Community Agreement

1.1 By signing or accepting the Websys Community Service Form (in the manner as we have determined), you are deemed to acknowwledge and agree to be bound by all these term and condition ("General Terms") which applicable to you. These terms and conditions apply to all the services subscribed by you (unless otherwise prescribed in the Service Form and/or schedule), and together with the applicable Service Form and Schedules shall form a legally binding agreement ("Agreement") between you and Websys.

1.2 Websys may amend the terms in the Agreement at any time. Such amendments shall be effective once they are posted on http://172.16.8.202/project/cassiawest/index.php/agreement / or the Application. It is your responsibility to review the General Term regularly. Your Continued use of the Service after any such amendments, whether or not reviewed by you, shall constitute your agreement to be bound by such amendments.

1.3 Websys is a technology company which distributes a community mobile platform called the Websys Platform which offers a set of communication, security, workflow management, accountancy system and convenience tools including but not limited to WebsysApp, WebsysApp 2.0, WebsysCount and any other products currently provided or will be provided by Websys from time to time ("Webys Product") that are accessible by the Customer and the residents of a community through subscription of the Websys Product.

1.4 Websys also provides a platform for Users to obtain good, products and/ or services provided by third party providers and/ or the other Users ("Third Parties Provides"). In such event, Websys's role is merely to link the Users with the Third Parties Providers. Websys shall not in any way responsible or liable for the act and/or omissions of any Third-Party Providers and the liability in relation to such goods, products and/ or services shall be the Third Parties Providers' sole responsibilities.

2.1 The following words and phrases have the prescribed meanings, unless the context otherwise requires, and shall apply to the General Terms and each of the Services Forms and Schedules.

> "Affiliate" means either a subsidiary of the parent company of Websys, a subsidiary of such a subsidiary, another subsidiary of the parent company of Websys or an associate company of such subsidiary, a subsiadiary or associate of Websys ideas;

> "Agreement" means the Service Form, the applicable Schedule, the General Terms and the applicable additional terms in Section B and Section C.

> "Application" means the relevant mobile application(s) made available for download by Websys (or its licensors) to Users and third-party providers respectively.

> "Customer", "you" or "your" means the customervwhose particulars or details are identified in the section referred to as either "Applicant Information", "Customer Information" or "Committee Details" in our Service Form, online subscription portalor sign-up application;

> "Device" means the relevant device provided by Websys to you, namely, the "Websys Product Guard Device", "Websys Product 2D Barcode Scanner,and/or "Websys Product POS";

> "Force Majeure Event" means:

(i) rebellion, civil unrest, riot, acts of terrorism, declaration of war, national emergencies, national disasters, strikes, lock-outs, fire, explosion, acts of God, adverse inclement weather, lightning-strikes, natural disasters, earthquakes, epidemics, pandemics, lock down or movement control orders by the government, damage to or destruction of Websys's network, including interference to or compromise of Websys's network caused by third party actions, occurrence of a major power disruption, commercial power failure, disruption of interconnected communications facilities or networks, acts by Goverment, regulatory bodies, national councils, local authorities or other appropriate authorities or any other event which is beyond the reasonable control of Websys; and

(ii) which materially affects the provision of the Service;

> "Websys Product" means the following communication, security, workflow management, accountancy system and convenience tools which are made available by Websys through the Service including but not limited to WebsysApp, WebsysApp 2.0, WebsysCount and any such other products currently provided or will be provided by Websys from time to time;

> "WebsysCount Solution" means the collective reference to WebsysCount and other accounting solution product(s) provided and/ or owned by Websys;

> "Personal Data" means any information which can be used to identify you or from which you are identifiable or the Users. This includes but is not limited to your name, nationality, telephone number, bank and credit card details, email address, your image, goverment-issued identification numbers, biometric data, race and date of birth;

> "Platform" means the relevant Websys or WebsysSolution technology platform or Golive, portal or website that, when used in conjunction with the Application, enables you and Users to access the services which are made available to you and Users by Websys or WebsysSolution technology platform or Golive from time to time;

> "Property" means the property as described in the applicable Service Form and Schedule;

> "SIM Card" means a microchip that connects it to a particular phone network in the Device;

> "SST" means Sales and Services Tax as provided under the Service Tax Act 2018 and Sales Tax Act 2018;

> "User" means any person who uses Websys product, the Application, Platform, and/or Software;

> "Schedule" means the applicable Schedules as indicated or identified in the Service Form or electronic order, including but not limited to any subscription to any Websys Product;

> "Service" means the service subscribed by the Customer as specified in the Service Form or electronic order, including but not limited to any subscription to any Websys Product;

> Singular words include the plural and vice versa;

> Headings used in the General Terms, Service Schedules or the Schedule are for convenience only, and are to be ignored when construing the provisions of this Agreement;

> If you subscribe for different Services is either subject to its applicable Service Schedule or subject to different terms within the same applicable Schedule. For the avoidance of doubt, each Service and its applicable Service Schedule or the terms within the applicable Service Schedule (as the case may be) are to be construed as an independent agreement between the Parties;

> To the extent that the provisions of the General Terms, the Service Form and a Schedule are inconsistent, to the extent possible such provisions will be interpreted so as to make them consistent, and if that is not possible, then the Service Form shall prevail over the applicable Service Schedule and the General Terms, the applicable Schedule shall prevail over the General Terms;

> Reference to "Applicable Law" in this General Terms or in any Schedule, is a reference to any applicable constitution, law, by-law, statute, ordinance, code, rule, regulation, order, judgement or decree of any goverment, state or political subdivision thereof, courts, regulatory or semi-regulatory or administrative body;

References to any statute, rule, regulation, order, directive shall be construed as references to such statute, rule, regulation, order or directive as may be amended, re-enacted or as modified by any other statute, rule, regulation, order, directive;

Reference to a document includes all amendments, supplements to, or replacement of, that document whether paper or electronic/digital, and reference to a "person includes any individual person, firm, company, corporation, goverment state or agency of a state or any association, trust or partnership (whether or not having a separate legal personality);

The words "Ringgit Malaysia" and the symbol "RM" shall be construed as the lawful currency of Malaysia.

