TERMS AND CONDITIONS OF USE (VIRTUALSAFE)

Thank you for using VirtualSAFE. These terms and conditions of use (“Terms”) governs your use and access to VirtualSAFE which shall include any use and access to our products, software, applications, or websites (Services).

 

The Terms herein constitute a legally binding contract between you and e-Lock Corporation Sdn Bhd, ("e-Lock", "our", "we" or "us"). If you do not agree with any of these Terms, please do not use or register for our Services. Your access and use of our Services in any way signifies that you have read, understood and agreed to be bound by the Terms.

 

If you are using the Services on behalf of your organisation, you are agreeing to the Terms on behalf of your organisation and hereby warrant that that you have the right and authority to bind your organisation to the Terms.

 

You may acquire the Subscription to e-Lock's Service through an unrelated third party authorised reseller ("Reseller"). In addition to any terms that may be applicable and related to your use and access of the Services through the reseller, you acknowledge and agree to be bound by the Terms herein. You expressly acknowledge and agree that e-Lock shall have the right to enforce the Terms against You. 

Use and Access to our Services

1.    In order to use and have access to our Services, you are required to create and register an account with us. You are required to provide certain information about you (“Your Information”). The information collected by us shall be processed in accordance with our Privacy Policy [https://www.elock.com.my/privacy-policy].

2.    You agree to (a) provide accurate, current and complete information if and as may be prompted by the registration process; (b) maintain the security of your password(s) and identification; and (c) maintain and promptly update the registration information and any other information provided during the registration process. 

3.    You may not set up an account on behalf of another individual or entity unless you are authorised. 

4.    You represent that you are the age of majority in your jurisdiction. 

 

Your Responsibility, Ownership and Security 

5.    You are solely responsible for your account. 

6.    You retain the ownership and any intellectual property rights in all contents that you upload, submit, and store using our Services (“Your Contents”). 

7.    You are solely responsible for Your Contents that you upload, submit, or store using the Services. 

8.    Your Contents, which are uploaded, submitted and stored using our Services, are password protected and encrypted. Your Contents cannot be decrypted by e-Lock or by any third party. Your Contents can only be unlocked and accessed with the password provided and/or generated by you. You are responsible for changing the password if you believe that the password may have been stolen, compromised or otherwise used without your consent or authority. e-Lock reserves the right to deactivate or lock your account if there is reasonable cause to believe that there is a security breach, including stolen password or otherwise misuse or unauthorised use of password. 

9.    e-Lock shall not be able to decrypt, unlock or retrieve Your Contents in the event of loss of password and the master recovery key provided and/or generated by you. You alone are responsible for creating backup copies of Your Contents uploaded, submitted or otherwise stored using the Services. 

10.    e-Lock cannot and shall not be held liable for loss of any data, including Your Contents, arising from the loss of password and/or master recovery key.

11.    You agree that e-Lock may transmit any data to trusted third parties, in accordance with e-Lock’s Privacy Policy or the Terms herein in order to provide you with the Services. e-Lock states and emphasizes that it transmits Your Contents only in encrypted form, which cannot be decrypted as stated above. 

12.    You agree that e-Lock may disclose or provide access to Your Contents to a third party if such disclosure or access is:

a)    required for compliance with any applicable laws, regulations and court orders; and
b)    to protect the property and rights of e-Lock.

 

Software license and proprietary rights of e-Lock

13.    e-Lock hereby grants you a non-exclusive, non-transferable, and revocable rights to use any software, programs, or websites for the Services (“Software”), solely in accordance with the Terms herein. 

14.    Your license to use the Software shall be revoked in the event of any material breach of the Terms or in the event of termination or suspension of the Services. 

15.    You acknowledge and agree that all rights (including intellectual property rights), title and interest in the the Services, which includes the Software, including  but not limited to trade marks, logos, drawings, source codes design, graphics, interface, configurations, (the “Service Contents”) belong to e-Lock. The Service Contents are protected under applicable intellectual property laws. 

16.    You hereby agree and warrant that you shall only access and use the Service Contents with the express permission of e-Lock and solely in relation to the Software and/or Services provided and in accordance with the Terms. The Software and Service Contents, or any part thereof, shall not be copied, reproduced, distributed, published, in any form, or otherwise dealt with in any manner, except as expressly permitted by the Terms. You shall not disassemble, decompile or reverse engineer the Software.

