Terms and Conditions Last Updated Date : 19 March 2025

1. Introduction and Acceptance of Terms and Conditions
   1. The Site is owned and operated by Tuabay Technology PLT (collectively referred to as “TUABAY“, “PLATFORM“, “we“, “us“, or “our“). Tuabay provides a Software as a Service (SaaS) technology platform accessible via website, web application, mobile application, APIs, and related systems (collectively, the “Site”).
   2. For the purposes of these Terms, all individuals or entities who access or use the SITE, including Merchants and Consumers, shall be collectively referred to as “Users”, “You”, or “Your”. Tuabay reserves the right, at its sole discretion, to:
      1. classify or reclassify Users, and
      2. impose different terms, obligations, limitations, or access rights on different categories of Users at any time without prior notice.
   3. Tuabay provides technology infrastructure only to facilitate interactions between Users and Tuabay DO NOT operate as a marketplace operator, agent, broker, fiduciary, or contracting party in any relationship between Users.
   4. Tuabay Platform enables Users, including both Merchants and Consumers, to participate in a loyalty and partnership ecosystem, including but not limited to:
      1. As a merchant user to creating, configuring, and managing loyalty programs, rewards, campaigns, and partnerships with other Merchants;
      2. As a Consumer user to discovering, participating in, and engaging with such programs, including earning, tracking, and redeeming points, rewards, or benefits made available by Merchants.
   5. All loyalty programs, partnerships, rewards, benefits, and related activities available on the Platform are independently created, determined, administered, and fulfilled solely by the relevant Merchants or Users offering them.
   6. Tuabay reserves the right to amend these terms and conditions at any time without prior notice and such changes will take effect as soon as they are posted on the Site.
   7. The following terms and conditions govern your use of the Site and by accessing or using the Site, you agree to adhere to these terms and conditions. If you do not agree, please do not continue to use the Site.
   8. By accessing, registering for, or using the Site, you:
      1. acknowledges that you have read, understood, and agreed to these Terms
      2. agrees to be legally bound by these Terms, and
      3. represents and warrants that you have the legal capacity and authority to enter into a binding agreement
2. Definitions
   1. “Platform” refers to the Tuabay technology ecosystem, including all software, applications, systems, APIs, and functionalities developed, owned, or operated by Tuabay and made available through the Site.
   2. “User” refers to any individual or entity that registers for, accesses, or uses the Platform, including both Merchant Accounts and Consumer Accounts.
      Where applicable, “you” and “your” shall refer to the User.
   3. “Merchant Account” refers to a User account registered for business or commercial purposes, which enables access to functionalities designated by Tuabay for merchants, including but not limited to the creation of loyalty programs, rewards, campaigns, and partnerships.
   4. “Consumer Account” refers to a User account registered by an individual for personal use, which enables participation in loyalty programs, including earning, tracking, and redeeming rewards offered by Merchants through the Platform.
   5. “Subscription Plan” refers to any paid service model offered by Tuabay on a recurring basis (including monthly or annual billing), which grants Users access to specified features, functionalities, or benefits. Access to certain parts of the Platform may be conditional upon maintaining an active Subscription Plan. Tuabay reserves the right to modify, suspend, or discontinue any Subscription Plan or its features at any time at its sole discretion.
   6. “Reward” refers to any benefit, incentive, or entitlement offered by a Merchant to a Consumer, including but not limited to discounts, goods, services, or promotional items.
   7. “Reward Conditions” refers to the requirements, criteria, or rules defined by a Merchant that must be satisfied by a Consumer in order to earn, claim, or redeem a Reward.
   8. “Loyalty Partnership” refers to any collaboration, arrangement, or agreement between two or more Merchants established through the Platform for the purpose of offering joint or cross-promotional rewards, benefits, or programs.
   9. “User Content” refers to any data, information, text, images, materials, or other content submitted, uploaded, generated, or made available by a User on or through the Platform.
   10. “Brand Assets” refers to all proprietary elements associated with Tuabay, including but not limited to logos, trademarks, trade names, designs, colour schemes, user interface elements, content, brand voice, and other intellectual property that identify or represent Tuabay.
