1. Who we are and what this agreement covers
ComplyWise is a compliance platform operated by Opuswise Limited (Hong Kong), referred to here as "we", "us" and "the Operator". These Terms of Service ("Terms") govern access to and use of the ComplyWise platform, its web application, its help center and any content, feature or service made available through them (together, "the Platform").
By requesting an account, accepting an invitation, signing in, or otherwise using the Platform, you agree to these Terms. If you use the Platform on behalf of a company or another legal entity (your "Organisation"), you confirm that you are authorised to bind that Organisation, and "you" and "Customer" refer to the Organisation.
These Terms apply to the Platform only. Where Opuswise Limited also provides compliance, licensing, corporate or advisory services to your Organisation, those services are governed by a separate engagement agreement. Nothing in these Terms creates, extends or replaces such an agreement, and holding an account on the Platform does not make Opuswise Limited your adviser, compliance officer or money-laundering reporting officer.
2. Definitions
- Workspace: the private area on the Platform that belongs to one Organisation. Everything an Organisation stores, uploads or generates lives in its Workspace.
- Member: a person who has been invited into a Workspace and holds a role in it.
- Workspace Administrator: a Member whose role lets them invite and manage other Members, change Workspace settings and grant access.
- Customer Content: everything an Organisation or its Members put into a Workspace: documents, files, entity and personal details, relationships, notes, comments, questionnaires, templates, contracts and the outputs generated from them.
- Recipient: a person outside a Workspace who receives a link from it, for example to view a document pack, to upload requested documents, to sign a document or to read an audit pack.
- Modules: the functional areas of the Platform (for example the KYB dossier, risk screening, the document manager, e-signature, the legal AI co-pilot, audits). Which Modules a Workspace can use is decided by the Operator.
3. Accounts and access
Reviewed access. There is no self-serve sign-up. An account request is reviewed by the Operator, who decides whether to create a Workspace and who its first Workspace Administrator will be. The Operator may decline a request without giving a reason.
Credentials. You are responsible for keeping your password confidential and for everything done under your account. Tell us at support@complywise.io without delay if you believe your credentials have been compromised.
Members and roles. A Workspace Administrator decides who joins the Workspace and what each Member may do. The Organisation is responsible for the actions of its Members and for removing access when a person leaves or changes role. The Platform records who did what in a Workspace audit log; Members should expect their actions in a Workspace to be visible to its administrators.
Platform staff. The Operator's own staff can access Workspaces to provide the service, to review documents where a Workspace has enabled that review, to investigate problems and to meet legal obligations. Such access is logged.
Eligibility. The Platform is for business use by people aged 18 or over. It is not offered to consumers.
4. The Platform
What is included. The Platform provides tools for keeping business verification documents and their evidence in order, screening parties and wallets against third-party data sources, managing documents and templates, collecting electronic signatures, working with an AI assistant, and running audits. Which Modules, limits and credits a Workspace has are set by the Operator and may depend on a separate commercial agreement.
Changes. We improve the Platform continuously. We may add, change or remove features, and we may change these Terms as set out in section 15. Where a change materially reduces what a Workspace can do, we will give reasonable notice where practicable.
Availability. We aim to keep the Platform available at all times but do not guarantee uninterrupted access. Maintenance, provider incidents and events outside our control can interrupt the service. Any service levels are those in a separate written agreement, if any.
Support. Support is provided through the help center and at support@complywise.io.
5. Customer Content and data
Your content stays yours. Your Organisation owns its Customer Content. You grant us the rights we need to host, process, transmit, display, back up and otherwise handle Customer Content for the purpose of providing the Platform, including passing it to the third-party services described in section 8 where a feature requires it.
Your responsibility for what you upload. You confirm that your Organisation has the right to upload and process the Customer Content it puts into the Platform, including personal data about its directors, owners, employees, customers and counterparties, and that it has a lawful basis for doing so. Where Customer Content includes personal data, your Organisation is the controller of that data and we act as its processor, as described in the Privacy Policy.
Accuracy. The Platform records what you and your Members put into it. We do not check the truth of Customer Content, and the verification, screening and readiness indicators the Platform shows are aids to your own judgement, not a certification that a document is genuine or that a party is safe to deal with.
Prohibited content. You must not upload content that is unlawful, that infringes someone else's rights, that contains malicious code, or that you are not entitled to process.
Backups and export. We keep backups as part of operating the service. You can download your documents, packs and exports at any time while your Workspace is active. See section 14 for what happens when access ends.
6. Acceptable use
You agree not to:
- use the Platform in breach of any law, regulation or licence condition that applies to you;
- attempt to access another Organisation's Workspace, another person's account, or any part of the Platform you have not been granted;
- probe, scan, overload or interfere with the Platform, its security features or its rate limits;
- copy, resell, sublicense or provide the Platform to third parties except as the Platform's sharing features allow;
- reverse engineer the Platform or extract its source code, except where the law allows this despite this clause;
- use screening results, AI outputs or documents obtained through the Platform to discriminate unlawfully or to make decisions that the law reserves to a human without human review;
- send links, invitations or requests through the Platform to people who have not agreed to receive them, or use the Platform to send unsolicited communications.
We may suspend access that we reasonably believe breaches this section.
7. Recipients and external links
The Platform lets a Workspace send links to Recipients: to share a document pack, to collect documents, to sign a document, or to read an audit pack. A Recipient does not need an account. By opening such a link a Recipient agrees to these Terms as they apply to their use of the link and to the Privacy Policy.
Every link is issued by the Workspace that created it, which is responsible for whom it sends links to and for the content it shares. Links can be limited to a named email address, protected by a one-time code and set to expire, and every view, upload, signature and download is recorded and visible to the Workspace that issued the link.
