CONSENT AUTHORIZATION UNDER PERSONAL DATA PROTECTION ACT (PDPA)
By this consent, I/we understand that and agree that:
i. you may conduct credit checks on me/us with any business entity/ies for bona fide trade checking and/or any credit reporting agency of your choice now or at any future time for any one or more of the following purposes (hereinafter referred to as “legitimate interest’)
ii. opening of account
iii. credit / account evaluation
iv. credit / account review
v. credit / account monitoring
vi. debt recovery purposes
vii. legal documentation consequent to a contract or facility granted by you.
You may use the monitoring application of credit reporting agency obtain new information and updates on me as long as any of above mentioned legitimate interests exist.
You may disclose any information about me.us, our company business with respect to the conduct or my/our account or our business account to any business entity/ies for bona fide trade checking and / or reporting agency/ies may in turn be provided to its subscribers of their service.
I/We have read the terms and conditions and do hereby give my/our consent to you and your agent/s or partner/s or credit reporting agency of your choice to process my/our personal data.
By this consent, I/We understand and agree that we are agree the terms and condition show as below,
i. You may contact me/us with regards to new offerings of any related product/services by your company
ii. You may use my/our data for statistical and marketing analysis on the related range product/services by your company
*Note: in all cases, the word “account” above refers to the subscribing party to Koperasi Al-Najah Kuala Lumpur Berhad services and the conduct thereof
TERMS & CONDITIONS
1. APPOINTMENT AND EXCLUSIVITY OF DISTRIBUTOR
1.1. Najah agrees and hereby appoint the Distributor as distributor to distribute and conduct sales of N.A.P supplied by Najah in Malaysia subject to the rights and obligations of the parties as set out in this Agreement. The Distributor agrees and accept such appointment.
1.2. The Distributor shall be entitled to describe and/or represents itself as the distributor of Najah for its product i.e. N.A.P in Malaysia during the Validity Period (as defined in this Agreement), but shall not hold itself out as Najah for sales of N.A.P or as being entitled to bind Najah in any way.
1.3. Najah agrees and undertakes that Najah will not directly or indirectly (other than through the Distributor) distribute and conduct sale of N.A.P in Malaysia during the Validity Period of this Agreement (as defined in this Agreement):
1.4. The Distributor agrees to deposit a sum of money stipulated in brochure of this Agreement to Najah for the due
observance and performance of this Agreement inclusive of becoming Member RM100.00 (non-refundable) of Koperasi Al Najah Kuala Lumpur Berhad and Share of value RM500.00 (non-refundable).
1.4.1. Should the Distributor breach any clause in this Agreement or do any act or conduct which cause any losses, damages and/or lowering the reputation of Najah, Najah is entitled to cover and compensate its losses, and/or damages from the deposit paid pursuant to Clause 1.4 of this Agreement by the Distributor.
1.4.2. At the Validity Period and of this Agreement (as defined in this Agreement) or termination of the Agreement, and if there is no renewal and/or extension agreed of the Agreement, Najah shall return the deposit to the Distributor subject to any deduction made pursuant to Clause 1.4.1 of this Agreement.
1.4.3. For avoidance of doubt: (i) the deposit paid pursuant to Clause
1.4.4. Of this Agreement shall not in any way cap the maximum amount claimable by the Distributor for the losses and/or damages suffered by Najah. (i) Najah may take legal action to recover any losses and/or damages not recoverable by utilizing the deposit paid pursuant to Clause 1.4 of this Agreement. (ii) Najah may take legal action to seek any other form of relief which cannot be compensated or not sufficient to be compensated by the deposit paid pursuant to Clause 1.4.1 of this Agreement.
2. ORDERS AND DISTRIBUTIONS OF PRODUCTS
2.1. During the Validity Period of this Agreement, Najah shall supply to the Distributor N.A.P in the manner, version and packaging as shown and acknowledged by the parties prior to the date of this Agreement (‘N.A.P Products’):
2.1.1. Najah may update, re-design, re-package, the packaging from time to time as Najah deems proper. And Najah may provide the updated version of N.A.P in N.A.P Products from time to time. The Distributor acknowledges and agrees that: (i) any update, re-design, re-packaging of N.A.P Products and any updated version of N.A.P shall not affect any N.A.P Products and N.A.P which have been delivered to the Distributor. (ii). Any update, re-design, re-packaging of N.A.P Products and any update of N.A.P shall not give the Distributor right to request for any replacement of any N.A.P Products which have been Commented. (iii) It is advisable to keep a record (email, photos) of the packaging of N.A.P and ensure that delivered by Najah to the Distributor prior to the said update, re-design, re-packaging of N.A.P Products and updates of N.A.P.
