Terms of Use
These Terms of Use (“Agreement”) govern your access to and use of the bpoSA360 platform and related cloud-based software applications and services therein provided by Wezmart Techlab Sdn Bhd (“WEZMART,” “we,” “us,” or “our”) or third-party vendors through our website at https://bposa360.com/ and associated applications (collectively, the “Platform”). The term “Platform” includes all functionalities, features, services, and related outputs generated through it.
By accessing or using the Platform, you (“User,” “you,” or “your”) agree to be bound by this Agreement. If you do not agree, you must not access or use the Platform.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY AND ITS AFFILIATES. IN SUCH CASES, “YOU” OR “YOUR” REFERS TO BOTH YOU AND THE ENTITY. IF YOU DO NOT HAVE THIS AUTHORITY OR DISAGREE WITH THESE TERMS, DO NOT ACCEPT THIS AGREEMENT OR USE THE PLATFORM.
1. bpoSA360 Platform
1.1 By using the Platform, you agree that your use is for legitimate purposes only and not for any illegal or unauthorized activities. By agreeing to these Terms, you represent and warrant that you are of legal age and have the legal capacity to enter into a binding contract.
1.2 You agree not to use the Platform for any activity that constitutes a civil or criminal offense or violates any applicable law. You further agree not to interfere with the Platform’s network or security features or attempt to gain unauthorized access to our systems.
1.3 You agree to provide accurate personal information, including your email address, mailing address, and other contact details, to complete the creation of your account as outlined in Clause 2 herein. You also agree to promptly update your account and information as necessary. You authorize us to collect and use this information to contact you in accordance with our Privacy Policy.
2. bpoSA360 Account
2.1 To access the Platform, you need to create a bpoSA360 account under the following terms:
(a) You must provide accurate and current information and update it as necessary to keep it accurate.
(b) You will receive a password when your account is activated for certain features or services on the Platform.
(c) You agree not to share your login credentials or related data with any third party.
(d) WEZMART will consider all interactions with the Platform under your account as conducted by you. We may also prescribe other security procedures applicable to the Platform, which you must comply with.
(e) You are responsible for keeping your account information (e.g., usernames and passwords) confidential and logging out at the end of each session. Do not disclose your account information to anyone. You are liable for any unauthorized use or activities under your account.
(f) WEZMART shall not be responsible or liable for any loss caused to or damage incurred or suffered by you or any person by reason of or arising from or as a consequence of any use of your account information, performing any transactions, and/or your failure to comply with this Clause 2. If you believe that the security of your account information has been compromised, you shall forthwith notify WEZMART immediately.
3. Use of the Platform and Access to Services
3.1 By agreeing to the creation of a bpoSA360 account, you are permitted to access and use the general features of the Platform. The Platform encompasses a range of services provided by WEZMART and, where applicable, by third-party providers, which include, but are not limited to, the referral program, eKYC, and GovernAI (collectively referred to as the “Services”).
3.2 Access to and use of certain services within the Platform may require a separate subscription. When you opt to use these additional services, you must agree to the specific terms and conditions applicable to each service. Only upon your acceptance of these specific terms and payment of applicable fees will a license be granted for those services.
3.3 Certain services may be provided under separate license terms from third parties or WEZMART. By subscribing to and using such services, you agree to be bound by their respective terms. WEZMART is not liable for any obligations or issues arising under these third-party terms.
