1.1 These Terms and Conditions ("Terms") set out a binding agreement between you and TeaX Alliance Sdn Bhd (522780-W), a private limited company incorporated in Malaysia (collectively, "Tea X", "we", "us", or "our"). These Terms govern your use of our website (" Platform").
1.2 By using the Platform, you:
1.2.1 acknowledge that you have read and understood these Terms;
1.2.2 represent that you are of legal age to enter into a binding agreement; and
1.2.3 accept these Terms and agree that you are legally bound by its terms.
1.3 If you do not agree to these Terms, do not use the Platform.
1.4 We reserve the right to modify, vary and change the terms or our policies relating to the Services (defined in Clause 5 below) at any time as we deem fit. Such modifications, variations and changes to the terms or policies relating to the Platform shall be effective upon the posting of an updated version. You agree that it shall be your responsibility to review these Terms regularly.
2. REPRESENTATION, IDENTIFICATION AND AUTHORISATION OF USER ACOUNT
2.1 By using the Platform, you expressly represent and warrant that you are legally entitled to accept and agree to these Terms and that you are at least eighteen (18) years old. Without limiting the generality of the foregoing, the Platform is not available to persons under the age of eighteen (18) or such persons that are forbidden for any reason whatsoever to enter into a contractual relationship. By using the Platform, you further represent and warrant that you have the right, authority and capacity to use the Platform and to abide by these Terms.
2.2 You further confirm that all the personal data and contact details in relation to your identity is accurate, precise and complete; and agree, if upon any request at any time by Tea X, to present a valid, government-issued photo identification for verification purposes. You agree that, in any event you are the authorised representative of an individual, agent, sole proprietor, company, or entity, you have obtained the lawful authority via written authorisation or consent from such individual, agent, sole proprietor, company or entity. You agree not to impersonate or represent intentionally or unintentionally, in any way whatsoever, any third party, individual, agent, sole proprietor, company or entity without lawful authority; or otherwise provide, submit or present any false and/or misleading information to Tea X.
2.3 You should take necessary steps to ensure that your user ID and password are kept confidential and secure and should inform us immediately if you have any reason to believe that your user ID or password has become known to anyone else, or if the password is being, or is likely to be, used in an unauthorised manner.
2.4 You are responsible for all activities that occur under your account, regardless of whether you are the individual who undertakes such activities. This includes any unauthorised access and/or use of your account.
2.5 If we have reason to believe that there is likely to be a breach of security, unauthorised use of your account or misuse of the Platform, we may require you to change your password or we may suspend your account pending investigation. You shall release and hold us harmless from any and all claims and causes of action arising out of or resulting from any unauthorised use of your account.
3. INTELLECTUAL PROPERTY RIGHTS
3.1 Other than the content you own, or unless otherwise indicated, we and/or our licensors have valid, unrestricted and exclusive rights, title and interest of the patents, trademarks, trade names, trademark registrations, know-how, copyrights, technology, and other intellectual property rights and content contained in or published on the Platform.
3.2 Your use of the Platform and your use of and access to any content does not grant or transfer to you any rights, title or interest in relation to the Platform or the content. You must not:
3.2.1 copy or use, in whole or in part, any content;
3.2.2 reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any content to any third party; and
3.2.3 breach any Intellectual Property Rights connected with the Platform or the content, including (without limitation) altering or modifying any of the content, causing any of the content to be framed or embedded in another website or platform, or creating derivative works from the content.
3.3 "Intellectual Property Rights" means all applicable rights, title, interests and benefits thereto including, without limitation, patents, copyrights, trademarks, trade secrets, trade names, logos, patents, inventions, registered and unregistered design rights, copyrights, databases, database rights and all other similar intellectual property rights.
3.4 "Know-how" means all confidential and proprietary industrial and commercial information and techniques in any form, including but not limited to, drawings, formulae, tests, results, procedures, project reports and testing procedures, instructions, training manuals, market forecasts, and list of particulars of potential competitors, suppliers and customers.
3.5 We grant you a non-exclusive, royalty-free, revocable, worldwide, non-transferable licence to use the Platform in accordance with these Terms. All other uses are prohibited without our prior written consent.
