CENTRALISED MONITORING SERVICE (CMS)
SERVICE AGREEMENT : TERMS AND CONDITIONS
Key terms & conditions for the subscription by the Customer of the CMS Service are provided below.
By indicating Customer’s acceptance of the terms and conditions contained herein, Customer is deemed to acknowledge and agree to be bound by the terms and conditions for the use of the relevant Service provided by the Company. The Company reserves the right to revise the terms and conditions of the relevant Service from time to time if updating or revision is deemed necessary. The Customer will be notified in the manner as the Company deemed necessary and appropriate. Continued usage of the relevant Services by the Customer signifies acceptance of the changes with regard to the terms and conditions of the relevant Services.
|“The Company”||shall mean Inneonusa Sdn. Bhd. (Company No. 1102907-A) having its place of business at Ground Floor, Block D, Medini 6, Jalan Medini Sentral 5, Bandar Medini Iskandar Malaysia, 79250 Iskandar Puteri, Johor|
|“The Customer”||shall mean the person, persons, company or organisation entered into the Agreement with the Company referred as you or your in these Terms and Conditions and/or the Agreement. If, during the Term of this Agreement, any of the data provided by you changes, you must immediately inform the Company of those changes a natural person other than a minor and shall include any other person as determined by Inneonusa Sdn Bhd whose application to enter into this Agreement .|
|“The Agreement”||shall mean the Application Form, the Acceptance and any written authorization by the Customer together with these Terms and Conditions.|
|“The Premises”||shall mean the Premises which address and location are stated in the Application Form.|
|“The CMS”||Shall mean Centralized Monitoring System. It refers to the IP-based Interception provisioning system installed by InneoNusa. InneoNusa has set up the CMS to automate the process of Lawful Security Monitoring.|
1.2 MANAGEMENT OPERATIONAL HOURS
|“Business Day”||shall mean a day other than Saturday, Sunday and Public Holiday in Malaysia.|
|“Working Hours”||shall mean the hours between 9.00am and 5.00 pm of Monday to Friday during Business Day|
|“Security Equipment”||Shall mean the Security Equipment installed or commissioned to be installed by the Company and/or any existing Security Equipment of the same standard installed by other Contractor|
|“Services||shall mean the Centralised Monitoring Services (“CMS”) provided by the Company operated continuous twenty four (24) hours, seven (7) days a week (subject to Force Majeure) offering CMS without dispatching response team whereby:
|“Smart City Integrated Operation Centre (“SCIOC”)||shall mean the centre within the Company’s premises where the alarm/signal are monitored and received by the Operator from the Security Equipment installed at the Customer’s premises.|
|“Contact key holder”||shall mean the person or persons named and listed by the Customer in the Application Forms in the order of priority when performing “Signal Treatment Procedure”. Each must have possession of keys or other legal means of access to the Premises.|
|“Emergency Service”||shall mean the provider of Emergency Services in Malaysia where fire brigade, police, ambulance or other services requested or are part of the response plan requested by the Customer.|
“Signal Treatment Procedure”
|shall mean the procedure to be followed by the Company in the event of receipt of an alarm signal from the Security Equipment installed at the Customer’s premises|
|“Carrier (Fibre Broadband)”||shall mean the communication Carrier(s) engaged by the Customer and/or the Company that provides the Fibre Broadband Data Service to enable the Services to be provided to Customer.|
|“Service Fee”||shall mean the fees or monies payable by the Customer for service provided by the Company under the Application Form and/or the Customer Billing information.|
|“Deposit”||shall mean the fees or monies payable by the Customer for two (2) months in advance in order to provide the services under the Application Form and/or the Customer Billing information.|
|“SST”||shall mean the sales and service tax levied on the Customer on goods sold and service provided by the Company payable in accordance with the Sales Act 2018 and Services Tax Act 2018.|
|“term”||shall mean the period of time applicable from the Commencement Date of the Services until this Agreement is terminated in accordance with these Terms and Conditions.|
|Shall mean thirty (30) calendar days from the commencement date stated in the Application Form.|
|“Commencement date”||Shall mean the date on which the Services become active and from which the billing of Service Fee commences.|
|“Minimum Subscription Period (“MSP”)||Means the minimum period for the subscription of the Services by the Customer as specified in the Application Form and/or the terms thereunder or, in the absence of any specified minimum period there under, a period of twenty-four (24) months from the Effective Date or, such other minimum period of subscription as may be determined by the Company from time to time.|
|“Force Majeure”||Shall mean a cause beyond the Company’s control, including (without limitation) as a result of legislative requirements, power failure, communications failure or the carrying out of repairs or other maintenance work on the Security Equipment, interrupted internet service (if it is the sole means to transmit signals) telephone line not operating, not properly plugged, has been cut, interfered with or is otherwise out of service.|
|Shall mean signals that have been generated in error, accidental or negligent activation as a result of the Customer’s layout of furniture, other chattels or fixture within the Premises)or as a result of a fault in the Security Equipment that is not required to be rectified by the company pursuant to this Agreement or as a result of any other act or omission of the Customer, occupant or guest at or within the Premises.|
2.1 Any Installation Agreement, Application Form. Quotation and Specification offered by the Company to the Customer for a new and/or part replacement of the existing Security Equipment installed by the Company on the Premises shall be subject to these Terms and Conditions. For the purpose of interpretation, where the requirements, definition and/or specification are in conflict of any of the Clauses in these Terms and Conditions, conditions of these Terms and Condition as far as it relates solely to the Services provided by the Company shall take precedence and prevail.
