INTRODUCTION:

1. MarryMe is a legal and valid company registered under the Companies Act 2016 with the main objective of carrying out businesses of providing online or electronic commerce platform for vendors to supply, trade, sell and market wedding products and services and also after wedding services and products such as: –
   • providing an e-commerce platform and online marketplace;
   • connecting all Vendors including but not limited to wedding accessories vendors, wedding services providers and wedding professionals with couples around the world for wedding organization and business opportunities;
   • providing assistance and management services for Vendor to automate business, managing daily sales and booking logs and records;
   • planning, designing, customizing and developing together with Vendor Wedding Deals;
   • marketing and promoting Products to the targeted couples with common interest and need; and
   • handling, organizing, co-organizing, sponsoring and carrying out promotional events and such other activities and event planning services for the Vendor.
2. MarryMe has been developing, marketing, promoting and delivering an online e-commerce platform (“e- Platform”) for wedding related Products which have been expanding from time to time.
3. Vendor is a valid and legal business entity, company or individual(s) of full Vendor is desirous of becoming a vendor or service provider and to list Products on the e-Platform.
4. The parties enter into this Vendor’s TOU with utmost good faith and based on the mutual understanding and trust to facilitate and govern the contractual relationship and the co-operation between the parties in accordance with the terms stated herein-below.

1.     Definitions & Interpretation

• In the condition without opposite meaning, the phrases are explained as below:

“Additional Policies”	means any and all other operating rules, policies, and / or guidelines in addition th Terms of Use, that may govern the use of the e-Platform and which is m known to the Vendor from time to time;
“ A g r e e m e n t ”                                        o r “Vendor’s Terms”	means this Vendor’s TOU entered into between MarryMe and the Vendor;
“MarryMe Account”	means a registered account that created and registered by the Vendor with Bride for the purpose of accessing and utilizing the subscribed services, facilities features of the e-Platform and MarryMe Services;

“Buyer” or “User”

means any individual that (i) has an registered account with MarryMe; and (ii) using or browsing the e-Platform with the intention to purchase or subscr Products and/ or (iii) submitting a request or offer to purchase for Products offe by Vendor via the e-Platform, in order to receive price quotations, regardless whether such Buyer ultimately buy or subscribe the Products via the e-Platform;

“MarryMe”	an online platform (e-Platform) owned by Marryme Wedding Network Sdn Bhd that lists the vendors with their price, portfolio, reviews & ratings.
“ MarryMe Privacy Policy”	means a statement or legal document (in privacy law) that discloses some or methods MarryMe gathers, uses, discloses, and manages a User’s personal data information;
“MarryMe Services”	means the services and facilities provided by MarryMe including but not limited to (i)               allowing and facilitating Vendor to publish and advertise Products; (ii)              accepting Buyer’s requests and disseminating them to Vendors; (iii)            facilitating Vendors to render offer, invitation to treat, or Quotations on e-Platform; (iv)            facilitating Buyers and Vendors to make contact and contract; (v)              maintaining profiles for Vendors; (vi)            to collect, receive, keep and maintain and/or set-off or deduct from deposit, selling price, proceed and whatsoever income or monies genera through the Vendor’s MarryMe e-Shop; (vii)           to authorize third-party payment gateway or stakeholder to receive, p administer, manage and deal with deposit, selling price, proceed whatsoever income or monies generated through the Vendor’s MarryMe Shop for and on behalf of MarryMe; and (viii)         any other ancillary or related services;
“MarryMe e-Shop”	means the e-shop or online and digital page/ account created and registered published by Vendor on the e-Platform to sell and intend or advertise to sell Products;
“Content”	means information, data and publication published, created and shown on the Platform included but not limited to any creative element, for example, t applications, images, archived messages, data, information, e-services, audio video files;
“ C u s t o m i s e N e w Variant”	means duplicate of the existing Wedding Deal customized by Vendor;
“e-Platform”	means: (i)          the websites bearing the domain [www.marryme.com.my] and any other r microsites and/or mobile or web applications owned and operated by MarryMe which may or may not be of similar names; and (ii)        any related or ancillary facilities or functions such as e-mails, S newsletters, notifications or other communication or content.

“General Terms of Use”	means the terms of use governing the relationship between the Users, Vendors MarryMe
“Goods”	means the goods made available for sale on the e-Platform by Vendors including instalment of the goods or any part of them;

“Password”	means the password which the Vendor create, register, provide and use in order create and use an Account and the Vendor are solely responsible to safeguard Vendor’s Password during the usage of the e-Platform;
“Products”	means Goods and/or Services offered by Vendor on the e-Platform;
“Quotation”	Includes but not limited to a duplicate of the existing Wedding Deal customized Vendor, also known as Customise New Variant;
“Registration Fee”	means the sum set out in the Registration Fee Page shared by Marryme to cover cost of registration;
“Registration Information”	means information which are required for registration purposes which is m specifically mentioned in Clause 3.1;
“Services”	means the professional service offered and / or to be rendered by Vendor in course of his business to the Buyers of the e-Platform;
“Management Fee”	means the amount the Vendor is required to pay for the successful tansaction through the MarryMe Services and other services not specifically mentioned therein, which may be bil annually or monthly.
“Vendor”	means any individual or company that has signed up to offer their Goods Services to the general public and to Buyers via the e-Platform;
“ Transaction ” o r “Contract”	means buying and selling activities of Products, between Buyers and Vend through the e-Platform.
“User”	means a person who accesses, uses, and/or participates in the e-Platform in manner, whether as a Buyer or Vendor; and
“Vendor’s TOU”	means refer to and include the terms and conditions set out herein and the version the same which may be modified from time to time;
“Wedding Deal”	means the wedding packages created and developed by Vendor as one of Product a discounted selling price.

