In consideration of SME MALAYSIA EQUITIES PLT (“SMEMALAYSIA”) agreeing to publish and advertise the advertisement for the Customer in MyTemujanji.com, a Booking Portal, the Customer hereby covenants to undertake and agree to be bound by the following terms and conditions.
1. DEFINITION
In this Advertisement Agreement where the context so admits, the following expression shall have the meanings designated unless otherwise distinguished:
- “Advertisement Agreement” means the terms and conditions stipulated herein together with all the particulars and information stated in the previous and subsequent page, if any, which are attached herewith to the terms and conditions;
- “Contract Date” means the time the Customer accepts the terms and conditions of this Agreement by clicking on the “I agree to SME Booking Portal Terms and Conditions” button on SME Malaysia’s website or by executing this Advertisement Agreement. In the event of any discrepancy or inconsistency between the SME Booking Portal Terms and Conditions and this Advertisement Agreement, the SME Booking Portal Terms and Conditions shall prevail;
- “Direct Debit” means the mode of payment where the Customer’s account will be debited by the bank to pay any amount payable to SME Malaysia Equities Plt;
- “Duration of Contract” The duration of this Advertisement Agreement shall commence from the Contract Date and shall continue for one (1) year unless otherwise terminated earlier in accordance with the provision of this Advertisement Agreement (“Initial Term”). Upon the expiry of the Initial Term, this Advertisement Agreement is automatically renewed for successive one (1) year period unless terminated in accordance with the provisions of this Advertisement Agreement (“Subsequent Term”).
- “Grand Total” means the fee to be paid by Customer to SME Malaysia Equities Plt as indicated in subscription page;
- “SME Payment Gateway” means the payment by the Customer through credit card or debit card;
- “Parties” means SME Malaysia Equities Plt and the Customer collectively;
- “Tele-billing” means payment of Grand Total by the Customer through SME Malaysia Portal or printed bill;
- “SMEMALAYSIA” means SME Malaysia Equities PLT.
- “MyTemujanji” means a listing and booking management portal.
2. LISTING OF CUSTOMER’S TELEPHONE NUMBER AND OTHER CONTACT DETAILS
The Customer hereby consents to the listing of its registered telephone number in the SME Booking Portal. SMEMALAYSIA reserves the right at all times to use the Customer’s registered contact details for the purpose of marketing and/ or promoting of SME MalaysiaEquities’ commercial products.
3. WARRANTY
a. The Customer warrants that he/she is authorised and entitled to advertise the business service or products described in this Advertisement Agreement.
b. The Customer is solely responsible for the information and content of the advertisement and warrants that all particulars and information provided in this Advertisement Agreement are accurate and true in every respect and undertake to immediately notify SMEMALAYSIA of any change in such information.
c. The Customer shall be solely responsible for ensuring that all licences, permits, consents, approvals and intellectual property or other rights as may be required for providing the advertisement has been obtained.
d. The Customer shall ensure that the information and content provided for the advertisement are in compliance with and not in contravention of all applicable laws of Malaysia including but not limited to the Communications and Multimedia Act 1998 or any bylaws, rules, regulations or other subsidiary legislation under such Act, or any directions, order, requirement or instruction whatsoever given by any authority competent to do so under any written law.
e. The Customer shall ensure that the information and content for the advertisement will not infringe any intellectual property rights of any person.
f. The Customer represents and warrants that the use, reproduction, distribution or transmission of the advertisement will not violate any applicable laws, regulations or any rights of any person or third parties, including but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or rights of any person, celebrity, or any other rights of any person or entity
4. INTELLECTUAL PROPERTY
a. All copyright in the advertisement requested herein will vest in SMEMALAYSIA and the Customer and/or Signatory is not permitted to reproduce all or any part of the advertisement without SMEMALAYSIA’s prior written approval.
b. By advertising with SME Booking Portal, the Customer allows SMEMALAYSIA the use of its copyright including brand name, visuals, and content of advertisement for the purpose of promotions in relation to SMEMALAYSIA products.
c. The Customer shall defend any claim, suit, or proceedings brought against SMEMALAYSIA so far as it is based on a claim that the advertising item or the content within the advertising item infringes the Intellectual Property Rights of any third party. The Customer shall indemnify SMEMALAYSIA against all damages and costs in any judgments entered in such a suit by a court of competent jurisdiction or proceedings and against settlements and costs arising out of such claim, suit, or proceedings.
d. If any allegation or determination of infringement of Intellectual Property Rights is made in relation to the advertising item or the content within the advertising item, the Customer shall at its own expense:
i. Edit or modify the advertising item or the content within the advertising item in order to avoid continuing infringement; or
ii. Procure the right to use the advertising item or the content within the advertising item in accordance with this Advertisement Agreement.
