1. INTRODUCTION
1.1.
Welcome to Windale Hardware Store (“Windale Hardware Store” or the "Platform"), which is accessible via an application or website and is offered to you by Windale Hardware Store Malaysia Sdn. Bhd. This Terms of Service is a contract between you and Windale Hardware Store Malaysia Sdn. Bhd. and it governs your use of all Services (defined below). Please read the following Windale Hardware Store Terms of Service carefully before using this Platform or opening a Windale Hardware Store account ("Account") so that you are aware of your legal rights and obligations with respect to us and our affiliates and subsidiaries (individually and collectively, "Company", "we", "us" or "our").
1.2. BY USING THE SERVICES OR OPENING AN ACCOUNT, YOU SIGNIFY YOUR IRREVOCABLE ACCEPTANCE OF THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT USE OUR SERVICES OR ACCESS THE PLATFORM...
2. SERVICES
2.1. The services we provide or make available include (a) the Platform; (b) the services provided through the Platform and by the Company’s client software (“Software”); (c) all information, websites, linked pages, features...
2.2. Our Services are designed to facilitate registered users using our Software (“Users”) to place, accept, conclude, manage and fulfil orders for the provisions of products and services within the Platform (“Transactions”)...
3. PRIVACY
3.1. Your privacy is very important to us. To better protect your rights, we have provided the Company’s Privacy Policy to explain our privacy practices in detail. Please review the Company’s Privacy Policy to understand how we collect and use the information associated with your Account and/or your use of the Services...
3.2. Users in possession of another User’s personal data (the “Receiving Party”) must (a) comply with all applicable personal data protection laws; (b) allow the other User (the “Disclosing Party”) to remove him/herself from the Receiving Party’s database...
4. LIMITED LICENCE
4.1. We grant you a limited licence to access and use the Services subject to the terms and conditions of these Terms of Service for personal use only. Unless we provide you with our consent, this licence does not allow you to make any commercial use or any derivative use of the Services...
4.2. You are welcome to link to the Platform from your website, provided that your website does not imply any endorsement by or association with us...
5. SOFTWARE
Unless accompanied by a separate licence agreement, any software provided by us to you as part of the Services is subject to the clauses of these Terms of Service...
6. ACCOUNTS AND SECURITY
6.1. To access our Services, you are required to register for an Account by providing certain personal information such as your mobile telephone number, selecting a password, and optionally selecting a unique User identification ("User ID")...
7. SUSPENSION OR BREAKDOWN OF SYSTEM
7.1. If you are unable to use the Services as a result of improper operation of the Software due to any of the following reasons, you agree that you will not hold us or our affiliates liable for:
- (a) failure to give notice of system suspension or maintenance on our Platform;
- (b) failure in transmission of data due to breakdown or suspension of telecommunications equipment and/or systems;
- (c) failure in system operations due to force majeure events including, but not limited to, typhoon, earthquake, tsunami, flood, blackout, war, terrorist attack, beyond our reasonable control; or
- (d) interruption or delays in the Services due to hacking, maintenance, upgrades, banking or regulatory bodies, and any other reasons.
7.2. You agree and acknowledge that you will release and indemnify us against any damages, losses and claims from you or other third parties in relation to the foregoing suspension or breakdown of systems.
10. DISCLAIMER
10.1. We are not a bank or other chartered depository institution, nor an issuer of any credit cards, debit cards, savings accounts, or other prepaid payment service methods (“Payment Instrument”), unless expressly stated otherwise...
10.2. THESE TERMS OF SERVICE DO NOT AMEND OR OTHERWISE MODIFY YOUR AGREEMENT WITH THE ISSUER OF YOUR PAYMENT INSTRUMENT...
10.3. THE SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE” AND WITHOUT ANY WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY US OF ANY KIND...
10.4. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE PLATFORM AND/OR THE SERVICES REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED BY LAW...
10.5. Any downloading of data from our system is done solely at your risk, and we do not warrant that such data or our system is free from any computer virus...
10.6. If you send funds to the wrong party or sent a wrong amount, we may choose to assist you, in our sole discretion, in contacting the party that received the funds to ask for a refund...
