proceeding brought or threatened by a third party or a regulator (a 'Third-Party Claim') shall: (a) give the indemnifying user prompt written notice of it (a delay relieves the user only to the extent that the user is prejudiced by it); (b) allow the user to conduct the defence and settlement of the Third-Party Claim at the user's cost, with counsel reasonably acceptable to the Indemnified Party, and give the user reasonable cooperation at the user's cost; and (c) not settle the Third-Party Claim without the user's consent (not to be unreasonably withheld or delayed). Despite this, an Indemnified Party may take over the conduct of any Third-Party Claim that is brought by or involves a regulator, or that the user fails to defend diligently, and the user shall reimburse the reasonable costs of doing so.

Limits of Indemnities The indemnities in this Clause 19 do not apply to the extent that Losses are caused by the fraud, wilful misconduct, or gross negligence of an Indemnified Party, and the user's liability shall be reduced in proportion to the extent that an Indemnified Party caused or contributed to the Losses. Each Indemnified Party shall take reasonable steps to mitigate its Losses and may not recover more than once in respect of the same Loss.

Interaction with clauses 18 and 24 The indemnities in this Clause 19 are obligations owed by users to the Indemnified Parties only. They are not subject to the exclusion of losses in Clause 24.2 or the monetary cap in Clause 24.3, which limit the liability of the PEM Parties only (see Clause 24.6), and nothing in Clause 18 limits them. Each indemnity is a separate obligation, and a Payments Expert's liability under Clause 19.2 is in addition to, and not in substitution for, that Expert's liability under Clause 19.1. No PEM Party gives any indemnity to any user.

Survival The indemnities in this Clause 19 survive termination or expiry of the user's account and of these Terms of Use, as provided in Clause 9.8.

Negotiation In the event of any dispute, claim, or difference arising out of or in connection with these Terms or any consultation conducted through the Platform, the disputing parties shall first attempt to resolve the dispute through good-faith negotiations for a period of not less than 14 calendar days from the date on which one party provides written notice to the other identifying the dispute.

Mediation If the dispute is not resolved through negotiation within the period specified in Clause 20.1, either party may refer the dispute to mediation administered by the Singapore Mediation Centre ('SMC') in accordance with the SMC's Mediation Procedure in force at the time the notice of mediation is served. The language of mediation shall be English. The costs of mediation shall be shared equally between the parties unless the mediator otherwise determines.

Arbitration If the dispute is not resolved through mediation within 30 calendar days of the appointment of the mediator (or such further period as the parties agree in writing), either party may refer the dispute to final and binding arbitration administered by the Singapore International Arbitration Centre ('SIAC') in accordance with the SIAC Rules in force at the time the notice of arbitration is filed. The following terms shall apply:

The seat of arbitration shall be Singapore;

The language of arbitration shall be English;

The governing law shall be the laws of Singapore.

Nothing in this Clause 20 prevents either party from seeking urgent interim or injunctive relief from a court of competent jurisdiction, including under Clause 29.

PEM processes personal data in accordance with the Personal Data Protection Act 2012 (Singapore) ('PDPA'), the Digital Personal Data Protection Act, 2023 (India) ('DPDPA') and, to the extent applicable, the General Data Protection Regulation (EU) 2016/679 ('GDPR') and the UK GDPR, as described in PEM's Privacy Policy. The following supplemental provisions apply in addition to PEM's Privacy Policy.

Where personal data is transferred outside a user's country of residence in connection with the Services, PEM shall, where required by applicable law, obtain consent or implement appropriate safeguards (such as adequacy decisions or standard contractual clauses).

Users shall not upload, share, or otherwise process through the Platform any special categories of personal data (as defined under the GDPR) or any other data designated sensitive or special under applicable law, other than information PEM expressly requests for verification, KYC or payout, without PEM's prior written consent and the execution of a supplemental data processing agreement.

Where PEM shares a Knowledge Seeker's personal data with a Payments Expert (or an Expert with a Knowledge Seeker) to facilitate a consultation, the recipient shall use it only for that consultation, keep it confidential and secure, not use it for marketing or solicitation (see Clause 15), and delete it when no longer needed.

Nothing in Clause 20 or Clause 31 limits any right a user has under applicable data protection law, including the right to complain to the competent supervisory authority.

