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WALF ASIA SDN. BHD (Company No. 1255343-X) ("Company” or "we” or "us”) welcomes you as a Seller (as defined in the Terms and & Conditions) on our website, http://www.klokal.com (the "Website”). Your use of the Website and specific tools for sellers is governed by the following Seller Agreement.

 

1.     Acceptance of Terms

1.1    Scope of Seller Agreement

1.1.1 The provisions below set out your rights and obligations as a Seller on the Website. You may view a copy of this Seller Agreement through the link set out on the main page of the Website.

1.1.2 This Seller Agreement is to be read together with the Policies and collectively represent a legally binding agreement between you and the Company.

1.1.3 All capitalized terms not otherwise defined herein shall have the meaning ascribed to the same in the Terms and Conditions.

1.2     Use of Services by Seller

1.2.1 The Company provides e-commerce facilities and services via the Website, as more particularly described in 2.1 enabling the sale and purchase of Products between Members of the Website and includes Services.

1.2.2 By accessing, browsing and/or using the Website and accessing the tools provided for Sellers, you are deemed to have irrevocably and unconditionally agreed to this Seller Agreement. Please refrain from selling on the Website if you do not agree to any of the terms in this Seller Agreement.

1.3.   Amendment of Seller Agreement

1.3.1 The Company shall be entitled at any time and from time to time, to modify, amend or change this Seller Agreement as appropriate and at our sole and absolute discretion. In such instance, the Company shall notify you of such amendments or changes (including the effective date for the same) via an announcement to be published on the main page of the Website and/or your Seller Store, and you shall thereafter be bound by such modified Seller Agreement. As such, it is your responsibility to regularly visit the Website, view this Seller Agreement and other Policies, and keep yourself updated on any changes made to the same.

1.3.2 Please do not sell on the Website if you are not agreeable to any amendments or modifications of this Seller Agreement. You agree to sell on the Website at your own risk, and your use of the Website and tools for Sellers following any amendment or modification of the Seller Agreement constitutes your agreement and acceptance to be bound by the same.

1.3.3 We do not take any responsibility or agree to indemnify you for losses you suffer arising from the modified Seller Agreement or your own failure to keep yourself updated on the modifications to Seller Agreement, and you irrevocably agree to hold us harmless or indemnify us from any losses that you may suffer therefrom.

1.4    Company's Policies to Prevail

1.4.1 You hereby agree and understand that this Seller Agreement, read together with the Terms and Conditions, shall prevail in respect of any matters addressed herein.

1.4.2 In the event of any conflict between any specific terms listed on your Product page/ Seller Store and this Seller Agreement regarding such matter, this Seller Agreement shall override such terms and you hereby agree to be bound by the provisions of this Seller Agreement in its entirety.

 

2.   Services for Sellers

2.1    General Services

2.1.1 In operating the Website, the Company provides the following services for you as a Seller:

(a) advertising and marketing campaigns to promote the Website;

(b) provision of Payment Protection Services for Transactions made via the Website;

(c) feedback rating and review system for Members to submit their comments and rating in respect of Products purchased; and

(d) provision of services such as payment gateway, logistics and fulfilment services (which may be through third parties).

2.2. Specific Seller Services

As a Seller, you will have access to Seller Credits. Seller Credits is your account on the Website which is used for Settlement Amount transactions and payment on the Website.

2.3    Seller Rating

2.3.1 We will grade your performance as a Seller on our Website based on such criteria as the Company shall determine from time to time and accord you a Seller Rating.

2.3.2 In the event of any misbehaviour on our Website, or any breach of the Terms and Conditions or this Seller Agreement, we reserve the right to review and downgrade your Seller Rating. Our decision is final and cannot be contested.

2.4    Use of the Website

2.4.1 In using the Website, you are responsible for maintaining the confidentiality of your account and password, and for restricting unauthorized access to your account. You hereby agree to accept responsibility for all activities that occur under your account.

2.4.2           While using the Website as a Seller, you will not:

(a) post or list inappropriate content or Products on the Website as more particularly described in 5;

(b) violate any laws, third party rights, or Company policies including but not limited to policies relating to prohibited items as set out in 4.3;

(c) manipulate the price of any Product or interfere with another Seller’s listings;

d) circumvent or manipulate the fee structure, the billing process or any fees owed to the Company;

(e) take any action that may undermine the feedback or ratings systems;

(f) transfer your account to another party without the Company's consent;

(g) copy, modify, or distribute the contents from the Website and the Company's Intellectual Property Rights or involving any third party;

(h) harvest or otherwise collect information about the Members or third parties as may be available on the Website, including but not limited to email addresses, without their consent; and/or

(i) use existing Member’s accounts or create new Member accounts in order to circumvent or avoid, buying or selling limits, and other restrictions by the Company.

