End-User Terms of Service

This End User Terms of Service (“EUTOS”) is a legal agreement between you as the User and SalesCandy granting you the non-exclusive non-transferable license to access or download, install and use the SalesCandy App and our Services. 
If you have been granted access and use of SalesCandy App and our Services pursuant to a paid subscription by our Client (i.e., your employer, hirer or principal), your access and use will depend on such Client’s agreement with us.  
References to “SalesCandy”, “us” or “we” will mean Sales Candy International Sdn Bhd, and where appropriate, our subsidiaries or entities in our group of companies. 


By accessing, downloading, installing or using the SalesCandy App, you agree to the terms of this EUTOS. If you do not agree to the terms of this EUTOS, do not proceed to access, download, install or use the SalesCandy App.
You shall also comply with the Google Play Store Terms of Service and the terms and conditions of the applications stores, browsers or platform from which the SalesCandy App is accessed or downloaded. 
We remain the owners of the SalesCandy App at all times and we agree to grant you a licence to access, download or use the SalesCandy App subject to the restrictions and limitations set out in this EUTOS. 

 

Interpretation

Account
- Means a SalesCandy account registered by you.
 

API
- Means Applications Programming Interface.
 

Business Day
- A day (other than a Saturday, Sunday, gazetted national public holiday in Malaysia OR a non-business day as published on SalesCandy’s website).
 

Client
- The legal person or entity that has contracted directly with us, under which you are permitted to use the Services.
 

Data Processor
- Has the meaning assigned to it in the PDPA, which is descriptive of SalesCandy’s role in processing data on the Client’s behalf when providing the Services.
 

Defects
- Means a defect, error or bug in the Service having a material adverse effect on the functionality or performance of the same, excluding any defect, error or bug caused by or arising as a result of:

  • your misuse of the Services;
  • your failure to observe any of the obligations in this EUTOS;
  • An incompatibility between the Services and the Device;
  • The Device not meeting the Minimum Specifications;
  • Limitations inherent in the Device’s capability or compatibility;
  • Your failure to download or update the latest version of the SalesCandy App; or
  • Use of third-party applications that interferes or consumes resources of the Device in a manner that interferes with the smooth operation of the Services.
     

 Device
- Any electronic device (including desktop computers, laptop computers, smart phones, smart watches, tablets, and any other mobile devices), on which the Services are accessed, downloaded and/or used.
 

Fees
- The fees payable by the Client to SalesCandy for the Services.
 

Intellectual Property
- Includes copyright and all worldwide rights conferred under statute, common law or equity relating to inventions (including patents), registered and unregistered trademarks and designs, logos, layouts, source codes, work flows and features, data and databases, confidential information, know how, trade secrets and all other rights resulting from intellectual activity. Intellectual Property has a consistent meaning, and includes any enhancement, modification or derivative work of the Intellectual Property.
 

Leads
- Your existing or potential client, lead, or prospect, and the Client’s existing or potential client, lead or prospect who have established contact or communication with you about the Client’s products or services directly, or indirectly through one or more of the Personal Data Sources;
 

Minimum Specifications
- Means the minimum specifications of a Device for the SalesCandy App to run optimally, including the specifications as listed below:

  • For the Android SalesCandy App:
    • Android 4.1 and onwards;
    • 2GB RAM;
    • Minimum 16GB Storage Space, 2GB available;
    • 4.5-inch screen; and
    • Availability of Google Play Store. For the browser-based SalesCandy App:
    • Compatible internet browser, i.e. latest release of Chrome, Firefox and Safari
       

PDPA
- Means the Personal Data Protection Act 2010 of Malaysia and its regulations.
 

Personal Data
- Has the meaning ascribed to it in the PDPA of Malaysia and includes personal data and sensitive personal data as further described in this EUTOS.
 

