1. Introduction
1.1 Welcome to the SPX Express website and mobile application (the “Platform”) operated by SPX Xpress (Malaysia) Sdn. Bhd. (“SPX,” “we,” “us,” or “our”). SPX Express is a paid service where you (“Sender”, “User”, “you,” or “your”) may engage SPX on a non-exclusive basis to provide delivery and related services as described in these Terms of Service. Please read these Terms of Service carefully before creating an account (“Account”) via our proprietary platform known as the SPX Portal (“Portal”) so that you are aware of your rights and obligations.
1.2 The services we provide to users (“Users” or “you” or “your”) include (a) the Platform; (b) the services provided via the Portal and by the SPX client software made available through the Portal, enabling you to create and manage delivery orders to transport your parcel (“Shipment”) to your designated location (including deliveries arranged via our SPX Service Point) (“Delivery Services”); and (c) all information, linked pages, features, data, text, images, photographs, graphics, music, sounds, videos, messages, tags, content, programming, software, application services (including, without limitation, any mobile application services), application programming interfaces (“APIs”), application keys and/or security tokens (“Tokens”), specifications and/or technical documentation accompanying the APIs (“API Documentation”) or other materials made available through the Platform, the Portal or its related services (collectively, the “Services”). Any new features added to or amending the Services shall also be subject to these Terms of Service.
1.3 Before becoming a User of the Platform or engaging our Services, you must read and accept all of the terms and conditions in, or linked to, these Terms of Service and you must consent to the processing of your personal data as described in our Privacy Policy. We reserve the right to revise these Terms of Service at any time without providing notice to you. Your continued use of the Platform, the Portal and/or any of our Services after such changes or amendments have been posted shall constitute your acceptance of the revised Terms of Service. If you do not agree to any such changes, you must stop using the Services, the Platform and the Portal. For the avoidance of doubt, newer versions of these Terms of Service supersede older versions, unless otherwise agreed by SPX.
1.4 We reserve the right to (a) refuse to provide you access to the SPX platform, the Portal, the Delivery Services or to allow you to open an Account for any reason; and/or (b) change, modify, suspend or discontinue all or any part of this Platform, Portal or the Services, temporarily or permanently, at any time or upon notice as required by local laws. We may release certain Services or their features in a beta version, which may not work correctly or in the same way the final version may work, and we shall not be held liable in such instances. We may also impose limits on certain features or restrict your access to any part of the, or the entire, Platform, Portal or Services in our sole discretion and without notice or liability.
1.5 By giving us your shipment for delivery services, using the platform, the portal, our delivery services or opening an account, you give your irrevocable acceptance of and consent to these terms of service including those additional terms and conditions and policies referenced herein, on our platform, on our portal and/or linked hereto (“terms of service”). If you do not agree to these terms of service, please do not use our services or access the platform. If you are under the age of 18 or the legal age for giving consent hereunder pursuant to the applicable laws in your country (the “legal age”), you must get permission from a parent or legal guardian to open an account and that parent or legal guardian must agree to these terms of service. If you do not know whether you have reached the legal age, or do not understand this section, please do not create an account until you have asked your parent or legal guardian for help. If you are the parent or legal guardian of a minor who is creating an account, you must accept these terms of service on the minor's behalf and you will be responsible for all use of the platform, the portal, our services and/or the account.
2. Account Management
2.1 You may register for an Account to use the Delivery Services. You may only create an Account and use our Services if you are located in one of our approved countries, as updated from time to time.
2.2 To create an Account, you may be required to provide certain personal information including your mobile number, telephone number, email and/or your preferred password. We will only process your registration once you have provided all requested information. Upon successful creation of your Account, you will be provided a unique user identification (“User ID”).
2.3 You are only allowed to open a single Account and you cannot transfer your Account to any other person.
2.4 You agree to (a) keep your password confidential and use only your User ID and password when logging in; (b) ensure that you log out from your Account at the end of each session on the Portal; (c) immediately notify us of any unauthorized use of your Account, User ID and/or password; and (d) ensure that your Account information (including email and bank account details) is accurate and up-to-date.
2.5 You are responsible for supplying and authorizing access to your Account to your authorized personnel, and for ensuring that any person operating your Account on your behalf has full power and authority to do so on your behalf. You are fully responsible for all activities that occur under your Account even if such activities or uses were not committed by you. We will not be liable for any loss or damage arising from unauthorized use of your password or your failure to comply with these Terms of Service.
2.6 While using or accessing the Platform and/or the Portal, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third party providers, advertisers or sponsors. Any such activity, terms, conditions, warranties or representations associated with such activity are solely between you and the relevant third party. We shall have no liability, obligation or responsibility for any such correspondence, purchase, transaction or promotion between you and any such third party.
3. Limited Licence
3.1 We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Services subject to these Terms of Service. Unless we provide you with our consent, this licence does not allow you to make any commercial use or any derivative use of the Services (including without limitation any of our individual elements or content). All proprietary content, trademarks, service marks, brand names, logos and other intellectual property displayed in the Platform and/or the Portal are our property and where applicable, third party proprietors identified in the Platform and/or the Portal. No right or licence is granted directly or indirectly to any party accessing the Platform and/or the Portal to use or reproduce any such proprietary content, trademarks, service marks, brand names, logos and other intellectual property, and no party accessing the Platform and/or the Portal shall claim any right, title or interest therein.
3.2 By using or accessing the Services, you agree to comply with the copyright, trademark, service mark, and all other applicable laws that protect the Services, the Platform, the Portal, the APIs, Tokens, API Documentation, and our content. You agree not to copy, distribute, republish, transmit, publicly display, publicly perform, modify, adapt, rent, sell, or create derivative works of any portion of the Services, the Platform, the Portal or our content. You also may not, without our prior written consent, mirror or frame any part or whole of the contents of the Platform and the Portal on any other server or as part of any other website.