3.4 Upon subscribing to a specific service within the Platform and agreeing to the applicable terms and conditions, you are granted a limited, non-exclusive, non-transferable license to use that service. This licence does not give you any right to, and you may not:
(a) reproduce, duplicate, sell, or commercially exploit any part of the services offered on the Platform without WEZMART’s prior written consent;
(b) modify, adapt, or integrate the Platform with other software or systems;
(c) decompile, reverse engineer or otherwise attempt to discover the source code of the Platform, services or any components thereof, except under any specific circumstances expressly permitted by law or by us in writing;
(d) communicate, republish, upload, post, transmit, edit, re-use, rent, lease, loan, sell, assign, transfer, distribute, make available, license, sublicense or create derivative works or adaptations based on the whole or any part of the services;
(e) use the services unlawfully or in violation of applicable laws or third-party intellectual property rights;
(f) use the services in a way that could damage, disable, impair or compromise the Platform (or the systems or security of the Platform or any other computer systems or devices used in connection therewith) or interfere with other users or affect the reputation of WEZMART;
(g) provide, distribute or share, or enable the provision, distribution or sharing of, the services (or any data associated therewith) with any third party;
(h) reproduce, adapt, republish, translate, publish, display, communicate, hyperlink, post, transmit, broadcast, podcast, webcast, distribute, sell, trade or exploit the whole or any part of the services in any manner or by any means or stored in an information retrieval system except to the extent permitted and with our prior written permission and/or that of the relevant rights owner;
(i) reproduce, display or otherwise provide access to the Platform and/or services on another website or server, for example through framing mirroring, linking, spidering, scraping or any other technological means (including any technology available in the future), without our prior written permission; and
(j) transmit or introduce any viruses, corrupted files, harmful elements, or any materials during the course of your use of the Platform and/or services that: (i) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; (ii) facilitates illegal activity; (iii) promotes unlawful violence; or (iv) is otherwise illegal or causes damage or injury to any person or property,
3.5 We reserve the right to modify, suspend, or terminate access to any part of the Platform or its services at any time without prior notice or liability.
3.6 You further undertake to:
(a) At your sole responsibility and at your own cost:
(i) Obtain all necessary hardware, software, and communication services necessary for your use of the services offered at the Platform; and
(ii) In the event you subscribe to our services, install antivirus or other security software to protect against any security or other vulnerabilities which may arise in connection with the use of such services;
(b) Comply with all applicable laws and regulations;
(c) Where applicable, be solely responsible for payment of all subscription fees for the use of the services, and abide by all applicable payment terms as we may make known to you from time to time;
(d) Procure that your authorized users use the services in accordance with this Agreement. You shall be responsible to WEZMART for any breach of this Agreement by any of your authorized users.
3.7 You acknowledge and agree that:
(a) WEZMART may establish general practices and limits concerning use of the services offered on the Platform. You agree that WEZMART has no responsibility or liability for the deletion of or failure to store any messages, communications, or other content maintained or transmitted by the Platform. You acknowledge that WEZMART reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice;
(b) the intellectual property rights in all materials published on the Platform (including, but not limited to documents or data in any format, news articles, photographs, images, illustrations, audio clips and video clips) are owned by WEZMART or the party credited as the provider of such materials. You shall at all times abide by all additional copyright notices, information, or restrictions contained in any materials accessed through the Platform;
(c) the license granted herein do not confer on you any rights to use any other intellectual property rights of WEZMART, including the WEZMART logo and any other logos, service marks, slogans, product names and designations and other proprietary indicia used as part of the services, all of which are and remain the property of WEZMART or the proprietor;
(d) Wezmart shall have the right to at any time and from time to time:
(i) switch to another data centre hosting any of the underlying infrastructure, middleware, application software, and application data as determined by WEZMART in its sole and absolute discretion, without ascribing any reasons whatsoever;
(ii) automatically update the services and/or Platform, its components, add or remove functionalities, features or services (collectively, “Software Functions”) and
(iii) deny or restrict access to any of the services or any Software Functions whether to any user or generally, or to block access from or to any resources, at any time, including in the event of a violation or alleged violation of this Agreement, your act or omission that causes harm to WEZMART or its affiliates’ brand, reputation or business as determined by WEZMART in its sole and absolute discretion, without ascribing any reasons whatsoever,
(iv) in any such event, you agree that no claims shall lie against us or our affiliates, employees, agents or our service providers in connection therewith; and
(v) unless explicitly stated otherwise, any new features that augment or enhance the Platform, shall be subject to the terms of this Agreement unless otherwise agreed in writing between the parties.
4. Data Protection Policy
4.1 It is a continuing condition of your use of the Platform you agree and consent to WEZMART, as well as our representatives and/or agents, collecting, using and disclosing and sharing amongst ourselves your personal data, and disclosing such personal data to our authorised service providers and relevant third parties in accordance with the terms of our data protection policy as amended from time to time, available at bposa360.com (“Policy”), the terms of which are also incorporated into this Agreement by reference and apply to your use of the Platform.