Personal Data Sources
- Means the sources from which Personal Data is collected by you or the Client and subsequently shared with us to process, which may change from time to time, and includes:

  • Websites, landing pages, databases or contact lists owned or controlled by the Client;
  • Responses received online shared with us via an API or via an email parser;
  • Responses from advertisements placed online, including on social media platforms;
  • CandyNumber, being an automated response number inserted into any form of online or offline media advertisement posted by the Client;
  • CandyPixel, being javascript that is embedded into a webpage which listens to form submission events and submits data to our server;
  • CandyPage, being a feature of the Services allowing you to create and customize a webpage to collect Personal Data from Leads;
  • Your Device for which Personal Data was uploaded to, stored in or granted access to the SalesCandy App by you; and
  • Your own details provided by you through the use of the Services.
     

SalesCandy App
- Includes:

  • (I) any mobile-device based application released by SalesCandy; and
  • (II) any browser-based application released by SalesCandy.
     

Services
- Means the lead management services and all elements and features constituting our services, including access by you to the SalesCandy App, subject always to any specific services or variations set out in the quotation.
 

Super Manager
- Means a class of the User(s) granted administrative and monitoring features.
 

User
- Means you, being users of the SalesCandy App and the Services as permitted by the Client, and where relevant shall mean other users of the SalesCandy App permitted by the Client.
 

User-Generated Content
- Any content, information or data, whether of a textual, visual or aural in nature, posted or generated by you or other Users through the Services, whether publicly accessible or not or when using the Services.

 

 

1. General 

  • If you do not agree with this EUTOS, kindly refrain from using the Services.
  • The Services may contain links to the Client’s websites or third-party websites that are not owned or controlled by SalesCandy. We assume no responsibility for any third-party claims, losses, liability, damages and/or cost (including, but not limited to, legal fees) arising from your use of such websites. You shall understand and agree to the terms of use of such websites, including their privacy policy, in order to use the Services. 
  • You shall be responsible for obtaining your own Device, internet connection, data, voice, SMS and for bearing the related telecommunication charges for using the SalesCandy App. 
  • If you violate the EUTOS, we reserve the right to restrict, suspend or terminate your Account.
  • You acknowledge that complex applications like the SalesCandy App is never wholly free from security vulnerabilities and may contain Defects. Therefore, we provide no warranty or representation that the SalesCandy App will be wholly secure or free from Defects, and we shall not be responsible or liable for any Defects, unless directly attributable to our willful default or gross negligence. 

 

2. Changes to the EUTOS

  • We reserve the right, acting reasonably at all times, to modify, revise, change, amend, replace, remove, or withdraw the terms under this EUTOS by providing notice to you of the same. 
  • Any legislative or technical updates to the EUTOS, including changes to our Minimum Specifications or changes to the applicable legislation, will be published on this page from time to time. Kindly check this page regularly to stay informed of the latest changes to the EUTOS. The latest published EUTOS shall replace any older version of the EUTOS. Continued use of the Services shall be deemed as acceptance of our latest EUTOS. 

 

3. Prohibitions

  • You shall not use the Services:
    • to commit or encourage a criminal offence or the breach of any laws in any jurisdiction;
    • to engage in activities or to submit User-Generated Content that solicits personal information for unlawful or unauthorized purposes;  
    • to transmit or distribute a virus, trojan, worm, logic bomb, keystroke logger, spyware, or any other material which is malicious, technologically harmful, in breach of confidence, in breach of personal data protection laws in any jurisdiction, or in any way offensive or obscene;
    • in any manner that could damage, disable, overburden or impair any servers, networks, or interfere with any other party’s access and use of the Services; 
    • to attempt to gain unauthorized access to the Services, other User’s Accounts, computer systems or networks, or information not intentionally made available on or through the Services, through hacking, password mining or any other means;
    • to interfere with the proper operational integrity of the Services or any other activities conducted on the Services;
    • to remove, circumvent, disable, damage or otherwise interfere with security-related features of the Services;
    • to license, sub-license, sell, re-sell, transfer, assign, distribute or otherwise commercially exploit or make available to any unauthorized third-party the Services in any way; 
    • to link to, mirror, or frame any portion of the Services;
    • to cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services;
    • to decompile, reverse engineer, or disassemble the Services; 
    • to corrupt, mine or steal any data from the Services or third-party services that supports the Services;
    • to harass, intimidate or cause annoyance;
    • to infringe upon the rights of any other person’s proprietary rights; 
    • to send any unsolicited advertising or promotional material, i.e. spam; 
    • to send and/or transmit any information or material including User-Generated Content which, in our opinion, is morally objectionable, false, menacing, or patently offensive in character with intent to annoy, abuse, threaten or harass any person; and 
    • in contravention of any third-party website terms,
      and any of the breaches above will be grounds for suspension or immediate termination of your Account.
       