3.3 Any software provided by us to you as part of our Services is subject to the provisions of these Terms of Service. We reserve all rights to the software not expressly granted by us hereunder. Any third party scripts or code linked to or referenced from the Platform and/or the Portal are licensed to you by the third parties that own such scripts or code, not by us.
3.4 You are welcome to link to the Platform from your website, provided that your website does not imply any endorsement by or association with us. You acknowledge that we may, in our sole discretion and at any time, discontinue providing any part of the Services without notice.
3.5 You acknowledge, consent to, and agree that we may access, preserve, and/or disclose your Account information and any other materials or information you provide to us to any legal, regulatory, or governmental authority, the relevant rights owner, or other third parties if required to do so by law, pursuant to an order of a court or lawful request by any governmental or regulatory authority having jurisdiction over us or in a good faith belief that such access preservation or disclosure is reasonably necessary to (a) comply with legal process or applicable law; (b) enforce these Terms of Service or our Prohibited Items and Packaging Guidelines (“Guideline”); (c) respond to your requests for customer service; or (d) protect our rights, property, or personal safety, or that of other Users and/or the public.
3.6 We may from time to time release updates, bug fixes, patches, or other error corrections to the Platform and/or the Portal (“Updates”). Each Update constitutes part of the Platform and/or the Portal and is subject to these Terms of Services.
4. Shipments
4.1 If the Sender is obtaining the Delivery Service with SPX for Sender’s Shipment, the Sender may complete its shipping form using the Sender’s Account via the Portal; complete a shipping form at an SPX drop-off point or such other method allowed by us from time to time. In placing a Delivery Service, you must provide such information as requested by us, including (i) shipping method (i.e., pickup service or drop-off service); (ii) (as applicable) pickup information; (iii) delivery information (i.e. name of the recipient, delivery address and recipient’s contact number); (iv) parcel information; (v) service requirement (i.e., delivery timing), (vi) payment method (i.e. bank transfer, cash-on-delivery (“COD”) service (“COD Service”) (if available) etc); and (vii) name of the person who is the designated recipient of such Delivery Parcel (“Recipient”) and Recipients delivery address and phone number (“Delivery Instructions”).
4.2 Notwithstanding the foregoing, a Delivery Instruction shall not be binding on SPX unless and until such Delivery Instruction is confirmed on the Platform and/or the Portal or by SPX. In any event, we reserve the right, at our sole discretion, to accept or reject any Delivery Instruction.
4.3 If applicable, you acknowledge and agree that we may determine your eligibility for COD Service and to activate or deactivate your COD Service with or without notice to you at any time and for any reason, including, but not limited to, your failure to comply with these Terms of Service.
4.4 The Sender shall be responsible for passing the Shipment to us for the use of Services, except where we agree to pick up the Shipment at the location specified by Sender. If we agree to pick up the Shipment, the pickup and delivery address for a Shipment must be within the pickup and delivery zones of SPX, as specified by us and published on the Platform and/or the Portal from time to time and/or otherwise as agreed with us. We may update the pickup and delivery zones at any time, at our sole discretion.
4.5 You agree that SPX has full discretion on the routing and diversion of the Shipments, including arranging for delivery via intermediate stops. If necessary and/or required by law, SPX may (at your cost) arrange for the Shipments to be shipped via a different route. Delivery Parcels may be subject to screening which may include x-ray, explosive trace detection and other security screening methods, and SPX may open and inspect Delivery Parcels in accordance with applicable law without prior notice to you.
4.6 You acknowledge that any change or cancellation of Delivery Instructions may only be made through the Platform and/or the Portal and only as may be allowed by SPX at its sole discretion.
4.7 The Sender shall be responsible for his/her Shipment including but not limited to mirrors, televisions, smartphones, vase and other items that can be easily broken or damaged (“Fragile Items”) and shall ensure it is properly and securely packed and labelled accordingly.
4.8 Additionally, the Sender shall:
i. properly manage and ensure that the Delivery Instructions are complete, true, and accurate. In the event that the Recipient or Alternative Recipient (as the case may be) fails to receive the Delivery Parcel due to incomplete, untrue, or inaccurate Delivery Instructions, Sender shall resolve the failed delivery issue with Recipient and, without prejudice to the right of SPX to be indemnified in Clause 11 and to the other rights of SPX in these Terms of Service and under the applicable law, pay SPX the Shipping Fee (defined below);
ii. ensure that the Shipment is ready for handover to SPX on the pickup date that you indicated in your Delivery Instructions if you select “Pickup Service” as the shipping method;
iii. if applicable, deliver the Shipment to your chosen SPX drop-off point within the timeframe determined and notified to you by SPX if “Drop-Off Service” is made available to you and you selected it as the shipping method;
iv. comply with our prescribed standard operating procedures, weight restrictions, size restrictions, airway bill labelling, and other shipping and packaging requirements under any of our policies and/or applicable law;
v. ensure that the Shipment does not contain any prohibited or restricted items (“Prohibited Goods”) as stated in SPX’s Guideline. For the avoidance of doubt, SPX does not accept Shipment containing the following items and Seller shall ensure that the Shipment does not contain such items:
(i) fresh food, fruit and vegetable, frozen food and canned food;
(ii) fragile items such as glass, ceramics, solar panels etc.; and
(iii) plants.
