1.1 These Terms of Use and Sale (“Terms”) are a legal agreement between you and BIZSY SOLUTION SDN. BHD. (Company No.: 1374254-K), a company incorporated in Malaysia and having its business address at NO 11-A, JALAN SASA 4, TAMAN GAYA, 81800 ULU TIRAM, JOHOR. (“Biszy”, “we”, “us” or “our”). Before using the www.biszy.com.my website and/or the Biszy mobile app (“Platform”www.bizsy.my and all other terms and conditions and policies pertaining to the use of the Platform and/or the Services (collectively referred to as “Bizsy Terms and Conditions”).

1.2 These Terms govern your use of the Platform and Services. Biszy reserves the right to amend these Terms and Biszy Terms and Conditions at any time. Any amendment will be effective when posted on the Platform with no prior notices provided and you are deemed to be aware of and agreeable with such amendments. Please deactivate your account on the Platform and terminate our Services if you do not agree with the amendments.

1.4 If you are under the legal age for giving consent hereunder according to the applicable laws in your country, you must seek permission from your parent(s) or legal guardian(s) to create an account on the Platform and/or use our Services. If you are the parent or legal guardian of a minor who is creating an account, you must accept and comply with these Terms on the minor’s behalf and you will be responsible for the minor’s actions or omissions made on the Platform or in relation to the Services.

2. USE OF THE PLATFORM AND/OR SERVICES

2.1 We grant you a non-transferable, revocable license to use the Platform, subject to these Terms, for the purpose of acquiring Services offered on the Platform. Save for using the Platform on behalf of a minor, use on behalf of a third party is prohibited, unless otherwise permitted by us. Any breach of these Terms shall result in the immediate revocation of the license granted herein without notice to you.

2.2 Content provided on this Platform is solely for informational purposes. Representations of the Products (defined below) expressed on this Platform are those of our vendor’s and are not made by us.

2.3 If you choose to register for any Services or Products, you agree to provide the accurate information required by Biszy, and to promptly update such information. You are solely responsible for keeping passwords, payment details and other account identifiers safe and secure. You are responsible for all activities that occur under such password or account. Furthermore, you must notify us of any unauthorized use of your password or account. Biszy shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this section.

2.4 We may, without offering any reason or prior notice, upgrade, modify, suspend or discontinue the provision of or remove, whether in whole or in part, the Platform or any Services and shall not be liable if any such upgrade, modification, suspension or removal prevents you from accessing the Platform or any part of the Services.

2.5 We reserve the right to:

(a) monitor or otherwise control any activity, content or material on the Platform and/or through the Services. We may investigate any violation of these Terms and may take any action we find appropriate;

(b) prevent or restrict access of any an authorised user to the Platform and/or the Services;

(c) report any activity we suspect to be in violation of any applicable law, statute or regulation to the appropriate authorities and to co-operate with such authorities; and/or

(d) to request any information and data from you in connection with your use of the Services and/or access of the Platform at any time and to exercise our right under this paragraph if you refuse to divulge such information and/or data or if you provide or if we have reasonable grounds to suspect that you have provided inaccurate, misleading or fraudulent information and/or data.

2.6 You acknowledge that parties other than Biszy list and sell their services (“Third Party Vendors”) on the Platform (“Products”). Whether a particular Product is listed on the Platform by Biszy or a Third Party Vendor may be stated on the webpage listing that Product. For the avoidance of doubt, each agreement entered into for the sale of a Third Party Vendor’s Products to you shall be an agreement entered into directly and only between you and the Third Party Vendor. You agree that we shall not be responsible for the actions or omissions of Third Party Vendors as you acknowledge that Biszy is merely a Platform to connect you with our Third Party Vendors for their Products.

2.7 You grant us a non-exclusive licence to use the materials or information that you submit to the Platform and/or provide to us, including but not limited to, questions, reviews, comments, and suggestions (collectively, “Submissions”) for any commercially reasonable purpose to improve the Platform, our Services and services of our Third Party Vendors. When you post comments or reviews to the Platform, you also grant us the right to use the name that you submit or your username, in connection with such review, comment, or other content. You shall not use a false e-mail address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of any Submissions. We may, but shall not be obligated to, remove or edit any Submissions.

