Terms and Conditions

Handover Sdn. Bhd. — Terms and Conditions of Use of Website, Inspection Services and Inspection Report

1. The Contractual Relationship

1.1These Terms and Conditions (“Terms”) govern the access and/or use by you, an individual, from within any country in the world, of applications, all related websites and/or the mobile application(s), content, products and/or services, made available on Handover’s website https://handover.com.my (“Website”) and/or any mobile applications which Handover may own or operate from time to time (collectively, “Platform”), including the inspection services offered by Handover and the use of the Inspection Report (defined below) (collectively “Services”). The access and usage of the Services and the Platform have been made available by and through Handover Sdn. Bhd. (Registration No. 202001036482 (1392803-W)) (“Handover”), a company registered under the laws of Malaysia with an address at 1-8A, Eden Parade, 1, Jalan Sungai Emas, Batu Ferringhi, 11100 Penang, Malaysia.

Kindly carefully read the Terms herein before proceeding to access and/or use the Services and/or the Platform.

You acknowledge and agree that your access and use of the Services and/or the Platform, which includes but is not limited to, (i) browsing of the Services and/or the Platform (including any other applications which may be subsequently used or created to facilitate the access to the Services), (ii) submitting your request for a quote and completing the booking form and (iii) submitting your payment details on the Platform constitute your agreement to be bound by the Terms and the Privacy Policy Notice which can be accessed here https://handover.com.my/policy (“Privacy Policy Notice”), which stands as a contractual relationship between you and Handover. For the purposes of this Terms, “you” shall refer to yourself and such other persons or companies represented by you.

1.2If you do not agree to these Terms, you should not access or use the Services and/or the Platform. The Terms herein do hereby expressly supersede any prior agreements or arrangements with you. Handover reserves all rights to immediately terminate (whether permanently or temporarily) these Terms and/or your access and/or usage of any of the Services and/or the Platform, or generally cease its offering to you of the Services and/or the Platform at any time for any reason, without prior notice to you.

1.3Handover reserves the right to offer you, at any time, such supplemental terms as may be necessary and/or apply to certain Services and/or the Platform, and such supplemental terms will be disclosed to you in connection with the applicable services referred to herein and/or the Platform. Supplemental terms are an addition to, and shall be deemed a part of, the Terms for the purposes of such services. Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services and/or the Platform.

1.4Handover reserves all rights to amend the Terms related to the services referred to herein and/or the Platform from time to time, without any prior notice. Such amended Terms will be effective upon the posting of the updated Terms. Your continued access and/or use of such services and/or the Platform, after such posting occurs, constitutes your consent to be bound by the updated Terms as amended.

1.5Handover’s collection and use of personal information or personal data is as provided in the Privacy Policy Notice.

2. The Services Contained In The Platform

The services contained on the Platform include, a growing variety of resources provided by Handover and/or any of its related third-party partner(s), affiliate(s) and/or provider(s), including but not limited to:

(a) considering the inspection services provided by Handover;
(b) requesting for a quote for the inspection services specified on Handover’s Platform;
(c) booking for an appointment of any of Handover’s inspection services (“Appointment”); and
(d) contacting Handover for any queries or feedback that you may have regarding the Services,

(collectively referred to as the “Online Services”).

3. Platform

3.1The Platform is the main platform (other than any other applications which may be subsequently used or created to facilitate access to the Services at such other time) used to facilitate access to the Services.

3.2All data and information contained about and/or related to the Services on the Platform shall not give rise to any commitment and/or obligation which is not specifically stipulated in the Terms herein.

3.3Any material, documents, information and/or content posted, uploaded and/or shared through the Platform are at no material time to be construed or considered as advice on which reliance should be placed.

4. License

4.1Subject to your compliance with the Terms, Handover grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferrable license to:

(a) access and use the Online Services and the Platform on your personal device solely in connection with your use of the Online Services and/or the Platform; and
(b) access and use any content, information and related materials that may be made available through the Online Services and/or the Platform, in each case solely for your personal, non-commercial use, subject at all material times to permissions granted by Handover/or its licensors. Any rights not expressly granted herein are expressly reserved by Handover and/or its affiliated or related licensors.