2.5    Requirements to Become a Seller

2.5.1 You must be 18 years old and above, and must be able to form legally binding contracts to be a Seller on the Website.

2.5.2           To complete the registration, you must submit the following:

(a) a copy of the necessary business licenses or company documents or your personal details as requested by the Company (for Seller with business / company registration);

(b) your current and up-to-date contact information including but not limited to your email address, mobile phone number, fixed landline number and residential or an office address (as the case may be);

(c) your bank account information together with documents, as required by the Company, evidencing that the bank account is owned by and in the name of you or your company or business; and

(d) such other information that the Company deems necessary from time to time.

2.5.3 For existing Seller, failure to provide the above documentation within the prescribed period ("Prescribed Period”), the Company reserves the right to terminate or cease the Member’s account without prior notice.

2.6    Rights of Company

2.6.1 General Rights. The Company reserves the right to refuse registration, suspend or cease provision of any Services, terminate accounts, remove or edit the contents, or cancel Orders in its sole and absolute discretion.

2.6.2 Right of Removal Due to Breach of Terms or Law. Without limiting other remedies, the Company may limit, suspend, or terminate the Website, its Services and Member’s accounts, prohibit access to the Website and its contents, delay or remove hosted contents and take technical and legal steps to keep you off the Website if, based on the Company's sole and absolute discretion, the Company is of the view that you are or may be potentially creating problems or possible legal liabilities, infringing the Intellectual Property Rights of the Company and/or of third parties, in breach of any of the Terms and Conditions or this Seller Agreement or acting inconsistently with the letter or spirit of the Policies.

2.6.3 Repeated IPR Infringement. Additionally, the Company may suspend or terminate your account if you are a recurring infringer of the Intellectual Property Rights of third parties.

2.6.4 Dormant/Inactive Account. Where there are no sales of the Products on your Seller Store or where you have been inactive for more than twenty-four (24) months, the Company reserves the right to cancel your seller account and/or remove all Product listings in your Seller Store without notice to you.

2.7    Penalties

2.7.1           As a Seller, you hereby agree to the following:-

(a) General Penalties. In the event of any breach of this Seller Agreement and/or the Terms and Conditions, the Company reserves the right to impose such penalties as listed in Appendix A1.

(b) Specific Penalties. In addition to the general penalties described in 2.7.1(a) above, in the event of the breach of specific provisions of this Seller Agreement and/or the Terms and Conditions, the Company reserves the right to impose such specific penalties as listed in Appendix A2.

 

3.   Service Charges

3.1 Joining as a Seller on the Website is free. However, the Company charges for certain Services as stipulated in the Charges Schedule listed in the Seller area of the Website.

3.2 When you use a tool, application and/or a service offered by us on the Website that has a charge, you will have an opportunity to review and accept the charges that will be charged for such tool, application and/or service which you intend to use.

3.3 All charges chargeable on such Services are subject to SST and other taxes under all applicable laws and regulations, and the Company may charge you such SST and other taxes additionally.

 

4.   Listing of Products for Sale

4.1    Pricing of Products

4.1.1 Setting of Prices. You may upload, advertise and offer your Products for sale on the Website, and are at liberty to set your own prices for the same.

4.1.2 Price Manipulation. Notwithstanding the aforementioned, the price stated for each Product must be an accurate representation of the sale and you are not allowed to manipulate the price of any Product. Where you are in breach of this 4.1.2, we reserve the right to suspend your Product listing without notice to you and further impose any General Penalty at our discretion.

4.1.3 Charging of SST. Charging of SST. Where you are required by law to charge SST on the Products, you shall ensure any price stated in respect of the Products shall clearly state the SST applicable. You shall issue receipts or tax invoices to Buyers, upon their request or if such issuance is required by law.

4.2. Legality of Products

4.2.1 Legal Requirements. You hereby agree and undertake that that all Products sold by you on the Website:

(a) shall be genuine and not counterfeit or replica items;

(b) shall be Products:

(i) which are lawful and legal to be sold in Malaysia and are in compliance with all applicable laws, including but not limited to the Sale of Drugs Act 1952, Food Act 1983, Consumer Protection Act 1999 and the Communications and Multimedia Act 1998;

(ii) which you are legally authorised to sell or provide;

(iii) which are not Prohibited Products, as described in 4.3 below; and

(c) do not infringe the Intellectual Property Rights of any third party.

