This document states the terms of use that govern the agreement between Strateq Systems Sdn Bhd, with its registered office at Level 5, Block A, Dataran Hamodal, 4, Jalan Bersatu 13/4, 46200 Petaling Jaya, Selangor, Malaysia and the user of the Website, who agreed to be bound by the terms of use stated in this document.

WHEREAS, the Strateq Systems Sdn Bhd is an organization carrying on the business of selling promotional merchandise, unbranded or branded merchandise, and other related promotional materials through the Website and the users wishes to buy and Strateq Systems Sdn Bhd wishes to supply such items on the terms of use set out in this document.

Strateq Systems Sdn Bhd supplies the following to the user or User (collectively, the “Services”):

1. A Website with a Website through which User may order Items (the “Website”);
2. Items branded according to the User’s specifications (each such item a “Branded Item”), which may be from Strateq Systems Sdn Bhd’s regular catalogue (a “Blank Item”); and

Each User shall pay Strateq Systems Sdn Bhd the sum for Items purchased by them in accordance with the terms of this Terms of Use.

Strateq Systems Sdn Bhd shall retain all rights, title, and interest in the Website and each part of the Website, and nothing in this Terms of Use is intended to transfer any right, title, or interest in the Website to User at any time.

Strateq Systems Sdn Bhd shall:

1. Permit User and each User to access the Website;
2. Within a reasonable time period, issue each User with a User Account to enable such User to access the Website;
3. Display items for sale on the Website, and permit each User to purchase items through the Website;
4. Use reasonable efforts to ensure that the Website is accessible in each Distribution Region in accordance with the prevailing laws in such Distribution Region;
5. Use reasonable efforts to procure that each User is able to access the Website during regular working hours prevalent in the relevant Distribution Region, subject to any maintenance time, legal restriction, and event outside its control; and
6. Take all reasonable precautions in accordance with industry practice to ensure that the Website remains free from any Malicious Code, including ensuring that virus protection software is used and kept up to date and to test for any Malicious Code and that all messages, attachments and other document provided in an electronic format to User and each User shall be free from any Malicious Code.

• If either Strateq Systems Sdn Bhd or User becomes aware that the Website or any message, attachment or other document provided to User is infected with any Malicious Code that Party shall immediately report its finding to the other Party and provide all information reasonably requested by the other Party in relation to the Malicious Code.
• Strateq Systems Sdn Bhd may at any time remove any item for sale on the Website, or restrict certain users from accessing certain parts of the Website if it deems that the sale or provision of such Item is not desirable, or if the sale or provision of such Item would contravene any applicable law or regulation in Singapore or other relevant territories.
• Upon receiving a registration request from User, Strateq Systems Sdn Bhd shall create a user account for new User on its Website (a “User Account”) and transmit the username and password to such User Account to such User, and thereafter permit such User to use the Website to order and purchase Items.
• Each user will be solely responsible for maintaining the security of its User Account, and will be fully responsible and liable for every act taken through such User’s User Account to the extent that such act is not taken or caused by the negligence, recklessness, or willful act of Strateq Systems Sdn Bhd or its Employee.
• Strateq Systems Sdn Bhd shall invoice each User for any items purchased by such User on the terms of sale as set out in the Website and amended from time to time, and the User shall procure that each User complies with such terms of sale.
• User shall be fully responsible and liable for every act of an User on the Website or taken through such User’s User Account, including purchases made by the User through the User, and shall fully indemnify Strateq Systems Sdn Bhd upon demand against any damage, loss, or expense suffered or incurred by Strateq Systems Sdn Bhd pursuant to any order placed, purchase made, or any other act taken by such User through such User’s User Account, as if such act was taken by the User itself.
• User is considered to be a primary obligor to any such damage, loss, or expense suffered or incurred and Strateq Systems Sdn Bhd may make such demand or commence any claim directly against the User without making any demand, commencing, or resolving any claim against such User beforehand.
• This indemnity shall not extend to any damage, loss, or expense suffered or incurred as a result of the negligence, recklessness, or willful act of Strateq Systems Sdn Bhd or Strateq Systems’s Employees.
• User may at any time revoke the approval of any User by giving not less than 3 Business Days’ written notice to Strateq Systems Sdn Bhd. Upon receiving such written notice, Strateq Systems Sdn Bhd shall without undue delay take all necessary steps to deactivate such User’s User Account. The User shall continue to be fully responsible and liable for each act taken by such User until such User Account is deactivated or 3 Business Days have passed since the date of Strateq Systems Sdn Bhd’s receipt of the revocation notice.
• Each User may order Items from time to time (an “Item Order”).
• If the Website has commenced operations at such time, each Item Order shall be made through such User’s User Account in the Website.
• If the Website has not commenced operations or is for any reason unavailable or non-operational at such time, each item order shall be made pursuant to such written alternative medium as Strateq Systems Sdn Bhd may designate from time to time.
• Each item order shall be deemed to be a separate offer by such User to purchase the relevant Items, which Strateq Systems Sdn Bhd may accept or decline in its absolute discretion.
• Upon receiving an Item Order, Strateq Systems Sdn Bhd may accept such Item Order by issuing an order acknowledgment summarising the Item Order, stating the total price for the relevant Items, the estimated delivery date, and an order number (“Order Acknowledgement”).
• Strateq Systems Sdn Bhd will only process the Item Order only upon receipt of payment from the User. Strateq Systems Sdn Bhd will not be responsible for any claims or damages resulting from a delay in the fulfillment of the Item Order due to a delay in receipt of payment.
• Each User may cancel its order at any time no later than 1 hour after Strateq Systems Sdn Bhd issues its Order Acknowledgement.
• After such time, such order may only be canceled or amended with Strateq Systems Sdn Bhd’s written consent. Each cancellation will be carried out in writing through such form which Strateq Systems Sdn Bhd may designate from time to time.
• Each User shall clearly state the order number on all correspondence relating to each Item Order, failing which Strateq Systems Sdn Bhd will be under no obligation to process or accept any Item Order or any communication thereupon.