3. Account Registration, Verification and Control
   1. To access or use the Platform, you must register for and maintain an active User account (“Account”).
   2. Tuabay reserves the right to approve, reject, or refuse any Account registration at its sole discretion, without obligation to provide any reason.
   3. When creating an Account, you must provide accurate, complete, and current information relating to yourself and/or your business (where applicable). You agree to:
      1. ensure that all information provided remains true, accurate, and up to date at all times; and
      2. promptly update your Account in the event of any change
   4. Tuabay shall not be responsible for any loss, damage, or consequence arising from inaccurate or incomplete information provided by you.
   5. Tuabay reserves the right, at any time, to:
      1. request additional information, documentation, or verification from you;
      2. conduct background checks or due diligence; and
      3. suspend, restrict, or terminate your Account if such information is not provided or cannot be verified to Tuabay’s satisfaction.
   6. By registering for an Account, you:
      1. confirm that you have read, understood, and agreed to these Terms and the Privacy Policy; and
      2. agree to be legally bound by them.
   7. You may register or access the Platform through third-party services (including social media platforms). By doing so, you:
      1. authorize Tuabay to access, collect, and use information from such third-party accounts in accordance with applicable permissions; and
      2. consent to Tuabay communicating with you through such third-party platforms where applicable.
      3. acknowledge that Tuabay is not responsible for the availability, security, or functionality of any third-party services.
   8. You are solely responsible for the security and use of your Account, including, but not limited to:
      1. maintaining the confidentiality and security of your Account credentials;
      2. all activities conducted through or under your Account;
      3. ensuring that no unauthorized person accesses or uses your Account;
      4. any devices, systems, or networks used to access your Account; and
      5. SHALL NOT share, transfer, or disclose your login credentials to any third party.
   9. By registering an account with Tuabay, you agree that you shall not:
      1. create an Account using false, misleading, or unauthorized information;
      2. create an Account on behalf of another person or entity without proper authorization;
      3. maintain more than one Account without Tuabay’s prior approval;
      4. access or use any Account other than your own; or
      5. assist any third party in gaining unauthorized access to the Platform.
   10. Merchant Accounts may create and manage sub-user accounts with varying levels of access and permissions. The user who registered as a Merchant Account remains fully responsible and liable for:
       1. all actions performed by sub-user accounts;
       2. assigning, monitoring, and revoking access rights; and
       3. ensuring the security and proper use of all sub-user accounts
   11. Account Suspension and Termination:
       1. Tuabay reserves the absolute right, at its sole discretion, at any time, with or without notice, and without liability to:
          1. suspend, restrict, or terminate any Account;
          2. remove or disable access to the Platform; and
          3. take any action it deems necessary.
       2. Such actions may be taken for any reason, including but not limited to;
          1. breach of these Terms;
          2. suspected fraudulent, unlawful, or abusive activity;
          3. provision of false, inaccurate, or misleading information;
          4. inactivity for a prolonged period (including 24 months or more); or
          5. any conduct that Tuabay determines may harm the Platform, other Users, or its business interests.
       3. Tuabay shall not be required to provide any explanation or justification for any action taken under this Clause.
   12. You acknowledge and agree that;
       1. your Account is provided on a revocable basis; and
       2. Tuabay has no obligation to maintain or provide continued access to the Platform.
4. Merchant Account
   1. Tuabay allow user to create Merchant account to access it business related functionality.
   2. All participated merchants must allow Tuabay to use their logo and publicly available company information for the purpose of marketing in any form that is related to Tuabay’s nature of business.
   3. Merchant’s logo and publicly available company information shall be shown in Tuabay website at Tuabay’s discretion, but not limited to, web application, mobile application or any services under the Tuabay management.
   4. Every merchant account is managed by a User who is an individual to be responsible for the account and must have the capacity to make decision on behalf of the entity.
   5. You may have different Merchant Account managed by single user account where the user must be a director, partner, holding position that has the capacity to act on behalf of the entity or given official permission to do so.
   6. You agree to comply with Tuabay to provide necessary information which may include personal identifiable information and/or entity related documents to facilitate the verification process of the merchant account.