2.1.2. Najah may provide any additional merchandise or products for the Distributor to sell together with the N.A.P Products as a promotional gift, add-on or complimentary item.
2.2. Parties agrees that the distributor price for each N.A.P Product Is stipulated in brochure of this Agreement. The Distributor agrees to pay Najah the Distributor Price for each unit of N.A.P Product which the Distributor order pursuant to Clause 2.1.1(i) and/or Clause 2.1.1(ii) of this Agreement:
3. SELLING PRICE OF N.A.P PRODUCTS
3.1. Parties agrees that the retail selling price of N.A.P Basic Feature is Ringgit Malaysia Two Thousand Two Hundred (RM 2,200.00) only per unit (‘Retail Price’), Platinum Feature add on Ringgit Malaysia Five Hundred and Eighty-Eight (RM 588.00) only per unit.
3.2. The Distributor must sell N.A.P Products at the Retail Price.
3.3. The Distributor entitle extra RM 588.00 based on monthly repayment basis as incentive for whom take 20 units N.A.P and above if client signup the Platinum Features.
4.1. All sales personnel of the Distributor must attend a 3 times sales training session provided by Najah (‘Training Session’) to learn about the characteristics of N.A.P and the N.A.P Products. Najah may split the Training Session into a few sub-sessions as it thinks fit and practical.
4.2. The time and venue of the Training Session shall be fixed by Najah from time to time.
4.3. Additional free training/briefing may be conducted by Najah as it thinks fit.
4.4. The Distributor agrees and undertakes to supervise and ensure all the Distributor’s sales representatives, employees and/or agents as well as the sales representatives, employees and/or agents shall only represent, describe, explain, and disclosed to the customers, users, potential customers, consumers and to the public information relating to the N.A.P and N.A.P Products that was provided in the Training Sessions.
5.1. To promote N.A.P, Najah undertakes that N.A.P will spend a minimum of Ringgit Malaysia Three Hundred Thousand (RM 300,000.00) only to advertise N.A.P. It is Najah’s sole discretion to promote N.A.P at any place and/or at any platform, online platform, social media and/or any media as it thinks proper.
5.2. Najah may provide brochures, leaflet, poster, buntings and/or other promotional items for the Distributor to distribute the same to the customers, users, potential customers, consumers and to the public.
5.3. The Parties agree and undertake to act reasonably and in good faith to other to provide to the other on request all reasonable assistance in promoting the N.A.P of in Malaysia.
6. CUSTOMER SERVICE
6.1. Parties agrees that all services relating to N.A.P, including but not limited to, software updates/upgrade/packages, system update, bug fixing, troubleshooting, tutorial on using N.A.P, and other related customer support, shall be handled by Najah within one (1) year after date of client purchase.
6.2. Parties agrees that any physical damage in N.A.P Products such as spoiled pen-drive which caused the N.A.P not readable or usable, breakage of the packaging which was due to the manufacturing defects, in which those physical damage was not due to fault of the Distributor and/or anyone who has purchased the N.A.P Products shall be handled by the Distributor (‘Defective Products’). Najah shall repair and/or replace the Distributor the Defective Product in Clause 15.1 and/or Clause 15.1.1 of this Agreement within a reasonable time from the day the Defective Products is reported by the Distributor to Najah.
7. INTERNATIONAL SALES
7.1. The Distributor may sell N.A.P Products in other Countries. For avoidance of doubt:
7.1.1. The Distributor may promote N.A.P on any place, platform, online platform, social media and/or any media as it thinks proper subject to the condition that the Distributor must notify Najah on all actions taken by the Distributor to promote N.A.P in other countries and that the information disclosed shall be in accordance with the description/information provided by Najah.
7.1.2. Najah has no obligation to promote N.A.P at any place, platform, online platform, social media and/or any media in other countries.
7.1.3. Clause 9.1 shall not in any way fetter Najah’s rights to: (i) sell N.A.P and/or N.A.P Products in other countries at any price; (ii) appoint any distributor to distribute and sell N.A.P and/or N.A.P Products in other countries and at any price.
8. INTELLECTUAL PROPERTIES AND CONFIDENTIAL INFORMATION
8.1. The Distributor shall be entitled during the Validity Period (as defined in this Agreement) of this Agreement to use Najah’s intellectual property including all trademarks and the physical copy of the N.A.P as the sole and exclusive distributor of Najah’s product i.e. N.A.P in Malaysia provide that the Distributor may continue to sell N.A.P Products provided by Najah pursuant to the terms of this Agreement after the expiry of the Validity Period of the Agreement.