Strateq Systems Sdn Bhd may accept payment by any means it provides on the Website, including via credit card or the usage of third-party payment service providers such as GoBiz and Rev Pay, and may further require that payment be made at the point of purchase of any product from the Website.

If payment is not made through the Website, shall invoice each User for each Order at any time after receiving such Order.

Each User shall pay all invoices in full and in cleared funds within 3 days from the date of invoice or at such other time as indicated by Strateq Systems Sdn Bhd.

Each User shall make all payments in the currency stated in such invoice, without set-off, deduction, or counterclaim, through such means provided by Strateq Systems Sdn Bhd on the Website, bank or telegraphic transfer to Strateq Systems Sdn Bhd’s bank account, or otherwise by such means that Strateq Systems Sdn Bhd may designate from time to time. The User shall wholly bear any cost incurred in such transfer.

Each User shall make all payments directly to Strateq Systems Sdn Bhd and not to any service partner or Employee of Strateq Systems Sdn Bhd.

In consideration of the performance of the Services, user shall pay Strateq Systems Sdn Bhd yearly in advance the amount set forth in Strateq Systems Sdn Bhd’s customer database as such records are amended from time to time for the Services during the term of this Agreement.

User shall receive a confirmation letter via e-mail at the time user contracts for the Services, which shall confirm the fees payable to Strateq Systems Sdn Bhd. Thereafter, user shall receive a yearly billing statement for the upcoming month. The yearly billing statement shall indicate any changes in fees, which fees shall become effective upon thirty (30) days’ notice.

We may change any of our fees, including our charges for year package plans at any time by posting a new pricing structure to our website or in your account and/or sending you a notification by email. Quoted fees don’t include sales or other transaction-based taxes of any kind.

If you use an add-on that has a charge, then you’ll be billed that additional amount with each billing cycle for as long as the add-on is active. Your billing cycle for an Add-on may differ from your billing cycle for your yearly plan or other features of the service, and certain Add-ons may require upfront payment for their entire billing cycle.