  • You shall not to do the following in respect of the SalesCandy App:
    • modify, disassemble, decompile or reverse engineer the SalesCandy App;
    • rent, lease, loan, resell, sublicense, distribute or otherwise transfer the SalesCandy App to any third-party or use the SalesCandy App to provide time sharing or similar services for any third-party;
    • remove, circumvent, disable, damage or otherwise interfere with security-related features of the SalesCandy App, features that prevent or restrict use or copying of any content accessible through the SalesCandy App; or
    • delete the copyright and other proprietary rights notices on the SalesCandy App.
    • We will not be liable to you for any loss or damage you have suffered, and you shall indemnify us against any loss or damage we have suffered, that is caused directly or indirectly by your breach of the terms above or due to improper use of the Services. 

 

4. Account and Security

  • All information provided to us for the creation of Accounts for by you are regarded as representations by you, and must be truthful, up to date and accurate. 
  • You are responsible for keeping Devices secure, preventing unauthorized access to your Account, and backing up or exporting your own data that you are authorized to retain into a separate location. We are not liable for any loss of such data arising from failure to back-up or export such data periodically. 
  • You shall take active steps to secure the Devices, including setting a screen lock and password for the Devices. We will not be liable for any loss or breach of data arising from your failure to secure the Devices. 
  • You will be solely responsible for the use of the relevant Account, and any acts or omissions arising from your Account, whether or not such acts or omissions are authorized or done by you. 
  • Access to the Services or the Account may be restricted, de-activated or suspended without prior notice if we have not received timely payment of any Fees due for the Services from the Client. 
  • You shall notify us and your Super Manager if you: 
    • become aware of any unauthorized use or breaches of your Account, or if your login details are no longer secure and confidential; or
    • lose or misplace the Device.
  • You shall update the information contained in your Account promptly or inform us and your Super Manager of any changes in the information provided when registering the Account.

 

5. Devices and SalesCandy App

  • This EUTOS applies to the SalesCandy App, including any updates or supplements to the SalesCandy App.
  • You are deemed to have permission and consent from the owners of the Device that are controlled, but not owned by you to access or download the SalesCandy App onto the Device.
  • You shall be responsible and liable for the use of the SalesCandy App on any Device, whether or not it is owned by you.
  • The Device used to access the Services through the SalesCandy App must meet the Minimum Specifications. We do not warrant that the SalesCandy App will be compatible with the Device. The Minimum Specifications may change from time to time in our sole discretion.
  • The Device used to access the Services through the SalesCandy App may contain battery-saving and resource management functions built into the operating system or performed by a separate application which may affect the operation of the SalesCandy App. You are encouraged to white-list the SalesCandy App, or change the settings to enable the SalesCandy App to operate in its full capacity.  
  • Subject to the compliance to Clause 3 of this EUTOS, we grant you a non-exclusive, non-transferable, revocable license to access, download and use a copy of the SalesCandy App. The foregoing license is not a sale of the SalesCandy App or any copy thereof, and SalesCandy or its third-party licensors or vendors retain all right, title, and interest in and to the SalesCandy App and any copy of the same. 
  • The Services require a stable connection to the internet and availability of mobile data or Wi-Fi to be fully functional. We are not responsible for any reduced or non-accessibility to the Services resulting from poor internet connection or lack of mobile data on the Device. 
  • SalesCandy may from time to time release new versions of the SalesCandy App and may automatically update the version of the SalesCandy App that is being used on the Device. You consent to such automatic updating of the SalesCandy App on the Device, and that SalesCandy will not be liable for any loss of data or leads, delays or downtime due to such updates.
  • If the automatic update of the SalesCandy App does not work, either due to disabling by you or for any other technical reasons, you shall be responsible for updating the SalesCandy App manually to the latest versions.
  • Depending on the update, the Services may not be accessed until the latest version of the SalesCandy App is downloaded or updated and any new terms are accepted.
  • You may not sub-license and must not purport to sub-license any rights granted under this EUTOS.
  • Nothing in this EUTOS shall give to you or any other person any right to access or use the source code or constitute any license of the source code. 

