JURUSCHOOL MOBILE APP
TERMS OF SERVICE
THE TERMS OF SERVICE OF THIS JURUSCHOOL MOBILE APP SUBSCRIPTION SERVICES (THE “JURUSCHOOL TOS”) AND THE JURUQUEST MOBILE APP TERMS AND CONDITIONS (“JURUQUEST T&C”) (TOGETHER REFERRED TO AS THE “TERMS”) GOVERN USE OF THE SERVICES PROVIDED HEREUNDER AS SPECIFIED ON THE DELIVERY OF SUBSCRIPTION SERVICES SECTION. PROVISION AND USE OF ANY SERVICES IS CONDITIONED ON SCHOOL’S ACCEPTANCE OF AND COMPLIANCE WITH THIS TERMS. BY AGREEING TO THIS TERMS AND USING OR RECEIVING ANY SERVICES, SCHOOL REPRESENTS AND WARRANTS THAT SCHOOL HAS READ THIS TERMS, IS AUTHORIZED TO ACCEPT AND AGREE TO IT, AND AGREES TO BE BOUND BY IT.
1. INTRODUCTION.
Applicable Terms. Thanks for using JuruSchool Mobile App. JuruSchool Mobile App is an online, standard mobile-based application services made generally available on a subscription basis (referred to as “Subscription Services”). The Subscription Services is provided by JuruQuest Consulting Sdn. Bhd., Registration No. 200901002485 (845414-P) (referred to as “JuruQuest”) to allow the subscriptions from public and/or private educational institutions (referred to as “School”); collectively referred to herein as the “Parties”. The School’s use of JuruSchool mobile app and/or any software, devices, digital contents, services, information and data submitted to and stored in the Subscription Services by or on behalf of the School (referred to as “Content”) available through it is subject to the Terms. If there is any conflict between the JuruSchool TOS and the JuruQuest T&C, the JuruSchool TOS shall prevail. School may issue credentials to any individual (referred to as “User”) to log on to the Subscription Services and/or any other services identified on the applicable Terms (referred to as “Services”).
2. DELIVERY OF SUBSCRIPTION SERVICES.
2.1. Subscription Services. During the applicable Subscription Term, JuruQuest will make the Subscription Services available to the School, and hereby grants the School the right to permit Users to use the Subscription Services in accordance with these Terms. The School may view important information concerning the rights and restrictions associated in these terms. The Subscription Services are provided as software-as-a-service and are not customized to School’s unique requirements. From time to time throughout the Subscription Term, JuruQuest may make upgrades, changes and/or improvements to the Subscription Services in order to enhance the Subscription Services generally and/or remedy any issues with the Subscription Services.
2.2. Non-Commercial Use Only: The Subscription Services are for the personal use of School only and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by this Terms. Illegal and/or unauthorized use of the Subscription Services, including collecting User’s names by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Subscription Services is not permitted. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from the Content without notice. Appropriate legal action will be taken by us for any illegal or unauthorized use of the Subscription Services.
Any commercial use of Subscription Services by School shall enter into a separate agreement. If there is any conflict between this Terms and the agreement, the agreement shall prevail.
2.3. Age Requirements. The minimum age requirement for User to use Subscription Services is 18 years old. If the User is under the age required to manage own JuruSchool account, User must have his parent or legal guardian’s permission to use a JuruSchool Account. Please have the parent or legal guardian read these terms with User.
If the User is a parent or legal guardian, and the User allow his child to use the Subscription Services, then these terms apply to the User and the User is responsible for his child’s activity on the services.
Some JuruQuest services have additional age requirements as described in their service-specific additional terms and policies.
2.4. Access to and Use of Content. The User may use JuruSchool Subscription Services to browse, locate, view, stream, or download Content for mobile, computer, or other supported device (“Device”). To use JuruSchool Subscription Services, User will need a Device that meets the system and compatibility requirements for the Subscription Services, working Internet access, and compatible software.
2.5. Third-Party Fees. The School is responsible for any access or data fees incurred from third parties (such as Internet provider or mobile carrier) in connection with the use and viewing of JuruSchool.