4.2.2 Furnishing of Evidence. Where requested by the Company, you shall immediately furnish such evidence as necessary to prove that:

(a) you have obtained all required approvals, licences, authorisations and/or certification from all relevant parties including but not limited to the appropriate authorities and/or brand owners or principals for the sale of Products listed by you on the Website;

(b) you are the owner and/or are authorised or licensed to use any Intellectual Property Rights embedded in or used in conjunction with the Products listed by you on the Website.

4.2.3 Failure to comply with 4.2.1 and 4.2.2 shall entitle the Company to impose on you any and all of the General Penalties at the Company’s discretion. Further, in the event of a breach of 4.2.1(a), the Company shall be entitled to impose the Specific Penalty listed in Item 3 of Appendix A2.

4.3    Prohibited Products

4.3.1 You are not allowed to upload, advertise, offer for sale and/or sell Prohibited Products. For details, please refer to the list of Prohibited Products as set out in Appendix B.

4.3.2 Failure to comply with this 4.3 shall entitle the Company to impose on you any and all of the General Penalties at the Company’s discretion.

4.4      Description of Products

4.4.1 Accuracy of Product Description. You shall provide accurate and non-misleading descriptions of the Products, and shall ensure that the following are clearly stated in the said descriptions:

(a) the Original Price for the Products;

(b) the Seller’s Discount (if applicable);

(c) the Discounted Price for the Products (if applicable); and

(d) any additional costs or fees including Shipping Fee and/or taxes (if applicable).

4.4.2 No Reference to other E-Commerce Business. You shall ensure that any description of Products uploaded to the Product page and/or Seller Store on the Website shall not in any way make reference to, or name any other e-commerce platform or similar/competing business, whether by way of text or images.

4.4.3 Failure to comply with 4.4.1 and/or 4.4.2 shall be subject to the Specific Penalty as set out in Item 5 and Item 6 of Appendix A2 respectively.

4.5    Product Enquiries from Members

4.5.1 Where you receive an Enquiry from Members via the Q&A section on your Product page, you shall respond to such Enquiry:

(a) with accurate and complete information; and

(b) in a prompt and efficient manner, within one (1) Business Day from receipt of the said Enquiry, or such other time period as may be required under the Seller Service Levels.

4.5.2 Failure to comply with this 4.5.1 shall be subject to the Specific Penalty as set out in Item 7 of Appendix A2.

4.6    Prohibition on Direct Dealing

4.6.1 As a Seller, you are prohibited from directly entering into a Transaction with a Buyer without using the Payment Protection Services provided by the Company on the Website.

4.6.2 All communications regarding Transactions or potential Transactions with other Members or Buyers shall be made through the Website.

4.6.3 Failure to comply with this 4.7 is a major breach of this Seller Agreement, and shall entitle the Company to impose the Specific Penalty as set out in Item 8 of Appendix A2 as well as any and all of the General Penalties.

4.7    Adequate Stock

4.7.1 As a Seller, you shall be responsible to ensure that there is adequate stock of Products to meet demand at all times. Where the stock of Products is inadequate to meet demand, you must suspend the sale of such Products on the Website until adequate stock becomes available again.

4.7.2 Failure to comply with this 4.8.1 shall be subject to the Specific Penalty as set out in Item 9 of Appendix A2.

 

5.   Uploading of Content

5.1    Requirements for Content

5.1.1 When posting reviews, comments, questions, photos, videos and upload other contents and information on the Website, you must ensure that such content:

(a) is accurate and not misleading;

(b) is not illegal, obscene or threatening;

(c) is not defamatory or libellous;

(d) is not invasive of privacy;

(e) does not include any personal data in contravention of the Personal Data Protection Act 2010;

(f) is not commercial solicitation, pyramid schemes, chain letters, mass mailings or any form of "spam”;

(g) is not political campaigning in any form;

(h) does not consist of or contain computer viruses or other forms of computer codes, technologies or programs that may harm the Website, or the interests or property of Members;

(i) does not infringe the Intellectual Property Rights of the Company and/or any third party;

(j) does not violate this Seller Agreement, the Terms and Conditions, Privacy Policy or any other policies of the Company as made known to you directly or through the Website; and/or

(k) is otherwise injurious or objectionable to the Company or any third parties.

