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TMC

Privacy Policy

Terms and Conditions for Goods and Services

Application of Terms and Conditions

The Supplier shall supply and the Customer shall purchase the Goods and Services in accordance with the quotation and sales order confirmation which shall be subject to these Terms and Conditions: and  The Contract shall be to the exclusion of any other terms and conditions subject to which any such quotation is accepted or purported to be accepted, or any such order is made or purported to be made, by the Customer.

Definitions and Interpretation

2.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

“Business Day” means any day other than a Saturday, Sunday or bank holiday; 

“Commencement Date” means the commencement date for the Contract as set out in the specified schedule; 

“Confidential Information” means, in relation to either Party, information which is disclosed to that Party by the other Party pursuant to or in connection with this Agreement (whether orally or in writing or any other medium, and whether or not the information is expressly stated to be confidential or marked as such): 

“Contract” means the contract for the purchase and sale of the Goods and supply of the Services under these Terms and Conditions: 

“Contract Price” means the price stated in the Contract payable for the Goods;

“Customer” means the person who accepts a quotation or offer of the Supplier for the sale of the Goods and supply of the Services, or whose order for the Goods and Services is accepted by the Supplier: 

“Delivery Date” means the date on which the Goods are to be delivered as stipulated in the Customer’s or Resellers order and accepted by the Supplier; 

“End User” means the date on which the Goods to be delivered as stipulated in the Customer’s or Resellers order and accepted by the Supplier 

“Goods” means the goods (including any instalment of the goods or any parts for them) which the Supplier is to supply in accordance with these Terms and Conditions: 

“Month” means a calendar month; 

“Reseller” means the organisation that resells the services or products to an end user 

“Services” means the Services to the Customer or Reseller as set put in the specified schedule; and quotation

“Supplier” means TMC AESTHETIC COLLEGE (L00383) as TMC AESTHETIC ACADEMY SDN BHD. 

Basis of Sale and Service

3.1 The Supplier’s employees or agents are not authorised to make any representations concerning the Goods or Services unless confirmed by the Supplier in writing. In entering into the Contract the Customer acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed. 

3.2 No variation to these Terms and Conditions shall be binding unless agreed in writing between the authorised representatives of the Customer and the Supplier. 

3.3 Sales literature, price lists and other documents issued by the Supplier in relation to the Goods and Services are subject to alteration without notice and do not constitute offers to sell the Goods which are capable of acceptance. No contract for the sale of the Goods and Services shall be binding on the Supplier unless the Supplier has issued a quotation which is expressed to be an offer to sell the Goods and Services or has accepted an order placed by the Customer by whichever is the earlior of

3.3.1 the Supplier’s written acceptance 

3.3.2 delivery of the Goods: 

3.3.3 provision of the Services: or 

3.3.4 the Supplier’s invoice 

3.4 Any typographical, clerical or other accidental errors or omissions in any sales literature, quotation, price list, acceptance of offer. invoice or other document or information issued by the Supplier shall be subject to correction without any liability on the part of the Supplier

The Goods

4.1 No order submitted by the Customer shall be deemed to be accepted by the Supplier unless and until confirmed in writing by the Supplier’s authorised representative 

4.2 The specification for the Goods shall be that set out in the Supplier’s sales documentation unless varied expressly in the Customer’s order (if such variation(s) is/are accepted by the Supplier). The Goods will only be supplied in the minimum units thereof stated in the Supplier’s price list or in multiples of those units. Orders received for quantities other than these will be adjusted accordingly 

4.3 Illustrations, photographs or descriptions whether in catalogues, brochures, price lists or other documents issued by the Supplier are intended as a quide only and shall not be binding on the Supplier. 

4.4 The Supplier reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable safety or other statutory or regulatory reguirements or, where the Goods are to be supplied to the Customer’s specification, which do not materially affect their quality or performance. 

4.5 No order which has been accepted by the Supplier may be cancelled by the Customer except with the agreement in writing of the Supplier on the terms that the Customer shall indemnify the Supplier in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by the Supplier as a result of such cancellation. 