(i) notify the Sender and make the Shipment available for self-collection at such address solely determined by SPX. Where the Shipment has not been collected within seven (7) days of such notification, SPX shall be entitled to dispose the Shipment at Sender’s cost without Sender’s approval, in such manner as SPX deems fit, and Sender shall be deemed to have forfeited all rights to the Shipment. Sender further agrees that SPX shall not be liable for any loss suffered by Sender due to such disposal;
(ii) dispose the Shipment if SPX determines that the Shipment may create a safety, health, or liability risk to SPX, its personnel, or any third party; or
(iii) take any action as required by the applicable laws and regulations. 4.10 In the event that the packaging of the Shipment is damaged, not safe for delivering or may cause damage, SPX may, at its sole discretion, carry out further packaging or modify the packaging of the Shipment in order to secure the integrity of the Shipment for delivery. 4.11 Additionally, SPX shall be entitled to the following measures if SPX deems a Shipment unsuitable because of its nature (size, format, weight, contents, etc.) or for other reasons:
i. refuse acceptance of the Shipment;
ii. if the Shipment has already been handed over, return it or store it until its collection;
iii. transport the Shipment without notifying the Sender and, if necessary and/or required by law, to choose a different route (e.g. by road and sea instead of by air freight as planned) and to invoice the Sender for any additional costs incurred as a result. SPX shall also be entitled to exercise the rights referred to in the paragraph above if it suspects that the Shipment contains Prohibited Goods or that there are any breaches of contract and the Sender fails to comply with SPX’s request to supply information.
4.12 SPX reserves the right to refuse the transport and delivery of any class of goods at its sole discretion.
4.13 SPX is not obliged to check whether a Shipment contains Prohibited Goods. However, SPX shall be entitled to open a Shipment and to inspect the contents if it suspects that the Shipment contains Prohibited Goods. In addition to the foregoing, SPX has the right to open and inspect a Shipment without notice for security or customs or other valid reasons.
4.14 Sender may purchase insurance coverage to insure the Sender’s Shipments. If the Sender chooses not to purchase any insurance coverage for the Sender’s Shipment, SPX liability toward the damage or loss of the Shipment shall be limited to that as provided in Clause 12.3. SPX shall not be liable for any losses or damages caused to a Shipment which contains any non-claimable items as illustrated in the Guideline (“Non-Claimable Items”).
4.15 SPX also provides Delivery Services for orders made by Recipients via 3rd party sites (“Orders”). The terms of Delivery Services for such Orders may vary depending on the terms of the 3rd party sites, unless specified otherwise.
5. Delivery Standards and Customer Service Contact Information
5.1 SPX aims to deliver the Sender’s Shipment to Recipient at the place of delivery requested by Recipient in a timely manner and within the estimated delivery time indicated below:
Note: Delivery times may be longer for sea shipping or buyer self-collect methods.
5.2 Both Sender and Recipient may track the status of a Shipment by entering the tracking number of the Shipment at SPX’s website.
5.3 SPX shall notify Recipient if we expect to be unable to meet our estimated delivery date, but, to the extent permitted by law, SPX shall not be liable to Recipient for any losses, liabilities, costs, damages, charges or expenses arising out of late delivery.
5.4 Upon delivery of the Shipment, Recipient may be required to sign for delivery as proof.
5.5 Both Sender and Recipient may contact SPX’s Customer Service Team via the webform found in SPX’s website at https://spx.com.my (“Complainant”) in case of any faults, loss or damage of the Shipment (“Complaint”). SPX’s Customer Service Team is available on Mondays to Fridays from 9:30 a.m. to 6:30 p.m. (excluding public holidays). We will attempt to resolve the Complainant’s Complaint within five (5) working days (“Resolution Time”). However, more time for resolution may be required depending on the nature of the Complaint. Upon our request, the Complainant must provide documents necessary for the investigation of the Complaint. Failure to do so may hinder our investigation and delay the Resolution Time.
5.6 We shall only be liable for compensation of any Shipment to the actual value of the Shipment, subject always to Clause 12.3.
5.7 SPX may compensate Sender in respect of a Complaint (“Compensation”) after conducting its investigation. Prior to any settlement of Compensation and subject always to Clause 12.3, Sender will be required to provide all such information to SPX as may be required by SPX. The Sender agrees that any decision on a claim for Compensation shall be made by SPX at its sole discretion. Sender acknowledges and agrees that SPX’s decision is final, conclusive, and binding.
5.8 Failure to:
i. initiate your claim within the following time frame calculated from the Shipment date:
(a)within 5 calendar days for damaged Shipments; and
(b)within 30 calendar days for lost Shipments; or
ii. provide SPX the required information, may result in the rejection of your Compensation.
5.9 SPX may settle compensation in respect of loss or damaged Shipments by crediting Sender's bank account or in the form of a credit note. The manner in which SPX compensates the Sender shall be determined by SPX at its absolute discretion.
5.10 Please note that it might not be possible for SPX to deliver to some locations in which event, we will inform both Sender and Recipient: i. at the point Sender wishes to engage SPX for a Delivery Service; or ii. using the contact details that the Sender/Recipient provided to the 3rd party platform.
5.12 SPX shall hand over the Shipment directly to Recipient in accordance with the Delivery Instructions and shall collect the Shipping Fee (defined below), as calculated in accordance with these Terms of Service. SPX will attempt a maximum of three (3) deliveries for the Shipment. Alternatively, in the event that Recipient is not present at the delivery address at the time of delivery, SPX shall hand over the Shipment to
(i) a receptionist, front office staff or internal security staff, where the delivery address is a commercial building, or
(ii) an immediate family member or household assistant, where the delivery address is a residential building (“Alternative Recipient”). As an alternative, SPX may leave the Delivery Parcel at a location near the Recipient’s doorstep if Recipient and/or Alternative Recipient is not available. A photograph of the Delivery Parcel at such location shall be conclusive evidence that the Delivery Parcel has been delivered and SPX shall not be liable for any claim if there is a valid electronic proof of delivery. SPX will return the Shipment to the Sender (“Return Delivery”) after the 3rd failed delivery attempt. SPX will attempt to perform the Return Delivery for a maximum of three (3) times. In the event the Return Delivery is unsuccessful after the 3rd attempt, SPX shall have the right to deal with the Shipment in any manner as SPX deems appropriate, without further liability to the Sender.
