GEMFIVE MARKETPLACE TERMS OF USE

Please read these terms of use carefully before using the website offered by GuoLine eMarketing Sdn Bhd. By visiting and using the GEMFIVE Site(as hereinafter defined), you agree to these terms of use which you acknowledge represents a legally binding agreement between you and us. If you have any questions, please refer to the FAQ section of the GEMFIVE Site.

These Terms of Use consist of the following sections:

1. The GEMFIVE Marketplace


1.1 Who we are

The GEMFIVE Site is operated by GuoLine eMarketing Sdn Bhd (Company No: 1112813-T) having its place of business at Level 2, Block B, HP Towers, 12 Jalan Gelenggang, Bukit Damansara, 50490 Kuala Lumpur, Wilayah Persekutuan, Malaysia ("GEMFIVE").

1.2 Use of GEMFIVE Site

These Terms and Conditions of Use (“Terms of Use”) apply to you when you visit or shop at the GEMFIVE Site, use GEMFIVE applications for mobile, use GEMFIVE products and services or use software provided by GEMFIVE in connection of any of the foregoing. This GEMFIVE Site is the property of GEMFIVE and its licensors.
By visiting and using the GEMFIVE Site in any manner including but not limited to visiting or browsing the GEMFIVE Site, you agree to these Terms of Use including those additional terms and conditions, and policies referred to here and/or available by hyperlink which you acknowledge represent a legally binding agreement between you and GEMFIVE.
These Terms of Use apply to all users and visitors of the GEMFIVE Site, including but not limited to users who are merchants, sellers, customers, buyers, contributors of content, information and other services and materials on the GEMFIVE Site.
If you are agreeing to these Terms of Use on behalf of or as a representative of a company or other organisation, you represent that you have the authority to bind that company or organisation to these Terms of Use, and the terms “you” and “your” will refer to that company or organisation.
GEMFIVE Site services are only available to, and may only be used by individuals who are 18 and older who can form legally binding contracts under applicable laws.
If you are a minor, being someone who is under 18 years old, you can only use the GEMFIVE Site with the prior consent of your parents or guardian. In any event, by agreeing to use the Services on the GEMFIVE Site, you represent and warrant that you are 18 years or above.
If you do not agree to these Terms of Use, do not have that authority, or are a minor and have not obtained the prior consent of your parents or guardian, do not use the GEMFIVE Site.
By using the GEMFIVE Site, you understand that any information you send to the GEMFIVE Site may be intercepted or read by third parties even where there is notification that the transmission is encrypted.
Additional terms and conditions may apply to the purchase of Products and to specific portions or features of the GEMFIVE Site, including promotions, contents or other similar features, all of which terms are made a part of these Terms of Use by this reference. You agree to abide by such other terms and conditions including where applicable, representing that you are of a sufficient legal age to use or participate.
You may not use the GEMFIVE Site, GEMFIVE Marketplace or any Content for any purpose that is unlawful or prohibited by the Terms of Use, or solicit the performance of any illegal activity or other activity which infringes GEMFIVE’s rights or rights of third parties.
All rights not expressly granted to you in these Terms of Use are reserved and retained by GEMFIVE or its licensors. The right and licence granted to you in these Terms of Use will be terminated if you do not comply with these Terms of Use.
GEMFIVE may at its sole discretion refuse to offer access to or use of the GEMFIVE Site to any person or entity and may change the eligibility criteria at any time without notice to you.

1.3 Definitions

These definitions apply in these Terms of Use unless the context requires a different interpretation:
“Affiliates” means any corporation, company, partnership, joint venture and/or firm which controls, is controlled by, or is under common control with a member of the Hong Leong Group. For the purpose of this definition, “control” means the power, directly or indirectly, to appoint a majority of the directors or trustees of the other member, or to otherwise direct or cause the direction of the management, policies or power of the other member, whether through the ownership of voting shares, by appointment of directors, by contract or otherwise.
“Confidential Information” includes but is not limited to:

i) discoveries, ideas, concepts, designs, devices, drawings, materials, specifications, techniques, models, data, documents, processes, procedures, “know-how”, improvements, budgets, projections, forecasts, marketing and development plans, and financial information expressed, described or stored in any form provided by a party;
ii) non-public information reasonably designated as being confidential or which, under the circumstances surrounding disclosure ought to be treated as confidential including but not limited to customer information and employee information; or
iii) any information marked “Confidential” or “Confidential Information” by a party.

“Content” includes but is not limited to text, photographs, trademarks, music, artwork, computer code, visual interfaces, graphics, user interfaces, logos and music, including but not limited to the design, selection, expression, “look and feel”, structure and arrangement of the Content on the GEMFIVE Site.
“country” means the country or countries where GEMFIVE provides related services to enable customers to purchase the Products on the GEMFIVE Site.
“GEMFIVE Marketplace” means the e-commerce platform for merchants, GEMFIVE and customers to market, advertise, promote, list, negotiate and complete sale and purchase transactions on the said platform.
“GEMFIVE Seller Centre” means the seller centre operated by GEMFIVE for merchants to inter alia manage products and orders, review transactions and sales activities and upload profile content.
“GEMFIVE Site” means the websites and social media networking websites, sites, applications and/or accounts under the GEMFIVE brand. This includes but is not limited to the GEMFIVE Marketplace, GEMFIVE Seller Centre, GEMFIVE journal and GEMFIVE pages and posts hosted on third party social media sites.
“F&B Product” means any dining, food, beverage, supplement and/or diet menu, coupon, voucher, deal and/or package (including its express terms and conditions, and all other matters incidental thereto) offered for sale and distribution by the merchant on the GEMFIVE Site to customers from time to time subject to these Terms of Use.
“Intellectual Property” means all intellectual property rights including copyright, patents, rights in circuit playouts, registered designs, trademarks, rights of privacy and publicity and other forms of intellectual or industry property, know how, inventions, formulae, confidential or secret processes, trade secrets, any other protected rights or assets, the right to have Confidential Information kept confidential, right to intellectual property granted pursuant to a licence agreement, and any application or right to apply for registration of any of those rights including all rights to have any of the foregoing registered or granted upon application, in reach and any part of the world and whether or not registered or registerable and for the full period thereof, and all extensions and renewals thereof.
“Product” means any goods, product or service (including F&B Products and Travel Products) offered for listing, marketing, advertising, promotion, negotiation, sale or distribution on the GEMFIVE Site to customers from time to time subject to these Terms of Use.
“Travel Product” means any travel, holiday, recreational, adventure and/or tour ticket, voucher and/or package (including its express terms and conditions, and all other matters incidental thereto) offered for sale and distribution by the merchant on the GEMFIVE Site to customers from time to time subject to these Terms of Use.

1.4 Changes to Terms of Use

GEMFIVE reserves the right, at its sole discretion, to change, modify, add or delete portions of these Terms of Use at any time. It is your responsibility to check these Terms of Use from time to time. Your continued use of the GEMFIVE Site following the posting of these changes means that you agree to and accept the changes.