3.1 This Agreement commences on the Commencement Date as set out in the Application Form and the company reserves the right to reject or decline any application or the registration.
3.2 CMS shall be effective from the Commencement Date for a minimum of the MSP and this Agreement will automatically be renewed on a monthly basis unless earlier terminated by either Party hereto in accordance with the provisions of this Agreement.
4. MINIMUM SUBSCRIPTION PERIOD (“MSP”)
4.1 Subscription to CMS will be for a period of not less that the MSP (as defined in Clause 1.4) effective from the Commencement Date or in the event of any promotion held by the Company for the Services, such other minimum subscription period as may be applicable to the relevant promotions as may be prescribed by the Company from time to time.
5. APPLICATION FOR CMS AND DOCUMENTATIONS FOR APPLICATION, REGISTRATION AND INSTALLATION
5.1 Applicant must be at least eighteen (18) years of age at the date of application and has the legal capacity to enter into a legally binding contract. Customer may apply for CMS online or offline. For CMS online subscription, Customer are required to submit the relevant documents stated in Clause 5.3 herein to the Company in a manner and period as advised by the Company from time to time. For offline subscription, Customer can walk in to the company, or request the form via email or phone call. Customer need to fill in the form manually and submit the relevant documents stated in Clause 5.3.
5.2 Upon submission of the Application Form (whether online or offline), the Customer shall ensure that that all information (and documents) submitted to the Company for the propose of subscribing to CMS (including information requested to be submitted with the Customer’s Application Form or information upon the Company’s request) are accurate, true, current and complete and the Customer hereby undertakes to inform the Company of any updates to such information in the event of any changes thereto.
5.3 The Customer is required to submit to the Company the original of the following supporting documents for verification by the Company’s personnel during application, registration and installation processes together with the Customer’s completed Application Form:
(i)My Kad (Malaysia) or MyKAS/MyPR(Permanent Resident); or
(ii) Passport (with at least a minimum of 24 months validity); or
(iii)OKU ID; and/or
(iv)letter of confirmation and authorization duly signed by the Customer on the appointment of the Customer’s authorized representative where Customer elects to authorised his representative for the purpose of and to accept the Services upon installation, unless the aforesaid requirement is waived by the Company at application stage or, Customer elect to furnish to the Company the required letter of confirmation and authorization at any time prior to date of installation as referred to in Clause 5.4 below; and/or
(v) such other supporting documents as shall be reasonably required by the Company which the Company shall have the right to retain appropriate number of supporting documents for order processing and record purposes.
5.4 Application and registration of the Services will be attended to by the Company when Customer is physically present during the process of application and registration. For acceptance of the Services upon installation, Customer may elect to authorise his representative for such purpose. If so elected, Customer shall submit via fax or mail or hand delivered at least three (3) working days prior to the date of appointment for installation, with a copy or an original, as the case may be, of a letter of confirmation and authorization. Authorised representative present during installation shall be required to furnish to the Company’s authorized representative with the original of his MyKad/MyKAS/MyPR or passport or OKU ID for verification. Customer warrants to be fully responsible for any act or decision or confirmation made by Customer’s authorized representative and if so required by the Company, shall further submit further written or oral confirmation to such effect either by email, fax or telephone or such other medium as may be reasonably determined by the Company
5.5 Customer agrees that the letter of confirmation and authorization to be adopted by the Customer and referred to in Clause 5.4 above shall be in form and substance as may be acceptable to the Company and in any case, incorporating details of authorized representative (name and particulars of MyKad/MyKAS/MyPR or passport or OKU ID together with certified true copy thereof) and authorized person’s specimen signature.
5.6 The Company shall be entitled, at its absolute discretion, to reject or suspend Customer’s application or Registration or installation of the Services:
(a) if Customer is blacklisted in the Company’s system and record due to outstanding or non-payment of subscription fee or charges for any of the Company’s or its affiliates’ services and subscribed by Customer; or
(b) subscription by Customer of any of the Company’s or its affiliates’ services is suspended or terminated for any reason attributable to the Customer’s default; or
(c) if Customer has criminal record or attempt to defraud the Company or the Company; or
(d) the Company is of the reasonable opinion that Customer will use the Services for any illegal activities; or
(e) upon Customer’s credit or other worthiness check, the Company is of the reasonable opinion that the Customer may not likely be able to perform his obligations under the terms herein. Subject however that in case of the matter falling under Clause 5.6 (a) above, the Company may, at its absolute discretion, consider Customer’s application when all outstanding payment due to the Company or its affiliates has been fully paid.
5.7 Customer agrees that notwithstanding acceptance of the Customer’s application and/or registration of the Services, Customer hereby consent to and allows the Company to attend to credit or other worthiness check on the Customer or the Premises where the Services will be or has been installed and if, in the reasonable opinion of the Company, it/he may not likely be able to perform its/his obligations under the terms herein or if the Premises may likely or is used for any illegal activities, the Company may cancel or suspend or terminate Customer’s subscription or installation.
5.8 In order to subscribe and establish connection to the Services, the Customer may use the Security Equipment provided by the Company or its/his own equipment to be connected to the Customer’s telephone line to enable usage of the Services.