5.1.2 False identity. You shall not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of content uploaded by you.

5.1.3 Failure to comply with 5.1 shall entitle the Company to impose on you any and all of the General Penalties at the Company’s discretion.

5.2      Removal of content by the Company

5.2.1 No Obligation to Monitor. You acknowledge that the Company shall have the right but not the obligation to monitor and edit any content uploaded by you. Notwithstanding any monitoring, the Company takes no responsibility and assumes no liability for any content posted by you and reserves the right, but not the obligation, to remove any content posted on the Website.

5.2.2 Indemnity. You shall indemnify the Company against all claims resulting from content posted, supplied or uploaded to the Website by you.

 

6.   Fulfilment of Orders

6.1    Acceptance of Order

6.1.1 Confirmation of Order

(a) Where an Order for a Product has been paid for by the Buyer, the status for the Order will be automatically changed to "Payment Confirmed”, and you will receive an Order Notification via the Website system.

(b) You shall confirm details of the Order by clicking the "Purchase Approved” button on the Website, after which the status for the said Order will be automatically changed from "Payment Confirmed” to "In Process”.

6.1.2   Acceptance for Pre-Order Products

(a) You are not allowed to list any Product as a "Pre-Order Product” except where such Product is as part of an exclusive promotion specifically authorised by the Company.

(b) For pre-ordered Products, you must state the date when the Product will be ready for delivery.

6.1.3   Non-Compliance

(a) Failure to comply with:-

(i) 6.1.1 shall entitle the Company to impose on you the Specific Penalty set out in Item 11 of Appendix A2;

(ii) 6.1.2 shall:-

(a) result in the Order being treated as a regular Order, and the provisions of 6.1.1 and 6.1.2 relating to acceptance of Order shall apply; and

(b) entitle the Company to impose on you the Specific Penalty set out in Item 12 of Appendix A-2.

6.2      Delivery of Product

6.2.1 Order fulfilment

(a) You will be required take all steps to ensure that the Products are shipped out to the Buyer within the applicable lead times for Order fulfilment as set out in the Seller Service Levels.

(b) Once the Product has been shipped out for delivery, you will need to perform the following steps on the Website:-

(i) click on the "Purchase Shipped” button in the Seller area of the Website,; and

(ii) submit the delivery details for the Order, including the tracking number (as provided by the courier company) and such other particulars pertaining to the Order as necessary.

Upon completion of the above steps, the status for the Order will be automatically changed from "In Process” to "Purchase Shipped”.

6.2.2 Mode of Delivery by Seller by Third Party Service Providers appointed by Company

The Company shall provide delivery service and other services relating to delivery to you, in association with third party service providers. This service shall be provided in accordance with such terms as the Company shall make known to you.

6.2.3 Time Period for Delivery to Buyer

(a) You shall take all reasonable actions for the Buyer to receive the Product within the time period specified on your Product page.

(b) If you fail to deliver the Product within such period without proper, reasonable and acceptable justification, the Company shall be entitled to impose on you the Specific Penalty set out in Item 13 of Appendix A2, and any and all of the General Penalties at the Company’s discretion. Further, the Company shall not be responsible or liable for any losses or damages suffered by you due to such action as may be taken by the Company and/or the Buyer.

6.3    Loss of/Damage to Product During Delivery

6.3.1 Seller to Bear Loss. In the event where such Product is lost or damaged during delivery to the Buyer, you shall be responsible to bear the costs of refund for such lost or damaged Product to the Buyer notwithstanding that such loss or damage was caused by the courier service company.

6.3.2 Seller to Claim Compensation. Any compensation to be recovered from the courier service company thereafter will need to be personally initiated by you, and not the Buyer.

6.3.3 Right to Use Settlement Amount. For the avoidance of doubt, the Company reserves the right to utilise all or any part of the Settlement Amount to resolve any claims the Buyer may make in respect of the lost or damaged Product.

6.4    Packaging for Orders

6.4.1 Secure Wrapping. You hereby agree that you shall ensure that any and all Products are securely wrapped during the process of transporting and delivery to the Buyer so as to ensure the safety and integrity of the same.

6.4.2 No Use of other E-Commerce Business Packaging. You are strictly prohibited from using branded packaging materials of online e-commerce marketplaces other than KLOKAL, failing which you shall be subject to the Specific Penalty as set out in Item 14 of Appendix A2.

6.5      Promotional Free Gifts

6.5.1 You shall be required to honour any free gift promotions to all Buyers as specifically stated in your Product page.

