GENLINK CARGO SYSTEM TERMS OF USE These terms and
conditions of use are to be read, taken and construed as an essential part of
this Agreement. 1.
MSIG Insurance (Malaysia) Bhd
(“MSIG”) Electronic Business Platform (“GenLink Cargo System”) By way of clarification, it is MSIG’s intention
that the GenLink Cargo System shall be an interactive Internet based marine
insurance underwriting system, offered by MSIG, which provides facilities for
various transactions within Malaysia like: ·
Issuance of Marine Certificates ·
Quotation ·
New business acceptances ·
Endorsements ·
Cancellations ·
Policy Enquiries ·
Claims Notification; and ·
Such additional enhanced or additional or new features and capabilities
that may be varied and/or incorporated by MSIG from time to time This is currently offered to our selected valued
Intermediary/Customer of MSIG for the purpose of effecting certain mutually
agreed marine insurance transactions electronically between MSIG and its
Intermediary / Customer within Malaysia. Transactions will be effected through the Internet.
The Intermediary/Customer must therefore take up and maintain a subscription
with a reputable local Internet Service Provider (ISP) of the Intermediary or
the Customer’s choice in order to access MSIG Malaysia’s GenLink Cargo System.
All fees levied by the ISP in respect of such service will be borne by the
Intermediary/Customer. MSIG do not take on any liability or responsibility
arising from any deficiency in the service provided by any ISP. By way of clarification, the parties acknowledge
and agree that the actual features and functionalities of the various
components of the GenLink Cargo System is subject to change from time to time
and that such changes (including deletions thereof) may be made at any time at
MSIG’s discretion. 2.
Proprietary Rights for the GenLink
Cargo System Only The Intermediary/Customer acknowledge and agree
that as between the Intermediary/Customer and MSIG, the copyright and all other
intellectual property rights in the System including but not limited to the
term ‘GenLink Cargo’, whether or not protected by registered trademark, patent
or other device:
i.
are and will at all times remain MSIG’s exclusive property, and
ii.
such exclusive rights will survive even though the
Intermediary/Customer may cease to be a GenLink Cargo Malaysia user. In particular but without limiting the generality
of the above, any sort of replication of the GenLink Cargo Malaysia user
interface is an infringement if effected without MSIG’s prior written consent. 3.
Limited License The
Intermediary/Customer is granted a limited licence to
display, transmit and/or print Certificates of Insurance and / or certain other
identified Policy documents viewed and/or issued through MSIG Malaysia’s
GenLink Cargo System solely for or directly in connection with the course of
business generated for MSIG in accordance with the terms and conditions of
insurance cover referred to in any agency or equivalent agreement that may
exist between the Intermediary/Customer and MSIG. Except as
otherwise necessary in the course of business generated for MSIG or as agreed,
MSIG Malaysia’s GenLink Cargo System and the facilities (if applicable) MSIG
provide under these Terms and Conditions cannot be used to provide a service to
any third party including any of the Intermediary/Customer subsidiary, or
related or associated companies. MSIG understands that in the course of generating
business on behalf of MSIG, the Intermediary/Customer may have to print or
download a part of the data stored in MSIG Malaysia’s GenLink Cargo System. For
security reasons, no printed copy or download of the entire facilities can be
made by the Intermediary/Customer but MSIG will not unreasonably withhold its
consent to any request the Intermediary/Customer may make to print or download
a justifiable portion of the facilities in order to aid the generation of
business on behalf of MSIG. In using the
System, the Customer/Intermediary agrees to be bound by all rules and
regulations concerning confidentiality of information and privacy rules and
undertakes to fully comply with all applicable rules and regulations concerning
the same, including such additional or amended rules and regulations as may be
imposed by MSIG from time to time, including but not limited to such new
guidelines, rulings or laws imposed by Bank Negara Malaysia or such other
competent governmental or quasi-governmental authority. The
Customer/Intermediary undertake to forthwith destroy any information or details
that are inadvertently released to them in error or otherwise and, in
particular, undertake not to divulge or disclose the said information/details
to third parties. 4.
Modifications It is a breach
of these Terms and Conditions for the Intermediary/Customer to modify any
Certificate of Insurance or other Policy documents issued through the GenLink
Cargo System in any way without MSIG’s prior written consent given through a
duly authorised representative. If a Certificate
of Insurance or other Policy document is modified or replaced with MSIG’s
written consent, it shall be the Intermediary/Customer responsibility to
promptly inform all parties who had received notice of the original document of
such change. 5.
Deemed Receipt As between the Intermediary/Customer and MSIG,
every transmission made through the GenLink Cargo System shall be deemed to be
received and communicated once it is or should reasonably be accessible at the
receiving party’s computer system. 6.
Discrepancies In the event of any discrepancy between a
Certificate of Insurance or other Policy documents issued through the GenLink
Cargo System at the Intermediary or the Customer’s terminal and the information
contained in MSIG Malaysia’s GenLink Cargo System database transactions, the
information contained in MSIG’s database will be deemed as correct. 7.