5.9 The Services will be applicable for the Premises within the selected areas for residential or a home-based Customer only. The Company reserves the right to terminate the Services in the event that the Customer wishes to relocate the Premises to any other area.
5.10 Upon receipt of all the supporting documents, the Company shall register the Customer’s application and verify and confirm availability of the Services at the Premises as stated in the Customer’s Application Form.
6. SERVICE AVAILABILITY
6.1 The availability of the Services at the Premises shall be subject to technical testing.
6.2 Upon receipt of all the supporting documents specified in Clause 5.3 hereof, the Company shall consider the Customer’s application and if approved, register the Customer’s application and verify and confirm availability of the Services at the Customer’s Premises as stated in the Application Form.
6.3 In the event that the Services is not available in the Premises, the Company may inform the Customer and the Customer’s application will be kept in the Company’s record on waiting list basis pending availability of the Services at the Premises. Where the Customer’s application is recorded as on waiting list basis, the Company makes no guarantee or warranty to the Customer that the Services will become available at the Premises and the Company shall not be held liable or responsible in the event that the Company are unable to provide such Customer with or facilitate availability of the Services at the Premises due to any reason beyond the control of the Company.
6.4 In the event that the Services is available at the Premises and if the Customer’s application is approved, the Company shall forthwith fix an appointment for and carry out the installation of the Services for the Customer in accordance with the provisions of Clause 8 hereof, unless specified otherwise in this Agreement or the terms and conditions of attached to the Application Form.
6.5 Upon sign off, a site survey will be conducted by the Company or its appointed contractor at the Premises to verify and confirm availability of the Services at the Premises. The Customer acknowledges and agrees that the installation of the relevant Equipment or other equipment for the Services by the Company will require several construction works. Any requirement by Customer for the installation of wiring inside any wall of Premises shall be at Customer’s cost and engagement of external contractor for such purpose shall be the Customer’s sole responsibility. The Company however may provide Customer with the list of its panel contractors for Customer’s consideration and assessment, at Customer’s own risk.
6.6 For avoidance of doubt, the Company shall not be responsible or liable for any problem arising between the Customer and the Company in its capacity as the telephone line provider (and not attributable to willful default or gross negligence of the Company) that may affect the availability of the Services. Customer understand that should there be any interruption or termination of the Customer’s fixed telephone line account by the Company or any telephone line provider, this will affect the availability of the Services in which event, the Company reserves the right to terminate the Services accordingly.
6.7 Customer is allowed to subscribe for one (1) Services per Premises and in any case, up to a maximum of three (3) Services for three (3) distinct Premises. Any requirement for Customer’s subscription in excess of the aforesaid number of subscription shall be subject to the Company’s approval at its absolute discretion.
7. ONLINE SUBSCRIPTION
7.1 The Customer undertakes that any representation made via the Company’s Website is legitimate and the Company reserves the right to rely on the representation in order to proceed with the online subscription. The Company reserves the right to make further inquiry to the applicant in the event of any uncertainty of the online representation made by the Customer or its authorised representative.
7.2 The Customer undertakes any documentation presented for the purpose of online subscription is true, accurate, current and complete and shall be kept in the Company’s record and is and be admissible in any court of law and conclusive documents.
7.3 The Customer agrees to the pre-authorised payment of RM1 required which the amount will be credited from the credit card or debit card. The pre-authorised payment is required for all online subscription (new installation) through the Website. The RM1 will then be refunded within 7 – 16 days to the credit/debit card account. The Company will not be responsible for any fraud or misuse of the credit/debit card and all payments received are deemed legitimate upon approval by the card issuing bank.
7.4 Customer shall be subjected to Advance Payment (unless otherwise advised by the Company) for application made through online sales interest form.
8. INSTALLATION & ACCOUNT ACTIVATION
8.1 Unless otherwise arranged or provided to the Customer, the Company and/or it’s appointed contractor shall fix an appointment date with the Customer for installation of the Services at the Premises by the Company and/or its appointed contractor, subject to the Customer confirming the readiness and availability.
8.2 Subject to any other provisions herein, the Company shall endeavour to install the Services at the Premises within 21 days from the date of the Registration. In the event the installation cannot be completed within 21 days period, the installation of the Services may be cancelled and/or terminate the provisioning of the Services provided that the non-completion of the installation is not due to the default on part of the Company including but not limited to the Company’s technical or network issue.
8.3 In the event the Customer is not reachable during the first appointment date for the installation of the Services, the Company shall use all reasonable endeavor to arrange for another appointment date with the Customer. Upon the expiry of the 8th day after the first appointment date, the installation of the Services may be cancelled by the Company at its absolute discretion if the Customer is still not reachable.
8.4 Customer agrees that the Company shall be entitled to suspend or cancel any installation of the Services at the Premises and/or terminate Customer’s application for subscription if, in the Company’s reasonable opinion, the Premises is conducting an illegal or suspicious activity(ies) or such premises may potentially be used for any of the aforesaid activity(ies).
8.5 As part of the Company’s compliance to safety regulation by the Department of Occupational Safety and Health Malaysia (Ministry of Human Resource) on the Prevention of Falls at Workplaces (JKKP DP/G127/379/4-35 : MARCH 2007) policy, Customer has to ensure installation site is free from any danger that may cause hazard to the Company. If upon assessment by the Company that hazard is present, Customer is responsible to correct the situation/condition at its own cost. Should the Customer refuse/fail to correct the situation/condition, the Company has the right to cancel the installation. If the cancellation/termination is attributed by the Customer, Customer shall be subjected to relevant charges, cost, penalty or credit limit rules (whichever is applicable) for the Services.