4.6 The Supplier will cancel the course or product purchased should the Customer not complete the course by the specified expected completion date. The expected completion date will be agreed before the commencement of the course and the Customer will enter into a formal agreement confirming their acceptance and understanding of the expected timeframe for completion. All students must complete their urses within 365 davs from the date that thev start the course. Where there are extenuating circumstances Customers may request an extension to the course, however the Supplier is under no obligation to approve extensions and this will be done on a case by case basis. 

4.7 Cancellation by the customer – Notification of a request to cancel any course may only be received in writing from the customer. Courses may not be cancelled without written confirmation from SPIC. The following percentage cost is based on the full price of the course;

No notice-100%, up to 7 days-50%, up to 15 days 25%, up to 30 days 0% – full refund. 

Please note that if the customer has applied and been accepted for a loan and the 14 day cooling off period has lapsed, the customer can not cancel the loan.

The Services

5.1 With effect from the Commencement Date the Supplier shall, in consideration of the price being paid in accordance with Clauses 6 and 7 will provide the Services expressly identified in the quotation or specified schedule. 

5.2 The Supplier will use reasonable skill to perform the Services identified in the quotation or specified schedule. 

5.3 The Supplier shall use its reasonable endeavours to complete its obligations under the Contract, but time will not be of the essence in the performance of such obligations.

Price

6.1 The price of the Goods and Services shall be the price listed in the Supplier’s quotation current at the date of acceptance of the Customer’s order or such other price as may be agreed in writing by the Supplier and the Customer 

6.2 Where the Supplier has quoted a price for the Goods this will be valid for 30 (Thirty) days only or such lesser time as the Supplier may specify 

6.3 The Supplier reserves the right, by giving written notice to the Customer at any time before delivery or provision, to increase the price of the Goods and/or Services to reflect any increase in the cost to the Supplier which is due to any factor beyond the control of the Supplier (including, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods and services which are requested by the Customer, or any delay caused by any instructions of the Customer or failure of the Customer to give the Supplier adequate information or instructions

6.4 Except as otherwise stated under the terms of any quotation or specified schedule or in any price list of the Supplier, and unless otherwise agreed in writing between the Customer and the Supplier, all prices are inclusive of the Supplier’s charges for packaging and transport. 

6.5 The price is exclusive of any applicable value added tax, excise, sales taxes or levies of a similar nature which are imposed or charged by any competent fiscal authority in respect of the Goods and Services, which the Customer shall be additionally liable to pay to the Supplier.

Payment

7.1 Subiject to any special terms agreed in writing between the Customer and the Supplier, the Supplier shall invoice the Customer for the price of the Goods and Services on or at any time after delivery of the Goods and/or the Provision of the Services (as applicable), unless, in the case of Goods, the Goods are to be collected by the Customer or the Customer wrongfully fails to take delivery of the Goods, in which event the Supplier shall be entitled to invoice the Customer for the price at any time after the Supplier has notified the Customer that the Goods are ready for collection or (as the case may be) the Supplier has tendered delivery of the Goods. 

7.2 The Customer shall pay the price of the Goods (less any discount or credit allowed by the Supplier, but without any other deduction, credit or set off) within 30 (Thirty) Business Days of the date of the Supplier’s invoice or otherwise in accordance with such credit terms as may have been agreed in writing between the Customer and the Supplier in respect of the Contract. Payment shall be made on the due date notwithstanding that delivery or provision may not have taken place and/or that the property in the Goods has not passed to the Customer. The time for the payment of the price shall be of the essence of the Contract. Receipts for pavment will be issued only upon request 

7.3 All payments shall be made to the Supplier as indicated on the form of acceptance or invoice issued by the Supplier. 

7.4 The Supplier is not obliged to accept orders from any customer or buyer who has not supplied the Supplier with references satisfactory to the Supplier. If at any time the Supplier is not satisfied as to the creditworthiness of the Customer it may give notice in writing to the Customer that no further credit will be allowed to the Customer in which event no further goods or services will be delivered or provided to the Customer other than against cash payment and notwithstanding sub-Clause 7.2 of these conditions, all amounts owing by the Customer to the Supplier shall be immediately pavable in cash.

