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TERMS OF USE

Beware! Here lies the legal stuff - read and tread carefully.

Effective Date: 1 May 2020

Welcome to the MISHU Website

1.          Introduction

1.1.      These Website Terms of Use (this “Agreement”) is a binding agreement between you and MISHU (hereinafter referred to as “MISHU”, “we”, “us” or “our”, as the case may be). MISHU is owned and operated by MISHU Sdn Bhd (Company No. 202001002122 (1358441-X)).

1.2.      This Agreement governs and regulates your access to and use of services, products, online facilities, tools, functions, features or any Content (as hereinafter defined in Clause 4.2) made available by us through our website https://mishu.my (“Platform”).  

1.3.      Please read and understand this Agreement carefully before continuing to use the Platform as it contains important information regarding your legal rights and remedies. This Agreement should be read in conjunction with our Privacy Policy (https://mishu.my/privacy-policy/).

2.          Consent

2.1.      By connecting to and accessing or using the Platform, you:  

2.1.1.         acknowledge that you have read and understood this Agreement;

2.1.2.         represent that you are of legal age to enter into a binding agreement; and

2.1.3.         accept this Agreement and agree that you are legally bound by its terms.

2.2.      We reserve the right, in our sole and absolute discretion, to modify, vary, amend, change and/or update this Agreement, and any policies or agreements which are incorporated herein at any time as we deem fit and with reasonable notice to you (for example, by posting an update on the Platform, or by emailing the updated Agreement to you). Such modifications, variations, amendments, changes and/or updates to this Agreement shall be effective upon the posting of an updated version on the Platform. You agree that it shall be your responsibility to review this Agreement regularly to ensure your understanding of this Agreement is current and you understand the terms and conditions that apply to your connection and access to, and use of, the Platform.     

2.3.      Your non-termination or continued access to the Platform after the effective date of any modifications, variations, amendments, changes and/or updates constitutes your acceptance of, and agreement to be bound by, the revised Agreement. 

2.4.      If you do not agree to this Agreement or with any subsequent modifications, variations, amendments, changes and/or updates, you must not connect to or access the Platform. If you have any questions regarding this Agreement, please consult a professional lawyer.

3.          Representations, Identification and Authorisation of User Account

3.1.      In order to access some of the features and services on the Platform, you would have to create and sign up an account (“User Account”) with us. The User Account facilitates the administration of your company or companies and your access to the services on the Platform.

3.2.      By using the Platform, you expressly represent and warrant that (a) you are legally entitled to accept and agree to this Agreement; (b) you are at least eighteen (18) years old; (c) you have not previously been suspended or removed from the Platform; and (d) your registration of the User Account and your use of the Platform are in compliance with all applicable laws and regulations. 

3.3.      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. You confirm that all the personal data and contact details in relation to your identity is accurate, up to date, not misleading, and complete at all times; and that you will keep your account information accurate, up to date, not misleading and complete at all times. If we have reason to believe that your account information is untrue, inaccurate, out of date, misleading or incomplete, we reserve the right, in our sole and absolute discretion, to suspend or terminate your User Account by giving you a notice in writing to the email address you maintained in your User Account.

3.4.      You agree to provide us with all required documentation or information upon request through the Platform for us to comply with our internal policies, any applicable laws or guidelines or for any other reason as we may consider necessary or desirable from time to time.   

3.5.      By using the Platform, you agree that:

 

3.5.1.         you will only use the Platform for lawful purposes;

 

3.5.2.         you will not permit or enable third parties to use your User Account;

 

3.5.3.         you will not assign, transfer or otherwise render accessible your User Account to any other person;

 

3.5.4.         you will not use the User Account of a third party;

 

3.5.5.         you will comply with all relevant legislation when using the Platform, and you will only use the Platform for the purpose for which it is intended to be used;

 

3.5.6.         you will not use the Platform to cause annoyance or disruption;

 

3.5.7.         you will not impede the correct operation of the network to our Platform;

 

3.5.8.         you will provide MISHU with proof of identity as it may reasonably request or require; and

 

3.5.9.         you will provide accurate, current and complete information as required for the Platform and undertake the responsibility to maintain and update your information in a timely manner to keep it accurate, current and complete at all times prior to termination of your User Account for any reason.

 

3.6.      By using the Platform, you further represent and warrant that you have the right, authority and capacity to use the Platform. You agree that, in the event you are the authorised representative of an individual, partnership, agent, sole proprietor, company or entity, you (a) have obtained the lawful authority via written authorisation or consent from such individual, partnership, agent, sole proprietor, company or entity; and (b) agree to be bound by this Agreement on behalf of that individual, partnership, agent, sole proprietor, company or entity. You agree not to impersonate or represent intentionally or unintentionally, in any way whatsoever, any third-party, individual, partnership, agent, sole proprietor, company or entity without lawful authority; or otherwise provide, submit or present any false and/or misleading information to MISHU.