2.6. Purchase of Goods. JuruQuest shall only act as a service provider to facilitate or process the monetary transactions made via JuruSchool Subscription Services. When User purchase any goods, including but not limited to food, book, stationary or other goods (referred to as “Goods”) on or using JuruSchool Subscription Services User will enter into a separate purchase transaction with the seller which will be supplier of the Goods (the “Supplier”), including where JuruQuest is acting as an agent for the Supplier.
User’s purchase is completed once User receive the payment receipt confirming the purchase of that Goods.
2.7. JuruSchool Payments. To purchase Goods through Subscription Services, User must have a JuruPay Payments account and agree to the JuruQuest T&C. The JuruQuest T&C applies whenever the User purchases any form of Goods using the JuruPay Payments account. User shall be held responsible for all amount payable associated with purchases made through Subscription Services on the own JuruSchool Payments account, which includes but is not limited to Goods purchase price, service tax and bank transfer fee (referred to as “Bank Transfer Fee”). Bank Transfer Fee shall be borne by JuruQuest up to ONLY four (4) times per month, and for the 5th time onwards, it has been agreed by the school that User shall be voluntarily liable to pay the amounted Bank Transfer Fee that follows.
JuruPay refers to the digital wallet operated by JuruQuest which can be downloaded via App Store or Play Store JuruPay mobile application, and is licensed by Bank Negara Malaysia (“BNM”). Further description on JuruPay shall refer to JuruQuest T&C.
2.8. Updates. JuruSchool or related support libraries may need to be updated, for example, for bug fixes, enhanced functions, missing plug-ins and new versions (collectively, “Updates”). Such Updates may be necessary in order for the User to access, download, or use JuruSchool mobile app. By agreeing to these Terms and using JuruSchool mobile app, School agree to receive such Updates automatically. User may be able to manage Updates to JuruSchool mobile app via Settings in own Device. If it is determined, however, that the Update will fix a critical security vulnerability related to the JuruSchool mobile app, the Update may be completed irrespective of the User’s settings in own Device.
2.9. Term. JuruSchool subscriptions shall come into force on the date of these terms are agreed upon and will continue in effect so long as the Terms are in effect, unless either party provides written notice of non-renewal to the other party at least sixty (60) days.
2.10. Changes to these Terms. If the Terms change, School will be given at least thirty (30) day notice, and the new Terms will be effective after such notice period. School’s continued use of JuruSchool subscriptions following such notice period will indicate School’s acceptance of the new Terms. The new Terms will apply to the use of all Subscription Services and all subsequent installs or purchases. If School do not agree with such changes, School may terminate the use of JuruSchool Subscription Services.
2.11. Monitoring. JuruQuest will monitor the Subscription Services, on a 7 x 24 x 365 basis, for correct operation, capacity and performance. When any faulty operation, capacity or performance of the Subscription Services is identified and verified by JuruQuest, JuruQuest will endeavor to correct any such issues and restore normal operation of the Subscription
Services.
2.12. Privacy and Security. JuruQuest is committed to protecting the personal information that JuruQuest receives from the School. As further described in JuruQuest’s Privacy Policy, JuruQuest will take commercially reasonable and appropriate technical and organizational measures to protect the School’s personal information against unauthorized access, accidental loss or damage and unauthorized destruction. The security provided by JuruQuest shall be in accordance with good industry practices relating to protection of the types of data typically utilized in the Subscription Services by JuruQuest Schools.
2.13. Other Services. JuruQuest may provide related Services (including consulting and training Services) under this Terms, as agreed to in writing by the parties and specified on one or more separately executed agreements made subject to this Terms. Any deliverables provided by JuruQuest in connection with such Services shall only be used in connection with School’s authorized use of the Subscription Services. Unless otherwise expressly agreed in writing by the parties, such Services shall be provided on a time and materials basis at JuruQuest’s then-current standard rates.
2.14. School’s Affiliates. School’s Affiliates may opt in for Subscription Services subject to the Terms by submitting a registration with JuruQuest under which Affiliate will be bound as School hereunder.
2.15. Content Processing. School shall act as the data controller for any and all Content. JuruQuest shall act as the data processor on behalf of School with respect to such Content and shall carry out the instructions of School with regard to the collection, processing and protection of such Content in accordance with this Terms.
School may add, edit, manage and/or remove the Content submitted to and stored in Subscription Services on its own discretion, however any deleted or removed Content cannot be retrieved and JuruQuest will not hold any responsibility in restoring the deleted or removed Content.