6.5.2 In the event that you fail to comply with this provision, the Company shall be entitled to impose the Specific Penalty set out in Item 15 of Appendix A2.

 

7.   Cancellation and Refund

7.1    Cancellation of Order

7.1.1           Cancellation by Buyer

(a) Before Delivery

Buyers may, without your approval, cancel their Orders at any time before the Product is prepared/arranged for delivery to the Buyer, being any time before the status of the Transaction is updated on the Website as "Purchase Approved”.

(b) During Delivery Preparations – only with Seller Approval

Once preparations for delivery of the Product is in progress (where the status on the Website is stated as " In Process"), any cancellation will require your approval, subject always to the terms of this Agreement.

(c) No Cancellation After Delivery

(i) Once a Product has been shipped out to the Buyer, the status for the Order on the Website shall be changed to "Purchase Shipped".

(ii) The Order cannot be cancelled from this point onwards, and any cancellation will need to be made via the return process as set out in the Cancellation and Refund Policy.

7.1.2 Cancellation by Seller

If any Order or Transaction is cancelled due to reasons attributable to you, including but not limited to unavailability of stock for the Products, delay in sourcing the Products and/or Product wrongly advertised or wrongly priced by you, and/or where Order cancellation rate is not in compliance with the Seller Service Levels, the Company shall be entitled to impose on you any and all of the General Penalties, as well as the Specific Penalty set out in Item 16 of Appendix A2 at the Company’s discretion.

7.1.3 Cancellation by Company

The Company reserves the right, at its sole and absolute discretion, to cancel any Order or Transaction where the Company is of the view that you are in breach or are potentially in breach of any of the Terms and Conditions or this Seller Agreement, or are acting inconsistently with the letter or spirit of the Policies.

 

7.2 Refund

7.2.1 Please refer to the Cancellation and Refund Policy for further information in relation to your obligations as a Seller in respect of refunds.

8.   Settlement

8.1    General

8.1.1 The amount payable by the Company to you for any Transactions completed through the Website is referred to as the Settlement Amount.

8.1.2 Your Settlement Amount is to be paid by way of depositing the same into your Seller Credits account.

8.2    Calculation of Settlement Amount

8.2.1 The Settlement Amount shall be calculated by deducting the Commission Charges whereby the Commission Charges shall be calculated based on the Original Price or Discounted Price (as the case may be), at the rate stated for a particular category

8.2.2 The Company will deduct the Commission Charges from the Total Original Price or Discounted Price, and the balance, being the Settlement Amount, shall be directly deposited into your Seller Credits account on the Website.

 

Examples of calculation

For the purchase of 8 items at RM22.00 per/item from a buyer

Total Original Price or Discounted Price

=

RM176.00

Commission Charges

=

9% of the Original Price or the Discounted Price

=

9/100xRM176.00

=

RM15.84

Settlement Amount

=

RM176.00 – RM15.84

=

RM1160.16

Note: The rate used for the Commission Charges of the Product above are for illustration purposes only.

 

8.3 Payment of Settlement Amount

The Settlement Amount shall be paid to the Seller within seven (7) Business Days from the date of Purchase Confirmation, as described in 8.4 below, unless otherwise agreed mutually between the Company and the Seller.

8.4 Purchase Confirmation

A Transaction between you and a Buyer is regarded as complete only upon the occurrence of Purchase Confirmation as follows:

 

Type of Confirmation

Procedures for Purchase Confirmation

1.

Website Confirmation by Buyer

(a) A Buyer will confirm receipt of the Product ordered and delivered in satisfactory condition ("Successfully Delivered”) by logging on to the Website and clicking on the "Purchase Delivered” button accessible under the Buyer’s page.

(b) The status of the transaction will be changed to "Purchase Completed”.

2.

Auto Confirmation by the Website System

(a) If a Buyer fails to confirm receipt of the Product on the Website in the manner set out in item 1 specified above, the Product will be deemed to have been Successfully Delivered seven (7) days after the Product has been delivered to the Buyer as evidenced by the tracking data provided by the logistics company.

(b) The Website system will automatically change the status of the transaction on the Website as "Purchase Delivered” upon the expiry of the seven (7) days referred to above.

8.5 Commission Charges

Commission Charges for Seller will be at 9%. Commission Charges is inclusive of the Payment Gateway Fees but excluding Shipping Charges. We may provisionally revise the Commission Charges for certain Seller from time to time.