 

Your Conduct

17.    You hereby warrant and agree that you shall not access and use the Services to:

a)    Upload, submit, or store any contents that violates and/or infringes upon the rights of any third party, including any intellectual property rights; 

b)    Upload, submit, or store any contents that contain any defamatory, indecent, abusive, violent, intimidating, harmful, offensive or otherwise unlawful material;  

c)    Upload, submit or otherwise store any contents that contains viruses; software viruses; computer codes, files or programs designed to interrupt, harm, destroy, limit, or otherwise interfere with the Services;

d)    Use or attempt to use another party’s account, Services, or personal information;

e)    Remove, circumvent, disable, damage, or otherwise interfere with any security-related features that enforce limitations on the use of the Services;

f)    Attempt to gain any unauthorised access and use of the Services, other accounts, Software, systems, programs or any other networks connected to the Services, through hacking, password mining, or any other means of interfering with the proper Working of the Services;

g)    Infringe or violate any applicable laws or regulations. 

If you are an organization which has subscribed to our Services, you hereby agree and warrant that you shall be fully responsible for all acts and contents uploaded, submitted or otherwise stored by your employees. 

 

Updates and changes to the Services

18.    e-Lock reserves the rights to modify, update, enhance, change or even discontinue the Services provided or any part thereof (“Changes”).

19.    If we implement any material or substantial Changes that would impact your use and access to the Services, we shall provide you with a 30-days written notice prior to implementing any material or substantial Changes. Prior notice will not be given if immediate Changes, whether material or not, are required for purposes of complying with any applicable laws and regulations, compliance with any court orders, for security reasons and / or for purposes of protecting the rights and interest of e-Lock.

20.    e-Lock has the right to make immaterial Changes without any prior notice to you.

21.    In the event that e-Lock does make material Changes and such Changes result in the downgrade of the Services provided, you may select the option of terminating the Agreement, in which case e-Lock shall provide you with a pro-rated refund of any payment made for the Services.

22.    You are responsible to keep the Software up to date. Whenever there is an update, e-Lock shall notify you and make any applicable updates available to you. You may need to download and install the latest version of the Software. You agree and understand that if you do not keep the Software up to date, the Services or any part thereof, may not function properly. 

 

Subscription and Payment

23.    e-Lock offers you both free and paid Services. e-Lock may provide you basic access and usage of the Services for personal use, free of charge. We reserve the right to, in our sole discretion, discontinue or modify any promotions, credits, free trial or other free offers anytime.

24.    The Terms apply whether you purchase our Service directly from e-Lock or through a Reseller of e-Lock. 

25.    If you choose to subscribe to our Services, you agree to pay the fees (“Fees”) as stipulated in the terms of your Subscription. Your right to access and use of e-Lock’s Services is strictly contingent on e-Lock’s receipt of such fees, whether directly or via the Reseller. 

26.    If you subscribe to the Services, the following provisions shall apply:

a)    You must provide us with your current, complete, accurate and authorized payment method information (credit card information and/or any other reasonable manner of payment);

b)    If you provide credit card information to us, you authorize e-Lock to charge such credit card for all Services subscribed;

c)    If payment is by a method other than a credit card, we shall invoice you 7  days in advance, according to your subscription and payment frequency. Invoices issued are due 7 days from the date of issuance;

d)    You are responsible for all charges relating to your subscription to our Services, which shall include, but is not limited to, any applicable tax charges, currency exchange settlements and any disbursement incurred from your Subscription. 

27.    You understand and agree that any failure to pay the Fees, whether directly to us or through the Resellers, may result in the suspension and/or termination of the Services subscribed.

28.    e-Lock reserves the right to change prices of your Subscription. If there is a specific length and price offered to you, or you have a Committed Period, price shall remain the same for that time. e-Lock shall provide at least 30 days prior written notice to you on the change in the price.

 

Usage

29.    Your account is allocated with the amount of storage capacity as provided in your Subscription (Usage Quota) and Your usage shall not exceed the Usage Quota. You will not able to upload any data or file if You have reached the limit of the Usage Quota in your Subscription.  You may purchase additional storage capacity by upgrading your Subscription in the Profile page. .

Renewal

30.    Subject to the Terms herein, for paid Services, your Subscription shall expire at the end of the period as stipulated in the terms of your Subscription. The period of your Subscription may be renewed by accessing our portal [https://portal.virtualsafe.cloud/vstenant/] and by selecting the applicable Subscription plan. Your account will be suspended if you fail to renew the Subscription at the expiry of your Subscription. 
31.    e-Lock reserves the right to delete and remove your account, together with all your Contents, if you fail to renew your Subscription within 20 days after the date of expiry of your Subscription. . 