Course Withdrawal and Refund Policy

Purpose

This policy outlines the conditions under which a student is eligible for a refund and the procedure for refunding fees when a student withdraws from a course or modifies their enrolment prior to the relevant course commencement and enrolment deadlines. 

Scope

 This policy describes course fees paid in advance by Malavsian and International students to the college that are eligible for refunds.

Policy Statement

In accordance with the terms of applicable legislation and the college’s refund policy and procedures, tuition fees and excess payments will be refunded. 

Refund Policy

The College’s offer of a place is contingent upon payment of the Application Fee and the Enrolment Acceptance Fee. Course Fees must be paid by the due date specified in the Letter of Offer otherwise an administration fee of RM100 will be charged. 

Course Fees

  1. Application Fees are non-refundable 

  2. Except in cases of provider default or visa refusal (Applicable for International student), reimbursements will only be issued under the following conditions 

  3. If written notification is submitted together with Student Course Withdrawal Form and Refund Request Form, NOT LESS than 14 working days prior to the Course Commencement Date, the College will refund the Course Fees within 28 working days of cancellation 

  4. If written notification is received together with Student Course Withdrawal Form and Refund Request Form, LESS than 14 working days prior to the Course Commencement Date or if the Course Commencement Date has passed, NO refund will be issued. 

  5. No refunds will be issued for courses processed under streamlined visa arrangements unless you can provide evidence that your streamlined visa-processed student visa has been cancelled. A refund will be issued in accordance with a) or b) above, whichever is applicable, upon presentation of sufficient evidence.

Provider Default

  1. In the event of provider default, in which the college cancels or discontinue offering your course for any reason prior to the course’s commencement date. Course Fees will be refunded within 28 working days, unless: 

  2. You withdraw a course prior to its cancellation or discontinuation. 

  3. You accept an offer in a college-arranged alternative course.

Refunds

  1. Your enrolment will NOT be refunded if the College cancels, suspends, or terminates it due to Your Fault. 

  2. If you are over the age of 18, the refund will be paid to you directly or according to your written instructions

  3. If you are under the age of 18, you may receive a refund only with the permission or consent parent or legal guardian. 

  4. Refunds in cash and refunds to third parties are prohibited.

The College may

  1. Request further information or proof to establish that you are the person entitled to the refund, or issue an order to pay the refund. 

  2. Pay the refund by bank draft, company cheque, direct credit or by telegraphic transfer but only if vou provide evidence that the bank account exists. 

  3. All refunds will be made in Malaysian currency exclusively, unless international students make a specific request. The college is not responsible for foreign conversion rate fluctuations, delays, or loss of refund as a result of incorrect information provided by you. 

  4. You agree that the College may amend this policy at any time, and that the policy applicable at the time you give notice of cancellation or withdraw from a course will be considered to decide whether you are eli for a refund.

Application For Course Withdrawal And Request For A Refund

  1. Notice of course withdrawal and refund request must be made in writing, along with a completed Student Course Withdrawal Form and Refund Request Form. Requests made verbally will not be entertained. Emails sent by authorised individuals will be considered valid notice. 

  2. Complete a Student Course Withdrawal Form and Refund Request Form. The forms accessible through the Student Administration Office. If you are under 18 years old, your legal guardian must fill out and sign the form. 

  3. Include all relevant documentation with the Student Course Withdrawal Form and Refund Request Form. You must include adequate documentary evidence verifying the cause for your withdrawal and establishing your identity.
     
  4. Submit the Student Course Withdrawal Form and Refund Request Form to the Student Administration Office or Student Administration Committee. Please include vour student ID and current contact information on the form. The Student Course Withdrawal Form and Refund Request Form must be signed and dated prior to submission. Without a signature and date, your form will NOT be processed. 

