TikTok PayLater Terms of Service
Last modified:
Effective date:
1.
Your relationship with us
(a)
Welcome to TikTok PayLater Services, which is
provided by PIPO Fintech (MY) Sdn Bhd ("PIPO", "we"
or "us" or "our"), an affiliate of TikTok
Shop (Malaysia) Sdn. Bhd. ("TT MY").
(b)
You are reading the terms of service (the "Terms"), which govern
the relationship and serve as a legally binding agreement between you in your capacity as Seller or Buyer (as defined in Clause 2.1(c)), as the case may be ("you" or "your") and us, and set
forth the terms and conditions by which you may access and use the Tiktok
PayLater Services or Services (as defined in Clause 2.1(c)) on the TikTok Shop platform including any subdomains thereof, and any other websites
through which PIPO makes its Services available, including the TikTok mobile,
tablet and other smart device applications, and application program interfaces
(collectively, the "TTS Platform" or "Platform")
in the manner described herein.
(c)
The Terms form a legally binding agreement
between you and us. Please take the time to read them carefully.
(d)
All provisions under these Terms apply to you
as Seller or Buyer unless expressly stated otherwise.
(a)
The TikTok PayLater Services are offered to
you by us through the Platform.
(b)
The TikTok PayLater Services are financing
facilities offered by PIPO which may be provided on a factoring arrangement in
which:
(i)
for conventional TikTok
PayLater, it involves the sale and assignment of receivables; and
(ii)
for Shariah TikTok PayLater,
it is structured in accordance with the Shariah principle of bai’ al-dayn (sale
of debt).
(c)
Under both conventional and
Shariah TikTok PayLater, the Platform will facilitate participating traders,
retailers, or merchants which have been approved by us ("Sellers")
to allow their customers ("Buyers") to make payment for their
goods and/or services ("Products") via a payment feature under which:
(i)
Sellers agree to accept
payment by Buyers via a single lump sum on a deferred basis ("Deferred
Receivables") and to sell and assign the Deferred Receivables (which
shall include all interest and contractual rights of whatsoever nature) to PIPO
(collectively "Receivables Purchase Arrangement");
(ii)
Sellers and PIPO agree and
acknowledge that as part of the sale and assignment of Deferred Receivables,
PIPO is authorised, and has the right to determine the payment structure of the
Deferred Receivables by Buyers to PIPO; and
(iii)
PIPO waives the requirement for
Buyers to pay the Deferred Receivables in a single lump sum and allows Buyers
to make payment for the Deferred Receivables via interest-free instalments ("Instalment Structure"),
(collectively, the "TikTok PayLater Services"
or "Services").
(d)
The TikTok PayLater
Services do not constitute a lending, credit facility, credit card or
charge card and PIPO does not provide any credit to you, whether as Buyers or Sellers.
(e)
Due to the nature of
information technology and the internet, PIPO cannot guarantee the continuous and
uninterrupted availability and accessibility of the TikTok PayLater
Services. PIPO may restrict the availability of the TikTok PayLater Services or certain areas or features thereof, if this is
necessary to ensure the proper or improved functioning of the TikTok PayLater Services. PIPO shall not be liable in any way to you for any
interruption to the use of the TikTok
PayLater Services during such
period of restricted availability.
(a)
By accessing or utilizing our TikTok PayLater
Services (whether as a Buyer or Seller):
(i)
you confirm that you can form a binding
contract with PIPO,;
(ii)
you accept these Terms and that you agree to
comply with, and be bound by them;
(iii)
you accept and acknowledge that PIPO is
authorised to appoint (A) third party payment processors or providers,
including an affiliate of PIPO and TT MY; or (B) any payment method as PIPO may
decide in its sole discretion, to act as agent of PIPO to administer and
process the settlement of payment to Sellers and collection of payment from
Buyers (“Payment Agent”);
(iv)
your access to and use of our TikTok PayLater
Services is also subject to your continued compliance with (A) our PIPO Privacy
Policy, the terms of which can be found here and are
incorporated herein by reference, and (B) the TTS Platform Terms of Use which
can be found here (Seller Terms)
and here (Buyer Terms) (collectively,
the “TTS Terms”); and
(v)
by using the TikTok PayLater Services,
you consent for your personal data to be collected, used, disclosed and/or
processed in accordance with the TTS Terms and the PIPO Privacy Policy, as may
be updated from time to time.
(b)
By accessing or using our TikTok PayLater
Services (whether as a Buyer or Seller), you represent and warrant that:
(i)
you possess the legal capacity to enter
into these Terms and to comply with it;
(ii)
you will use the Services for lawful
purposes only and in accordance with these Terms and all applicable laws,
rules, codes, directives, guidelines, policies and regulations; and
(iii)
in respect of Shariah TikTok PayLater:
(A)
you will use the Service in compliance
solely for Shariah compliant purposes only, including, but not limited to,
purchasing Shariah compliant Products and any other transactions that may be
determined by us from time to time;
(B)
you will not to use the Services for
any unlawful activities, including, but not limited to, illegal purchases,
betting and/or gambling.; and
(C)
you are solely responsible for any
Shariah non-compliant use of the Services.
(c)
The headings contained in this
document are for reference purposes only and are not to affect the construction
of these Terms. If you do not agree to these
Terms, you must not access or use our Services.
(d)
If you are accessing or using the Services on
behalf of a business or entity, then: (a) "you" and "your"
includes you and that business or entity; (b) you represent and warrant that
you are an authorised representative of the business or entity with the
authority to bind the entity to these Terms, and that you agree to these Terms
on the entity's behalf; and (c) your business or entity is legally and
financially responsible for your access or use of the Services as well as for
the access or use of your account by others affiliated with your entity,
including any employees, agents or contractors.
(e)
You understand and agree that we will treat
your access or use of the Services as acceptance of the Terms from that point
onwards. You should print off or save a local copy of the Terms for your
records.