   7. You agree shall ensure that any listing or information within the Merchant account must be correct and stay accurate at all times.
   8. Merchants are solely responsible for the creation, accuracy, legality, and fulfillment of any rewards, promotions, offers, benefits, or services provided to Consumers.
   9. You agree to support and participate in any Loyalty Partnership established through the Tuabay Platform in good faith. The purpose of such partnership is to incentivize Consumers by providing rewards, benefits, or promotional offers that may be redeemed with another participating Merchant within the partnership.
   10. You understand and agree that your member or customer may be aware of the partnership you have and may eventually become the customer or member of another merchant you partnered with or any other merchant found within Tuabay and its related services under Tuabay management.
   11. You shall comply with the Malaysia Personal Data Protection Act (PDPA) when managing your customer or member information and to protect any accessed data with appropriate technical or organization safeguards.
   12. You shall allow any consumer account user to unsubscribe from your marketing campaign, cease communication and/or delete all personal identifiable information within your system.
5. Consumer Account
   1. Tuabay allow user to create Consumer account to access its consumer related functionality, mainly to participate the merchant’s membership or loyalty program but not limited to perform redemption of rewards, benefits or related loyalty functionality.
   2. You agree to comply with Tuabay to provide necessary documentation which may include personal identifiable information to facilitate the verification process of the account or user authenticity when require.
   3. Your personal identifiable information such as name, contact information, and other related personal identifiable information will be known to another user with merchant account when you perform any form of transaction such as but not limited to participating in the membership program, claim or redeem the benefits provided, and contact the merchant with any method made available to you.
   4. You grant the permission to allow Tuabay and the merchant which you joined or participate to use and process your personal identifiable information for any transaction but not limited to join membership, participate in any program, claim rewards, redeem rewards, marketing and advertising purposes. Please refer to our Privacy Policy to understand how we manage Personal Identifiable Information.
   5. Tuabay shall not be responsible or liable for any misuse, processing, or handling of personal data by Merchants.
6. Subscription, Fees, Payment & Refund
   1. Access to certain features requires payment of subscription fees in advance. All fees are non-refundable, unless otherwise determined by Tuabay at its sole discretion
   2. Upon payment, you are granted a limited, non-exclusive, non-transferable, and revocable license to use the subscribed services.
   3. Tuabay reserved its absolute rights at any time, with or without notice to modify the fees, features, content, subscription structure or benefits, and including the Subscription Plan previously subscribed by you.
   4. Subscriptions are valid for a specified period and will expire unless renewed.
   5. You are solely responsible for managing your subscription and renewal. Tuabay may, but is not obligated to, provide reminders.
   6. Failure to make timely payment may result in immediate suspension or termination of access without liability.
   7. Tuabay may accept payment through methods including bank transfer, telegraphic transfer, credit card, and e-wallet, as determined at its sole discretion.
   8. You shall complete all payments using the payment methods made available by Tuabay at the time of transaction. All fees are payable in full and in advance, unless otherwise stated.
   9. All payments made to Tuabay are non-refundable, except where expressly approved by Tuabay at its sole discretion.
   10. Without prejudice to Clause 6.9, Tuabay may, at its sole discretion, consider refund requests under the following conditions:
       1. where no usage of the Platform has occurred; and
       2. where a cancellation request is submitted within seven (7) days from account activation.
   11. Where a refund is approved after seven (7) days, it may be calculated on a pro-rated basis based on the remaining unused subscription period, subject to a minimum charge equivalent to one (1) month.
   12. All refunds:
       1. shall be processed using the original payment method or verified account;
       2. require proof of identity; and
       3. may take up to sixty (60) days to process
   13. All decision is final and binding where Tuabay reserves the absolute right to determine:
       1. whether a refund is granted;
       2. the amount; and
       3. the timing.
   14. Tax Responsibility
       You are solely responsible for determining, reporting, and paying any taxes, duties, or governmental charges arising from your use of the Platform or any transactions conducted through it. Tuabay shall not be responsible for any tax obligations applicable to you.
