Seller Agreement

Last updated: 27 July, 2016

This Seller Agreement ("Agreement") is a service agreement between Shoppertise Sdn. Bhd. ("Shoppertise", "we", "our" or "us"), under business registration number 1064096-H and you ("you" or "your"). By signing up for Shoppertise mobile applications and websites, payment processing services, and other services provided by Shoppertise (collectively, the "Services"), you signify that you have read, understood and agreed to observe, comply and be bound by the following terms and conditions ("Terms"). Any new features or tools which are added to the current Services shall be also subject to this Agreement.

Shoppertise reserves the right to change, modify, add, replace or terminate this Agreement by posting updates and changes on the Shoppertise website. You are advised to check this Agreement periodically for changes that may impact you. You may reject the changes by terminating your account. Your continued use of the Services following changes to the Terms constitutes your acceptance of those changes.

Eligibility

You must be 18 years or older to use and access the Services. Remember that with any violation of these Terms, we will cancel your service.
Shoppertise as a sales tool
1. We offer a simple app that acts as a personal sales assistant for small business owners to manage their sales, inventory and customer data on-the-go.
2. Your Shoppertise account ("Account") permits you to create, personalise, and maintain Quick Buy pages for your business. If you use Quick Buy, you agree to make available to your buyers ("Buyers") a refund policy applicable to their online purchases.
3. The Services allow you to accept payments. As a mobile commerce solution provider, Shoppertise facilitates the processing of payments you receive from your Buyers. This means that we collect, analyse and relay information generated in connection with these payments.
4. In order to serve in this role, we must enter into agreements with payment processors and acquiring banks (collective, the "Networks").
5. We are not a bank and we do not offer banking services as defined by the Malaysian law.
Compatible mobile devices and third party carriers
1. Your Account permits you to accept online transactions, and to account for cash transactions, on compatible mobile devices. Devices modified contrary to the manufacturer's software or hardware guidelines, including but not limited to those with disabled hardware or software controls - sometimes referred to as "jail broken" - are not compatible mobile devices.
2. You acknowledge that using a modified device to use the Services is expressly prohibited, constitutes a violation of the terms of this Agreement, and is grounds for termination of your Account.
3. Shoppertise does not warrant that the Services will be compatible with your mobile device or third party carrier.
Account activation
1. You must sign up and create an Account with Shoppertise to use and gain access to the Services by providing your business info, your full legal name, a valid phone number, a valid email address, and any other information indicated as required.
2. You must provide accurate and complete information in response to our questions. You must complete this and other processes to access any funds that you accept through the Services. You must also keep the information that you provide up-to-date. Some of the information will appear on the Buyer's payment details.
3. You must enable Shoppertise Payment account to accept online payments. You are responsible for activating and deactivating the account.
4. We reserve the right to suspend or terminate your Account if you provide inaccurate, untrue, or incomplete information, or fail to comply with the account activation requirements.
5. The person signing up for the Services is responsible for the account and is bound by these Terms. If you signup on behalf of your employer, your employer owns the account and is also bound by our Terms.
6. Your Account is not transferable. In the event you wish to change your business information, a minimal fee will be imposed.
Verification and inspection
1. If your Account activation is successful, Shoppertise may request additional information from you at any time. For example, Shoppertise may ask you to present a government issued identification such as a passport or driver's license, a business license, or other information. Shoppertise may also ask for permission to inspect your business location. If you refuse any of these requests, your Account may be suspended or terminated.
Payment of fees
1. There is no charge when you sign up and use the Shoppertise Services. But there is a RM2.00 fee for every successful online transaction made through Shoppertise Payment.
2. For the weekly payment release or other customised features, please refer to our Pricing plan.
3. Subject to the terms of this Agreement, we reserve the right to change our fees upon thirty days' advance notice. You must agree to the change in fees to continue using the Services.
4. To withdraw your consent, you will need to close your Shoppertise Account.
5. All balances and all fees, charges, and payments collected or paid through the Services are denominated in Ringgit Malaysia (RM).
Merchants' earnings /sales
1. Deposit account
  1. If you receive a payment, Shoppertise will hold such payment separate from its corporate funds in an account pooled with other merchant funds.
  2. Funds for any given transaction will not be deposited until the transaction is deemed complete. Transactions will be deemed complete when we have received or sent the funds and when we or the designated financial institutions have accepted the transaction or funds.
  3. You will not receive interest or any other earnings on any funds that we handle for you.
  4. We will deposit amounts received by us for transactions you submit through the Services (less any applicable fees), subject to any chargeback or reserve withheld or applied in accordance with this Agreement.