8.7 Deferment of Settlement

Notwithstanding the provisions of Articles 8.2 and 8.3, the Company reserves the right to defer the payment of any Settlement Amount due to any expense or loss which may have arisen due to your fault, or in order to protect against the risk of liability or any other reason as may be specified under the Seller Agreement, such expense or loss to include Shipping Fees and Penalties incurred pursuant to your breach/non-compliance with any of the provisions of this Agreement and/or the Seller Service Levels.

 

9.   Seller Performance Management

9.1    Purpose

9.1.1 In order to maintain minimum levels of customer service and ensure operational service quality for Members, the Company has established a Seller Performance Management Program ("Program”).

9.1.2 Under the Program, you will be required to ensure that the performance of your obligations as a Seller comply with and meet or exceed the minimum Seller Service Levels across key customer service and operational/logistic dimensions, as determined by the Company from time to time.

9.1.3 Compliance with the Program is COMPULSORY for all Sellers.

9.2    Seller Service Levels

9.2.1           As a Seller, you are required to comply with the Seller Service Levels.

9.2.2           The Company shall have the right to review the Seller Service Levels from time to time, and it shall be your responsibility to keep yourself updated on any changes made to the same.

9.3 Penalties for Non-Compliance with Seller Service Levels

Where you are unable to meet the minimum threshold for the Seller Service Levels, the Company shall be entitled to impose on you any and all the General Penalties or such other penalty as the Company shall determine at its discretion.

 

10. Management of Disputes

10.1 Right of Company to Settle Disputes

10.1.1 Trigger Events

You hereby agree that in the event:

(a) that you do not or are unable to respond to a Buyer within such time period as set out in the Seller Service Levels; or

(b) that you are unable to provide a satisfactory resolution to a Buyer in respect of any matter under this Seller Agreement within such time period as set out in the Seller Service Levels; or

(c) where you are unable to resolve a dispute with a Buyer;

then the Company shall be entitled to negotiate a settlement with the Buyer on your behalf in respect of such disputes.

10.1.2 Submission of Dispute to Customer Service Centre

Any disputes to be decided under this 10 shall be submitted to the Customer Service Centre for processing.

10.1.3       Response to Customer Service Enquiries

(a) Where you receive enquiries, claims requests or escalated cases ("Enquiries”) from the Customer Service Centre, you shall:-

(i) respond to such Enquiries with accurate and complete information, and in a prompt and efficient manner, within twenty four (24) hours; and

(ii) resolve a minimum of ninety percent (90%) of such Enquiries within seventy-two (72) hours;

from receipt of the said Enquiries, or at such other levels and within such time period as may be required under the Seller Service Levels.

(b) In the event of your failure to comply with 10.1.3(a), you shall be deemed to agree to the Company recovering any direct or indirect costs incurred in resolving the said Enquiries.

10.2 Decision of Company Binding

10.2.1 Pursuant to this 10, you hereby agree that:

(a) any decision made by the Company shall be binding on you and the Buyer;

(b) you shall comply with any instructions issued by the Company, through the Customer Service Centre, pursuant to any settlement or decision; and

(c) any costs incurred in respect of the settlement, including but not limited to refunds, return shipping costs and any other compensation) shall be borne by you.

10.2.2 For the avoidance of doubt, the Company shall be entitled to recover the costs referred to in 10.2.1(c) above by way of setting off the same against any Settlement Amount owed to you.

10.3. Waiver

Notwithstanding the aforementioned clauses, you acknowledge that the Company is not a judicial or arbitration institution and will make any decision only as an ordinary non-professional person. The Company does not act as the agent of either you or the Buyer, but acts as facilitator for dispute resolution. Consequently, you agree not to hold the Company liable and shall waive any claim you may have against the Company in respect of any decision in respect of the dispute.

 

11. Definitions

In this Seller Agreement, unless the context otherwise requires, the following words and expressions shall have the following meaning:

"Customer Service Centre”

refers to the Company’s customer service department;

"Discounted Price”

means the discounted amount paid or payable by a Buyer for the purchase of Products, being the Original Price minus the Seller’s Discount, inclusive of SST as applicable;

"Enquiry”

means an enquiry made by a Buyer or potential Buyer in respect of a particular Product, which is submitted via the Q&A section on the Seller Store;

"Charges Schedule”

means the schedule setting out the charges for the Services as determined by the Company

"General Penalties”

means the general penalties imposed in the event of any breach of this Seller Agreement and/or the Terms and Conditions, as listed in Appendix A1;