5. ADVERTISING ITEM
a. The advertising item uploaded in SME Booking Portal shall comply with SME and SMEMALAYSIA policies and relevant law.
b. No specific position or paging is guaranteed for any advertisements.
c. The name, address and telephone number of the Customer wherever appearing in SME Booking Portal will be as provided by the Customer.
d. The classified headings will conform to the standard terms used by SME and SMEMALAYSIA. SMEMALAYSIA shall have the absolute discretion to change all advertising items to conform to SME and SMEMALAYSIA’s practices.
e. Photo or image is dependent upon the quality of the original supplied photo or image. Small or fine text especially used as reverses or colour text may not always be legible when the same has been uploaded in SME Booking Portal.
f. SMEMALAYSIA reserve the right to remove the advertising item at any time if SMEMALAYSIA is of the view of such advertising item contravene with SME and SMEMALAYSIA policies and relevant law.
6. DELETION AND OMISSION
In the event of any deletion, error or omission howsoever arising in any or all of the advertising items in SME Booking Portal, the Customer’s sole remedy is a prorated amount of the Total Price in subscription page subject to the following:
a. Such deletion, error or omission affects the entire advertisement or listing and not minor deletion, error or omission that does not affect the presentation of the advertisement. However, SMEMALAYSIA has the final decision as to the gravity of the deletion, error or omission and whether such deletion, error or omission would warrant a prorated amount of the Total Price in subscription page; and
b. SMEMALAYSIA has the final and sole discretion as to the final amount to be prorated.
c. If full payment of the Grand Total has been received by SMEMALAYSIA but any of the advertising items is not published during the Duration of Contract, SMEMALAYSIA shall refund the payment for the said advertising item within ninety (90) days after the end of the Duration of Contract.
7. PUBLICATION AND DURATION OF ADVERTISEMENT
a. The Customer shall be responsible for the publication of the advertising item if the Customer opt for self service package in the SME Booking Portal.
b. Once published, the advertising item shall appear in SME Booking Portal throughout the Duration of Contract.
c. SMEMALAYSIA shall not be liable for any error or omission due to any technical or system fault and will not be liable for any claims from the Customer for any late publishing.
d. SMEMALAYSIA reserves the right to remove the advertising item due to the event describe in clause 5(f) and failure of non-payment of amounts outstanding to SMEMALAYSIA.
e. SMEMALAYSIA reserves the right to remove or not to publish any or all of the advertising items requested by the Customer without giving any reason whatsoever to the Customer.
8. PAYMENT
a. The mode of payment shall be as selected by the Customer in the subscription page.
b. For SME Payment Gateway, the following shall apply;
- i. Payment of the Grand Total and any other charges for the advertising item in SME Booking Portal shown in the subscription page shall be paid upon Customer’s confirmation on the mode of payment.
- ii. Invoice shall be issued upon successful transaction of payment.
c. For Tele-billing, the following shall apply;
- i. The monthly subscription fee will be included in the Customer’s SME Malaysia Portal or printed bill.
- Billing and notifications (if deemed necessary by SMEMALAYSIA) may be issued and forwarded to the address stated in this Advertisement Agreement.
- ii. Invoice shall be issued by SMEMALAYSIA upon Customer’s request.
- iii. All information provided for Tele-billing shall belong to the Customer and SMEMALAYSIA is not responsible or liable for any loss, damages or cost suffered or incurred due to the fraud activities done by the Customer.
d. For Direct Debit, the following shall apply;
- i. The Customer shall complete and execute the Direct Debit authorization form and agree to the terms and conditions for Direct Debit service.
- ii. The Customer shall be imposed with an upfront payment of fifteen percent (15%) from the Grant Total payable through SME Payment Gateway/ cash/cheque.