7. Delivery and Dispute
   1. Merchants are solely responsible for fulfilling all rewards, offers, and obligations once the applicable conditions are met.
   2. Expired rewards or benefits are invalid and shall not be redeemable under any circumstances.
   3. Tuabay is not obligated to mediate or resolve disputes between Users. However, Tuabay reserves the right, at its sole discretion, to:
      1. Intervene
      2. request information; or
      3. take action deemed necessary.
   4. Tuabay does not guarantee, verify, or warrant the availability, quality, legality, or fulfilment of any rewards, offers, or benefits provided by Merchants.
8. No Endorsement
   1. TUABAY does not endorse any Merchant, Consumer, User, business, entity or any commercial authenticity of any type. In addition, although these Terms require Users to provide accurate information, we do not attempt to confirm, and do not confirm, any User’s purported identity, but may do so at our best effort basis or at any point of time we require to.
   2. Tuabay provides technology infrastructure only and does not act as an agent, intermediary, or contracting party in any transaction between Users.
   3. TUABAY may post listings of merchant and its relevant information whose has become a registered account of Tuabay which is serves as a suggestion or additional information to Users. Users are required to make their own decision of whether such information is useful and agree not to hold TUABAY liable for any damage or harm resulting from your action with the suggestion or any information posted.
   4. By using the Site, Application or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users, Merchant or other third parties will be limited to a claim against the particular Users, Merchant or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from TUABAY with respect to such actions or omissions. Accordingly, you agree to communicate directly with the Users or Merchant regarding any claims you may have.
9. Brand Assets
   1. All Brand Assets remain the exclusive property of Tuabay.
   2. Use of Brand Assets requires prior written approval unless explicitly stated otherwise by Tuabayh.
   3. When it comes to Tuabay’s Brand Asset, you are prohibited to:
      1. Modify, distort, or alter in any way
      2. Use our Brand Asset in a way that is misleading, defamatory, obscene, or unlawful.
      3. Use our Brand Asset in any manner that may damage Tuabay’s reputation.
      4. Incorporate our Brand Asset into your own logos, trademarks, or branding.
      5. Use the Brand Asset in a way that suggests an association, imply endorsement or partnership with Tuabay without authorization.
   4. Unauthorized use may result in legal action, including injunctive relief and damages.
   5. Tuabay reserves the right to revoke your permission to use the Brand Asset at any time and for any reason based on our discretion.
10. User Conduct
    1. You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of Tuabay Platform.
    2. Any violation of this Clause constitutes a material breach of these Terms.
    3. In connection with your use of Tuabay Platform and its relevant services, you may not and you agree that you will not:
       1. avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by TUABAY by any of TUABAY’s providers or any other third party (including another user) to protect the Site, Software, Services, Application or Tuabay Platform;
       2. circumvent the Tuabay Platform by establishing direct commercial arrangements with other users discovered through the Platform for the purpose of avoiding service fees, subscription obligations, or platform participation;
       3. abuse the Tuabay Platform by creating multiple fake accounts to complete multiple transactions;
       4. violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax regulations;
       5. use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Site or Tuabay Platform.
       6. use the Site, Application or Services for any commercial or other purposes that are not expressly permitted by these Terms;
       7. copy, store or otherwise access any information contained on the Site, Tuabay Platform, Software, Application, Services or Content for purposes not expressly permitted by these Terms;
       8. infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
       9. interfere with or damage our Site, Tuabay Platform, Software, Application, Services or Content, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
       10. use our Site, Tuabay Platform, Software, Application, Services or Content to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
       11. use our Site, Tuabay Platform, Software, Application, Services or Content in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to lodging in a private residence;
       12. “stalk” or harass any other user of our Site, Tuabay Platform, Software, Application, Services or Content to collect or store any personally identifiable information about any other user other than for purposes of transacting as an TUABAY customer;
       13. contact a user, merchant or consumer for any purpose other than asking a question related to a transaction where both party involved.