(a)
We may amend these Terms from time to time,
for instance when we update the functionality of our Services, or when there
are regulatory changes. We will use commercially reasonable efforts to
generally notify all users of any material changes to these Terms, such as
through a notice on the Platform. However, you should look at the Terms
regularly to check for such changes. We will also update the "Last
Updated" date at the top of these Terms, which reflect the effective date
of such Terms. Your continued access or use of the Services after the effective
date of the new Terms constitutes your irrevocable acceptance of the new Terms.
If you do not agree to the new Terms, you must stop accessing or using the
Services.
(b)
We hereby reserve the right at our sole discretion,
to change, modify, disable, suspend or discontinue all or any part of the
TikTok PayLater Services, temporarily or permanently at any time or upon notice
and for any reason subject to compliance with applicable laws. Your continued
use of the Services shall be deemed as an irrevocable acceptance of these Terms
and any such revisions.
Any reference to "you"
or "your" under this Clause 3 refers to the Seller.
As a Seller, you hereby agree:
(a)
to sell and assign the Deferred Receivables to
PIPO pursuant to the Receivables Purchase Arrangement ("Sale"),
provided that with respect to Shariah TikTok PayLater, you agree that only
Deferred Receivables which arise from Products that are permissible under
Islamic law (halal) in nature can be sold and assigned to PIPO;
(b)
that PIPO will pay to you a sum (which shall
be an amount equal to the full value of purchase order (“Order”)) for the purchase of the Deferred Receivables within the
settlement period set out in the separate payment service agreement between you
and the relevant payment service processor on the TTS Platform (“Settlement”).
Such Settlement may be made through the Payment Agent appointed by PIPO;
(c)
that the Sale shall be effective immediately
notwithstanding that the Settlement to you has not occurred;
(d)
that PIPO (as the acquirer / assignee of the
Deferred Receivables) shall collect any outstanding amounts owed by the Buyer
pursuant to the Receivables Purchase Arrangement, in accordance with these
Terms; and
(e)
the Sale and the Receivables Purchase
Arrangement shall not operate to waive or vary any obligation of the Seller to
pay any fees (including transaction fees) to TTS Platform for its access to the
same.
As a Seller, you hereby agree:
(a)
to remain fully responsible for your Products and the purchase of your
Products by any Buyer shall remain an independent agreement between you and the
respective Buyer, the agreement of which PIPO
will not be a part of. Any disputes between you and the Buyer with respect to
the accuracy, existence, reliability, merchantability, fitness for a particular
purpose and delivery of the Products will be a dispute between you and the
Buyer only, in accordance with the TTS Terms;
(b)
that as a service provider, PIPO does not own,
create, engineer, manufacture, sell, resell, provide, control, manage, offer,
deliver, or supply the Products. PIPO
is not and does not become a party to or other participant in any contractual
relationship between you and the Buyer, nor does PIPO provide insurance of any
kind. PIPO expressly disclaims all warranties related to your sale of the
Products, express or implied, including any warranties of accuracy, existence
reliability, and any implied warranties for merchantability, fitness for a
particular purpose and non-infringement; and
(c)
that you are solely responsible for any
liabilities incurred and obligations derived from and in the course of
providing the Products.
Any reference to “you”
or “your” under this Clause 4 refers to the Buyer.
As a Buyer, you hereby agree that:
(a)
You shall pay for the Products to the Seller on a deferred basis (i.e., via the Deferred Receivables), such that you will
only be obliged to pay the full value of the Products on a later date and on an
interest-free and instalment basis to PIPO via the Instalment Structure,
provided that with respect to Shariah TikTok PayLater, you agree that the
Service can only be used on Deferred Receivables which arise from Products that
are permissible under Islamic law (halal) only;
(b)
you agree to pay and accept sole
liability for the full amount of the Deferred Receivables under the Receivables
Purchase Arrangement;
(d)
your purchase of the
Products from the Seller shall remain an independent agreement between you and
the respective Seller in respect of which PIPO is not a party. Accordingly, any
disputes between you and the Seller (including with respect to the accuracy,
reliability, merchantability, fitness for a particular purpose and delivery of
the Products) will be a dispute between you and the Seller solely in accordance
with the TTS Terms; and
(e)
PIPO expressly disclaims all
warranties related to your purchase of the Products, express or implied,
including any warranties of accuracy, existence reliability, and any implied
warranties for merchantability, fitness for a particular purpose and non-infringement.
(a)
To be eligible to be a Buyer and be
granted access to use the Services, you must:
(ii)
be capable of entering into a legally
binding contract;
(iv)
have an account on the Platform which
is still subsisting;
(v)
provide all necessary
information (including personal information e.g., name, identification card number and information, physical
residential and delivery address, mobile telephone number, email address,
contact preferences details) which are true, accurate and valid, as required by
us to complete our
know-your-customer verification process ("KYC Process");
(vi)
successfully complete and
pass our KYC Process, which may include identity verification, biometric facial
scans, and multi-factor authentication processes;
(vii)
meet the minimum and/or
maximum purchase amounts on the Platform in order to use the Services, which we
may impose on Buyers from time to time;
(viii)
in order to use the Services
under Shariah TikTok PayLater, only purchase the Product that are permissible under Islamic law (halal) on the Platform; and
(ix)
satisfy any other criteria
as we may determine from time to time in our sole discretion,
(collectively,
"Buyer Eligibility Criteria").
(b)
By signing up for and
continuing to use the Services, you, represent and warrant that you meet all
the Buyer Eligibility Criteria.
(c)
Your eligibility as Buyer
shall be assessed and determined on an ongoing basis at PIPO'
sole discretion. PIPO reserves the right to deny, suspend or
terminate the provision of the PIPO Services should you fail to meet any of the
Buyer Eligibility Criteria, which it shall assess in its sole discretion.