3. INTELLECTUAL PROPERTY
3.1. JuruQuest Intellectual Property Rights. All right, title and interest in and to the Services (including, without limitation, all intellectual property rights therein and all modifications, extensions, customizations, scripts or derivative works of the Services provided or developed by or for JuruQuest) is owned exclusively by JuruQuest or its licensors. If School or any Users provide JuruQuest with any suggestions, enhancement requests, recommendations or other feedback (“Feedback”) regarding the Services, School also grants to JuruQuest a perpetual, irrevocable, worldwide, royalty-free, fully paid up, transferable and sub-licensable license to use, modify, distribute and incorporate School’s Feedback into the Services without attribution of any kind. All Feedback, if any, is provided by School without warranties. School shall have no obligation to provide Feedback.
3.2. Restrictions. JuruQuest and School each agree not to derive, or attempt to derive, directly or indirectly, source code or other trade secrets from the other party, or otherwise reverse engineer or decompile all or any portion of the other party’s technology, except and only to the extent expressly permitted by, and in accordance with, applicable law.
4. REPRESENTATIONS AND WARRANTIES
4.1. Mutual Representation and Warranties. Each party represents and warrants to the other that (i) it has the legal right and authority to enter into this Terms and perform its obligations hereunder, (ii) it will not introduce into the Subscription Services any virus, worm, Trojan horse, time bomb, or other malicious or harmful code and (iii) the performance of its obligations hereunder and delivery and use of the Services will not violate any applicable laws or regulations (including without limitation those related to privacy, security, and/or the collection, use, transmission and/or retention of data within or between any jurisdiction(s). With respect to the representation and warranty set forth in (iii) above, JuruQuest’s representation relates solely to its delivery of the Services and School’s representation relates solely to its and the Users’ use of the Services.
4.2. JuruQuest Product Warranty. JuruQuest warrants that the Subscription Services will conform in all material respects with JuruQuest’s standard end user documentation for such Subscription Services. In the event of a breach of the warranty set forth in this Section 4.2, School’s sole and exclusive remedy will be that JuruQuest shall, upon receipt of written notice of breach, make diligent efforts to become compliant with the warranty set forth in this Section 4.2, and if JuruQuest does not do so within a reasonable period of time, School will be entitled to terminate this Terms pursuant to Section 9.1.
4.3. No Other Warranty. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION
4.4. 4, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND SCHOOL’S USE OF THE SERVICES IS AT SCHOOL’S OWN RISK. JURUQUEST DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER EXPRESS AND/OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. JURUQUEST DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.
4.5. Disclaimer of Actions Caused by and/or Under the Control of Third Parties. JURUQUEST DOES NOT AND CANNOT CONTROL THE FLOW OF DATA TO OR FROM JURUQUEST’S NETWORK AND OTHER PORTIONS OF THE INTERNET, AND ACCORDINGLY JURUQUEST DISCLAIMS ANY AND ALL LIABILITY RESULTING FROM OR RELATED TO A FAILURE IN THE PERFORMANCE OF INTERNET SERVICES PROVIDED OR CONTROLLED BY A THIRD PARTY OTHER THAN ANY CONTRACTOR OR AGENT OF JURUQUEST HEREUNDER.
5. SCHOOL OBLIGATIONS
5.1. School shall not, and shall procure that Users do not, use the Subscription Services (i) to perform any activity that is unlawful, or that is harmful to or interferes with any use of the Subscription Services, or the network, systems and/or facilities of JuruQuest or the network, systems and/or facilities of any other provider; (ii) to store, process, publish or transmit any threatening, infringing or offensive material, or material that constitutes Spam/E-mail/Usenet abuse, a security risk or a violation of any party’s privacy, intellectual property or other rights; (iii) in a service bureau, outsourcing, renting, sublicensing or time-sharing capacity, or in a manner that permits concurrent use of a single User login; (iv) to perform any activity intended to circumvent the security measures of JuruQuest or any third party; or (v) other than in connection with School’s products or services. If School becomes aware of any breach of the foregoing, School will notify JuruQuest and remedy the situation immediately, including, if necessary, limiting, suspending or terminating any relevant User’s access to the Subscription Services. In the event of a breach or suspected breach of any of the foregoing prohibitions, JuruQuest reserves the right to suspend School’s Services, if reasonably necessary to prevent harm to JuruQuest, School, other Schools, and/or JuruQuest’s partners, vendors and suppliers with such notice as may be reasonable in the context of the prospective harm. School is responsible for the confidentiality and use of Users’ passwords and user names.
