Purchaser's/Hirer's Order Agreement No.

DSAKC2019/0409

TERMS AND CONDITIONS

1. Definitions and Interpretation
1.1 ln these Terms and Conditions, unless the context requires otherwise, the following words have the following meanings:
Words used in these Terms and Conditions and defined elsewhere in this Agreement have the meaning given to them in the Agreement.
"Delivery Date" means the stipulated date for the delivery of the Vehicle;
"Deposit" means the deposit specified by the Vendor and which the Purchaser is required to pay upon execution of this Agreement;
"Deposit Refund Policy" means the terms of the refund policy in respect of the Deposit upon which the Vendor will exercise their right to refund, retain or forfeit part of or all of the Deposit;
"JPJ" means Jabatan Pengangkutan Jalan;
"Purchaser" shall mean the Purchaser identified in the Particulars of Sale and shall include a person or company or two or more persons or companies together constituting the Purchaser and the liability of such
two or more persons shall be joint and several. The term "Purchaser" shall not include trustees or others claiming a beneficial interest beyond the named parties to this Agreement.
"Intending Hirer" means the person who intends to take goods from an owner under a hire-purchase Agreement and includes a person to whom the intending hirer's rights or liabilities under the agreement have
passed by assignment or by operation of law according to Hire-Purchase Act 1967
"Owner" means a person who lets or has let goods to a hirer under a hire-purchase agreement and includes a person to whom the owner's rights or liabilities under the agreement have passed by assignment or by
operation of law according to Hire-Purchase Act 1967.
"Price" means the price for the Vehicle payable by the Purchaser; and
"Total Purchase Price" means, in relation to the Vehicle, the Price plus insurance and registration fee;
1.2 Words importing the singular also import the plural and vice versa. Words importing any particular gender import all other genders.
2. Deposit and Deposit Refund Policy
2.1 The Purchaser shall pay the Deposit to the Vendor upon execution of this Agreement. Where the Purchaser intends to obtain hire purchase loan to finance the purchase of the Vehicle, he shall then be known as
"The Purchaser I Intending Hirer" and the Purchaser /Intending Hirer shall pay l% of the cash price of the Vehicle as booking fee to the Vendor or Owner I Bank upon receipt of the duly completed form set out
in Part II of the Second Schedule of the Hire Purchase Act 1967 by the Purchaser /Intending Hirer. The 1% booking fee shall form part of the Deposit under the Hire Purchase Agreement. Upon signing the Hire
Purchase Agreement by the Purchaser I Intending Hirer, the Purchaser I Intending Hirer shall pay the difference sum between the purchase price and the sum financed as stated in the Hire Purchase Agreement
therein to the Vendor or Owner I Bank.
2.2 The Purchaser hereby confirms that he is fully aware of and will abide by the Vendor's Deposit Refund Policy as listed herein in respect of the Deposit paid by the Purchaser to the Vendor upon the execution of
the Agreement.
2.3 The Vendor shall refund the Deposit paid by the Purchaser only if the Agreement is determined by the Vendor on the occurrence of any force majeure or any other reason or cause whatsoever beyond the
control of the Vendor or caused by the act, default or omission by any other party not being a servant or agent of the Vendor . In such an event, the Vendor shall return the Purchaser the Deposit paid (free of
any interest) less any costs and disbursements incurred by the Vendor.
2.4 The Vendor shall retain and forfeit the Deposit (or any part thereof) without prejudice to the Vendor's right to damages and/or the recovery for all loss and damage suffered upon the following events:-
a. On the termination of the Agreement by the Purchaser for any reason whatsoever;