4.1 Websys agreees to provide the Service that you have subscribed as specified and defined in the Service Form and the applicable Schedule.

4.2 Unless otherwise expressly agreed in writing or as specified in or modified by the applicable Schedule, these General Terms shall govern all the rights and obligations of the Parties.

5.1 Preconditions to Provisioning

After the service is accepted by Websys and the Customer has paid the required Charges that may be imposed pursuant to or specified in the Service Form or the Schedule and invoiced by Websys, Websys shall, subject to the terms in the applicable Service Form and Schedule, carry out the works to provision the Service by the Service Commencement Date ("SCD") stated in the Service Form and perform the requisite services, subject to Clause 5.3 below.

5.2 Service Acceptance

The Customer shall render all assistance and co-operation required by Websys to facilitate the Service Acceptance ("SA"). Upon completion of the provisioning works in respect of a Service, Websys shall carry out the SA for each Service subscribed. Once the SA is satisfactorily completed, Websys shall carry out the SA for each Service subscribed. Once the SA is satisfactorily completed, Websys shall provide the SA Form that (i) certifies that the Service is ready for Customer's use, (ii)specifies the commission or activation date, and (iii) such other relevant particulars to the Customer. You are to sign and return the SA Form to Websys or indicate your acceptance of the SA no later than 3 working days of its receipt, failing which you are deemed to be satisfied with the SA and accept the Service and the SCD of the Service is deemed to be the commission or activation date as specified in the SA Form.

5.3 Service Commencement Date Revision

Websys may revise SCD if the original SCD cannot be met due to circumstances beyond Websys's control, Websys experiencing delays in performing its works or if you delay or do not perform your obligations as specifirf in the Service Form and/or applicable Schedule. The applicable Schedule may specify additional grounds for the revision of the SCD whether by Websys or by you.

6.1 General

(a) Unless otherwise expressly agreed in writing or as specified in the applicable Schedule, the Customer and/or User may only use the Service in accordance with Applicable Law for their intended use and law purpose only, and is neither permitted to sell, resell, hire, lease (including sub lease), licence (including sub-licence), rent, offer, provide or sub-provision the Service, or any portion thereto whether for consideration or otherwise to any third party nor use the Service for any fraudulent, unlawful, illegal or improper purpose or in breach of any applicable laws and regulations, including tampering, altering, adjusting, removing, diverting, abusing or affecting the Service.

(b) The Customer shall ensure that the Device provided by Websys for the Service shall be used and maintained properly in its ordinary use. The Customer agrees to assume full responsibility and liability for all the losses, failure, non-functionality or damages caused to the Device in its possession.

(c) The Customer also agrees that Websys shall not be held responsible and/or liable for any damage to the Device and/or any interruption or suspension caused to the Services due to the fault of the Customer and/or its affiliates, employees, officers, subcontractors and/or agents.

(d) The Customer further represent and warrant to Websys that:

(i) The Customer shall at all times ensure that there shall not be any intentional tampering of and/or damage caused to the Device at the Property:

(ii) The Customer shall ensure that there shall not be any intentional tampering of the Device including but not limited to: removing the SIM Card from the Device or abuse on the use of the SIM Card; or

(iii) The Customer shall also prevent any abuse in the use of the emergency assist function by their User which may compromise the security at the Property by depriving other User with genuine and legitimate emergencies from accessing the emergency assist function.

6.2 In the event there is any breach or non-compliance of the terms in Clause 6.1 above, the Customer acknowledge and agree that Websys shall not be responsible for any losses, damages or liabilities that may arise due to Customer and/or User's fault. The Customer agrees to assume full responsibility and liability for all the losses, costs, or expenses arising in connection with or related to the Device or Websys Products.

6.3 Websys Product Administrator and/or Moderator

Unless consented, allowed and/or approved in writing by Websys for moderations of Websys Product and/ or pursuant to any other terms and condtions herein, Websys shall be the sole administrator and/or moderator of Websys Product. Websys reserves all rights to allow or disallow external moderations of Websys Product or any part of Websys Product by, amongst other, the Customer and/ or any third parties, on case-by-case basis. In avoidance of doubt, right to moderations, if any shall not be deemed as rights to modify, discontinue or disable any Websys Product or any part of Websys Product, either on a permanent basis or temporary basis.

6.4 Service Modifications

> Unless otherwise specified in the applicable Schedule, no alteration or modification of the Service, at any time during the Initial Term, which reduces or downgrades the Services is permitted.

If the Customer requires any upgrade to the subscribed Service, which includes subscription of additional services by Websys, Websys will provide a fee quote to the Customer, and if Customer agrees, the Customer shall complete and execute a new Service Form. If the additional service us dependent on the continuation of the existing Services being subscribed by Customer, then the Initial Term and the period the additional service is not a renewal but is an increase of the Initial Service Term. A change will restart the Initial Service Term from the new SCD.

8.1 You shall maintain in confidence all information and data relating to Websys, it services, product, business afairs, marketing and promotion plans or other operations and its associated companies which are disclosed to you or behalf of Websys (whether orally or in writing and whether before, on or the date of this Agreement) or which are otherwise directly acquired by you from Websys, or any of its affiliate company, or created in the course of this Agreement. You shall further ensure that you only see such confidential information in order to use the Service, and shall not without Websys's prior written consent, disclose such information to any third party nor use it for any other purpose.