(d)
You authorise us to make,
directly or through third parties, any inquiries necessary to verify your
identity, perform credit checks, confirm bank account details, and assess your
capability to make payments for the purposes of use of the Instalment
Structure. You further agree and authorise us to share such information with
the Seller, our affiliates and/or any other third party as may be
relevant and/or necessary for the provision of the Services.
(e)
You acknowledge and agree
that any suspension, deletion or termination of your account on the Platform
for any reason shall not affect your obligation to make payment for any
Receivables Purchase Arrangements made prior to such suspension, deletion or
termination, or the application of these Terms to you. We reserve the right to
contact you via email or your mobile phone number, and/or take further action
against you in respect of any amounts which remain unpaid, regardless of any
suspension, deletion or termination of your account.
As a Buyer:
(a)
upon completing the KYC Process as
required under these Terms, you will be onboarded as a Buyer and granted the
access to use the Services, which allows you to make the payments due under
Receivables Purchase Arrangements on a deferred basis pursuant to these Terms;
(b)
as part of our onboarding process, you
agree that we will separately conduct credit checks and assess your capability to make payments for the
purposes of use of the Instalment Structure ("Credit Check").
Pursuant to the Credit Check, we may at our sole discretion impose a limit on
your usage of the TikTok PayLater Services ("Base Limit") in
accordance with these Terms, where:
(ii)
from time to time, we may, in our
sole discretion, adjust your limit for use of the TikTok PayLater Services by providing
a temporary increase for a certain specified period or in respect of certain
specified Product categories (collectively, “Additional Limit). We will
notify you via the Platform if you are eligible for any Additional Limit, and
any conditions applicable to such Additional Limit;
(iv)
you will be able to view your Base Limit,
Additional Limit (if any) and Available Limit via the Platform. For avoidance of doubt: (A) any Additional Limit
shall only be available for the specified period and/or for the specified
Product categories, each of which shall be determined by us in our sole
discretion, and (B) if an Additional Limit is available and applicable to your
purchase of a Product, we will prioritise the use of the Base Limit before the Additional
Limit(s); and
(i)
you will be required to select a billing date
("Billing Date") on which we will issue you a bill for the
Services on a monthly basis (“Bill”) which will be made available to you
on the Platform, detailing: (A) the aggregate monthly instalment amounts,
inclusive of the Instalment Fees (as defined in Clause 5.1(b) below) ("Monthly Instalments") payable to
PIPO for that particular month; and (B) the Monthly Instalment Due Date (as
defined in 4.3(c)(ii) below) on which the Monthly
Instalments are due;
(iii)
you will have a choice of either:
(A)
a Billing Date on the first (1st)
calendar day of the month and a Monthly Instalment Due Date on the tenth (10th)
calendar day of the same month; or
(B)
a Billing Date on the twenty first (21st)
day of the month and a Monthly Instalment Due Date on the first (1st)
calendar day of the subsequent month.
You acknowledge that your selection under this Clause 4.3(c) can only be made once and once you have made an election,
it is irrevocable.
(a)
As a Buyer, you hereby agree to:
(i)
provide true, accurate,
current and complete information or documentation about yourself as may be
prompted by any KYC Process, Credit Check process or as otherwise requested by PIPO
from time to time ("Onboarding Data") and to supply all
information requested by PIPO in a timely manner. You agree to not misrepresent
your identity to us;
(ii)
maintain and promptly update
the Onboarding Data, and any other information you provide to PIPO, and to keep
it accurate, current and complete at all times;
(iii)
promptly notify PIPO
regarding any material changes to information (including the Onboarding Data)
or circumstances that could affect your ability to meet the Buyer Eligibility
Criteria or to continue to use the TikTok PayLater Services pursuant to these
Terms;
(iv)
be fully responsible for all
use of your TikTok account with reference to the Services and for any actions
that take place whilst using the Services;
(v)
immediately inform PIPO of
any actual or potential fraudulent activities relating to your Payment Methods
(as defined in Clause 5.3(a)) or bank accounts linked on the Platform, and
agree to allow PIPO to share such information with third party payment
providers for the purposes of reducing further fraudulent activities; and
(vi)
comply with our operating
procedures as may be informed to you from time to time.
(b)
You acknowledge that you are
responsible for maintaining the security of your TikTok account and you agree
that you are solely responsible for all activities in connection with the
Services that that occur under your TikTok account, whether or not authorised
by you. This includes purchases made via your TikTok
account using the Services.
(c)
In the event of that we
suspect or become aware that your TikTok account is compromised or subject to
unauthorised access, we reserve the right to terminate or suspend the provision
of the Services without prior notice to you, provided always that you shall
remain responsible for any actions taken through the use of your TikTok account and the Services before such termination or suspension.
(d)
You hereby agree that PIPO
shall not bear any liability or responsibility for losses of any kind that a
Buyer may incur as a result of its own fault or failure to maintain the
confidentiality of its TikTok account password, any one-time passwords, PIN
and/or any other security measures implemented on the Platform, or by providing
access to your account to any person other than yourself.
Any reference to "you"
or "your" under this Clause 5 refers to the Buyer, unless
expressly stated otherwise.
Under our Instalment Structure:
(a)
the sums due and payable by you to us
under a single Order you have made via the TikTok PayLater Services for the relevant period (i.e.,
the Deferred Receivables for each Order) excluding any Instalment Fees
shall be referred to as the "Individual Principal Amounts";
(i)
the Individual Principal Amounts divided
by the payment tenor selected under your Instalment Plan (as set
out under Clause 5.2 below); plus
(ii)
the applicable Instalment Fee for that
Order,
in respect of all Orders you have
made via the TikTok PayLater Services for the relevant period, and we will bill
such amount to you monthly and on the Billing Date.
(a)
When you enter the checkout
page for the purchase of Products on the Platform, you will be given the option
to pay for the Products by way of the TikTok PayLater Services.