  5. The College will process your completed Student Course Withdrawal Form and Refund Request Form to determine your eligibility for a refund in accordance with our refund policy. The College may request additional details or documentary evidence. Please be aware that incomplete Student Course Withdrawal Form and Refund Request Forms may delay the refund processing and payment. 
  6. Financial Services Department will make every effort to process the refund within 28 working days after receiving the Student Course Withdrawal Form and Refund Request Form together with the written notice

7. The commencement date of the course is the initial date by which the student must have begun the course. Deferments will be accepted if notice is made 30 davs before ommencement date, but thev will NOT be factored towards refund computations.

Scenario Vs Amount Refundable Amount Refndable

SCENARIO

AMOUNT REFUNDABLE

Application Fees

Non-refundable

Student Pass/Visa Application Refused (application for international students only)

100% of Course Fee

Prior to course’s commencement, the college cancelled the course

100% of Course Fee

If written notification is submitted, with Student Course Withdrawal Form and Refund Request Form, NOT LESS than 14 working day prior to the Course Commencement Date

100% of Course Fee

If written notification is submitted, with Student Course Withdrawal Form and Refund Request Form, LESS than 14 working day prior to the Course Commencement Date 

No refund of Course Fee

If written notification, Student Course Withdrawal Form and Refund Request Form receive after the course commencement date

No refund of Course Fee

Student suspended or expelled from course/college due to misconduct

No refund of Course Fee

Delivery and Performance

8.1 Delivery of the Goods shall be made by the Supplier delivering the Goods to the place specified in the quotation or specified schedule or, if no place of delivery is so specified, by the Customer  collecting the Goods at the Supplier’s premises at any time after the Supplier has notified the Customer that the Goods are ready for collection. 

8.2 The Delivery Date is approximate only and time for delivery shall not be of th essence unless previously agreed by the Supplier in writing. The Goods may be delivered by the Supplier in advance of the Delivery Date upon giving reasonable notice to the Customer

8.3 If the Customer fails to take delivery of the Goods or any part of them on the Delivery Date and/or fails to provide any instructions, documents, licences, consents or authorisations required to enable the Goods to be delivered on that date, the Supplier shall be entitled upon giving written notice to the Customer to store or arrange for the storage of the Goods and then notwithstanding the provisions of sub-Clause 10.1 risk in the Goods shall pass to the Customer. delivery shall be deemed to have taken place and the Customer shall pay to the Supplier all costs and expenses including storage and insurance charges arising from such failure. 

8.4 With effect from the Commencement Date the Supplier shall, in consideration of the price being paid in accordance with these Terms and Conditions and the quotation or specified schedule provide the Services expressly identified in the quotation or specified schedule.

Non-Delivery of Goods and Services

9.1 If the Supplier fails to deliver the Goods or provide the Services or any of them on the Delivery Date (or Commencement Date, as appropriate) other than for reasons outside the Supplier’s reasonable control or the Customer’s or its carrier’s fault: 

9.1.1 if the Supplier delivers the Goods and/or provides the Services at any time thereafter the Supplier shall have no liability in respect of such lat delivery

Risk and Retention of Title

10.1 Risk of damage to or loss of the Goods shall pass to the Customer at: 

10.1.1 in the case of Goods to be delivered at the Supplier’s premises, the time when the Supplier notifies the Customer that the Goods available for collection: 

10.1.2 in the case of Goods to be delivered otherwise than at the Supplier’s premises, the time of delivery or, if the Customer wrongfully fails to take delivery of the Goods, the time when the Supplier has tendered delivery of the Goods; 

or 

10.1.3 in the case of Goods being installed by the Supplier, the time that the Supplier notifies the Customer that the installation is complete. 

10.2 Notwithstanding delivery and the passing of risk in the Goods. or any other provision of these Terms and Conditions, legal and beneficial title to the Goods shall not pass to the Customer until the Supplier has received in cash or cleared funds payment in full of the price of the Goods. 

10.3 Sub-Clause 10.2 notwithstanding, legal and beneficial title of the Goods shall not pass to the Customer until the Supplier has received in cash or cleared funds payment in full of the price of the Goods and any other goods supplied by the Supplier and the Customer has repaid all moneys owed to the Supplier, regardless of how such indebtedness arose. 