8.2 The above obligations of confidentiality shall not apply to the extent that you can show that the relevant information:

> was at the same time of receipt in your possession;

> is, or become in the future, public knowledge through no fault or omission on your part;

> was received from a third party having the right to disclose it; or

> is required to be disclosed by law and/or authorities.

9.1 Websys collects and processes your Personal Data in accordance with its Privacy POlicy. The Privacy Policy. The Privacy Policy applies to all of the Servidces and its terms are made a part of this Agreement by this reference.

9.2 Where applicable, you agree and consent to Websys, it is subsidiaries and any of its affiliate companies collecting, using, processing and disclosing Personal Data as further described in our Privacy Policy.

9.3 You acknowledge that Websys may disclose Personal Data of other individuals to you in the course of your use of Websys's Service. You represent and warrant that you will only use such Personal Data for the purpose for which it was disclosed to you by Websys, and not any other unauthorized purposes.

10.1 Websys and its licensors, where applicable, shall own all right, title and interest, including all related intellectual property rights, in and to Websys Product, the Software and/or the Application and by extension, the Service and including but not limited to, any suggestions, ideas, photographs, video graphs, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service.

10.2 The General Terms do not consitute a sale agreement and do not convey to you any rights of ownership in or related to Websys Product, the Service, the Software and/or the Application, or any intellectual property rights owned by Websys and/or its licensors. The name, logo, the Service, the Software and/or the Application and the product names associated with the Software and/or Application are trademarks of Websys or third parties, and no right or license is granted to use them. For the avoidance of doubt, the term the Software and the Application herein shall include its respective components, processes and design in its entirely

11.1 Websys and its licensors, grant you a revocable, non-exclusive, non-transferable, limited license to use and access Websys Product, the Application and/or the Software to use the Service, Subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by Websys and its licensors.

11.2 You shall not:

> license, sublicense, sell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Application and/or the Software and/or Websys product in any way;

> modify or make derivative works based on Websys product, the Application and/or the Software;

> mirror the Application/Software on any other server or wireless or internet-based device;

> except to the extent such restriction is prohibited under applicable law, disassemble, decompile, reverse engineer, decrypt or attempt to derive and code or extract software from, this Application or any software or services made available on or through the Application;

> use any manual or automated program or script, including but not limited to web spiders, web crawles, web robots, web ants, web indexers, bots, viruses or worms, or any program, which may make multiple server requests per second, to unduly burden or hinder the operation and/or perfomance of the Application, to conduct data mining or scraping activities, or in any way reproduce or circumvent the navigational structure or presentation Application or its content;

> use, post distribute or reproduce in any way copyrighted material, trademarks, or other proprietary information in whatsover from without obtaining the prior consent of the owner of such proprietary rights;

> remove any copyrights, trademark or other proprietary rights notices contained on the Application or Platform;

> use the Application to interfere with or disrupt the integrity or performance of the Application or the data contained therein;

> attempt to gain unauthorized access to the Application or its related software, system or networks;

> impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; or

> engage in any conduct that could possibly damage out reputation or amount to being disreputable;

12.1 During use of the Service, you may enter into correspondence or transactions, including but no limited to physical exchange of goods, with third parties who display or offer their goods and/or service through Websys Product or the Platform or Application.

12.2 Any such transactions, communication and/ or agreement as prescribed in Clause 12.1 above is strictly between you and the applicable third party, and Websys and its licensors shall have no liability or obligation for any such communication or agreement.

12.3 Neither Websys nor any of its affiliate companies endorses any applications or sites on the Internet that are linked through Websys Product or the Platform or Application, and in no event shall Websys, its licensors or its affilate companies be responsible for any content, products, services or other materials on or available from such sites or Third Parties Providers. Certain third party providers of transportation, goods and/or service may require your agreement to additional or different terms of use and privacy policies prior to your use of or access to such goods or services, and Websys is not a party to and disclaims any and all responsibility and/or liability arising from such agreements between you and the Third Parties Providers.

12.4 You acknowledge that such additional or different terms of use and privacy policies may apply to your use of such third party services. Websys shall not be liable for any information that you provide to or authorise us to provide to a third party, or for such third party's collection, use and disclosure of such information.

12.5 Websys may rely on third party advertising and marketing supplied through the Service and other to subsidize the Service and/or to earn additional revenue. You agree to receive such advertising and marketing.

12.6 You agree and allow Websys to compile and release information regarding you and your use the Service on an anonymous basis as part of a customer profile or similar report or analysis. You agree that it is your responsibility to take all precautions in all actions and interactions with any third party you interact with through the Service and/or advertising or marketing material supplied by third parties through the Service.

12.7 We may include hyperlinks to other websites or content on the Internet that are owned or operated by third parties ("Third Party Links"). Such Third Party Links are not under our control and we are not liable for any erros, omissions, delays, defamation, libel, slander, falsehood, obscenity, pornography, profanity, inaccuracy or any other objectionable material contained in the content, or the consequences of accessing, any linked website. Any hyperlinks to any other websites or content are not an endorsement or verification of such websites or content and you agree that your access to or use of such linked websites or content is entirely at your own risk.

12.8 You acknowledge that third parties and/or other Users may trade, offer, sell, buy, request and/ or exchange products, goods and/ or services via Websys Product or the Platform or the Application or any feature / function within the same ("the Trade"). You agree that in such event, Websys shall serve merely as a platform/ intermediary and shall not be responsible/ liable for the Trade and any disputes arising thereform.