b. If, on the Delivery Date, the Purchaser fails to take delivery of the Vehicle or to pay any monies due under the Agreement;
c. On a breach of the Agreement by the Purchaser;
d. Upon the Vendor terminating the Agreement under Clause 1.1.
3. Price
3.1 The Purchaser shall pay the Price of the Vehicle to the Vendor together with all increased costs to the Vendor arising from exchange rate variations, manufacturer's increased price to the Vendor, increase in
rates of freight or insurance, tariff, import duty, sales tax, registration fee, road tax or any other government impositions, or any delay caused by the instructions of the Purchaser or lack thereof or any matter
which results in increased cost to the Vendor.
3.2 The Purchaser shall pay interest on all overdue amounts payable under this Agreement calculated at the rate of 10% per month from the due date until the date of actual payment
3.3 In the event of the Purchaser failing to pay all sums due to the Vendor under this Agreement and/or to take delivery of the Vehicle, the Purchaser shall be deemed to have repudiated this Agreement and without
prejudice to any of the Vendor's rights and remedies hereunder, the Vendor shall be entitled to thereupon forfeit any sum paid to it by the Purchaser as compensation for the loss and damages suffered by the
Vendor. The Vendor shall also be at liberty on its own account to sell or otherwise deal with and dispose of the Vehicle in such manner as it deems fit without prior notice to the Purchaser, and the Purchaser
shall be liable for all losses and expenses that the Vendor may incur thereby. The Purchaser hereby irrevocably authorizes the Vendor to take all such actions and to execute all such documents as may be
necessary or desirable in the opinion of the Vendor to register the Vehicle in the Vendor's own name or in the name of any other person with any relevant authority and to effect such transfer.
3.4 The Vendor shall not be liable to the Purchaser for any and all losses that may be suffered by the Purchaser in the event of a subsequent decrease in the price of similar vehicles or in respect to any promotional
items or accessories offered and given by the Vendor to other Purchasers subsequent to this Agreement.
4. Delivery
4.1 The Purchaser acknowledges that the delivery date of the Vehicle is an estimate and for reference only. The Vendor shall not be liable for any loss or damage whether arising directly or indirectly from any
failure to deliver the Vehicle on a specified date.
4.2 Upon the Vendor receiving full payment from the Purchaser under this Agreement and upon the Purchaser complying with all obligations under this Agreement, the Vendor shall invite the Purchaser to inspect
the Vehicle. The Purchaser shall make his own arrangement to inspect the Vehicle at his own costs and shall inspect the Vehicle and complete the hand-over procedure of the Vehicle within seven (7) days from
receiving the invitation.
4.3 When the Purchaser takes delivery of Vehicle and completes the delivery order, the Purchaser shall be deemed to have accepted the Vehicle in all respects and confirms that the Vehicle is commercially fit for
the purpose for which it was required and is of merchantable quality. The Purchaser shall not be entitled to thereafter reject the Vehicle on the grounds that it does not conform to Agreement or otherwise The
Vendor shall not be liable for any claim in respect of Vehicle or under this Agreement after the Purchaser has taken delivery of Vehicle save insofar as any claim may be admitted under manufacturer's warranty.
4.4 In the event the Purchaser fails to inspect and complete the hand-over procedure of the Vehicle as stated in Clause 4 . 2 or fails to provide the necessary documents to facilitate the smooth registration and
licensing (if applicable) of the Vehicle, the Purchaser shall be deemed to have accepted delivery of the Vehicle on the latest specified period. In this regard, the time shall be of the essence. In such an event, the