3.7.      If, after your electronic acceptance of this Agreement, we find that you do not have the legal authority to bind such individual, partnership, agent, sole proprietor, company or entity, you will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. We shall not be liable for any loss or damage resulting from our reliance on any instruction, notice, document or communication reasonably believed by us to be genuine. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, we reserve the right to (but undertake no duty to) require additional authentication from you.   

3.8.      You should take all necessary steps to ensure that your user ID and password for the User Account are kept confidential and secure at all times from third parties, including but not limited to, not disclosing or cause to be disclosed your user ID and password through any means, and by restricting access to any device(s) linked to your use of the Platform, including but not limited to, computers, laptops and any mobile device owned by you or any third party. You should inform us immediately if you have any reason to believe that your user ID or password for the User Account has become inadvertently known to anyone else, or if the password is being, or is likely to be, used in an unauthorised manner.

3.9.      You are responsible for all activities that occur under your User Account, regardless of whether you are the one who undertakes such activities. This includes any unauthorised access and/or use of your User Account.  

3.10.   If we have reason to believe that there is likely to be a breach of security, unauthorised use of your User Account or misuse of the Platform, we may require you to change your password to the User Account or we may suspend your User Account pending investigation. You 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 User Account.

4.          Intellectual Property Rights

4.1.      For the purposes of this Clause 4:

4.1.1.         Intellectual Property Rights” means all applicable rights, title, interests and benefits including, without limitation, patents, copyrights, trademarks, trade secrets, trade names, Know-How, logos, patents, inventions, registered and unregistered design rights, copyrights, technology, databases, database rights and all other similar intellectual property rights.

4.1.2.         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 members.

4.2.      Other than the User Data (as hereinafter defined in Clause 5.1.2), or unless otherwise indicated, we and/or our licensors have valid, unrestricted and exclusive rights, title and interest of the Intellectual Property Rights on the Platform and the texts, graphics, logos, icons, images, documentations, audios, videos, software, page layout, underlying code, data compilations, materials and any other form of information capable of being stored in a computer that contained in or published on the Platform (collectively, the “Content”). By allowing you to access and use the Platform, MISHU does not grant you any licence or other authorisation in respect of the Platform’s Intellectual Property Rights.

4.3.      Subject to your complete and ongoing compliance with all the terms and conditions of this Agreement and payment of all applicable fees, MISHU hereby grants to you a limited, personal, restricted, non-exclusive, non-transferable, non-sublicensable, and revocable license, subject to this Agreement, to access and use the Platform and the Content in accordance with this Agreement. All other uses are prohibited without our prior written consent.

4.4.      Your use of and access to the Platform and the Content does not grant or transfer to you any rights, title or interest in relation to the Platform or the Content. You must not:

4.4.1.         copy or use, in whole or in part, any Content;

4.4.2.         reproduce, retransmit, distribute, disseminate, sell, resell, publish, broadcast or circulate any Content to any third-party, unless otherwise indicated on the Platform or unless given express written permission to do so by MISHU; and

4.4.3.         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.

4.5.      You may view and temporarily store material from the Platform in your browser’s cache. 

4.6.      You undertake not to use any robot, spider, other automatic device, or manual process to monitor materials available through our Platform. 

4.7.      If you violate any portion of this Agreement, your permission to access and use the Platform may be terminated immediately pursuant to this Agreement. Additionally, we reserve the right to avail ourselves of all remedies available at law and in equity for any such violation.

5.          User Data

5.1.      For purposes of this Clause 5:

5.1.1.         Representative” means a representative of yours, including an accountant, tax agent, auditor, lawyer, accounting, taxation, audit or legal firm, or other third party, to whom you provide (or for whom you authorise MISHU to provide) access to the User Data stored in the User Account for the purpose of providing to you professional services.

5.1.2.         User Data” means any text, information, data, materials, images, or other content you provide to us using the Platform or submit, enter into, load, or post to the Platform, and all results from processing such text, information, data, materials, images, or content, including the corporate documentation issued by the Companies Commission of Malaysia, and the relevant agreements entered into by a company, using the Platform.

5.2.      You hereby grant to us a royalty-free, fully paid-up, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, copy, modify, create derivative works of, display, perform, publish and distribute, in any form, medium or manner, the User Data where we deem fit and necessary for providing our services to you, subject to our commitments and obligations stated in our Privacy Policy.