2. Applicable Policies

These Terms of Use shall be read together with the following policies:
  • Privacy Policy;
  • Copyright Policy;
  • Prohibited or Restricted Activities and Products Policy;
  • Cancellations and Returns Policy; and
  • Statement of Intellectual Property Rights.
2.1 Privacy Policy

GEMFIVE’s Privacy Policy applies to the use of the GEMFIVE Site and its terms are part of these Terms of Use by this reference. Please refer to GEMFIVE’s Privacy Policy.

2.2 Copyright Policy

The GEMFIVE Site and all Contents of the GEMFIVE Site are Intellectual Property of GuoLine eMarketing Sdn Bhd © GEMFIVE 2015. All rights reserved.
Any redistribution or reproduction of part or all of the Contents in any form is prohibited other than the following:
  • you may print or download to a local hard disk or memory device extracts for your personal and non-commercial use only; and
  • you may copy the Content to individual third parties for their personal use, but only if you acknowledge the website as the source of the material.
You may not, except with our express written permission, distribute or commercially exploit the Content. Nor may you transmit it or store it in any other website or other form of electronic or mechanical methods.

2.3 Prohibited or Restricted Activities and Products Policy

You shall not engage in any or all activities that are restricted or prohibited by federal, state or local laws in any country or jurisdiction. This section provides a non-exhaustive list of prohibited and restricted activities and products that must be strictly observed by you. If you are a merchant, you are responsible for ensuring that you do not list, market, advertise, promote, negotiate, distribute and/or complete the sale and purchase of any product or engage in activities that are prohibited and/or restricted as set out in this section.
GEMFIVE may at its sole and exclusive discretion impose additional restrictions and prohibitions, and revise this section from time to time. It is your responsibility to check this section from time to time. You must not inter alia:
  • involve the sale of products or services that have a high likelihood of being fraudulent;
  • violate applicable laws or industry regulations regarding the sale of tobacco products, health, medicinal or prescription drugs and devices;
  • engage in transactions relating to the infringement or violation of any copyright, trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction;
  • engage in activities that encourage, promote, facilitate or instruct others to engage in an illegal activity;
  • engage in activities that promote hate, violence, racial intolerance, or the financial exploitation of a crime;
  • offer or engage in activities that offer financial services including money transfers, issuing bank guarantees and letters of loans, credit, fundraising or funding for investment purposes; and
  • list, market, advertise, promote, negotiate, complete sales and purchase, and otherwise deal with any product prohibited or restricted in this policy.
The following products are prohibited to be listed, transacted or otherwise dealt with on the GEMFIVE Site:
  • artefacts, cultural relics, historical grave markers, gold, silver, other precious metals (not including jewellery and watches), rare animals and related items that are protected under the laws of any country and jurisdiction;
  • currency, coins, bank notes, bonds, money orders, currency in digital or any intangible form and other securities, and equipment used to produce such items, including counterfeit of the items;
  • stolen goods and products including digital and virtual goods and services;
  • narcotics, steroids, poppy seeds, certain controlled substances or other products that present a risk to consumer safety;
  • drug paraphernalia including but not limited to items used for ingestion of illicit substances such as water pipes, chamber pipes, ice pipes, bongs, carburettor pipes etc.;
  • prescription drugs, psychotropic drugs and veterinary products and drugs;
  • unauthorised medical devices;
  • products that are ethnically or racially offensive;
  • military ordnance, ammunition, firearms, or any related parts or accessories;
  • air guns, BB guns, paintball guns, spear guns, stun guns, harpoons or any other weapons that may discharge a projectile containing any chemicals, gas or explosive substances;
  • certain weapons or knives regulated under applicable law;
  • tobacco products including but not limited to cigars, cigarettes, pipe tobacco, hookah tobacco, cigarette tobacco, chewing tobacco and tobacco leaf;
  • nicotine or liquids for use in electronic cigarettes;
  • certain sexually oriented materials or services including sexual enhancement foods or supplements;
  • products that are similar to or claim to be governmental identification documents or licences such as drivers licences, passports, visas, and birth certificates;
  • government uniforms or articles of clothing that are similar to government uniforms;
  • hazardous or dangerous materials or products containing harmful substances;
  • any human, human body or any human body part including but not limited to organs, bone, blood, skull, skeletons, eggs and sperm;
  • any animal, animal body or any animal body part including but not limited to organs, bone, blood, skull, skeletons, eggs and sperm (excluding fashion products made from selected animal skin);
  • any form of invoices or receipts;
  • job postings for recruitment of employment or contract workers;
  • medical or health services including but not limited to rehabilitation, vaccination, counselling, plastic surgery, massages, traditional Chinese medication and any other medical treatment;
  • products that are considered obscene, pornographic materials, sexual and adult toys, food items in the shape of genitalia, and items depicting inter alia exploitation of minors, rape sex, incest and bestiality;
  • official law enforcement equipment including badges issued by government, and law enforcement officers excluding authorised general souvenir items;
  • bulk email or mailing list containing personally identifiable information including names, addresses, phone numbers, fax numbers and email addresses;
  • software and other tools designed or used to send unsolicited commercial email or “spam”;
  • counterfeit, non-licensed replicas or unauthorised products;
  • products that can be used to gain unauthorised access to television programming, telephone, internet access, data or other protected, restricted or premium services;
  • products designed to intentionally block, interfere with or jam authorised radio communications, global positioning systems, wireless networking services and police radar;
  • spy equipment designed for interception of oral, wire and electronic communications;
  • used cosmetics and skin care, and undergarments;
  • pirated, duplicated or backup copies of video games, music albums, movies, photographs, software programs, television programmes and other protected works; and
  • products prohibited by any law, regulation, trade restriction and sanction in the country.
2.4 Cancellations and Returns

GEMFIVE’s Cancellations and Returns Policy are part of these Terms of Use by this reference. Please refer to GEMFIVE’s Cancellations and Returns Policy.

2.5 Statement of Intellectual Property Right

GEMFIVE’s Statement of Intellectual Property Rights are part of these Terms of Use by this reference. Please refer to GEMFIVE’s Statement of Intellectual Property Rights.