(b)
When you select the option
of paying for an Order via the TikTok PayLater Services at checkout:
(i)
you will be provided with:
(A) an option in respect of the payment tenor (i.e., payment to be made over 1,
3, 6, 9 or 12 months), subject to meeting any eligibility requirements as set
out under Clause 5.2; and (B) based on the payment tenor you have
elected, the payment sums for each Monthly Instalment (which shall be payable
per month), which is automatically calculated and provided by PIPO based on the
Buyer's Available Limit and the Total Outstanding Amount ("Instalment
Plan"); and
(ii)
once you have selected your
Instalment Plan:
(A)
the Deferred Receivables
under that Order shall immediately be assigned from the Seller to PIPO pursuant
to Clause 4.1; and
(B)
the applicable Monthly
Instalments will be due and payable on the Monthly Instalment Due Dates which
you have elected pursuant to Clause 4.3(c) above.
(c)
You shall be eligible to select a
payment tenor of:
(i)
1 month where your minimum spend for your
purchase of the Products in a single Order is at least RM 1; and
(ii)
3, 6, 9 or 12 months where your minimum spend
for your purchase of the Products in a single Order is at least RM 1 for each
month (i.e., a minimum of RM 3 for 3 months; RM 6 for 6 months; RM 9 for 9
months; and RM 12 for 12 months).
(f)
You will be informed of each
approved Order via the Platform and/or other methods we deem appropriate, upon
which the Seller will immediately sell, and irrevocably assign, its rights to
receive the Deferred Receivables for the Products purchased by you via the
Services to PIPO. Upon such Sale, you will become obliged to pay the Deferred
Receivables to PIPO in accordance with your selected Instalment Plan.
(i)
manually inputting the
amount you intend to pay to us for such Monthly Instalment on the Platform (“Instalment
Payment”);
(ii)
selecting your Payment
Method ("Selected Payment Method"); and
(iii)
completing the settlement of
the Instalment Payment via your Selected Payment Method,
(collectively, "Payment Process").
(c)
You agree that you are solely responsible for
inputting the correct amount you intend to pay pursuant to the Payment Process.
We will not bear any liability or responsibility for any losses or additional
expenses, costs, fees and/or surcharges that you may incur as a result of your
failure to input the correct Instalment Payment amount and it being agreed that
the Monthly Instalment amount shall be reduced by the amount you indicated
without regard to the actual sum paid to us via the Selected Payment Method.
(d)
We reserve the right to add to or remove the
Payment Method options available for our Services at any time at our sole
discretion.
(e)
In the event that the Instalment
Payment amount is in excess of the Monthly Instalment which is due on that
Monthly Instalment Due Date or the amount you input as the Instalment Payment amount,
you acknowledge and agree that such sums shall be allocated for payment of the
Monthly Instalment(s) to reduce such subsequent Monthly Instalment(s).
(f)
Subject to Clause 5.6 below, upon settlement
of the Instalment Payment amount, your Available Limit will be restored by an
amount corresponding to the amount of the Instalment Payment. If your purchase
of the Products via the Services included the use of both the Base Limit and
Additional Limit, your Additional Limit(s) will be restored before the Base
Limit. For avoidance of doubt, your Additional Limit(s) will not be restored if
such settlement takes place after the Additional Limit is no longer active.
(g)
If applicable, a handling fee may be charged when you make a
payment under this Clause 5.3 using certain designated Payment Method(s). This
fee is imposed by the relevant third-party payment processor or service
provider that facilitates your payment and is not charged by, or collected on
behalf of, PIPO. The applicable handling fee for the relevant Payment Method
will be clearly disclosed to you on the Platform at the time the payment is
initiated.
(a)
You may choose to make early
payment of the full amount of your Monthly Instalments ahead of the relevant
Monthly Instalment Due Date(s) ("Advance Instalment"). The
same Payment Process (according to Clause 5.3 above)
shall apply. Any Advance Instalment made will
be used to offset future Monthly Instalments in the order that they would have
become due.
(b)
You may also choose to make
multiple Instalment Payments as partial payments of the Monthly Instalment
under the relevant Bill in accordance with the Payment Process at any time before
the Monthly Instalment Due Date for the relevant month. Where a partial Advance
Instalment is made, the balance amount due under the Monthly Instalment will
remain due on the Monthly Instalment Due Date.
We shall issue monthly
statements to you based on your Instalment Plan, which we will make accessible
to you on the Platform ("Monthly Statements"). The Monthly
Statements will set out details of the Product purchases which you have
utilised the Services for, the Monthly Instalments which you have paid and the
Monthly Instalments which remaining outstanding in respect of such transactions.
(a)
It is your responsibility to
read and understand how late or failed Monthly Instalments / Bill payments are
managed under these Terms.
(i)
you may be charged a sum of
RM 10 for each missed or overdue Bill / Late Payment (“Processing Fee”);
(ii)
your ability to access and
use the TikTok PayLater Services may be suspended ("Suspension");
(iii)
for TikTok PayLater Shariah:
(A)
you agree to pay the
Processing Fee by way of compensation (ta’widh) to cover the
administrative and actual cost to be borne by PIPO due to your Late Payment;
and
(B)
any excess from the actual
cost incurred (gharamah) shall be deposited into a compensation account
and shall be channelled to a charitable body approved by PIPO’s Shariah Advisor
for TikTok PayLater Services.
(d)
In order to lift the
Suspension and reactivate your access to the TikTok PayLater Services, you will
be required to pay:
(i)
the relevant Processing
Fee(s) amount corresponding to the number of overdue Bill(s) /Late Payment(s);
and
(ii)
all Monthly Instalments then
due to us at the time of the reactivation (including but not limited to the
Late Payments).
Notwithstanding the foregoing, any reactivation of TikTok PayLater Services access is
subject to PIPO’s further assessment and confirmation that you continue to meet
the Buyer Eligibility Criteria as set out in Clause 4.2(a). Additionally, PIPO reserves
the right to remove,
reverse or waive any
Processing Fees at its sole
discretion.
