Welcome to https://www.shop.ecobrown.com (the "Site"). These terms and conditions ("Terms and Conditions") apply to the Site operated by Serba Wangi Sdn Bhd (280872-A), a company incorporated in Malaysia having its registered address at No. 450, 1st Floor, Jalan Raja, 05000 Alor Setar, Kedah Darul Aman, Malaysia ("the Company") and all of its divisions, subsidiaries, and affiliate operated Internet sites which reference these Terms and Conditions. “ecoBrown’s Products” is a product range of Serba Wangi Sdn Bhd.
By accessing the Site, you confirm your understanding and acceptance of the Terms and Conditions. The Site reserves the right, to change, modify, add or remove portions of these Terms and Conditions of use at any time. Changes are deemed effective and binding when posted on the Site with no other notice provided. Your usage of the Site constitutes your acceptance of all terms and conditions and any of its changes.
For the purposes of these Terms and Conditions, any reference to “ecoBrown’s” or “we”, “us” or “our” in these Terms and Conditions shall be deemed to mean Serba Wangi Sdn. Bhd., and any reference to applicable services under these Terms and Conditions shall also include our services.
LICENCE AND ACCESS
Provided that you comply with these Terms and Conditions, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, royalty-free and revocable licence under the Terms and Conditions described to access and shop for items sold on the Site. Commercial use or use on behalf of any third party is prohibited, except as explicitly permitted by us in advance. Any breach of these Terms and Conditions shall result in the immediate revocation of the license granted in this paragraph without notice to you.
Content provided on this Site is solely for informational purposes. Certain services and related features that may be made available on the Site may require registration or subscription. Should you choose to register or subscribe for any such services or related features, you agree to provide accurate and current information about yourself, and to promptly update such information if there are any changes. Every user of the Site is solely responsible for keeping passwords and other account identifiers safe and secure. The account owner is entirely responsible for all activities that occur under such password or account. Furthermore, you must notify us of any unauthorized use of your password or account. The Company shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your usage of the Site.
All rights not expressly granted to you in these Terms and Conditions are reserved and retained by us, our Affiliates or our licensors, suppliers, publishers, rights holders or other content providers as applicable. Our Site, or any part of our Site, may not be reproduced, duplicated, copied, sold, resold, visited or otherwise exploited for any commercial purpose. Your use of any intellectual property rights belonging to us, or our Affiliates, licensors, suppliers, publishers, rights holders or content providers is subject to these Terms and Conditions.
Any goodwill accruing out of the use of our and our Affiliates' trademarks, trade and business names and service marks under these Terms and Conditions will vest in us and our Affiliates, as the case may be.
We reserve the right to refuse to provide the services in our Site to anyone for any reason, in our sole and absolute discretion without being obliged to provide you with any reason or notification.
Anything that you submit to the Site and/or provide, including but not limited to, questions, reviews, comments, and suggestions (collectively, "Submissions") will become our sole and exclusive property. In addition to the rights applicable to any Submission, when you post comments or reviews to the Site, you also grant us the right to use the name that you submit, in connection with such review, comment, or other content. You shall not use a false e-mail address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of any Submissions. We may, but shall not be obligated to, remove or edit any Submissions.
ORDER ACCEPTANCE AND PRICING
Please note that there are cases when an order cannot be processed for various reasons. The Site reserves the right to refuse or cancel any order for any reason at any given time. You may be asked to provide additional verifications or information, including but not limited to phone number and address, before we accept the order.
We are determined to provide the most accurate pricing information on the Site to our users; however, errors may still occur, such as cases when the price of an item is not displayed correctly on the Site. As such, we reserve the right to refuse or cancel any order. In the event that an item is mispriced, we may, at our own discretion, either contact you for instructions or cancel your order and notify you of such cancellation. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card or bank account charged.
GST has been implemented in Malaysia with effect from 1 April 2015 at the rate of 6%. It has replaced the existing sales tax and service tax. Prices of Items and services provided by the Company, being a GST registered company, will include GST where applicable.
Please refer to the Goods and Services Tax Act 2014 gazetted on 19 June 2014 and the Goods and Services Tax Regulations 2014 issued on 30 June 2014. GST is under the jurisdiction of the Royal Malaysian Customs Department (“Customs Department”).
TRADEMARKS AND COPYRIGHTS
All intellectual property rights, whether registered or unregistered, in the Site, information content on the Site and all the website design, including, but not limited to, text, graphics, software, photos, video, music, sound, and their selection and arrangement, and all software compilations, underlying source code and software shall remain our property. The entire contents of the Site also are protected by copyright as a collective work under Malaysia copyright laws and international conventions. All rights are reserved.