5.13 A delivery may be unsuccessful (“Unsuccessful Delivery”) due to various reasons such as:
i. refusal by the Recipient or Alternative Recipient (as the case may be) to accept the Delivery Parcels;
ii. (if applicable) failure by Recipient or Alternative Recipient (as the case may be) to pay the Shipping Fee (defined below) and/or COD amount;
iii. the Recipient or Alternative Recipient cannot be reasonably identified or located (e.g. no appropriate person is present at the Recipient’s address to accept delivery);
iv. change in Delivery Instructions by the User (e.g. postponement of delivery or change in delivery details); and
v. the information provided by the User is inaccurate or incomplete.
For sub-paragraphs (i) to (v) above, SPX shall not be liable for any damages or costs with respect to the delay or cancellation of such delivery.
5.14 Notwithstanding an Unsuccessful Delivery, SPX shall be entitled (but not obligated to impose) to collect from Sender (i) Shipping Fee (defined below); and (ii) if the return of the Shipment to Sender is not due to the fault of SPX, the cost required to transport the Shipment for return to Sender (“Return Shipping Fee”).
5.15 Any Delivery Parcels for return to Sender will be sent to the address indicated by Sender in the Delivery Instructions unless Sender notifies SPX in writing of a different address for the return of the Delivery Parcels. Alternatively, if approved by SPX, Sender may elect to collect their Delivery Parcels from a designated SPX location.
5.16 In the event that Sender is liable to pay a Return Shipping Fee, the Return Shipping Fee shall be notified to, and become payable by, Sender at the time and through such modes of payment accepted by SPX and notified to Sender from time to time.
5.17 If (i) Sender’s designated return address is outdated or incorrect; (ii) Sender has not provided or, upon SPX’s request, has not confirmed a designated return address; (iii) SPX cannot collect the Shipping Fee from Sender or Recipient (as the case may be) and/or (if applicable) the Return Shipping Fee from Sender; or (iv) Sender fails to collect their Shipment from the designated SPX location, SPX shall notify Sender of the aforementioned event(s).
5.18 If Sender fails to resolve the issue within such number of days specified by SPX in the written notice, SPX shall have the right to dispose of the Shipment at Sender’s cost and in the manner SPX deems appropriate without prior notice and liability to User, and Sender shall be deemed to have forfeited all rights to the Shipment. For the avoidance of doubt, SPX’s right to dispose of the Shipment in this paragraph includes the right to dispose of such Shipment to recover any unpaid Shipping Fee and/or (as applicable) Return Shipping Fee and any amount due and payable by Sender to SPX under these Terms of Service.
6. Shipping Charges and Limitations
6.1 The Sender agrees to pay the shipping fee as quoted by SPX prior to the performance of a Delivery Service (“Shipping Fee”). The Shipping Fee shall be as determined by us from time to time and as set out in the rate cards published on the Platform, the Portal or otherwise notified by use to you. The Shipping Fee is based on the actual weight or dimensional weight, whichever is higher, of the Shipment as provided below and is subject to applicable taxes.
6.2 The Sender shall pay the Shipping Fee and applicable taxes at the time when passing the Shipment to SPX to perform the Delivery Service. The Sender may request for an invoice by completing and submitting the Sender’s request via a webform found in SPX’s website at https://spx.com.my. SPX will provide the requested invoice to the Sender in the following month.
6.3 The dimensional weight, dimensional limit and actual weight limit of each Shipment is stated as follows: SPX will only deliver Shipments up to 30kg (actual or dimensional weight, whichever is higher)
Dimensional weight
Length (cm) x Width (cm) x Height (cm)
________________________________
5000
Length is defined as the longest side of the parcel. Height is the shortest side of the parcel (neither one of the dimensions should exceed 125cm).
6.4 Any Shipment may be re-weighed and re-measured by SPX to confirm this calculation and SPX shall have discretion in assessing the charges applicable for that Shipment.
6.5 In the event that the Sender or Recipient (as the case may be) fails to make payment within the time period stipulated in Clause 6, unless SPX agrees otherwise in writing, Sender agrees to pay SPX interest at a rate of 2% per month on the entire outstanding balance until the date of repayment of the entire outstanding balance. SPX further reserves the right to claim damages (if any) arising from such default payment.
6.6 You acknowledge and agree that we shall have the right to set off and apply any other sum due or owing by us to you or your affiliates under these Terms of Service against any amounts of debts, outstanding claims, demands, loss or damages, and/or any amounts due and owing by you or your affiliates (as the case may be) to us under these Terms of Service or any other dealings, agreements, contracts or debit notes.
7. Use of SPX APIs, Tokens, and API Documentation
7.1 This section (Use of SPX APIs, Tokens, and API Documentation) applies in the event that you use or incorporate the SPX APIs, Tokens and API Documentation to create, develop, integrate or link software applications, websites or other interfaces that you own or operate (“Your Applications”) that involves the access of and interactions with SPX’s Platform, Portal or other SPX systems.
7.2 Access to, and use of, the APIs, Tokens and API Documentation are restricted solely to users who have been authorised by SPX. We may in our sole and absolute discretion accept, reject, discontinue, suspend or terminate your access to, and use of, the APIs, Tokens and API Documentation without any reason, prior notice, or any liability if we become aware or suspect that you have failed to comply with applicable laws, these Terms of Service, our Privacy Policy, or any other SPX policy.