 

Suspension

32.    In circumstances where e-Lock believes that there is a reasonable suspicion of breach of the Terms, in order that the circumstances giving rise to that belief may be investigated and remedied by you within the period stipulated by e-Lock, e-Lock may suspend the provision of the Services or any part thereto. e-Lock may suspend the Services or any part thereof if:

a)    We have a reason to believe that you have, in the course of accessing or using the Services, breach the Terms or any applicable laws;

b)    We are unable to verify or authenticate Your Information provided to us;

c)    Late payment of Fees and/or any amount due for more than 14 days (in particular the late payment of the Fees for your Subscription to our Services); or

d)    You become the subject of any bankruptcy, insolvency, administration, dissolution or similar proceedings.

 

Effects of Suspension

33.    If your Subscription to our Services are suspended, you understand and agree that:

a)    You shall remain responsible and liable for all Fees and any other charges which you have incurred up to the date of the suspension;

b)    You shall remain responsible and liable for any applicable fees and charges for any Service to which you continue to have access;

c)    You may not have access or usage to our Services or any part thereof. However, e-Lock will not erase or delete any of Your Contents during the period of suspension.

 

Termination by e-Lock

34.    e-Lock reserve the rights to terminate the Agreement and the provision of the Services, with 30-days prior written notice if:

a)    you have breached the Terms or failed to remedy any breach within the time stipulated by e-Lock including non-payment or late-payment of any Fees for the Subscription of our Services; 

b)    you become bankrupt; or if you are an organisation, enter into any form of insolvency administration, dissolution, receivership or otherwise;

c)    it is necessary to protect and preserve the rights of e-Lock and / or the other users of the services provided by e-Lock; or

d)    if it is necessary to comply with any applicable law, regulations or court order. 

We reserve the right to terminate your Subscription and the provision of the Services without giving any prior notice if

a)    you are using the Services in such manner, or if you have breached any material Terms, or infringed or violated any laws, that would result in the disruption of services provided by e-Lock to other users or would cause legal liability to e-Lock. 
b)    We are unable to verify or authenticate Your Information provided to us. 

 

Termination by You

35.    You may terminate your Subscription and stop using the Services at any time, without cause. Your Subscription and usage and access to the Services may be terminated by (i) closing your account(s) for all Services by accessing your Profile page and selecting ‘Delete Account’; or (ii) by contacting e-Lock at https://www.elock.com.my/support-web-request-form.

36.    There shall be no refund of any Fees or payment made for Services in the event of an early termination. The act of termination by you may be non-reversible. 

37.    You may also terminate the Services by providing e-Lock with a 30-day prior written notice if there is any material default or breach by e-Lock, and e-Lock have failed to remedy or cure the breach within the 30 days. In case of termination for cause, you will be refunded on a pro-rated basis, from the effective date of termination.

 

Effects of Termination

38.    Upon termination, you shall no longer have access to our Services. All rights and/or licences granted pursuant to these terms shall be revoked.

39.    Upon termination of the Services, Your Contents uploaded, submitted and stored using our Services shall be deleted without prior notice. You are solely responsible in ensuring that your Contents uploaded, submitted and stored using our Services are retrieved and / or backup prior to the termination of the Services.

40.    All disclaimers of warranties, disclaimer and limitation of liabilities, jurisdiction and governing law provisions and any Term (whether expressly or by implication) which are meant to survive termination or expiry of the Services shall so survive and continue to bind following termination or expiration of the Services. 

 

Disclaimer of Warranties

41.    To the fullest extent permitted by applicable laws, e-Lock makes no representations and warranties of any kind concerning the Services, express, implied, statutory or otherwise, including without limitation, warranties of title, merchantability, fitness for a particular purpose, or non-infringement. e-Lock does not warrant the functions and content contained in the Services shall be uninterrupted or error-free, that defect shall be corrected or the servers are free from viruses or other harmful components. e-Lock does not warrant or make any representation regarding use or the result of use of the contents in terms of accuracy, reliability or otherwise. 

 

Disclaimer of Liability

42.    Except to the extent required by applicable law and only to that extent, in no event shall e-Lock, its employees, officers, directors, affiliates or agents be liable to you on any legal theory for any incidental, direct, indirect, punitive, actual consequential, special, exemplary, or other damages, including without limitation, loss of revenue or income, lost profits, pain and suffering, emotional distress, cost of substitute goods or services, or similar damages suffered or incurred by you or any third party that arise in connection with the services (or the termination thereof for any reason) even if e-Lock have been advised of the possibility of such damages. 

43.    Notwithstanding anything contained herein, to the maximum extent permitted by applicable law, the maximum aggregate liability of e-Lock arising out of or in connection with the Services shall not exceed the amount paid or payable by you to e-Lock in the current Subscription period. 