APPLICABLE LAW AND JURISDICTION
These Terms and Conditions shall be interpreted and governed by the laws of Malaysia. All parties concerned hereby agree to submit to the exclusive jurisdiction of the courts of Malaysia.
In addition to any other legal or equitable remedies, we may, without prior notice to you, immediately terminate the Terms and Conditions or revoke any or all of your rights granted under the Terms and Conditions. Upon any termination of this Agreement, you shall immediately cease all access to and use of the Site and we shall, in addition to any other legal or equitable remedies, immediately revoke all password(s) and account identification issued to you and deny your access to and use of this Site in whole or in part. Any termination of this agreement shall not affect the respective rights and obligations (including without limitation, payment obligations) of the parties arising before the date of termination. You furthermore agree that the Site shall not be liable to you or to any other person as a result of any such suspension or termination. If you are dissatisfied with the Site or with any terms, conditions, rules, policies, guidelines, or Serba Wangi Sdn Bhd (280872-A), in operating the Site, your sole and exclusive remedy is to discontinue using the Site.
TERMS AND CONDITIONS OF USE
"Buyer" means the person who accepts a quotation of the Company for the supply of ecoBrown’s Products;
"Conditions" mean the general terms and conditions set out in this document and (unless the context otherwise requires) any special terms and conditions agreed in writing between the Buyer and the Company;
"Contract" means the contract for the purchase and sale of ecoBrown’s Products, howsoever formed or concluded;
"Writing" includes electronic mail facsimile transmission and any comparable means of communication;
“Company” means Serba Wangi Sdn Bhd , a company incorporated in Malaysia under registration number 280872-A and having its registered address at No. 450, 1st Floor, Jalan Raja, 05000 Alor Setar, Kedah Darul Aman, Malaysia; and
“ecoBrown’s Products” means the product range of Serba Wangi Sdn Bhd.
Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended re-enacted or extended at the relevant time.
The headings in these Conditions are for convenience only and shall not affect the interpretation of any parties.
BASIS OF CONTRACT
The supply of ecoBrown’s Products to the Buyer by the Company under any Contract shall be subjected to these Conditions which shall govern the Contract to the exclusion of any other terms and conditions contained or referred to in any documentation submitted by the Buyer or in correspondence or elsewhere or implied by trade custom practice or course of dealing.
Any information made available in the Site for the supply, including photographs, drawings, data about the extent of the delivery, appearance, performance, dimensions, weight, consumption of operating materials, operating costs, are not binding and for information purposes only. In entering into the Contract the Buyer acknowledges that it does not rely on and waives any claim based on any such representations or information not so confirmed.
Any typographical clerical or other error or omission in any quotation, invoice or other document or information issued by the Company in its website shall be subject to correction without any liability on the part of the Company.
No variation to these Conditions shall be binding unless agreed in writing between the authorised representatives of the Buyer and the Company.
ORDERS AND SPECIFICATIONS
Order acceptance and completion of the contract between the Buyer and the Company will only be completed upon the Company issuing a confirmation of dispatch to the Buyer. For the avoidance of doubt, the Company shall be entitled to refuse or cancel any order without giving any reasons for the same to the Buyer prior to issue of the confirmation of dispatch. The Company shall further be entitled to require the Buyer to furnish the Company with contact and other verification information, including but not limited to address, contact numbers prior to issuing a confirmation of dispatch.
No concluded Contract may be modified or cancelled by the Buyer except with the agreement in writing of the Company and on terms that the Buyer shall indemnify the Company in full against all loss (including loss of profit) costs (including the cost of all labour and materials used) damages charges and expenses incurred by the Company as a result of the modification or cancellation, as the case may be.
PRICE AND PAYMENT
The price and payment of the ecoBrown’s Products shall be the price stated in the Site at the time which the Buyer makes its offer purchase to the Company. The price excludes the cost of packaging and delivery charges, any applicable goods and services tax, value added tax or similar tax which the Buyer shall be liable to pay to the Company in addition to the price.
In addition to any additional terms contained in this Site, the following terms shall also apply to the following types of payment:
Credit Card payment option is available for all Buyers. The Company accepts all Visa and MasterCards, both Credit and Debit, and is 3D Secure (Verified by Visa, and MasterCard Secure) enabled. All your credit card information are protected by means of industry- leading encryption standards.
Please take note that additional charges may be incurred if you are using a non-Malaysian issued card due to Foreign Exchange Rates.
The Company accepts all Malaysian Visa and MasterCard debit cards where subject to bank availability. All debit card numbers shall be protected by means of industry-leading encryption standards.