6. LIMITATIONS OF LIABILITY
6.1. EXCEPT FOR A PARTY’S OBLIGATIONS UNDER SECTION 7 (DUTY TO DEFEND); OR DAMAGES ARISING OUT OF A PARTY’S FRAUD, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR VIOLATION OF APPLICABLE LAW, OR ANY PERSONAL INJURY OR DEATH TO THE EXTENT CAUSED BY A PARTY; OR ANY LOSS OR DAMAGE FOR WHICH LIABILITY CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW, IN NO EVENT, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT OR OTHERWISE, WILL EITHER PARTY, ITS LICENSORS, OR ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR CONTRACTORS BE LIABLE TO THE OTHER PARTY FOR: (I) ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES INCLUDING WITHOUT LIMITATION ECONOMIC LOSS, LOST PROFITS, LOSS OF USE, REPROCUREMENT COSTS OR LOST OR DAMAGED DATA, EVEN IF SAID PARTY OR ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES ARE FORESEEABLE, OR IF SUCH DAMAGES ARISE FROM ANY MISREPRESENTATION, BREACH OF ANY IMPLIED OR EXPRESS WARRANTY OR CONDITION, OR BREACH OF ANY OTHER TERM (INCLUDING A FUNDAMENTAL BREACH OR BREACH OF A FUNDAMENTAL TERM), OR BREACH OF STATUTORY DUTY; OR (II) A MAXIMUM AGGREGATE LIABILITY IN ANY CLAIM, ACTION, DEMAND OR PROCEEDING WHICH EXCEEDS THE TOTAL AMOUNT OF THE FEES ACTUALLY PAID TO JURUQUEST BY SCHOOL FOR THE SERVICE(S) GIVING RISE TO THE CLAIM DURING THE YEAR IN WHICH CLAIM AROSE.
6.2. THE PROVISIONS OF THIS TERMS ALLOCATE THE RISKS BETWEEN JURUQUEST AND SCHOOL. THE FEES PAYABLE BY SCHOOL (IF APPLICABLE) REFLECT THIS ALLOCATION OF RISK, AS EXPRESSED BY THE LIMITED WARRANTIES, REMEDIES AND LIMITATIONS OF LIABILITY SET OUT IN THIS TERMS. EXCEPT AS EXPRESSLY STATED IN THIS TERMS, SCHOOL AGREES THAT IT HAS NOT RELIED ON ANY INDUCEMENT, REPRESENTATION, WARRANTY OR STATEMENT MADE BY OR ON BEHALF OF JURUQUEST IN RELATION TO THE SUBJECT MATTER OF THIS TERMS. EACH OF THE PARTIES HERETO IRREVOCABLY WAIVES ITS RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS TERMS OR ANY DEALINGS BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER OF THIS TERMS. EACH OF THE PARTIES HERETO ACKNOWLEDGES THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO AGREE TO THIS TERMS. IN THE EVENT OF LITIGATION, THIS TERMS MAY BE FILED AS A WRITTEN CONSENT TO A TRIAL BY THE COURT.
7. DUTY TO DEFEND
7.1. JuruQuest shall defend or settle, at its expense, any claim or action (“Claim”) against School that (a) the Subscription Services, as made available by JuruQuest to School under this Terms and used within the scope of this Terms, infringe any copyright, trade secret, patent or other proprietary right, or (b) is a result of personal injury or death caused by JuruQuest’s negligence or willful misconduct; and JuruQuest shall pay all final judgment awards against School or settlement costs in connection with such Claim.
7.2. School shall defend or settle, at School’s expense, any Claim brought against JuruQuest that (a) any Content infringes any copyright, trade secret, patent or other proprietary right of a third party, or (b) is a result of personal injury or death caused by School’s negligence or willful misconduct; and School shall pay all final judgment awards against JuruQuest or settlement costs in connection with such Claim.
7.3. As a condition to the defense and settlement obligations of the parties in this Section 7, a party must provide the defending party prompt notice of any Claim and shall cooperate in all reasonable respects with the defending party in connection with any such Claim. The defending party shall be solely entitled to control the handling of any such Claim and to defend or settle any such Claim, in its sole discretion, with counsel of its own choosing.