System Security The Intermediary and selected Customers will be
provided with a mutually agreed number of User IDs and Passwords to enable the
Intermediary and selected Customers and where applicable, designated members of
the Intermediary/Customer’s staff, to access the GenLink Cargo System for the
sole purpose of processing the transactions which the parties mutually agree
are to be effected through the GenLink Cargo System. The Intermediary/Customer
may only access the Intermediary’s own or the Intermediary’s own client
database or the Customer’s database and no other. The responsibility for ensuring the security of the
GenLink Cargo System at the Intermediary/Customer’s premises rests entirely
with the Intermediary/Customer and MSIG will not be bound by any attempted
delegation of that responsibility by the Intermediary/Customer. The
Intermediary/Customer has to discharge this responsibility by means, which must
include the following: 1)
each User ID and password must be kept confidential by
the Intermediary/Customer, and where applicable, the staff member to whom they
are properly disclosed with MSIG’s consent as evidenced by MSIG’s written
acceptance of properly completed MSIG’s sanction forms. User IDs and passwords
must not be shared or otherwise disclosed to the Intermediary’s clients,
business contacts or any other persons and are not transferable; and all
activation of the terminal is protected by password. 2)
the password which MSIG will initially issue to the
Intermediary/Customer must be changed immediately on the
Intermediary/Customer’s first sign-on. Subsequently, the GenLink Cargo System
will prompt the Intermediary/Customer to change the Intermediary/Customer’s
password at intervals determined by MSIG. 3)
notify MSIG personnel immediately: (a)
should any User ID or Password issued to the Intermediary/Customer be
compromised or (b)
when a staff member assigned a User ID or Password,
resigns or is otherwise no longer to have access to the GenLink Cargo System so
that the access to the GenLink Cargo System through that particular User ID and
Password can be terminated on time. 4)
selection, implementation and maintenance of appropriate
security products, tools tests and procedures reasonably sufficient to ensure
that the transactions and the records of transactions effected through the
GenLink Cargo System are protected within the Intermediary/Customer’s computer
System, from any consequent improper access, loss, alteration or destruction. Neither party shall do or cause anything to be done
to affect the functionality and use of the GenLink Cargo System and the parties
do acknowledge that users of the GenLink Cargo System may inadvertently (or
otherwise) introduce viruses to the GenLink Cargo System or in some other way
adversely affect the GenLink Cargo System by visiting or browsing unsafe or unauthorised or undesirable web sites which may thereafter
cause a failure in part or whole of the GenLink Cargo System. Hence, the
Intermediary/Customer undertakes that the Intermediary/Customer, their agents
or servants shall not participate, whether directly or indirectly, in such
activities adverse to the good running of the GenLink
Cargo System. The Intermediary/Customer shall be responsible for all losses or
damage caused by such willful conduct. Wherever applicable, the
Intermediary/Customer shall also install or causes to be installed on its
computer licensed reputable anti-virus software to be updated on a regular
basis. 8.
Responsibility for Transaction The Intermediary/Customer agree to be responsible
for all use of the GenLink Cargo System under the User ID and Password issued
to the Intermediary/Customer regardless of whether authorised
by the Intermediary/Customer or not. The Intermediary/Customer shall indemnify
and hold MSIG, MSIG’s third party service providers as well as MSIG’s parent,
related and associated companies/entities (collectively referred to as
“Associates”) harmless for any loss and/or damage and/or any liability and
costs arising from any improper and/or unauthorised
use of the GenLink Cargo System under the Intermediary (or where applicable,
customers) User ID and Password. The Intermediary/Customer remains liable at
all times to MSIG for any use of the GenLink Cargo System or liabilities incurred
in the GenLink Cargo System using the User ID and Password as aforesaid unless
the Intermediary/Customer is able to prove conclusively to the satisfaction of
MSIG that the said use of the GenLink Cargo System and/or liabilities were
caused or incurred without the lawful authority or assistance of the
Intermediary/Customer and that further that the Customer/Intermediary are to
show that such usage or liabilities were not caused by the lack of care or
negligence on the part of the Intermediary/Customer or its employees, agents or
servants. 9.