7.3 You shall treat the APIs, Tokens and API Documentation as confidential and you shall at all times maintain the security and confidentiality of them. You shall prevent the misuse of the APIs, Tokens and API Documentation or any other credentials provided by SPX to you in connection with the use of the Platform or Portal, and shall not transfer, loan, or share them with any third party without the prior written consent of SPX. You shall notify SPX immediately if you have knowledge, or reason to suspect, that the security or confidentiality of the APIs, Tokens, API Documentation or any other credentials provided by SPX to you have been compromised, breached, unlawfully accessed or disclosed.
7.4 You acknowledge and agree that:
(a) you shall be fully responsible for, and be bound by, any and all access and use of the APIs, Tokens and API Documentation.
(b) you shall be fully responsible for Your Applications and for all costs and expenses related to your use of the APIs, Tokens and API Documentation, including but not limited to the cost of developing or maintaining Your Applications.
(c) Your Applications shall not contain, permit, or attempt to cause or introduce, any information, graphics, photographs, data and any other material that contains, or which may contain, viruses, worms or other potentially harmful components which may threaten, infect, damage or otherwise interfere with SPX’s Platform, Portal or other systems, or otherwise creates a security risk or vulnerability, infringes any third-party intellectual property rights or any other proprietary rights, is false, inaccurate, misleading, defamatory, libellous, harassing or threatening, is obscene, pornographic, indecent, counterfeited, fraudulent, stolen, harmful or otherwise illegal under applicable laws, or is or may be construed, in SPX's sole opinion, as abusive, offensive or otherwise objectionable;
(d) you shall not use APIs in a manner that exceeds reasonable request volumes, constitutes excessive or abusive usage or otherwise violates any SPX policies that SPX may implement from time to time
(e) SPX may in its sole and absolute discretion limit your use of the APIs (for example, by limiting the number of API requests which you may make or the number of users per application) and you undertake not to circumvent such limitations;
(f) upon the request of SPX, to provide SPX with any authorisations required to conduct regular security testing on Your Application, including but not limited to penetration testing and vulnerability scanning against Your Application and/or the Application’s hosting infrastructure. SPX may test Your Application using either manual security testing methods or automated security testing methods. You further agree that any vulnerabilities identified in Your Application shall be remedied by you prior to the release of Your Application;
(g) upon the request of SPX, you shall provide SPX with a high-level application architecture that describes the key functions of Your Application, any modules within Your Application (and their purpose), any dependency on third party modules or applications, and any data flows associated with such third party modules or application; and
(h) you shall not sell, rent, trade, distribute, store, copy, modify or otherwise make available for commercial use the APIs, Tokens or API Documentation other than as permitted under these Terms of Service.
7.5 You acknowledge and agree that you will not use or access (or otherwise attempt to, or facilitate others to, use or access) any of the APIs, Tokens or API Documentation in any way which may directly or indirectly undermine the commercial interests of SPX, or with the intent to design, build, promote or otherwise benefit any services in competition (whether directly or indirectly) with SPX.
7.6 You acknowledge and agree that your use or access of the APIs, Tokens or API Documentation shall be in accordance with all applicable privacy and data protection laws and our Privacy Policy, and you shall not collect, use, disclose or otherwise process personal data of any user other than as provided in these Terms of Service.
8. Sender Representation and Warranties
8.1 By using the Services, the Platform and/or the Portal, you represent, warrant and undertake that:
i. (in the case of an individual) (i) you are not a minor and have full power, capacity and authority to enter into and perform your obligations under these Terms of Service; and (ii) any information provided or made available by you is at all times accurate and complete;
ii. (in the case of a company) (i) you are, and will remain at all times, a business duly organized, registered, validly existing and in good standing under the laws of the country in which the business is registered; (ii) you have full power, capacity and authority to enter into and perform your obligations under these Terms of Service; and (iii) any information provided or made available by you or your affiliates is at all times accurate and complete;
iii. you shall (i) comply with all applicable laws and regulations, including all anti-bribery, anti-corruption and tax laws relating to your activities, and confirm that you have and shall have in place all policies and procedures needed to ensure compliance with such requirements; and (ii) be responsible for and pay all taxes, custom duties and other charges arising out of or associated with these Terms of Service and/or (if applicable) the items you sold;
iv. you shall comply with these Terms of Service including our policies;
v. you shall include all information and supporting documents required by applicable laws and ensure that any information provided under these Terms of Service is accurate, current, complete and is not misleading;
vi. you shall not open and/or operate multiple Accounts in connection with any conduct that violates either the letter or spirit of these Terms of Service;
vii. you shall not access the Platform and/or the Portal, open an Account, or otherwise access your Account using any emulator, simulator, bot or other similar hardware or software;
viii. you shall not cause, permit, or authorize the modification, creation of derivative works, or translation of the Platform and/or the Portal without our consent;
ix. you shall not use or allow anyone to use the Services, the Platform, and the Portal in an unlawful, inaccurate, misleading, false, fraudulent, defamatory, trade libellous, or otherwise unsuitable manner;
x. you shall not modify, hack, reverse engineer, disable, disrupt, de-compile, disassemble, reassemble, supplement, translate, adapt, create derivative works of, enhance, copy, decrypt or interfere with the functioning of the Platform and/or the Portal;
xi. you shall not attempt to decompile, reverse engineer, disassemble or hack the Platform and/or the Portal (or any portion thereof), or to defeat or overcome any encryption technology or security measures implemented by SPX with respect to the Platform and/or the Portal and/or data transmitted, processed or stored by SPX;
xii. you shall not use any robot, spider, other automatic device, or manual process to monitor or copy the Platform and/or the Portal, or remove any proprietary notices from the Platform and/or the Portal;
xiii. you shall not access content or information that concerns any party other than you, transmit unsolicited communications, interfere with the proper working of the Platform and/or the Portal, transmit any viruses, trojan horses, or other harmful code, or attempt to bypass any mechanism used to detect or prevent such activities;
xiv. you shall not avoid, circumvent, or disable any access control technology, security device, procedure, protocol, or technological protection mechanism that may be included or established in or as part of the Platform and/or the Portal;
xv. you shall not interfere with, manipulate, disrupt or otherwise take any action that could directly or indirectly damage, disable, overburden, or impair the Platform and/or the Portal, or servers or networks connected to the Platform and/or the Portal, or any other User’s use and enjoyment of the Platform and/or the Portal;
xvi. you shall not infringe the rights of SPX, including any intellectual property rights;
xvii. you shall not harvest or collect any information about or regarding other Users, including, without limitation, any personal data or information;
xviii. you shall not use the Services in violation of or to circumvent any sanctions or embargo administered or enforced by the United States, the United Nations, the European Union, the country of origin, country of destination and any transit countries; and
xix. you shall not intentionally expose us, and our respective officers, employees, directors, contractors, partners, agents, subcontractors, representatives etc., to undue risk or otherwise engage in activities that we determine to be harmful to our operations, reputation, or goodwill.