8.2. The Distributor acknowledges that all trademarks, marks, names, logos, getup, copyrights, including but not limited to “KOPERASI AL-NAJAH KUALA LUMPUR BERHAD”, “NAJAH”, “NAJAH APPLICATION PLATFORM”, “N.A.P”, the design of N.A.P Products, the N.A.P software/application and its source codes, notes and materials shown/distributed/downloaded during Training Sessions and/or other training sessions, brochures, leaflet, buntings, posters are intellectual properties of Najah (‘Intellectual Properties’).
8.3. The Distributor shall not in any way, directly or indirectly represent to the public that the Distributor is the owner of the Intellectual Property. Except for the purpose of selling N.A.P Products as a whole pursuant to this Agreement, the Distributor shall not directly or indirectly claim, own, use, represent, distribute, and sell the Intellectual Properties without Najah permission.
8.4. The Distributor shall not, directly or indirectly, use, give, share, disclose, and/or supply to third party and/or for any purpose the confidential information other than those permitted in this Agreement without Najah’s written approval. For avoidance of doubt, “confidential information” shall include but not limited to the discussions, instructions, processes, trade secrets, marketing strategies, sales data, targeting market, and/or any other know-how provided by Najah.
8.5. The Distributor shall take measures and precautions necessary to ensure that its employees, agents, part-timers, sales-representative, as well as employees, agents, part-timers, sales-representatives to observe and adhere to Clause 9 of this agreement.
9. REPRESENTATIONS AND WARRANTIES
9.1. Najah represents and warrants that:
9.1.1. It has full power and authority to carry on its business as now being conducted, and to enter into and perform this
9.1.2. The execution and performance of this Agreement does not conflict with, violate or breach any agreement to which Najah is a party.
9.1.3. The Distributor represents and warrants that:
9.1.4. It has full power and authority to carry on its business as now being conducted and to enter into and perform this Agreement;
9.1.5. The execution, delivery and performance of this Agreement does not conflict with, violate or breach any relationship, business, contractual or otherwise, to which the Distributor is a party;
9.1.6. It is financially capable of meeting its commitments as they become due and has not become insolvent, made any assignment for the benefit of its creditors or done any other thing or allowed any action to be taken which could impair Najah’s rights, or affect its ability to perform its obligations under this Agreement;
9.1.7. There is no litigation, dispute or regulatory action, either pending or threatened, or other circumstances, to which it is a party which could adversely affect the rights granted to the Distributor under this Agreement; and
9.1.8. It is conducting its business and operations in compliance with all applicable laws and regulations and all directives of governmental authorities having the force of law, including but not limited to the obtaining and maintenance of all requisite licenses therefor.
10. DISCLAIMER OF WARRANTIES / LIMITATION OF LIABILITY
10.1. The N.A.P service is provided “as is”. Najah hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a purpose and non-infringement. Neither Najah nor its suppliers make any warranty that the N.A.P service will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the N.A.P service at your own discretion and risk.
10.2. You expressly understand and agree that Najah shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if N.A.P has been advised of the possibility of such damages), resulting from;- (i) The use or the inability to use the service; (ii) The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) Unauthorized access to or alteration of your transmissions or data; (iv) Statements or conduct of any third party on the service; (v) Any bugs arising in the N.A.P; (vi) Corruption of application, hacking attacks, security of the N.A.P or any other matter relating to the service; (vii) Any rejection of your mobile application from any mobile application store or marketplace; (viii) For any amounts that exceed the fees paid by you to Najah under this agreement during the twelve (12) months period prior to the cause of action. Najah shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
11.1. You agree to indemnify and hold harmless Najah its contractors, and its Najah, and their respective directors, officers, employees and agents, from and against any and all damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) Your use of and access to the Service; (ii) Your violation of any term of these Terms; (iii) Your violation of any third party right, including without limitation any copyright, intellectual property, or privacy right; or (iv) Any claim that your Content caused damage to a third party; or (v) Any rejection of your mobile application from any mobile application store or marketplace, for any reason whatsoever. This defense and indemnification obligation will survive these Terms and your use of the Service.
12. GOOD FAITH
12.1. In entering into this Agreement, the Parties recognize that it is impracticable to make provisions for every contingency which may arise in the course of performance thereof and accordingly, the Parties declare it to be their intention that this Agreement shall operate between them with fairness and without detriment to the interest of any of them and if in the course of performance of this Agreement, unfairness is disclosed or anticipated then the Parties shall use their best endeavor to agree upon such action as may be necessary and equitable to remove the cause or causes of the same.