 

6. Third-Party Service Features

  • The Services interoperates with and utilizes a range of third-party service features such as Amazon Web Services and Twilio. Any third-party code or feature that is available in the Services may be covered by an open source or third-party end user license agreement authorizing use of such code, for which you agree to observe the terms and agreements set by such third parties.
  • If a third-party feature provider ceases to provide that feature, we may opt for another third-party to provide similar features. However, if we, after taking reasonable measures to do so, are unable find an alternative third-party provider, or if it is not commercially or technically feasible to engage an alternative third-party provider, we reserve the right to no longer make available the affected feature without liability to us but will do our level best to ensure that such features are made available in the future.    

 

7. User-Generated Content Submission  

  • We reserve the right to access, review, monitor, censor or delete all User-Generated Content submitted, stored or uploaded in the course of using the Services, at any time and for any reasons whatsoever. However, we are not responsible for any User-Generated Content posted by you and for the consequences of submitting and publishing any User-Generated Content on the Services. 
  • You represent that you have the necessary licenses, rights, consents and permissions to publish the User-Generated Content. 
  • You hereby grant us a license to use all relevant intellectual property in and to such User-Generated Content submitted through the Services, which shall be deleted upon the termination of the Client’s subscription with us. 
  • You shall not submit User-Generated Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, hateful, dangerous, threatening, misleading, contain nudity or sexual content, or User-Generated Content that be construed as constituting harassment and cyber bullying or that could endanger a person, or User-Generated Content that we, in our sole and absolute discretion, deem not suitable for publishing on the Services.  
  • You shall not submit User-Generated Content that contains third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless written permission from the rightful owner of the material is granted to do so.  
  • We may remove or delete any User-Generated Content, at our sole discretion, without notice to you. We shall not be liable to you for any losses or damage suffered arising directly or indirectly from any deletion or removal of submitted User-Generated Content. 

 

8. Force Majeure

  • In no event shall we be responsible for any failure or delay in the performance of our obligations under this EUTOS arising out of or caused by, directly or indirectly, forces beyond our control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services, it being understood that the we shall use reasonable best efforts which are consistent with accepted practices in the technology and information technology industry to resume performance of our obligations as soon as practicable under this EUTOS. 

 

9. Notices

  • Any notice required or permitted to be given under this EUTOS, questions,  requests, complaints, and disputes shall be given in the form of an email to:
    • if to be sent to us, to support@salescandy.com;
    • if to be sent to you, to the email address of your Super Manager’s account. 

 

10. Limitation of Liability

  • The Services and the SalesCandy App are provided to you on an “as is” and “as available” basis without any guarantees or warranties to you. Unless expressly stated to the contrary to the fullest extent permitted by law, we expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity and shall not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procuring substitute services, arising out of or related to the use, inability to use, performance or failures of the Services or the SalesCandy App, delay or interruption in the services, and any materials posted thereon, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, common law or otherwise. 
  • While we will use our best efforts in adhering to the service levels agreed with the Client, we will not be liable for any interruptions in the Services, errors, delays, data loss or other technical problems. We recommend that you always keep a copy of any data or information that you have uploaded to the Services in case of any service interruption or failure. 
  • This disclaimer shall not affect our liability for death or personal injury arising from our negligence, nor for fraudulent misrepresentations, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law. 

