ELECTRONIC SERVICES AGREEMENT

 

 

 

1.1        The Client acknowledges and agrees that:-

           

(a)         the Client has requested, on the Application Form, to be given access to and use of the Electronic Services; or

 

(b)                subsequent to the date of the Application Form, the Client has requested to be given access to and/ or use of the Electronic Services, such request in any manner prescribed by the Company;

 

and

 

            the Client agrees to comply with the terms and conditions of this Electronic Services Agreement (“ES Agreement”) which shall apply in addition to all other terms and conditions governing the Client’s Account(s) including the Application Form.  All references to “purchase” and “sales” of securities in the Application Form and shall include any purchases and sales of securities made by the Client through the Electronic Services. 

 

The Client further agrees that all the terms and conditions as are stated in the Application Form shall apply to all Orders made and all dealings in securities and transactions effected through the Electronic Services and that this ES Agreement and the Application Form and any other agreement signed in respect of the conduct of the Client’s Account(s) shall collectively form the agreement as between the Client and the Company in respect of the Account(s).  Upon the Client’s request (under any of the circumstances set out in (a) and (b) above, the Company may give the Client and/ or the Authorised User a Security Code(s) for use with the Electronic Services.  The Client may access and/ or use the Electronic Services only if such Security Code(s) are and shall remain valid.  The Client further acknowledges and agrees that the use of the Security Code(s) is specific to each of the PM Websites and may only be used in respect of the PM Websites and any other websites as notified to the Client by the Company.

 

1.2        In order to maintain a high level of security, the Client agrees that the Company may, in its/ their sole and absolute discretion, at any time without notice and without assigning any reason therefor, forthwith invalidate and/ or suspend or cancel the Client’s Security Code(s) and shall not be liable or responsible to the Client for any Loss suffered by the Client or arising out of or in connection with or by reason of such invalidation, suspension or cancellation.

 

1.3                The Client acknowledges that the Bursa Malaysia reserves the right to audit and inspect all the equipment used by the Company in the provision of the Electronic Services including but not limited to the terminals operated by Client(s).

 

1.4                The Client agrees to comply with all the notices, guidelines, rules and instructions pertaining to the use of the Electronic Services as issued by the Company from time to time, including all terms and conditions as may be required by Bursa Malaysia from time to time and operating rules or policies that may be published from to time by the Company and/ or made available through the Electronic Services.

 

 

2.0            Orders through the Electronic Services

 

2.1        The Client agrees and acknowledges that any use of or access to Electronic Services and any Orders, information and/ or data referable to the Client’s and/ or Authorised User’s Security Code(s), as the case may be, shall be deemed to be (i) use or access of the Electronic Services by the Client and/ or the Authorised User on behalf of the Client, as the case may be, and/ or (ii) Orders, information and/ or data transmitted or validly issued by the Client and/ or the Authorised User on behalf of the Clients, as the case may be.

 

2.2        The Client acknowledges that the Client shall be bound by any Orders, access and/ or use (whether such Orders, access and/ or use are authorised by the Client and/ or its Authorised User or not) referable to the Client’s and/ or the Authorised User’s Security Code(s), as the case may be, and Client agrees that the Company shall be entitled (but not obliged) to act upon, rely on and/ or hold the Client solely responsible and liable in respect thereof as if the same were carried out or transmitted by the Client and/ or by the Authorised User on the Client’s behalf.  Specifically, the Company shall be entitled to act on any Orders transmitted to the Company via the Electronic Services by the Client or any person by any use (whether authorised or unauthorised by the Client) of the Client’s and/ or the Authorised User’s Security Code(s), as the case may be, and the Company shall not be liable for any loss to the Client by so doing.

 

2.3                The Client agrees and acknowledges that any Orders referable to the Client’s and/ or the Authorised User’s Security Code(s), as the case may be, (whether such Orders are authorised by the Client or not) are binding on the Client upon transmission through the Electronic Services and the Company shall be entitled (but not obliged) to effect, perform or process such Orders without the Client’s further consent and without any reference or notice to the Client.  An Order may only be revoked if notice of such revocation is received and effected prior to execution of an Order.