       14. when acting as a visitor or otherwise, recruit or otherwise solicit any User, Merchant or Consumer to join third party services or websites that are competitive to TUABAY, without TUABAY’s prior written approval;
       15. impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
       16. use automated scripts to collect information or otherwise interact with the Site, Tuabay Platform, Software, Application, Services or Content.
       17. use our Site, Tuabay Platform, Software, Application, Services or Content to contact user, merchant or consumer to complete any form of transaction independent of the Site, Tuabay Platform, Application or Services in order to circumvent the obligation to pay any Service Fees related to TUABAY’s provision of the Services;
       18. as a user, submit any information with a false or misleading information, or submit any information, promises or offer that you do not intend to honor;
       19. or post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates any Malaysia law. Such as a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
       20. systematically retrieve data or other content from our Site, Tuabay Platform, Software, Application, Services or Content to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
       21. use, display, mirror or frame the Site, Tuabay Platform, Software, Application, Services or Content, or any individual element within the Site, Services, or Application, TUABAY’s name, any TUABAY trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without TUABAY’s express written consent;
       22. access, tamper with, or use non-public areas of the Site, Tuabay Platform, Software, Application, Services or Content, TUABAY’s computer systems, or the technical delivery systems of TUABAY’s providers;
       23. attempt to probe, scan, or test the vulnerability of any TUABAY system or network or breach any security or authentication measures;
       24. attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Tuabay Platform, Software, Application, Services or Content; or advocate, encourage, or assist any third party in doing any of the foregoing.
       25. share your login information with anyone or allow anyone other than yourself to perform the transaction and communication on behalf of you under your registered account.
    4. TUABAY reserves the right to investigate, suspend, restrict, ban and permanently terminate any user, merchant, partnership, loyalty program, reward voucher, or Content and prosecute violations of any of the above to the fullest extent of the law. TUABAY may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that TUABAY has no obligation to monitor your access to any of our Site, Tuabay Platform, Software, Application, Services or Content or to review or edit any User Content, but has the right to do so for the purpose of operating the Site, Tuabay Platform, Software, Application and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. TUABAY reserves the right, at any time and without prior notice, to remove or disable any user, merchant or consumer to access to our Site, Tuabay Platform, Software, Application, Services at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Tuabay Platform, Software, Application, and Services. You agree to provide reasonable cooperation and access to information as may be required for such purposes.
11. User Content
    1. We may, in our sole discretion, permit User to post, upload, publish, submit or transmit your content. By making available any User content on or through the Site, Tuabay Platform, Software, Application, and Services, you hereby grant to TUABAY a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User content on, through, or by means of the Site, Tuabay Platform, Software, Application, and Services. TUABAY does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content.
    2. You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site, Tuabay Platform, Software, Application, and Services. Accordingly, you represent and warrant that:
       1. you either are the sole and exclusive owner of all User Content that you make available through the Site, Tuabay Platform, Software, Application, and Services. or you have all rights, licenses, consents and releases that are necessary to grant to TUABAY the rights in such User Content, as contemplated under these Terms; and
       2. neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or TUABAY’s use of the User Content (or any portion thereof) on, through or by means of the Site, Tuabay Platform, Software, Application, and Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
12. Platform Data Ownership
    1. All data generated through the use of the Platform, including but not limited to aggregated data, analytics, usage pattern, behavioral data, and system-generated insights, shall be the exclusive property of Tuabay.
    2. You grant Tuabay a perpetual, irrevocable, worldwide, royalty-free license to:
       1. use, process, analyse, and store such data;
       2. combine with other datasets;
       3. derive insights and models
    3. Tuabay may:
       1. commercialize aggregated or anonymized data;
       2. develop new products, services, or features;
       3. use data for analytics, AI and research
    4. You are not entitled to any payment, royalty of compensation from such use.
    5. Nothing in this Clause shall transfer ownership of personal data from Users or Merchants; however, Tuabay retains all rights over Platform-generated, aggregated, and system-level data.
13. URL and Hyperlinks to 3rd Party Websites
    1. Our Site, Tuabay Platform, Software, Application, and Services may contain links to third-party websites or resources. You acknowledge and agree that TUABAY is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by TUABAY of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.