"Order Notification”

means a notification issued to you via the Website system, upon a Buyer making payment for an Order, as referred to in 6.1.1;

"Original Price”

means the original selling price at which a Product is offered for sale on the Website, inclusive of SST as applicable;

"Payment Gateway Fees”

means the fees payable for payment gateway services, being services for third party authorization and processing of online payments on the Website;

"Penalties”

means the penalties which the Company may impose on a Seller in the event of any breach of this Seller Agreement, Policies and/or Terms and Conditions, being either a General Penalty or a Specific Penalty;

"Prohibited Products”

means Products which are prohibited to be advertised, offered for sale and/or sold on the Website as listed in Appendix B;

"Prescribed Period”

means thirty (30) calendar days from The Company’s notice which is subject to changes from time to time;

"Purchase Confirmation”

refers to the completion stage of a Transaction between you and a Buyer on the Website, evidenced by the successful delivery to, and receipt of the Product by, the Buyer in satisfactory condition, as further described in these Terms and Conditions;

"Sales and Service Tax” or "SST”

means sales and service tax imposed by the Government of Malaysia pursuant to the Sales Tax Act 2018 and Service Tax Act 2018, as may be amended from time to time;

"Seller Credits”

means your account on the Website which is used for Settlement Amount transaction and payment on the Website;

"Seller’s Discount”

means the discount (if any) offered by you for a particular Product at the Seller’s discretion, being a reduction of the Original Price by a certain percentage;

"Seller Rating”

means the rating and grade of a Seller based on such criteria as determined by the Company from time to time;

"Seller Service Levels”

means the minimum levels of service required by you in  the performance of your obligations as a Seller on the Website.

"Settlement Amount”

means the final amount due to you for each Successful Transaction, such amount to be calculated by deducting the Commission Charges from the Total Original Price or Discounted Price (as the case may be);

"Shipping Charges”

means the charges for delivery of the Products to the delivery address specified by the Buyer at the point of purchase on the Website, borne by either you or the Buyer (as stipulated in the Seller Store on the Website);

"Specific Penalty”

means the specific penalty (or penalties) imposed in the event of any breach of this Seller Agreement and/or the Terms and Conditions, as listed in Appendix A2;

"Successful Transaction”

means a successful purchase transaction of the Products, for which each of the following steps has been completed:
(a)      a Buyer places an order and makes payment for the purchase of the Products from you via the Website;
(b)     you successfully deliver the Products to the Buyer; and
(c)        the Website system updates and displays the status for that particular transaction as having been completed;

"Commission charges”

means the fees chargeable by the Company on each Successful Transaction at specific rates according to the category of Products, as more particularly specified in the Charges Schedule; and



APPENDIX A1

GENERAL PENALTIES FOR BREACH / NON-COMPLIANCE (2.7.1(a))

1. Temporary or permanent suspension of the affected Product listing.

2. Temporary or permanent suspension of Seller Store.

3. Cancellation of Transaction.

4. Loss or forfeiture of all or part of Settlement Amount.

5. Deferment of payment of all or part of Settlement Amount.

6. Set-off of any financial penalties imposed or costs to be recovered, against all or part of Settlement Amount, including future amounts as yet uncollected (where the existing Settlement Amount is insufficient to cover such penalties or costs).

7. Limits placed on Seller account privileges.

8. Downgrading of Seller Rating status.

9. Suspension or termination of membership.

10. Imposition of financial penalties in such amounts as may be provided for under this Seller Agreement.

11. Criminal charges.

12. Claims for damages or loss caused by breach or non-compliance.

 

APPENDIX A2

SPECIFIC PENALTIES FOR BREACH / NON-COMPLIANCE (2.7.2(b))

No.

Type of Breach/Non-Compliance

Relevant Provisions

Penalties for Breach/ Non-Compliance

1.

Price manipulation

4.1.2

  1. (a) Any General Penalties; and
  2. (b) Immediate suspension of the affected Product listing.

2.

Failure to ensure legality of products

4.2.1
and
4.2.2

Any and all General Penaltieswhich the Company may enforce immediately without notice to you.  

3.

Selling counterfeit or replica items

4.2.1(a)

Any and all General Penaltieswhich the Company may enforce immediately without notice to you.  

4.

Uploading, advertising, offering for sale and/or selling Prohibited Products

4.3

Any and all General Penaltieswhich the Company may enforce immediately without notice to you.

5.