 

11. Personal Data

  • In providing the Services, we act in the capacity of a data processor (as defined in the PDPA) in respect of the Personal Data belonging to you and the Leads or any other third party that we will receive from the various Personal Data Sources, and we will process such Personal Data on behalf of you and the Client.
  • In the context of this EUTOS, “Personal Data” expressly includes, but is not limited to, the full name, identity card number, passport number, phone number, and e-mail address of you and the Leads, and may even include sensitive personal data (as defined in the PDPA). 
  • By using our Services and in acknowledgement of your role as a data user, you warrant that:
    • the Leads have been shown or provided access to a PDPA-compliant personal data notice or any equivalent at the earliest possible opportunity prior to collecting Personal Data from the said data subjects;
    • you have procured the necessary consents from the Leads to the Client using their Personal Data as a data user in the manner set out in the Client’s privacy notice at the earliest possible opportunity, prior to transferring the Personal Data to us to process. Procurement of consent includes you seeking verbal or written consent from data subjects when obtaining their Personal Data through other offline means; and
    • to the extent that you will provide or have provided to us Personal Data of any Leads or other third parties, the privacy notice shall inform the data subjects that their Personal Data will be provided to and processed by third party processors such as SalesCandy, and that you have taken all necessary steps to obtain their express consent to the processing of their Personal Data by us in accordance with this EUTOS.
  • We may from time to time, inform you of the specific types of permissions (especially where required by law) and Personal Data that we require in order to provide the Services to you and the Client, and you shall take all necessary steps to inform and procure the consents from the Leads (where applicable). We will not be liable for your failure to provide us with the requested Personal Data or to procure the consents from the relevant data subjects. 
  • In order to access the Services through the mobile application version of the SalesCandy App, we will request directly from you the permissions below for the Device, including but not limited to:
    • Allow SalesCandy to take screenshots, pictures and record videos;
    • Allow SalesCandy to access your contact book;
    • Allow SalesCandy to make and manage phone calls;
    • Allow SalesCandy to send and view SMS messages;
    • Allow SalesCandy to access photos, media, and files on your Device; and
    • Allow SalesCandy to access the Device’s location.;
      (collectively, the “Permissions”)
       
  • To provide the Services as an action-based leads management services provider, we may also need to collect the following Personal Data:
  • your name, phone number, email, designation, call & SMS history;
  • your IP address and GPS tracking information; 
  • your Device’s IP address and GPS tracking information;
  • details and content of your meetings, phone calls, emails, agendas, outcomes, actions to follow up, minutes and other documents transferred, uploaded or stored through the SalesCandy App; and
  • your questions, comments, queries or feedback from engagement activities submitted to us.
  • The purposes for which Personal Data belonging to you and the Leads are collected and channeled to us will be to render the Services to you and the Client, particularly to;
    • Verify your identity;
    • Process, qualify and routing information including Personal Data of the Leads to you for purposes that the Leads have consented to;
    • Track the patterns of interaction and response times of you with the Leads. This includes:
    • Allowing you to upload through the SalesCandy App permitted information about Leads; 
    • Allowing Leads to be connected with or contacted by you, subject to the Leads having consented;
    • Recording the times and duration of communication or conversations between you and the Leads; and
    • Recording the SMS or messages through the Device between you and the Leads only.
    • Allow us to perform onboarding for you; 
    • Allow us to respond to your enquiries and complaints; and
    • Allow us to troubleshoot any issues and bugs arising in respect of the Services or the SalesCandy App. 
       
