Hoki Digital Group — Terms of Use & Terms of Business
Last Updated: 1 January 2025
1. Acceptance of Terms
These Terms (“Terms”) apply to your use of the hoki.co website and to the sale and provision of products and services provided by Hoki Digital Pte. Ltd. and its group of businesses (collectively, “Hoki Digital Group”, “we”, “our”, “us”).
By accessing, browsing, or otherwise using hoki.co or engaging Hoki Digital Group for any services (the “Sales & Services”), you agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must cease use immediately.
2. Modifications
We may update these Terms from time to time. Changes will be posted on hoki.co with the new effective date. Continued use of our Services or engagement of our Sales & Services after changes are posted will constitute acceptance of the updated Terms.
3. Use of hoki.co Services
You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the hoki.co Services for lawful purposes.
You agree not to:
- Copy, resell, or exploit any part of the Services or software without written consent.
- Use automated tools (e.g., bots, scrapers) to interfere with Services.
- Misuse Services in a manner that violates applicable laws or harms Hoki Digital Group or others.
4. User Content
If you submit comments, feedback, or other content (“User Content”), you grant Hoki Digital Group a worldwide, perpetual, irrevocable, royalty-free license to use, modify, publish, and display such content. You warrant that your User Content does not infringe the rights of others or violate any law.
5. Intellectual Property
All intellectual property in Services, software, hardware designs, embedded systems, content, and materials (including but not limited to source code, schematics, design files, trademarks, and documentation) belongs to Hoki Digital Group or its licensors. No license or right is granted except as expressly provided in these Terms or in a project-specific agreement.
5.1 Out-of-Scope and Non-Chargeable Work
Ownership of all source codes, configurations, scripts, documentation, or components developed as part of any out-of-scope, non-chargeable, or goodwill items shall remain the exclusive intellectual property of Hoki Digital Pte. Ltd and Hoki Group.
The client is granted a limited, non-exclusive, non-transferable license to use such components solely as incorporated within the deployed system for its internal business operations, and without any right to modify, redistribute, or sublicense them in whole or in part.
This clause does not affect the client’s ownership of any deliverables or modules explicitly included and fully paid for under the agreed project scope or any project-specific agreement.
5.2 Reuse Rights
Hoki Digital Pte. Ltd. reserves the right to reuse, adapt, or further develop any out-of-scope or non-chargeable components, configurations, or frameworks for future projects or products, provided that no client-specific confidential information is disclosed.
No license or right is granted except as expressly provided in these Terms or in a project-specific agreement.
6. Sales & Services (Terms of Business)
If you submit comments, feedback, or other content (“User Content”), you grant Hoki Digital Group a worldwide, perpetual, irrevocable, royalty-free license to use, modify, publish, and display such content. You warrant that your User Content does not infringe the rights of others or violate any law.
6.1 Scope of Services
Hoki Digital Group provides software products, custom software development, consultancy, embedded system design, hardware prototyping, testing, digital solutions, and other technology services operated under its group businesses. The scope of each engagement will be outlined in a written proposal, quotation, or statement of work.
6.2 Payment Terms
- Fees will be set out in our quotation or invoice.
- Unless otherwise agreed, payment is due 15 days from the invoice date.
- Late payments may incur interest at 3% per month until paid in full.
Hoki Digital Group may suspend work, delivery, or access to Services until outstanding payments are settled.
6.2.1 Payment Delay Clause (Late Payment Penalty)
To maintain timely progress and team scheduling, payments not received by the due date will attract a late fee of 3 % per month on the overdue amount. Continuation of work is subject to full settlement of outstanding payments.
6.2.2 Project Suspension & Reinstatement
If project work is delayed or suspended for more than 30 calendar days due to client-side causes — including but not limited to non-payment, unresponsiveness, or missing inputs or meetings – the project shall be deemed “on hold.” To resume work after such suspension, a Project Reinstatement Fee equivalent to 10 % of the total project value will be payable. This covers resource reallocation, environment restoration, and project reactivation costs. Hoki Digital reserves the right to close the project and archive all work after prolonged non-payment or inactivity. Any future resumption will require a new quotation and revised schedule.
6.2.3 Refunds & Non-Refundable Fees
All fees, charges, and payments made to Hoki are strictly non-refundable, unless expressly stated otherwise in writing by Hoki.
Where the Client elects to cancel, terminate, disengage, suspend, or migrate any services – whether before or after service commencement -no refunds, credits, or pro-rata adjustments shall be provided for any unused or remaining portion of the service term.
By proceeding with payment, the Client acknowledges and agrees to the non-refundable nature of the fees as set out in these Terms.
6.3 Delivery & Timelines
- Project deliverables, including software releases, hardware prototypes, or embedded systems, will follow agreed milestones.A66
- Delivery timelines are indicative and may be impacted by external factors, supply chain delays, or client-requested changes.
- Clients are responsible for timely provision of approvals, data, and technical information.