3. Intellectual Property

The GEMFIVE Site and the Content are owned, controlled or licensed by or to GEMFIVE and are protected by the laws on Intellectual Property rights, the common law and laws relating to unfair trade practices, unfair competition and other applicable laws.
Any redistribution or reproduction of part or all of the contents in any form is prohibited other than the following:
  • you may print or download to a local hard disk or memory device extracts for your personal and non-commercial use only; and
  • you may copy the content to individual third parties for their personal use, but only if you acknowledge the website as the source of the material.
You may not, except with our express written permission, copy, reproduce, upload, reverse engineer, post, republish, publicly display, encode, transmit, distribute, translate, store or commercially exploit in any way including “mirroring” any part of the GEMFIVE Site and/or the Content to any other website or other form of electronic or mechanical methods or medium.
You may use information on the GEMFIVE Site (such as standard terms and conditions, policies and similar documents) made available by GEMFIVE for downloading from the GEMFIVE Site provided that:
  • you use such information only for your personal and non-commercial purpose;
  • you do not make any changes to such information;
  • you do not make any representations or warranties relating to such information; and
  • you do not remove any proprietary notice language in all copies of the documents downloaded.
GEMFIVE Marketplace, and other GEMFIVE graphics, logos, designs, page headers, button icons, scripts, service names and words referenced herein are either trademarks or registered trademarks of GEMFIVE and its Affiliates. GEMFIVE Site’s copyright, trademarks, service marks, logos, business name, domain name and rights in trademarks and all other intellectual property rights may not be used, including without limitation as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
If you believe that any content appearing on the GEMFIVE Site may constitute the infringement of your or any other party’s Intellectual Property, you shall immediately inform GEMFIVE. Upon receiving notification of a claim, GEMFIVE shall make reasonable endeavours to investigate and/or remove the Content or material within a reasonable time. Such steps are taken without any admission as to liability and without prejudice to GEMFIVE’s rights, remedies and defences, all of which are expressly reserved. You shall indemnify GEMFIVE for all claims brought by a third party against GEMFIVE and its Affiliates arising out of or in connection with such claim.

4. Relationship between the Parties

The relationship between GEMFIVE and the merchants shall be solely that of independent contractors.
Each agreement entered into for the sale and purchase of any Product with a merchant on the GEMFIVE Marketplace shall be an agreement entered directly between the merchant and the customer (“Customer Agreement”). Accordingly, the enforcement of any obligations under the Customer Agreement is the sole responsibility of the relevant merchant and the customer who are parties to that Customer Agreement.
The Customer Agreement comprises these Terms of Use and Cancellations and Returns Policy.
GEMFIVE reserves the right to delete, remove, suspend, terminate and take all necessary actions at its sole discretion if you are in breach of these Terms of Use.

5. Selling and Purchasing Products on the GEMFIVE Site

5.1 Qualification

If you intend to list, market, advertise, promote, negotiate, sell and/or distribute any product on the GEMFIVE Site, you must enter into a merchant agreement with GEMFIVE. The merchant agreement, along with these Terms of Use shall govern the relationship and set out the terms and conditions between you, as a merchant and GEMFIVE with respect to the Products. These Terms of Use as revised from time to time shall apply to you every time you use the GEMFIVE Site.
If you intend to purchase a product on the GEMFIVE Marketplace, you may do so as a guest or you may register and create an account on the GEMFIVE Marketplace. You agree to abide without restriction to these Terms of Use as revised from time to time every time you use the GEMFIVE Marketplace.
You agree that all orders will be processed after payment is made but an order is only accepted by the merchant upon dispatch of the order. An order acknowledgement does not constitute acceptance of any order.
In the event of occasional errors, inaccuracies, or omissions involving product prices, description of products, promotions, offers, shipping charges, stock availability or any other content or information, you agree that there is no obligation to supply the goods even after you have placed an order. GEMFIVE reserves the right to cancel your order and to correct any content or information at all times.
You warrant that all information provided to GEMFIVE or GEMFIVE Site as part of the registration process or entering into an agreement with GEMFIVE at all times is true, correct, accurate and complete and you will immediately notify us of any changes to the information provided.
You acknowledge that in assessing an application by a customer to register or an application by a merchant to execute an agreement with GEMFIVE, GEMFIVE shall conduct preliminary checks against its internal criteria and policies. GEMFIVE reserves the right to reject any application in its sole discretion without providing any reasons for such rejection. You hereby give your consent for checks relating to compliance under the Personal Data Protection Act 2010 and its related subsidiary legislations.

5.2 Special Conditions Applicable to Merchants

This sub-section 5.2 applies only to merchants who list, market, advertise, promote, negotiate, sell and/or distribute any product on the GEMFIVE Site.

5.2.1 Management and Handling of Content

By uploading Content to GEMFIVE Site, you warrant, represent and covenant that you own and/or have the rights or are licensed to use such Content in this manner and that such Content does not infringe directly or indirectly any Intellectual Property. You further represent and warrant to GEMFIVE that you are not aware of any claims made by any third party with regards to any alleged or actual patent, copyright, trade secret, trademark, trade name, or other intellectual property right infringement or other claim, demand or action resulting from use of the Content. In the event that GEMFIVE receives a complaint in respect of any Content posted by you, GEMFIVE reserves the right to remove such Content immediately. In such a case, it shall be your sole responsibility to deal with such a complaint and to compensate GEMFIVE Site for any loss suffered.
You hereby grant an irrevocable, non-exclusive, royalty free, worldwide, perpetual, sub licensable (through multiple tiers) license and right to GEMFIVE to exercise the copyright, publicity and database rights you have in the Content, in any media now known or not currently known, with respect to your Content. You further agree to allow GEMFIVE Site to store or re-format your Content on GEMFIVE Site and display your Content on GEMFIVE Site in anyway as we choose. By uploading boutique images to GEMFIVE Site, you agree that GEMFIVE has the right to use your images to promote GEMFIVE Site and/or your merchant store in any external press. However, GEMFIVE will only use personal information in accordance with GEMFIVE’s Privacy Policy.
GEMFIVE acknowledge that we will not acquire any rights in respect of the Content and that all those rights and goodwill are, and will remain, vested in you as merchant or the owner of the Content, as the case may be. You shall not be entitled to use any Intellectual Property belonging to GEMFIVE without our prior approval in writing.
By posting Content on GEMFIVE Site, it is possible for a third party or website outside the GEMFIVE Site to repost that Content. If you choose to display your own GEMFIVE Site hosted image on another website, the image must provide a link back to its listing page on the GEMFIVE Site.
Please refer to Section 6.3 on the handling of information, material or other communication submitted by users via the GEMFIVE Site. Any communication or information submitted by you to GEMFIVE is subject to these Terms of Use. You hereby grant and agree to grant GEMFIVE, all of your rights in the Submissions (as defined in Section 6.3), a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sub licensable and transferable right and licence to incorporate, use, publish and exploit such Submissions for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the systems, documentation, or any product or service, without compensation or accounting to you and without further consent from you.
During the course of your transaction on the GEMFIVE Site, you may obtain personal information from another GEMFIVE Site user. This personal information shall only be used for that transaction or for GEMFIVE Site related communications, and GEMFIVE does not grant you a licence or right to use the information for unsolicited commercial messages, and you shall not add any GEMFIVE Site user to your database without express consent from the user. Please refer to GEMFIVE’s Privacy Policy for further details.
You agree to release, defend, protect, indemnify and hold GEMFIVE, our Affiliates, and our respective directors, officers, employees, contractors, agents, users, successors, and assigns, harmless from and against any and all costs, expenses, fines, penalties, losses, damages, and liabilities arising out of any alleged or actual patent, copyright, trade secret, trademark, trade name, or other intellectual property right infringement or other dispute, claim, demand or action resulting from the posting, uploading, displaying or any other dealing with the Content on the GEMFIVE Site.