14. Service Availability and No Service Level Agreement (SLA)
    1. Tuabay DOES NOT guarantee that the Platform, Site, or Services will be available at all times or operate without interruption.
    2. Tuabay DOES NOT provide any service level agreement (SLA), uptime commitment, or performance guarantee unless expressly agreed in a separate written agreement.
    3. The Platform may be subject to:
       1. scheduled or unscheduled maintenance;
       2. system upgrades or modifications;
       3. outages, disruptions, or delays.
    4. Tuabay may, at its sole discretion and without notice, modify, suspend, or discontinue any part of the Platform at any time.
15. Modification
    1. TUABAY reserves the right, at its sole discretion, to modify any part of the Site, Software, Application or Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If we modify these Terms, we will post the modification on the Site or via the Application or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Site, Application or Services after we have posted a modification on the Site or via the Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services.
    2. Tuabay shall not be liable for any modification, suspension, or discontinuation of the Platform or Terms.
16. Limitation of Liability
    1. Exclusion of Liability
       To the maximum extent permitted by applicable law, Tuabay, including its directors, partners, officers, employees, affiliates, and agents, shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunity, or loss of goodwill, arising out of or in connection with your access to or use of the Site, Platform, or Services, whether based on contract, tort (including negligence), strict liability, or otherwise, even if Tuabay has been advised of the possibility of such damages.
    2. Limitation of Liability Cap.
       To the maximum extent permitted by applicable law, Tuabay’s total aggregate liability arising out of or in connection with all claims under these Terms, regardless of the form of action, shall not exceed the total amount paid by you to Tuabay in the one (1) month immediately preceding the event giving rise to the claim.
    3. Application of Limitations
       The limitations and exclusions set out in this Clause shall apply to the fullest extent permitted by law, regardless of the basis of liability, and shall survive the termination or expiration of these Terms.
17. Indemnification
    1. Indemnity Obligation
       You agree to indemnify, defend, and hold harmless Tuabay, including its directors, partners, officers, employees, affiliates, and agents, from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with;
       1. your access to or use of the Site, Platform, or Services;
       2. your breach of these Term;
       3. any content, rewards, offers or information submitted, created or provided by you;
       4. any dispute between you and any other User, Merchant, Consumer, or third party; or
       5. your violation of any applicable law, regulation, or third-party rights.
    2. Control of Defence
       Tuabay reserves the right, at its sole discretion, to assume exclusive control of the defense and settlement of any claim subject to indemnification, and you agree to cooperate fully with Tuabay in asserting any available defenses.
    3. Survival
       Your obligations under this Clause shall survive the termination or expiration of these Terms.
18. Warranty, Liability and Disclaimers
    1. IF YOU CHOOSE TO USE THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION, SERVICES AND PARTICIPATE IN ANY PROGRAM THAT IS INITIATED BY TUABAY, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT TUABAY DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY USER, INCLUDING, BUT NOT LIMITED TO, MERCHANT AND CONSUMER, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION, SERVICES, AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, TUABAY EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
    2. TUABAY MAKES NO GUARANTEE OR WARRANTY THAT THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION, SERVICES, CONTENT, INCLUDING, BUT NOT LIMITED TO, THE LISTINGS OR ANY PROGRAM THAT TUABAY INITIATED WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. TUABAY MAKES NO WARRANTY REGARDING THE QUALITY OF ANY LISTINGS, THE SERVICES OR COLLECTIVE CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY COLLECTIVE CONTENT OBTAINED THROUGH THE SITE, APPLICATION, AND SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM TUABAY OR THROUGH THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
    3. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION AND SERVICE, INCLUDING, BUT NOT LIMITED TO, ANY USER, MERCHANT OR CONSUMER.
    4. YOU UNDERSTAND THAT TUABAY DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS, MERCHANT OR CONSUMER.
    5. TUABAY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION AND SERVICE OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, APPLICATION OR SERVICES.
    6. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON REGARDLESS OF WHETHER SUCH MEETINGS ARE ORGANIZED BY TUABAY.