 

2.4                The Client further agrees and acknowledges that Orders are routed by the Company through the respective Dealer’s Representatives’ Broker Front End and that Orders may not be acted upon should such Dealer’s Representative fail to activate their Broker Front End or fail to confirm and place such orders with Bursa Malaysia and the Client also acknowledges that Orders may not be acted on or input or transmitted to the Bursa Malaysia immediately or at all upon input or according to time priority.

 

 

3.0            Safeguarding the Security Codes

 

3.1        The Client shall not and shall ensure that any Authorised User shall not any time disclose any Clients’ Security Code(s) issued to it to any other party and the Client shall be responsible and liable for any disclosure or unauthorised use of the Clients’ Security Code(s) issued to the Client.  The Client agrees to take all reasonable steps to safeguard the Client’s Security Code(s) at all times, (including but not limited to the steps, and/ or measures prescribed by the Company from time to time (including without limitation those steps and/ or measures set out in any notices, guidelines, rules and/ or instructions issued by the Company).

 

3.2        If the Client discovers or suspects that the Client’s Security Code(s) or any part of them are known to someone else, the Client must immediately change the Security Codes through the Electronic Services in the manner prescribed by the Company at the PM Websites.  If this is not possible for any reason whatsoever, the Client must notify the Company immediately.

 

 

4.0            Operation

 

4.1        The Client may be supplied and/ or receive content (including but not limited to text, software and/ or computer code of any kind, music, sound, photographs, video and/ or animations), information, data, messages, alerts and/ or other materials (collectively “Content”) via the Electronic Services.

 

4.2        The Company has the right, without having to furnish any notice to the Client, to modify, update, upgrade, end, suspend, terminate or discontinue the Electronic Services or any part thereof, including without limitation the functionality, specifications, availability of the Electronic Services and/ or Content of the Electronic Services or any part thereof, temporarily or permanently, at any time.  The Client acknowledges and agrees that the Company will not be liable to the Client or any third party for any modifications, upgrades, termination, suspension or discontinuance of the Electronic Services or any part thereof.

 

4.3        The Company, in the provision of the facilities and Electronic Services would be required to obtain information from the CDS Account of the Client and accordingly the Client authorises the Company to extract any information regarding the Client’s portfolio of shares in the Client’s CDS Account maintained with the Company for the purpose of maintaining and updating “My Portfolio” which is a feature of the Electronic Services or any other features of the Electronic Services. The Client hereby expressly agree to indemnify the Company against all actions, proceedings, loss, charges, damages, expenses, claims and demands which may be brought or made against the Company by reason of this express authority given or by reason of the Company acting and relying on such authorisation.

 

 

5.0            Disclaimers

 

5.1        The Company makes no representation or warranty of any kind, express, implied or statutory, including but not limited to any warranties of title, non-infringement of third party rights, merchantability, satisfactory quality, fitness for a particular purpose and/ or freedom from computer virus or other malicious, destructive or corrupting code, agent, program or macros, regarding the Electronic Services and/ or the Content available via the Electronic Services.

 

5.2        The Company is under no obligation to monitor or review discussions, chats, postings, transmissions, bulletin boards, and the like on the PM Websites, and assumes no responsibility or liability arising from the content of any such locations nor for any error, defamation, libel, slander, omission, falsehood, inaccuracy or any other objectionable material contained in any information and/ or  content within such locations on the PM Websites.  Any hyperlink to any other website or webpage is not an endorsement or verification of such website or webpage and should only be accessed at the Client’s own risk.

 

5.3        The Client acknowledges and agrees that the Electronic Services are provided by the Company to the Client on an “as is” and “as available” basis and that the use of the Electronic Services in particular in making any Orders is at the Client’s sole risk.

 

5.4        The Company does not warrant that the Client’s use of and/ or access to the PM Website, the Electronic Services or any Content, will be uninterrupted, secure or free from errors or omissions or that any identified defect will be corrected.  The Client acknowledges and agrees that the Company does not warrant the security of any information transmitted by or to the Client using the Electronic Services and the Client hereby accepts the risk that any information transmitted or received using the Electronic Services may be accessed by unauthorised third parties and/ or disclosed by the Company and by its officers, employees or agents to third parties purporting to be the Client or purporting to act under the Client’s authority.  The Client will not hold the Company or any of its officers, employees or agents responsible or liable, in contract, tort (including negligence or breach of statutory duty), equity or otherwise, for any such access or disclosure or for any damages, losses, expenses or costs (whether direct or indirect, or whether foreseeable or not) suffered or incurred by the Client as a result of any such access or disclosure.

