[vc_row][vc_column][vc_column_text]GENERAL TERMS AND CONDITIONS
X.ONE® CARE APP CAMPAIGN FOR DEALERS
Last modified: 19th February 2019
THESE TERMS AND CONDITIONS APPLY TO AND GOVERN YOUR ACCESS TO AND USE OF THE X.ONE® CARE APP.
IT IS IMPORTANT THAT YOU READ AND UNDERSTAND OUR TERMS AND CONDITIONS AS BY DOWNLOADING THE APP YOU INDICATE THAT YOU ACCEPT THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS THEN DO NOT DOWNLOAD THE APP.
This App is run for X.ONE® ASIA, Malaysia registered with Suruhanjaya Syarikat Malaysia (SSM) under the Companies Registration Office 1152663H (X.One Ventures Sdn Bnd) and references to “we”, “us”, “our” are references to X.ONE® ASIA.
Please read these Terms and Conditions carefully.
1.0 Definitions of Words or Phrase Used in This Document
1.1 “X.One®” “We”, “Us” and “Our” means X.One® which is the company that manufactures the products that are included within The X.One® Care.
1.2 “Dealer” means You, as a customer representative or medium that X.One® contracts with for The X.One® Care App Campaign that interact with customers on information about X.One® products and services, respond to customer needs and complaints, and process payment and shipping on behalf of X.One® company.
1.3 “Distributor” is an intermediary entity between the producer of a product and another entity in the distribution channel or supply chain, such as a retailer, a value-added reseller (VAR) or a system integrator (SI).
1.4 “X.One® Care Member” For those customers who officially joined once they download and registered themselves in our app. “Customer” – is an individual that purchases the goods or services produced by a business.
1.5 “Salesperson” – refers to your staff/agent/promoter at your current company who currently promote and selling your product.
1.6 The “Application” or “App” shall mean the software provided by X.ONE® ASIA to offer services related to X.ONE® ASIA, X.ONE® ASIA ‘s services and its partners’ services, to be used on Apple iOS and Android OS devices and any upgrades from time to time and any other software or documentation which enables the use of the Application.
1.7 “X.One® Management Team” – refers to the group of individuals that operate at the higher levels of an organization and have day-to-day responsibility for managing other dealers and maintaining responsibility for key business functions.
2.0 Agreement to Terms
2.1 These Terms and Conditions constitute a legally binding agreement made between you, whether personally or on behalf of an entity (you) and X ONE VENTURES SDN. BHD. which located at Lot 2106, 2nd Floor, Marina Parkcity Phase 1, 98000 Miri, Sarawak, Malaysia. (We, us), concerning your access to and use of the X.One® Care application.
Before you agree that by downloading and accessing this X.One® Care application, you have read, understood and agree to be bound by all of these Terms and Conditions.
2.2 If you disagree with any of these Terms and Conditions, then you are prohibited from using the X.One® Care application and you must immediately discontinue your access to the X.One® Care application and the use of the services offered on the X.One® Care application. We recommend that you print a copy of these Terms and Conditions for future reference.
2.3 We reserve the right to amend these Terms and Conditions at any time. Continued use of the X.One® Care application will constitute acceptance of these Terms and Conditions of Use, as may be amended from time to time. The updated version of these Terms and Conditions will be indicated by an updated “Revised” date and the updated version will be effective as soon as it is accessible. You are responsible for reviewing these Terms and Conditions to stay informed updates. Your continued use of X.One® Care application represents that you are accepted such changes.
2.4 We have made this X.ONE® CARE APP (the App) available to you for your own personal use only and only for the purposes of facilitating your use of the X.ONE® CARE SERVICE (the Service). The App is currently only available for use by dealers and customers of the Service in Malaysia.
2.5 You will not be able to use the App until you have registered to use the Service with a X.ONE® CARE Management Team and then been sent a code by SMS or email which allows you to activate the App. You may call the number listed below for the address and hours of nearby locations of X.ONE® CARE Management Team. Business Hours – Monday to Friday 8.00 am – 5.00pm and Saturday 8.00 am to 12.00pm. We can refuse to register you for the Service and refuse to allow you to use and/or restrict your use of the App at any time.