5. Restrictions Or Prohibited Conduct

5.1You agree that you will comply with the Terms herein and you will not:

(a) use the Services and/or the Platform for any purpose(s) which may:
- (i) breach any law, statute, rule, regulation or by-law of Malaysia or any other applicable jurisdiction;
- (ii) be fraudulent, criminal or unlawful in any way;
- (iii) intentionally, knowingly or unknowingly impersonate any other person, entity or body; falsely claim an affiliation with, or misrepresent a relationship with, any person, entity or body; misrepresent the source, identity, or content of information transmitted via the Platform; or perform any other similar fraudulent activity;
- (iv) be contrary to any specific rule or requirement that is stipulated on the Services and/or the Platform (whether it be in relation to a particular part or in general); and
- (v) involve your use, delivery or transmission of any viruses, unsolicited emails, ‘trojan horses’ or any computer programming routines that are intended and/or for the purpose of damaging, detrimentally interfering with, surreptitiously intercepting, or expropriate any system, data, personal information or any user’s enjoyment of the Services and/or the Platform;
(b) create, upload, transmit, distribute, or store any content that is inaccurate, unlawful, infringing, obscene, indecent, pornographic, vulgar, profane, racist, sexist, discriminatory, offensive, derogatory, harmful, harassing, threatening, embarrassing, malicious, abusive, defamatory, untrue or otherwise objectionable;
(c) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Platform or any part thereof; remove any copyright, trademark and/or any other IP Rights (as defined below), or other proprietary notices from any portion of the Services and/or the Platform;
(d) reproduce, modify, adapt, translate, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast, or otherwise exploit any of the Services and/or the Platform except as expressly permitted by Handover;
(e) delete, remove, circumvent, disable, damage, or otherwise interfere with (a) security-related features of the Platform, (b) features that prevent or restrict use or copying of any content accessible through the Platform, (c) features that enforce limitations on the use of the Platform, or (d) the copyright or other proprietary rights notices on the Platform;
(f) link to, mirror or frame any portion of the Services and/or the Platform, without express permission by Handover;
(g) attempt to indicate in any manner, without Handover’s prior written permission, that you have a relationship with Handover or that Handover has endorsed you or any products or services for any purpose;
(h) relay email from a third party’s mail servers without the permission of that third party; manipulate identifiers in order to disguise the origin of user content transmitted through the Platform;
(i) cause to be launched or launch any programs or scripts for the purpose of indexing, surveying or otherwise data mining any portion of the Services and/or the Platform or unduly burdening or hindering the operation and/or functionality of any aspect of the Services and/or the Platform;
(j) attempt to circumvent any content filtering techniques Handover employs, or attempt to gain unauthorised access to or impair any aspect of the Services and/or the Platform and/or its related systems or networks that you are not authorised to access;
(k) interfere with or disrupt the Services and/or the Platform or servers or networks connected to the Platform, or disobey any requirements, procedures, policies, or regulations of networks connected to the Platform; use the Platform in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Platform, or that could damage, disable, overburden, or impair the functioning of the Platform in any manner;
(l) abuse (which includes but is not limited to any verbal, physical or written abuse), harass, defame, threaten or defraud any other users of the Platform, employee, member or officer of Handover; and / or
(m) reproduce, duplicate, copy, sell or exploit any portion or part of the Platform or any inspection report produced by Handover without the express written permission of Handover.

5.2In addition, you agree that the entire risk arising out of your use of the Services remains solely with you, to the full extent permitted under the laws of Malaysia.

6. Access

6.1Handover shall not be responsible and/or liable if the Services and/or the Platform is unavailable for any time or for any period.

6.2On occasion, Handover may need to carry out routine repairs, maintenance or introduce new facilities and functions to the Online Services and/or the Platform.

6.3At any material time, Handover reserves all rights to make changes and/or updates as it deems fit.

7. Third Party Services And Content

The Online Services and/or the Platform (a) may be made available or accessed in connection with third party services and content (including advertising); or (b) may provide links or other access to (as applicable) third party services and content, that Handover does not control. Accordingly, you acknowledge that different terms of use and privacy policies may apply to your access and/or use of such third party services and content. Unless expressly agreed or stated otherwise, Handover does not endorse nor control such third party services and content and in no event shall Handover be responsible or liable for any products or services of such third parties.