8.6 The Company will not be responsible for any damages due to building’s internal wiring by building owner. Customer shall indemnify the Company against any claim by any party including building owner or Management Corporation for any damage not due to the fault or negligence of the Company.
9.1 SERVICE FEE
a. The terms of payment are monthly in advance, unless agreed otherwise in writing.
b. The Service Fee are fixed for the terms specified in the Application Form and Invoice issued by the Company and shall include SST levied on goods and services provided under this Agreement.
c. The Customer shall pay the Company the monthly service fee in full without any deduction or withholding whatsoever (whether by set-off, counterclaim or otherwise).
d.Upon expiry of the term specified in the Agreement, the Service Fee shall be subject to revision at the Company’s discretion.
e.If during the commencement of the term, the government imposes or introduce an additional tax or increase the existing taxes, the Customer shall be solely responsible for the same as part of Services Fee. The Company shall provide the Customer with thirty (30) days’ written notice of any change to the Service Fee.
9.2 ADDITIONAL FEES
The customer shall be under an obligation to pay or to reimburse to the Company, the following additional fees arising on account of but not limited to the following:
- Any expenses associated with any Emergency Services provided to the Customer including charges made by the fire brigade service or the police must be paid directly to the specific Emergency Services requested. The Customer shall also indemnify the Company for all losses damages costs and expenses suffered or incurred by the Company in respect of false alarm signal including charges for the service call, service fee and/or fines imposed by the Emergency Services.
- Any charges incurred by the Customer’s and the Company’s Carrier due to regular test, alarm calls and Signal made from the Security Equipment to the IOC inclusive of false alarm signals.
- Any additional and incidental charges reasonably incurred by the Company on behalf of the Customer for the due performance of the Services hereunder not specifically mentioned herein.
9.3 MODE OF PAYMENT
The customer shall pay the fees in any manner as set forth in this clause:
- Credit Card: The customer must appropriately complete all the credit card details in the Application Form, The customer’s credit card shall be debited monthly in advance; or
- Debit Card: The customer must complete all the debit card details in the Application Form and The Customer’s nominated bank account shall be debited monthly in advance.
- Invoice: if The Customer has elected to pay by invoice, The Customer must pay monthly in advance. The customer will pay each invoice by the Due Date and in the manner shown on the invoice.
- Direct Debit: The customer must complete an interbank giro application form provided by the Company. The customer’s nominated bank account shall be debited monthly in advance. The customer must elect one of the above payment methods which method shall be adopted by The Customer during the commencement of the Agreement. All and any additional transaction charges on account of the adopted method of payment incurred shall be borne by The Customer. By agreeing to payment mode by credit card or debit card, The Customer authorises the Company to debit the total Fees and Charges due to the Company and the Company shall not be held liable for any claims, damages, and expenses arising from the successful or the unsuccessful processing of the debit for any reason whatsoever.
9.4 TIME FOR PAYMENT OF ADDITIONAL FEES BY THE CUSTOMER
The additional fees referred to in Clause 9.2 of these Terms and Conditions will be payable by the Customer in the next billing cycle following the billing cycle in which the goods and/or services outlined were incurred or provided.
9.5 DISPUTE FEES
In the event the Customer disputes the Fees or the calculation thereof, it shall notify the Company as soon as possible after receiving the relevant invoice and in any event no later than two (2) days prior to the Service fee is due for payment. The Company shall promptly investigate the matter and report back to the Customer as soon as possible. Not with standing any dispute regard to the fees, the Customer shall be under the duty to pay the owing fees including any disputed part by the due date. In the event it is found by the Company that there has been mistake with regard to the fees or the calculation thereof, the Company shall adjust the subsequent invoice or reverse the electronic transaction as the case may be.
9.6 INTEREST AND COSTS PAYABLE ON OUTSTANDING FEES
The Company reserves the right to charge interest in accordance with this clause on any part of the fees unpaid by the Customer by the due date. Interest shall be calculated at the rate of three per centum one (1) percent per month and shall be calculated daily from the due date till full settlement by The Customer. Further, if outstanding fees is unpaid within fourteen (14) days of the Company’s demand, The Customer shall indemnify the Company against any other costs (including legal cost on a solicitor client basis), expenses, claims or damages whatsoever arising out of or incidental due to breach/default of the Customer.
10. CHANGE OF SERVICE PACKAGE
10.1 Subject to Clause 10.2 and 10.3 hereinafter mentioned, the Customer may upgrade the Services package plan during the Minimum Subscription Period.
10.2 Any request by the Customer for upgrades or downgrades of his Services package plan at any time during the Minimum Subscription Period shall be subject to the Company’s written approval which approval shall not be unreasonably withheld. For any allowable upgrades or downgrades as aforementioned, installation, activation and any other applicable fees (for downgrade only) will be charged to the Customer at a rate specified by the Company from time to time.
10.3 Customer is only allowed to upgrade or downgrade the Services package plan after the expiry of two (2) working days from the installation date.