8.2 You undertake and warrant that all your representations, warranties and undertakings in these Terms of Service will remain true and correct at all times. In the event any of them become untrue or incorrect, you will promptly inform us of the same and rectify the situation to our satisfaction (without prejudice to any other of our rights or remedies.
9. SPX’s Rights
9.1 SPX reserves the right to monitor and audit your compliance with these Terms of Service, including accessing and using Your Application, requesting for documents and information and visiting your facilities upon providing reasonable notice.
9.2 If you do not comply with these Terms of Service, our policies or applicable laws and/or if there are potentially fraudulent or suspicious activities/transactions associated with your Account, we may at any time, with or without notice or liability to you or any third party:
i. immediately terminate, suspend or limit your use and/or access to your Account,the Services, the Platform, the Portal, the APIs, Tokens, or API Documentation and/or suspend the processing of any transaction associated with your Account;
ii. remove or discard from the Platform and/or the Portal any content associated with your Account;
iii. withhold any sale proceeds or refunds;
iv. file criminal charges and/or civil actions against you, including without limitation a claim for damages and/or interim or injunctive relief;
v. refuse to provide the Services to you now and/or in the future; and/or
vi. take any other actions that we may deem necessary.
9.3 We may withhold for investigation, refuse to process, restrict shipping destinations, stop and/or unilaterally cancel any Shipment.
9.4 For the purposes of prevention of fraud, compliance with applicable laws or these Terms of Service, or other commercially reasonable reasons, we may open and inspect any Shipment and/or impose transaction limits on your Account.
9.5 Use of an Account for illegal, fraudulent, harassing, defamatory, threatening or abusive purposes may be referred to law enforcement authorities without notice to you.
9.6 We may work with and/or use the services of our designated providers or other third party service providers in connection with the Services.
10. Termination
10.1 We may unilaterally and immediately terminate these Terms of Service and restrict your use of the Services upon the occurrence of any of the following:
i. extended periods of inactivity, as determined by us from time to time;
ii. breach of these Terms of Service, our policies and/or applicable laws;
iii. illegal, fraudulent, harassing, defamatory, threatening or abusive behavior;
iv. having multiple Accounts;
v. use of any unauthorized third party software or products on the Portal;
vi. failure to pay any applicable tax, including withholding tax (if applicable), or to submit true and accurate documents as required by applicable laws or regulations;
vii. behavior that is harmful to other Users, third parties, or the business interests of SPX;
viii. if a legal dispute arises or law enforcement action is commenced relating to your Account or your use of the Services for any reason;
ix. (in the case of an individual) you being adjudicated a bankrupt or have any similar action taken against you in any jurisdiction, or (in the case of a company) you passing a winding up resolution or a court of competent jurisdiction making an order for the same;
x. the issuance of a judicial management or administrative order in relation to you, or the appointment of a receiver over, or an encumbrance taking possession of, or the sale of, your assets;
xi. you making an arrangement or composition with your creditors generally or applying to a court of competent jurisdiction for protection from its creditors; or
xii. you ceasing or threatening to cease to carry on business.
10.2 Notwithstanding any such termination, you will remain responsible and liable for any incomplete transaction (whether commenced prior to or after such termination). SPX may decide whether to complete or cancel any pending Services, and you shall pay any fees in connection with Services that are completed. SPX shall have no liability and shall not be liable for any damages incurred due to the actions taken in accordance with this paragraph. You hereby waive any and all claims based on any such action taken by SPX.
10.3 Any provision of these Terms of Service that, by its nature, is meant to survive the term or termination, shall survive such term or termination.
11. Indemnity
11.1 You agree to defend, indemnify and hold us, and our respective officers, employees, directors, contractors, partners, agents, subcontractors and representatives (each “Indemnified Party”), harmless from, and at our option, defend us against, any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, any other dispute resolution expenses) incurred by any Indemnified Party arising out of or relating to:
i. your actual or alleged breach of any provision of these Terms of Service, or any policy or guidelines referenced herein;
ii. the transportation or delivery of the Prohibited Goods or other inadmissible or unlawful goods;
iii. any incorrect, misleading, or erroneous information provided to us or any third party in connection with the Services;
iv. your use or misuse of the Services;
v. your breach of any applicable laws or any rights of a third party; or vi. any tax compliance costs or tax liability incurred by us in connection with your activities, arising out of your non-compliance with applicable tax laws or us being deemed as your tax agent.
11.2 If we reasonably determine at any time that any indemnified claim might adversely affect us, we may take control of the defences at your expense. You may not consent to the entry of any judgment or enter into any settlement of a claim against us without our prior consent in writing, which consent may not be unreasonably withheld.