7.4. With respect to any Subscription Services that are found to be infringing, or in JuruQuest’s opinion are likely to be found infringing, JuruQuest may, at its option, (a) obtain the right for School to continue using the Subscription Services; (b) replace or modify the Subscription Services so they are no longer infringing but still provide substantially similar functionality, or (c) terminate the applicable Subscription Services. In the event of such termination, JuruQuest will refund any subscription fees pre-paid by School for the terminated Subscription Services, pro-rated for the remainder of School’s Subscription Term after the effective date of termination.
7.5. The foregoing obligations of JuruQuest shall not apply to any infringement Claim to the extent arising from (a) School’s use of the Services in a manner other than in accordance with this Terms; (b) School’s use of the Services in conjunction with Content or data where use with such Content or data gave rise to the infringement Claim; and/or (c) School’s use of the Service(s) with other software, hardware or services, where use with such other software, hardware or services gave rise to the infringement Claim.
The foregoing states JuruQuest’s entire obligation and School’s sole and exclusive remedy for any claim of infringement of any third party copyright, trade secret, patent or other proprietary right.
8. CONFIDENTIALITY
8.1. JuruQuest is committed to adhere with the Personal Data Protection Act (PDPA) 2010 in processing the School’s personal information for the performance of the Subscription Services.
8.2. Each party acknowledges that it will have access to certain confidential information of the other party concerning the other party’s business, plans, Schools, technology, and products, and other information held in confidence by the other party (“Confidential Information”). Confidential Information will include all information in tangible or intangible form that is marked or designated as confidential or that, under the circumstances of its disclosure, should be considered confidential. Confidential Information will also include, but not be limited to, the non-public portions of the Subscription Services, network design and documentation; any benchmark testing of the Subscription Services; the terms and conditions of this Terms; and all Content. A party receiving any Confidential Information (“Recipient”) of the other party (“Discloser”) will use at least the same care to prevent disclosure and unauthorized use of such information as Recipient uses with respect to its own confidential and proprietary information of like importance under similar circumstances, which will not be less than reasonable care. Recipient will not disclose Confidential Information to any third parties, provided that Recipient may disclose the Confidential Information to its employees and contractors who need to know such information and who are bound in writing by restrictions regarding disclosure and use of such Confidential Information comparable to those set forth herein. Recipient will not use any Confidential Information for any purpose other than to exercise its rights and perform its obligations under this Terms. The foregoing restrictions on disclosure and use will not apply with respect to any Confidential Information to the extent such Confidential Information: (a) was or becomes publicly known through no wrongful act or omission of Recipient; (b) was rightfully known by Recipient before receipt from Discloser; (c) is independently developed by Recipient (i.e., without the use of or reference to the Confidential Information of the Discloser); or (d) becomes rightfully known to Recipient without confidential or proprietary restriction from a source other than Discloser that does not owe a duty of confidentiality to Discloser with respect to such Confidential Information. Recipient may disclose Confidential Information to the extent Recipient is legally required to disclose such Confidential Information, provided, however, that prior to any such required disclosure, Recipient will give Discloser reasonable advance notice of any such disclosure and will cooperate with Discloser in protecting against any such disclosure and/or obtaining a protective order narrowing the scope of such disclosure and/or use of the Confidential Information.
9. TERMINATION
9.1. Termination for Cause. Either party may terminate this Terms if the other party materially breaches this Terms and does not cure such breach within thirty (30) days after receipt of written notice of such breach from the non-breaching party.
9.2. Effect of Termination. Upon the effective date of termination of this Terms:
a. JuruQuest will immediately cease providing the Services. On School’s request, at any time during the thirty (30) day period following the effective date of termination, JuruQuest will provide to School all Content in the JuruQuest system. School data generated by the JuruQuest system during the Subscription Term will be provided in .csv format, and all other School content or materials stored in the JuruQuest system will be returned in the format in which it was supplied to JuruQuest by School. For the avoidance of doubt, School has the right to retrieve its Content at any time during any Subscription Term. After the expiration of the foregoing thirty (30) day period, JuruQuest will delete all School Content, and will confirm such deletion upon School request;
b. any and all of School’s payment obligations under this Terms for the Services provided through the effective date of termination will immediately become due; and
c. in the event of termination for cause by School pursuant to Section 9.1, JuruQuest will refund any subscription fees pre-paid by School (if any), pro-rated for the remainder of School’s Subscription Term after the effective date of termination.