 

5.5        The Client acknowledges and agrees that the Content is provided and/ or made available to the Client on an “as is” and “as available” basis and should not be relied upon to make any specific investment, business, financial or commercial decision.  The Company does not warrant the truth, accuracy, adequacy, completeness or reasonableness of the Content.  The Client acknowledges that any Content received via the Electronic Services should not be relied upon without consulting primary or more accurate or more up-to-date sources or specific professional advice.

 

5.6        The Company does not warrant that any electronic messages and/ or alerts in connection with the Electronic Services will be sent to and/ or received by the Client.  The Company also does not warrant the privacy, security, accuracy, authenticity or completeness of any communication in connection with the Electronic Services.

 

5.7        The Company accepts no liability and will not be liable for any Loss (including any indirect, special, economic or consequential loss) arising from the Client’s use of the Electronic Services, and including any Loss (including any indirect, special, economic or consequential loss) arising from, but not limited to:-

 

(a)         any defect, error, imperfection, fault, mistake, delay, failure or inaccuracy relating to the Electronic Services and/ or the Content, or due to any unavailability of the Electronic Services or any part thereof or of any Content or any part thereof;

 

(b)        the Company acting or failing to act on any Orders given to the Company via the Electronic Services which are referable to the Client’s Security Code(s) and/ or the Authorised User’s Security Code(s,) as the case may be (whether or not the Client had authorised the Orders and/ or use of the Security Code(s));

 

(c)         any machine, system, server, connection or communications failure, error, omission, interruption, delay in transmission, viruses, industrial dispute or any Force Majeure event that leads either to the Electronic Services being totally or partially inaccessible or unavailable or to instructions given via the Electronic Service not being acted upon promptly or at all to any damage caused to the Client’s computer, equipment or system;

 

(d)        any intrusion or attack by any person, computer system, computer virus or other malicious, destructive or corrupting code, agent program or macros into the Company’s Website and/ or any computer system belonging to the Company and/ or the Client;

 

(e)         any loss of profits, loss of goodwill, loss of anticipated savings or other intangible losses (even if the Company has been advised of the possibility of such loss); and/ or

 

(f)         any access and/ or use of or inability to access and/ or use the Electronic Services or any reliance by Client on Content (including financial information) provided through the Electronic Services.

 

 

6.0            Records

 

6.1        The Client accepts the Company’ records of any and all instructions, communications, operations or transactions made or performed, processed or effected through the Electronic Services as final and conclusive and the same shall be binding on the Client for all purposes.  The Client agrees that such records are admissible in evidence and that the Client shall not challenge or dispute the admissibility, reliability, accuracy or the authenticity of the contents of such records merely on the basis that such records were in electronic form or were produced by or are the output of a computer system, and the Client hereby waives any of its rights (if any) to so object.  This provision shall also apply to all records maintained by any third party for the Company’s use.

 

 

7.0            Definitions and Interpretation

 

7.1        In these terms and conditions, the following words and expressions shall have the meanings set out hereunder unless the context otherwise requires:-

           

“Account(s)” means any account(s) of the Client maintained with the Company, including any securities trading account (whether for trading on a margin basis or otherwise), custody account or sub-account.

           

            “Agreement” means the terms and conditions in the Application Form, the ES Agreement and any other agreement executed by the Client in respect of the Client’s Account.

 

            “Applicable Laws” means all relevant or applicable statutes, laws, rules, regulations, directives, circulars (whether of any governmental body or authority or self-regulatory organisation in relation to which the Company or any person within the Company’s Group is a member, or otherwise).

 

            “Application Form” means an application in such form and substance as may be required by or otherwise acceptable to the Company executed or to be executed for the opening of an Account/ Accounts with the Company.

 

“Authorised User” means any person(s):

 

(i)                  nominated and authorised by the Client in the Application Form and/ or the ES Application Form; and/ or

 

(ii)                 from time to time uses the Electronic Services; and

 

who has been issued with a Security Code(s) and/ or uses the Security Code(s) issued to the Client.