4. SPECIFIC RESTRICTIONS
4.1 You must not do or attempt to do anything: that is unlawful; prohibited by any laws applicable to the Platform; which we would consider inappropriate; or which might bring us or the Platform into disrepute, including (without limitation):
4.1.1 publishing any content in any other media;
4.1.2 selling, sublicensing and/or otherwise commercialising any content;
4.1.3 publicly performing and/or showing any content;
4.1.4 using the Platform in any way that is or may be damaging to the Platform, including hacking or trying to steal other users' information from the Platform;
4.1.5 tampering with or modifying the Platform, knowingly transmitting viruses, worms or other disabling features, or damaging or interfering with the Platform, including (without limitation) using trojan horses, viruses, timebombs, keystroke loggers, spyware or other similar feature or piracy or programming routines that may damage or interfere with the Platform;
4.1.6 using the Platform in any way that interferes any user's access to the Platform;
4.1.7 using the Platform contrary to applicable laws and regulations, or in any way may cause harm to the Platform, or to any person or business entity;
4.1.8 engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to the Platform or data regarding other users, including e-mail addresses, without our consent;
4.1.9 anything that would constitute a breach of an individual's privacy (including uploading private or personal information without an individual's consent) or any other legal rights;
4.1.10 using the Platform to defame, harass, threaten, menace or offend any person;
4.1.11 using the Platform to send unsolicited or unauthorised advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;
4.1.12 using the Platform to engage in any advertising or marketing;
4.1.13 modifying, making derivative works of, disassembling, reverse compiling or reverse engineering any part of the Platform;
4.1.14 interfering with, disrupting, or creating an undue burden on servers or networks connected to the Platform, or violate the regulations, policies or procedures of such networks;
4.1.15 attempting to gain unauthorised access to the Platform (or to other computer systems or networks connected to or used together with the Platform), whether through password mining or any other means;
4.1.16 accessing the Platform in order to build a similar or competitive application, product, or service;
4.1.17 using software or automated agents or scripts to produce multiple accounts on the Platform, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Platform (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Platform for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); and/or
4.1.18 facilitating or assisting a third-party to do any of the above acts.
4.2 Certain areas of the Platform are restricted from being accessed by you and we may further restrict access by you to any areas of the Platform, at any time, in our absolute discretion.
5. DESCRIPTION OF PRODUCTS AND SERVICES
5.1 Tea X attempts to be as accurate as possible in the description of the products. Every product sold via the Platform is inspected by our qualified tea experts ("TeaExperts") including the examination of the condition of the label, package, colour and the assessment of authenticity. That said, Tea X does not warrant that the product descriptions are accurate, complete, reliable, current and error-free.
5.2 By using the Platform, you will be accorded the enjoyment of browsing and ordering products, listing of your products for subsequent sale subject to Tea X's approval, rate and write reviews about the products you purchased and getting promotional deals.
5.3 All the sale of products, listing of your products for subsequent sale and warehouse storage services rendered to you by Tea X are collectively referred to as the "Services" and individually as a " Service".
5.4 By using the Platform to access the Services, you agree that:
5.4.1 you will only use the Services for lawful purposes;
5.4.2 you will not permit or enable third parties to use your account;
5.4.3 you will not assign, transfer or otherwise render accessible your account to any other person;
5.4.4 you will not use the account of a third party to access the Platform;
5.4.5 you will only use the Services for the purpose for which they are intended to be used;
5.4.6 you will not intentionally or unintentionally cause or attempt to cause damage to the customers or merchants;
5.4.7 you will provide Tea X with proof of identity as it may reasonably request or require; and
5.4.8 you will provide accurate, current and complete information as required for the Services and undertake the responsibility to maintain and update your information in a timely manner to keep it accurate, current and complete at all times during the period of these Terms.
6. SALES AND PURCHASES
6.1 Subject to the provisions of these Terms, we will sell and you will purchase the products ("Customers") in accordance with the order you placed through the Platform ("Order").
6.2 We accept Orders for delivery within Malaysia and outside Malaysia.
6.3 Orders shipped outside of Malaysia may be subject to import taxes, custom duties and fees levied by the destination country. The recipient of the international shipment may be subject to such import taxes, custom duties and fees, which are levied once a shipment reaches the recipient's country. Additional charges for customs clearance must be fulfilled by the recipient. Tea X has no control over the aforesaid charges and Tea X will not be responsible for all costs incurred by the recipient.
6.4 For all products shipped internationally, please note that instructions, safety warnings and/or product manuals may not be in destination country languages, and the products may not be in accordance with the destination country standards, specifications, and labelling requirements.