• Interpretations

In this Vendor’s TOU, unless the context otherwise requires:

• words denoting the singular number include the plural and vice-versa;
• words denoting a gender include every gender;
• words denoting natural persons include bodies corporate and unincorporated;
• reference to clauses is to clauses to this Vendor’s TOU;

• references to any legislation or to any provision of legislation shall include any modification or re- enactment of that legislation or any legislative provision substituted for, and all regulations and statutory instruments issued under such legislation or provision;

• headings to the clauses of this Vendor’s TOU are inserted for convenience only and shall not affect the construction or interpretation of this Vendor’s TOU;
• where a word or a phrase is defined, other parts of speech and grammatical forms of that word or phrase have corresponding meanings;
• references to any party to this Vendor’s TOU or any other agreement or instrument shall include the party’s successors and permitted assigns;
• references to any agreement or instrument shall include references to such agreement or instrument as amended, novated, supplemented, varied or replaced from time to time;

• any term referred to herein which is defined in the Companies Act shall have the meaning ascribed thereto in the Companies Act.
• when mentioned about this Vendor’s TOU or the others documents, including any correction or alternative text to them.
• when mentioned about someone, including his executor, custodian, successor, substitute person and
• if there is a rule stated that the starting date set since a certain date or a date of an actual event, thus the certain date is said cannot be counted, but start to count from the next If the last day of time limit is an off day or public holiday, thus the next day of the off day or public holiday will be the deadline. There is an exception when it comes to the termination of this Vendor’s TOU.

2.                THE AGREEMENT

• In this Vendor’s TOU, Vendor agrees: –

• Vendor to be registered as a vendor on the e-Platform;
• to appoint, authorize and entrust MarryMe on a sole and exclusive basis to provide MarryMe Services; and
• to provide, perform and/ or deliver Products; and to develop, create or produce Wedding Deals through the e-Platform.
  • Therefore, in order to fulfil MarryMe’s obligations herein including MarryMe Services, MarryMe shall be authorized to do, perform and/ or execute herewith the following-
• to explore, market, promote and procure for and on behalf of the Vendor any sale opportunity for the Products;
• to arrange promotion and publicity of the e-platform, Vendor’s MarryMe e-Shop in any and all manners or medias now known or hereafter devised;
• to plan, organize and hold the activities and programs comprising of Wedding Deals for advertisement purposes;
• to liaise with the Buyer who require, request and contract Vendor to provide Products;
• to review and approve the Wedding Deals and packages developed and created by the Vendor;
• to supervise and monitor the sale transaction between the Buyer and the Vendor;
• to collect, receive, keep and maintain and/or set-off or deduct from the deposit, selling price, proceed and whatsoever income or monies generated through the Vendor’s MarryMe e-Shop; and

• to authorize third-party payment gateway or stakeholder to receive, pay, administer, manage and deal with deposit, selling price, proceed and whatsoever income or monies generated through the Vendor’s MarryMe e-Shop for and on behalf of MarryMe.
  • The General Terms of Use shall form part of this Vendor’s TOU and shall be read together with this Vendor’s

3.     REGISTRATION, SUBSCRIPTION AND ASSESSMENT

• Registration

• The Vendor is required to submit the Registration Information to MarryMe and register of the Vendor’s personal data with MarryMe prior to the Vendor’s application for MarryMe Account which would allow the Vendor to access to and use the MarryMe Services on the e-Platform.
• Please note, however, that registration does not guarantee either an opening of MarryMe Account or a MarryMe e-Shop. The application for opening the MarryMe Account is subject to the approval by
• With regards to the registration, the Vendor is required to provide and submit to MarryMe the following Registration Information: –
  • if the Vendor an individual Vendor, with accurate and complete personal information, which may include the Vendor’s name, national registration identity card or passport number, address of service, telephone number, date of birth, email address, nationality and any other information as may be deemed necessary by MarryMe; and
  • if the Vendor is a corporate entity such as sole proprietorship, partnership, limited liability partnership or company, with accurate and complete company details and information, official search on the corporate entity extracted from Commission of Companies Malaysia, incorporation documents, company registration number, address of service, telephone number, director’s or owner’s particulars, email address, nationality and any other information as may be deemed necessary by MarryMe;

The Vendor shall be responsible to ensure that the Registration Information that the Vendor has provided is up to date to ensure its completeness and accuracy.

• MarryMe may request for additional information or documentation at any time and for any reason, including but not limited to confirming the Vendor’s identity, and/or to confirm the Vendor’s bank details by requesting a copy of the Vendor’s Bank Statement (header only). The Vendor agrees to provide such information and/or documentation promptly to MarryMe upon If the Vendor does not provide such information and/or documentation promptly, MarryMe may, without any liability to the Vendor, disapprove or cancel the Vendor’s registration, application for MarryMe Account and MarryMe e-Shop.
• The Vendor hereby authorize MarryMe to make any enquiries and conduct the necessary financial checking and search and whatsoever checking and search that MarryMe considers necessary to validate and verify the Vendor’s identity (whether directly or through third parties) and financial strength at any time for any reasons whatsoever throughout the execution and performance of this Vendor’s TOU.
• The Vendor will be informed of the registration by receiving an email from MarryMe wherein the Vendor is required to confirm and verify the registration within the time stipulated in the email.
  • MarryMe’s Account
• Upon completion of the registration, should the Vendor wishes to trade, the Vendor may proceed to apply to open a MarryMe Account and the Vendor is required: –
  • to select one of the subscription plans as shown in the Subscription Plan Schedule here [to insert link];
  • to select or pick ONE (1) category of the Products. Additional categories are available upon request with additional charges; and

• to submit the necessary documents required by MarryMe including but not limited to a copy of the NRIC and/ or company search extracted from Suruhanjaya Syarikat Malaysia.