3.0 Proprietary Rights and License
3.1 All trade marks, copyright, database rights and other intellectual property rights of any nature in the Application together with the underlying software code are owned either directly by X.One® Asia Care.
3.2 X.ONE® ASIA hereby grants you a worldwide, non-exclusive, royalty-free revocable license to use the Application for your business and personal use in accordance with these app terms.
4.0 Campaign Period
4.1 The Campaign is organized by X.One® and effective date is from 01 March 2019 onwards.
4.2 X.One® reserves the right to change the commencement date and expiry dates of the Campaign Period with reasonable notice period.
4.3 The agreement between the Company and the Authorized dealer shall come into force from the date of signing of this proposal form and shall continue until determined by either Party in writing.
5.0 How Campaign is Run?
By Incentive based on activation. Incentives are earned in a different tier.
|Product activation (per customer/per month)||Point Per Activation (Member)||Point Per Activation (Non-Member)|
|1st time||50 points||10 points|
|2nd time||50 points||10 points|
|3rd time||50 points||10 points|
|4th time||50 points||10 points|
|5th time||50 points||10 points|
|6th and above||0 point||10 points|
In case of stock exchange or returns (due to manufacturer defects, claims, etc.), the stock must be returned to the distributor with the unscratched QR code for replacement purposes. QR code that has been scratched will be considered activated and will not be accepted for exchange or returns.
6.1 The Campaign is open to selected authorize dealers who fulfill the following criteria:
(a) Who has registered under X.One® company as X.One® authorize dealer (either offline or online);
(b) Who are Malaysian citizens or permanent residents of Malaysia.
7.0 Use of the App
7.1 The X.One® Care application is currently made available to you free of charge for your personal, non-transferable, non-commercial use. X.One® Care reserves the right to amend or withdraw the application, or charge for the application or service provided to you in accordance with these app terms, at any time and for any reason. All other rights in the App are reserved by X.One® Care.
7.2 In the event of your breach of these App Terms we will be entitled to terminate the User License immediately. You acknowledge that your agreement with your mobile network provider will apply to your use of the App.
8.0 Prohibited uses
As a user of this application, you agree not to use the App in any way that:
(a) anything unlawful or illegal or which is fraudulent or malicious or which promotes any criminal activity or provides information about the same;
(b) anything which is defamatory, harassing or threatening or which otherwise infringes or violates the rights of others. This includes any information that you may add or upload to the App;
(c) interfering in any way with any other user of the App; and/or
(d) knowingly introducing viruses or other malicious or harmful material or using it in connection with unsolicited communications.
(e) make and distribute copies of the Application
(f) attempt to copy, reproduce, alter, modify, reverse engineer, disassemble, decompile, transfer, exchange or translate the Application;
(g) create derivative works of the Application of any kind whatsoever.
You must not use the App in a way that may damage or impair the App, the Service or our underlying systems and security.
As the App facilitates money transfers, security is of paramount importance. You must keep your Device secure and properly close the App after each use. You must ensure that any security details, money transfer, and account information and all other information that you provide to us via the App or otherwise is complete, accurate and up to date.
9.1 X.One® Care is available to hand held mobile devices running Apple iOS and Android OS Operating Systems. X.One® Care will use reasonable efforts to make the Application available at all times. However you acknowledge the Application is provided over the internet and mobile networks and so the quality and availability of the Application may be affected by factors outside X.One® Care reasonable control.
9.2 X.ONE® ASIA, its group of companies and sub-contractors do not accept any responsibility whatsoever for unavailability of the Application, or any difficulty or inability to download or access content or any other communication system failure which may result in the Application being unavailable.
9.3 Our website – www.x-one.asia. The Application allows you to access certain functionality available on the X.ONE® ASIA website – www.x-one.asia such access will be governed by the X.ONE® ASIA website Terms & Conditions.
10.0 System Requirement
10.1 In order to use the Application, you are required to have a compatible mobile telephone or hand held device, internet access, and the necessary minimum specifications.