6.5 You are responsible for assuring that the product can be lawfully imported to the destination country. Upon ordering from our Platform, the recipient is the importer on record, and you must comply with all laws and regulations of the destination country.
6.6 You may place your Order by filling in the electronic order form available on the Platform ("OrderForm"). Once an order number is assigned to you after your completion of the Order Form, you are deemed to have confirmed your Order.
6.7 All information contained on the Platform constitutes an invitation to treat only, which shall not be regarded as an offer by us to supply any products.
6.8 Your placing of the Order shall constitute an offer from you to us to purchase the products which shall form the subject of the Order. We have the sole and absolute discretion to accept or decline the Order without providing any reason in respect thereof. We do not guarantee that the products shown on the Platform will be available for sale to you at all times.
6.9 In the event that we accept your Order, we shall notify you of our acceptance by way of a written confirmation ("Confirmation ") sent to your designated electronic mail address. The quality, description and specification (if any) of the products set out in the Confirmation shall be final and conclusive evidence of the same. A legally binding contract for the sale of the products between you and us shall not be formed unless and until such Confirmation has been issued by us. The provisions under these Terms together with the Order and the Confirmation shall constitute the entire agreement and understanding between you and us in relation to the subject matter hereof ("Contract") and shall supersede and cancel in all respects all previous correspondence, understandings and agreements, if any, between us in respect of the same.
7. PAYMENT TERMS
7.1 All prices shown on the Platform are in Malaysian Ringgit (MYR) and are exclusive of applicable tax and delivery charges, subject to exchange rate and adjustment at our absolute discretion at any time and from time to time without prior notice to you.
7.2 The valuation of the prices of the products shall be determined by our qualified Tea Experts, which such determinations shall be final and conclusive.
7.3 The purchase price of the products ("Price") shall be the price specified on the Platform. Notwithstanding the foregoing, we reserve the sole and absolute right to adjust the Price to reflect any change in the cost of the products due to unforeseen circumstances and/or factors beyond our reasonable control, including without limitation, any foreign exchange fluctuation, currency regulation, change in tax duties / levies, increase in the costs of labour and materials or other costs of manufacture, change in delivery schedule at your request, or belated instructions or failure to supply us with requisite information or instructions on your part.
7.4 Your payment shall be processed by our authorised payment gateway service providers. All payment details entered through the payment gateway of the bank collecting the payment for us will be encrypted.
7.5 We will not be liable to you for any loss or damage, including theft or fraud, arising directly or indirectly from:-
(a) your failure or omission to protect your credentials from being seen by other persons or otherwise obtained by other persons when you enter your payment details online;
(b) your failure to provide accurate information in the course of the online payment process; or
(c) any other reasons in connection with the specified mode of payment.
8. TEA X PLATFORM
8.1 Tea X provides a platform, for warehouse storage and trading of Malaysia-aged Puer, to allow their existing Customers to sell their tea to buyers ("Buyers").
8.2 You acknowledge and agree that the listing of your items on Tea X is subject to the valuation price set by our Tea Experts and the determined prices shall be final and conclusive, and no other term of provision of these Terms shall be interpreted or deemed to provide you with any right to determine or influence the final price of the items sold by you on the Platform. In addition to the above, you shall not initiate any form of legal action with respect of any discrepancies of the market price and the price set by our Tea Experts and Tea X.
8.3 Tea X shall have the sole and absolute discretion to determine the following:-
(a) manner in which the online sale is to be conducted, and the conditions of sale now or hereafter in effect and governing the said sale; and
(b) any illustration or photographic reproduction and/or the description of the items, on the Platform or in any other manner in accordance with the applicable law.
8.4 Tea X shall be entitled to deduct and retain from the proceeds of any sale of listing of items via the Platform ("Tea XCommission"), which shall be calculated as a percentage of the selling price. The Tea X Commission shall be set by Tea X and Tea X shall have the absolute discretion to change from time to time.
8.5 The terms of Clause 6 relating to the sales and purchases thereof applicable to the products sold on the Platform and Customers shall apply mutatis mutandis to the listed items on Tea X.
9.1 Customers/Buyers acknowledge and agree that all carrier fees, duties and customs charges incurred in shipping purchases to Customer's/Buyer's desired shipping address shall be solely borne by the Customers/Buyers. To the extent that Tea X provides an estimate of shipping, duties and custom charges, of which all should be considered to be estimates only.