By choosing this payment method, the Buyer shall transfer the payment for ecoBrown’s Products to the Company’s account for the total amount of the Buyer’s purchase (including any applicable taxes, fees and shipping costs). The transaction must be payable in Ringgit Malaysia. The Company, in its sole discretion, may refuse this payment option service to anyone or any user without notice for any reason at any time.
For the time being, the Company accepts online bank transfers from AmBank, Bank Islam, CIMB Bank, Hong Leong, Maybank, Public Bank, RHB.
Delivery of ecoBrown’s Products shall be made to the address specified by the Buyer in its order.
The Company has the right at any time to sub-contract all or any of its obligations for the sale/delivery of ecoBrown’s Products to any other party as it may from time to time decide without giving notice of the same to the Buyer.
Any dates quoted for delivery of ecoBrown’s Products are approximate only. The time for delivery/performance shall not be of the essence, and the Company shall not be liable for any delay in delivery or performance howsoever caused.
If the Company has failed to deliver ecoBrown’s Products in accordance with the Contract or within a reasonable time, the Buyer shall be entitled, by serving written notice on the Company, to demand performance within a specified time thereafter, which shall be at least 14 days. If the Company fails to do so within the specified time, the Buyer shall be entitled to terminate the Contract in respect of the undelivered ecoBrown’s Products and claim compensation for actual loss and expense sustained as a result of the Company’s non-performance, which was foreseeable at the time of conclusion of the Contract and resulting from the usual course of events, subject always to the limitations set out in Condition 22.4.
If the Buyer fails to take delivery of ecoBrown’s Products (otherwise than by reason of any cause beyond the Buyer's reasonable control or by reason of the Company's fault) then without prejudice to any other right or remedy available to the Company, the Company may:
Sell ecoBrown’s Products at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the Buyer for the excess over the price under the Contract provided the price has been paid in cleared funds in full or charge the Buyer for any shortfall below the price under the Contract; or
Terminate the Contract and claim damages.
Risk and property of the Goods
Risk of damage to or loss of ecoBrown’s Products shall pass to the Buyer at the time of delivery or if the Buyer wrongfully fails to take delivery of ecoBrown’s Products, the time when the Company has tendered delivery of ecoBrown’s Products.
Notwithstanding delivery and the passing of risk in ecoBrown’s Products or any other provision of these Conditions the property in ecoBrown’s Products shall not pass to the Buyer until the Company has received in cash or cleared funds payment in full of the price of ecoBrown’s Products and all other goods agreed to be sold by the Company to the Buyer for which payment is then due.
Until such time as the property in ecoBrown’s Products passes to the Buyer, the Buyer shall hold ecoBrown’s Products as the Company’s fiduciary agent and bailee and shall keep ecoBrown’s Products separate from those of the Buyer.
The Buyer agrees with the Company that the Buyer shall immediately notify the Company of any matter from time to time affecting the Company title to ecoBrown’s Products and the Buyer shall provide the Company with any information relating to ecoBrown’s Products as the Company may require from time to time.
Until such time as the property in ecoBrown’s Products passes to the Buyer (and provided ecoBrown’s Products are still in existence and have not been resold) the Company shall be entitled at any time to demand the Buyer to deliver up ecoBrown’s Products to the Company and in the event of non-compliance the Company reserves it’s right to take legal action against the Buyer for the delivery up ecoBrown’s Products and also reserves its right to seek damages and all other costs including but not limited to legal fees against the Buyer.
The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness of ecoBrown’s Products which remain the property of the Company but if the Buyer does so all moneys owing by the Buyer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.
If the provisions in this Condition 17 are not effective according to the law of the country in which ecoBrown’s Products are located, the legal concept closest in nature to retention of title in that country shall be deemed to apply mutatis mutandis to give effect to the underlying intent expressed in this condition, and the Buyer shall take all steps necessary to give effect to the same.
The Buyer shall indemnify the Company against all loss damages costs expenses and legal fees incurred by the Buyer in connection with the assertion and enforcement of the Company rights under this condition.
Warranties and Remedies
Subject as expressly provided in these Conditions all other warranties conditions or terms, including those implied by statute or common law, are excluded to the fullest extent permitted by law.
Subject to this Condition 18, the Company warrants that ecoBrown’s Products will correspond with their specification at the time of delivery, and agrees to remedy any non-conformity therein for a period of 12 months commencing from the date on which ecoBrown’s Products are delivered or deemed to be delivered ("Warranty Period"). Where the Buyer is dealing as a consumer (within the meaning of the Sale of Goods Act and the Consumer Protection Act), the Company further gives to the Buyer such implied warranties as cannot be excluded by law.