12. Limitation of Liability
12.1 SPX will make every reasonable effort to deliver the Shipment according to SPX’s regular delivery schedules, but these schedules are not binding and do not form part of these Terms of Service. SPX is not liable for any losses caused by delay. In any event, SPX shall not be liable for indirect, incidental, special, punitive or consequential damages, including loss of use, loss of profits or interruption of business, however caused or on any theory of liability. For the avoidance of doubt, we are not liable to you for any form of compensation in the event of delay in the delivery of the Shipments.
12.2 All risk in the Shipment shall pass to Recipient upon delivery and SPX will not be liable for loss or destruction of the Shipment, save for that provided in Clause
12.3. Any breach of obligations by Recipient might affect the Recipient’s ability to shop on the 3rd party platform where a relevant Order was made, in the future and SPX shall not be liable for that.
12.4 Our liability to you for whatever reason for the Services performed by us, including without limitation breach of contract, negligence, wilful act or default, our liability to you for loss, damage, missed delivery or non-delivery of your shipment or the part affected is at all times limited to the lower of the market value of the shipment at the time of carriage or the cost of repairing the shipment or the part affected with in each case an upper limit that does not exceed RM200 per Shipment. Please note that we are not liable to you for any form of compensation in the event of delay in the delivery of the Shipments or if such Shipments contain any Non-Claimable Items.
13. Force Majeure
13.1 Notwithstanding any other terms of these Terms of Service, SPX is not liable for any loss or damage arising out of circumstances beyond SPX’s control. These include, but are not limited to, electrical or magnetic damage to, or erasure of, electronic or photographic images, data or recordings; any defect or characteristic related to the nature of the Shipment, even if known to SPX; any act or omission by a person not employed or contracted by SPX, e.g. Sender, Recipient, third party, customs or other government official; any Force Majeure events or any other events that is beyond SPX’s control. “Force Majeure” shall include the following:
(a) acts of god including earthquakes, hurricanes, cyclones, storms, flooding, fire, disease, fog, snow or frost;
(b) acts of war, radiation contamination, plane crash, accidents, sabotage, insurrection, acts of public enemies, strikes, embargoes, perils of the air, act of terrorism, industrial action, local disputes or civil commotions;
(c) national or local disruptions in air or ground transportation networks and mechanical problems to modes of transport or machinery;
(d) applicable laws, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;
(e) import or export regulations or embargoes;
(f) interruption of traffic, strikes, lock-outs or other industrial actions or trade disputes (whether involving our employees, or third party workers);
(g) criminal acts of third parties such as theft and arson; and (h) health epidemics declared by the World Health Organization.
13.2 Upon the occurrence of any event of Force Majeure, we may, at our option, fully or partially suspend delivery/performance of obligations hereunder while such event or circumstance continues. If any of the events of Force Majeure continues for a period exceeding one (1) month, we may notify you that we will terminate our obligations to you under these Terms of Service with immediate effect.
14. Data Protection
14.1 Your privacy is very important to us. Please read our Privacy Policy carefully to understand how we collect, use, process and/or disclose your information. In the event any information submitted by Sender to SPX contains personal data that is subject to the protection of applicable privacy and data protection laws and regulations, SPX shall process the personal data in accordance with SPX’s Privacy Policy.
14.2 The Sender warrants that all personal data provided to SPX has been fairly and lawfully obtained and the Sender has authority to disclose such personal data to SPX for the purposes mentioned above. The Sender shall fully indemnify and keep SPX fully indemnified against any and all liability incurred by SPX as a result of such breach howsoever arising.
15. Disclaimer
15.1 THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT ANY WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY US OF ANY KIND EITHER EXPRESS, IMPLIED OR STATUTORY WITH RESPECT TO THE SERVICES, INCLUDING WITHOUT LIMITATION WARRANTIES OF QUALITY, PERFORMANCE, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE USAGE. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICES OR THE FUNCTIONS CONTAINED THEREIN WILL BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE, THAT DEFECTS, IF ANY, WILL BE CORRECTED, OR THAT THIS PLATFORM, THE PORTAL AND/OR THE SERVER THAT MAKES SAME AVAILABLE ARE FREE OF VIRUSES, CLOCKS, TIMERS, COUNTERS, WORMS, SOFTWARE LOCKS, DROP DEAD DEVICES, TROJAN HORSES, ROUTINGS, TRAP DOORS, TIME BOMBS OR ANY OTHER HARMFUL CODES, INSTRUCTIONS, PROGRAMS OR COMPONENTS. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE PLATFORM, THE PORTAL AND/OR THE SERVICES REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED BY LAW. 15.2 WE HAVE NO CONTROL OVER AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DO NOT GUARANTEE OR ACCEPT ANY RESPONSIBILITY FOR: (A) THE FITNESS FOR PURPOSE, EXISTENCE, QUALITY, SAFETY OR LEGALITY OF THE DELIVERY PARCELS; OR (B) THE ABILITY OF SENDERS TO SHIP THE DELIVERY PARCELS ON TIME OR OF RECIPIENTS TO ACCEPT THE DELIVERY PARCELS AND PAY FOR SUCH DELIVERY PARCELS ON TIME. IF THERE IS A DISPUTE INVOLVING ONE OR MORE SENDERS AND ONE OR MORE RECIPIENTS/ALTERNATIVE RECIPIENTS, SUCH SENDERS AND RECIPIENTS/ALTERNATIVE RECIPIENTS AGREE TO RESOLVE SUCH DISPUTE BETWEEN THEMSELVES DIRECTLY AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RELEASE US FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES ARISING OUT OF OR IN CONNECTION WITH ANY SUCH DISPUTE.