9.2 Tea X offers standard shipping options of which it is designed to protect the products in transit. By accepting the shipment with standard shipping, Customers/Buyers accept all responsibility for that shipment including any risk or liability which may occur during that shipment and agree that Tea X shall not be responsible for the damages occurred to the products during the aforesaid shipment.
9.3 Products may be picked up at Lot L1-01, 1st Floor, Shaw Parade, Changkat Thambi Dollah, 55100 Kuala Lumpur upon Customer's/Buyer's request only. Tea X shall not be responsible for any typographical, clerical or transcription errors contained in the instruction sent by the Customer/Buyer, whether by e-mail, fax, telephone or letter to our customer service.
10. TEA X WAREHOUSE STORAGE
10.1 Warehouse Storage
10.1.1 Subject to the provisions of these Terms, Tea X offers warehouse storage service for all products purchased on the Platform for an annual subscription price equal to 1.88% of the current selling price for each product as determined by Tea X from time to time subject to the terms and conditions herein. For the clarification purpose and avoidance of doubt, the subscription price charged annually will vary depending on the current selling price of which our Tea Experts reserve the sole and absolute right to determine the said selling price.
10.1.2 Tea X warehouse storage service is managed by Tea X on behalf of the Customers. The warehouse storage service requires that, any products presented for storage at Tea X warehouse storage will be stored according to Tea X's procedures and regulations. By default, all products (including products in stack and boxes) will be stored with a product code applied.
10.1.3 Tea X will notify the Customer via e-mail on separate occasions, thirty (30) days and seven (7) days prior to the expiration of the subscription, either to renew the aforesaid subscription or to request for withdrawal. Promptly after the receipt of the notifications, the Customer shall notify Tea X of his/her intention. In the event the Customer accepts the renewal of subscription, Tea X will charge upon the Customer an annual subscription fee equal to 1.88% of the current selling price of the product. In the event the Customer requests to withdraw, an additional cost will be charged upon the Customer subject to Clause 10.5. Notwithstanding the foregoing, it is expressly understood and agreed that the Customer's omission to notify prior to the expiration of the subscription, your purchased subscription will be renewed at the end of the applicable subscription period of which Tea X shall invoice the Customer detailing the annual subscription price payable by the Customer and subsequently Tea X will charge upon the Customer after the last day of the current subscription period. Tea X reserves the right to suspend all services until all outstanding amounts which the Customer is obliged to pay to Tea X have been fully paid by the Customer to Tea X.
10.1.4 Unless otherwise expressly provided in these Terms, Tea X reserves the right, in Tea X's sole and absolute discretion, to adjust the rate of annual subscription price for the warehouse storage provided by Tea X. Tea X shall give written notice to the Customers of any change of rate of annual subscription price at least thirty (30) days prior to the effective date thereof.
10.2 Warehouse Storage Location
10.2.1 Any products stored pursuant to these Terms shall be stored at Tea X's discretion in any warehouse storage. The identification of any specific location within the warehouse storage does not constitute a representation that the products shall be stored there.
10.2.2 Subject to any contrary written instructions given by the Customer, Tea X may, at any time, at its own expense and without notice to Customer, remove any products from any room or area of the warehouse storage to any other room or area thereof.
10.3 Owner of Products, Title and Claims to Products
10.3.1 Unless otherwise expressly specified in these Terms, the title of the products shall remain with the Customers.
10.3.2 The Customers acknowledge and agree that Tea X has no responsibility or liability with respect to any conflicting claims arising out of a dispute contesting rights of ownership or title to the products.
10.4 Errors in Warehouse Storage or Allocation of Products to Customer Accounts
10.4.1 In the event there is an error in the Customer's storage account and the products is still in the custody of Tea X, Tea X shall make such adjustments and all such changes shall be reflected in the Customer's storage activity report. In the event the product has been removed from Tea X by the incorrect owner, Tea X reserves the right to pursue all necessary steps to recover the products on behalf of the rightful owner.
10.5 Cost of Withdrawing Products
10.5.1 All existing Customers who subscribed for Tea X warehouse storage services will be charged for an additional cost as determined by Tea X for the withdrawal of products from Tea X warehouse storage at any time. Notwithstanding the foregoing, Tea X shall reserve the right to impose or collect any other fees in respect of the withdrawal of products by Customers from Tea X warehouse storage in the future.