  • We treat personal data protection very seriously and as such, we undertake:
    • to comply with the provisions of the PDPA in providing you the Services;
    • to ensure all relevant Personal Data is kept secure and shall adopt acceptable industry standards, security practices and systems applicable to the processing of the Personal Data, and take prompt remedial action against unauthorized access, breaches, copying, modification, storage, reproduction, display or distribution of the Personal Data processed on your behalf;
    • to take reasonable precautions of acceptable industry standards to preserve the integrity of the Personal Data and prevent any corruption, leakages or loss of Personal Data; 
    • to cooperate with security investigations on data breaches as reasonably requested or initiated by you, the client or any relevant authorities; 
    • that during the term of the Client’s subscription of Services, we shall only make copies of the Personal Data to the extent reasonably necessary for the provision of the Services, including back-ups, mirroring, security, and disaster recovery, and copies of Personal Data only shall be deleted after a reasonable time from the termination of the Services. For the avoidance of doubt, any non-personally identifiable data we collect shall not be included in this provision; 
    • not to extract, re-utilize, use, exploit, redistribute, disseminate, copy, or store the Personal Data other than for the provision of the Services;
    • not to sell to third parties or undertake any commercial activity with the Personal Data other than for the provision of the Services; 
    • not to initiate contact, interaction, or communication with you, any of the other Users or the Leads directly or independently, unless you, other Users, or the Leads first contact us, or except as necessary under law; and
    • not to request from the Leads directly any of their Personal Data unless done so on your behalf or as instructed by the Client.
       
  • We will not disclose any Personal Data to any third party without the Client’s consent (and where appropriate, your consent) except to our relevant staff, professional advisers, vendors, suppliers, agents, contractors, service providers, business partners, insurance companies, banks and/or financial institutions, within or outside Malaysia, where absolutely necessary for the purposes mentioned above, and to any party who undertakes to keep Personal Data confidential, or to whom we are compelled or required under the law to disclose to.
  • The SalesCandy App and the Services interoperate with a variety of third-party services, and as such we may be required to share Personal Data processed by us with other third-party service providers. We will be able to furnish the relevant details of such third-party service providers upon your written request. We will also ensure that the third-party service providers, including inserting contractual obligations with our third-party service providers, will maintain and adhere to similar or higher standards of data protection as we do. 
  • Notwithstanding the above, we may disclose Personal Data or transfer Personal Data to a country outside of Malaysia including but not limited to the following situations (i) where our database or server may be located, provided that it is in a jurisdiction with a system of protection of personal data that has substantially similar or higher standards as provided under the PDPA, (ii) if and when required by law, or upon notice to you and the Leads in the event of mergers by or acquisition of SalesCandy, or transfers within SalesCandy’s group of companies.  
  • If you have reasonable grounds to believe that we, through the provision of the Services, are in possession of or provided with Personal Data of persons under the age of 18 for which needs to be deleted, please contact us so that we will be able to take appropriate action.
  • By using the Services, we are not liable for:
    • any Personal Data that you disclose intentionally or unintentionally;
    • any your breaches of the PDPA; 
    • any complaints and actions brought about by you, the Leads, and other data subjects which are not directly attributable to our acts or omissions; and
    • any loss or damage suffered by you or the Leads arising from the unauthorized disclosure of Personal Data belonging to third parties or your breaches of the PDPA.
       
  • You shall indemnify us against any actions or losses brought about by any misuse attributable to you of Personal Data.

 

12. Non-Personally Identifiable Data:

  • You agree that in the course of us providing you the Services, we do also collect non-personally identifiable information of you, including:
    • Postal address;
    • Mobile phone or data usage history, rates and patterns;
    • Demographics and statistics;
    • The number of duration of calls, SMS, instant messages, and other communication between you and the Leads;
    • Log data such as Internet Protocol(“IP”) Address or any other location-based data;
    • Browser version;
    • SalesCandy pages visited by you, including the time, data and duration of those visits; and
    • Any other non-personally identifiable data deemed relevant by SalesCandy. 
       
  • We collect the aforementioned non-personally identifiable information for the purposes of:
    • Improving the Services;
    • Machine-Learning and developing artificial intelligence;
    • Big data analysis;
    • Compiling and publishing of non-personally identifiable data and statistics for commercial use. 
       