10.4 Until pavment has been made to the Supplier in accordance with these Conditions and title in the Goods has passed to the Customer the Customer shall be in possession of the Goods as bailee for the Supplier and the Customer shall store the Goods separately and in an appropriate environment, shall ensure that they are identifiable as being supplied by the Supplier and shall insure the Goods against all reasonable risks. 

10.5 The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Supplier, but if the Customer does so all money owing by the Customer to the Supplier shall (without prejudice to any othe or remedy of the Supplier) forthwith and payable.

10.6 The Supplier reserves the right to repossess any Goods in which the Supplier retains title without notice. The Customer irrevocably authorises the Supplier to enter the Customer’s premises during normal business hours for the purpose of repossessing the Goods in which the Supplier retains title and inspecting the Goods to ensure compliance with the storage and identification requirements of sub-Clause 10.4. 

10.7 The Customer’s right to possession of the Goods in which the Supplier maintains legal and beneficial title shall terminate if: 

10.7.1 the Customer commits or permits material breach of his obligations under these Terms and Conditions

10.7.2 the Customer enters into a voluntary arrangement under the Insolvency Act 1967, or any other scheme or arrangement is made with his creditors: 

10.7.3 the Customer is or becomes the subiect of a bankruptcy order or takes advantage of any other statutory provision for the relief of insolvent debtors

10.7.4 the Customer convenes any meeting of its creditors, enters into voluntary or compulsory liquidation, has a receiver, manager, administrator or administrative receiver appointed in respect of its assets or undertaking or any part thereof, any documents are filed with the court for the appointment of an administrator in respect of the Customer, notice of intention to appoint an administrator is given by the Customer or any of its directors or by a qualifying floating charge holder (as defined in the Insolvency Act 1967), a resolution is passed or petition presented to any court for the winding up of the Customer or for the granting of an administration order in respect of the Customer, or any proceedings are commenced relating to the insolvency or pole insolvency of the Customer.

Assignment

11.1 The Supplier may assian the Contract or any part of it to any person, firm or company without the prior consent of the Customer 

11.2 The Customer shall not be entitled to assign the Contract or any part of it without the prior written consent of the Supplier.

Defective Goods

12.1 If on delivery any of the Goods are defective in any material respect and either the Customer lawfully refuses delivery of the defective Goods or, if they are signed for on delivery as “condition and contents unknown” the Customer gives written notice of such defect to the Supplier within 7 (Seven) Business Days of such delivery, the Supplier shall at its option: 

12.1.1 replace the defective Goods within 14 (Fourteen) Business Days of receiving the Customer’s notice; or 

12.1.2 refund to the Customer the price for those Goods (or parts thereof, as appropriate) which are defective; but the Supplier shall have no further liability to Customer may not reject the Goods if delivery is not refused or notice given by the Custom the Customer in respect thereof and the set out above. 

12.2 No Goods may be returned to the Supplier without the prior agreement in writing of the Supplier. Subject thereto any Goods returned which the Supplier is satisfied were supplied subject to defects of quality or condition which would not be apparent on inspection shall either be replaced free of charge or, at th Supplier’s sole discretion the Supplier shall refund or credit to the Customer the price of such defective Goods but the Supplier shall have no further liability to the Customer. 

12.3 The Supplier shall be under no liability in respect of any defect arising from fair wear and tear, or any wilful damage, negligence, subjection to normal conditions, failure to follow the Supplier’s instructions (whether given orally or writing), misuse or alteration of the Goods without the Supplier’s prior approval, or any other t or omission on the part of the Customer, its employees or agents or any third party. 

12.4 Goods, other than defective Goods returned under sub-Clauses 12.1 or 12.2, returned by the Customer and accepted by the Supplier may be credited to the Customer at the Subplier’s s discretion and without any obliga of the Supplier

12.5 Subject as expressly provided in these Terms and Conditions, and except where the Goods are sold under a consumer sale, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. 

12.6 The Customer shall be responsible for ensuring that, except to the extent that instructions as to the use or sale of the Goods contained in the packaging or labelling of the Goods, any use or sale of the Goods by the Customer is in compliance with all applicable statutory requirements and that handling and sale of the Goods by the Customer is carried out in accordance with directions given by the Supplier or any competent governmental or regulatory authority and the Customer will indemnify the Supplier against anlicbilitu damage which the Supplier migh result of the Customer’s failure to comply with this condition. 