5.3.      You have sole responsibility for the accuracy, appropriateness and completeness of all User Data. MISHU will treat the User Data that you have provided through the Platform as true for all purposes and shall not be responsible for reviewing, validating or otherwise confirming the accuracy, appropriateness or completeness of the User Data.

5.4.      At your request and/or consent and subject to your payment of any applicable fees, MISHU will use reasonable efforts to make certain User Data available to Representative(s) who have registered with and/or are using the Platform. You hereby authorise MISHU to disclose such User Data to any Representative to whom you authorise and/or instruct.

5.5.      MISHU does not control how any Representative uses the User Data and has no responsibility over the User Data that is provided to a Representative. Notwithstanding the foregoing, MISHU reserves the right to decline to transmit the User Data to a specific Representative if MISHU believes that such transmission would violate this Agreement or any applicable laws (in which case MISHU will use reasonable efforts to promptly notify you of such decision). Representatives acknowledge that MISHU is merely acting as a passive conduit for such distribution and takes no responsibility for any User Data. MISHU makes no warranty, representation, endorsement, or guarantee regarding, and accept no responsibility or liability for, the quality, content, nature or reliability of any User Data.

5.6.      You represent and warrant that: (a) you own the User Data or have the right to grant the rights and licenses in this Agreement, and (b) the use by MISHU of the User Data as licensed herein does not and will not violate, misappropriate or infringe on the rights of any third party. We may remove any User Data from the Platform for any reason at our sole and absolute discretion.

6.          Specific Restrictions

6.1.      You agree that you shall only use the Platform for reasonable and lawful business purposes.

6.2.      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):

6.2.1.         using the Platform to store any materials which is prohibited by law;

6.2.2.         using the Platform in any way that is or may be damaging to the Platform, including hacking or trying to steal other users’ information (including User Data, user ID and password) from the Platform;

6.2.3.         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;

6.2.4.         using the Platform in any way that interferes with any user’s access to the Platform;

6.2.5.         using the Platform contrary to applicable laws and regulations, or in any way which may cause harm to the Platform, or to any person or business entity;

6.2.6.         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;

6.2.7.         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;

6.2.8.         using the Platform to defame, harass, threaten, menace or offend any person;

6.2.9.         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;

6.2.10.      using the Platform to engage in any advertising or marketing;

6.2.11.      modifying, copying, adapting, reproducing, making derivative works of, dissecting, decompiling, disassembling, reverse compiling or reverse engineering any part of the Platform;

6.2.12.      otherwise deriving or determining or attempting to derive or determine the source code (or algorithms, structure or organisation) of any software underlying the Platform;

6.2.13.      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 servers or networks;

6.2.14.      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;

6.2.15.      accessing the Platform in order to build a similar or competitive application, product, or service;

6.2.16.      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

6.2.17.      instructing, authorising, facilitating or assisting a third-party to do any of the above acts.

6.3.      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 and from time to time, at our absolute discretion.

6.4.      You are prohibited from using the Platform, including the Content, in any way that competes with our business.

7.          Collection and Use of Your Information

7.1.      You acknowledge that when you access and use the Platform, we may use automatic means (including, for example, cookies and web beacons) to collect information about your use of the Platform. You may also be required to provide certain information about yourself as a condition to accessing and using the Platform or certain of its features or functionality. All information we collect through or in connection with the Platform are subject to our Privacy Policy.

7.2.      We will process and may disclose personal data including sensitive personal data (as defined in the 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 your personal data at all material times. In any event, should any such necessity arise to obtaining the consent, authorisation or permission of any of your affiliates in relation to the processing and disclosure of their personal data, including sensitive personal data (as defined in the Personal Data Protection Act 2010), then such consent, authorisation or permission is deemed to have been obtained by you unless communicated otherwise to us.

7.3.      Certain products, services or functionalities made available via the Platform are and may be delivered by third party sites and organisations. By using any product, service or functionality originating from https://mishu.my, you hereby acknowledge and consent that MISHU may share such information and data with any third party with whom MISHU has a contractual relationship with to provide the requested product, service or functionality on behalf of users and customers of the Platform.

8.          Updates and User Data Backup

8.1.      You acknowledge and agree that, from time to time, the Platform may be inaccessible or inoperable for any reason including, but not limited to, equipment malfunctions, schedule downtime for maintenance, upgrade and update, repairs or replacements that we may undertake from time to time at our sole discretion.  

8.2.      MISHU is not responsible for performing, and is not liable for any failure to perform, any back-up of any data (including User Data) provided, transmitted, processed, or stored by you in or through the Platform. It is your responsibility to back up onto your own local system all User Data, including all data and records that you submit to us.

9.          Additional Reservation of Rights