Vendor shall have the right to collect all necessary fees and charges, including parking, storage, insurance and maintenance charges of the Vehicle from the Purchaser on a full reimbursement basis.
4.5 In the event that Vendor agrees to deliver Vehicle to the Purchaser at any place other than the premises of the Vendor, such delivery shall be at the sole risk and cost of the Purchaser, including all costs and
expenses incurred by the Vendor for handling, transportation, storage and insurance in this regard.
4.6 The Vendor's staff while driving or handling the Vehicle shall for the purpose of this Agreement, be the servants and agents of the Purchaser and the Vendor shall not be responsible for anything which may
result or occur while so engaged (other than death or personal injury caused by the negligence of such staff).
4.7 Notwithstanding anything herein contained, the Vendor shall not be required to deliver the Vehicle or registration documents in respect thereof before the Price and all other sums due from the Purchaser to the
Vendor under this Agreement have been paid in full and received by the Vendor, and the Purchaser has complied with all outstanding obligations under this Agreement (including the signing and return to the
Vendor of the handover note referred to in Clause 4.3).
4.8 The Vendor shall also provide the Purchaser with a copy of the owner's manual and service booklet of the Vehicle. The Purchaser shall carefully read the owner's manual and the service booklet and shall operate
the Vehicle in accordance with the instructions therein. The Purchaser shall also maintain and service the Vehicle in accordance with the service booklets. If the Purchaser fails to do so, it may invalidate the
warranty set out in Clause 7 herein.
5. Vehicle Specification
5.1 The Purchaser acknowledges and agrees that the specifications and materials of the Vehicle in the Vendor's and/or the Manufacturer's catalogue may be modified or changed by the Manufacturer and/or the
Vendor from time to time without notice and the Purchaser agrees to accept such modifications or change and not hold the Vendor liable or have any claim against the Vendor in respect thereof.
5.2 The Vendor agrees to deliver and the Purchaser agrees to take delivery of the currently available model which is the manufacturer's designated Successor to or replacement for the Vehicle or relevant feature
thereof or, in the opinion of the Vendor, is closest in line to the model comprising the Vehicle or relevant feature thereof which is practicable for the Vendor to deliver to the Purchaser,
5.3 The Vendor may, at the Purchaser's request, agree to a change in the model or the colour of the Vehicle at its sole discretion, subject to payment of such administrative charge as the Vendor may specify from
time to time, The Purchaser acknowledges that change of model or colour is subject to stock availability. The Vendor may reject any such request from the Purchaser without assigning any reason.
The Purchaser further acknowledges that he will abide, and is bound, by the following terms and conditions ("Terms and Conditions"), which form an integral part of the Purchaser's I Hirer's Order Agreement
("Agreement") made between the Purchaser and the Vendor:
6. Acceptance of Assigned Number at Registration
The Purchaser acknowledges that JPJ will issue computer-generated license plate number upon registration of the Vehicle and agrees to accept the assigned license plate number. In the event that the Purchaser
wishes to retain or bid for a license number after the Vehicle has been registered with a number assigned by JP J, the Purchaser shall be fully responsible to do so and bear all costs and expenses relating to this
change. The Purchaser acknowledges and agrees that the Vendor plays no part in the selection of the license plate number and shall not be liable for any license plate number assigned.
Acknowledged By