4.2 If, in connection with your use of the Platform, you provide personal data of any third parties, you warrant and represent that these third parties have consented to the terms of the Policy and the collection, use, and disclosure of their personal data in accordance with it.
4.3 You warrant and represent that all personal data submitted to us through your use of the Platform is complete, accurate, true, and correct.
4.4 WEZMART shall in its collection, use, disclosure and/or processing of personal data, for any purposes in connection with this Agreement, adhere to all applicable data protection and privacy laws in Malaysia.
4.5 WEZMART shall undertake to:
(a) process personal data only for purposes arising out of or in relation to this Agreement;
(b) protect personal data in its possession or under its control by making reasonable security arrangements to prevent unauthorised access, collection, use, disclosure, copying, modification, disposal or similar risks; and
(c) cease to retain its documents containing personal data, or remove the means by which the personal data can be associated with particular individuals, as soon as it is reasonable to assume that:
(i) the purpose for which that personal data was collected is no longer being served by retention of the personal data; and
(ii) retention is no longer necessary for legal or business purposes.
4.6 The Platform may provide links to external sites whose data protection and privacy practices may differ from those set forth here. We are not responsible for the content and privacy practices of these other websites and you agree to review and abide by the data protection and privacy notices of those sites.
4.7 The Platform uses cookies, web beacons and other technologies. A cookie is a small text file which is placed on your device whenever you run or use the Platform. These cookies collect information about your use of the Platform. We use cookies and other technologies to facilitate your use of the Platform and to improve your experience of the Platform. You may change the settings on your device to block the use of cookies. However, if you do choose to block the cookies used in the Platform, you may not be able to use certain features and functions of the Platform.
4.8 The Platform may also use digital certificates. You are solely responsible for deciding whether or not to rely on such certificates and your reliance on any digital certificates is at your sole risk.
5. Indemnity
5.1 You agree to fully indemnify, defend, and hold harmless against WEZMART, including its affiliates, officers, directors, employees, agents, and representatives (collectively, the “Indemnitee”), from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorney’s fees) arising out of or relating to:
(a) any breach of this AGREEMENT by you;
(b) any negligent or wilful misconduct by you in connection with your performance under this Agreement;
(c) any claims, actions, or demands made by third parties arising out of or related to your negligence;
(d) any violation of applicable laws, regulations, or ordinances by you in connection with your performance under this Agreement.
5.2 The Indemnitee shall in reasonable time notify you in writing of any claim for which indemnification is sought (the “Claim”). The notice shall set forth a detailed description of the Claim, including pertinent facts known to the Indemnitee. Upon receiving notice of a Claim from the Indemnitee, you have the right to appoint a lawyer of your choice to defend the Claim, provided that you notify the Indemnitee of your intent to do so within fourteen (14) days of receiving the notice.
5.3 If you assume the defence of the Claim, you shall keep the Indemnitee informed of all material developments and shall not settle the Claim without the prior written consent of the Indemnitee, which shall not be unreasonably withheld. If you fail to assume the defence of the Claim within the specified time, the Indemnitee may hold against the Claim in such manner as it deems appropriate, and you shall be bound by the results.
6. Confidentiality
6.1 For the purpose of this Agreement, “Confidential Information” shall include but not be limited to all information and material: (a) which has commercial value or utility in the business of the relevant party under this Agreement and any information relating to either party’s product plans, procedures, specifications, designs, drawings, innovations, software, patent applications, costs, prices, marketing plans, business plans, business opportunities, strategies, personnel, research, development, know-how, agreements, marketing knowledge and information, budgets and/or projections, whether in writing or other machine readable form; and (b) which is designated by the disclosing party as confidential in writing or if disclosed orally, reduced to writing and designated as confidential.
6.2 Each party shall keep, and shall procure that its directors, employees and/or advisers keep, secret and confidential all Confidential Information, communicated to it by the other party in connection with this Agreement and shall not disclose the same or any part of the same to any person whatsoever other than to its directors, employees and/or advisers for any other purpose other than the use of Platform and solely on a “need to know” basis.
6.3 The obligations under Clause 6 shall not apply to information and material that:
(a) is in the public domain or otherwise is or becomes generally known or available by publication, commercial use or otherwise through no fault of the receiving party;
(b) is known and has been reduced to tangible form by the receiving party prior to the time of disclosure and is not subject to restriction of confidentiality or secrecy or otherwise;
(c) is independently developed or learned by the receiving party, which independent development or learning can be shown by written evidence;
(d) is lawfully obtained from a third party who has the right to make such disclosure; or
(e) is released for publication by the disclosing party in writing.