8. Ownership

The Online Services and the Platform and all rights therein are and shall remain the property of Handover and/or its licensors. Neither the Terms nor your use of the Online Services and/or the Platform convey or grant you any rights:

(a) in or related to the Online Services and/or the Platform except for the limited license granted above; or
(b) to use or reference in any manner Handover’s company names, logos, products and service names, trademarks or service marks of those, or those of Handover’s licensors.

9. Accuracy Of Information

Handover is not responsible if information made available on the Platform is not accurate, complete or current. The information on the Platform is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more up-to-date sources of information. Any reliance on the material on the Platform is at your own risk. The Platform may contain certain historical information which may not necessarily be current and is provided for your reference only.

10. Request For Quote And Making A Booking

10.1Submission of a request for a quote and to book for an Appointment would require you to submit the following information:

(a) Property: information about the property to be inspected, which includes but is not limited to the type, size, and full address of the property, the name of the building management or developer and their contact details such as company name, contact person name, phone number and e-mail address;
(b) Owner of the Property: information about the owner of the property, which includes but is not limited to the name, phone number and e-mail address of the owner;
(c) Details of Invoice: information which are relevant to the issuance of Handover’s invoice, which includes name and full address of individual or entity to which invoice shall be issued to; and
(d) Inspection: the type of inspection, the number of inspections expected to be carried out and the expected date and time of inspection.

10.2When you submit any of your details set out above, you represent and warrant that:

(a) if you are an individual, you are at least eighteen (18) years of age;
(b) if you are representing a company, organisation or other legal entity (“Entity”), you have authority to bind the Entity to these Terms;
(c) you are capable of entering into and performing legally binding contracts under any applicable law;
(d) if you provide Handover with any information relating to a third party, you represent to Handover that you have validly obtained the consent of such third party to provide Handover with their information and that such third party has read and understood and agreed to be bound to the Terms herein; and
(e) all information which you provide is accurate, up-to-date, truthful and complete.

10.3If you would like to correct or update any information which you submitted to us, you are required to notify us of such correction or update by e-mailing us at enquiries@handover.com.my. You acknowledge and agree that in the absence of any such notification by you, all information which you submit to us will be considered to be accurate, up-to-date and complete.

10.4If you are under 18 years of age, you may only use the Services with the consent of and under the supervision of your parent or legal guardian who shall be responsible for all your activities.

10.5Your failure to provide Handover with accurate, complete, and up-to-date information, including having an invalid or expired payment method on file, may result in your inability to access and use the Services and/or the Platform or Handover’s termination of the Terms with you.

10.6By submitting the information in Clause 10.1 above, you acknowledge your agreement and acceptance of the Privacy Policy and thereby expressly consent to authorising Handover to process the personal data for such purposes as set out in the Privacy Policy Notice.

11. Prices

11.1All prices and fees quoted or charged by Handover shall be in Malaysian Ringgit only.

11.2You acknowledge that the pricing quoted by Handover to you for its inspection services is specific to you.

11.3You further acknowledge that Handover may set any price for any customer for any of its inspection services as it deems appropriate.

11.4Any errors and mistakes, including any misprints are not binding on Handover.

12. Payment

12.1As part of the online booking of Appointment process, you will be required to make payment of the price of Handover’s inspection service quoted to you (“Charges”). You are able to make payment by the online payment methods available on the Platform or by electronic bank transfer.

12.2Online Payment

(a) All payment processing services on the Platform for the charges (“Payment Services”) will be undertaken and facilitated by third party payment gateway providers and subject to or governed by the terms of service of the third party payment gateway providers.
(b) In order to use the Payment Services, you must provide Handover with accurate and complete information required for the Payment Services, including bank account information (including but not limited to information relating to a valid debit or credit card) through the Platform. You acknowledge and agree that Handover may use third party payment gateway providers, to process payments and to manage the account information you have provided to us.
(c) By using a particular payment method, you are agreeing to the terms of service of the third party payment gateway providers and your financial institution. You will bear all fees that may be charged by the third party payment gateway providers (if any) and/or your financial institution (if any) for the selected payment method.
(d) By providing the bank account information (including but not limited to information relating to a valid debit or credit card), you represent and warrant, that: (i) you are legally authorised to provide such information to us; (ii) you are legally authorised to perform payments from the account(s) you have provided to us; and (iii) such action does not violate the terms and conditions applicable to your use of such account(s) or applicable law. When you authorise a payment using any such account(s) via the Platform, you represent and warrant that there are sufficient funds or credit available to complete a payment using such account(s).
(e) You agree to authorise Handover and / or its related corporations to provide or give instructions on your behalf to the third party payment gateway providers for processing the Payment Services on your behalf including, but not limited to making, accepting and/or refunding any payments, in accordance with the Terms.
(f) All credit or debit cardholders are subject to validation checks and authorisation by the card issuer. Handover accepts no responsibility if your card issuer and bank refuses payment authorisation or if we receive payment from your credit card issuer but payment is subsequently reversed or dishonoured for any reason whatsoever and payment will be deemed not to have been made in such circumstances. Handover shall not be responsible for any non-delivery or delay in delivery of any inspection services in such circumstances.