12.9 You acknowledge that Websys shall have all rights in its sole discretion to facilitate payment flow between Third Parties Providers and Users for trading/ exchange of goods, products and/ or service within Websys Product or the Platform or the Application or any feature/ function within the same. In the event of payment flow without Websys's facilitation, Websys shall not be responsible to any liability arising from or in connection with such payment flow between Third Parties Providers and Users, if any.

13.1 Websys does not warrant or guarantee that the Service shall be error free or uninterrupted. Websys shall not be responsible for any unavailability or inaccessibility of the Service that may arises form or due to circumstance(s) which is beyond Websys's control. The Service may be interrupted due to:

> Technical difficulties or operational issues;

> Interruption or failure of the Internet or other means of data transmission over the network or facilities;

> Device used by you being faulty, not connected, switched off or not functioning;

> An occurrence of a Force Majeure Event; or

> An act of third parties.

13.2 In the event that you discovered that there is an interruption of the Service, it is your duty to notify Websys of such interruption of the Service. Websys shall use its best endeavour to restore the affected Services as soon as reasonably practicable upon the notification of the interruption of the Service.

14.1 Websys shall have the right to suspend the Service by giving written or verbal prior notice to the Customer in the following situation:

> If the Charges or for any Services(s) subscribe invoices remains unpaid or outstanding:

> Breach of Clause 6 of the General Terms;

> An occurrence of a Force Majeure Event;

> Interruption of the Service as stated in Clause 7 of the General Terms;

> Your use of the Service is not in compliance with the Applicable Law; and

> Any order or direction from an authority for Websys to do so.

14.2 Websys may reconnect a suspended Service once the event ceases.

14.3 If the reconnection of the suspended Service is due to the Customer's fault, Websys may impose a reconnection fee in the sum of RM500 per man day / as specified in the Service Form.

14.4 Notwithstanding Clause 11 and 12.1 above, you shall remain liable to pay all the applicable Charges to Websys during the interruption, suspension or loss of Services(s) or any part therof.

15.1 The Customer agrees that Services is for the initial term specified in the Servie Form (or in the applicable Schedule) which starts from the SCD ("Initial Term").

15.2 The customer also agrees that the Service subscribed shall automatically be renewed annually ("Renewed Service Term"), unless the Customer has submitted complete and duly excuted Termination Request Form to Websys of its intention to terminate the Service in accordance to Clause 16 of this General Terms.

16.1 Termination by the Customer

The Customer may either:

> terminate the Service or the Agent immediately, if:

(i) Websys is in breach of its obligation herein and/or Schedule; and

(ii) the Customer has issued a notice requiring Websys to remedy the same 30 days and that Websys has failed, neglected or refused to do so:

> terminate the Service upon the completion of the Initial Term by submitting complete and duly executed Termination Request From (please refer to Clause 16.6 for termination request form's access) to Websys being at least 14 days prior written notice before the expiry of the Initial Term, otherwise, the Service shall deemed to be renewed automatically as stated in Claused 15.2 above; or

> terminate the Service by submitting complete and duly executed Termination Request Form (please refer to Clause 16.6 for termination request form's access) to Websys (effective 90 days from date of submission of the Termination Request Form) during the Renewed Service Term only.

16.2 Termination for Convenience

If the Customer wishes to terminate the Agreement before the expiry of the Initial Term, then the Customer shall notify Websys by submitting complete and duly executed Termination Requests Form to Websys 90 days before the date of such termination. A cancellation fees shall be imposed on the Customer if the Service is cancelled within or before expiry of the Initial Term. The cancellation fees shall be equivalent to the Charges for the remaining period of the Initial Term, and if applicable, the subsidy, discount and/ or promotion the Customer benefitted during the Initial Term.

16.3 Termination by either Party

Either Party may terminate this Agreement immediately in writing if:

> an order is made or an effective resolution is passed for the winding up, dissolution or bankruptcy of the other Party, or for the reconstruction and amalgamation of the other Party otherwise under any Applicable Law;

> a receiver, receiver and manager, judicial manager, provisional liquidator, liquidator, trustee in bankruptcy or like official is appointed over the whole or substantially the whole of the undertaking of the Party;

> the other Party shall make any arrangement for the benefit of or enter into any arrangement with its creditors;

>a holder of an encumbrance takes possession of the whole or substantially the whole of the property of the other Party;

>execution is levied against the assets or undertaking of the other Party; and a claim may be made accordingly; or

>the other Party shall have infringed or violated any law or regulation pertaining to the use of the Services and such Party has failed, neglected or refused to remedy such an infringement or violation within the time frame stipulated by the relevant authority.

16.4 Termination by Websys

Without prejudice to any other right or remedy, Websys may immediately terminate this Agreement in the event that:

>after the expiry of 7 days of a demand for payment by Websys for any outstanding invoices or charges in arrears has been issued, and the Customer has not paid the sum demanded;

>the Customer is in breach of any material term in this General Terms and has not remedied the same to the reasonable satisfaction of Websys by the date specified in a prior written notice issued by Websys;

>after the SCD, the Customer is in default of any of its obligations or in breach of the applicable provisions as set out in the applicable Service Form and/or Schedule, and the Customer has failed, neglected or refused to remedy such defaults after receipt of a notice from Websys to do so by the date specified in such notice;

>the Customer has breached any agreement it may have entered into with an Affiliate and has failed to rectify and remedy such breach to the reasonable satisfaction of that Affiliate;

>Websys in receipt of a direction, order or notice issued by an appropriate authority either requiring Websys to terminate the provision of the Service to the Customer, suspend the Service or declaring that the use of the Service is contrary to the Applicable Law; or

>the Customer shall infringe or violate the Applicable Law pertaining to the use of the Service and has failed, neglected and/or refused to remedy the infringement or violation within the time frame stipulated by the relevant authority.