(e)
If you have been subject to a
Suspension, we reserve the right to:
(i)
revise the terms of your use of
the Services, the Instalment Structure and/or your Instalment Plan, including
changing the way your Instalments are calculated under your Instalment Plan,
and/or Base Limit; and
(ii)
restrict, suspend or terminate your
ability to select your subsequent Instalment Plans even after you have
successfully reactivated your access to the Services.
We will not be liable or
responsible for any losses that you may incur as a result of any Suspension for
any reason.
(a)
We may offer you the option to pay for your
Monthly Instalments and Instalment Fees via automatic deductions from any one
or more Selected Payment Method which you may have linked to your account
("Automatic Deductions"). If you choose to use Automatic
Deductions to make payments for the Services, you will be asked to select a
default Selected Payment Method which will be used as the primary Selected
Payment Method for the Automatic Deductions. You hereby:
(i)
expressly consent to, authorise and
instruct us (with or through any Payment Agent) to initiate recurring payments
from the relevant Selected Payment Method(s) for such amounts and on such
Monthly Instalment Due Dates as set out in your Instalment Plan. You
acknowledge and agree that all Monthly Instalments will be automatically
charged to your Selected Payment Method(s) in accordance with your Instalment
Plan;
(ii)
acknowledge that you are giving us
(with or through any Payment Agent) the ability to collect or reverse variable
payment amounts from or to your Selected Payment Method(s), in accordance with
your Instalment Plan and these Terms;
(iii)
accept that in the event your
default Selected Payment Method is not available for any reason, we will
automatically and immediately proceed to deduct payment for your Monthly
Instalments and Instalment Fees via the next available Selected Payment Method
linked to your account, without any prior notice to you;
(iv)
agree that you are responsible for
ensuring that you have sufficient funds via your Selected Payment Method(s) to
pay for the Monthly Instalments on or prior to the Monthly Instalment Due Dates
as specified in your Instalment Plan. We will not bear any liability or
responsibility for any fees, penalties or losses of any kind that you may incur
as a result of failing to have sufficient funds available via any Selected
Payment Method to make payments for Monthly Instalments on or prior to the
Monthly Instalment Due Dates specified in your Instalment Plan;
(v)
agree to be bound by any rules that
your Selected Payment Method(s) (including any debit card or credit card
issuer) requires for pre-authorised transactions (where applicable); and
(vi)
agree to be responsible for all
fees levied by your financial institution in connection with the Automatic
Deductions for payments of the Monthly Instalments.
(b)
You may disable the Automatic Deductions
feature at any time by removing your Selected Payment Method(s) or disabling
the feature on the Platform.
(c)
If we are unable to collect any Monthly
Instalments due to:
(i)
your Selected Payment Method(s) being declined
for any reason, including but not limited to a lack of sufficient funds;
(ii)
your failure to update your TikTok account with any changes to your
credit / debit card information and/or your Selected Payment Method(s); or
(iii)
any other reason,
the Terms under Clause 5.6 above will apply.
5.8
Off Platform Payments
(a)
We may, at our sole discretion, offer you the
option to pay for your Monthly Instalment and Instalment Fee through a payment
link sent to your registered email address if you are unable to make payments
through the Platform, or are unable to access the Platform for any reason, or
for any other reason as determined by us. This option is not guaranteed and may
be withdrawn at any time.
(b)
If this payment option is made available to
you, you hereby agree and acknowledge that:
(i)
the payment link will be sent to the email
address you have registered with us for these Services. It is your
responsibility to ensure this email address is valid, accurate, up-to-date and
capable of receiving emails from us. You are responsible for checking your
inbox and ensuring our emails are not filtered as spam and to notify us if you
did not receive the email. We are not responsible for payment links sent to
invalid, incorrect or outdated email addresses;
(ii)
the payment link is unique to your payment and
may have an expiration date. You are responsible for making your payment within
the specified timeframe and you acknowledge that any payment made through that
payment link shall be used for the settlement of your Monthly Instalment(s)
and/or Instalment Fee(s), whichever applicable;
(iii)
you are solely responsible for maintaining the
security and confidentiality of the payment link and your email account. You
agree that you will not share the payment link with any third party. We are not
liable for any unauthorized access to your email or payment link. We are not responsible
and are not obliged to refund any payment received through the payment link,
whether the payment was made by you or by any other party;
(iv)
the payment processing may be handled by Payment
Agent. You agree to be bound by the terms and conditions of the payment
processor or provider. We are not responsible for any issues or errors that may
occur during the payment processing by Payment Agent;
(v)
upon successful payment, your payment will be
reflected in the transaction statement in your account. If you are unable to
view this, please contact us via the Platform;
(vi)
we will, where reasonably practicable, notify
and verify the legitimacy of payment links sent to you by communicating with
you through our established channels (such as in-app/Platform message or phone
call). We will only send the payment link via email and will not send via any
other method such as SMS or any messaging application. It is your
responsibility to exercise caution and verify the legitimacy of any payment
link received. We will also never request, and you should never provide, your
password or other sensitive information via email or payment link. We are not
liable for any losses or damages you may incur as a result of clicking or
paying through an incorrect, unauthorised or fraudulent link. If you have any
doubts as to the legitimacy of a payment link, please contact us immediately
via the Platform before clicking such link; and
(vii)
if you mistakenly made a payment through an
incorrect or unauthorised payment link or a fraudulent payment link that
purport to be from us, please notify us immediately. We will make reasonable
efforts to assist you, however you agree and acknowledge that we do not
guarantee the recovery and we are not liable to compensate you for any loss
incurred or to settle such fund as payment of your Monthly Instalment(s).
Should we decide on our own discretion to compensate you or make such
settlement to your Monthly Instalment(s), you acknowledge that such action does
not constitute any admission of liability or wrongdoing on our part.