Neither party shall be liable for any delay or failure to perform its obligations under these Terms to the extent that such delay or failure is caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, governmental action, failure of third-party infrastructure or internet services, cyberattacks, or power outages ('Force Majeure Event').

The affected party shall notify the other as soon as reasonably practicable upon becoming aware of a Force Majeure Event and shall use reasonable endeavours to resume performance as soon as possible.

For the avoidance of doubt, a Force Majeure Event shall not excuse any obligation to make payments already due and owing prior to the occurrence of the event.

Payments Experts acknowledge and agree that they act solely as independent contractors and not as employees, agents, partners, or representatives of PEM. Nothing in these Terms of Use shall be construed as creating an employment, agency, partnership, or joint venture relationship between PEM and any Payments Expert. Payments Experts are solely responsible for their own statutory obligations and professional conduct (and for taxes as set out in Clause 23.5).

Eligibility and credentials. Each Payments Expert represents, warrants, and undertakes that: (a) it meets, and will continue to meet, the eligibility criteria for Payments Experts set out in Clause 5.3; (b) all information it provides to PEM or on the Platform about its identity, employment, qualifications, credentials, experience, and expertise is true, accurate, complete, and not misleading, and it will update that information within five (5) business days of any change; (c) it holds every licence, registration, and authorisation required to provide the consultations it offers, and will not offer any advice for which a licence is required and not held (see Clause 17); and (d) it consents to background screening and verification by PEM and will provide the information reasonably requested for that purpose. A breach of this Clause 23.2 is a material breach entitling PEM to act under Clause 9.

Conflicts of interest. Each Payments Expert shall comply with Clause 13 in respect of every consultation and shall promptly update any declaration if the relevant circumstances change before or during a consultation.

Confidentiality. Each Payments Expert shall comply with the Expert obligations in Clause 5.4, Clause 11 (MNPI), Clause 17 (Restricted Topics), and Clause 33 (Confidentiality and Third-Party Information), and shall not use the Platform to breach any obligation owed to a current or former employer, client, or other third party.

Taxes and expenses. Each Payments Expert is solely responsible for all taxes, levies, social security or similar contributions, and filings arising from the compensation it receives (including income tax and any goods and services tax or equivalent), and for its own insurance, equipment, and expenses. PEM may deduct or withhold from any payment any amount that PEM is required by law to deduct or withhold, and any amount so withheld is treated as paid to the Expert. The Expert shall promptly provide the tax information and forms that PEM reasonably requests.

Intellectual property. Clause 16 governs ownership of Consultation Outputs, Payment Nuggets and Expert Pre-Existing IP. Each Payments Expert represents and warrants that it has the right to provide each Consultation Output and Payment Nugget and to make the assignments in Clauses 16.1.3 and 16.2, and that neither a Consultation Output, a Payment Nugget nor the Expert's use of any Expert Pre-Existing IP will infringe any third party's intellectual property rights or breach any obligation to a current or former employer or client (including any invention-assignment or intellectual property policy).

Payment. Credits have no cash value. Where PEM offers payment for a consultation, survey or other activity, or announces a payout for a stated campaign or period (for example for Payment Nuggets published in that period), PEM will pay the Payments Expert the amount or rate communicated in advance, net of any amount withheld under Clause 23.5, by bank transfer to the account the Expert nominates once the activity or campaign period is completed. PEM will request the Expert's bank details when a payment is due, and will pay within thirty (30) days of receiving them. Payment is subject to PEM's rights under Clauses 8, 11, 13 and 32, including the right to withhold, set off or recover any amount paid where the Expert is later found to be in breach of these Terms of Use or where a failure is attributable to the Expert under Clause 32.

Term and termination. A Payments Expert may stop participating on the Platform by giving PEM fourteen (14) days' written notice, and shall, at PEM's election, complete or cancel its accepted bookings in a way that does not prejudice Knowledge Seekers. PEM may suspend or terminate an Expert's participation under Clause 9. On termination: (a) compensation for consultations completed before termination remains payable, subject to Clause 23.7; and (b) the Expert's obligations that survive under Clause 9.8, and the restrictions in Clause 15 for the Restriction Period, continue to apply.