10.2 The Software Requirements are as follows:
(a) Apple iOS devices running iOS 9.0 and above;
(b) Android OS devices running Android OS 4.2 and above, recommended Android OS 7.0 and above;
(c) Language: English
10.3 The version of the Application software may be upgraded from time to time to add support for new functions and services
11.0 Dealer’s Obligation
The Dealer shall:
- Promote and sell the Products to consumers in accordance to the pricing structure, guidelines and instructions provided by the Company.
- Strictly prohibited from selling or distributing the Products to any consumers outside the Dealer’s Outlet or to any other dealers for free.
- Not to appoint any other parties to resell the Products to any consumers as such appointment shall only be made by the Company.
- Not to make any representations, warranties or guarantees with respect to the Products, except as expressly authorized by the Company or as contained in terms and conditions of sale.
- In all correspondences, documents, name cards and other signage at the Dealer’s Outlet, describe themselves as X.One® Authorized Dealer only.
- Maintain and support the Subscribers on matters pertaining to the Products, teach Subscribers on how to use the Products in accordance with the procedures or guidelines as stipulated.
- Carry out such POSM and promotional activities at the Dealer’s Outlet as directed by the Company from time to time.
- Order the Products direct from the assigned X.One® distributors only, unless otherwise as directed by the Company in writing. All orders are subject to availability of the Products and the assigned X.One® distributors reserves the right to reject any orders at its sole discretion. If there is a shortage of supply, the assigned X.One® distributors shall not be obliged to honour the order in full and may reduce the quantity ordered.
- If the Company receives complaints from X.One® Care Member that the Dealer AND Salesperson does not keep sufficient Products at any time, the Company reserves the rights to reprimand Dealer.
- Not to change the physical packaging, product pricing or create own combo pricing of the Products and sell to consumers.
- Not to keep the Products for a long time where such Products have exceed its expiry dates, especially the recharge vouchers.
- Strictly adhere to all rules and regulations imposed by X.One® in the process of registration and activations of subscribers, in particular, to comply with the rules and regulations as set by X.One®
- Involving in fraud cases (refer to item 12.0), the Dealer is deemed to have committed fraud and crime where the Company reserves its right to terminate this Agreement and/or report to the correct authorities.
12.0 Fraud Cases
12.1 Any fraud been caught or detected, we, X.One® team have right to cancel this campaign at your company.
12.2 Definition of Fraud
(a) The product QR code is scratch beforehand without promoting the use of the QR code before selling to customer.
(b) Keep the packaging and not register customer.
(c) Not following our Recommended Retail Price (RRP)
(d) Create fake QR Code which not valid.
13.0 Rules and Regulation on X.One® Care App
The rules and regulation are given below:
- Do not collect packaging and activate one go.
- Do not scratch if the product is unsold.
- Do not activate unsold product.
- Do not register product under other customer’s account.
- Activation only for one time basis.
14.0 Termination of the X.One® Care Campaign
|Agreement||This agreement between the Dealer and X.One®, including the schedules and appendices (if any) and any modifications, amendments or additions thereto as informed by the Company to Dealer from time to time.|
|Dealer||The name of the Applicant in the Dealer Application Form.|
|Outlet||The retail outlet(s) established by the Dealer.|
|Application||The Dealer Application Form signed by the Dealer.|
|Appointment||The Application in which X.One® senior management has approved to allow the Dealer to be X.One®’s authorized dealer to market and sell X.One® Products.|
|Products||X.One® products and services.|
|POSM||Point-of-sale materials which include signboard, signages, buntings, posters, leaflets, light-box and the like.|
|SDMS||The Sales and Distributor Management System software|
14.2 You, the Dealer agrees that if you have carry out the following activities and/or have violated the policies, rules and regulations of the Company and/or X.One®, the Company reserves the right at its sole and absolute discretion to suspend and/or terminate this Agreement, without any recourse, damages or compensation, if:
- You are in breach of any terms and conditions of this Agreement.
- Your company or business entity have been wound-up, ceased business, no more registered with the relevant government authorities, bankruptcy of the directors or partners or have shifted premises.