11. REFER AND EARN
11.1 Tea X's refer and earn program ("Refer and Earn") allows customers to earn Commission by referring friends to become Tea X customers ("New Buyer") subject to the terms and conditions of these Terms. All commissions will be credited into the Customer's digital wallet service provided by Tea X on the Platform (" Wallet").
11.2 Tea X will render the Customers a record or statement which shows the allocation of commission earned by the Customers through Refer and Earn (" CommissionStatement") of the preceding month to the Customer, at the end of each month. Each Commission Statement shall be considered correct and to have been accepted by the Customers unless the Customer notifies Tea X in writing of any discrepancy within fourteen (14) days from the notification by Tea X to the Customer of the Commission Statement.
11.3 Customer may elect to withdraw the Commission of the preceding month from the Wallet by filing a request with Tea X upon or at any time after receiving a Commission Statement of such month. All requests made under this clause require the approval of Tea X shall be reviewed within three (3) working days upon the receipt of such requests from the Customer. Thereafter, Tea X shall notify the Customer whether it approves of the requests immediately. All approved requests will be processed within five (5) to seven (7) working days upon the receipt of notification from Tea X. Notwithstanding the foregoing, Customer is only allowed to file a withdrawal request under this clause provided that the balance in the Wallet has a minimum of MYR 200. In the event the withdrawal by the Customer from the Wallet is less than MYR 200, an additional processing fee of MYR 10 ("ProcessingFee") will be charged by Tea X upon the Customer. For the purposes of clarification and avoidance of doubt, the Processing Fee will not be charged upon the Customer in the event the withdrawal is more than or equal to MYR 200.
11.4 All referrals made under the Refer and Earn program should only be used for personal and non-commercial purposes. Referral links may not be published or distributed to any other person through whatsoever means or channels.
11.5 "Commission" in this context means a fee paid based on the percentage of the purchase made on the Platform by the New Buyer or existing Customers. Tea X reserves the right to adjust the commission rate subject to the marketing campaign by Tea X from time to time.
12.1 Subject to Clause 10, Tea X shall maintain insurance with respect to its warehouse storage and the products against loss or damage by fire and such other insurable hazards as such products are commonly insured (including but not limited to fire, extended coverage, property damage, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar warehouse storage and products are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers.
13. ACCOUNTS AND REGISTRATION
13.1 When ordering or listing to sell through the Platform, you are required to provide certain information or to register for an account, and the information required includes but not limited to your name, e-mail address, debit or credit card number, phone number and address. You warrant that you have the legal capacity to use and to order through the Platform. You agree and acknowledge that the information you provide to Tea X is accurate and that you will keep it accurate and up-to-date. You are solely responsible for maintaining the confidentiality of your account and password. You agree to accept responsibility for all activities that occur under your account.
13.2 You may close your account at any time by requesting to do so in the account section via the Platform or by contacting Tea X. In the event you believe that your account is no longer secure, then you must immediately notify us at firstname.lastname@example.org. We reserve the right to terminate or suspend your account at any time if we believe there is any unusual activity on it.
13.3 Tea X shall take all commercially reasonable measures in securing your orders and personal details and will ensure that said details are retained only as long as necessary for the transaction and for the provision of the products and services to you. However, in the absence of fault on our part, we shall not be held liable for any loss that you may suffer in the event of unauthorized access by third party to any data provided when accessing or ordering from the Platform unless we have been proved to be negligent in securing the information provided.
14. COLLECTION AND USE OF YOUR INFORMATION
14.2 We will process and may disclose personal data including sensitive personal data (as defined in Personal Data Protection Act 2010) relating to you and your affiliates, and you consent to the processing and disclosure of such data. You agree to keep us informed of any changes to the data at all material times. In any event, should such necessity arise to obtaining consent, authorisation or permission of any of your affiliates in relation to processing and disclosure of personal data including sensitive personal data (as defined in the Personal Data Protection Act 2010), such consent, authorisation or permission is deemed to have been obtained by you unless communicated otherwise to us.
15.1 We may from time to time in our sole discretion develop and provide updates to the Platform, which may include upgrades, bug fixes, patches and other error corrections and/or new features ('Updates"). Updates may also modify or delete in their entirety certain features and functionalities. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionalities.