16.5 Termination for Force Majeure

>If either party is prevented or delayed in the performance of any of its obligations under this Agreement by a Force Majeure Event, then that party shall forthwith serve notice in writing on the other party specifying the nature and extent of the circumstances giving rise to Force Majeure and shall, subject to service of such notice, have no liability in respect of the performance of such of its obligations as are prevented by the Force Majeure events during the continuation of such events, and for such time after they cease as is necessary for that party, using all reasonable endeavors, to recommence its affected operations in order for it to perform its obligations.

>The party claiming to be prevented or delayed in the performance of any of its obligations under this Agreement by reason of Force Majeure shall take all steps as are necessary to bring the Force Majeure event to a close or to find a solution by which the Agreement may be performed despite the continuance of the Force Majeure event.

>If a Force Majeure Event occurs and continues for 30 continuous days, then either Party may in writing or in the event of such termination by the Customer, by Termination Request Form (please refer to Clause 16.6 for termination request form’s access) terminate the Service Form without any liability to each other, save for antecedent breaches and neither Party shall be liable for any breach, failure or delay in performance of its obligations pursuant to or of these terms (excluding Customer’s payment obligations), death or personal injury suffered.

16.6 Termination Notice by Request Form

Unless otherwise expressly required, any termination by Customer under this Agreement shall be made by completing and submitting to Websys copy(ies) of duly executed Termination Request Form via e-mail to operation@websys.com, containing the reasons of termination and all details required therein.

>Termination Request Form template may be accessible via https://websys.com/wp-content/uploads/2022/04/Websys-OPS-CC2-2022-03-REV3.0-Websys-Termination-Notice_Community-Name.pdf.

>Any termination by Websys under this Agreement may be made by issuing notice in writing in accordance with Clause 18 of this Agreement.

>By submitting the Termination Request Form to Websys in accordance with Termination Process prescribed in the Form and upon receipt by Websys, the Customer is deemed to have given notice in writing to Websys for termination of this Agreement.

16.7 Consequences of Termination

If the Customer terminates this Agreement pursuant to Clause 16.2 General Terms or if Websys terminates this Agreement pursuant to Clause 16.3 or 16.4 of the General Terms or pursuant to any other provision in the applicable Schedule that grants Websys a specific right to terminate due to a breach by the Customer, then Customer shall pay Websys the cancellation fees as well as any and all Charges in arrears;

>If Customer terminates this Agreement pursuant to Clause 16.1 or 16.3 General Terms or pursuant any specific provision in the applicable Schedule that grant the Customer a specific right to terminate due to a breach by Websys, the Customer is required to pay any Charges that are in arrears up to the date of termination;

>If the Agreement is terminated due to a Force Majeure Event pursuant to Clause 16.5 of the General Terms, the Customer shall pay any charges that are in arrears up to the date of termination and Websys shall not be liable to the Customer for any losses, damages or expenses suffered;

>Regardless of the Party terminating the Agreement, the Service shall cease to be provided by Websys on the date of termination; and

>Upon termination of this Agreement, Websys reserves all rights to push in-app notifications to the Users in the particular neighbourhood / community to notify such termination of Agreement and Service. In the event of termination due to default of payment by the Customer under Clause 16.4 above, Websys reserves all rights to notify via such in-app notifications to the Users of the particular neighbourhood/ community regarding such payment default by the Customer.

17.1 Direct Losses

Unless otherwise specified in the applicable Service Form and/or Schedule, the liability of each Party to the other for all damages, losses, costs or expenses arising out of, in connection with or related to the Service Form, regardless of the legal principle that imposes such liability, whether in contract, equity, intended conduct, tort or otherwise, will be limited to and will not exceed, (in the aggregate for all claims, actions and causes of action of every kind and nature), an amount equal to the aggregate value of the monthly recurring charges payable to Websys (excluding any third party recurring charges) for a 12-month period. This limit does not apply to any charges owed by the Customer to Websys, recovery of the balance Charges and/or any third party recurring charges incurred in order to provide the Service.

17.2 Indirect Damage

Neither Party shall be liable to the other Party under this Agreement for loss of production, loss of profit, loss of use, loss of business or market share, loss of data, revenue or any other indirect economic loss, or for any indirect, incidental, consequential, aggravated or exemplary damages, whether or not the possibility of such damages could have been reasonably foreseen.

17.3 Exclusion of Liability

Unless otherwise specified in the applicable Service Schedule, Websys shall neither be responsible for any third party services or products which you access, use or acquire (whether by yourself or by Websys acting on your behalf) together with the Service, for any loss or damage caused or contributed by such services or products to the Customer nor for any losses suffered by you due to any Service interruption or suspension.

Any notice, consent, approval, request or demand (each a “Notice”) permitted or required under this Agreement must:

>be in writing;

> signed by the authorised representative of the Party giving it; and

be delivered personally or by prepaid registered post or email to the contact person designated stated in the Service Form or Schedule.

>For the purposes of Clause 18 herein, the contact details of Websys are as follows:

a. Address: Unit 6, Level 4, SetiaWalk Mall (Block K SetiaWalk, Persiaran Wawasan 47160 Subang Jaya Selangor).

b. E-mail address: hello@websys.com

c. Phone: 016-238-9448

This Agreement is governed by, and to be construed in accordance with, the laws of Malaysia and the parties submit to the exclusive jurisdiction of the Kuala Lumpur Courts of Malaysia.

20.1 The Application, the Software, Websys Product, its content and any related service(s) is provided to you on an “as is” basis.