5.2.2 Merchant’s Representations and Warranties

The Merchant warrants that:
  • it has or will have good title to, and is the sole beneficial owner of every Product it sells and sends to customers on the GEMFIVE Site;
  • it has the unrestricted authority to grant the rights and licenses required or contemplated by this Agreement;
  • it has all the Intellectual Property rights that are necessary to market, distribute, sell and license the Products;
  • every Product does not and will not infringe any rights of any third party, including without limitation any Intellectual Property rights;
  • every Product will be of merchantable quality and fit for the purposes intended;
  • every Product will be free from defects in design, materials and workmanship;
  • every Product is genuine
  • every Product will comply with any specification, drawing, sample, performance criteria and other description provided either generally, or to GEMFIVE or to the GEMFIVE Site;
  • it is not aware of any right of or claim by, any third party anywhere in the world which would prejudice the promotion or sale of the Products on the GEMFIVE Site or the use of any of the Intellectual Property, and no person has claimed any infringement of its right in connection, however remotely, with any Product, and it will immediately notify GEMFIVE if such a claim is made;
  • the listing, marketing, promotion, feature, distribution or sale of the Products on the GEMFIVE Site will not violate any law, regulation or practice;
  • every Product, and the performance of the Merchant under the Customer Agreement meets all applicable standards, laws, regulations and requirements in the country, and the place of performance of the Customer Agreement. Upon GEMFIVE’s written request, the merchant shall provide any written certification of compliance required by any federal, state or local law, ordinance, code or regulation; and
  • all formal consents, waivers, approvals, authorisations, exemptions, registrations, licenses or declarations of or by or filing with, any authority or contracting party which are required to be made or obtained by the merchant in connection with the sale of the Products on the GEMFIVE Site have been duly obtained.

Where required, the Merchant shall at its own cost be obliged to procure all formal consents, waivers, approvals, authorisations, exemptions, registrations and/or licenses necessary for GEMFIVE to list, market, promote, feature and make available for sale the Products on the GEMFIVE Site. Where necessary, the Merchant agrees to assist and cooperate with GEMFIVE in securing regulatory approval for the listing of the Products on the GEMFIVE Site.
GEMFIVE may at its discretion as and when required, provide to the merchants manuals setting out standard operating procedures and detailed practical requirements and the merchant agrees to comply with the requirement of the manuals.
The warranties in these Terms of Use and other warranties as may be prescribed by law will extend to the customers and will run through to any expiration date on the Products, or if no expiration date is stated, then for such period as warranted by the merchant, the relevant licensor, distributor or agent for the Products, as the case may be.

5.2.3 Specific warranties in relation to Intellectual Property

The merchant warrants, represents and covenants that:
  • its manufacture, sale, marketing, distribution or use of the Products do not infringe directly or indirectly any Intellectual Property;
  • GEMFIVE’s feature of the Products on the GEMFIVE Marketplace does not infringe any Intellectual Property, whether directly or indirectly; and
  • it is not aware of any claims made by any third party with regards to the any alleged or actual patent, copyright, trade secret, trademark, trade name, or other intellectual property right infringement or other claim, demand or action resulting from the manufacture, sale, distribution or use of the Products.

The merchant shall not be entitled to use any Intellectual Property belonging to GEMFIVE without GEMFIVE’s prior approval in writing.

5.3 Special Conditions Applicable to Travel Products

The following terms and conditions apply to all Travel Products ordered through GEMFIVE, except as otherwise specified on any particular Travel Product and except as otherwise required by law. By ordering, printing, accepting, using or attempting to use any Travel Product you agree to these terms and conditions.
All Travel Products are promoted and issued by the participating merchant through GEMFIVE as a service provider. GEMFIVE is authorised to act as the merchant's agent where applicable only for purposes of receiving and processing payments from customers for the customer orders placed through GEMFIVE Marketplace.
The merchant is the holder and issuer of the Travel Products and under no circumstances shall GEMFIVE be deemed the holder, issuer or seller of the Travel Products. GEMFIVE does not own, manage, operate or control the delivery or fulfilment of customer orders. The merchant is solely liable and responsible to liaise directly with customers for delivery and fulfilment of customer orders including but not limited to the supply and delivery of the travel and/or tour packages, customer service, liaison with customers and third party providers, support and after-sales service and refund and cancellation management.
The merchant is solely responsible for the value and redemption of the Travel Product. Each Travel Product is subject to the merchant’s redemption terms and conditions. The Travel Product may not be redeemed for products or services other than those specified on the Travel Product. Travel Products may not be combined with any other offer, coupon, promotion or discount.
The merchant shall advise each customer on all applicable taxes, service charges, surcharges and other fees. GEMFIVE's role is as a service provider for the merchant for purposes of listing the Travel Product on the GEMFIVE Site, and the applicability and compliance with any relevant law relating to any Travel Product is solely determined by and complied with by the merchant.
While GEMFIVE makes every effort to work with merchants to ensure that any material or rate for travel products displayed on the GEMFIVE Site is accurate as at the date of listing, GEMFIVE hereby expressly disclaim any representation, warranty or undertaking in relation to accuracy, completeness, quality or adequacy of any contents for Travel Products on the GEMFIVE Site.
GEMFIVE is not liable for any possible claims of customers and third parties arising from the sale of the Travel Products, fulfilment and delivery of customer orders and its related services, including but not limited to, claims of personal injury, death or property damage. The merchant is solely responsible for any and all bodily injury, medical condition, illness, damages, claims, liabilities and costs suffered by or relating to any customer and third parties and the compliance with all laws.
Each customer hereby knowingly waives and releases GEMFIVE from any and all injuries, liabilities, damages, claims and rights of any nature whatsoever arising from any act or omission of the merchant in connection with the merchant, the provision of the services and products relating to the Travel Products, and compliance by the merchant with applicable law.