• The Vendor’s application for MarryMe Account shall be evaluated and assessed by MarryMe and reverted to the Vendor of the outcome of the evaluation and assessment within reasonable
• The Vendor acknowledges, understands and agrees that MarryMe shall have the absolute discretion to evaluate and approve the Vendor’s application for registration of an Account.
• The Vendor acknowledges, understands and agrees that MarryMe has the right to reject and disapprove the Vendor’s application to register an Account with MarryMe.
• The Vendor will receive an approval and verification email from MarryMe should the Vendor’s application is successful.
• Upon approval and completion of the opening of MarryMe Account, the Vendor is not allowed:

• to change or amend the subscription plan selected;
• to change the category of Products selected;

• to cancel or terminate the subscription plan, MarryMe Account and/ or this Agreement;

• to change MarryMe e-Shop name or its URL or any setting that provided by MarryMe upon the successful opening of MarryMe Account.

• The MarryMe Account, the subscription and/ or the registration shall be renewed automatically until and unless that: –
  • Vendor uncheck the “automatic renew” box on or before the expiration of tenure of the Subscription Plan signed up; or
  • Vendor deactivates the MarryMe Account; or

• MarryMe terminates the MarryMe Account pursuant and in accordance to the terms

• The Vendor shall stop using the MarryMe’s Services or accessing the e-Platform through MarryMe-For- Business after the expiration of Subscription Plan.
• Subscription Fees shall be paid through the payment method of Credit Card (Please refer to the MarryMe Wallet Agreement for more info).
  • Registration Fee

• The Vendor is required to pay to MarryMe a one-off or one-time Registration Fee together with and upon the submission of application for opening MarryMe For avoidance of doubt, Registration Fee paid shall be applicable solely for the registration of one single account and once registration is successful, the Registration Fee paid shall not be utilized or applicable for another registration at the same e-Platform even though the registration is terminated, revoked or cancelled later on. Such Registration Fee is non-transferrable or the Vendor is not allowed to assign to another Vendor.
• The Registration Fee will be determined and be made known to the Vendor as shown in the Subscription Plan or otherwise, by any other written confirmation issued by MarryMe. MarryMe may vary the Registration Fee from time to time and impose the varied Registration Fee on any incoming or new

• The Registration Fee paid by the Vendor shall be refundable in the event that the application for opening MarryMe Account is rejected by MarryMe. For the avoidance of doubt, in the event MarryMe rejects and disapprove the Vendor’s application for the registration and/or opening of the Vendor’s MarryMe Account, the Vendor understand that no such Registration Fee will be charged to the Vendor.

• Upon approval and completion of the opening of MarryMe Account, the Registration Fee that has been paid to MarryMe will be reflected and updated in the Vendor’s MarryMe Account.
• The Vendor acknowledges, understands and agrees that, upon approval and completion of the opening of MarryMe Account, the Registration Fee will be converted into fee payable to MarryMe and it is non-
  • Subscription Fees & Management Fees
• Simultaneously with the submission of the application for MarryMe Account, the Vendor is required to pay MarryMe the Subscription Fees & Management Fees at the rate and equivalent to the sum agreed as shown in the subscription plan selected and chosen by the The Subscription Fees & Management fees paid by the Vendor shall be refundable in the event that the application for opening MarryMe Account is rejected by MarryMe. For the avoidance of doubt, in the event MarryMe rejects and disapprove the Vendor’s application for the registration and/or opening of the Vendor’s MarryMe Account, the Vendor understand that no such Subscription Fee & Management fees will be charged to the Vendor.
• In this regard, the Vendor must keep a valid payment method with MarryMe to pay for all incurred and recurring MarryMe will charge the applicable fee through any valid payment method that the Vendor authorize (“Authorized Payment Method”), and MarryMe will continue to charge the Authorized Payment Method for applicable fee until the MarryMe Services are terminated, and any and all outstanding fees have been paid in full. Unless otherwise indicated, all fee and other charges are in Ringgit Malaysia currency.
• Subscription Fees shall be billed annually or monthly or waived upon the Vendor’s successful registration of MarryMe Account following our assessment and Management fees are charged at the rate and equivalent to the sum agreed as shown in the plan to the vendors.
• the Vendor acknowledge, understand and agree that the Subscription Fees & Management fees may be varied from time to time at MarryMe’s discretion with prior electronic notice to the Vendor.
• In the event MarryMe is unable to process the payment of Subscription Fees or Management fees through the Vendor’s Authorized Payment Method for three (3) consecutive times on three (3) consecutive days, MarryMe reserves the rights to suspend the Vendor’s and revoke the Vendor’s access the MarryMe’s Thereafter, the Vendor’s MarryMe Account shall be reactivated upon clearance of any outstanding fee, including the fee applicable to the Vendor’s next billing cycle. If the outstanding fee remain unpaid for 60 days following the date of suspension, MarryMe reserves the right to terminate the Vendor’s MarryMe Account.
• The Vendor acknowledges, understands and agrees that, upon approval and completion of the opening of MarryMe Account, the Subscription Fees payable and be paid to MarryMe is non-refundable.

4.                MARRYME-FOR-BUSINESS & e-SHOP

• The Vendor is required to set up a MarryMe e-Shop by using MarryMe-For-Business which is a feature, program and simplified dashboard control panel designed for the vendors to create, edit, publish and delete Contents related to the Vendor and its Products and further to create, list, publish and delete the Products and Wedding Deals available for sale.