Customer's Default

13.1 If the Customer fails to make any payment on the due date then, without prejudice to any other right or remedy available to the Supplier, the Supplier shall be entitled to: 

13.1.1 cancel the order or suspend any further deliveries or provision of Goods and Services to the Customer 

13.1.2 appropriate any payment made by the Customer to such of the Goods and/or Services (or the goods and/or services supplied under any other contract between the Customer and the Supplier) as the Supplier may think fit (notwithstanding any purported appropriation by the Customer); and 

13.1.3 charge the Customer interest (both before and after any judgement) on the amount unpaid, at the rate of 8.5% per annum above the Bank of Malavsia base rate from time to time, until payment in full is made (a part of treated as a full month for the purpose of calculating interest).

13.2 This condition applies if: 

13.2.1 the Customer fails to perform or observe any of its obligations hereunder or is otherwise in breach of the Contract 

13.2.2 the Customer becomes subject to a administration order or enters into a voluntary arrangement under Parts I or VIIl of the Insolvency Act 1967 or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation: 

13.2.3 an encumbrancer takes possession, receiver is appointed, of any of the property or assets of the Customer: 

13.2.4 the Customer ceases, or threatens to se, to carry on business; or 

13.2.5 the Supplier reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly. 

13.3 If sub-Clause 13.2 applies then, without prejudice to any other right or remedy available to the Supplier, the Supplier shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the Customer, and if the Goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.

Liability

14.1 The Supplier will not by reason of any representation, implied warranty, condition other term, or any duty at common law or under express terms of the Contract (or these Terms and Conditions), be liable for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the Supplier’s servants or agents or otherwise) which arise out of or in connection with the supply of the Goods and Services. 

14.2 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by the Sale of Goods Act 1957) are, to the fullest extent permitted by law, excluded from the Contract. 

14.3 The Customer shall indemnify the Supplier against all damages, costs, claims and expenses suffered by arising from loss or damage to any equipment (including that of third parties) caused by the Customer, its agents or employees. 

14.4 Where the Customer consists of two or e persons such expression throughout shall mean and include such two or more persons and each or any of them. All obligations on the part of such a Customer shall be joint and several obligations of such persons. 

14.5 The Supplier shall not be liable to the Customer or be deemed to be in breach of these terms and conditions by reason of any delay in performing, or any failure to perform, any of the Supplier’s obligations if the delay or failure was any cause bevond the Supplier’s reasonable control 

14.6 Nothing in these Terms and Conditions excludes or limits the liability of the Supplier: 14.6.1 for death or personal injury caused by the Supplier’s negligence; 

14.6.2 for any matter which it would be illegal for the Supplier to exclude or attempt to exclude its liability; or

14.6.3 for fraud or fraudulent misrepresentation. 

14.7 Subject to the remaining provisions of this Clause 14: 

14.7.1 the Supplier’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract Price: and 

14.7.2 the Supplier shall not be liable to the Customer for any pure economic loss, loss of profit, loss of business. depletion of goodwill or otherwise, in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract.

Confidentiality

15.1 Each Party undertakes that, except as provided by sub-Clause 15.2 or as authorised in writing by the other Party, it shall, at all times during the continuance of the Contract and for 6 months after its termination: 

15.1.1 keep confidential all Confidential Information; 

15.1.2 not disclose any Confidential Information to any other person: 

15.1.3 not use any Confidential Information for any purpose other than as contemplated by and subject to these Terms and Conditions and the Contract: 

15.1.4 not make any copies of, record in any way or part with possession of any Confidential Information; and

15.1.5 ensure that none of its directors, officers, employees, agents or advisers does any act which, if done by that Party, would be a breach of the provisions of sub-clauses 15.1.1 to 15.1.4 above 

15.2 Either Party may: 

15.2.1 disclose any Confidential Information to: 15.2.1.1 any sub-contractor or supplier of that Party 