5.4 Special Conditions Applicable to F&B Products

The following terms and conditions apply to all F&B Products ordered through GEMFIVE, except as otherwise specified on any particular F&B Product and except as otherwise required by law. By ordering, printing, accepting, using or attempting to use any F&B Product you agree to these terms and conditions. Please read the terms and conditions attached to the respective F&B Products before purchasing the F&B Product.
All F&B Products promoted and are issued by the participating merchant through GEMFIVE as a service provider. GEMFIVE is authorised to act as the merchant's agent where applicable only for purposes of receiving and processing payments from customers for the customer orders placed through GEMFIVE Marketplace.
The merchant is the holder and issuer of the F&B Products and under no circumstances shall GEMFIVE be deemed the holder, issuer or seller of the F&B Products. GEMFIVE does not own, manage, operate or control the quality of the F&B Products, and/or the delivery, booking or fulfilment of customer orders. The merchant is solely liable and responsible to liaise directly with customers for delivery and fulfilment of customer orders including but not limited to the redemption of the F&B Products, reservation of dining venue and time, customer service, liaison with customers and third party providers, support and after-sales service and refund and cancellation management.
The merchant is solely responsible for the value and redemption of the F&B Product. Each F&B Product is subject to the merchant’s redemption terms and conditions as specified at the relevant information page, the product description of the F&B Product and in the confirmation email. The F&B Product may not be redeemed for products or services other than those specified on the F&B Product. F&B Products may not be combined with any other offer, coupon, promotion or discount.
The merchant shall advise each customer on all applicable taxes, service charges, surcharges and other fees. GEMFIVE's role is as a service provider for the merchant for purposes of listing the F&B Product on the GEMFIVE Site, and the applicability and compliance with any relevant law relating to any F&B Product is solely determined by and complied with by the merchant.
While GEMFIVE makes every effort to work with merchants to ensure that any material, information or rate for dining, and food and beverage products displayed on the GEMFIVE Site is accurate as at the date of listing, GEMFIVE hereby expressly disclaim any representation, warranty or undertaking in relation to accuracy, completeness, quality or adequacy of any contents for F&B Products on the GEMFIVE Site.
For food, supplements, diet, exercise and fitness products ordered through GEMFIVE, customers are responsible to consult a physician or other healthcare provider before using any of the said products to determine the effect of the products. Customers assume the risk and responsibility for any effect and results from the use of the products.
GEMFIVE is not liable for any possible claims of customers and third parties arising from the sale and consumption of the F&B Products, fulfilment and delivery of customer orders, reservation of dining venue, any alleged and actual injury or illness, medical condition, food poisoning, contamination or any other foodborne illness resulting from the consumption of any food and beverage in connection with the F&B Product and its related services, including but not limited to, claims of personal injury, death or property damage. The merchant is solely responsible for any and all bodily injury, illness, medical condition, damages, claims, liabilities and costs suffered by or relating to any customer and third parties and the compliance with all laws.
Each customer hereby knowingly waives and releases GEMFIVE from any and all injuries, liabilities, damages, claims and rights of any nature whatsoever arising from any act or omission of the merchant in connection with the merchant, the provision of the services, dining and food and beverage relating to the F&B Products, and compliance by the merchant with applicable laws.

5.5 Special Conditions Applicable to Health and Health-related Products
Customers should consult with a healthcare professional before starting any diet, exercise, supplementation or medication program. Statements on GEMFIVE Site about health or health-related products and health conditions are not intended to diagnose, treat, cure, or prevent disease. Customers with health concerns of any kind should consult with a health care professional. Information presented by on GEMFIVE Site is for informative purposes only and is not meant to substitute for the advice of a doctor or other medical professional. GEMFIVE does not make any medical claim or warranty regarding the use of the products listed on this site. Please read all product labels before use.
The information presented is general in nature and the products may not be for everyone. Customers should consult a doctor before taking any health or health-related products. Statements made on this site are not an endorsement of any specific product, or a recommendation as to how to handle or treat any particular health concern. GEMFIVE shall have no liability as a publisher of information or reseller of any product or vendor services, including, without limitation, any liability for defective products.
GEMFIVE is not liable for any possible claims of customers and third parties arising from the sale and consumption of the health products and/or supplements and/or health-related products, any alleged and actual injury or illness, medical condition, food poisoning, contamination or any other foodborne illness resulting from the consumption of any health product and/or supplements, including but not limited to, claims of personal injury, death or property damage. The merchant is solely responsible for any and all bodily injury, illness, medical condition, damages, claims, liabilities and costs suffered by or relating to any customer and third parties and the compliance with all laws directly or indirectly due to the health products and/or supplements.
Each customer hereby knowingly waives and releases GEMFIVE from any and all injuries, liabilities, damages, claims and rights of any nature whatsoever arising from any act or omission of the merchant in connection with the health products and/or supplements, and compliance by the merchant with applicable laws.

5.6 Goods and Services Tax

Effective from 1 April 2015, Goods and Services Tax (“GST”) is implemented in Malaysia. Please note that the prices of Products on the GEMFIVE Site will include GST save where otherwise indicated. Kindly refer to the Goods and Services Tax Act 2014 and the relevant instruments for more information on GST.

6. Use of and Restrictions on the GEMFIVE Site and GEMFIVE Marketplace

6.1 Non-Commercial Use and Downloading of Information

Please refer to Section 3 of these Terms of Use for further information on Intellectual Property rights.
GEMFIVE authorises you to view and download the information and materials at the GEMFIVE Site only for your own personal and non-commercial use provided that you ensure all copyright and other proprietary notices contained in the original materials on any copies of the materials are maintained and preserved.
You acknowledge that any use of these materials and information are copyrighted and any unauthorised use by you of any materials and information at the GEMFIVE Site may violate copyright, trademark and other laws. If you breach any of these Terms of Use, your authorisation to use the GEMFIVE Site automatically terminates and you must immediately destroy any downloaded or printed information or materials.
All materials downloaded or otherwise obtained through the GEMFIVE Site are done at your sole discretion and risk and you shall be solely responsible for any damage to GEMFIVE’s computer system or loss of data that may result from the download of any such material. No advice or information whether oral or written obtained by you from GEMFIVE or through or from the GEMFIVE Site shall create any warranty not expressly stated herein.