• Vendor’s branding, profile picture, description, list of Products will be displayed on Vendor’s MarryMe e- Shop. The Vendor understands and agrees that the Vendor shall ensure all the information listed on the MarryMe e-Shop is correct, accurate and not misleading.
• Vendor shall ensure that Vendor’s contact details, including Vendor’s mobile phone number and the person to get in touch with is listed and posted on the MarryMe e-Shop. Vendor shall promptly update the contact details of the Vendor on the MarryMe e-Shop should there be any changes to Vendor’s shop address, contact number or even if Vendor is away from Malaysia.

• Vendors are encouraged to provide a list of Frequently Asked Questions (“FAQ”) on the MarryMe e-Shop for Buyer’s The Vendor shall undertake that the contents of the FAQ are in compliance with the requirement of the law in the respective jurisdiction.
• Upon completion of the abovementioned, Vendors are mandatory required and compelled to create, develop and publish at least one (1) album and one (1) Wedding Deal to activate Vendor’s MarryMe e- Shop and start Vendors shall endeavour to ensure consistent publication on the MarryMe e-Shop in order to increase the traffic of Buyers to the e-Platform and the MarryMe e-Shop.
• Vendor shall comply with the mandatory requirement as stipulated in Clause 4.1(iv) above prior to conducting business through the MarryMe e-Shop on the e-Platform. In the event Vendor failed to comply with Clause 4.1(iv) above, MarryMe reserves its rights to request and demand the Vendor to remedy the default or violation.
• Vendor shall use its best endeavour to collaborate and work together with MarryMe to from time to time to create Products posts on the MarryMe e-Shop for the Buyer’s reference.
  • Vendor agrees, covenants and undertakes that the Content of MarryMe e-Shop created by the Vendor or Vendor’s creation within MarryMe-For-Business including but not limited to the video, audio, text, visual image or whatsoever: –
• shall not be indecent, obscene, violence, false or offensive;
• shall not have and contain illegal, menacing content, hatred content and bad language;
• shall not have and contain discriminatory material or comment, which is based on matters of race, national or ethnic origin, colour, religion, age, sex, marital status, or physical or mental handicap;
• shall contain no abusive or discriminatory material or comment on matters of, but not limited to, race, religion, culture, ethnicity, national origin, gender, age, marital status, socio economic status, political persuasion, educational background, geographic location, sexual orientation or physical or mental ability, acknowledging that every person has a right to full and equal recognition and to enjoy certain fundamental rights and freedoms as contained in the Federal Constitution and other relevant statutes;
• shall not contain any misleading information and/or information which its authenticity is not verified;
• shall in compliance with Communications and Multimedia Act 1998 and any related laws in Malaysia;
  • The Vendor is required to comply with all intellectual properties laws including laws related to copyrights. Meanwhile, the Vendor shall hereby undertake that the Vendor shall not create any Content in MarryMe e-Shop by using any copyrighted materials, videos, tracks and/ or whatsoever items that the Vendor does not have the authorization to use. That means the Vendor should not upload videos they didn’t make, or use content in their videos that someone else owns the copyright to, such as music tracks, snippets of copyrighted programs, or videos made by others, without necessary authorizations. The Vendor should only upload Content that they have made or that they’re authorized to use.
  • Vendor shall indemnify and keep MarryMe fully indemnified against all losses, costs, demands, actions, claims, proceedings, liabilities and expenses that MarryMe may suffer or incur in connection with or arising from the Vendor’s breach of clause 4 herein. In the event the Vendor is found in breach of this clause 4, MarryMe shall reserve its discretion to terminate this Vendor’s TOU without prejudice to any remedies available may be filed against Vendor.
  • Vendor shall use its best endeavour to collaborate and work together with MarryMe to market, seek publicity and promote the Products including but not limited to: –
• performing and carrying out publicity and marketing activities at all types of electronic media and offline media as MarryMe thinks reasonable and fit; and
• creating and setting up social media promotional contents at various social media platforms and offline media;

• creating and publicizing through advertisement on any media at the costs and expenses of the Vendor. MarryMe reserves its discretion to offer to the Vendor advertisement packages and subscription subject to terms and conditions to be agreed upon by MarryMe and Vendor

in order to increase the popularity of the e-Platform and to procure sales of Products.

• Vendor shall take responsibility to self-deportment, word and etiquette, establish and uphold good image of both parties on the MarryMe e-Shop, and not to damage bilateral reputation whenever the Vendor supplying
• Vendor is strictly prohibited to carry out or publish any advertisement and/or publicity and/or promotion of any other products, events, activities or whatsoever items and matters that is commercial in nature and have no relevancy whatsoever to the Product.
• Vendor shall not impair, disrepute and tarnish the image and the reputation of MarryMe as well as not to damage the interest of MarryMe on the MarryMe e-Shop.
• Vendor shall not release any harmful posts, speech, contents on the MarryMe e-Shop regardless of the implementation or termination of this Vendor’s TOU.

5.                PROHIBITED AND RESTRICTED ITEMS POLICY

• The Vendor shall ensure that the Product to be sold on the e-Shop complies and conforms with all the laws and regulations within the jurisdiction the following items are strict prohibited: –

• Firearms, Weapons or Ammunitions;
• Artifacts and antiquities;
• Used Cosmetics;
• Counterfeit currency and stamps;
• Credit and debit cards;
• Currency or credits including, without limitation, digital currency or credits, and stored value cards;
• Drugs, Drug equipment & Drug test prevention aids, Narcotics or Steroids;
• Fireworks & Hazardous Materials;
• Human remains and body parts;
• Tobacco or tobacco-related products, including but not limited to electric cigarettes/e-juices which contain nicotine;
• Gold Bars;
• Stolen Goods including digital and virtual Goods;
• Lock-picking devices;
• Lottery tickets;
• Pesticides;
• Shares, stock, currencies in any form;
• Counterfeits & Replica Goods;
• Pornographies, Adult Contents, Escort Services & Sexually Oriented Materials or Services
• Pyramid or Ponzi schemes, Matrix Programs & Other “GET RICH QUICK” Schemes and Investment
• Documents which infringe or violate Copyright, Trademark, Right of publicity or privacy or any other proprietary right under the laws of any jurisdiction and file sharing services;