(a)
Buyer's Refund Request
In the event that a Buyer elects for
a refund or return of the Products
(necessitating a refund) purchased via the Services:
(i)
it is the Buyer's duty to notify
the Seller and raise a refund request directly with the Seller on the Platform
within the specified time period set out in
the refund policy of the TTS Terms ("Refund
Request"); and
(ii)
the Buyer is required to comply
with the refund policy, process and procedures under the Platform ("Refund
Policy"). Whether the Refund Request is accepted by the Seller is
subject to the Refund Policy.
(b)
Seller's Refund Request
In the event that a Seller cannot fulfil an Order, the
Seller is required to comply with the processes and procedures set out in the
Refund Policy. The Buyer and the Seller acknowledge that they are each
responsible for their respective roles in the refund process described under
this Clause 6.1 and PIPO is not obliged to contact or
to seek a Refund on behalf of the Seller or the Buyer.
Once the Seller and/or Platform informs PIPO of a full
Refund Request that has been accepted and processed (either pursuant to a
Refund Request under Clause 5.2(e) or Clause 6.1 above) in accordance with the Refund Policy, we will
validate and process the full Refund Request in accordance with the Refund
Policy, upon which:
(i)
if the full Refund Request
in respect of such Order is validated:
(A)
after the Billing Date, then
we shall: (1) waive the requirement for the Buyer to pay the Monthly Instalment
for that Order excluding the respective Instalment Fee on the Monthly
Instalment Due Date, being the Deferred Receivables owed by the Buyer to us at
that the relevant Monthly Instalment Due Date; and (2) waive the requirement
for the Buyer to pay the Monthly Instalment for all subsequent Monthly
Instalment Due Dates in respect of that Order. The Instalment Fee for that
Monthly Instalment shall continue to be payable notwithstanding the full Refund
Request; or
(B)
before the Billing Date,
then we shall: (1) waive the requirement for the Buyer to pay the Monthly
Instalment for that Order on the Monthly Instalment Due Date, being the
Deferred Receivables owed by the Buyer to us at that the relevant Monthly
Instalment Due Date; and (2) waive the requirement for the Buyer to pay the
Monthly Instalments for all subsequent Monthly Instalment Due Dates in respect
of that Order;
(ii)
any amounts already paid by the Buyer
to us towards the Deferred Receivables (excluding the corresponding Instalment
Fees) will be applied to set off amounts owed by the Buyer to us through the use of the Services (including any
other Monthly Instalments payable by you through a separate Instalment Plan),
until all of the Buyer's payment obligations are extinguished;
(iii)
if there are no remaining payment obligations to be offset
against, then: (a) we will earmark the excess funds ("Excess Funds")
to offset future Monthly Instalments payable under new Orders made by the Buyer;
or (b) the Excess Funds may be withdrawn at the Buyer's option by contacting us
via the Platform’s Help Center;
(iv)
where Settlement of such
Order (between us and the Seller) has not yet been effected, we shall not be
required to make payment to the Seller for such Order and no further amounts
shall be payable by us to the Seller in respect of such Order; and
(v)
where Settlement of such Order
(between us and Seller) has been effected, the Seller shall refund to us an amount equal to the Order value (less any
applicable fees) in accordance with the Refund Policy.
(b)
Partial Refund
Once the Seller and/or Platform informs PIPO of a partial
Refund Request that has been accepted and processed in accordance with the
Refund Policy, PIPO will validate and process the partial Refund in accordance
with the Refund Policy, upon which:
(i)
If the partial Refund
Request in respect of such Order is validated:
(A)
after the Billing Date, then
we shall waive the requirement for the Buyer to pay the value of the partial
refund ("Partial Refund"). In such case, the monthly instalments which remain payable by the Buyer
in respect of that Order shall be the aggregate of:
(1)
the Individual Principal Amounts for
the relevant Order less the Partial Refund divided by the payment
tenor selected under the Buyer's Instalment Plan; plus
(2)
the Instalment Fee. For the
purposes of calculating the Instalment Fee, the Individual Principal Amounts for
the relevant Order: (I) for the purposes of computing the Buyer's then-current Monthly
Instalment shall include the Partial Refund; and (II) for all subsequent
Monthly Instalments thereafter shall exclude the Partial Refund,
being the Deferred Receivables owed by the Buyer
to us in respect of that Order at that relevant Monthly Instalment Due Date; or
(B)
before the Billing Date,
then we shall waive the requirement for the Buyer to pay the Partial Refund. In
such case, the monthly instalments payable by
the Buyer in respect of that Order shall be the aggregate of:
(1)
the Individual Principal Amounts for
the relevant Order less the Partial Refund divided by the payment
tenor selected under the Buyer's Instalment Plan; plus
(2)
the Instalment Fee as
calculated in accordance with Clause 5.1(b) for all
Monthly Instalments,
being the Deferred Receivables owed by the Buyer
to us in respect of that Order at that relevant Monthly Instalment Due Date;
(ii)
any amounts already paid by the Buyer
to us towards the Deferred Receivables (excluding the corresponding Instalment
Fees) shall be applied to set off amounts owed by the Buyer to us through the
use of the Services (including any other Monthly Instalments payable by you
through the Instalment Plan), until
all of the Buyer's payment obligations are extinguished;
(iii)
if there are no remaining future
Instalments to be offset against, then
(a) we will earmark the excess funds ("Excess Funds") to
offset future Monthly Instalments payable under new Orders made by the Buyer,
or (b) the Excess Funds may be withdrawn at the Buyer's option by contacting us
at via the Platform’s Help Center;
(iv)
where Settlement of such
Order (between us and Seller) has not yet been effected, we shall not be
required to make payment to the Seller for the Partial Refund and no further
amounts shall be payable by us to the Seller in respect of such Partial Refund;
and
(v)
where Settlement of such Order
(between us and Seller) has been effected, the Seller shall refund to us an
amount equal to the Partial Refund
(less any applicable fees) in accordance with
the Refund Policy.