6.2 No Unlawful or Prohibited Use

You warrant to GEMFIVE that as a condition of your use of the GEMFIVE Site, you will not use the GEMFIVE Site for any purpose that is unlawful or prohibited by these Terms of Use, conditions and notices, and the relevant and applicable laws or to solicit the performance of any illegal activity or other activity which infringes the rights of GEMFIVE or other parties, or encourage or abet in any unlawful activities.
You warrant that you, either by yourself or in concert with another, will not use the GEMFIVE Site for any and all of the following activities:
  • act in any manner or take any action which could damage, disable, impair or overload the GEMFIVE Site, our infrastructure or interfere with any other party’s use and enjoyment of the GEMFIVE Site;
  • probe, scan or test the vulnerability of the GEMFIVE Site or any network connected to the GEMFIVE Site, nor breach the authentication or security measures on the GEMFIVE Site, or any network connected to the GEMFIVE Site, and shall not reverse look-up, trace or seek to trace any information on any other user or visitor to the GEMFIVE Site, or any other customer of GEMFIVE, including any GEMFIVE account not owned by you, to its source or exploit the GEMFIVE Site or any service or information made available or offered by or through the GEMFIVE Site and/or GEMFIVE Marketplace, with the purpose of retransmitting to or from, or posting on the GEMFIVE Site and/or GEMFIVE Marketplace any unlawful, threatening, defamatory, liberious, obscene, pornographic, or other material that would violate any law;
  • use an anonymising proxy, any robot, spider, other automatic device, program, algorithm or methodology, or any similar or equivalent manual, semi-automated or automated- process to monitor, access, acquire or copy any portion of the GEMFIVE Site and/or Content, or in any way reproduce or circumvent the navigational structure of the presentation of the GEMFIVE Site and/or Content without our prior written permission;
  • use any device, software or routine to interfere or attempt to interfere, attempt to interfere with the proper working of the GEMFIVE Site or any transaction conducted on the GEMFIVE Site, or involve any scheme to undermine the integrity of the data, systems or networks used by GEMFIVE or any user of the GEMFIVE Site or gain unauthorised access to any portion or feature of the GEMFIVE Site, or any other systems or networks connected to the GEMFIVE Site or to any GEMFIVE server, or to any of the services offered on or through the GEMFIVE Site by hacking or any other illegitimate means;
  • obtain or attempt to obtain any information or materials through any means not intentionally made available or provided for through the GEMFIVE Site;
  • forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to GEMFIVE on or through the GEMFIVE Site or any service offered on or through the GEMFIVE Site, and shall not represent or pretend that you are someone else, or impersonate any other individual or entity, or use another individual’s account without the express written consent of the said individual;
  • facilitate any viruses, trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate the GEMFIVE Site, any system, data or Information;
  • act in a manner that is defamatory, trade libellous, threatening or harassing;
  • engage in activities that violate any law, statute, ordinance or regulation;
  • list, market, advertise, promote, negotiate, sell, distribute or complete transactions involving restricted and/or prohibited activities as set out in Section 2.3 (Prohibited or Restrictive Activities and Product Policy);
  • engage any act that infringes GEMFIVE’s or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
  • provide false, inaccurate or misleading Information and/or engage in potentially fraudulent or suspicious activity and/or transactions;
  • disclose or distribute another user’s information to a third party, or use the information for marketing or promotional purposes unless you receive the user’s express written consent to do so; or
  • use the GEMFIVE Site in a manner that results in or may result in complaints, disputes, claims, fees, fines, penalties and other liability to GEMFIVE, you, other users or third parties; or engage in an activities that would otherwise create any liability for GEMFIVE and its Affiliates.
6.3 User Testimonials, Comments and Messages

Other than personally identifiable information which is covered under GEMFIVE’s Privacy Policy, any information, material, photos, images or other communication you transmit or post to the GEMFIVE Site or to GEMFIVE’s authorised representatives will be considered non-proprietary and non-confidential (“Submissions”). You also hereby waive the enforcement of any moral rights that may arise and/or arising therein. GEMFIVE will have no obligations with respect to the Submissions. GEMFIVE and its authorised representatives will be free to disclose, distribute, incorporate, copy and otherwise deal with the Submissions and all data, images, sounds, text and other things embodied therein for any and all commercial and non-commercial purposes.
The messages, comments, reviews and testimonials express the views of the users of the GEMFIVE Site and not necessarily the view of GEMFIVE. Content of messages, comments, reviews and testimonials of GEMFIVE Site’s users is neither created by, verified by nor adopted by GEMFIVE. GEMFIVE does not vouch for or warrant the accuracy, completeness or usefulness of the messages, comments, reviews or testimonials of the users on the GEMFIVE Site, and is in no way responsible for the contents of the messages, comments, reviews or testimonials which do not constitute GEMFIVE’s authorised literature. Only authorised literature produced and issued by GEMFIVE represents our position. Submissions posted by users on the GEMFIVE Site is not official GEMFIVE material and shall not be copied, quoted or otherwise reproduced and is not to be used in promoting, nor should it be relied upon in using the Products.
GEMFIVE reserves the right in our sole discretion to remove, modify or reject any messages, comments, reviews and testimonials that you submit to, post or display on the GEMFIVE Site which we reasonably believe is unlawful, seditious, discriminatory, offensive, illicit, vexatious, defamatory and violates these Terms of Use, could subject GEMFIVE and its Affiliates to liability, or is otherwise found in appropriate in GEMFIVE’s opinion.
You agree to indemnify and hold us harmless against any claim or action brought by third parties arising out of or in connection with any messages, comments, reviews and testimonials posted by you on the GEMFIVE Site, including the violation of their privacy or Intellectual Property rights.

6.4 Protecting Your Password

You will be required to provide a username and password as part of our security measures in registering you on the GEMFIVE Site. You are solely responsible for the security and secrecy of your username and password and should not provide this information under any circumstances to anyone not expressly authorised by you to use your account. You accept sole responsibility for any act, omission or negligence in relation to the use of your account. You must immediately change your password if you have any reason to believe that your password has been compromised. GEMFIVE shall not be liable for any loss or damaged suffered by you in relation to the use of your account.

6.5 App Permissions

Most mobile devices provide you with information about permissions that you may grant to us for your device when you use GEMFIVE apps. Please refer to your mobile device’s manual for more information and instructions on permissions.

7. Cooperation and Investigations

You agree to provide all necessary information, materials and approvals, and render all reasonable assistance and cooperation necessary and required to assist in inter alia any investigation by us or governmental authorities, our authorised agents or persons or any such persons appointed, affiliated to us or otherwise engaged by us to evaluate whether you have breached the Terms of Use and/or in handling any complaint against you.
Where you fail to do so and such failure results in delay in, suspension or termination of your account, or access to the GEMFIVE Site and the related services or any portion thereof, GEMFIVE shall not be obliged to extend the period for access to your account, the GEMFIVE Site nor shall be liable for any loss or damages arising from such delay, suspension or termination.
GEMFIVE reserves the right to cooperate fully with governmental authorities, investigators and third parties in the investigation of any suspected civil or criminal wrongdoing. In this respect and subject to GEMFIVE’s Privacy Policy, GEMFIVE may disclose your identity and contact information where requested by a government authority or law enforcement body, an injured third party or as a result of a subpoena or other legal action. GEMFIVE shall not be liable for breach of any confidential information or privacy rights and shall not be liable for any damages or losses arising from such disclosure, and you agree not to bring any action or claim against GEMFIVE for such disclosure.