 

6.                WEDDING DEALS, PACKAGES & SERVICES

• Pursuant to Clause 4.1 (iv) above, the Vendor is to create and publish at least one (1) Wedding Deal to be listed on the MarryMe e-Shop prior to activation of the MarryMe e-Shop.
• The Vendor may create and publish different variants of Wedding Deal on the Vendor’s MarryMe e-Shop to ensure the sale efficiency of the Vendor’s Products.
• The Vendor is required to use its best endeavour to ensure that the selling prices, available dates, descriptions of the Wedding Deals including but not limited to package name, package details, package summary, package description, payment terms, terms and conditions, package availability are up to date, accurate, correct, not misleading and without ambiguity.
• The Vendor shall bear the responsibility and obligation to ensure that the contents of the Wedding Deals do not violate any law, not indecent, not inappropriate and not offensive.
• In the event that the Wedding Deals posted, published and uploaded are not suitable to certain Buyers or users, the Vendor may create and customize Wedding Deal and its own variants to cater and suit the needs of Buyers or
• The Vendor acknowledge and agree that all Wedding Deals will be subjected to MarryMe’s review and approval within Two (2) working days upon the Vendor’s submission. MarryMe shall not be liable for any delay in approving or rejection or refusal of approval of the Wedding Deals uploaded and proposed by the Vendor.
• Upon MarryMe’s review and approval of the same, the Vendor understand and agree that the Wedding Deals shall not and cannot be edited, changed or reviewed.

Wedding Deal Price

• The Vendor is required to set out and display on its MarryMe e-Shop when the Wedding Deals are listed or published for sale: –

• the Recommended Retail Price or original retail price of the Products or the Wedding Deal that are available for sale outside MarryMe e-Shop; and
• the discount rate and the discounted price of the Products or the Wedding Deal will be sold or is available for sale on MarryMe e-Shop.
  • The Vendor is strictly prohibited or simply to inflate, vary or intentionally increase the Recommended Retail Price or original retail price of the Products or the Wedding Deal.

Payment by Buyer or User

• Through this e-Platform, the Vendor may set the collection of payment of the Products in the following manners:

–

• upfront deposit of any Services, Goods required further customization or Customise New Variant; or
• full payment of the ready-made and available Goods or Services required full settlement before
  • In the event of circumstances set out in Clause 10 (i), the Buyer will pay the balance Wedding Deal price to the Vendor directly in accordance with the terms and condition set out in the Wedding Deal. It is the duty and responsibilities of the Vendor to deal with Buyer with regards to the issue of payment of the balance Wedding Deal Price in which MarryMe will be fully indemnified should there be any dispute arise out of the payment issue.

Non-Circumvention

• The Vendor hereby irrevocably agrees not to circumvent avoid bypass or obviate, directly or indirectly, the intent of this Vendor’s TOU, to avoid payment of MarryMe’s Entitlement in any Contract or Transaction with the Buyer by diverting the Buyer who accesses, intends and inquire to purchase the Wedding Deals from this e- Platform from entering Contract or Transaction through this e-Platform and to enter or make deal outside this e- Platform
• The Vendor hereby acknowledges that there are Buyer or User may visit and access to this e-Platform and to make inquiry about the Wedding Deals published on MarryMe e-Shop whereby the inquiries made through the available means and medium in this e-Platform are the potential Contract and Transaction (“Opportunity” or “Opportunities”) which may be materialized. The Vendor further acknowledges and agrees that the identity of the subject Opportunities, and all other information concerning an Opportunity (including without limitation, all mailing information, phone and fax numbers, email addresses and other contact information) are the property of MarryMe, and shall be treated as confidential information by the Vendor, its affiliates, officers, directors, shareholders, employees, agents, representatives, successors and assigns. The Vendor shall not use such information, except in the context of any arrangement with MarryMe in this Vendor’s The Vendor further agrees that neither it nor its employees, affiliates or assigns, shall enter into, or otherwise arrange (either for it/ him/herself, or any other person or entity) any Contract or Transaction with the Buyer or User regarding such Opportunity, either directly or indirectly.

7.                BOOKING CALENDAR & DUTY TO DELIVER

• MarryMe-For-Business comes with a built-in Booking Calendar which facilitates and assists the Vendor with the booking and orders between the Buyer and the Vendor.
• Booking Calendar which integrates with the Vendor’s availability to deliver and perform their Products allows the Buyer to check the Vendor’s date availability in real-time prior to placing orders and making payment for the Vendor’s Products.
• Buyers may access to the Vendor’s Booking Calendar to pick and choose the date for the delivery of the Vendor’s
• After confirmation and payment made, a confirmation and instruction for reservation will be sent to the Vendor through MarryMe-For-Business.
• The Vendor agrees, acknowledges and confirms that the order of the Products is deemed accepted by the Vendor upon Buyer’s confirmation of the order and/ or booking and/ or purchase and/ or subscription (“the Order”) and forthwith, Vendor shall not cancel or terminate the confirmed Order.
• In the event the Buyer is indecisive on the date of booking, the Buyer may click on the “I will decide later” button and proceed to make The Vendor may then discuss with the Buyer on the prospective date for delivery of the Order.
• The Vendor has the ultimate discretion in determining which order will prevail by accepting or declining an order through the MarryMe-For-Business and/or Booking Calendar.
• The Vendor shall use best endeavour to ensure that the Booking Calendar stays always up to date when any dates have been blocked at the Vendor’s end other than through the Booking Calendar to avoid double booking.