(c)
Until the relevant Products have been
returned (where applicable under the Refund Policy) to the Seller, and such
return or refund has been validated and processed in accordance with the Platform’s
Refund Policy, the Buyer will continue to remain liable for the full payment of
the Products under the Order. All Monthly Instalments will continue to be charged
in accordance with the Instalment Plan.
You (as Buyer or Seller) agree to defend, indemnify, and
hold harmless PIPO, its parent, subsidiaries, and affiliates, and each of their
respective officers, directors, employees, agents and advisors from any and all
claims, liabilities, damages, settlements, penalties, fines, losses, costs, and
expenses, including, but not limited to, attorneys' fees and expenses, arising
out of a breach by you (as Buyer or Seller) or any user of your account of
these Terms or arising out of or in any way related to:
(a)
a breach (or alleged breach) of your
obligations, representations and warranties under these Terms;
(b)
your access to, use of, or
inability to use the TikTok PayLater Services, including any transaction made
using the TikTok PayLater Services;
(c)
your violation of any rights
of a third party, including but not limited to any negligence or wilful
misconduct of you, your employees, contractors, representatives or agents, if
relevant and as the case may be, or a breach of any contracts or other
relationships between you and third parties;
(d)
inability to pay your debts
and/or any amounts due;
(e)
your violation of any
applicable law; or
(f)
your failure to provide and
maintain true, accurate, current and complete information when accessing and
using the TikTok PayLater Services.
You shall cooperate as fully and as reasonably
required in the defence of any such claim.
(a)
Nothing in these terms shall affect any
statutory rights that you (as a Buyer) cannot contractually agree to alter or
waive and are legally always entitled to as a consumer.
(b)
The
TikTok PayLater Services are provided "as
is" and we make no warranty or representation to you with respect to them.
In particular we do not represent or warrant to you that:
(i)
your use of the Services will meet your
requirements;
(ii)
the Services will be accurate, reliable or
correct;
(iii)
the Services will be available at any
particular time or location, uninterrupted, error-free, without defect or
secure;
(iv)
any defects or errors will be corrected;
(v)
any information obtained by you as a result of
your use of the Services will be accurate or reliable; and
(vi)
this Platform and/or the server that makes the
Services 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.
(c)
No conditions, warranties or other terms
(including any implied terms as to satisfactory quality, accuracy, reliability,
merchantability, fitness for purpose, non-infringement or conformance with
description) apply to the Services except to the extent that they are expressly
set out in these Terms. We may change, suspend, withdraw or restrict the
availability of all or any part of our Services for business and operational
reasons at any time without notice.
(d)
To the maximum extent permitted by applicable
law, PIPO expressly disclaims all warranties and any responsibility for:
(i)
the accuracy, existence, reliability, fitness
for purpose, quality, safety or legality of Products made available on the
Platform via the Services; and
(ii)
the ability of Sellers to sell Products or of
Buyers to pay for Products. If there is a dispute between a Buyer and Seller,
such Buyer and Seller agree to resolve such dispute between themselves directly
and, release PIPO and its affiliates from any and all claims, demands and
damages arising out of or in connection with any such dispute.
(a)
Nothing in these terms shall exclude or limit
our liability for losses which may not be lawfully excluded or limited by
applicable law. This includes liability for death or personal injury caused by
our negligence or the negligence of our employees, agents or subcontractors and
for fraud or fraudulent misrepresentation.
(b)
Subject to the paragraph above, to the maximum
extent permitted by applicable law, PIPO or its subsidiaries, affiliates, sub-contractors,
service providers, and its and their employees, directors, officers, agents,
and representatives shall not be liable to you whether in contract, warranty,
tort or other cause of action at law, in equity, by statute or otherwise, for:
(i)
any loss of profit (whether incurred directly
or indirectly), goodwill, opportunity, use, revenue, or data that may be
suffered by you;
(ii)
any loss or damage arising from your failure
or inability to access or utilise the Services or execute an Order;
(iii)
any indirect or consequential losses or
damages which may be incurred by you; or
(iv)
any loss or damage which may be incurred by
you as a result of:
(A)
any reliance placed by you on the
completeness, accuracy or existence of any advertising, or as a result of any
relationship or transaction between you and any advertiser or sponsor whose
advertising appears on the service;
(B)
any changes which we may make to the
Services, or for any permanent or temporary cessation in the provision of the
services (or any features within the services);
(C)
the deletion of, corruption of, or
failure to store, any communications data maintained or transmitted by or
through your use of the Services;
(D)
your failure to provide us with
accurate account or personal information;
(E)
your failure to keep your password or
account details secure and confidential;
(F)
any wrongful or illegal action of a
third party;
(G)
any use by you of the Services in a
manner which, or for any activity which, is in violation of applicable law,
these Terms or the TTS Terms;
(H)
your inability to use the Services due
to reasons within your sphere of control (including any error arising from the
device used by you to access the Services); or
(I)
any fraudulent transactions which are
made in connection with / arising from the use of the Services, or in
connection with Orders made on the Platform.
(c)
You agree that under no circumstances will our
liability to you exceed the aggregate of the amount of the fees which you have
paid to us pursuant to these Terms within the last twelve (12) months of such
cause of action arising.
(d)
These limitations on our liability to you
shall apply whether or not we have been advised of or should have been aware of
the possibility of any such losses arising.
(e)
You are responsible for any mobile charges
that may apply to your use of our Services, including text-messaging and data
charges. If you're unsure what those charges may be, you should ask your
service provider before using the Services.