2.8 You are deemed to have made an offer to purchase a Product when you place an order for any Service or Product using the Platform (“Order”). Once we accept your Order, it is deemed that there is a separate service agreement between you and us pertaining to the Order. You acknowledge that we reserve the right to decline your Order.

2.9 You shall not recruit, solicit, or contact via any method, any Third Party Vendor you have engaged through the Platform for contracting for a business or instruction without (i) prior, written permission from Biszy and/or (ii) issuing an Order via the Platform.

2.10 Your choice of selecting a Third Party Vendor is entire your decision for which we shall not be held accountable for. You acknowledge and agree that we do not make any representation as to the fitness and qualification of the Third Party Vendors available on the Platform.

3. PAYMENT

3.1 Your payment is processed by our payment gateway vendor. The payment gateway vendor will store your payment card and banking details. We will receive restricted transaction details of your payment for which such details shall be governed by our Privacy Policy. The processing of payments in relation to your Order is subject to the terms and conditions of the payment gateway vendor and/or your bank, and/or payment card company. You acknowledge and agree that any error to your payment shall not be our responsibility.

3.2 The Products are quoted in Ringgit Malaysia. We will display the total payable price including applicable government tax, payment transaction fee, government fees and stamp duty (if any) before you place any Order. Unless otherwise agreed separately, we will not be able to process your Order until we receive full payment from you.

3.3 The prices could be revised due to various reasons including but not limited to increase of prices by government authorities. We have the absolute right to revise the prices and fees displayed on the Platform without providing any reason and such changes shall take effect immediately upon being posted on the Platform.

3.4 In the event you are not agreeable with our revised prices, please notify us in writing so that your subscribed Services or Products will not be renewed.

3.5 If there is any payment owing to us for more than fourteen (14) days after we have notified you thereof, we have the right to suspend our Services to you and/or terminate the Products you subscribed to.

3.6 Except where you notify us in writing to discontinue any Service or Product you are subscribed to, we will automatically renew the applicable Services and/or Product. This means you will be charged automatically (if applicable) or you will be required to make payment within the timeline we prescribe following such auto-renewal.

3.7 We shall not be responsible for any mistake, loss or expense you have to incur as a result of your failure to submit any request or application to the Government on time in the event (i) you chose not to renew the Service or Product; or (ii) there is change in your banking, e-wallet or payment card details or the payment is not able to go through due to reasons beyond our control.

3.8 You will be liable to pay us additional service fees or liquidated damages in the event we:

3.8.1.   render services beyond the agreed scope of tasks you subscribe to;

3.8.2    incur payment or transaction fee as a result of your usage of e-wallet, payment card or a bank;

3.8.3    discover you breach any of these Terms             and cause damages to us or our Third Party Vendor;

3.8.4    and/or Third Party Vendor incur claims, losses or costs for any of your negligence or wilful default;

3.8.5    and/or Third Party Vendor incur additional expenses which are not quoted in the Order following execution of the Services.

3.9   You are well aware you are not entitled to a refund of paid fees in the event your application or request to the Government is rejected.

3.10   In the event of any change of mind following our acceptance of your Order for Services/Products which involve application or request to the Government, we reserve the right to charge you for the work rendered prior to your order for cancellation of our Service/Product. Whereas for Services/ Products which do not involve application or request to the Government, you are not entitled to any refund if you do not notify us of such cancellation within 1 calendar from our acceptance of your Order.

4 SUBMISSION TO GOVERNMENT

4.1 By placing an Order on the Platform, you authorise our vendor to submit your information including personal data to local authorities, government agencies and/or state-owned enterprises (“Government”) in Malaysia. You irrevocably represent that all relevant information we receive from you is complete, accurate and updated and shall be provided to us within the timeline we prescribe.

4.2 We shall not be responsible for rejection by the Government for any application or request we submit on your behalf due to your negligence in providing us incorrect information or failure to revert to us on time.