• In the event of the Vendor unable to perform the Order or carry out the Vendor’s obligation to fulfil the Order due to whatsoever reasons after the Order has been confirmed, the Vendor shall fully responsible and liable for the consequences arising out of the Vendor’s failure, negligence and refusal to perform or comply with the Order including but not limited to refund the payments taken or received by the Vendor.

• The Vendor agrees, covenants and undertakes that the Vendor shall be responsible for and to deal with any disputes and conflicts arising from the Order;

• Prior to the application of Refund Policy set out in Clause 7.11, Vendor shall first attempt to resolve the dispute and conflict by amicable negotiation and settlement including to applying Easy Reschedule Policy as set out in Clause 7.10;

• If the Vendor unable to resolve the conflict or disputes with the Buyer amicably, and if the deposit and/ or whatsoever monies paid in pursuant to the Contract or Transaction are still kept and maintained with MarryMe, the Vendor hereby authorizes MarryMe or MarryMe’s agent with full discretion to deal with the deposit and whatsoever monies paid and received including releasing the whole monies received to the Buyer in accordance with the Refund Policy stated herein;

• If the Vendor unable to resolve the conflict or disputes with the Buyer amicably, and if the deposit and/ or whatsoever monies paid in pursuant to the Contract or Transaction have been released to the Vendor, it is the duty of the Vendor to refund the monies directly to the Buyer in accordance with the Refund Policy stated herein; and

• The Vendor shall indemnify and keep MarryMe fully indemnified against all losses, costs, demands, actions, claims, proceedings, liabilities and expenses that MarryMe may suffer or incur in connection with or arising from the Vendor’s failure, negligence and refusal to perform or comply with the MarryMe shall reserve its discretion to terminate the Vendor’s MarryMe Account.

• Easy Reschedule Policy – MarryMe introduces this special feature to all Vendors and Buyers to accommodate many unexpected circumstances that might occur beyond control or maybe due to default of either party. Under this special feature which the Vendor is encouraged to adopt the same, in whatsoever circumstances that it may come forth: –

• when the Vendor is unable to perform or comply with the Order due to whatsoever reason that attributed to the Vendor, it is the duty of the Vendor to contact and liaise with the Buyer to re-arrange and/ or reschedule the original agreed date of delivery or performance of the Order subject to the agreement and consent of the Buyer. Nevertheless, the Vendor shall proceed to refund the monies so paid by the Buyer in the event that the Buyer refuses to accept or rejects the new date of delivery or performance suggested by the Vendor; or
• however, when the Buyer is desirous to change, re-arrange and/ or reschedule the original agreed date of delivery or performance of the Order, the Vendor shall allow the Buyer with limited opportunities and chances to re-arrange and/ or reschedule the original agreed date of delivery or performance of the Order subject to the availability of the Vendor.
  • Refund policy – Pursuant to Clause 9, in the event of any conflicts and disputes arise due to the Vendor’s failure, negligence and refusal or that the Vendor is unable to perform or comply with the Order, the Vendor is required to refund the deposit or monies paid and received within reasonable time without any delay.

• If dispute and conflict occur during the period where the deposit or whatsoever monies paid are still in the custody and possession of MarryMe or MarryMe’s agent, the parties agree that:-

• MarryMe will notify and convey to the Vendor of the complaint lodged by the Buyer immediately upon MarryMe receives complaint from the Buyer;
• In the notification, the Vendor will be demanded to resolve the dispute and conflict arising out of the Order with the Buyer within 14 working days from the date of the notification;

• MarryMe and/ or MarryMe’s agent is hereby authorized to continuously retain and hold the deposit or whatsoever monies paid for an additional period of 14 days from date of the For the avoidance of doubt, MarryMe and/ or MarryMe’s agent shall have full discretion to withhold the said sum even though withdrawal request has been issued by the Vendor; and

• MarryMe and/ or MarryMe’s agent is hereby authorized to refund the deposit or whatsoever monies paid to the Buyer within 14 days from expiry date of MarryMe’s written notice to the Vendor in the event that the Vendor fails to respond to MarryMe’s notification or that the Vendor fails to resolve the dispute arose amicably within the period stated in MarryMe’s written notice.

• If dispute and conflict occur during the period where the deposit or whatsoever monies paid have been released to the Vendor, the parties agree that: –
  • MarryMe will notify and convey to the Vendor of the complaint lodged by the Buyer immediately upon MarryMe receives complaint from the Buyer; and
  • In the notification, the Vendor will be demanded to resolve the dispute and conflict arising out of the Order with the Buyer within 14 working days from the date of the notification failing which, the Vendor is required to refund the deposit or whatsoever monies received and taken by the Vendor within 14 days from expiry date of MarryMe’s written notice to the Vendor.

8.                INDEPENDENT CONTRACT WITH END-USERS

• MarryMe and the Vendor are independent contractors in relation to each other with respect to all matters arising under this Vendor’s Nothing herein shall be construed to establish a partnership, joint venture, association or employment relationship between the parties. Neither party shall be deemed to be an agent of the other or to have authority to bind, contract or create any obligation, express or implied, on behalf of the other.
• The parties herein agree that this Vendor’s TOU shall not be governed and facilitated under Malaysian Employment Laws.
• The Vendor acknowledges that the Vendor shall not be entitled for Employees Provident Fund (EPF), Social Security Organization (SOCSO) contributions and other related statutory contribution or benefits by the part of

9.                ENTITLEMENT & PAYMENT

• The Vendor acknowledges, understands and agrees that the MarryMe shall impose certain charges and fees on the Vendor as consideration for the MarryMe Services.
• The applicable charges and fees payable by the Vendor are formalised in writing and listed in the MarryMe Wallet Agreement which include but not limited to the registration fee, subscription fee, commission fee and transaction fee defined therein.
• The Vendor is required to check, keep himself updated and be familiarised with the MarryMe Wallet Agreement which will be shared upon registration.