13.1. Koperasi Al-Najah Kuala Lumpur Berhad hereby warrants that The N.A.P does not violate or infringe any 3rd party claims in regards to intellectual property, patents and/or trademarks and that to the best of its knowledge no legal action has been taken against it for any infringement or violation of any 3rd party intellectual property rights.
No-Warranty: The Platforms and the product provided without any warranty; Koperasi Al-Najah Kuala Lumpur Berhad hereby
13.2. Disclaims any warranty that The Platforms and product shall be error free, without defects or code which may cause damage to user computers or to Licensee, and that Platforms shall be functional. Licensee shall be solely liable to any damage, defect or loss incurred as a result of operating Platforms and undertake the risks contained in running The Platforms on License’s Server[s] and Website[s].
13.3. Prior Inspection: Licensee hereby states that he inspected The Platforms thoroughly and found it satisfactory and adequate to his needs, that it does not interfere with his regular operation and that it does meet the standards and scope of his computer Platforms and architecture. Licensee found that The Platforms interacts with his development, website and server. Environment and that it does not infringe any of End User License Agreement of any Platforms Licensee may use in performing his services. Licensee hereby waives any claims regarding N.A.P incompatibility, performance, results and features, and warrants that he inspected the N.A.P
14.1. No failure of delay on the part of any party in exercising any power or right in this Agreement shall operate as waiver of such power or right, nor shall single or partial exercise of such right and power preclude any other right or power in this Agreement.
14.2. No variation or modification of any of the terms of this Agreement shall be valid unless in writing and signed by or on behalf of the parties.
14.3. No party shall be entitled to assign this Agreement or any part thereof without permission in writing from the other party.
14.4. This Agreement shall be binding upon the respective heir’s personal representatives successors-in-title and assigns of the parties hereto.
14.5. The validity construction performance termination and any dispute arising from or relating to this Agreement shall be governed by the laws of Malaysia and the parties hereby submit to the non-exclusive jurisdiction of the courts in Malaysia.
14.6. In this Agreement unless there is something in the subject or context inconsistent with such construction or unless it is otherwise expressly provided:-
14.6.1. The expressions “party” and “parties” means the parties to this Agreement and incudes their lawful successor and assigns;
14.6.2. The expression “calendar month” means a period of time between the same dates in successive calendar months;
14.6.3. Words in the singular number only shall include the plural number and vice versa;
14.6.4. A period of days from the happening of an event or the doing of any act or thing shall be deemed to be inclusive of the day on which the event happens or the act or thing is done and if the last day of the period is a Saturday or a Sunday or a public holiday (“the excluded day”) the period shall include the next following day which is not an excluded day;
14.6.5. The headings and numbering of the difference paragraphs of this Agreement are inserted for convenient reference only any are not to be taken as part of this Agreement or to control or affect the meaning, construction of effect of this Agreement.
14.6.6. Any term, condition, stipulation, provision, covenant, or undertaking in this Agreement which is illegal, void, prohibited or unenforceable shall be ineffective to the extent of such illegality, voidness, prohibition or unenforceability without invalidating the remaining provisions hereof, and any such illegality, voidness, prohibition or unenforceability shall not invalidate or render illegal, void or unenforceable any other term, condition, stipulation, provision, covenant or undertaking in this Agreement.
15. EXCHANGE POLICY
15.1. Defective N.A.P product may only be exchanged within 14 days of the date of client purchase. In order to process an exchange, we need a receipt or proof of purchase, description of your setup (including photos if available), and any other information about client use of N.A.P product that may help us understand the potential defect.
15.1.1. In the event that N.A.P product is determined to be defective due to a manufacturer error or defective materials, we will repair the N.A.P product as needed. If determines the repair or replacement of a defective product is not practical, we will provide a new N.A.P product.
15.2. All exchanges must include any accessories, documentation, etc., that was originally come with N.A.P Product.
15.3. Exchanges may take up to 2 weeks to process, not including shipping times (if have).
16. REFUND POLICY
16.1. Refund N.A.P Products only eligible after 6 months from the date of received deposit payment, N.A.P Products must be unused and in the same condition that you received it. It must also be in the original packaging.
16.1.1. To refund your product, please contact us at firstname.lastname@example.org. To process your refund, we require a receipt or proof of purchase. You will be responsible for shipping costs (If have). If the product is received by us in unused and undamaged condition and in its original packaging, we will refund your deposit.
16.1.2. Once your return is received and inspected, we will send you an email to notify you that we have received your returned N.A.P Products. We will also notify you of the approval or rejection of your refund. If you are approved, then your refund will be processed, and a credit will automatically be applied to your credit card or original method of payment, within a certain amount of days.