  5. If Shoppertise is not able to debit or credit the deposit account you link to your Account, the deposit account will be de-linked from your Account.
  6. Shoppertise shall not be liable for any loss that results from your failure to keep your deposit account information accurate and up to date, from your failure to submit a request for such payment or Shoppertise's failure to receive your request.
2. Payout schedule and reporting
  1. For monthly settlement: Sales cycle is calculated from the first to the last day of the month. All successful sales completion with last month's sales cycle will be calculated and a payout made every third of the following month. Should the third day be a Public Holiday, the payment will be made on the fourth day instead.
  2. For weekly settlement: Sales cycle is calculated from Sunday to Saturday. All successful sales completion within last week's sales cycle will be calculated and a payout made every Tuesday the following week. Should Tuesday be a Public Holiday, the payment will be made on Wednesday instead.
  3. Shoppertise will issue a report and payout summary on a monthly or weekly basis, along with the payout. The summary will be sent to the email address listed in your Account.
  4. Shoppertise will online debit the sales (minus GST, if any) to your deposit account.
  5. Should Shoppertise need to conduct an investigation or resolve any pending dispute related to your Account, we may defer payout or restrict access to your funds until the issue is resolved.
  6. We also may defer payout or restrict access to your funds as necessary to comply with applicable law or court order, or if otherwise requested by law enforcement or governmental entity.
3. Risk of reversals, chargebacks and claims
  1. When you receive a payment via Shoppertise, you are liable to Shoppertise for the full amount of the payment sent to you plus the applicable fee even if the payment is later invalidated, in whole or in part, for any reason. For clarity, in addition to any other liability, you will be responsible for the amount of the payment sent by the Buyer to you, plus the applicable fee notwithstanding a claim or a chargeback, or if there is a reversal of the payment.
  2. You agree that Shoppertise may deduct any amount due from amounts Shoppertise is holding for you in the pooled account or otherwise or from future payments you receive. You agree to reimburse Shoppertise for any such claims, chargebacks or reversals immediately upon Shoppertise's request.
  3. If a Buyer files a chargeback, the credit card issuer, not Shoppertise, will determine, in its sole and absolute discretion, whether the Buyer is entitled to the chargeback.
  4. At any time and from time to time, we may temporarily suspend or delay payments to secure the performance of your payment obligations under this Agreement.
4. Refunds and returns
  1. Refund is only applicable for payment card transactions.
  2. By accepting payment card transactions with Shoppertise, you agree to process returns of, and provide refunds and adjustments for, your goods or services through your Account in accordance with this Agreement and Network rules.
  3. Network rules require that you (a) maintain a fair return, cancellation or adjustment policy; (b) disclose your return or cancellation policy to Buyers at the time of purchase, (c) do not give cash refunds to a Buyer in connection with a card sale, unless required, and (d) do not accept cash or any other item of value when preparing a card sale refund.
  4. The amount of the refund /adjustment must include any associated taxes required to be refunded and cannot exceed the amount shown as the total on the original sales data.
  5. If you accept returns and are making an uneven exchange of merchandise (e.g., the sales price is not the same), you must issue a credit for the total amount of the merchandise being returned and complete a new sale for any new merchandise.
  6. Please be aware, if your refund policy prohibits returns or is unsatisfactory to the Buyer, you may still receive a chargeback relating to such sales.
  7. You can process a refund through your Account up to 5 days from the day you have accepted the payment.
  8. You are not allowed to process a partial refund.
5. Taxes
  1. You are responsible for determining any and all taxes assessed, incurred, or required to be collected, paid, or withheld for any reason in connection your use of our software and services ("Taxes").
  2. You also are solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority.
  3. We are not obligated to, nor will we determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction.
  4. Shoppertise specifically disclaims any liability for Taxes.
Responsibility
1. Shoppertise is not responsible if you upload anything that may go against the rights of a third party, break the law or get sued.
2. For the list of banned and restricted items, please refer to our Terms of Use (Clause #7. Responsibility of Merchants).
Your content
1. In connection with your Account, any business listing, and your use of the Services, you may be able to upload or provide photos, logos, products and other materials or information ("Seller Content").
2. You agree that you will not upload or provide any Seller Content unless you have created that content yourself or you have permission from the content owner to do so.
3. You grant us, our affiliates and successors a worldwide, non-exclusive, royalty-free, fully-paid, transferable, and sublicensable right to use, reproduce, modify, adapt, publish, prepare derivative works of, distribute, publicly perform, and publicly display your Seller Content throughout the world in any media in order to provide and promote the Services and Shoppertise's business.
4. You retain all rights in your Seller Content, subject to the rights granted to Shoppertise in this Agreement.
5. You may modify or remove your Seller Content via your Account or by terminating your Account, but your Seller Content may persist in historical, archived or cached copies and versions thereof available on or through the Services.