10.4 A new Minimum Subscription Period will be imposed (refresh) upon any request for upgrade or downgrade.
11. OBLIGATION OF THE PARTIES:
11.1 The Customer’s obligations:
Throughout the commencement of the Agreement, the Customer undertakes the following obligations:
- pay the Fees to the Company in accordance with the Agreement:
- immediately contact the Company:
- for any changes on any information of the Customer or the Contact Key holder’s information;
- prior to vacating the Premises or transferring the possession of the Premises to another party;
- prior to changes of Carrier (Fibre Broadband );
- ensure that the Security Equipment is not removed from the Premises or repaired, modified, altered, adjusted or interfered with by an unauthorised party;
- keep the Security Equipment in good order and repair and properly serviced;
- immediately report to the Company of all faulty or damaged Equipment or if the Security Equipment fails to test properly so that repairs can be carried out;
- take all steps as may be necessary in order to prevent False Alarms;
- to reimburse all costs imposed on the Company by Emergency Services in respect of attending the Premises;
- immediately nominate another individual as a Contact Key holder and inform the Company in the event the existing Contact Key holder ceases to be a Contact Key holder and ensure that at no point of time during the commencement of the Agreement, there shall be less than five (5)Contact Key holders: and
- indemnify and hold the Company and its Related Corporations harmless from any claims, demands, actions, suits and causes of action that may be made by any third party against the Company or its Related Corporations arising out of the Services or this Agreement.
11.2 The Company’s Obligations
The Company shall throughout the Term of this Agreement undertake the following obligations:
a.Provide the Services in accordance with the Agreement;
- Operate the IOC, twenty-four (24) hours a day, seven (7) days a week (subject to Force Majeure) to monitor Signals and, following the Signals at the Premises to immediately initiate action as set out in the Signal Treatment Procedure; and
- Maintain a record of log of Signals received at the IOC. The parties hereby acknowledge that the log will be a conclusive evidence of the Signals received by the IOC and the action taken by the Company in response to the respective Signals.
12. CUSTOMER ACKNOWLEDGEMENTS
12.1 The Customer acknowledges that:
a. The Security Equipment (if installed by the Company or other Distributor/Supplier) and/or Services do not cause and cannot eliminate occurrences of the events they are intended to detect or avert, including but limited to fires, floods, burglaries, robberies, criminal intrusion, medical problems or other emergency situations. The Company makes no guarantee that ISB Equipment and Services provided will detect or avert such incidents or their consequences. The Company does not undertake any risk that the Customer may be subject to Injury or loss. If such an event occurs, the Customer agrees to close, waive, discharge, and promise not to sue or bring any claim of any type against the Company for loss, damage or injury relating in any way to the Security Equipment installed or commissioned by the Company or Services provided by the Company.
b. This Agreement is not intended as a policy to insurance nor a substitute for an insurance policy. Nothing in the Agreement shall constitute the Company as an Insurer. The Customer shall purchase his/its own Insurance to protect against any risk of loss at the Premises. In the event of any loss, damage or injury, the Customer will look exclusively to his insurer and not to the Company for any compensation. The Customer releases and waives all subrogation and other rights to recover any loss or damages arising as a result of the payment of any claim for loss, damage or injury.
c.the Services shall be provided in accordance with these Terms and Conditions;
d.the Company may vary these Terms and Conditions (including the Fees) from time to time after providing thirty (30) days written notice to the Customer of any such change
e. The Company may record telephone conversations with the Customer or any Contact Key holder nominated by the Customer and the IOC’s Operator. The Customer consents to the disclosure by the Company of those recordings to any Emergency Service or other law enforcement body or any other Government investigatory body and the use by the Company of those records in legal proceedings;
f. the Emergency Services may suspend response and/or attendance at the Site in the event False Alarms exceed the maximum numbers for a given period as set by the Emergency Services from time to time;
g. if decommissioning has not taken place on termination of this Agreement, any use of communication services by the Security Equipment for outgoing telephone calls or Signals will be accordingly charged to the account of the Customer;
h. The Company has no control over and shall not have any responsibility over the acts or omissions of Contact Key holders and/or the Emergency Services. Customer understands that where applicable, Emergency Services shall exercise their respective independent judgment when making decisions on whether to give or withhold medical treatment, whether to transport any person to a hospital or medical facility, and which hospital or medical facility should be used. The Company gives no representations or warranties whatsoever in relation to attendance at the Site by Contact Key holders and/or Emergency Services;
i. The company shall have no obligation to provide substitute services if the Services are suspended or unavailable due to any event of Force Majeure or matters beyond the Company’s control;
j. Due to the potential for service interruption of the Carrier or outages on phone lines, the connection to the IOC is not guaranteed. Customers who use cable or VOIP for their phone service are subject to additional consistency and reliability issues. The Company recommend that the Customer purchase land line phone service from a reliable national provider;
k.For the avoidance of doubt, Customer agrees It shall not hold the Company liable for or make any claim against the Company for loss and or damage, where such loss and for damage arises from the failure by the Company to perform Its obligations under this Agreement, which failure is attributable to a disruption or non-availability of power supply to the Premises or non-availability of the fixed line telephone service and/or mobile telephone or GPRS data service and other necessary communication services provided by the Customer’s Carrier required for the transmissions of Signals from and to the Security Equipment and the IOC. Further, the Customer also agrees that is shall not hold the Company liable for or have any claim against the Company for loss of life and/or injury arising from but not limited to issue related to the Services, Security Equipment, the positioning of the Security Equipment and the sensitivity of motion sensors (if applicable).