6.4 Delivery & Acceptance
- Acceptance Period: The Client will have 30 days from delivery (or installation, if applicable) to test and review the Deliverables. If the Client does not notify Hoki Digital Group in writing of any material non-conformance within this period, the Deliverables will be deemed accepted.
- Completion: Hoki Digital Group will be deemed to have completed its delivery obligations when the Deliverables materially conform to the agreed Specifications, Deliverables, and Schedule set out in the Statement of Work.
6.5 Warranties
- Hoki Digital Group warrants that the Deliverables (software, hardware, or embedded systems) will be free from material defects in workmanship and will conform to agreed specifications for a period of three (3) months from delivery.
- This warranty excludes defects arising from: (i) misuse or improper operation by the Client; (ii) modifications not authorised by Hoki Digital Group; or (iii) external causes beyond our control.
- Hoki Digital Group’s sole obligation under this warranty is to repair, replace, or correct defective Deliverables at no additional charge.
- Ongoing support, maintenance, or upgrades may be provided under a separate agreement.
6.6 Changes (Change Management)
- Change Requests: The Client may request changes to the agreed Specifications, Deliverables, or Schedule. All requests must be made in writing.
- Impact Assessment: Hoki Digital Group will inform the Client if the requested change will result in additional cost, time, or adjustments to the project schedule.
Approval of Changes: The Client may then:
Withdraw the proposed change, or - Approve the change with acknowledgment that it may result in additional fees and/or a revised timeline.
6.7 Hardware & Embedded Systems – Special Terms
- Testing & Certification: Hardware and embedded systems may require testing, certification, or regulatory approvals (e.g., CE, FCC, IMDA). Unless expressly stated in the project agreement, responsibility for obtaining regulatory certification rests with the Client.A104
- Components & Supply: Hoki Digital Group will use commercially reasonable efforts to source quality components, but cannot guarantee the continued availability of specific parts or suppliers. Alternative components may be proposed if required.
- Risk of Loss: Risk in hardware passes to the Client upon delivery. Title passes upon full payment, unless otherwise agreed.
Installation & Integration: If Hoki Digital Group provides installation or integration, responsibilities will be set out in the project agreement.
6.8 Intellectual Property in Deliverables
Unless otherwise agreed in writing:
- For standardized products (software, modules, or hardware IP blocks), Hoki Digital Group retains ownership, granting the Client a license to use.
- For custom-developed solutions, Hoki Digital Group may assign or license IP rights as defined in the project agreement.
Hoki Digital Group retains rights to use general know-how, methods, tools, libraries, and design techniques created during the project.
6.9 Confidentiality
Both parties must keep confidential any proprietary or sensitive information exchanged in the course of projects or Services, except where disclosure is required by law.
6.10 Limitation of Liability
To the fullest extent permitted by law:
- Hoki Digital Group’s total liability for any claim arising out of Sales & Services will not exceed the fees paid by the Client for the specific project giving rise to the claim.
- Hoki Digital Group will not be liable for indirect or consequential losses, including downtime, data loss, component shortages, business interruption, or lost profits.
6.11 Client Obligations and Code of Conduct
Clients engaging with Hoki Digital Group are expected to:
- Treat all Hoki Digital Group employees, contractors, and partners with courtesy, respect, and fairness.
- Provide timely feedback, approvals, and information required for project delivery.
- Communicate constructively and avoid abusive, threatening, or discriminatory behavior.
- Adhere to agreed payment terms and financial obligations.
- Not pressure staff into delivering outside agreed scope or timelines.
- Not misuse Hoki Digital Group systems, platforms, or deliverables.
- Comply with all applicable laws and contractual commitments.
Breach of Conduct: In case of a breach, Hoki Digital Group may issue warnings, suspend or terminate services, or pursue legal remedies for damages, outstanding payments, or unlawful conduct.
6.8 Intellectual Property in Deliverables
Unless otherwise agreed in writing:
- For standardized products (software, modules, or hardware IP blocks), Hoki Digital Group retains ownership, granting the Client a license to use.
- For custom-developed solutions, Hoki Digital Group may assign or license IP rights as defined in the project agreement.
Hoki Digital Group retains rights to use general know-how, methods, tools, libraries, and design techniques created during the project.
7. Links to hoki.co
You may link to the hoki.co homepage provided it is not misleading, derogatory, or harmful to Hoki Digital Group’s reputation. Framing or embedding content requires prior written consent.
8. Age Restriction
The hoki.co Services are not intended for individuals under [insert age, e.g., 16] without parental or guardian consent.
9. Termination
Hoki Digital Group may suspend or terminate access to Services or ongoing projects in the event of a material breach of these Terms, including failure to pay fees or misuse of Services.
10. Disclaimers
The hoki.co Services, software, hardware, and embedded systems are provided “as is” except where expressly warranted. No implied warranties of merchantability, fitness for a particular purpose, or non-infringement are given.
11. Governing Law
These Terms are governed by the laws of Singapore. Disputes will be subject to the exclusive jurisdiction of the courts of Singapore.
12. Entire Agreement
These Terms, together with any specific project agreements and the Privacy Policy, represent the entire agreement between you and Hoki Digital Group.
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