15.2 You acknowledge and agree that all Updates will be deemed part of the Platform and be subject to all terms and conditions of these Terms.
16. THIRD-PARTY APPLICATIONS
16.1 Tea X Platform is integrated with or may otherwise interact with third-party applications, websites and services (" Third-Party Applications") to make the Services available to you. These Third-Party Applications may have their own terms and conditions of use and privacy policies and your use of these Third-Party Applications will be governed by and subject to their terms and conditions and privacy policies. You understand and agree that Tea X does not endorse and is not responsible or liable for the behaviour, features, or content of any Third-Party Applications or for any transaction you may enter into with the provider of any such Third-Party Applications, nor does Tea X warrant the compatibility or continuing compatibility of the Third-Party Applications with the Service.
17. THIRD-PARTY MATERIALS
17.1 The Platform may display, include or make available third-party content (including data, information, applications and other products, services and/or materials) or provide links to third-party websites or services, including through third-party advertising (" Third-PartyMaterials").
17.2 You acknowledge and agree that we are not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. We do not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials.
17.3 Third-Party Materials and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.
18. THIRD-PARTY INTERACTIONS
18.1 During the use of the Services, you may enter into correspondence with, purchase products and/or services from, or participate in promotions of third-party service providers, advertisers or sponsors showing their products and/or services through the Services and/or the Platform.
18.2 Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third party.
18.3 Tea X and its affiliates and licensors shall have no liability, obligation or responsibility for any such correspondence, purchase, transaction or promotion between you and any such third party.
18.4 Tea X does not endorse any applications or sites on the Internet that are linked through the Services and the Platform, and in no event, shall Tea X or its licensors be responsible for any content, products, services or other materials on or available from such sites or third-party service providers.
19. TERM AND TERMINATION
19.1 These Terms will be effective when you use the Platform and will continue in effect until terminated by you or by Tea X.
19.2 You may terminate these Terms by stop using the Platform. We may terminate these Terms at any time without notice if we cease to support the Platform, which we may do in our sole discretion.
19.3 In addition, these Terms will terminate immediately and automatically without any notice if you violate any of the terms and conditions of these Terms.
19.4 Upon termination:
19.4.1 all rights granted to you under these Terms will also terminate; and
19.4.2 you must cease all use of the Platforms.
19.5 Termination will not limit any of our rights or remedies at law or in equity.
20.1 You agree to indemnify, defend and hold harmless Tea X and its licensors, officers, directors, employees, agents, affiliates, successors and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising from or relating to your use or misuse of the Platform, Services or your breach of these Terms.
21. DISCLAIMER OF WARRANTIES
21.1 The Platform is provided to you on an "as is where is" basis and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, Tea X, on its behalf and on behalf of its affiliates and its service providers, expressly disclaims all conditions and warranties, whether express, implied, statutory or otherwise, with respect to the Platform:
21.1.1 including but not limited to representations, by any means, as to the availability, accessibility, operation, performance of the Platform, or any other products or services accessed via the Platform;
21.1.2 commercial and non-commercial merchantability, quality, fitness, purpose, title, non-infringement, any implied terms and warranties of the Platform; and
21.1.3 indemnification arising from course of dealing, course of performance or trade in connection with these Terms.
21.2 Without limitation to the foregoing, we provide no warranty or undertaking, and make no representation of any kind that the Platform will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without any interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
22. LIMITATION OF LIABILITY
22.1 To the fullest extent permitted by law, we are not responsible for any loss, damage or expense, howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent (" Liability") suffered by you or any third party, arising from or in connection with your use of the Platform and/or the content and/or any inaccessibility of, interruption to or outage of the Platform and/or any loss or corruption of data and/or the fact that the content is incorrect, incomplete or out-of-date. Access to, and use of, the Platform is at your own discretion and risk, and you will be solely responsible for any damage to your device or computer system, or loss of data resulting therefrom.
22.2 In the event that any limitation or exclusion of liability in these Terms is not enforceable, our total liability for any claim arising out of or relating in any manner to the access and/or use (or inability to access and/or use) of the Platform is limited to MYR 100 only. We do not exclude liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability which may not be excluded by law.
23. RIGHT TO INVESTIGATE
23.1 We reserve the right in our sole discretion to investigate complaints, actual, potential or alleged violations of these Terms or other agreements applicable to us and any actual, potential or alleged violations of applicable law, but we undertake no obligation to do so.