20.2 Websys makes no representation or warranties of any kind, express or implied, in connection with the Software, Application, Platform, Service, the General Terms, the content, goods/ products/ services provided by third-parties or other Users and/ or any related service(s). Although Websys makes reasonable effort to keep the Application up to date, Websys makes no representation, warranties, guarantees, whether express or implied, that such information is accurate, complete or up to date.

20.3 Websys shall not be liable for any direct, indirect or consequent loss arising from the modifications or amendments to the Software, Application, Service, Platform, or term of use.

20.4 You agree that you shall bear all risks arising out of your use of the Service or any other good, products and/ or services provided by Third Parties Providers and shall have no recourse against Websys in respect of the same.

21.1 Conclusive Evidence

The Parties agree that a certificate of indebtedness issued by Websys officer in charge of finance shall be binding evidence as to the amount due and owing by Customer to Websys and is conclusive in any legal proceedings, save for manifest errors or omissions.

21.2 Representation

>You represent and warrant that all information required and furnished by you to Websys in connection with the Service and in the Service, are correct and accurate in every material respect and are not false, misleading, deceptive, defamatory and/or unlawful.

>Nothing herein or the applicable Service Schedule shall imply any obligation on the part of Websys to verify the accuracy and authenticity of such information. In addition, you and Websys represent and warrant to each other that:

(i) each Party has the necessary capacity, authority, rights, licences and permissions to enter into and perform its obligations under this Agreement; and

(ii) the Service Form together with the General Terms and the applicable Schedule is a valid and enforceable agreement against a Party, notwithstanding any defect, deficiency or omission. Further Websys does not make any representations or warranty, whether express or implied, and excludes any implied warranties (whether arising by operation of Applicable Law, equity or common law) that the Service will achieve the expected functionality, will be error-free or uninterrupted, and/or is of a specified or of any quality.

21.3 Changes in Law

Should a new law or an amendment to an existing law occur that impacts the Service Form or the Service, then notwithstanding anything contained herein, the clauses herein shall be deemed to be amended to such an extent as is necessary to enable Parties to comply with such laws.

21.4 Variations of the Terms

Unless otherwise prescribed in the Schedule, Websys may vary, modify, add or delete these terms and conditions including terms in any Service Form and Schedule, at any time, and such amendments shall be effective once they are posted on http://172.16.8.202/project/cassiawest/index.php/agreement or the Application. It is the Customer’s responsibility to review the General Terms regularly. If the Customer uses and/or continues to use the Services after the date on which such variation comes into effect, such use shall be deemed acceptance of such variation by Customer.

21.5 Indemnity

By agreeing to the terms and conditions of the Agreement, the Customer shall indemnify Websys against any and all claims, demands, proceedings or fines made or imposed against Websys by a third party arising out of, in connection with or due to the Customer breach of these terms or in using the Services, including but not limited to the claims for defamation, infringement of intellectual property rights, death or personal injury, property damage.

21.6 Waiver

Only a written waiver of any breach, right or remedy is only effective if it is duly signed by the Party granting the waiver. Any failure or delay of a Party to exercise or enforce (including any partial exercise or enforcement of) any provision contained herein and/or any other indulgence given by that Party shall not be deemed as a waiver by that Party of its right, power, authority, discretion, remedy or right of action against the other Party in respect of any breach by the other Party of its obligations hereunder.

21.7 Recovery of Legal Costs

In any legal proceedings commenced by Websys against you, all legal costs and expense incurred by Websys shall be recoverable from you.

21.8 Entire Agreement

This General Terms and for each service that you have subscribed from Websys, the applicable Service Form and the Schedule shall together form the entire Agreement between the Parties.

21.9 Assignment

The Customer shall not assign any rights, interest, remedies and obligations herein without the prior written consent of Websys, whose consent may be withheld at its sole and absolute discretion. Websys, shall be entitled to assign, novate or transfer this Agreement or any of its right and remedies hereunder to any Affiliate without the consent of the Customer PROVIDED ALWAYS that Websys shall provide the Customer with a written notice of such assignment, novation or transfer. Nothing contained herein shall be deemed to confer any rights upon or be enforceable by any person other than the Parties hereto.

21.10 Severability

In the event any provision of this Agreement is held by a court of competent jurisdiction to be contrary to the law, the remaining provisions of this Agreement will remain in full force and effect.

21.11 Binding Effect

This Agreement shall be binding upon the permitted assigns and successors-in-title of the Parties hereto. It is further provided that this Agreement shall not be discharged or in any way affected by any change in the composition or identity of the Parties hereto by amalgamation, reconstruction or otherwise.

21.12 Cloud Network Infrastructure

Websys shall use its best efforts to ensure that the appropriate measures are taken to safeguard the security of its Customer’s data in its cloud network infrastructure in accordance to Malaysia laws and regulations.

In addition to the terms and conditions above, if you have subscribed to one or more products under WebsysCount Solution, you are fully subject to and bound by the additional terms stated in Section B herein.

0.1 Section A and C of this Agreement shall survive this section.

0.2 Section A shall at all material times be applicable and binding on the subscribers of one or more products under WebsysCount Solution under this section.

0.3 Section C shall only be applicable and binding on the subscribers of one or more products under WebsysCount Solution in the event the same subscribers subscribe to WebsysApp Guard.

0.4 In the event of silence of any terms in this section, such existing co-related terms contained in Section A (if any) shall apply.

1.1 In collaboration with Golive Technology Sdn Bhd (“Golive”), Websys shall make available an integrated cloud-based accounting software solution specially designed for property management corporations which consists of two (2) modules, namely Property Management System (“PMS”) and Property Accounting System (“PAS”) for subscription (“the WebsysCount Solution”).