12.3Payment By Electronic Bank Transfer

If you are making payment by electronic bank transfer, you will be required to notify Handover that this is your preferred method of payment. Once you have notified Handover that you are paying by electronic bank transfer, Handover will provide you with a reference number and the relevant bank details. When making the payment by electronic bank transfer, you will be required to quote the reference number to complete the payment.

12.4You agree to pay all applicable taxes required by Malaysian law in respect of the Charges. To the extent permitted by law, any amount paid by you to Handover is non-refundable unless stated otherwise in these terms and conditions.

13. Rescheduling Or Cancellation

13.1The date and time of an Appointment may be rescheduled or cancelled by either Handover (via e-mail sent to the e-mail address provided to Handover pursuant to Clause 10.1) or you (by contacting Handover at bookings@handover.com.my), no less than 3 Business Days prior to an Appointment. For the purposes of these Terms, “Business Days” shall mean a day, between the hours of 9.00am to 6.00pm Malaysian Time (other than a Saturday, Sunday or public holiday) on which banks are open for business.

13.2In the event the Appointment is cancelled by either Handover or you pursuant to Clause 13.1 within the prescribed period, you could request for a refund by contacting Handover at bookings@handover.com.my within three (3) business days from the date of cancellation. If you fail to request for a refund within three (3) business days, Handover shall be entitled to refuse processing the request for a refund.

13.3In the event the Appointment is cancelled by you within a period which is less than 3 Business Days from the date of an Appointment, Handover shall be entitled to forfeit any payment made by you to Handover for the Services.

13.4Any refund payment will be returned to the original payment method and will be subject to deduction of any administrative fees that Handover may charge.

13.5In the event that you commit a breach of any of the terms contained in this Terms, Handover may cancel your Appointment and you will not be entitled to any refund arising from such cancellation.

13.6Notwithstanding the above, Handover has the right, in its sole and absolute discretion, to suspend or terminate your access to the Platform and refuse any current or future use of the Services for any reason and at any time. Such suspension or termination may result in a deactivation or deletion of any information you have provided in respect of the booking of your Appointment. Handover reserves the right to refuse any Appointment or the use of the Platform for any reason and at any time.

14. Inspection Services And Inspection Report

14.1The scope of the inspection services offered by Handover is limited to the following:

(a) Inspection Services
- (i) the inspection service offered by Handover is a non-invasive and visual examination of readily accessible items identified in the Inspection Report (defined below), and will not involve removal, upheaval, damage to or disassembly of any components of the Property;
- (ii) the inspector is not an expert in every building, craft or profession;
- (iii) the inspection services conducted is not technically exhaustive and is designed only to identify unsafe and/or non-functioning systems, structures and/or components of the Property that are readily visible, apparent and evident as of the time and day of inspection. For the avoidance of doubt, the inspection services may not reveal issues relating to the structural safety and integrity of the Property and any plumbing issues that may be caused by construction / renovation works in other units surrounding the Property;
- (iv) during the carrying out of the inspection services, Handover’s inspectors do not turn on, ignite or inspect any utility service, major system, item or component that is shut down or not connected to a functioning system at the time of an inspection. In the event that any utility service, major system, item or component is not turned on by the Customer prior to the arrival of the inspector, Handover will not be able to fully assess all systems since utilities may affect more than one system within the property;
- (v) the inspection services are not able to positively determine or confirm the presence of environmental hazards or concerns, including but not limited to asbestos, mould or fungus;
(b) Inspection Report
- (i) Handover shall deliver a written report detailing the results of the inspection services (“Inspection Report”) after completion of the same to the Customer (building manager or developer, if necessary). The Inspection Report will be delivered in the form of an electronic copy to the e-mail address of the Customer (as defined below in Clause 15.1). Handover will only keep the Inspection Report in its records for a period of six (6) months from the date of the Inspection Report, after which, Handover will not be obliged to provide the Inspection Report to you, should you request for the same after such period;
- (ii) the Inspection Report:
  - (I) will only describe and identify the inspected systems, structures and components observed during the inspection;
  - (II) is a written opinion of a trained property inspector based upon what was visible, apparent and evident as of the time and day of inspection;
  - (III) is not a listing of repairs to be made; and
  - (IV) is not a guide in re-negotiating a real estate transaction;
(c) items that are not listed in the Inspection Report are not inspected and are not included under the scope of the inspection services;
(d) the inspection services and the Inspection Report do not constitute a warranty, an insurance policy or a guarantee of any kind, nor do they substitute any disclosure statement as may be required by law; and
(e) the inspector is not, as part of the inspection services, determining compliance with any installation guidelines, construction documents, manufactures specifications and any applicable rules and regulations.

14.2Handover shall not be held responsible and / or liable for any matters which are outside the scope and limits set out in Clause 14.1. You and the Customer agree not to hold Handover responsible (a) for future failure and repair, or (b) for the non-discovery of any patent or latent defects in material, manufacture recalls, workmanship, or other conditions of the property which may occur or become evident after the inspection date, or (c) for any alleged non- disclosure of conditions that are the express responsibility of the seller of the property. You and the Customer agree to assume all the risk for conditions, which are concealed from view or inaccessible to Handover at the time of the inspection.

14.3Inspection Standards

The inspection services will be performed in accordance with the Quality Assessment System for Building Construction. A copy of the standards of practice is available through the inspector who will be carrying out the inspection services.

15. Disclosure And Confidentiality Of The Inspection Report

15.1The Inspection Report is being prepared for you or if you are not the intended recipient of the report, the person notified by you through submission of the relevant person’s information when making an Appointment (“Customer”), for the Customer’s information and may not be used or relied upon by any other person and (ii) the Customer is not permitted to change, edit or use only extracts of the Inspection Report, without the prior written consent of Handover.

15.2The Customer agrees to maintain confidentiality of the Inspection Report and save for disclosure of the Inspection Report to parties notified by the Customer to Handover, the Customer may not disclose and / or distribute the Inspection Report to any other person unless otherwise required to be disclosed by law or pursuant to any legal process issued by any court or tribunal whether in Malaysia or elsewhere.

15.3The Customer agrees that if it directly or indirectly causes the Inspection Report to be distributed to any other person (including such distribution in accordance with Clause 15.2), the Customer agrees (i) that such Party shall be bound by the same restrictions and conditions herein and (ii) to indemnify, defend and hold Handover harmless if any such party brings a claim against Handover relating to the Inspection Report.

15.4The Customer agrees that Clause 15.3 shall apply in instances where Handover shares the Inspection Report with such other persons, as requested by the Customer, subject always to Handover’s absolute discretion to reject such a request.

16. Termination Of Inspection Service

16.1Handover may terminate performance of the inspection services prior to completion of the same, with no further obligations and liabilities towards the Customer or to the individual or entity making the appointment for the Inspection Services on the Platform (if any) due to failure to make payment of the Charges and applicable taxes.

16.2In the event of termination of the inspection services for whatever reason:

(i) Handover may withhold the provision of the Inspection Report to the Customer; and
(ii) in the event Handover provides to the Customer the Inspection Report prior to the Customer’s fulfillment of its obligations under these Terms, the Customer shall return any physical copies of the Inspection Report and delete and destroy any electronic copies of the Inspection Report from its desktops, notebooks, files, databases and storage systems (including from its relevant e-mail storage system) and shall not use any information in the Inspection Report in any manner whatsoever.