23.2 In connection with any such investigation, we may take any action we deem appropriate including, without limitation, reporting any suspected unlawful activity to law enforcement officials, regulators or other third parties, and disclosing any information necessary or appropriate to such persons relating to your profile, e-mail address, usage history, posted materials, IP addresses and traffic information.
24. FORCE MAJEURE
24.1 Tea X shall not be liable for any loss, damage to or destruction of the products, or for any delay in the performance or non-performance of any of the terms set forth herein that arise in in whole or in part to any cause not within the control of Tea X, whether now or hereafter existing, including but not limited to, the following:-
(a) terrorism, threat of war, declared or undeclared war, hostilities, warlike operations, civil war or civil commotion, terrorism, revolution or the operations of international law, governmental decree, requisitioning, legislation or expropriation, confiscation orders, court orders, injunctions or third-party claims, official action, quarantine, civil disturbance, sabotage, strike, lock-out, power breakdown, lack of transport, labour and/or storage accommodation;
(b) storm, fog lightning, flood, high and low tide, frost, freezing, ice, heat, smoke, explosion, water used for extinguishing fire, burst water piping, tempest, earthquake, typhoon or other extraneous calamity or Acts of God; and/or
(c) all other causes which are beyond the control of Tea X.
24.2 In the event of force majeure which prevents, hinders or delay the performance of Tea X which persist exceeding 48 hours, Tea X may at its absolute discretion, suspend all Tea X services until the event of Force Majeure has ceased to occur.
25. INVALIDITY AND SEVERABILITY
25.1 If any provision of these Terms is or may become under any written law, or is found by any court or administrative body or competent jurisdiction to be, illegal, void, invalid, prohibited or unenforceable then:
25.1.1 such provision shall be ineffective to the extent of such illegality, voidness, invalidity, prohibition or unenforceability;
25.1.2 the remaining provisions of these Terms shall remain in full force and effect; and
25.1.3 the parties shall use their respective best endeavours to negotiate and agree a substitute provision which is valid and enforceable and achieves to the greatest extent possible of the economic, legal and commercial objectives of such illegal, void, invalid, prohibited or unenforceable term, condition, stipulation, provision, covenant or undertaking.
26.1 You may not assign, transfer or sub-contract any of your rights and obligations under these Terms to any other person without our prior written consent. We may assign, transfer or sub-contract all or any of our rights and obligations under these Terms at any time without your consent to:
26.1.1 our subsidiary or related/affiliated company;
26.1.2 an acquirer of our equity, business or assets; or
26.1.3 a successor by merger.
27.1 If a party waives any right under these Terms, it must be done in writing. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. A waiver of a breach of a term in these Terms does not operate as a waiver of another breach of the same term or any other term.
28. EQUITABLE REMEDIES
28.1 You acknowledge that the rights granted, and obligations made under these Terms to us are of a unique and irreplaceable nature, the loss of which shall irreparably harm us and which cannot be replaced by monetary damages alone. As such, we shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) in the event of any breach or anticipatory breach by you.
29. GOVERNING LAW AND JURISDICTION
29.1 These Terms are governed by, and construed in accordance with, the laws of Malaysia. The courts of Malaysia are to have exclusive jurisdiction to settle any disputes which may arise out of or in connection with these Terms.
30. ENTIRE AGREEMENT
31. ELECTRONIC COMMUNICATION
31.1 For contractual purposes, you consent:
31.1.1 to receiving communications from us in an electronic form via the last e-mail address you have submitted to us; and
31.1.2 that any terms and conditions, agreements, policies, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing.
31.2 Notice will be deemed given twenty (24) hours after e-mail is sent to the last e-mail address you provided to us or notice is posted on the Platform.
32. COPYRIGHT AND TRADEMARK INFORMATION
32.1 Copyright © 2019 TeaX Alliance Sdn Bhd. All rights reserved. All trademarks, logos and service marks ("Marks") displayed on the Platform are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
33. HOW TO CONTACT US WITH QUESTION?
33.1 We welcome your feedback, suggestions and questions (" Feedback"). If you wish to contact us, or if these Terms require you to give notice to us in writing, please send an e-mail to email@example.com.
33.2 If you provide us with any Feedback, you hereby assign to us all rights in such Feedback and agree that we shall have the right to use and fully exploit such Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.