9.3. Survival. The obligations of the parties under this Terms, which by their nature would continue beyond termination, cancellation, or expiration of this Terms, shall survive termination, cancellation, or expiration of this Terms.
10. MISCELLANEOUS PROVISIONS
10.1. Entire Terms. This Terms, including any other agreements and all documents incorporated herein by reference, constitutes the complete and exclusive terms between the parties with respect to the subject matter hereof, and supersedes and replaces any and all prior or contemporaneous discussions, negotiations, understandings and agreements, written and oral, regarding such subject matter. School acknowledges that any agreements made hereunder are not reliant, or contingent upon, the delivery, or promise of delivery, of any future functionality, features, products or services. The terms set forth in this Terms and any agreement will control in the event that there are any different or additional terms set forth on any purchase order or other form that School submits. This Terms may not be modified or amended except in writing signed by a duly authorized representative of each party.
10.2. Governing Law. This Terms shall be governed by the laws of Malaysia and the Parties agree to submit to the exclusive jurisdiction of the Malaysian courts.
10.3. Severability; Waiver. In the event any provision of this Terms is held by a tribunal of competent jurisdiction to be contrary to the law, the remaining provisions of this Terms will remain in full force and effect. The waiver of any breach or default of this Terms will not constitute a waiver of any subsequent breach or default, and will not act to amend or negate the rights of the waiving party.
10.4. Publicity. Promptly after the Effective Date, the parties will cooperate reasonably to issue a mutually acceptable press release announcing School’s selection of JuruQuest. Following go-live of the production environment of the Subscription Services ordered hereunder, School agrees that JuruQuest may use School’s name in JuruQuest’s School lists, and, at JuruQuest’s request (i) School agrees to be available as a School reference for reference calls or onsite visits, and/or to present at JuruQuest public events, as approved by mutual agreement of the parties; and (ii) the parties will cooperate reasonably to prepare a mutually acceptable and approved “Success Story/Case Study” about School’s use of JuruQuest’s products and services, which may be used and made publicly available by JuruQuest for marketing purposes.
10.5. Assignment. Neither party may assign this Terms either in whole or in part without the prior written consent of the other party, except that either party may assign this Terms to its affiliate or to a successor to all or substantially all of the business or assets of such party (whether direct or indirect, by operation of law or as the result of an acquisition, merger or other such change of control). JuruQuest may also delegate the performance of certain Services to third parties, provided JuruQuest controls the delivery of such Services to School and remains responsible to School for the delivery of such Services. This Terms will bind and inure to the benefit of each party’s successors and permitted assigns.
10.6. Notices. Any notice hereunder will be in writing and delivered in person or by courier, sent by email or confirmed facsimile (fax), or mailed by certified or registered mail, postage prepaid, return receipt requested, and addressed as set forth on the Order or to such other address as given in accordance with this Section. If notice is given in person, by courier or by email or fax, it will be effective upon receipt; and if notice is given by mail, it will be effective five (5) business days after deposit in the mail. Any notice to JuruQuest shall be copied at the same time in writing to: JuruQuest Consulting Sdn. Bhd. (Attn: Legal Department), Unit 901A Level 9, Tower A Uptown 5, No. 5 Jalan SS21/39, Damansara Uptown, 47400 Petaling Jaya, Selangor Darul Ehsan; Email: [email protected]; Fax: +60 3 7710 8832.
10.7. Remedies. The parties agree in the event of an actual or threatened material breach of this Terms, the non-breaching party will be entitled to seek immediate injunctive relief, in addition to whatever remedies it might have at law or under this Terms. Except as otherwise expressly provided herein, all rights and remedies hereunder are cumulative, may be exercised singularly or concurrently and will not be deemed exclusive. If any legal action is brought to enforce any obligations hereunder, the prevailing party will be entitled to receive its attorneys’ fees, court costs and other collection expenses, in addition to any other relief it may receive.
10.8. Force Majeure. Each party will be excused from performance for any period during which, and to the extent that, it is prevented from performing any obligation or service as a result of causes beyond its reasonable control.