8. Third-party services and AI features
Data providers. Risk screening compares the details you enter with data from third-party providers (sanctions, politically exposed person and watch lists; blockchain analytics). Results depend on those providers' data and matching rules. A match or an absence of a match is information for your review, not a legal determination. You remain responsible for your own screening decisions and for any regulatory obligation to screen.
AI features. The legal AI co-pilot, automated document checks, reviews, questionnaire drafting and similar features use large language models operated by third parties under contractual restrictions described in the Privacy Policy. AI outputs can be wrong, incomplete or out of date. They are not legal, compliance, tax or financial advice. Always review AI outputs before relying on them, and treat citations as pointers to check rather than as proof.
Conversion and delivery. Document conversion, email delivery and bot protection are provided through third-party infrastructure listed in the Privacy Policy.
Provider terms. Some features are only available while the corresponding provider is configured for your deployment. We may change providers where the replacement offers at least equivalent protection for your data.
9. Electronic signatures
The Platform's e-signature feature produces simple electronic signatures with an evidence trail: the identity of the sender, the recipient's link and, where used, the verified email address, consent, timestamps, network details, the document's cryptographic hash and a certificate of completion. It does not produce advanced or qualified electronic signatures within the meaning of the eIDAS Regulation or equivalent laws, and no signer's identity is verified against an identity document unless you arrange that separately.
Whether a simple electronic signature is sufficient for a particular document is a question for you and the law that applies to that document. The Workspace that sends a document for signature is responsible for that assessment and for the content of the document.
10. Fees
Access to the Platform, the Modules enabled for a Workspace, and any usage limits or credits are agreed with the Operator, in writing where fees apply. Fees, invoicing and payment terms are set out in that agreement. Where no fees have been agreed, the Operator may withdraw or limit access on notice.
11. Confidentiality
Each party will keep the other's confidential information confidential and use it only for the purposes of this agreement. Customer Content is your Organisation's confidential information. Non-public information about the Platform, its security measures and its roadmap is our confidential information. This section does not prevent disclosures required by law or to professional advisers bound by confidentiality, and it survives the end of this agreement.
12. Intellectual property
The Platform, its software, design, documentation, templates supplied by the Operator and the ComplyWise name and marks belong to the Operator or its licensors and are protected by intellectual property laws. These Terms grant you a limited, non-exclusive, non-transferable right to use the Platform for your Organisation's internal business purposes while your account is active. Templates supplied by the Operator may be used to produce your own documents; the templates themselves may not be redistributed.
If you send us suggestions about the Platform, we may use them without obligation to you.
13. Warranties, disclaimers and liability
As available. Except as expressly stated in these Terms or in a separate written agreement, the Platform is provided as is and as available, and we disclaim all implied warranties, including of merchantability, fitness for a particular purpose and non-infringement, to the extent the law allows.
No professional advice. The Platform does not provide legal, regulatory, tax, accounting or financial advice. Content in the Platform, including regulator packs and AI outputs, is provided for information and must not be relied on as advice. Engage a qualified professional for advice on your obligations.
Regulatory outcomes. We do not warrant that use of the Platform will satisfy any regulator, auditor, bank or counterparty, or that any licence application, audit or onboarding will succeed.
Limitation. To the extent the law allows, we are not liable for indirect, consequential, special or punitive loss, loss of profit, loss of business, loss of data, or regulatory fines and penalties arising out of or in connection with the Platform, however caused. Our total liability arising out of or in connection with the Platform in any twelve-month period is limited to the fees paid by your Organisation for the Platform in that period, or, if none were paid, to one hundred euros.
What is not limited. Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud, or for anything that cannot be limited by law.
Indemnity. Your Organisation will defend and indemnify us against third-party claims arising from Customer Content, from your Organisation's breach of sections 5 or 6, or from links your Organisation sends to Recipients.
14. Suspension and termination
By you. Your Organisation may stop using the Platform at any time and may ask us to close its Workspace by writing to support@complywise.io.
By us. We may suspend or terminate access with immediate effect if these Terms are materially breached, if the account is used in a way that threatens the Platform or other customers, if we are required to by law, or if fees due under a separate agreement remain unpaid after notice. We may otherwise end this agreement on reasonable written notice.
What happens to Customer Content. For a reasonable period after access ends, on request, we will make Customer Content available for export in the formats the Platform supports. After that period we delete Customer Content in line with the Privacy Policy and our retention rules, except where we must keep records to meet a legal obligation, in which case we keep only what the obligation requires and only for as long as it lasts. Sections 5, 11, 12, 13, this section 14 and section 16 survive termination.
15. Changes to these Terms
We may update these Terms. The version and effective date appear at the top of this page. For material changes we will notify Workspace Administrators by email or by a notice in the Platform at least 14 days before the change takes effect, unless a change is needed sooner to comply with the law. Continued use of the Platform after the effective date means you accept the updated Terms. If you do not accept them, stop using the Platform and ask us to close your Workspace.
16. Governing law and disputes
These Terms and any dispute arising out of or in connection with them are governed by the laws of Hong Kong; the courts of Hong Kong. Before starting proceedings, the parties will try in good faith to resolve the dispute by discussion between senior representatives for at least 30 days.
17. General
These Terms, the Privacy Policy and any separate written agreement with the Operator form the entire agreement about the Platform. If any part of these Terms is found unenforceable, the rest continues to apply. Neither party is liable for failure to perform caused by events beyond its reasonable control. You may not assign this agreement without our consent; we may assign it to a successor of our business on notice. Notices to us go to support@complywise.io; notices to you go to the email address of your Workspace Administrators.
18. Contact
Opuswise Limited, Hong Kong. Email: support@complywise.io.