l. Under these Terms and Conditions, the Customer acknowledges and agrees that the Company or any authorised agent or officers of the Company may process personal information about the Customer including from the Customer’s Equipment once installed over the Installation Agreement Term. Subject to Clause 12 of the Personal Data Protection Act 2010 [Act 709]) herein, the Customer acknowledges that without limitation, the Company and/or its agent may process the Customer’s information:
i. to access any application by the Customer for the Services and the Customers’ credit worthiness;
ii. to collect Fees that are overdue under this Agreement;
iii. to provide the Services to the Customer (including administration and the investigation or resolution of disputes relating to any Services provided to the Customer): and the Company may also disclose the Customer’s personal information to governmental bodies such as the police, fire brigades and other provider’s Emergency Services as otherwise required by the applicable law.
13. THE SERVICES
13.1 The Standard services:
The Standard service shall comprise the following:
Alarm Monitoring Services: the IOC will monitor signals transmitted from the Security Equipment at the Premises to the IOC and follows the Signal Treatment Procedure for Alarm Monitoring Services upon receipt of a signal. The signal received by the IOC may show which of the duress, intrusion, panic, medical or threat of fire alarms was triggered, in which case the IOC shall also convey such information to the Contact Key holder contacted pursuant to the Signal Treatment Procedure.
13.2 Value Added Services:
The Value Added Services if added and/or subscribed by the Customer shall comprise of any one or combination as selected by the Customer of the followings:
- Arm/ disarm SMS Option: Upon the Security equipment at the Premises being armed or disarmed, the IOC will send a short message to the mobile telephone of the Customer and should the Customer elect, sent to the second Contact Key holder, which message may include the name of the person who armed or disarmed the Security equipment (if such information is available to the Company) and the time of the activity
- Activity Report/ Event Reporting Option: The IOC will provide to The Customer on a monthly basis during the Agreement Term reports which record all Signals received by the IOC from the Security equipment.
- Event Supervision Option: The IOC will monitor signals transmitted from the alarm equipment at the Premises to the IOC or occurrences relating but not limited to supervised events such as AC loss (power loss to Security Equipment), low battery (Security Equipment’s battery is low), weekly arm/ disarm schedule and/or weekly programmed Signal from the Equipment’s control panel to the IOC to Signal it is in working order, was not received by the IOC. The IOC will follow the Signal Treatment Procedure for Events Supervision Option upon receipt of a signal or an occurrence relating to any of the supervised events.
- Power Loss Monitoring Option: Customer may select to have the AC Loss supervised event upgraded and the IOC will follow-up with a call to the Contact key holder(s).
- Battery Monitoring Option: Customer may select to have battery supervised event upgraded and the IOC will follow-up with a call to the key holder(s).
- Schedule Health Check: The Company will provide one (1) visit per year to the Premises during Normal Working Hours to test that the Security Equipment is in working order.
13.3 Additional Services
From time to time during the Agreement Term, The Customer may request and the Company may agree in writing to provide and supply additional equipment, devices and/or services including but not limited to any goods and services specified in the Agreement but not previously purchased by the Customer (“Additional Services”). No Agreement in respect of the additional services will be binding unless it is in writing and sets out the description of the additional services, any equipment and devices involved and the fees payable.
13.4 Commencement of the services
Upon the Company being satisfied that Security equipment has been duly installed in the Customer’s Premises and is in good order, the Customer shall be deemed ready to receive the services. The Company shall thereafter activate the services and commence the billing cycle, which shall for the purpose of this Agreement be constructed as the Commencement Date.
13.5 Suspension of the services due to default
a. The Company reserves the right to suspend the Services in the event the Customer defaulted in one of the conditions stated in Clause 11.1 of these Terms and Conditions.
b. The Customer agrees it shall not hold the Company liable for or make any claim for loss and/or damage during the period of suspension of the Services under this clause.
c.The Company reserves the right to terminate this agreement as per Clause 10 of these Terms and Conditions if the Customer fails to remedy the aforementioned conditions within fourteen (14) days of receiving a notice from the Company to that effect.
d. In the event of suspension or termination of the Service at any time during the Minimum Subscription Period, except where such termination arises from Company’s material breach or will fill default or due to Force Majeure Event, Customer shall be liable to pay to the Company, in addition to all outstanding Fees and charges during suspension or termination and remaining months of package fee, as the agreed liquidated damages for early termination.
e. Where the Agreement has been suspended for a period of time pursuant to this clause, The Customer agrees that the Term or a subsequent term of the Agreement will be extended by that same period of time.
13.6 Premises vacated by The Customer
a. The Customer shall be in breach of this Agreement in the event he/it vacates or transfer the possession of the Premises without notice or prior written consent of the Company. The company reserves the right to terminate this Agreement under Clause 16.2 of these Terms and Conditions.
b. The Customer may transfer his/its right and obligations under the Agreement to a new occupier of the Premises with the prior written consent of the Company, which may be provided or withheld in the Company’s sole discretion. If the Company does not consent to the Customer’s assignment, The Customer will be liable to pay the balance of the Services Fee remaining for the Agreement Term and any fees for Decommissioning of the Security equipment (if applicable) within fourteen (14) days of the Company notifying the Customer of its decision.