16. Miscellaneous
16.1 Governing Law and Jurisdiction. these Terms of Service shall be governed by and construed in accordance with the laws of Malaysia. In the event of any dispute, controversy, claim or difference of any kind whatsoever arising between the parties in connection with these Terms of Service, including the breach, termination or validity of these Terms of Service, or in connection with the determination of any matters which are subject to objective determination pursuant to these Terms of Service (“Dispute”), which Dispute has been subject of a written notice by one party to the other (“Dispute Notice”), the parties shall attempt, for a period of thirty (30) days after the receipt by one (1) party of a notice from the other party of the existence of a Dispute, to settle such Dispute in the first instance by mutual discussions between the senior management of each of the parties. If the Dispute cannot be settled by mutual discussions within the thirty (30) day period, it shall be referred to and finally resolved by arbitration administered by the Asian International Arbitration Centre in Kuala Lumpur in accordance with the Arbitration Rules of the Asian International Arbitration Centre (“AIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. There will be three (3) arbitrators and the language of the arbitration shall be English. Both parties agree that Part III of the Arbitration Act 2005 shall not apply to these Terms of Service or the arbitration proceedings arising out of these Terms of Service.
16.2 Reservation of Rights. We reserve all rights not expressly granted herein.
16.3 Notices. All notices under the terms of these Terms of Service will be deemed given as of the day they are received either by overnight courier, email, postage prepaid certified or registered mail, or facsimile, and addressed either to SPX or the Recipient at their respective addresses informed by the parties in writing.
16.4 Subcontractors. SPX may exercise its rights under these Terms of Service via its affiliates and subcontractors.
16.5 Independent Contractor. These Terms of Service will not be construed as creating a partnership, joint venture, or agency relationship or as granting a franchise. The parties are independent contractors in the performance of these Terms of Service. Neither party is authorized to bind the other party to any liability or obligation or to represent that it has any authority to do so.
16.6 Waiver. Any waiver of the provisions of these Terms of Service or of a party’s rights or remedies under these Terms of Service must be in writing provided in accordance with Clause 16.3 to be effective. Failure, neglect, or delay by a party to enforce the provisions of these Terms of Service or its rights or remedies at any time will not be construed as a waiver of the party’s rights under these Terms of Service and will not in any way affect the validity of the whole or any part of these Terms of Service or prejudice the party’s right to take subsequent action. Exercise or enforcement by either party of any right or remedy under these Terms of Service will not preclude the enforcement by the party of any other right or remedy under these Terms of Service or that the party is entitled by law to enforce.
16.7 Severability. If any term, condition, or provision in these Terms of Service is found to be invalid, unlawful, or unenforceable to any extent, the parties will endeavor in good faith to agree to amendments that will preserve, as far as possible, the intentions expressed in these Terms of Service. If the parties fail to agree on an amendment, the invalid term, condition, or provision will be severed from the remaining terms, conditions, and provisions of these Terms of Service, which will continue to be valid and enforceable to the fullest extent permitted by law, and the tribunal will preserve, as far as possible, the original intention of the parties with respect to the severed term, condition, or provision. Notwithstanding any other provision in these Terms of Service to the contrary, nothing contained herein will oblige us or you to engage in any action or omission to act which would be prohibited by or penalized under applicable laws. The illegality, invalidity or unenforceability of any provision of these Terms of Service under the law of any jurisdiction shall not affect its legality, validity or enforceability under the law of any other jurisdiction nor the legality, validity or enforceability of any other provision. The actual or future invalidity or ineffectiveness of any provision in the Terms will not affect the validity or effectiveness of the whole document.
16.8 Remedies Cumulative. No single or partial exercise of any right or remedy will preclude any other or further exercise of any other right or remedy. Rights and remedies provided in these Terms of Service are cumulative and not exclusive of any right or remedy provided at law or in equity.
16.9 Confidentiality. The recipient of any Confidential Information shall not disclose that Confidential Information, except to its affiliates, employees, and/or agents who need to know it and who have agreed to keep it confidential. The recipient shall ensure that those people and entities use Confidential Information only to exercise rights and fulfil obligations under these Terms of Service. The recipient may also disclose Confidential Information when required by law after giving the discloser reasonable notice and the opportunity to seek confidential treatment, a protective order or similar remedies or relief prior to disclosure. “Confidential Information” means any information proprietary to a party to these Terms of Service or an affiliate thereof, that is disclosed to the other party or an affiliate thereof, whether marked as confidential or not, that should be considered confidential information under the circumstances. It does not include information that the recipient already knew, that becomes public through no fault of the recipient, that was independently developed by the recipient, or that was lawfully obtained and provided to the recipient by a third party.
16.10 Assignment. You may not assign, sublicense or transfer any rights granted to you hereunder or subcontract any of your obligations without our prior written consent. We may assign, sublicense or transfer all or part of our rights and/or obligations under these Terms of Service.
16.11 Headings. Headings are used in these Terms of Service for reference only and will not be considered when interpreting these Terms of Service.
16.12 Integration. These Terms of Service, together with any other policies, and agreements between you and us shall constitute the entire agreement of the parties with respect to the subject matter of these Terms of Service. Unless expressly agreed otherwise by the parties, these Terms of Service will prevail over any other agreement, terms or conditions regarding the subject matter. In entering into the agreement formed by these Terms of Service, the parties have not relied on any statement, representation, warranty, understanding, undertaking, promise or assurance of any person other than as expressly set out in these Terms of Service. Each party irrevocably and unconditionally waives all claims, rights and remedies which but for this paragraph it might otherwise have had in relation to any of the foregoing. These Terms of Service may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms. These Terms of Service will apply to the relationship between the parties in addition to any specific terms agreed to herein or specifically agreed by the Parties from time to time. In the event of any conflict or inconsistency between these Terms of Service and our policies, the provisions of these Terms of Service shall prevail. These terms and conditions may be amended by SPX at any time.
Last updated: 17 February 2025