Provision of inaccurate and/or misleading description of Products

4.4.1

Immediate suspension of the affected Product listing.

6.

Making reference to, or naming any other e-commerce platform or similar/competing business in description for Products

4.4.2

Immediate suspension of the affected Product listing.

7.

Failure to respond to Product Enquiries from Members

4.6.1

(a)     Suspension of Product listing until Enquiry is satisfactorily attended to; and/or

(b)       Revision of Seller Rating where performance does not comply with the required Seller Service Level.

8.

Direct dealing

4.7

(a)        Any General Penalties; and

(b)        Immediate suspension of the affected Seller Store.

9.

Failure to ensure adequate stock

4.8.1

Immediate suspension of the affected Product listing.

10.

Breach of requirements for uploading of content

5.1.1

Any and all General Penaltieswhich the Company may enforce immediately without notice to you.

11.

Failure to confirm receipt of Order within stipulated period

6.1.1

(a) Cancellation of Order by Buyer or Company; and/or

(b) Revision of Seller Rating.

12.

Failure to comply with Pre-Order requirements

6.1.2

Immediate suspension of the affected Product listing.

13.

Failure to deliver Products within stipulated period

6.2.3

(a)     Cancellation of Order by Buyer or Company;

(b)      Where the Company deems appropriate, deferment or forfeiture of all or part of Settlement Amount; and/or

(c)      Any other General Penalties.

14.

Using packaging materials which incorporate branding of other companies

6.4.2

(a)      Immediate suspension of Product listing; and

(b)      Revision of Seller Rating.

15.

Failure to provide promotional free gifts

6.5.1

(a)      Suspension of Product listing;

(b)      Revision of Seller Rating; and/or

(c)    Recovery of costs for any compensation payable to Buyer pursuant to any recovery or negotiation process conducted by the Company.

16.

Order cancellation by Seller

7.1.2

(a)     Any and all General Penalties or such other penalty as the Company shall determine at its discretion.

(b)        Specific penalties as follows:-

(i)       For each Order cancellation falling below the minimum threshold for the Seller Service Levels, monetary fine of RM50.00 per Order;

(ii)      For failure to meet the minimum threshold for the Seller Service Levels for more than thirty (30) consecutive days, suspend of affected Product listing(s) for a maximum of fourteen (14) days; and

(iii)    For repeated breaches of 6.3 across multiple Product listings, temporary or permanent suspension of account.

17.

Non-compliance with the provisions of the Cancellation and Refund Policy

7.2.3

Any and all General Penalties or such other penalty as the Company shall determine at its discretion.

18.

Non-compliance with Seller Service Levels

9.3

Any and all General Penalties or such other penalty as the Company shall determine at its discretion.

19.

Non-complete delivery of Products leading to partial refund claim by Buyer

Item B.II.11 in Cancellation and Refund Policy

(a) Monetary fine of RM50.00 for each claim for partial refund made by a  Buyer; and

(b) Revision of Seller Rating where there are repeated breaches of this provision.


APPENDIX B

PROHIBITED PRODUCTS

Category

Prohibited Products

Tobacco and nicotine products

Cigarettes including kretek and cigars
E-cigarettes (including nicotine liquids, non-SIRIM certified- kits, atomisers, tanks, mods and other accessories)
Tobacco or herb grinder

Alcoholic drinks

Wine, beer, champagne and other spirits

Health Food and/or Drinks

Foods and/ or drinks claiming medical or health benefits not allowed by the Ministry of Health

Foods and/ or drinks containing substances banned by the Ministry of Health

Unregistered health food and/or drinks (where such products require registration)

Products infringing a third party’s Intellectual Property Rights (IPR)

Replicas or counterfeits versions of an original product

Others

Non-halal products

Non-halal products which use the "halal” sign unlawfully

SELLER SERVICE LEVELS

Dimension

Key Performance Indicator

Seller Fulfilment SLA

Leadtime from status of "In Process” to "Purchase Shipped” on the KLOKAL Website – maximum 48 hours

Seller Order Cancellations

Cancellation rate to be less than 1% of Seller’s total orders

Claims Management (Refund) Resolution score

Partial fulfilment /defect rate of less than 1%

Customer Service Responsiveness Score

Resolution of more than 90% of Customer Service trouble tickets within 72 hours of creation

Seller's Claim Management Resolution Score

Resolution of claims request within 96 hours of submission

Seller Q&A inquiries resolution score

Resolution of Seller Q&A inquiries within 72 hours of submission