6.4 You may disclose WEZMART’s Confidential Information to the extent and to the parties that you are required by law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction to disclose such Confidential Information, subject to the extent permissible by applicable law, you shall first give WEZMART as much prior notice of such disclosure as possible and you shall take into account the reasonable requests of WEZMART in relation to the content of such disclosure.
6.5 The provisions of this Clause 6 shall survive beyond termination or expiration of this Agreement for any reason whatsoever and continue in full force and effect.
7. Warranties and Exclusion of Liability
7.1 Each party hereby irrevocably warrants and represents to the other party that it has the full power, legal capacity and authority to enter into and perform this Agreement and all the transactions contemplated under this Agreement.
7.2 WEZMART further warrants and represents that we will carry out our obligations under this Agreement with reasonable care and skill.
7.3 To the maximum extent permitted by applicable law:
(a) you irrevocably agree and acknowledge that the Platform (together with any Software Functions, Third Party Content, Submitted Content or other content or information provided via the Platform) are provided on an “as is” and “as available” basis with all faults and without warranty of any kind. For the avoidance of doubt, we do not warrant the merchantability, satisfactory quality, fitness for a particular purpose, title, accuracy, quiet enjoyment, and non-infringement of third party rights, or as to the accuracy, correctness, reliability, timeliness, non-infringement of or compliance with any laws, regulations and/or third party rights in connection with the Platform (together with any Software Functions, Submitted Content, Third Party Content or other content or information provided via the Platform); and
(b) the Indemnitees shall not be liable for any claim, damage or loss of any kind of any nature whatsoever caused and howsoever arising as a result (direct or indirect) of or otherwise in connection with your use of or reliance on the Platform, including but not limited to any claim, damage or loss suffered (whether incidental, special, indirect or consequential) as a result of or in connection or in reliance of (i) any Submitted Content or Third Party Content or other content or any other information made available or accessed on or through the Platform or contained in or available from the Platform; (ii) your use or the inability to use or reliance on any products or services available on or accessed via the Platform and/or the Software Functions; or (iii) the cost of procurement of substitute goods or services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Platform; (iv) unauthorised access to or alteration of your transmissions or data; (v) statements or conduct of any third party on the Platform; (vi) any matter relating to the Platform; or (vii) any infringement of any rights arising in connection therewith, including without limitation any loss of data, profits, goodwill, anticipated savings, reputation, business or business opportunity, regardless of the cause thereof and even if we have been advised of the possibility thereof.
7.4 You expressly acknowledge and agree that, to the maximum extent permitted by applicable law, use of the Platform is at your sole risk and that the entire risk as to satisfactory quality, performance, accuracy and effort is with you.
7.5 In no event shall the Indemnitees’ total liability to you for any and all damages not excluded (other than as may be required by applicable law in cases involving personal injury) exceed in aggregate the fees paid or payable to WEZMART in the six (6) months preceding the claim.
8. Force Majeure
8.1 Save as is otherwise specifically provided in the Agreement, we shall not be liable for failures or delays in performing our obligations hereunder arising from any cause beyond WEZMART’s reasonable control, including without limitation, any breakdown or malfunction of hardware, software, networks or systems used in connection with the Platform
, acts of God, outbreak of hostilities, civil disturbance, acts of civil or military authority, fires, strikes, lockouts or labour disputes or industrial action of any kind, epidemics, governmental restrictions, wars, terrorist acts, riots, explosions, fire, earthquakes, storms, typhoons, floods and breakdowns in electronic and computer information and communications systems, and in the event of any such delay, the time for our performance shall be extended for a period equal to the time lost by reason of the delay and any additional recovery time required by us.
9. Notice
9.1 Notices to you may be made via either email or regular mail. The Platform may also provide notices of changes to this Agreement or other matters by displaying notices or links of such matter
10. Governing Law and Jurisdiction
10.1 This Agreement shall be governed by and construed in accordance with Malaysia Law. You hereby submit to the non-exclusive jurisdiction of the Malaysia courts.