User is responsible for all activities and charges resulting from user’s use of the Services. User agrees to pay all fees, bandwidth charges, connect time charges, surcharges, and other charges incurred by user and set forth in the yearly billing statement. User acknowledges that no refunds will be given by Strateq Systems Sdn Bhd in the event that user’s account is terminated by Strateq Systems Sdn Bhd or user mid-term. In the event of a breach of security, user will remain liable for any unauthorized use of the Services until user notifies Strateq Systems Sdn Bhd by sending an e-mail with account information to [email protected]

Current rates for using the Services may be obtained on our web site at https://www.agoratrade.net/. Strateq Systems Sdn Bhd reserves the right to change fees, surcharges, yearly membership fees or to institute new fees at any time. In addition, Strateq Systems Sdn Bhd may institute special trial offers, from time to time, that shall be reflected in the confirmation letter sent to user upon sign up. User shall also be responsible for all attorney and collection fees arising from Strateq Systems Sdn Bhd’s efforts to collect any unpaid balance of user’s account(s), and Strateq Systems Sdn Bhd may terminate user’s account immediately without further notice to user.

These Terms are effective on the date you begin to use the Services and continue until you close your account through the platform or until Strateq Systems Sdn Bhd terminate these Terms by giving you prior notification.

Strateq Systems Sdn Bhd will give you a refund for a prorated portion of any prepaid amounts for the Service (including a year package plan) if we stop providing the service and terminate your account without cause. Strateq Systems Sdn Bhd reserves the right to suspend your use of the Services at anytime, with or without cause. If Strateq Systems Sdn Bhd suspends or terminates the Services for cause, such as for a breach or violation of the Agreement, Strateq Systems Sdn Bhd will not refund any fees paid. We may archive your account if it is not accessed for a period of 90 days, in which case your account will be disactivated. Domain registration, transferring, or renewal services, and subscription-based products or services of Strateq Systems Sdn Bhd are not refundable once sold.

Strateq Systems Sdn Bhd will not be liable to User or any User for any indirect or consequential loss or damage arising out of a breach of this Terms of Use by Strateq Systems Sdn Bhd or each of its Employees (including if such breach was caused by negligence), including loss of profits, loss of goodwill, loss of opportunity, and any loss or damage suffered by Strateq Systems Sdn Bhd, User or any User as a result of an action brought by a Third Party.

To the fullest extent permitted by law, Strateq Systems Sdn Bhd and its Employees will not be liable to User or any User for any direct loss, damage, or expense suffered or incurred by User or any User arising from Strateq Systems Sdn Bhd’s performance or breach of this Terms of Use unless such loss, damage, or expense arises directly from Strateq Systems Sdn Bhd or its Employees’ negligence, recklessness or wilful act.

If Strateq Systems Sdn Bhd is for any reason found to be liable to User or any User for any sum, Strateq Systems Sdn Bhd’s maximum liability (including any interest or cost that Strateq Systems Sdn Bhd may be determined to be liable for) is limited to the total sum paid by User, such sum which has actually been paid to Strateq Systems Sdn Bhd since the commencement of this Terms of Use.

Nothing in this Clause shall confer any right or remedy on User to which it would not otherwise be legally entitled.

To the fullest extent permitted by law, the maximum sum User or any User is liable to pay Strateq Systems Sdn Bhd as a result of User’s breach of this Terms of Use is limited to:

• if the breach is in relation to the non-payment of monies, the sum which Strateq Systems Sdn Bhd would have actually received from User if User had paid the monies to Strateq Systems Sdn Bhd (excluding any interest or cost which may be applicable as a result of late payment); and
• in any other case, the actual direct loss and damage suffered by Strateq Systems Sdn Bhd, and User or such User shall not be liable to Strateq Systems Sdn Bhd for any indirect or consequential loss or damage suffered by Strateq Systems Sdn Bhd, including loss of profits, loss of goodwill, loss of opportunity, and any loss or damage suffered by Strateq Systems Sdn Bhd as a result of an action brought by a Third Party.

Each Party shall:

• agree that Strateq Systems Sdn Bhd reserves the right to use order information for advertising or promotional purpose unless notified by the user explicitly that the order information is to be confidential;
• Only use Confidential Information to the extent that it is necessary under this Terms of Use;
• Maintain confidential all Confidential Information that it may acquire in any manner; and
• Procure that each Employee complies with similar obligations of confidentiality as set out in these Terms of Use.