6. You agree not to upload or provide Seller Content or otherwise post, transmit, distribute, or disseminate through the Services any material that: (a) is false, misleading, unlawful, obscene, indecent, lewd, pornographic, defamatory, libelous, threatening, harassing, hateful, abusive, or inflammatory; (b) encourages conduct that would be considered a criminal offense or gives rise to civil liability; (c) breaches any duty toward or rights of any person or entity, including rights of publicity, privacy or trademark; (d) contains corrupted data or any other harmful, disruptive, or destructive files; (e) advertises products or services in competition with Shoppertise's or its partners' products and services, as determined by Shoppertise in its sole discretion; or (f) in Shoppertise's sole judgment, is objectionable, restricts or inhibits any person or entity from using or enjoying any portion of the Services, or which may expose Shoppertise, its affiliates, its customers, or Buyers to harm or liability of any nature.
7. Although Shoppertise has no obligation to screen, edit, or monitor any Seller Content, Shoppertise reserves the right, and has absolute discretion, to remove, screen, edit, or disable any Seller Content at any time and for any reason without notice.
8. You understand that by using the Services, you may be exposed to Seller Content that is offensive, indecent or objectionable.
9. We take no responsibility and assume no liability for any Seller Content, including any loss or damage to any of your Seller Content.
Customer service
1. You are solely responsible for all customer service policies and issues relating to your goods or services, including pricing, order fulfillment, cancellations or no shows by you or a Buyer; returns, refunds and adjustments, rebates, functionality and warranty, technical support, and feedback concerning experiences with your personnel, policies or processes.
2. In performing customer service, you will always present yourself as a separate entity from us.
3. As between you and us, we are solely responsible for customer service issues relating to any Account payment, card processing, debiting or crediting.
Service rules
1. General
  1. The Shoppertise Services belong to us. You are not allowed to rip it off or use it for any illegal or sketchy purposes.
  2. Your content may be transferred unencrypted and may be altered as deemed necessary, but payment and sensitive information will always be encrypted.
  3. For the list of prohibited activities in connection with the Service, please refer to our Terms of Use (Clause #9. Service Rules).
2. Restricted use
  1. You may not act as a payment intermediary, aggregator or service bureau or otherwise resell the Services on behalf of any third party. This means that you may not use the Services to handle, process or transmit funds for any third party.
  2. You also may not use the Services to process cash advances.
  3. You may not use the invoices feature of the Services to send invoices to yourself or in any other manner for which the invoices feature is not intended.
3. Unauthorised or illegal use
  1. We may decide not to authorise or settle any transaction that you submit to us if we believe that the transaction is in violation of this Agreement, or that it exposes you, other Shoppertise customers, our processors or Shoppertise to harm.
  2. Harm includes fraud and other criminal acts.
  3. If we have reasonable grounds to suspect that your Account has been used for an unauthorised, illegal, or criminal purpose, you give us express authorisation to share information about you, your Account, and any of your transactions with law enforcement.
Disclosures and notices
1. You agree that Shoppertise can provide disclosures and notices required by law and other information about your Account to you electronically by posting it on our website, or by emailing it to the email address listed in your Account.
2. You also agree that electronic disclosures and notices have the same meaning and effect as paper copies.
3. Such disclosures and notices are considered received by you within 24 hours of the time posted to our website, or within 24 hours of the time emailed to you unless we receive notice that the email was not delivered.
Intellectual property
1. Anything you upload remains yours and your responsibility.
Advertisements
1. If you use Shoppertise, we may display advertisements of our partners at any time. By using Shoppertise, you agree to receive or view advertisements provided by our partners from time to time.
Termination /account cancellation
1. To initiate a cancellation for subscription plans, email [email protected]. Shoppertise will respond with specific information regarding the cancellation process for your Account.
2. If you cancel before the Account expiry period, a pro rata refund will be provided to you for service termination.
Shoppertise rights
1. We can modify, discontinue, cancel or refuse the Services at any time, without liability. In the event of an ownership dispute over an account, we can freeze the account or transfer it to the rightful owner.
Optional tools
1. We are not responsible for third party tools so use them at your own discretion. If you use them you agree and accept that we do not provide a warranty, so get proper advice beforehand.
Disclaimer of warranties
1. Services are "as is" so errors or interruptions may occur, and we provide no warranties.
Limitation of liability
1. We are not responsible for any damages or loss incurred from the use or inability to use our Services.
Indemnification
1. You cannot hold legal responsibility against us and the people we work with.
Dispute resolution
1. If there is any disagreement, we'll try our best to resolve them based on our policies.
2. If we cannot resolve your concerns, we agree to an informal and inexpensive dispute resolution process requiring individual arbitration.
Change log
1. 27 July 2016 - Restrictions on account ownership and changes to business info.