The Company above warranty concerning ecoBrown’s Products is given subject to the following conditions:
No condition is made or to be implied nor is any warranty given or to be implied as to the life or wear of ecoBrown’s Products supplied or that they will be suitable for any particular purpose or use under any specific conditions, notwithstanding that such purpose or conditions may be known or made known to the Company;
Any description given of ecoBrown’s Products is given by way of identification only and the use of such description shall not constitute a sale by description;
The Company binds itself only to deliver ecoBrown’s Products in accordance with the general description under which they were sold, whether or not any special or particular description shall have been given or shall be implied by law. Any such special or particular description shall be taken only as the expression of the Company’s opinion in that behalf. The Company does not give any warranty as to the quality state condition or fitness of ecoBrown’s Products.
The Company shall be under no liability for the following measures and actions taken by the Buyer or third parties and the consequences thereof: improper remedy of defects, alteration of the Goods without the prior agreement of the Company, addition and insertion of parts, in particular of spare parts which do not come from the Company.
The Company shall be under no liability in respect of any defect arising from unsuitable or improper use, defective installation or commissioning by the Buyer or third parties, fair wear and tear, wilful damage, negligence, abnormal working conditions, defective or negligent handling, improper maintenance, excessive load, unsuitable operating materials and replacement materials, poor work, unsuitable foundation, chemical, electro-technical/electronic or electric influences, failure to follow the Company’s instructions (whether oral or in writing) misuse or alteration or repair of ecoBrown’s Products without the Company’s approval.
The Company is not liable for any loss damage or liability of any kind suffered by any third party directly or indirectly caused by repairs or remedial work carried out without the Company’s prior written approval and the Buyer shall indemnify the Company against each loss liability and cost arising out of such claims.
The Company shall be under no liability under the above warranty (or any other warranty condition or guarantee) if the total price for ecoBrown’s Products has not been paid in cleared funds by the due date for payment.
The Company shall be under no liability whatsoever in respect of any defect in ecoBrown’s Products arising after the expiry of the Warranty Period.
Any claim by the Buyer which is based on any defect in the quality or condition of ecoBrown’s Products or their failure to correspond with specification shall be notified to the Company within seven days from the date of receipt of ecoBrown’s Products or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. During use, ecoBrown’s Products shall be monitored constantly with regard to safety and defects. If there are even slight reservations concerning the suitability for use or the slightest reservations concerning safety, ecoBrown’s Products must not be used. The Company shall be given written notification immediately, specifying the reservations or the defect. However in no event shall the Buyer be entitled to reject ecoBrown’s Products on the basis of any defect or failure, except where the failure is such that ecoBrown’s Products delivered are of a fundamentally different nature than those which the Company had contracted to deliver.
If the Buyer does not give due notification to the Company in accordance with the Condition 18.2.2, the Company shall have no liability for any defect or failure or for any consequences resulting therefrom. Where any valid claim in respect of any of ecoBrown’s Products which is based on any defect in the quality or condition of ecoBrown’s Products or their failure to meet a specification is notified to the Company in accordance with Condition 18.2.2, non-conforming ecoBrown’s Products (or part thereof) will be repaired or replaced free of charge as originally ordered. Where ecoBrown’s Products have not been repaired or replaced within a reasonable time, despite a written warning from the Buyer, the Buyer shall be entitled to a reduction of the price in proportion to the reduced value of ecoBrown’s, Products provided that under no circumstance shall such reduction exceed 15% of the price of the affected ecoBrown’s Product. In lieu of repair or replacement the Company may, at its sole discretion, grant such a reduction to the Buyer. Upon a repair, replacement or price reduction being made as aforesaid, the Buyer shall have no further claim against the Company.
When the Company has provided replacement ecoBrown’s Products or given the Buyer a refund, non-conforming ecoBrown’s Products or parts thereof shall become the Company’s property.
The Company shall not be liable to the Buyer or be deemed to be in breach of the Contract by reason of any delay in performing or any failure to perform any of the Company’s obligations if the delay or failure was due to any cause beyond the Company’s reasonable control. Without prejudice to the generality of the foregoing the following shall be regarded as causes beyond the Company’s reasonable control:
Act of God, explosion, flood, tempest, fire or accident;
war or threat of war, sabotage, insurrection, civil disturbance or requisition;
acts of 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;
interruption of traffic, strikes, lock-outs, other industrial actions or trade disputes (whether involving employees of the Company or of a third party);
interruption of production or operation, difficulties in obtaining raw materials labour fuel parts or machinery;
power failure or breakdown in machinery;
Upon the happening of any one of the events set out in Condition 19.1 the Company may at its option:-
fully or partially suspend delivery/performance while such event or circumstances continues;
terminate any Contract so affected with immediate effect by written notice to the Buyer and the Company shall not be liable for any loss or damage suffered by the Buyer as a result thereof.