15.2.1.2 any governmental or other authority or regulatory body; or 

15.2.1.3 any emplovee or officer of that Party or of any of the aforementioned persons, parties or bodies: to

to such extent only as is necessary for the purposes contemplated by these Terms and Conditions and the Contract, or as required by law, and in each case subject to that Party first informing the person, party or body in question that the Confidential Information is confidential and (except where the disclosure is to any such body as is mentioned in sub-Clause 15.2.1.2 above or any employee or officer of any such body) obtaining and submitting to the other Party written undertaking from the person question, as nearly as practicable in the terms of this Clause 15, to keep the Confidential Information confidential and to use it only for the purposes for which the disclosure is made; and 

15.2.2 use any Confidential Information for any purpose, or disclose it to any other person, to the extent only that it is at the date of the Contract, or at any time after that date becomes, public knowledge through no fault of that Party, provided that in doing so that Party does not disclose any part of that Confidential Information which is not public knowledge

15.3 The provisions of this Clause 15 shall continue in force in accordance with their terms. notwithstanding the termination of the Contract for any reason.

Intellectual Property

16.1 Each party shall continue to own the Intellectual Property Rights in all documents, goods and services owned by that party prior to the date of the Contract 

16.2 So far as is required for the completion of the Contract the party owning such Intellectual Property Rights shall grant to the other a royalty free, non-exclusive, non-assignable licence that will terminate on the termination of the Contract. 

16.3 The Supplier shall own the Intellectual Property Rights in all documents, Goods and Services created by it during the course of the Contract 

16.4 The Customer acknowledges and agrees that where Services comprise or include software and programming, copyright and any other intellectual property rights in the information, software and material therein and in their arrangement and programming, is owned by the Supplier or used under licence from third party copyright owners. 

16.5 The Supplier grants the Customer a royalty free, non-exclusive, non- assignable licence to use any software for the explicit purposes of operating Goods supplied under this Contract. 

16.6 The Customer shall not unless otherwise agreed in writing: 

16.6.1 copy, adapt or reverse compile the whole or any part of the software; 

16.6.2 assign, transfer, sell, lease, rent, charge or otherwise deal in the software or use the software on behalf of any third party or make available the same to any third party; 

16.6.3 remove or alter any copyright or other proprietary notice in the software: 

16.6.4 receive or be entitled to the programming source code or compiled code.

Communications

17.1 All notices under these Terms and Conditions and under the Contract shall be in writing and be deemed duly given if signed by, or on behalf of, a duly authorised officer of the Party giving the notice. 

17.2 Notices shall be deemed to have been duly given: 

17.2.1 when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient 

17.2.2 when sent, if transmitted by facsimile on e-mail and a successful transmission report or return receipt is generated; or 

17.2.3 on the fifth business day following mailing, if mailed by national ordinary mail, postage prepaid; or 

17.2.4 on the tenth business day following mailing, if mailed by airmail, postage prepaid. 

17.3 All notices under this Agreement shall be addressed to the most recent address, e-mail address, or facsimile number notified to the other Party.

Force Majeure

18.1.Neither Party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is bevond the reasonable control of that Party. Such es include, but are not limited to: power failure. Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the Party in question.

Wavier

19.1 The Parties agree that no failure by either Party to enforce the performance of any provision in these Terms and Conditions or under the Contract shall constitute a waiver of the right to subsequently enforce that provision or any other provision. Such failure shall not be deemed to be a waiver of any preceding or subsequent breach and shall not constitute a continuina waiver

Severance

20.1 The Parties agree that, in the event that one or more of the provisions of these Terms and Conditions or the Contract are found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms and Conditions (and, by extension, the Contract). The remainder of these and the Contract shall be valid and enforceable

Third Party Rights

21.1 A person who is not a party to the Contract shall have no rights under the Contract pursuant to the Contracts (Rights of Third Parties) Act 1999

Law and Jurisdiction

21.1 These Terms and Conditions and the Contract (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of Malaysia. 

21.2 Any dispute, controversy, proceedings or claim between the Parties relating to these Terms and Conditions or to the Contract (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of Malaysia.