 

            “Bursa Malaysia” means the Bursa Malaysia Securities Berhad.

 

            “Client” means the person or persons named in the Application Form and/ or the ES Application Form as the applicant(s), and where the context so admits, includes any one of such persons and/ or the Authorised User.

 

            “Clients Security Code(s)” shall mean any and all Security Code(s) issued to the Client and includes the Security Code(s) issued to an Authorised User.

           

            “Dealer’s Representatives” means the Company’s remisiers, dealers and dealing directors; and “Dealer’s Representative” means any one of them.

 

            “Electronic Services” means the services, information and/ or functions that the Company may permit the Client to access and/ or use from time to time (including but not limited to the issuance, transmission and/ or receipt of Orders) via any website (including without limitation the PM Websites), computer, telephone, mobile telephone, wireless data networks, electronic mail, Internet or other electronic link, mobile devices (including without limitation personal digital assistants), pager, facsimile or any other means as may be designated by the Company from time to time.

 

            “ES Agreement” means the terms and conditions herein.

 

            “ES Application Form” means the application form requesting the use of Electronic Services as may from time to time be prescribed by the Company.

 

            “Force Majeure Event” means any event beyond the Company’ control, such as fire, earth quake, flood, lightning, riots, strikes, lockouts, government action, war, the acts, orders, directives, policies, regulations, prohibitions or measures of any kind on the part of any court, governmental, parliamentary and/ or regulatory authority imposed or to be imposed after the fact, power failure, acts or defaults of any telecommunications network operator, telecommunications disruption, computer failure (whether or not as a result of any failure arising from inability to process or use dates) or similar or other events or events commonly known as “force majeure”.

 

            “Internet” means a global network of interconnected computer networks, each using the Transmission Control Protocol/ Internet Protocol and/ or such other standard network interconnection protocols as may be adopted from time to time, which is used to transmit data, software, applications, content and/ or any other materials that are directly or indirectly delivered to a computer or other digital, electronic and/ or mobile device for display to an end-user, whether such data, software, applications, content or other materials are delivered through on-line browsers, off-line browsers, or through “push” technology, electronics mail, broadband distribution, satellite, wireless data networks or otherwise.

 

            “Loss” means any and all loss, damages, costs, charges and/ or expenses of whatsoever nature or howsoever arising including legal fees on a full indemnity basis.

 

            “Market Day” means a day on which the Bursa Malaysia is open for securities trading transactions.

 

 “Officer” means any officer or employee of the Company.

 

“Order” means any offer to enter into a transaction, or any request, application or order (in whatever form and howsoever sent, given or transmitted including without limitation in person or by way of telephone or telefax or electronically via the Electronic Services and/ or by electronic mail or otherwise through the Internet) to the Company of the Client or which the Company or an officer of the Company reasonably believes to be the request, application or instruction of the Client and includes any request or instruction to revoke, ignore or vary any previous request or instruction.

 

 “person” includes any business, firm or corporation.

 

“PM Websites” means the URL:-http://www.pmlink2u.com or at such other URLs as may be designated by the Company from time to time.

 

“RM” means Ringgit Malaysia.

 

“SCANS” means Securities Clearing and Automated Network Services Sdn. Bhd.

 

“Security Code(s)” means all passwords, personal identification numbers (PINs), logon identifiers, electronic devices and other codes and access procedures whether issued, created, or allocated by the Client, the Company  or such other party designated from time to time by the Company in order to enable the Client to access and/ or use the Electronic Services. 

 

“Security Codes” shall include such other passwords, personal identification numbers (PINs), logon identifiers, electronic devices and other codes and access procedures issued by the Company in replacement of any Security Codes previously provided to the Client by the Company.

 

“The Company” means PM Securities Sdn. Bhd.

 

“transactions” means dealings in securities on the Bursa Malaysia or such other exchange as the Company may from time to time permit and other transactions in such currencies, commodities, securities and financial instruments or such other transactions as may be permitted by the Company from time to time.

 

“URL” means uniform resource locator.

 

7.2        In the event of any conflict or inconsistency between the provisions of this ES Agreement, the Application Form and any other agreement signed between the Client and the Company regarding the operation of the Client’s Account(s), the provisions declared or considered relevant and/ or correct by the Company shall prevail.