The restrictions in this Terms of Use on any Party will not apply to any Confidential Information which:

• is disclosed or used on the other Party’s instructions or with the other Party’s express or implied consent;
• is or becomes generally known to the general public through no act or default on such Party’s part, provided that information will not be deemed to be generally available to the public by reason only that it is known to only a few of those people to whom it might be of commercial interest, and a combination of two or more parts of the Confidential Information will not be deemed to be generally available to the public or the industry by reason only of each separate part being so available;
• is hereafter disclosed to such Party without any obligations of confidence by a Third Party who has not derived it directly or indirectly from the other Party;
• such Party is legally required to disclose by any applicable law or by the order of a court of competent jurisdiction or by a recognized stock exchange, government, department or agency or other bona fide regulatory body entitled at law to require the disclosure of such information, and in such a case such Party shall to the fullest extent permitted by law notify the other Party of such disclosure or requirement for disclosure (as the case may be) as soon as it becomes aware of the same and shall co-operate with the other Party to take reasonable steps to preserve the confidentiality of such Confidential Information; or
• is disclosed by such Party to its professional advisors (such as solicitors) and Employees provided that any such person the information is disclosed to is bound by an obligation of confidentiality no less onerous than that set out in this Terms of Use.

In order to protect the confidentiality of the Confidential Information, each Party shall:

• keep separate the Confidential Information and all information generated by the other Party
  based thereon from all documents and other records of such Party;
• allow access to the Confidential Information to its employees on a need-to-know basis only and subject to such Party informing each Employee of the confidential nature of the Confidential Information and of the obligations on such Party in respect thereof;
• make copies of the Confidential Information only to the extent that the same is strictly required for the Services; and
• on request of the other Party to deliver up to the Customer or destroy
  all documents and other material in the possession, custody, or control of such Party that bears or incorporates any part of the Confidential Information.

Each Party acknowledges that unless otherwise expressly agreed between the Parties, all rights, title, and interest in Confidential Information remains with the Party owning it as at the Terms of Use Date.

This Terms of Use is governed by and is to be construed in accordance with the laws of Singapore, and each party hereby submits to the exclusive jurisdiction of the Singapore courts.

This Terms of Use is personal to each Party, and no Party may sell, assign, or transfer any duty, right, or interest created under this Terms of Use without the prior written consent of each other Party.

No right or remedy under this Terms of Use will be waived or be deemed to be waived unless it is evidenced in writing signed by the Party waiving that right or remedy, and a waiver of a breach of this Terms of Use will not operate as a continuing waiver or operate as a waiver of a subsequent breach, unless a contrary intention is clearly expressed in writing.

Nothing in this Terms of Use is intended to confer on any person any right to enforce any terms of this document which that person would not have had but for the Contracts (Rights of Third Parties) Act, Chapter 53B.

This document contains the entire Terms of Use between the Parties with respect to the subject matter hereof.

If any term, condition or provision of this Terms of Use is held to be a violation of any applicable law, statute or regulation, the same will be deemed to be deleted from this Terms of Use and will be of no force and effect and this Terms of Use will remain in full force and effect as if such term, condition or provision had not originally been contained in this Terms of Use.

Notwithstanding the above, in the event of any such deletion the Parties shall negotiate in good faith in order to agree on the terms of a mutually acceptable and satisfactory alternative provision in place of the provision so deleted.

In a situation amounting to force majeure:

If a Party is unable to carry out its obligations or the carrying out is delayed as a result of the force majeure, it shall not be liable for its inability or the delay if:

• it promptly gives the other Party notice specifying the matters constituting the force majeure;
• it states its best estimate of the period for which its inability will continue or the period for which performance of its obligations will be delayed; and
• it uses all reasonable endeavors to remove or minimize the effect of the force majeure.
• the force majeure continues, or the carrying out of the obligation is delayed, for a period of more than three (3) months; or
• it becomes impossible to perform a material provision of this Terms of Use.

Should you have any additional questions about this Terms of Use, please contact us at +6014-9586497 or email to [email protected]

Thank you.

Effective as of 17th August 2021.