4.3 We shall not be responsible in the event your application or request to the Government is rejected due to your information or your inherent business structure does not meet the criteria or legal requirements of the Government.

4.4 You acknowledge and agree that any timeline provided to you on the processing of the application or request to the Government Delay is merely an estimation. Delay by the Government is not uncommon due to various reasons including but limited to backlogs, introduction of new requirements by the Government or other circumstances beyond our control. We are not able to be responsible for any losses or damages you incur arising from such delay which is not caused by us.

4.5 We may deliver any physical document to you at your request which may be subject to service fee. You acknowledge and agree that we are not responsible for the timeliness or service level of the postal of such documents as we rely on delivery vendors for posting documents to you.

5. REGISTERED ADDRESS

5.1 If you require our Third Party Vendor to provide registered address services (“Address Services”), you hereby authorise our vendor to accept and process your mails on your behalf. For the avoidance of doubt, in the event you have multiple business entities that require Address Services from our Third Party Vendor, you shall be charged separately for each entity that subscribes to such Product.

5.2 Unless otherwise agreed with you, we shall not receive any mail that is not addressed to you and we shall not receive any physical package other than documents.

5.3 Should we discover any breach of these Terms and/or Biszy Terms and Conditions, you acknowledge that we have the right to suspend our Third Party Vendor’s Address Services and any outstanding fees paid to us shall be forfeited as liquidated damage for such breach.

5.4 We have the right to suspend your subscription to Address Services or terminate your account on the Platform in the event we realise you have not paid us for the Address Services. Upon effective date of termination, our Third Party Vendor will no longer process your mail and we shall not be held liable for any damage or losses you incur as a result of our termination of this Product.

6 NOMINEE DIRECTOR SERVICE

6.1 You acknowledge and agree that you shall indemnify us fully for all claims, disputes or damages we may incur as a result of our direct contractual relationship with nominee directors pursuant to our or our Third Party Vendor’s provision of nominee director services to you.

7. INTELLECTUAL PROPERTY RIGHTS

7.1 All intellectual property rights, in the Platform, information content on the Platform and all the website design, software compilations, underlying source code and software (collectively referred to as “Intellectual Property”) shall remain our property or where applicable, our affiliates or third party intellectual property owners. The entire contents of the Platform also are protected by copyright as a collective work under Malaysia copyright laws and international conventions. All rights are reserved.

7.2 No part or parts of the Platform may be reproduced, reverse engineered, decompiled, disassembled, separated, altered, distributed, republished, displayed, broadcasted, hyperlinked, mirrored, framed, transferred or transmitted in any manner or by any means or stored in an information retrieval system or installed on any servers, system or equipment any Intellectual Property without our prior written permission or that of the relevant Intellectual Property owners. No party accessing the Platform shall claim any right, title or interest therein. Permission will only be granted to you to download, print or use the Intellectual Property for personal and non-commercial uses, provided that you do not modify the Intellectual Property and that we or the relevant copyright owners retain all copyright and other proprietary notices contained in the Materials.

8. LIMITATION OF RESPONSIBILITY AND LIABILITY

8.1 The Platform and all data and/or information contained therein and/or the Services are provided on an “as is” and “as available” basis without any warranties, claims or representations made by Biszy of any kind either expressed, implied or statutory with respect to the Platform and/or the Services, including, without limitation, warranties of non-infringement of third party rights, title, merchantability, satisfactory quality or fitness for a particular purpose. All data and/or information contained in the Platform and/or the Services are provided for informational purposes only.

8.2 Without limiting the foregoing, Biszy does not warrant that the Platform and/or the Services or the functions contained therein will be available, accessible, uninterrupted, timely, secure, accurate, complete or error-free, that defects, if any, will be corrected, or that this Platform and/or the server that makes the same available are free of viruses, clocks, timers, counters, worms, software locks, drop dead devices, trojan-horses, routings, trap doors, time bombs or any other harmful codes, instructions, programs or components.