Assignment The facilities are made available to the
Intermediary/Customer on the understanding that there will be no sub-licensing,
assignment, transfer or disposal of the facilities to any other parties without
MSIG’s written approval. 10. Reasonable Endeavours In view of the
nature of computer hardware, software and/or data, MSIG is not in a position to
and shall not warrant that the operation of the GenLink Cargo System and any
other computer-related facilities that MSIG may provide the
Intermediary/Customer (if applicable) will be uninterrupted or error free or
virus free or in any way free of bugs or defects. However, MSIG agree to employ
reasonable efforts and commercial measures and shall endeavour
to correct any rectifiable errors found subject always to the limitation of
liabilities as provided herein including but not limited to the Clauses 11, 12
and 13. 11. Exclusion of Implied Warranties All liability that is not expressly accepted in
these Terms and Conditions is excluded. Except as specifically stated in these
Terms and Conditions, MSIG and on behalf of MSIG’s associates disclaim all
other warranties whether statutory or otherwise that might otherwise be
implied, howsoever arising, whether in contract, tort, negligence or otherwise. In particular but without prejudice to the
generality of the above, MSIG and MSIG’s associates do not warrant that the
GenLink Cargo System and/or any other computer related facility that MSIG
provide: (a)
is subject to any minimum standard whether in terms of type, scope or
extent or otherwise and MSIG expressly reserve the right to effect changes
which may represent a regression from prevailing standards; (b)
will meet with the Intermediary/Customer requirements
or that their use or operation will be uninterrupted or error free. The Intermediary/Customer assume the risk of and
are responsible for taking appropriate precautions against damage to the
Intermediary/Customer’s operations or other losses, which could be caused by
defects, interruptions or malfunctions in the GenLink Cargo System and /or any
other computer related facility MSIG may provide. 12. Good Faith and Access It is understood that the doctrine of utmost good
faith shall govern these Terms and Conditions and the parties’ mutual business
dealings, and that both parties will work together to correct errors and
resolve any difficulties that may arise. It is understood that the
Intermediary/Customer will allow MSIG’s representatives free and full access to
the location and to all documents and records relating to these Terms and
Conditions. 13. Incidental and Consequential Damages MSIG shall not be responsible to the
Customer/Intermediary for any special, incidental or consequential damages
including but not limited to loss of profit arising from or as a result of any
failure, delay, omission or error in the electronic transmission or receipt of
any transaction sent pursuant to these Terms and Conditions. It is further agreed that MSIG shall not be
responsible for any loss howsoever occurring that may be suffered by the Customer/Intermediary
or any third party/parties if MSIG suspends the System or any part thereof at
any time or if the System ceases to operate for any reason whatsoever. 14. Modification Subject to the expressed right of MSIG to vary the
terms and conditions herein as expressly provided under Clause 18 herein, the
Terms and Conditions may not be limited, modified or supplemented except by a
written agreement signed by both parties. 15. Applicable Law and Jurisdiction These Terms and Conditions will be governed and construed
in accordance with the laws of Malaysia and both parties submit to the
exclusive jurisdiction of the courts of Malaysia. 16. Confidentiality The Intermediary/Customer is aware that in
connection with these Terms and Conditions, the Intermediary/Customer may gain
access to and be entrusted with MSIG’s confidential information. The Intermediary/Customer agrees: (1)
to treat as secret and confidential all such information, and (2)
not disclose such information to any other party other
than as required by law or as expressly agreed by MSIG in writing. Confidential
Information of MSIG does not include: (1)
information already known to the Intermediary or any of its employees at
the date the Intermediary accept these Terms and Conditions or known to the
Customer, which was obtained without breach of confidentiality; and (2)
information which is or becomes part of the public domain through no
fault on the Intermediary/Customer’s part 17. Enforceability by Third Parties The Intermediary/Customer agrees that MSIG’s
associates and/or authorized third party service providers shall have the right
to enforce the relevant provisions of the “Responsibility for Transaction” and
“Exclusion of Implied Warranties” provisions of these Terms and Conditions as
if the said associates and/or authorized third party service providers have
entered into written contract/s directly with the Intermediary/Customer on such
terms. 18. Change of Terms & Conditions MSIG may unilaterally change these Terms and
Conditions for the use of the GenLink Cargo System from time to time by posting
a notice of such change on the MSIG website’s and/or GenLink Cargo System
and/or by written notice to the Intermediary/Customer. The
Intermediary/Customer is responsible at all times for reviewing the information
posted online, including such notice of changes. Once the Intermediary/Customer signs up for this
service, the Intermediary/Customer continued use of the GenLink Cargo System
constitutes the Intermediary/Customer continuing acceptance of these Terms and
Conditions, including such additional or modified terms and conditions as may
be made or notified from time to time. 19. Consent to Use of Personal Data The
Intermediary/Customer hereby agreed that, for the purpose of effecting certain mutually
agreed marine insurance transactions electronically, the
Intermediary/Customer have consented to MSIG collecting the
Intermediary/Customer personal information and MSIG is entitled to hold, use or
disclose the information to selected third parties for the purposes of
processing the marine certificates and providing subsequent services and other
financial products and services. Further, MSIG may disclose such information to
selected third parties for data matching, direct marketing, cross marketing or
cross selling unless otherwise instructed by the Intermediary/Customer. 20. Termination MSIG may, at its sole discretion, without delay and
without prior notice to the Intermediary/Customer, terminate the
Intermediary/Customer's use of the GenLink Cargo System should the Intermediary/Customer
fail to comply with these Terms and Conditions. 21. Waiver and Severability The failure of MSIG to exercise or enforce any
right or provision of these Terms and Conditions shall not constitute a waiver
of such right or provision. If any provision of these terms and conditions is
found by a court of competent jurisdiction to be invalid, the parties
nevertheless agree that the court should endeavor to give effect to the parties intentions as reflected in the provision, and the
other provisions of these Terms and Conditions remain in full force and effect. |