13.7 Site Relocation
a.In the event The Customer wishes to relocate to new Premises and continue using the services;
b. the Company or any authorised Contractor appointed by the Customer shall remove the Security Equipment from the Premises and re-install and re-commission the Security Equipment in the new Premises nominated by the Customer.
c. the Customer shall pay the Company or the Contractor the cost of removing, re-install, and re-commissioning of the Security Equipment in accordance with the Company’s or the Contractor’s standard rates.
d. this agreement shall remain in force with the exception of necessary amendments (including in respect of fees) to take into account the requirements of the new Premises.
e.the Company shall not be liable for any costs and expenses to restore the Premises to the original condition and/or any damages which results from the removal of the Security Equipment.
14. SIGNAL TREATMENT PROCEDURE
14.1 Receipt of Signal
- If the Company receives a signal relating to the Services the Company shall follow the Signal Treatment Procedure for the relevant Services which relate to that signal. The Company will endeavour to notify the Contact key holder. If the Company fails to contact the Contact key holder, anyone at the Premises or if the Company fails to receive information indicating that assistance is not required at the Premises and if the Company fails to reach any of the Contact key holder after two (2) attempts, the Company will dispatch the Emergency Services. Notwithstanding anything to the contrary, the Company will not guarantee that the Emergency Services will be present at the Premises under the Signal Treatment Procedure.
- It shall not be the Company’s responsibility to confirm whether an alarm event from the Security Equipment at the Premises is a false alarm.
- Where a Contact key holder instructs the Company to notify the Emergency Services that Contact key holder must personally attend or must arrange another Contact key holder to attend the Premises to provide the Emergency Services with access to the Premises.
- Where Emergency Services are required to attend the Premises under the Signal Treatment Procedure, these Emergency Services may impose a charge for which the Customer shall be liable to pay.
15. LIABILITY AND INDEMNITY
15.1 The Parties agree to indemnify and hold each other harmless from any liabilities, claims or demands (including costs, expenses and reasonable solicitors’ fees) which may be instituted against the other Party as a result of any personal injury, death and/or damage to any property to the extent such injury, death and/or damage is caused by the negligent acts and/or omissions and/or wilful misconduct of either Parties or their employees in the performance of this Agreement.
15.2 The Parties hereby agrees to indemnify and keep indemnified each other from any loss, damage, liability, claims, proceedings, costs, expense, penalties or others of a similar nature, whether arising from, in connection with or attributable to any libel, slander, invasion of privacy, infringement of copyright, patent, trademark or other intellectual property, breach of confidence or privilege, breach of any applicable laws, whatsoever and howsoever arising in connection with this Agreement including, but not limited to all acts or omission of either Party to the extent that such acts or omissions are within the control of such Party.
15.3 Save as otherwise provided in this Agreement to the contrary, in no event will either Party be liable to the other Party for any loss of profit, business, or revenues, loss of opportunity cost, loss of goodwill or reputation, loss of data or information, loss of interest, downtime loss, cost of interrupted operation of the network, anticipated saving, special damages be it foreseeable or otherwise, and/or any indirect or consequential losses whatsoever whether such liability is asserted on the basis of contract, tort (including negligence and strict liability).
16. TERMINATION OF THE AGREEMENT
16.1 Without limiting any rights granted to the Customer under statute, The Customer may terminate the agreement within thirty (30) days prior to the conclusion of the contract terms as specified in the Application Form or by providing the Company with at least thirty (30) days’ written notice. Notwithstanding anything to the contrary, the Company reserves the right to terminate the agreement by providing a thirty (30) days’ prior written notice to the Customer. Upon termination of the agreement under this Clause, the Company shall refund any prepaid services fees less any outstanding fees and any other fees or charges payable pursuant to any terms of these Terms and Conditions that would otherwise have been payable by the Customer to the Company under the agreement.
16.2 Without limitation, the Company may at its sole option during the agreement term terminate the Agreement on the following grounds:
a.If the Customer breaches, and fails to remedy any default/breach of his/its obligation hereunder within fourteen (14) days of receiving written notice from the Company to that effect;
b.Immediately, upon written notice to the Customer if the Customer in the Company’s opinion, becomes voluntarily or involuntarily the subject of any bankruptcy or insolvency order is passed against the Customer, or the Customer goes into liquidation or dissolution or has a receiver or any similar officer appointed over all or substantially all of its assets or official liquidator is appointed to manage its affairs, pursuant to applicable law;
c.Immediately, upon written notice to the Customer if the Company is unable to provide the Services due to an event of force majeure;
d.If the Customer fails to provide a minimum of two (2) Contact key holders at all time during the agreement term;
e.immediately, upon written notice to the Customer if the Customer is in the opinion of the Company in its sole discretion is behaving in a manner which is inappropriate, erratic and/or violent and which affects the services; or
16.3 Without limitation, the Customer will be in breach of the agreement under Clause 9 of these Terms and Conditions if the Customer:
a.does not pay the entire fees and charges by the due date;
b.damages or misuses the Security Equipment leading to the inability of the Company to perform the services;
c.fails to intimate the Company on any variation in the details/information with regard to the Contact key holder as laid down in Clause 11 of the Agreement or fails to nominate another individual as the Contact key holder in terms of Clause 5.1(h)of these Terms and Conditions, in the event of the existing Contact key holder ceasing to be a Contact key holder;
d.causes unauthorised work or service to the Security Equipment or permits unauthorised opening of the control panel, detectors or detection equipment; or
e.fail to maintain an outgoing fixed line telephone service and any other necessary communication services in order to facilitate the transmission of signal from and to the Security Equipment and the IOC, in accordance with Clause 12.1 (j) of these Terms and Conditions hereunder.
f.For the avoidance of doubt, the Company shall not in any way be responsible and liable to restore to the original condition any damage which results from the unauthorised removal of the Security Equipment by any third party whatsoever.