1.2 It is agreed that when you subscribed to the additional service of WebsysCount Solution which is a Platform designed and provided by Golive as a means to manage, access and process the accounting transactions within functional modules including but not limited to: ownership management, meter management, billing and invoicing, accounts payable, accounts receivable, general ledger, trial balance and audit reports, you also acknowledge and agree to adhere to Golive’s terms and conditions.

1.3 In the event of any discrepancies between Golive on Websys’s terms, Websys’s terms shall prevail and take precedence.

1.4 You agree that Golive shall be solely responsible for the functionality of the WebsysCount Solution. Websys is not responsible for the acts and omissions of Golive and/or its agent, employees and contractors as Websys does not have any control over any of Golive’s actions.

1.5 All information which you have provided in Websyscount Solution, including your Personal Data, will be provided to Golive for the purpose of allowing Golive to perform the services.

1.6 You further agree and undertake to provide all information required for the setup, implementation and migration of the WebsysCount Solution including but not limited to billing item, company master and invoice footer, lot owner master, meter setup, chart of accounts, user creation, credit master, creditor opening balance, opening balance, other debtor master, other debtor opening balance and owner outstanding list within a period of ONE (1) month from the date you signed the WebsysSolution Community Service Form. For the avoidance of doubt, if you failed, hindered and/or delayed in providing Websys and/or Golive the required information within the stipulated period and/or any extension of time permitted by Websys, Websys is entitled to treat your act and conduct as a breach of material terms, terminate this Agreement immediately and the Charges made by you shall be forfeited.

2.1 Subject to the terms and conditions of this Agreement, the Customer is granted a limited, non-transferable, non-exclusive right to access and use the WebsysCount Solution via its Platform.

2.2 Websys and Golive retain all rights, titles and interests in WebsysCount, including without limitation to all intellectual property rights therein. The Customer shall not sell, lease, license, loan or otherwise transfer or dispose of WebsysCount.

2.3 Websys and Golive shall be the owner of any improvements or enhancements made to WebsysCount, including but not limited to such improvements or enhancements based on feedback provided by the Customer, and the Customer hereby assigns to Websys and Golive all rights and titles to such improvements or enhancements and will execute all documents necessary to effect such ownership.

2.4 The Customer undertakes and agrees:

(a) not to make any copies of the WebsysCount Solution;

(b) not to use the WebsysCount Solution or Confidential Information for any purpose not specified in this Agreement;

(c) not to decompile, reverse engineer, disassemble or otherwise attempt to reconstruct or discover the source code of the WebsysCount Solution;

(d) not to alter, merge, modify, translate, adapt, or prepare any derivative work based upon the WebsysCount Solution;

(e) not to sell, rent, lease, network, loan, sublicense, assign, disclose, distribute, or otherwise transfer the WebsysCount Solution;

(f) not to make any attempt to undermine the security or integrity of Websys’s computing systems or networks;

(g) not to use, or misuse the WebsysCount Solution in any way which may impair the functionality of the WebsysCount Solution, or impair the ability of any other User to use the WebsysCount Solution;

(h) to use the WebsysCount Solution for lawful and proper purposes and comply with all applicable laws, regulations and conventions;

(i) not to seek unauthorised access to the WebsysCount Solution by any means whatsoever; and

(j) to keep the username, password or account, and all information required in connection with your use of the WebsysCount Solution confidential and up to date.

3. SUPPORT

3.1 Any queries made for WebsysCount Solution shall be addressed in writing directly to Websys. Websys will not entertain any such queries not made in compliance with terms and conditions herein. Support will be given by Websys upon receiving such queries and during Websys’s working hours only. Any queries received on non-working hours will be entertained in the upcoming working hours. Websys will use its best endeavours to serve your best support.

4. LOGIN DETAILS AND PASSWORD

4.1 The Customer will ensure that all login details, usernames and passwords required to access the WebsysCount Solution are kept secure and confidential.

4.2 The Customer agrees that the Customer will be solely responsible to Websys for all activities that occur under the Customer’s account.

4.3 The Customer will immediately notify Websys (for WebsysCount or WebsysCount 2/0) and/or Golive (for Websyscount only) of any unauthorised use of passwords or any other breach of security.

5.1 Among other things, the operation and availability of the systems used for accessing the WebsysCount Solution including computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the WebsysCount Solution. Websys is not in any way responsible for any such interference nor prevention of the Customer’s access nor use of the WebsysCount Solution.

5.2 Websys will not be liable in any manner if the WebsysCount Solution is not available at any time or for any period for any reason.5.3 If for any reason Websys has to interrupt the WebsysCount Solution for longer periods than Websys would normally expect, Websys will use reasonable endeavours to publish in advance details of such activities on the Application and/or via email in advance.

5.3 If for any reason Websys has to interrupt the WebsysCount Solution for longer periods than Websys would normally expect, Websys will use reasonable endeavours to publish in advance details of such activities on the Application and/or via email in advance.

6.1 The Customer acknowledges that:

(a) the Customer shall only use the WebsysCount Solution for the Customer’s lawful internal business and/or management purposes, in accordance with the terms and conditions of this Agreement;

(b) the Customer is authorised to use the WebsysCount Solution to access the information that the Customer accesses using the WebsysCount Solution (whether that information is the Customer’s own or that of anyone else) then Websys will assume that the Customer has obtained the necessary rights and/or permission to do so and that the Customer will be liable for the Customer’s actions or omissions (including any breach of the terms and conditions this Agreement);

(c) the provision of, access to, and use of, the WebsysCount Solution is on an “as is, where is” basis and at the Customer’s own risk;

(d) Websys is not the Customer’s accountant or financial advisor and the use of the WebsysCount Solution should not be a substitute for professional third party accounting or financial advice. Any accounting, financial, tax, or related questions or issues should be referred to a third party professional; and

(e) it is the Customer’s sole responsibility to determine that the WebsysCount Solution meets the needs of the Customer.