  • Cookies are files with small amount of data that is commonly used an anonymous unique identifier. These are sent to your browser from the website that you have visited and are stored on a Device. The SalesCandy App uses cookies to collect information and to improve our Services. You will have the option to either accept or refuse these cookies and know when a cookie is being sent to the Device. If our cookies are refused, some portions of our Services may not be accessible.
  • We are under no duty or obligation to verify the completeness, accuracy or sufficiency of any Personal Data shared with us from the Personal Data Sources.

 

13. Intellectual Property

  • We are the owner (or the authorized licensee, where third party services or applications are used) of all Intellectual Property in the SalesCandy App required in providing the Services. 
  • Ownership of User-Generated Content submitted to the Services shall remain with the party that submitted the User-Generated Content, as further set out below. 
  • We grant to you via the EUTOS, a non-exclusive, non-transferable, revocable license to access and use the SalesCandy App for the purposes of receiving the Services. This license is revocable upon your breach of this EUTOS, upon breach of the TOS by the Client or termination of the Client’s subscription with us. 
  • Subject to the Client’s claim of ownership over the same, you will retain all of the Intellectual Property in the User-Generated Content submitted. However, by submitting User-Generated Content, you grant to us a worldwide, non-exclusive, royalty-free, sub-licenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User-Generated Content in connection with the Services and SalesCandy’s and its affiliates' business, including for promoting and marketing part or all of the Services in any media formats and through any media channels. 
  • The above licenses granted by you in User-Generated Content submitted to the SalesCandy App will be automatically revoked within 12 months after you remove or delete your User-Generated Content from the SalesCandy App. You agree that we may retain, but not display or distribute copies of the User-Generated Content that have been removed or deleted on the SalesCandy App. 

 

14. Your Representations and Warranties

You represent and warrant that:

  • you are duly authorized by the Client to use the SalesCandy App and the Services;
  • you have all necessary authority, rights and permissions to submit the User-Generated Content and grant the licenses described in this EUTOS;
  • the User-Generated Content is accurate, current and complete;
  • the User-Generated Content and your use of the Services shall not infringe or misappropriate any copyright, trademark, trade secret, patent, or other Intellectual Property Rights of any third-party or violate any other rights of third parties, including, without limitation, any rights of privacy or publicity or any contractual rights;
  • the User-Generated Content and your use of the Services shall not violate any applicable law or regulation or cause injury to any person; and
  • use of the Services shall not violate any agreements between you and a third-party. 

 

15. Indemnity

  • You agree to indemnify, defend and hold us and our directors, shareholders, employees, partners, agents, contractors, directors, suppliers, vendors and representatives harmless against third-party claims, losses, liability, fines, penalties, damages and/or cost (including, but not limited to, legal fees) arising from your use of the Services, (whether authorized or unauthorized), your dealings with other Users, your breach of applicable laws and regulations, your breach of third-party rights, or your breach of the EUTOS.  

 

16. Mandatory Termination & Suspension

  • We reserve the right to terminate or suspend the Services without notice or cause, in our sole discretion, for any reasons including, but not limited to:
    • your breach of the EUTOS or the Client’s breach of the TOS;
    • your conduct being detrimental to the business interest or reputation of SalesCandy;
    • your breach of any applicable laws & regulations; 
    • your breach of any third-party rights;
    • the Client’s subscription with us being terminated or expired.

 

17. Invalidity

  • If any terms in this EUTOS shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.

18. No Transfer

  • Neither party shall transfer, novate or assign any rights or obligations under this EUTOS to anyone else without the other’s consent. 

19. Entire Agreement

  • This EUTOS shall constitute the entire agreement between you and SalesCandy and supersede all preceding and contemporaneous agreements between you and SalesCandy. Any waiver of any provision of the EUTOS will be effective only if in writing and signed by us.

20. Governing Law and Jurisdiction

  • This EUTOS, including both contractual and non-contractual disputes or claims, is governed by, and shall be construed in accordance with the laws of Malaysia and be subject to the exclusive jurisdiction of the courts of Malaysia. 

21. Complaints and Disputes

  • Prior to commencing any legal action against SalesCandy, you, and you shall procure the Client to first attempt to settle a dispute expeditiously and in good faith.