8.3 Biszy and all of its respective officers, employees, directors, agents, contractors and assigns shall not be liable to you for any losses whatsoever or howsoever caused (regardless of the form of action) arising directly or indirectly in connection with:

(a) any access, use and/or inability to use the Platform or the Services;

(b) reliance on any data or information made available through the Platform and/or through the Services. You should not act on such data or information without first independently verifying its contents;

(c) any system, server or connection failure, error, omission, interruption, delay in transmission, computer virus or other malicious, destructive or corrupting code, agent program or macros; and

(d) any use of or access to any other website or webpage linked to the Platform, even if we or our officers or agents or employees may have been advised of, or otherwise might have anticipated, the possibility of the same.

8.4 Any risk of misunderstanding, error, damage, expense or losses resulting from the use of the Platform and/or Services is entirely at your own risk and we shall not be liable therefore.

8.5 You shall indemnify us and keep us, our employees, contractors, vendors, licensors, affiliates and agents indemnified from and against all claims, expenses, damages, liabilities, fines or any cost, arising from your use or abuse of the Platform or any breach of these Terms by you.

9. HYPERLINKS

9.1 We may include hyperlinks to other websites or content on the Platform that are owned or operated by third parties. Such linked websites or content are not under our control and we are not liable for any errors, omissions, delays, defamation, libel, slander, falsehood, obscenity, pornography, profanity, inaccuracy or any other objectionable material contained in the contents, or the consequences of accessing, any linked website. Any hyperlinks to any other websites or content are not an endorsement or verification of such websites or content and you agree that your access to or use of such linked websites or content is entirely at your own risk.

10. APPLICABLE LAW AND JURISDICTION

10.1 These Terms of Use and/or other Biszy Terms and Conditions shall be interpreted and governed by the laws in Malaysia. Subject to the section on Arbitration below, you hereby agree to submit to the jurisdiction of the Courts of Malaysia.

11. ARBITRATION

11.1 Any claim or dispute arising out of or relating to these Terms, Biszy Terms and Conditions and/or Services or the breach, termination or invalidity thereof shall be referred to and settled by arbitration in accordance with the Arbitration Rules of the Asian International Arbitration Centre (“AIAC”) held in Kuala Lumpur, Malaysia. The arbitral tribunal shall consist of a sole arbitrator. The place of arbitration shall be Malaysia. Any award by the arbitration tribunal shall be final and binding upon the parties. You irrevocably agree that any dispute between yourself and any Third Party Vendor shall be resolved between yourself and the Third Party Vendor and Biszy shall not hold any responsibility in relation thereof.

11.2 Despite the foregoing, Biszy reserves the right to pursue injunctive or other equitable relief for the protection of intellectual property rights and confidential information.

12. FORCE MAJEURE

Neither party shall be liable for any delays or non-performance resulting from circumstances or causes beyond its reasonable control, including, without limitation, acts or omissions or the failure to cooperate by the other party (including, without limitation, entities or individuals under its control, or any of their respective officers, directors, employees, other personnel and agents), fire or other casualty, act of God, epidemic, strike or labour dispute, war or other violence, or any law, order, or requirement of any governmental agency or authority.

13. TERMINATION

13.1 On top of other legal or equitable remedies, we may immediately terminate or revoke any or all of your rights granted under these Terms of Use and/or other Biszy Terms and Conditions or deny your access to and use of this Platform, Services and/or Products in whole or in part. Upon any termination of these Terms of Use and/or other Biszy Terms and Conditions, you shall immediately cease all access to and use of the Platform and/or Services. Any termination of this agreement shall not affect the respective rights and obligations of the parties arising before the date of termination. You furthermore agree that Biszy shall not be liable to you or to any other person as a result of any such suspension or termination. If you are dissatisfied with the Platform and/or Services or with any terms, conditions, rules, policies, guidelines, or practices of Biszy, in operating the Platform and/or providing Services, your sole and exclusive remedy is to discontinue using the Platform and/or the Services.

14. ASSIGNMENT

14.1 You shall not assign or otherwise transfer these Terms without the prior express written consent from us. We reserve the right to assign any of our rights or obligations hereunder to any other parties including any successor to this business and you will be deemed to have accepted any such assignment provided that we send you written notice of assignment.