 

Force Majeure

44.    In the event e-Lock is unable to perform its obligations under the Terms because of acts of God, strikes, failure of carrier or utilities, equipment or transmission failure or damage that is reasonably beyond its control, or any other cause that is reasonably beyond its control, e-Lock shall not be liable for any damages resulting from such failure to perform or otherwise from such causes.

 

Indemnification

45.    You agree to indemnify and hold e-Lock, including its employees, officers, directors, affiliates, harmless from and against any and all loss, expenses and damages, costs, and liability including without limitation legal fees incurred, resulting, whether directly or indirectly, from your violation of the Terms. You also agree to indemnify and hold e-Lock harmless from and against any claims brought by third parties arising out of your use and access to the Services and the contents you upload, submit and store using the Services. 

 

Changes in Terms

46.    From time to time, e-Lock may change, remove, add to or otherwise modify the Terms, and reserves the rights to do so in its discretion. In that case, we shall post the updated Terms (“Revised Terms”) in our website, indicating the date of revision. You are encouraged to periodically review the Terms. In addition, if our amendments to the Terms are material, we shall take reasonable steps to notify you. Any Revised Terms will not apply retrospectively. The Revised Terms shall take effect immediately on the day the Revised Terms are uploaded on our website (Effective Date). Your continued use and access to our Services after the Effective Date is an indication that you have read, understood and agree to the Revised Terms.

 

Governing law and Jurisdiction

47.    The Terms shall be governed by and construed exclusively in accordance with the laws of Malaysia. Parties agree that the applicability of the United Nation Convention on the Sale of Goods is specifically excluded. 

 

Dispute Resolution

48.    Both parties shall attempt, in good faith, to resolve and settle all disputes or differences which arise between the parties out of or in connection with the Services by way of formal negotiations. 

49.    In the event that such negotiation does not yield a mutually satisfactory result within thirty (30) days from the commencement of the negotiations, either party may demand that the matter be submitted to arbitration.

50.    All unresolved disputes, claims, controversies or differences relating to the Terms or the Services provided and Services provided, or the breach, termination or invalidity thereof, shall be decided by arbitration in accordance with the Rules for Arbitration of the Kuala Lumpur Regional Centre for Arbitration which rules are deemed to be incorporated by reference in this clause. The Tribunal shall consists of 3 arbitrators. The language of arbitration shall be English. The prevailing Party shall be entitled to receive from the other Party its reasonable attorneys' fees and costs incurred in connection with any arbitration proceeding and the enforcement of any award.

51.    The award of the arbitration panel shall be the sole and exclusive remedy between the parties regarding any and all claims and counterclaims presented to the arbitration panel.  A judgment or decree upon the award resulting from the arbitration may be entered in any court having jurisdiction.

 

Severability

52.    In the event any of the Terms shall be determined by any competent authority to be invalid, unlawful, or unenforceable to any extent, such term shall to that extent be severed from the remaining Terms which shall continue to be valid to the fullest extent permitted by applicable laws. 

 

Entire agreement

53.    The Terms herein supersede any arrangements, understandings, promises or agreements made or existing between the parties hereto prior to this Terms and the Terms herein shall constitute the entire understanding between the parties hereto. 
Notices

54.    All notices to e-Lock shall be in writing in the English language and submitted by completing our web-based form, which is available on https://www.elock.com.my/about.

55.    All notices from e-Lock shall be in writing in the English language and shall be sent via email to the email address which You have provided.  


Expiration of claims

56.    Parties agree that except for claims related to non-payment of Fees or to the indemnification obligations above, all claims arising under or related to these Terms shall be referred to arbitration within two years after the date the cause of action arose failing which the claims shall for all purposes be deemed to have been abandoned and shall no longer be recoverable.

 

Waiver

57.    Failure or neglect by e-Lock to enforce any Terms hereof shall not be construed nor shall be deemed to be a waiver of e-Lock’s rights hereunder nor in any way affect the validity of the whole or part of the Terms nor prejudice e-Lock’s rights to take any action.

 

Remedy

58.    Any remedy that is set forth in this Terms is not exclusive of any other remedies that are allowed under any applicable laws.

Third party services and content

59.    The Services provided by e-Lock may contain links to third party websites and/or services. You hereby agree and acknowledge that e-Lock shall not be liable for any third party websites or services made available to you. 

 

Assignment

60.    You shall not assign or otherwise transfer all or part of the rights or obligations under the Terms without the prior written consent from e-Lock.

 

No relationship

61.    Nothing in this Terms creates or is intended to create or impose an association, trust, partnership, joint venture or any other entity or similar legal relationship between e-Lock and you.