17. User Provided Content

17.1Handover, in its sole discretion, may permit you to submit, upload, publish or otherwise make available through the Online Services and/or the Platform, content or information, including feedback related to the Services and/or the Platform (“User content”). By submitting such user content, you grant Handover a worldwide, perpetual, irrevocable, transferrable, royalty-free license with the right to assign or sublicense, to use, copy, modify, create derivate works of, distribute, publicly display, publicly perform, and otherwise use in any manner in all formats and distribution channels now known or hereafter devised, without further notice to or consent from you, and without the requirement of payment to you or any other person or entity.

17.2All user content submitted through the Online Services and/or the Platform shall be in accordance and shall fall subject to the Terms herein contained and, in particular, Clause 5 (Restrictions or Prohibited Conduct) terms above.

17.3Any disputes with regard to infringement of any solely / exclusively owned IP Rights of Handover shall be settled by way of the dispute resolution mechanism as set out in the Terms herein below.

18. Warranties And Guarantees

18.1Handover makes the following warranties and guarantees:

(a) to make best efforts and endeavours to ensure that the Online Services and/or the Platform are error-free, containing accurate, complete and up-to-date information and/or data to facilitate your ease of use of the same;
(b) to make best efforts and endeavours to make the Online Services and/or the Platform available 24 hours a day, 7 days a week; and
(c) upon conducting any routine repairs, maintenance of upgrades, that it shall make best efforts and endeavours to resume regular or normal activity of the Online Services and/or the Platform at the soonest time possible.

18.2Handover does not warrant and/or guarantee the following:

(a) that the Terms herein contained are intended to be construed as a warranty and/or a guarantee of uninterrupted, timely or error-free access to the Online Services and/or the Platform;
(b) that the Platform will be compatible with all hardware and software which you may use;
(c) to take any ownership of responsibility and/or liability for any viruses, unsolicited emails, ‘trojan horses’ or any computer programming routines that are intended and/or for the purpose of damaging, detrimentally interfering with, surreptitiously intercepting, or expropriate any system, data or personal information, which may directly or indirectly affect any computer equipment, software, data or other property as a result of your access and/or use of the Online Services and/or Platform;
(d) to take any ownership of responsibility and/or liability for the actions of third parties;
(e) to take any ownership of responsibility and/or liability arising from any reliance placed on materials made available about and/or on the Services and/or the Platform by any user, professional or client, or by any other person who may be informed of the contents of such materials; and
(f) representations, warranties or guarantees that are made regarding the reliability, timeliness, quality, suitability or availability of the Services, or that the Services will be uninterrupted or error-free.

19. Disclaimer

19.1To the extent permitted by law, all implied terms, conditions and warranties regarding the functionality and security of the Platform are excluded to the fullest extent possible.

19.2You acknowledge and agree that internet transmissions are never completely or entirely secure or private and that any information sent by you (including credit card/payment information) may be read or intercepted by others.

19.3You acknowledge that Handover has no liability to you arising out of or in connection with the interception of any data by unauthorised parties or for any events beyond the control of Handover.

19.4Nothing on the Platform is meant to or will constitute advice of any kind. You acknowledge that if you require any legal or other advice that you should consult the appropriate practitioner or professional.

20. Limitation Of Liability And Indemnity

20.1Handover shall not be liable for any direct or indirect, incidental, general, special or consequential damages, including lost profits, lost data, personal injury or property damage related to, in connection with, or otherwise resulting from any use of the Services, even if the possibility of such damages have already been advised. Handover shall not be liable for any damages, liability or losses arising out of:

(a) your use or reliance on the Services or your inability to access or use the Online Services;
(b) even if Handover has been advised of the possibility of such damages; or
(c) delay or failure in performance resulting from causes beyond the control of Handover.

20.2Handover’s total liability, if any, to any party concerned, including but not limited to you, any client, service provider and/or any other third party, shall in no circumstances exceed, in aggregate, a sum equal to the greater of the value of the price which you paid for Handover’s inspection services.

20.3You agree that you will not bring any claims against any of the officers, directors and employees of Handover in respect of any losses you may suffer in connection of your use or reliance on the Services.