7.1 Websys gives no warranty about the WebsysCount Solution, and does not warrant that the WebsysCount Solution will be error-free, timely, reliable, entirely secure, virus-free, available or that it will be suitable for the Customer’s purposes or requirements to the maximum extent permitted by law.

7.2 To the maximum extent permitted by law, Websys excludes all liability and responsibility to the Customer whether arising from negligence, breach of contract or otherwise for any incidental, special, indirect, exemplary, consequential or any other damages relating to the use of or inability to use or reliance on the WebsysCount Solution.

7.3 Websys does not make any guarantees that there will be no loss of data, and this Agreement expressly excludes any liability for any loss of data no matter how caused.

7.4 Where Websys is not legally entitled to exclude its liability, Websys’s total liability for any loss or damage relating to the Customer’s use of or inability to use the WebsysCount Solution, the Software or the Website shall not exceed an amount equal to the Subscription Fees which the Customer has paid to Websys in the previous month.

7.5 Nothing in these terms however will exclude or limit Websys’s liability for death or personal injury caused by its negligence nor for fraudulent misrepresentation.

This section contains terms and conditions on top of all the above to be applicable and binding on, inter alia, subscribers and users of the WebsysApp Guard.

1.1 Section A and B of this Agreement shall survive this section.

1.2 Section A shall at all material times be applicable to and binding on the subscribers of WebsysApp Guard under this section.

1.3 Section B shall only be applicable to and binding on the subscribers of WebsysApp Guard herein in the event the subscribers of WebsysApp Guard subscribe to WebsysCount.

1.4 The Customer may subscribe to WebsysApp Guard as an optional add-on to the Service as prescribed under Clause 4.1 of Section A above.

1.5 In the event of silence of any terms in this section, such existing co-related terms contained in Section A (if any) shall apply.

2.1 Subject to the terms and conditions of this Agreement and upon subscription, the Customer and/ or User is granted a limited, non-transferable, non-exclusive right to access and use of the WebsysApp Guard.

2.2 Websys retains all rights, titles and interests in WebsysApp Guard, including and not limited to all intellectual property rights therein. The Customer shall not sell, lease, license, loan or otherwise transfer or dispose of the WebsysApp Guard.

2.3 Websys shall be the sole owner of WebsysApp Guard, including but not limited to any suggestions, ideas, enhancement requests, feedback, recommendations, improvements and/ or enhancements provided and made to WebsysApp Guard.

2.4 No rights or license shall be granted to the Customer to use the trademarks of Websys, including but not limited to the name, logo, components, processes and design contained in WebsysApp Guard.

3.1 General

(a) Unless otherwise expressly agreed in writing or as specified in the applicable Schedule, the Customer and/or User may only use WebsysApp Guard in accordance with Applicable Law and for their intended use and lawful purpose only, and is neither permitted to sell, resell, hire, lease (including sub lease), licence (including sub-licence), rent, offer, provide or sub-provision WebsysApp Guard, or any portion thereto whether for consideration or otherwise to any third party nor use the Service for any fraudulent, unlawful, illegal or improper purpose or in breach of any applicable laws and regulations, including tampering, altering, adjusting, removing, diverting, abusing or affecting WebsysApp Guard.

(b) The Customer also agrees that Websys shall not be held responsible and/or liable for any interruption or suspension caused to WebsysApp Guard due to the fault of the Customer and/or its affiliates, employees, officers, subcontractors and/or agents.

3.2 In the event there is any breach or non-compliance of the terms in Clause 3.1 above, the Customer acknowledges and agrees that Websys shall not be responsible for any losses, damages or liabilities that may arise due to the Customer and/or User’s fault. The Customer agrees to assume full responsibility and liability for all the losses, costs, or expenses arising in connection with or related to WebsysApp Guard.

4.1 The Customer acknowledges and undertakes that:

(a) the Customer and/ or User shall only use the WebsysApp Guard for lawful purposes, in accordance with the terms and conditions of this Agreement;

(b) the provision of, access to, and use of, the WebsysApp Guard is on an “as is, where is” basis and at the Customer’s and/ or User’s own risk; and

(c) it is the Customer’s sole responsibility to determine/ ensure that the WebsysApp Guard meets the needs of the Customer and/ or User.

5.1 The Customer shall ensure that all login details, usernames, e-mail addresses and passwords required to access WebsysApp Guard are kept secured and confidential.

5.2 The Customer agrees that Websys shall not be responsible/ liable for activities under the Customer’s or the User’s accounts.

5.3 The Customer shall immediately notify and/ or procure the User to notify Websys of any unauthorised use of passwords or any breach of security. Websys shall not be liable for any such failure herein.

6.1 Websys gives no warranty about WebsysApp Guard, and does not warrant that WebsysApp Guard will be error-free, timely, reliable, entirely secure, virus-free, available or that it will be suitable for the Customer’s and/ or the User’s purposes or requirements to the maximum extent permitted by law.

6.2 To the maximum extent permitted by law, Websys excludes all liability and responsibility to the Customer and/ or User whether arising from negligence, breach of contract or otherwise for any incidental, special, indirect, exemplary, consequential or any other damages relating to the use of or inability to use or reliance on the WebsysApp Guard.

6.3 Websys does not make any guarantees that there will be no loss of data, and this Agreement expressly excludes any liability for any loss of data no matter how caused.

6.4 Where Websys is not legally entitled to exclude its liability, Websys’s total liability for any loss or damage relating to the Customer’s and/ or the User’s use of or inability to use WebsysApp Guard shall not exceed an amount equal to the Subscription Fees which the Customer has paid to Websys in the previous month.

Last Updated: 16th August 2024