8. Disclaimer and Release

8.1 Disclaimer

The GEMFIVE Site and the Content are provided on an “As is”, “With all faults” and “As available” basis. GEMFIVE and our Affiliates, our directors, officers, agents, joint ventures and employees disclaims all warranties (express, implied or statutory) including but not limited to any warranties on the accuracy, merchantability, suitability or fitness for a particular purpose, or non-infringement of intellectual property and completeness, accuracy, reliability or validity of the Products, information, Content and materials at the GEMFIVE Site. GEMFIVE does not promise that the GEMFIVE Site or any Content, Product description, information, material or feature of the GEMFIVE Site will be error-free or uninterrupted, or that any defects will be corrected, or that your use of the GEMFIVE Site will provide specific results.
GEMFIVE attempts to be as accurate as possible. However, GEMFIVE does not control and is not liable to or responsible for the validity, accuracy, suitability, quality, safety, correctness, reliability, stability, description, lawfulness or availability of the Products offered for sale on the GEMFIVE Site. GEMFIVE does not represent or warrant that the manufacture, importation, offer, display, purchase, sale and/or use of the Products or related services offered or displayed on the GEMFIVE Site does not violate any third party rights or relevant laws and GEMFIVE does not make any representation or warranties of any kind concerning any Product offered or displayed on the GEMFIVE Site. If a Product offered on the GEMFIVE Site is not as described, your sole remedy is to return it in unused condition in accordance with the Cancellations and Returns Policy.
You acknowledge that you are fully assuming the risks of conducting any purchase and sale transactions in connection with using the GEMFIVE Site or related services, and that you are assuming the risks or liability or harm of any kind in connection with subsequent activity of any kind relating to the products including but not limited to the delivery of the Products or related services (including taxes and issuance of tax invoices) that are the subject of transactions using the GEMFIVE Site and the usage of the Products. You agree that GEMFIVE and GEMFIVE Site shall not be liable or responsible for any damages, claims, liabilities, errors, inaccuracies, costs, harms, inconveniences, business disruptions, delays in delivery of the Products or expenditures of any kind that may arise as a result of or in connection with any such risks.
GEMFIVE does not guarantee continuous, uninterrupted or secure access to any part of the GEMFIVE Site, and operation of GEMFIVE Site may be temporarily suspended or interrupted for maintenance (whether routine or non-routine), error correction, upgrade or other changes, or interfered with by numerous factors outside of our control. GEMFIVE does not ensure that any files or other data downloaded from the GEMFIVE Site and/or GEMFIVE Marketplace will be free of contamination, virus or destructive features. GEMFIVE will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, credit cards, and check issuances are processed in a timely manner but GEMFIVE makes no representations or warranties regarding the amount of time needed to complete processing because these are dependent upon many factors outside of our control, such as delays in the banking system, communications or mail service.
GEMFIVE may make changes to the information, content, materials or feature at the GEMFIVE Site, or to the products and prices described in them, at any time without notice. The information, content or materials at the GEMFIVE Site may be out of date, and GEMFIVE makes no commitment to update the information, content or materials at the GEMFIVE Site. Content, materials or information published at the GEMFIVE Site may refer to products, programs or services that are intended for use only in a particular country and may not be used or relied upon in any other country save where otherwise provided.
Your remedy against GEMFIVE for dissatisfaction with the GEMFIVE Site, the GEMFIVE Marketplace or any Content, information or material is to stop using the GEMFIVE Site, the GEMFIVE Marketplace or any such Content, information or material.

8.2 Release

GEMFIVE shall not be responsible for disputes between one or more users, or an outside party. If you have a dispute with another user, you release GEMFIVE, GEMFIVE Marketplace, GEMFIVE Site, our Affiliates, officers, directors, agents and employees from any and all claims, demands and damages of any kind and nature, known and unknown, arising out of or in any way connected to such dispute.

8.3 Force Majeure

Where applicable, GEMFIVE shall not be liable or be deemed to be in breach of these Terms of Use by reason of any delay in performing or any failure to perform any obligations if the delay or failure was due to any cause beyond the party’s reasonable control, including the following:
  • act of God, explosion, flood, tempest, fire or accident;
  • war or threat of war, sabotage, insurrection, civil disturbance or requisition;
  • acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental parliamentary or local authority;
  • import or export regulations or embargoes; or
  • interruption of traffic, strike, lock-outs or other industrial actions or trade disputes (whether involving employees of either party or of a third party).


Upon the happening of any one of these events, GEMFIVE may at its discretion fully or partially suspend delivery/performance while such event or circumstances continues or terminate any order request so affected with immediate effect by written notice to you, and GEMFIVE shall not be liable for any loss or damage suffered by you as a result thereof.

9. Liabilities and Indemnities

9.1 Limitation of Liability

In no event will GEMFIVE, GEMFIVE Site, our Affiliates, and our officers, directors, agents, joint ventures or employees mentioned at the GEMFIVE Site be liable for any special, direct, indirect, incidental, punitive, aggravated, exemplary or consequential damages or any damages whatsoever including without limitation, those resulting from injury, medical condition, illness, loss of profits, damages, data or interruption arising or resulting from any of the following:
  • the use, the results of use or inability to use the GEMFIVE Site and/or GEMFIVE Marketplace, or any websites linked to the GEMFIVE Site and/or GEMFIVE Marketplace, or the information or materials contained at any or all such websites, howsoever arising including negligence, whether based on warranty, tort, contract or any other legal theory or whether or not advised of the possibility of such damages;
  • any defect in goods, samples, data, information or services purchased or obtained from or through the GEMFIVE Site;
  • the use, the results of use or inability to use, consumption, redemption, delivery and/or fulfilment of any Product;
  • violation of third party rights under the relevant and applicable laws, claims or demands that the manufacture, importation, export, distribution, listing, offer, advertising, promotion, display, purchase, sale and/or use of the products offered or displayed on the GEMFIVE Marketplace or GEMFIVE Site may violate or may be asserted to violate third party rights or claims by any party that they are entitled to defence or indemnification in relation to assertion of rights, demands or claims by third party rights claimants;
  • statements, acts or conduct by any user of the GEMFIVE Site;
  • unauthorised access by third parties to data or private information of any user; or
  • multiple usage of a promotion code or voucher code by any user across multiple transactions and/or elements of fraud on the GEMFIVE Site; or
  • any matters relating to the GEMFIVE Site, products and related services (including calculation of taxes and issuance of tax invoices) however arising including negligence
Notwithstanding any of the foregoing provisions, our liability and that of our Affiliates, our directors, officers, agents, joint ventures and employees to you or any third parties in any circumstances is limited to the actual amount of monies you have paid for the Products during the calendar year, or the net amount owed to you during the calendar year, as the case may be. In both instances, the amount payable shall not exceed Ringgit Malaysia (RM5,000). All claims arising from the use of the GEMFIVE Site and/or related services must be by way of notice in writing to us of such claim, specifying in reasonably sufficient detail the nature of the claim and so far as is practicable the amount claimed in respect thereof, and shall be served within one (1) year from the date of the event/omission giving rise to the claim. Failing which you are deemed to irrevocably waive any such entitlement, right and pursuit of any such claim.

9.2 Indemnification

You agree to release, defend, protect, indemnify and hold GEMFIVE, our Affiliates, and our officers, directors, agents, joint ventures, employees and suppliers harmless from any and all claims, costs, losses, demands, fines or other liabilities which may arise from your use of the GEMFIVE Site, or related services or from your breach of any of these Terms of Use or your breach of any representations and warranties made by you.
In addition, you agree to release, defend, protect, indemnify and hold GEMFIVE, our Affiliates, and our officers, directors, agents, joint ventures and employees harmless from any and all claims, costs, losses, demands, penalties, damages, expenses, fines or other liabilities of any nature, arising in any manner out of the your acts, omissions or negligence, or those of your employees, agents or contractors, whether in tort, contract or otherwise, including:
  • any breach of any terms, warranty or obligations under these Terms of Use;
  • any claim made by any customer on the basis of any agreement entered into with you;
  • any claims asserted or incurred by any third party claimants or other third parties relating to the Products offered and displayed on the GEMFIVE Site;
  • any wilful, negligent act, omission or default on your part or your agent, employee, licensee;
  • the alleged or proved breach of a third party’s rights including in respect of any claim that the Product infringe, or their importation infringes the Intellectual Property rights of any third party or other claim, demand or action resulting from the advertising, promotion, manufacture, sale, distribution or use of the Products on the GEMFIVE Site;
  • arising out of or resulting in any way from any alleged defects in the material or workmanship of the Product, or from the use or performance or non-performance of the merchant’s Product;
  • any other alleged act, omission, or misrepresentation by you;
  • arising out of or resulting in any way from your failure to register for GST purpose where you are required to do so;
  • any claim that a Product violates a person’s right to privacy or contains obscene or defamatory material; or
  • failure by you to comply with any applicable laws, regulations and requirements.