21. Indemnity

21.1To the extent permitted by law, you and / or the Customer agree to indemnify and hold Handover and its officers, directors, employees, subcontractors and agents, or its successors and assigns harmless from any and all claims, demands, losses, liabilities and expenses (including legal costs and fees, consequential and economic loss, property loss/damage and damage for injury, including personal injury and death) arising out or in connection with:

(i) your use of the Online Services;
(ii) your and / or the Customer breach or violation of any of the applicable Terms herein contained;
(iii) your violation of the rights of any third party;
(iv) any claim arising out of the use of the Inspection Report by any other person or persons; and / or
(v) any claim advanced by the owner or tenant of the Property or any other person arising out of the inspection services,

(as applicable).

21.2Should Handover, or the inspector be called on to give testimony, prepare to attend court, or assist in preparation for litigation as a result of the inspection services and / or the Inspection Report, additional fees will be charged at Handover’s discretion for all time spent, including additional inspections, research, report preparation, consultation, traveling, court appearances and/or for time waiting (in Handover’s office or elsewhere) to testify.

21.3In the event you and / or the Customer commence legal proceedings against Handover in respect of anything arising in respect of the inspection services or the Inspection Report, and if those proceedings are not completely decided in the your and / or the Customer’s favour, you and / or the Customer agree that you and / or the Customer shall be liable to Handover for damages, including to Handover’s reputation, and for all charges, expenses, disbursements and legal fees incurred by Handover or any of its representatives, on a complete indemnity basis, including a reasonable fee for all time spent by Handover’s personnel in investigating, research, preparation for, and attendance at court hearings and examinations.

22. Intellectual Property

22.1IP Rights

(a) For the purpose of the Terms herein and/or the Privacy Policy Notice, IP Rights shall include a non-exhaustive list of, amongst others, copyrights, trademarks, patents, designs, methods, know-hows and processes (the “IP Rights”).
(b) Handover and/or its licensors are the sole owners of all IP Rights (whether jointly or severally) contained and/or related to and/or connected with the Platform and all content and material contained therein, with the exception of User Content. All works, content and materials on the Platform are protected by international copyright laws and treaties. All such rights are hereby expressly and impliedly reserved.
(c) No content or material contained on the Platform is to be used for any commercial purpose and/or public circulation without the express permission of Handover and/or its licensors.
(d) Should there be infringement of any of the rights owned by Handover and/or its licensors, all action shall be taken to the full extent permitted by law to seek redress and relief for such infringement.
(e) Any disputes with regard to infringement of any solely / exclusively owned IP Rights of Handover shall be settled by way of the dispute resolution mechanism as set out in the Terms herein below.
(f) In the event of any dispute related to the infringement of any IP Rights owned by Handover, any suspected, purported or alleged infringer, whether it be a client, service provider or otherwise, shall have his / her usage of the Platform and / or Services suspended or frozen henceforth, without any further notice to the infringer, until such a time that the dispute can be resolved by way of amicable resolution and/or through the dispute resolution process as set out in the Terms herein below.

22.2Trademarked Brand Names

(a) The “Handover” name and logos and all related names, design marks and slogans are the trademarks of Handover or its licensors.

23. Force Majeure

Handover shall not be considered to be in breach of or in default of these Terms on account of, and shall not be liable to you and / or the Customer for, any delay or failure to perform its obligations hereunder, arising out of or caused by, directly or indirectly by forces beyond its control, such as by reason of fire, earthquake, flood, epidemics, pandemics, explosion, strike, riot, lockdown, war, terrorism, change of ruling government or change of key political party person or similar event beyond that Party’s reasonable control.

24. Governing Law and Jurisdiction

24.1The Terms shall be governed and construed in accordance with the prevailing laws of Malaysia.

24.2Any disputes which may arise out of or which may be related to or in connection with the Terms shall fall under the exclusive jurisdiction of the courts of Malaysia, for the settlement of such disputes.

25. Notice

Handover may give notice, by means of general notice, on the Services and/or the Platform and/or the Terms herein contained, electronic mail to the email address provided pursuant to Clause 10.1 or by written communication sent to your address provided pursuant to Clause 10.1.

26. Severability

If at any material time, during the subsistence of the Terms, there are changes to laws, regulations, by-laws or otherwise, which may render any of the Terms illegal, invalid or otherwise unenforceable in any state or country in which these terms are intended to be effective, then to the extent and within the jurisdiction which that term is illegal, invalid or unenforceable, it shall be severed and deleted and the remaining Terms shall survive, remain in force and effect and continue to be binding on all parties herein concerned.