17. CONSEQUENCES OF TERMINATION (CUSTOMER’S DEFAULT)
17.1 In the event:
a. the Customer repudiates the Agreement in accordance with the Terms and Conditions hereof; or
b.the Company rescinds the Agreement under Clause 10 of these Terms and Conditions, the Customer shall be liable to pay to the Company the sum equal to the outstanding Services Fees. Other Fees payable pursuant to Clause 9.2 of these Terms and Conditions that would otherwise have been payable by the Customer to the Company under the Agreement.
17.2 In the event if the Customer fails to pay the Fees or any amount thereof in accordance with Clause 9.4 within fourteen (14) days of termination of the Agreement, the Customer shall be liable to pay interest thereon at the rate of one per cent (1%) per month and shall be calculated daily from the expiry of the due date till such time the payment is fully settled by the Customer to the Company against any other costs (including legal costs on a solicitor-client basis), expenses, claims or damages whatsoever arising out of or incidental to the breach of the Agreement.
a. Waiver: Any waiver by the Company of any default or breach, or the non-acceptance by the Company of any repudiation of the Agreement by the Customer, will not affect the Company’s rights in respect of further or continuing default or breach or any subsequent repudiation by the Customer.
b. Severability: If any provision (or part it) contained in the Agreement is rendered void, invalid or unenforceable in any jurisdiction, then such provision (or part of it) will be severed from the Agreement without affecting the validity or the remaining provisions of the Agreement.
c. Binding effect: The Agreement will be binding on the successors, substitutes, permitted assigns, executors, and administrators of the parties the Agreement Where there is more than one Customer, the liability of each shall be joint and several. Unless stated otherwise in the Agreement, the Agreement shall continue to be binding and valid for all purpose whatsoever in the constitution of the Company or the act of the Customer.
d. Transfer and Assignment: The Customer may not transfer, assign or novate any of its rights or obligations under the Agreement to any Person without the prior written consent of the Company. The Company shall have the right to transfer, assign and/or novate its rights and obligations under the Agreement to any Person with notice to the Customer.
e. Governing Law: The parties agree to work together in good faith to attempt to quickly and negotiation prior to initiating and legal proceedings. The Agreement shall be governed by the laws of Malaysia and the parties hereby submit to the exclusive jurisdiction of the Courts of Malaysia on any matter concerning the Agreement.
f. Rights of the Third Parties: A person or entity who is not a party to the Agreement has no rights under any applicable legislation, to enforce any term or condition in the Agreement regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt nothing in this clause shall affect the rights or any permitted assign or transferee of the Agreement.
g. Variation: The Company shall reserves the right to amend the terms and conditions herein contained at any time if amendment is reasonably necessary in the interest of and for ensuring a fair level of availability of the Services to a majority of the subscribers and the Customer shall be bound by the amended terms and conditions. Notice of the amendment may be given by the Company to the Customer in such manner as the Company deems appropriate.
h. Notices: Any notice or other communication under the Agreement shall be in writing sent or delivered to the address of the parties indicated in the Agreement or to such other address as the party may notify in writing to the other and will be deemed to be duty received by or served on the address if delivered:
i. In person, when delivered
ii. By post, seven (7) days from the date postage
iii. By facsimile transmission, on dispatch of the transmission;
iv. By SMS to a telephone number specified by the Customer; or
v. By electronic mail to an email address specified by the Company or the Customer.
19. PERSONAL DATA PROTECTION ACT
19.1 Consent to use personal Information
The Customer undertakes that he/she/it has read and understood the Company’s Personal Data Protection Notice. By entering into this Agreement, the Customer hereby consents and allow the Customer’s personal data to be processed by the Company in accordance with the Company’s Personal Data Protection Notice.
20. PROPRIETARY INFORMATION
20.1 The Customer acknowledges that all Proprietary Information and all right, title, and interest therein is the sole property of or licensed by the Company and the Customer shall gain no right, title or interest in the Proprietary Information whatsoever. The Customer translation or adaption of the Proprietary Information and any other improvement or development based thereon, whether developed, supplied, installed or paid for by or and behalf of the Customer or any buyer of the Customer or otherwise.
20.2 The Customer must not and must not permit any person reasonably within its control not procure any person to modify, copy, clone or reverse engineer ISB Equipment and Services, or copy, modify or decompile any of the Company’s documentation relating to ISB Equipment and Services.
20.3 The Customer shall not disclose any confidential information relating to the installation without the previous consent in writing of the Company or to use any such information to the detriment of the Company and this clause shall continue in effect for so long as the Customer is in possession of the ISB Equipment.
20.4 The Customer shall inform the Company immediately on becoming aware of any suspected or actual:
(a)Infringement by any third party of the Proprietary Information; or
(b) Unauthorised or unlawful use of the Security Equipment.