Separate Expert agreement. PEM may require a Payments Expert to enter into a separate written agreement (an 'Expert Agreement') setting out further operational obligations, such as scheduling, preparation, service levels, compliance training, and reporting. If an Expert Agreement conflicts with these Terms of Use on an operational matter, the Expert Agreement prevails; but no Expert Agreement limits the Expert's obligations under Clauses 11, 17, 19, and 33, or PEM's rights under these Terms of Use, unless it expressly amends them and is signed by PEM in accordance with Clause 30.

This Clause 24 sets out the entire liability of the PEM Parties to any user arising out of or in connection with these Terms of Use, the Platform, any consultation or any Consultation Output, whether in contract, tort (including negligence), breach of statutory duty or otherwise, and is subject to Clause 24.5.

Subject to Clause 24.5, the PEM Parties are not liable to any user for: (a) loss of profit, revenue, business, goodwill, anticipated savings or data; (b) any indirect, special, consequential, exemplary or punitive loss; or (c) any loss arising from a trading, investment or business decision made in reliance on a Consultation Output, in each case whether or not foreseeable.

Subject to Clause 24.5, the total aggregate liability of the PEM Parties to a user shall not exceed the greater of: (a) the total amount paid by PEM to that user (in the case of a Payments Expert) in the twelve (12) months before the event giving rise to the claim; and (b) SGD 100.

The PEM Parties are not responsible for confidential information disclosed by a Payments Expert, or for misuse of information shared by a Knowledge Seeker, during or after a consultation, except to the extent caused by a PEM Party's breach of these Terms of Use. Any such liability remains subject to this Clause 24.

Nothing in these Terms of Use excludes or limits any liability that cannot be excluded or limited by applicable law, including liability for fraud or wilful misconduct or gross negligence of a PEM Party.

This Clause 24 limits the liability of the PEM Parties only. It does not limit any user's liability to the PEM Parties, including under Clause 19, or any user's obligation to pay fees.

Service standards. PEM will use reasonable efforts to facilitate each booked consultation at the scheduled time. Payments Experts shall attend on time, be prepared, and deliver the consultation with reasonable skill and care. This Clause does not make PEM responsible for the substance of any Expert's views (see Clause 18).

Complaints. A Knowledge Seeker or Payments Expert may complain about a consultation (including non-attendance, a materially incomplete or undelivered session, a technical failure or misconduct) by writing to legal@travelandpayments.com within 24 hours of the scheduled consultation, giving the booking details and a description of the issue. PEM will acknowledge within 2 (two) business days and aim to resolve within 15 (fifteen) business days.

Escalation. If the complainant is not satisfied, they may escalate the complaint in writing to legal@travelandpayments.com marked "Escalation", and PEM's senior management will review it and respond within ten (10) business days. Complaints about personal data are handled under the Privacy Policy. Unresolved disputes are subject to Clause 20.

Remedies. If a consultation is not delivered or is materially incomplete, PEM may, after reviewing the complaint, rebook the consultation with the same or another Expert, restore any Credits used for it, or decline the claim. PEM does not charge Knowledge Seekers a fee, so no refund of money is payable.

Attribution. Where the failure is attributable to the Expert, PEM may withhold, set off or recover any amount payable or paid to the Expert (Clauses 8 and 23.7). Where it is attributable to the Knowledge Seeker (for example a no-show or late cancellation), PEM is not obliged to restore Credits used. A remedy under this Clause is the Knowledge Seeker's sole remedy for the failure, subject to Clause 24.5.

"Confidential Information" means any proprietary corporate data, trade secrets or non-public financial information of a current or former employer, client or other third party of an Expert, including financial data, business strategies, transaction details and personal identification information, and any information marked or communicated as confidential.

A Payments Expert shall not disclose Confidential Information in any consultation, Payment Nugget, Biography or otherwise through the Platform without the written authorisation of its owner, and is responsible for confirming that authorisation.

A Knowledge Seeker shall not use any consultation or the Platform to solicit, extract or induce the disclosure of Confidential Information, whether directly or by implication.

A user who receives information that they reasonably believe is Confidential Information shall stop the discussion, not use or share the information, and report it to PEM through the compliance reporting tool within 24 hours.

A breach of this Clause is a material breach entitling PEM to act under Clauses 8 and 9, and is subject to Clause 19.

PEM may require a separate non-disclosure or enterprise agreement for any consultation or Knowledge Seeker organisation. It prevails on confidentiality only if it expressly says so and is signed by PEM in accordance with Clause 30.