10.             VENDOR’S WARRANTY AND UNDERTAKING

• The Vendor understands, agrees and confirms that the Vendor needs to have an Account with MarryMe in order to use MarryMe Services.

• The Vendor represent, warrants and undertakes that: –

• If the Vendor is an individual, the Vendor is at least 18 years of age;
• If the Vendor is representing a company, organisation or any other legal entity (“Entity”), the Vendor has authority to bind the Entity to these Vendor’s TOU;
• The Vendor is capable of entering into and performing legally binding contracts under applicable law;
• All information which the Vendor provides is accurate, up to date, truthful and complete;
• The Vendor will use the MarryMe Services for lawful purposes only and in accordance with these terms of use and all applicable laws, rules, codes, directives, guidelines, policies and regulations;
• The Vendor consent to MarryMe using the Vendor’s data and information in discharging our duties and the MarryMe Services;
• The Vendor is liable and responsible to bear the payment of any applicable tax regardless of whether its one-off or recurring tax.
• The Vendor agrees to defend, indemnify and hold MarryMe, our affiliates and authorized representatives harmless from any claim, demand (including legal fees and costs), fines, penalties or other liability incurred by MarryMe due to or arising out of the Vendor’s breach of this representation and warranty. MarryMe may report any suspicious activity to the relevant authorities.

11.             SUSPENSION

• The Vendor accepts and acknowledges that MarryMe may suspend and/or discontinue the Vendor’s Account in its sole and absolute discretion without prior notice to the Vendor and without any liability whatsoever to the Vendor in the event the Vendor failed to remedy the following defaults including but not limited to: –

• Failure to provide correct & accurate details;
• If the Vendor selects a user ID that MarryMe, in its sole discretion, finds offensive or inappropriate;
• Failure to ensure the Contents created, published, uploaded and/ or posted on the MarryMe e-Shop comply with the presiding law in the respective jurisdiction;
• Violation of Intellectual Property Law;
• Violation of Confidentiality Policy; or
• Vendor’s involvement in fraudulent or suspicious

MarryMe may close, suspend, or limit the Vendor’s access to MarryMe Account or the MarryMe Services, suspend the processing of any transaction and/or suspend the Vendor’s active subscription(s) with MarryMe.

12.             TERMINATION

• Without prejudice to any of the rights and/or remedies of MarryMe, in the event either one of the following events occur: –

• Vendor wilfully refuses and/or fails without proper cause to perform his obligations in accordance with the terms of this Vendor’s TOU and/or breaches any of the provisions of this Vendor’s TOU;
• if Vendor is arrested, charged and/or convicted of a criminal offence or MarryMe becomes aware that the Vendor has made a statement and/or committed and/or engaged in any act(s) and/or conduct of whatsoever nature which, in MarryMe’s reasonable opinion has brought and/or may cause and/or bring disrepute to MarryMe or parties involved in any of the agreement; and

• Vendor fails to disclose the actual and complete information and related situation to MarryMe, thus, causing a strong implication on the performance and execution of the obligations and responsibilities under this Vendor’s TOU.
• Vendor dies or suffers for mentally disorder or unable to perform the obligations under this Vendor’s TOU, MarryMe may terminate this Vendor’s TOU at any time without liable for the breach of contract.
• Vendor commits an act of bankruptcy or being a firm if any member of the firm commits an act of bankruptcy or being a company a petition for winding up is presented (except voluntary liquidation for the purpose of reconstruction);
• Vendor enters into any composition or arrangement with or for the benefit of the its creditors or allow any judgment against it to remain unsatisfied for more than fourteen (14) days thereof or has any distress or execution or other process of a Court of competent jurisdiction levied upon or issued against any of its property and such distress execution or other process as the case may be is not satisfied by it within seven

(7) days from the date thereof;

• Vendor is in constant breach of Contents publication terms including making false statement and representation, making immoral and vulgar statements or making statement causing damage and injury to the name and reputation of MarryMe.

MarryMe shall deliver and forward a written notice, warning or demand to the Vendor and require the Vendor to explain and/ or remedy the material breaches or the incident occurred within Thirty (30) days from the date of the said written notice failing which, MarryMe reserves the right to and may terminate this Vendor’s MarryMe Account, the subscription and/ or the registration by giving a written notice to the Vendor. In the event of termination based on one of the grounds stated in Clause 12.1, MarryMe has right to claim for any direct and indirect loss, including but not limited to the compensation of third party, and expected profit of MarryMe.

13.             OWNERSHIP AND INTELLECTUAL PROPERTY

• Ownership, Information, Data

• MarryMe shall have the absolute rights and ownership over the e-
• Vendor confirms and acknowledges that the proprietary rights and/or ownership in any Contents posted; and the information and data which the Vendor has access to and/or had delivered under this Vendor’s TOU shall not be deemed to confer upon the Vendor any rights whatsoever in respect of any part thereof.
• The copyright of any Contents, made and posted by the Vendor via the e-Platform or any other medium intended by MarryMe shall belong to and owned by Vendor, in which MarryMe has right to edit, exploit, re-produce and distribute the said works at the discretion of MarryMe as it deemed necessary and
• Upon termination or expiration of this Vendor’s TOU, the Content, information, statistics, materials and all data which uploaded onto the MarryMe e-Shop or that are received, collected, processed, produced, or developed by MarryMe solely (or together with the Vendor) under this Vendor’s TOU and for MarryMe e- Shop are and shall become the exclusive property of MarryMe. No reports, statistics, information, inventions, improvements, improvisation, discoveries, or data obtained, prepared, assembled, or developed under and pursuant to this Vendor’s TOU, shall be released, sold or howsoever made available to any third party (except to MarryMe and MarryMe’s agent) without prior, express written approval of MarryMe during the Term and after the termination of this Vendor’s TOU.