You hereby agree that GEMFIVE shall not be responsible and shall have no liability to you, for any material posted by others, including defamatory, seditious, vexatious, offensive or illicit material and the risk of damages from such material rests entirely with each user. GEMFIVE reserves the right at our own expense to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with GEMFIVE in asserting any available defences.
10. Breach and Infringement

10.1 Breach by User

GEMFIVE reserves the right in its sole discretion to immediately suspend or terminate your account and/or access to the GEMFIVE Site and the related services or any portion thereof without prior notification if you are in breach of these Terms of Use or where GEMFIVE has reasonable grounds to believe that you are in breach of any of these Terms of Use, including anticipatory breach which in the reasonable belief of GEMFIVE will be committed by you. GEMFIVE also has the right to restrict, refuse or ban any and all current or future use of the GEMFIVE Site and the related services or any portion thereof that may be provided by GEMFIVE.
Notwithstanding anything to the contrary in these Terms of Use, you would be considered as being in breach of these Terms of Use in any of the following circumstances:
  • GEMFIVE has reasonable grounds to suspect that you have used a stolen credit card or utilised a cloned credit card or other false or misleading information in any transaction with a counter party;
  • GEMFIVE has reasonable grounds to suspect that any information provided by you is not complete, outdated, untrue, false, inaccurate or misleading;
  • GEMFIVE has reasonable grounds to believe that your act or omission may cause financial loss or legal liability to GEMFIVE, GEMFIVE Site or our Affiliates, other users or third parties; or
  • GEMFIVE has reasonable grounds to believe or suspect that you have used a promotion code or voucher code against the terms and conditions governing the promotion code or voucher code and/or your intend or have engaged in fraudulent activities on the GEMFIVE Site; or
  • upon receipt of a complaint or claim from any third party and where GEMFIVE has reasonable grounds to believe that you have breached these Terms of Use.
10.2 Infringement

GEMFIVE reserves the right to take appropriate action where necessary and without notice at any time including but not limited to remove all or any information, content or material from the GEMFIVE Site, to disallow the use of the GEMFIVE Site in connection with the information, content or material that is claimed to be infringing, to modify or change the GEMFIVE Site or any portion of the GEMFIVE, and any terms or policies, to modify, suspend or terminate the operation or access to the GEMFIVE Site or part of the GEMFIVE Site.

11. Termination

GEMFIVE may terminate your account without prior notification. You can terminate your account at any time by writing to cs@gemfive.com.my
Please refer to Section 10 (Breach and Infringement) for further details on dealings with accounts.

12. Governing Law and Dispute Resolution

These Terms of Use are governed by the laws of Malaysia. You hereby consent to the exclusive jurisdiction and courts of law in Malaysia in all disputes arising out of or relating to the use of the GEMFIVE Site. GEMFIVE’s performance of these Terms of Use is subject to existing laws, regulations and legal process, and nothing contained in these Terms of Use is in derogation of GEMFIVE’s right to comply with governmental, court or law enforcement requests or requirements relating to the use of GEMFIVE Site and/or GEMFIVE Marketplace or information provided to or gathered by GEMFIVE with respect to such use.
In event of any dispute between GEMFIVE and you arising out of or in connection with your use of the GEMFIVE Site and/or the GEMFIVE Marketplace, the parties shall endeavour in good faith and promptly, to resolve any such dispute. If the parties are unable to resolve the dispute within sixty (60) days, then either party may submit the dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue legal recourse as each party considers proper and necessary in the courts of law in Malaysia. The stipulated process for mediation herein in no way constitutes a necessary pre-condition to the right of GEMFIVE to seek recourse in the courts of law, including commencing a legal action without resorting, convening or participating in any such mediation as stated herein.
Where there is dispute between a merchant and customer, because GEMFIVE is not the agent of the merchant or customer, GEMFIVE will not act as either party's agent in connection with resolving any disputes between the parties related to or arising out of any transaction. GEMFIVE urges merchants and customers to cooperate with each other to resolve such disputes.

13. Notice and Feedback

Any feedback you provide at this GEMFIVE Site is non-confidential.
All legal notices or demands to GEMFIVE shall be made in writing and sent to GEMFIVE personally, by courier or certified mail to GuoLine eMarketing Sdn Bhd, Level 2, Block B, HP Towers, 12 Jalan Gelenggang, Bukit Damansara, 50490 Kuala Lumpur, Wilayah Persekutuan, Malaysia. The notices shall be effective when they are received and acknowledged receipt by GEMFIVE in any of the above manner.
All legal notices or demands to you shall be effective if either delivered personally, by courier, certified mail, by facsimile or email to the last known correspondence, fax or email address provided by you to GEMFIVE. Notice to you shall be deemed to be served upon and received by you if and when GEMFIVE is able to demonstrate that communication whether in physical or electronic form has been sent to you.
All agreements, notices and other communications that GEMFIVE sends to you electronically satisfies the legal requirement for communication to be in writing.

14. Miscellaneous

You may not assign, delegate, subcontract or otherwise transfer any or all of your rights and obligations under these Terms of Use. GEMFIVE may assign these Terms of Use (including without limitation our rights, titles, benefits, interests, obligations and duties in these Terms of Use) to any person or entity without prior notification to you.
If any term of these Terms of Use is at any time held by a court of competent jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these Terms of Use.
Unless otherwise specified, these Terms of Use constitutes the entire agreement between GEMFIVE and you with respect to use of the GEMFIVE Site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between GEMFIVE and you with respect to the GEMFIVE Site.
GEMFIVE’s failure to insist on or enforce strict performance of these Terms of Use shall not be construed as waiver by GEMFIVE of any provision or right it has to enforce these Terms of Use, nor modification of any provisions of these Terms of Use.
Every revision to these Terms of Use shall be effective and binding upon the publication and the same being made available on the GEMFIVE Site, and you agree that you shall be deemed to have notice of every revision of these Terms of Use upon such publication on the GEMFIVE Site. It is your sole duty and obligation to ensure you are apprised of these Terms of Use and all revisions made thereto at all material times.
These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties.
All provisions in these Terms of Use which by their nature are intended to survive expiration or termination shall survive any expiration or termination of the contract between GEMFIVE and you.

Last Updated 4 Nov 2016

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