(a)
Your access to and use of the Services is
subject to these Terms and all applicable laws and regulations. You may not:
(i)
access or use the Services if you are not
fully able and legally competent to agree to these Terms;
(ii)
use the Instalment Structure and
the Services for any unlawful or fraudulent activity;
(iii)
use the Services, without our express written
consent, for any commercial or unauthorised purpose, including communicating or
facilitating any commercial advertisement or solicitation or spamming;
(iv)
impersonate any person or entity, or falsely
state or otherwise misrepresent you or your affiliation with any person or
entity;
(v)
use or attempt to use another's account
to access the Services without authorisation from TikTok and PIPO; and
(vi)
interfere with or attempt to interfere with
the proper working of the Services, disrupt our website or any networks
connected to the Services, or bypass any measures we may use to prevent or
restrict access to the Services.
(b)
You agree to immediately contact PIPO via the Platform’s
Help Center if you believe that your Payment Method may be subject to an
unauthorised transaction, account takeover or other type of fraudulent activity
or Security Breach.
(c)
If PIPO has reason to suspect (in
its sole discretion) that you may have engaged
in any potentially fraudulent or suspicious activity and/or transactions, we
reserve the right to take any action against you, including:
(i)
suspending, terminating or limiting your
access to the Services and/or procuring that TikTok Shop suspends, terminates
or limits your access to the Platform; or
(ii)
suspending or terminating any transaction,
Order and Refund Request made under these Terms.
(a)
PIPO shall be permitted to transfer or assign
both the rights and obligations under these Terms to any third party without
your consent and/or notice.
(b)
You are not permitted to transfer or assign
either the rights or the obligations or both under these Terms to any third
party without PIPO' prior written consent. Any attempt to do so shall be void.
We respect intellectual property rights and ask you to do
the same. As a condition of your access to and use of the Services, you agree
not to use the Services to infringe on any intellectual property rights. We
reserve the right, with or without notice, at any time and in our sole
discretion to block access to, suspend and/or terminate the accounts of any
user who infringes or is alleged to infringe any copyrights or other
intellectual property rights.
PIPO shall not
bear any liability or responsibility under or
be deemed to be in breach of these Terms for any delays or failures in
performance of these Terms which result from circumstances beyond the
reasonable control of PIPO, including any time delays in processing Refund
Requests.
(a)
These Terms, their subject matter and their
formation, shall be governed and construed by the laws of Malaysia.
(b)
Any dispute arising out of or in connection
with settlement of payments due from you (as Buyer) to PIPO for the Receivables
Purchase Agreements shall be referred to the Malaysia courts in Kuala Lumpur,
and you hereby accept the exclusive jurisdiction of such courts for such
matters.
(c)
Any other dispute arising out of or in
connection with these Terms between PIPO and you (as Buyer or Seller),
including any question regarding existence, validity or termination of these
Terms, shall be referred to and finally resolved by arbitration administered by
the Asian International Arbitration Centre ("AIAC") 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.
(i)
The seat of the arbitration shall be Kuala
Lumpur, Malaysia. The language of the arbitration shall be English.
(ii)
The Tribunal shall consist of three (3)
arbitrators. Each party to the dispute shall appoint one (1) arbitrator, and
the arbitrators so appointed by the parties to the dispute, shall jointly
appoint the remaining arbitrator. In the event the appointed arbitrators are
unable to agree on the remaining arbitrator, the parties to the dispute agree
that the Director of the AIAC shall appoint the relevant arbitrator. Each party
to the dispute shall be responsible for its own costs arising from such
arbitration proceedings.
Our failure or delay to
insist upon, exercise or enforce any provision or any right under these Terms
shall not be construed as a waiver of any provision or right.
These Terms including all links, schedules, documents and
policies incorporated by reference or documents executed in connection with
these Terms, shall constitute the whole legal agreement between you and PIPO
and govern your use of the Services and completely replace any other agreements
between you and PIPO or TikTok Shop in relation to the Services.
We do not guarantee that our Services will be secure or
free from bugs or viruses. You are responsible for configuring your information
technology, computer programmes and platform to access our Services. You should
use your own virus protection software.
If any court of law, having jurisdiction to decide on this
matter, rules that any provision of these Terms is invalid or unenforceable,
then that provision will be removed from the Terms without affecting the rest
of the Terms, and the remaining provisions of the Terms will continue to be
valid and enforceable.
(a)
As a Buyer, these Terms, as amended from time
to time, are effective for as long as the Service is made available to you on
the Platform.
(b)
As a Seller, these Terms, as amended from time
to time, are effective until you terminate your TikTok seller account in
accordance with the TikTok Shop Seller Terms of Service.
(c)
The following provisions of these Terms shall
survive termination of your use or access to the TikTok PayLater Services:
Clauses 7 (Indemnity and Liability), 10.1 (Intellectual Property Rights), 10.3 (Applicable Law and Dispute Resolution), 10.4 (No Waiver), 10.7 (Severability), 10.8 (Survival), 10.11 (No Set-off or Counterclaim), and
any other provision that by its terms survives termination of your use or
access to the Services.
(a)
We may provide notices to you under these
Terms via the Platform and/or to the email address or mobile phone number
provided by you.
(b)
Such notices shall be deemed received upon successful
transmission unless stipulated otherwise.
In the event of any inconsistency between these Terms and
any other terms between you and PIPO in respect of the use of the TikTok
PayLater Services that are subject to these Terms, these Terms shall control
and govern the rights and obligations of you (as Buyer or Seller) and PIPO,
unless stated otherwise.
The original of these TikTok PayLater Terms of Service is
written in the English language. In the event of any conflict between the
English and other language versions, the English version shall prevail.
As a Buyer, you hereby agree that you shall neither have
nor claim to have acquired any right of set-off or counterclaim or any other
defence whatsoever available against PIPO or its affiliates (including TT MY),
and the amount payable by you in respect of the Deferred Receivables shall not
be less than the purchase amount owed by you under the Receivables Purchase
Arrangement and all Orders made thereunder.
Contact us via the
Platform’s Help Center or e-commerce@tiktok.com.