- iii. SMEMALAYSIA shall not be responsible or liable for any loss, damages or cost suffered or incurred by the Customer or any third party arising out of or resulting from any mistake, act or omission of the authorized bank or any authorized third party in processing the Direct Debit transaction. In the event of payment through Direct Debit could not be affected, the Customer shall pay any outstanding amount directly to SMEMALAYSIA through other mode of payment available.
e. Any complaint on Customer’s payment must be made within thirty (30) days from the Contract Date of advertising item on SME Booking Portal.
f. Complaints received after the stipulated timeline will not be entertained and SMEMALAYSIA is not responsible or liable to the Customer for any loss, damages or cost suffered or incurred due to the publication of the advertising items.
g. SMEMALAYSIA reserves the right at all times to use any other means permitted by law to recover any/all amounts outstanding to SMEMALAYSIA.
9. TERMINATION
a. This Agreement may be terminated by giving thirty (30) days prior written notice by either Party if:
- (i) any of the warranties and representations under Clause 3 are untrue; or
- (ii) it is required by law; or
- (iii) winding up petition has been served to the other party; or
- (iv) if the other party becomes insolvent or bankrupt, assigns all or a substantial part of its business or assets for the benefit of its creditor(s), permits the appointment of a receiver or a receiver and manager for its business or assets, or becomes subject to any legal proceedings relating to insolvency, reorganisation or the protection of creditors’ rights or otherwise ceases to conduct business in the normal course; or
- (v) upon occurrence of a Force Majeure event, which continues for a period of thirty (30) days; or
- (vi) either party commits a material breach of this Advertisement Agreement which is not capable of remedy; or
- (vii) the other party breaches this Advertisement Agreement and the defaulting party has been given a written notice specifying the act of default and required to rectify the default within fourteen (14) days of the notice; and the defaulting party failed to so rectify or remedy the breach.
b. Termination by Customer
- (i) Termination of this Advertisement Agreement shall only be made by the Customer with prior written notice duly acknowledged by SMEMALAYSIA within fourteen (14) days from the Contract Date (“Cancellation Window Period”).
- (ii) For the avoidance of doubt, the upfront payment and any balance thereof (if any) will be not refundable to the Customer if termination is made after the expiry of the Cancellation Window Period.
c. Termination by SMEMALAYSIA
- (i) Notwithstanding the above, in the event the Customer commits a breach or potential breach of any term herein including but not limited to failure to pay outstanding amount for two (2) consecutive months, SMEMALAYSIA reserves the right to take necessary action including but not limited to termination of this Advertisement Agreement without refunding the upfront payment and any balance thereof (if any) and compensation of any kind to the Customer. SMEMALAYSIA shall take all reasonable effort to notify the Subscriber of any breach or potential breach prior to such termination.
d. The termination of this Agreement shall not prejudice the rights of SMEMALAYSIA to sue for damages or to obtain any other relief in respect of any antecedent breach of the terms of this Advertisement Agreement prior to such termination.
10. WAIVER
Failure or neglect by SMEMALAYSIA to enforce any of the provisions in this Advertisement Agreement shall not be construed nor shall it be deemed to be a waiver of its rights hereunder nor shall such failure or neglect in any way affect the validity of the whole or any part of this Advertisement Agreement or prejudice SMEMALAYSIA’s rights to take subsequent action.
11. HEADINGS
The headings of the terms and conditions herein contained are inserted for convenience of reference only and are not intended to affect the meaning or interpretation of any of the terms and conditions of this Advertisement Agreement.
12. INDEMNITY
The Customer hereby irrevocably undertakes to indemnify in full and hold SME and SMEMALAYSIA harmless from any and all costs, expenses, losses, damages, liabilities, proceedings, claims, and demands (including agency and solicitors fees, costs and court fees) whatsoever arising out of or in any way caused by the advertising copy or uploading or posting or listing of the same in SME Booking Portal or SMEMALAYSIA’s website in the event that it becomes necessary for SME and/or SMEMALAYSIA to institute or defend any legal proceedings of any nature in order to enforce or protect its rights in respect of or arising from this Advertisement Agreement.
13. AMENDMENT AND MODIFICATION
SMEMALAYSIA reserves the right to add, delete, alter or amend any of these terms and conditions at any time by giving notice to the Customer through any mode that SMEMALAYSIA deems fit which shall include but not limited to keep it posted in the SMEMALAYSIA’s website. For the avoidance of doubt, the amendment and modification shall become effective and binding on the date as notified by SMEMALAYSIA.
14. NOTICE
The Customer hereby irrevocably consents to the service of any notice under this Advertisement Agreement by email or post to the address stated in this Advertisement Agreement and such service shall be deemed effective three (3) days after posting.