11. EXCLUSIONS AND LIMITATION OF LIABILITY
11.1. IN NO EVENT SHALL WE BE LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING, WITHOUT LIMITATION TO, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIABILITY OR OTHER THEORY), OR OTHER CAUSE OF ACTION AT LAW, IN EQUITY, BY STATUTE OR OTHERWISE, FOR LOSS OF USE, PROFITS, REVENUES, GOODWILL OR ANTICIPATED SAVINGS OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION TO, ANY LOSS OF DATA, SERVICE INTERRUPTION, COMPUTER, MOBILE PHONE OR MOBILE DEVICE FAILURE) ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THIS PLATFORM OR THE SERVICES, INCLUDING, WITHOUT LIMITATION TO, ANY DAMAGES RESULTING THEREFROM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES...
11.2. WE MAY ESTABLISH GENERAL PRACTICES AND LIMITS CONCERNING THE USE OF THE SERVICES. WE RESERVE THE RIGHT TO CHANGE, SUSPEND, OR DISCONTINUE ANY ASPECT OF THE SERVICES AT ANY TIME WITHOUT NOTICE AND LIABILITY. WE MAY DECLINE TO PROCESS ANY TRANSACTION, PARTICULARLY IF (A) TRANSACTION DOES NOT SATISFY THE TERMS AND CONDITIONS OF THESE TERMS OF SERVICE OR OTHER APPLICABLE TERMS, RULES AND POLICIES...
11.3. YOUR ONLY RIGHT WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SERVICES IS TO TERMINATE YOUR ACCOUNT AND DISCONTINUE ANY USE OF THE SERVICES.
11.4. NOTWITHSTANDING CLAUSES 10 AND 11, IF WE ARE FOUND BY A COURT OF COMPETENT JURISDICTION TO BE LIABLE (INCLUDING FOR GROSS NEGLIGENCE), OUR LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO RM300 (RINGGIT MALAYSIA THREE HUNDRED).
11.5. NOTHING IN THESE TERMS OF SERVICE SHALL LIMIT OR EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE, FOR FRAUD OR FOR ANY OTHER LIABILITY THAT CANNOT BE LAWFULLY LIMITED AND/OR EXCLUDED.
18. INDEMNITY
You agree to indemnify, defend and hold harmless the Company, and our shareholders, subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees (collectively, the "Indemnified Parties"), at your expense, from and against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation to, reasonable legal fees and other dispute resolution expenses) incurred by any Indemnified Party arising out of or relating to (a) the hosting, operation, management and/or administration of the Services by or on behalf of us; (b) your violation or breach of any term of these Terms of Service or any policy or guidelines referenced herein; (c) your use or misuse of the Services; or (e) your breach of any law or the rights of a third party.
19. SEVERABILITY
If any clause of these Terms of Service shall be deemed unlawful, void, or for any reason unenforceable under the law of any jurisdiction, then that clause shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of any remaining clauses of these Terms of Service in such jurisdiction nor the validity and enforceability of the clause in question under the law of any other jurisdiction.
20. GOVERNING LAW
These Terms of Service shall be governed by and construed under the laws of Malaysia. Any dispute, controversy, claim or difference of any kind whatsoever arising between us and you under these Terms of Service shall be referred to and finally resolved by arbitration administered by the Asian International Arbitration Centre (“AIAC”) in accordance with the Arbitration Rules of the AIAC for the time being in force, which rules are deemed to be incorporated by reference in this clause. The number of arbitrators shall be one (1) arbitrator who shall be appointed by mutual agreement between you and ShopeePay (“Arbitrator”)...
21. GENERAL PROVISIONS
21.1. We reserve all rights not expressly granted herein...
21.2. We may modify these Terms of Service at any time by posting the revised Terms of Service on this Platform...
21.3. You may not assign, sub-licence or transfer any rights granted to you hereunder or subcontract any of your obligations...
21.4. Nothing in these Terms of Service shall constitute a partnership, joint venture or principal-agent relationship between you, 3P Merchants and us...
21.5. Our failure at any time or times to require performance of any clauses hereof shall in no manner affect our right at a later time to enforce the same unless the same is waived in writing...
21.6. These Terms of Service are solely for your and our benefit and are not for the benefit of any other person or entity, except for our affiliates and subsidiaries...
21.7. The terms set forth in these Terms of Service and any agreements and policies included or referred to in these Terms of Service constitute the entire agreement and understanding between you and ShopeePay with respect to the Services and the Platform...
21.8. You agree to comply with all applicable laws, statutes, regulations and codes relating to anti-bribery and corruption...
21.9. If you have any questions or concerns about these Terms of Service or any issues in respect of these Terms of Service...
21.10. Any translation of these Terms of Service and any other policies referenced herein are provided for your convenience...