- You have carried out activities where there is an element of fraud, cheating, mis-representation, illegal activities and not complying with X.One® rules and regulations.
- You have intentionally and fraudulently register X.One® product that have not been provision by the Company, provisioned but have not been sold by the Company and/or sold by the Company but to other dealers and not yourself.
- You have intentionally and fraudulently make replacement mobile that you know they do not belong to the registered members, resulting in the registered subscribers losing their mobile.
- You have not co-operate with the Company in putting up the required POSM and Products for display at your Outlet at all times.
- You have manipulated the information in the system or has corrupted the information as stored in the Sales and Distributor Management System Software.
15.0 Rights to Audit / Performance Review
15.1 Rights to Audit / Performance Review The Company shall have the absolute rights to conduct field inspections at the Dealer’s Outlet, at any time and from time to time without written notice to X.One® Dealer. The inspection will cover areas on the Dealer’s existing Products, compliance with the Company’s policies, procedures and system, verifying the accuracy of information on the Products provided by the Dealer.
15.2 Notwithstanding the above, the Company may terminate this Agreement, without any liability and assigning any reasons whatsoever, by giving you thirty (30) days prior written notice, if you have violated any fundamental breaches in the Agreement. The termination or expiry of this Agreement, in whole or in part, does not operate as a waiver of any breach by a party of any provisions and is without prejudice to any rights, liabilities or obligations of any party which have accrued up to date of termination or expiry including the right of indemnity. The issuance of a suspension notice shall not in any way prejudice or prevent the Company from exercising its right issue a termination notice, notwithstanding the above clause.
15.3 Payment of Incentives
- Incentives are calculated by the Company. The payment of incentives are subjected to Dealer strictly observing the terms and conditions of payment. In the event that the Dealer does not comply with the terms and conditions of payment, the Company reserves the right to suspend, withhold and/or forfeit any or all of the Incentives.
- The Company reserves the right to amend all types of incentives and its calculations at any time and from time to time. The Company will informed the Dealer (either by email, fax, sms or letter, by written circular) the effective date for amendments of incentives.
- If the Dealer shall have any disputes on incentives calculations and payment, he shall informed the Company in writing within seven (7) working days from the receipt of the incentives, failing which the incentives payment shall be deemed correct and accepted by the Dealer in good faith.
- Terms and Conditions of Incentive Payments
- Dealer fully understands that the Company will not pay Incentives to the Dealer under the following circumstances, where there is an element of fraud, cheating, mis-representation, illegal activities and not complying with X.One® rules and regulations:
- Registration of fictitious customers, i.e. the person may be dead, missing, migrated, name does not match with identity card/passport number.
- Registration of customers where the customers are not purchasing X.One® product at all but data stated this person have purchase.
- Registration of members where the only use for one time, without repeated register the following months.
- Failed to take instructions from the Company.
- Registration of fake account which internationally to hacking other person account or repeated account.
You acknowledge that the terms of the agreement with your respective mobile network provider (‘Mobile Provider’) will continue to apply when using the Application. As a result, you may be charged by the Mobile Provider for access to network connection services for the duration of the connection while accessing the Application or any such third party charges as may arise. You accept responsibility for any such charges that arise.
You may be charged by your service provider for downloading and/or accessing the App on your mobile phone, tablet or other handheld devices (the Device). These may include data roaming charges if you do this outside your home territory. All these charges are solely your responsibility. If you do not pay the bills for your Device then we assume that you have the permission from the person that does before incurring any of these charges.
If you are not the bill payer for the mobile telephone or handheld device being used to access the Application, you will be assumed to have received permission from the bill payer for using the Application.
17.0 Our Responsibilities To You
While we will endeavor to ensure that the App is normally available 24 hours a day, we shall not be liable if for any reason the App is not available at any time or for any period.
Access to the App may be suspended temporarily from time to time and without notice in the case of system failure, maintenance or repair or for any reason beyond our control or if we deem it necessary. For the avoidance of doubt, we shall not be liable for any loss or liability which may be suffered or incurred by you as a result of any suspension of, or interruption to, the operation of the App.