INSOLVENCY OF BUYER
This condition applies if:
the Buyer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or
an encumbrancer takes possession or a receiver is appointed of any of the property or assets of the Buyer; or
the Buyer ceases - or threatens to cease - to carry on business; or
the Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Buyer and notifies the Buyer accordingly.
If this condition applies then without prejudice to any other right or remedy available to the Company, the Company shall be entitled to cancel the Contract or suspend any further delivery/performance under the Contract without any liability to the Buyer and if ecoBrown’s Products have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.
Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed, if to the Company, to its registered office or principal place of business and if to the Buyer, to the address stipulated in the relevant offer to purchase.
the Company shall accept liability to the Buyer for death or injury resulting from its own or that of its employees' negligence. Save as aforesaid, the Company’s liability under or in connection with the Contract shall be subject to the limitations set out in this Condition 22.
The Company shall be under no liability whatsoever where this arises from a reason beyond its reasonable control as provided in Condition 19 or from an act or default of the Buyer.
In no event shall the Company be liable for loss of profit or goodwill, loss of production or revenue or any type of special indirect or consequential loss whatsoever (including loss or damage suffered by the Buyer as a result of an action brought by a third party) even if such loss were reasonably foreseeable or the Company had been advised of the possibility of the Buyer incurring the same.
Where time of performance has been agreed by the Company becomes the essence of the Contract by means of notice by the Buyer to the Company, as provided for in Clause 16.4, and the Company fails to comply with its obligations in due time, so that the Buyer becomes entitled to compensation in accordance with Condition 16.4, the Company’s liability shall be limited to an amount of 0.5% for each full week of delay, in total to a maximum cumulative amount of 5%, of the value of the delayed ecoBrown’s Products.
The remedies set out in Condition 18 are the Buyer’s sole and exclusive remedies for non-conformity of or defects in ecoBrown’s Products and the Company’s liability for the same shall be limited in the manner specified in Condition 18.
Without prejudice to the sub-limits of liability applicable under this Condition 22 or elsewhere in these Conditions, the Company’s maximum and cumulative total liability (including any liability for acts and omissions of its employees agents and sub-contractors) in respect of any and all claims for defective performance, breach of contract, compensation, indemnity, tort, misrepresentation, negligence at law or equity and any other damages or losses which may arise in connection with its performance or non-performance under the Contract, shall not exceed the total Contract price
If a number of events give rise substantially to the same loss they shall be regarded as giving rise to only one claim under these Conditions.
No action shall be brought by the Company later than 12 months after the date it became aware of the circumstances giving rise to a claim or the date when it ought reasonably to have become aware, and in any event, no later than 12 months after the end of the Warranty Period.
On or at any time after the occurrence of any of the events in condition 23.2 the Company may stop any ecoBrown’s Products in transit, suspend further deliveries to the Buyer and exercise its rights under Condition 17 and/or terminate the Contract with the Buyer with immediate effect by written notice to the Buyer
The events are:-
the Buyer being in breach of an obligation under the Contract;
the Buyer passing a resolution for its winding up or a court of competent jurisdiction making an order for the Buyer’s winding up or dissolution;
the making of an administration order in relation to the Buyer or the appointment of a receiver over or an encumbrancer taking possession of or selling any of the Buyer’s assets;
the Buyer making an arrangement or composition with its creditors generally or applying to a Court of competent jurisdiction for protection from its creditors.
No waiver by the Company of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby.
No person who is not a party to this Contract (including any employee officer agent representative or sub-contractor of either party) shall have any right to enforce any terms of this Contract which expressly or by implication confers a benefit on that person without the express prior agreement in writing of the parties, which the agreement must refer to Condition 14.2.
The Contract shall be governed by the laws of Malaysia and the Buyer agrees to submit to the exclusive jurisdiction of the Courts in Malaysia.
The Company shall be entitled to commence court legal proceedings for the purposes of protecting its intellectual property rights and confidential information by means of injunctive or other equitable relief.
The United Nations Convention on Contracts for the International Sale of Goods shall not apply to any Contract for the sale of ecoBrown’s Products.
The Company reserves the right to amend these terms and conditions of sale at any time without any prior notice.
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