14.             INDEMNITY

• In the event that Vendor is found in breach of any terms of this Vendor’s TOU, notwithstanding the remedies stated above specifically, the Vendor shall be liable to compensate MarryMe for any loss, liability, damages or cost suffered by MarryMe including but limited to legal fees based on solicitors-client cost basis.

15.             CONFIDENTIALITY & DATA PROTECTION

• The parties herein undertake, agree and covenant to one and another that:

• All information and data of the parties, be it in written, electronic or other form shall be safeguarded by the other party in the same manner in which the parties would safeguard their own proprietary and confidential information of like character and shall not be divulged to third parties without the expressed written consent of the respective parties who owned the information;
• All information whether designated as proprietary and confidential or otherwise shall be used by the parties solely for the purpose/ objective of this Vendor’s TOU;
• The parties undertakes, in relation to each confidential information receipt by and/ or disclosed to the other parties under this Vendor’s TOU: –
  • to maintain the same in confidence and use it only for the purpose/ objective herein-stated and for no other purpose;
  • not to copy, reproduce and reduce in writing or any form of recording any part thereof except as may be reasonably for the purpose/ objective herein-stated;
  • not to disclose the same whether to any third parties except only to such third parties who have a need to know or whose services are reasonably required in connection with the purpose/ objective herein-stated and further where disclosure is made to third parties, such disclosure is made on their written undertaking to comply with the confidentiality obligations under this Clause;
  • In order for MarryMe to promote and develop the Vendor into a better Vendor, subject to the data protection obligations by MarryMe, Vendor agrees that MarryMe is allowed to exploit and use the Portraiture right or Personality rights throughout the Term.

16.             EXECUTION AND ACCEPTANCE OF THIS VENDOR’S TOU

• This Vendor’s TOU may be executed by the parties by way of electronic signatures pursuant to the provisions of the Electronic Commerce Act This Vendor’s TOU when accepted by the Vendor shall constitute a binding agreement, without requiring notice of such acceptance to be delivered to MarryMe prior to such time. Without limiting the generality of the foregoing, execution and acceptance of this Vendor’s TOU may be made by way of electronic signature and delivered by telefax transmission, pdf electronic mail or similar electronic transmission, and such acceptance shall be deemed to have been effected or made when such signed Agreement (electronic or otherwise) is telefaxed, emailed or sent electronically to the intended party, and the parties irrevocably acknowledge and agree that such telefaxed, emailed or electronic transmission of the Agreement shall be binding upon the parties to the same extent as if originally signed.

17.             VARIATION

1. Whenever it becomes necessary, MarryMe reserves the rights to update this Vendor’s TOU including but not limited to amend, add or omit the Vendor’s TOU from time to time and the Vendor is advised to read and review the Vendor’s TOU regularly and to adhere with the Vendor’s TOU to ensure that the Vendor is aware of the Vendor’s rights and obligations on the e-Platform. Any changes and/or amendments will be effective when posted on the e-Platform or communicated to the Vendor electronically with no other notices provided and the Vendor is deemed to be aware of and bound by any changes to the Vendor’s TOU upon our publication and/or communication to the Vendor of the same.
2. The new Vendor’s TOU will be effective 24 (twenty-four) hours after being communicated to the
3. If the Vendor is not willing to be bound by the new Vendor’s TOU, the Vendor may close the Vendor’s If the Vendor’s Account closure is not carried out, the Vendor is deemed to have agreed to be bound by the new Vendor’s TOU.

18.             NOTICE BY ELECTRONIC COMMUNICATION

4. The Vendor agree that all communications, notices, agreements, renewals, statements, and disclosures from MarryMe are deemed to have been given to the Vendor: –

1. If communicated through any electronic media as MarryMe may select from time to time, will be deemed to be notified to the Vendor on the date of transmission, publication and/or broadcast;
2. MarryMe may from time to time designate other acceptable modes of giving notices (including but not limited to e-mail or other forms of electronic communication) and the time or event by which such notice shall be deemed given.
3. By using the e-Platform, the Vendor consent to receiving electronic communications from MarryMe. the Vendor agree that any notices, agreements, disclosures, or other communications that MarryMe send to the Vendor electronically will satisfy any legal communication requirements, including that those communications be in writing.

19.             SEVERABILITY

• Any provision of, or the application of any provision of, this Vendor’s TOU which is prohibited in any jurisdiction is, in that jurisdiction, ineffective only to the extent of that Any provision of, or the application of any provision of this Vendor’s TOU, which is void, illegal or unenforceable in any jurisdiction does not affect the validity, legality or enforceability of that provision in any other jurisdiction or of the remaining provision of this Vendor’s TOU in that or any other jurisdiction.

20.     MISCELLANEOUS

• Failure of both parties to this Vendor’s TOU to exercise the rights under this Vendor’s TOU in a timely manner shall not be considered as a waiver of such right and will not affect the right to be exercised by that party in the
• Both parties agree that after the signing of this contract, if they are supplemented by other contracts, these supplemental contracts form an integral part of this contract and have the same legal force.
• If some of the terms of this Vendor’s TOU are found to be illegal, invalid, or unenforceable, that part will be restricted or removed to the minimum extent necessary without prejudice to the validity of the other terms of this Vendor’s TOU.
• The title of this Vendor’s TOU is used for convenience only and shall not be adopted to elaborate this Vendor’s
• Time whenever mentioned in this Vendor’s TOU shall be of