    7. TUABAY WILL COMPLY TO FAIR BUSINESS TO PROTECT THE INFORMATION THAT YOU PROVIDED TO THE SITE, TUABAY PLATFORM, SOFTWARE, APPLICATION AND SERVICE, BUT YOU ALSO AGREE THAT YOUR SUBMISSION OF SUCH INFORMATION IS AT YOUR SOLE RISK, AND HEREBY DISCLAIM TUABAY ANY AND ALL LIABILITY TO YOU FOR DAMAGES OR LIABILITY WHATSOEVER ASSOCIATED TO THE INFORMATION IN ANY FORM AND HOW.
    8. TUABAY DOES NOT EXPRESS AND MAKES NO WARRANTY THAT TUABAY WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND TUABAY DISCLAIM ANY LIABILITY RELATING THERETO. YOU WILL BE SOLELY RESPONSIBLE FOR BACKING UP YOUR OWN SYSTEM.
    9. TUABAY DOES NOT OWE ANY DUTY OF CARE TO USERS BEYOND PROVIDING ACCESS TO THE PLATFORM AS DESCRIBED IN THESE TERMS.
19. Force Majeure
    1. TUABAY SHALL NOT BE LIABLE FOR FAILURE OR DELAY IN PERFORMING ITS OBLIGATIONS DUE TO EVENTS BEYOND REASONABLE CONTROL INCLUDING BUT NOT LIMITED TO NATURAL DISASTERS, INTERNET FAILURE, GOVERNMENT RESTRICTIONS, LABOR DISPUTES, REGULATORY CHANGES, CYBER ATTACKS, POWER OUTAGES OR ACTS OF WAR.
20. Dispute Resolution
    1. Any dispute, claim, or controversy arising out of or in connection with these Terms or the use of the Platform shall first be referred to Tuabay for internal resolution.
    2. If the dispute is not resolved within sixty (60) days from the date of written notice, the dispute shall be finally resolved by arbitration in Malaysia in accordance with the rules of the Asian International Arbitration Centre (AIAC).
    3. The arbitration shall be final and binding on both parties, and the decision of the arbitrator shall be enforceable in any court of competent jurisdiction.
    4. You agree that you shall not commence or participate in any court proceedings relating to any dispute, except for the purpose of enforcing an arbitration award or seeking injunctive or equitable relief where necessary.
21. Governing Law 
    1. These Terms of Use will be governed by and construed in accordance with the laws of Malaysia, and the courts of Malaysia shall have exclusive jurisdiction over any claim or dispute arising under or in connection with these Terms of Use.
22. Class Action Waiver
    1. You agree that any dispute shall be resolved on an individual basis only.
    2. You waive any right to:
       1. participate in any class action, collective action, or representative proceeding;
       2. consolidate claims with other Users;
       3. act as a representative of any group.
    3. If any part of this clause is unenforceable, the remaining provisions shall remain in effect.
23. No Reliance
    1. You acknowledge that you have not relied on any representation, statement, or promise not expressly set out in these Terms.
    2. You confirm that;
       1. you have independently evaluated the Platform or the SITE;
       2. you are solely responsible for your decision to use it;
       3. no marketing, communication, or material from Tuabay constitutes advice or guarantee.
    3. Tuabay makes no representation including but not limited to:
       1. any increase in sales
       2. customer retention
       3. customer acquisition
       4. customer engagement
       5. business performance
       6. revenue generation
       7. Success of any program or partnership
24. Competitive Restriction
    1. You shall not use the Platform or the SIte, its data, features, workflows, or outputs for the purpose of developing, operating, or supporting any direct competing product or service.
    2. Any such use shall constitute a material breach.
25. Limitation of Claim Period
    1. Any claim arising out of or related to these Terms must be brought within twelve (12) months from the date the cause of action arises, failing which such claim shall be permanently barred.
26. Entire Agreement
    1. These Terms constitute the entire agreement between you and Tuabay in relation to your use of the Site, Platform, and Services, and supersede all prior or contemporaneous agreements, communications, representations, or understandings, whether written or oral.
27. Severability Clause
    1. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, or if not possible, deemed severed, and the remaining provisions shall remain in full force and effect.