The App, including all content on or available through the App, is provided on an ‘as is’ basis and we do not make any representation or give any warranty in respect of the App or any of its content. In particular, but without limitation, we do not give any warranty as to the accuracy, suitability, reliability, completeness, performance, fitness, freedom from viruses or timeliness of the content contained on the App. The content of the App is not intended as advice and should not be relied upon.
We do not accept any responsibility to you for:
(a) malfunctions in communications facilities which cannot reasonably be considered to be under our control and that may affect the accuracy or timeliness of messages you send or the material you access via the App;
(b) any losses or delays in transmission of messages or material you access arising out of the use of any Internet access service provider or mobile network service provider or caused by any browser or other software which is not under our control;
(c) viruses that may infect your computer equipment or other property on account of your access to or use of the App or your accessing any materials on the App;
(d) any unauthorized use or interception of any message or information before it reaches the App or our servers from the App;
(e) any unauthorized use of or access to data relating to you or your transactions which is held by us (unless such use or access is caused by our negligence, fraud or failure to comply with laws relating to the protection of your data), to the extent permitted by local law;
(f) any content provided by third parties.
18.1 By participating in the Campaign, the Eligible salesperson/promoter/agent are deemed to have read, understood and agreed to be bound by the terms and conditions stated herein.
18.2 X.One® reserves the right to cancel, terminate or suspend the Campaign upon giving adequate notice. For the avoidance of doubt, cancellation, termination or suspension of the Campaign shall not entitle any of the Eligible Customers to any claim or compensation against X.One® for any losses or damages suffered or incurred by the Eligible Customers as a direct or indirect result of the act of cancellation, termination or suspension.
18.3 Any and all decision made by X.One® in relation to every aspect of the Campaign, shall be final and conclusive. Any subsequent correspondences, protest, appeals or enquiries will not be entertained
18.4 X.One® reserves the rights upon giving adequate notice to vary (whether by addition, deletion, modification, amendment or otherwise howsoever) (“Amendment”) any of the terms and conditions herein. Notification to the Eligible Customers in respect of the Amendment shall be effected at X.One® absolute discretion through any one of the following means of communication, namely, by ordinary mail or email to the Eligible Customers’ last known address or registered email address with X.One® or by effecting an advertisement regarding the Amendment in one newspaper of X.One® choice, or via X.One® website or by any other means of notification which X.One® may select and the Amendment shall be deemed as binding on the Eligible Customers as from the date of notification of the Amendment or from such other date as may be specified by X.One in the notification.
18.5 These App T&Cs and any dispute or claim arising out of or in connection with them or their subject matter (including any non-contractual disputes or claims) will be governed by the law of Malaysia and the parties agree that the courts of Malaysia will have exclusive jurisdiction to settle any such disputes or claims.
19.0 Disclaimer and Exclusion of Liability
19.1 We shall not be responsible or liable for any unsold product with the QR code has being activated.
19.2 In order to resolve a complaint regarding X.One® application or to receive any further information regarding use of the app, please contact us by bearing the following address, telephone number and email address:-.
X One Ventures Sdn Bhd
Lot 2106, 1st Floor, Phase 1 Marina
Parkcity Commercial Center,
98000 Miri, Sarawak.
Contact number: 011-1050 6530
Email: [email protected]
19.3 In no event will X.ONE® ASIA be liable for any direct, indirect, special, punitive, exemplary or consequential losses or damages of whatsoever kind arising out of your use or access to the Application, including loss of profit or the like whether or not in the contemplation of the parties, whether based on breach of contract, tort (including negligence), product liability or otherwise.
19.4 X.ONE® ASIA is not liable to you for any damage or alteration to your equipment including but not limited to computer equipment, handheld device or mobile telephones as a result of the installation or use of the Application.
19.5 Nothing in these App terms shall exclude or limit X.ONE® ASIA’s liability for death or personal injury caused by negligence or for fraud or fraudulent misrepresentation or any other liability which cannot be excluded or limited under applicable law.[/vc_column_text][/vc_column][/vc_row]