15. SEVERABILITY
If any of the provision of this Agreement becomes invalid, illegal and unenforceable in any respect under the law, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired.
16. STAMP DUTY
The Customer shall bear all costs and expenses incurred by SMEMALAYSIA in enforcing this Advertisement Agreement or in bringing any action or proceeding to recover any money, costs and expenses due and payable by the Customer to SMEMALAYSIA. The stamp duty shall be payable by the Customer.
17. GOVERNING LAW AND JURISDICTION
This Advertisement Agreement is governed by in all respects and shall be construed according to the Laws of Malaysia and the Court of Malaysia shall have exclusive jurisdiction.
18. SUCCESSORS-IN-TITLE
This Advertisement Agreement shall be binding upon the heirs, assigns, personal representative,s and successors-in-title and assigns of the Parties.
19. TIME
Time wherever mentioned herein shall be of the essence of this Advertisement Agreement.
20. FORCE MAJEURE
SMEMALAYSIA shall not be in breach of its obligations under this Advertisement Agreement if it is unable to perform or fulfill any of its obligations under this Advertisement Agreement (or any part of it) as a result of the Force Majeure event. “Force Majeure” shall mean:
a. War (whether declared or not), hostilities, invasion, act of foreign enemies;
b. Insurrection, revolution, rebellion, military or usurped power civil war or act of terrorism;
c. Natural catastrophes including but not limited to earthquakes, floods, tsunamis, or any operation of the force of nature against which SME Malaysia Equities could not reasonably have been expected to take precautions; including of government policies and national pandemic or emergency declarations which might distrupt the operations of the company.
d. Nuclear explosion, radioactive or chemical contamination or radiation; and
e. Pressure wave caused by aircraft or other aerial devices traveling at sonic or supersonic speed.
21. ASSIGNMENT
The Customer may only assign its rights under this Advertisement Agreement to a third party with prior written consent of SMEMALAYSIA. SMEMALAYSIA may assign or novate this Advertisement Agreement or any part thereof to any entity within SME-associated companies and consent for the aforementioned is hereby given by the Customer.
22. ENTIRE AGREEMENT
This Advertisement Agreement shall constitute the entire agreement between the Parties hereto and shall supersede all other agreements, correspondence, discussions, or understandings with respect to or in connection with any of the matters to which this Advertisement Agreement refers.
23. PERSONAL DATA PROTECTION
a. Definitions “Personal Data” means personally identifiable information of a Customer who is an individual.
b. Data Sharing The Customer hereby acknowledges that SMEMALAYSIA shall have the right to share the Customer’s data with SMEMALAYSIA’s related companies for the purpose of marketing activities in respect of products and services of SMEMALAYSIA and/or its related companies from time to time as SMEMALAYSIA deems fit provided always that SMEMALAYSIA and its related companies shall observe the applicable confidentiality obligations as imposed by law or by contract and shall abide by the same strictly.
c. Data Protection Customer agrees that it will comply and will procure warranties from any employees, agents and/or subcontractors that may process the Personal Data to:
(i) Comply with all applicable data protection laws of Malaysia which shall include the Personal Data Protection Act 2010;
(ii) On the request from SMEMALAYSIA, provide an up-to-date copy of the Personal Data in the format supplied by SMEMALAYSIA and within any reasonable time periods required by SMEMALAYSIA.
d. Integrity and Access to Customer’s Own Personal Information The Customer will ensure that personal information and preferences provided to SMEMALAYSIA are accurate, complete, and up to date. Any modification to the said information can only be done by the Customer. For any personal information that cannot be directly rectified, the Customer may request SMEMALAYSIA to correct such information if it is incorrect/inaccurate or to delete it if it is no longer applicable or not required to be retained. However, SMEMALAYSIA reserves the right to decline to process requests that jeopardize the security and privacy of the personal information of others as well as requests that are impractical or not made in good faith, Where Customer elects to limit SMEMALAYSIA’s right to process personal information, Customer may directly contact SME Malaysia Equities Plt.
By continuing to use the services provided by SME Malaysia Equities Plt. through the portals mytemujanji.com and ceomalaysia.com, including but not limited to users, merchants, partners, and any other individuals utilizing the service in any capacity, automatically acknowledge their consent and agreement to abide by the terms and conditions, policies, and disclaimers publicly posted on the respective websites. Should any party using the services disagree with or be unwilling to comply with these terms and conditions, they are required to refrain from using the services provided by the company or accessing the portal under any of the associated brand names