Purchaser Signature / Date

Purchaser's/Hirer's Order Agreement No. DSAKC2019/0409

(Continued from previous page)

7. Warranty
7.1 The Vehicle and all parts thereof (except wear and tear items) are sold subject to manufacturer's warranty and are free from defects in material and workmanship for a period stated in the warranty and service
booklet from the date of first registration and in accordance with manufacturer's specifications at the date of manufacture of the Vehicle.
7.2 The warranty shall, at the Vendor's option, be limited to cover either the repair of the vehicle supplied or the replacement, free of charge, of the parts which arc proved to be defective by manufacturer's
standard. Any damage, due to negligent or improper handling, storage or transportation by the Purchaser and/or due to external factor(s) which is(are) beyond the control of the Vendor/manufacturer, is excluded
from this warranty.
7.3 No other warranties express or implied (insofar as exclusion of implied warranties may be permitted by law) have been or are made by the Vendor.
7.4 Notwithstanding the foregoing, the parties acknowledge and agree that nothing herein shall be construed or are capable to be construed to extend, enlarge or enhance the scope of warranty provided by statute,
laws and/or regulations in any manner whatsoever.
7.5 The warranty shall immediately expire if (i) the Vehicle has been altered by a third party or by installing into the Vehicle parts of other origin; (ii) the Purchaser fails to observe the directives given by the
Vendor (including but not limited to Owner's Manual and the maintenance and warranty and service booklets) concerning the proper handling and maintenance of the Vehicle; (iii) the Vehicle is not used for its
normal intended purpose.
7.6 Upon the acceptance of the Vehicle, the Purchaser confirms that the Vehicle is fit for the purposes for which he/she/it requires it and is of merchantable quality.
7.7 The Purchaser acknowledges and agrees that !he Purchaser's only remedy in the event of defective parts is strictly limited to free repairs or replacement as provided under the warranty.
7.8 Save as provided in this Clause 8, all other claims, in particular claims for cancellation of order, replacement vehicle, reduction in price, or damages, are excluded.
7.9 No servant or agent of the Vendor has any authority to make any warranty in addition to the ones contained in this Agreement or the attachment (if any) or any variation to the terms of this Agreement or the
attachment (if any) unless such variation is agreed in writing by the Vendor.
7.10 Without prejudice to the generality of the foregoing, no warranty is given that any anti-theft warning system supplied by the Vendor with the Vehicle will prevent theft or attempted theft of the Vehicle and I
he Vendor shall not be liable to the Purchaser for any loss or damage incurred by the Purchaser as a result of the theft or attempted theft of the Vehicle.
8. Force Majeure
Notwithstanding anything herein, the Vendor shall not be liable for any loss or damage suffered by the Purchaser in consequence of any delay or failure in performance of the Vendor's obligations hereunder by
reason of any force majeure caused or any cause whatsoever beyond the Vendor's control. The Vendor may at any time upon the occurrence of such event by written notice forthwith determine this Agreement
and refund the Deposit and any other monies paid by the Purchaser under this Agreement without interest but less all costs and disbursements incurred by the Vendor under this Agreement and thereupon this
Agreement shall be cancelled and the Purchaser shall have no claim whatsoever against the Vendor under or in connection with this Agreement.
9. Hire Purchase
At the Purchaser's request, the Vendor may (but is not obliged to) assist the Purchaser to obtain financing for the purchase of the Vehicle. Any failure whether on the part of the Vendor or the Purchaser to
obtain the necessary financing shall not affect the Purchaser's obligations hereunder.
10. Risk and Title
10.1 Risk in the Vehicle shall pass to the Purchaser on delivery but the title to the Vehicle shall remain with the Vendor until full amount of the Price together with all other sums due to the Vendor under this
Agreement are received by the Vendor and the Purchaser has complied with all outstanding obligations under this Agreement.
10.2 In the event that the Vendor agrees to allow the Purchaser to have possession of Vehicle prior to title thereof having passed to Purchaser in accordance with Clause 10.1, the Purchaser shall hold Vehicle as
Bailee for the Vendor and shall:
(a) deliver up Vehicle to the Vendor upon request of the Vendor or its agent. If the Purchaser fails to do so, without prejudice to any other remedy of the Vendor hereunder, then the Vendor and any person
authorized by the Vendor may enter upon any premises, owned, occupied or controlled by the Purchaser or other premises where the Vehicle is situated and repossess the Vehicle;
(b) keep the Vehicle in good and serviceable condition (fair wear and tear excepted) and not remove any parts or equipment therefrom;
(c) keep the Vehicle at all times in the Purchaser's possession and control and not remove the same or any part thereof from Malaysia without the written consent of the Vendor;
(d) notify the Vendor of any change in the Purchaser's address and upon the Vendor's request inform the Vendor of the whereabouts of the Vehicle;
(e) insure and keep Vehicle insured against "all risks" to the full replacement value thereof with a reputable insurance company in the Purchaser's name bearing an endorsement recording the Vendor's interest
in Vehicle and stating that no payment is to be made to the Purchaser under the policy until interest of the Vendor has been discharged;
(f) keep the Vehicle free from any encumbrance, distress, execution or other legal process;
(g) indemnify the Vendor on demand against any breach of this Clause I 0.2, any loss of or damage to the Vehicle howsoever caused and all losses, costs and expenses (including legal costs on a full indemnity
basis) incurred by or on behalf of the Vendor in enforcing the provisions of this Agreement;
(h) indemnify the Vendor against any claims by a third party for personal injury or damage to any property in which such third party has or claims an interest howsoever caused by the Purchaser and all losses,
costs and expenses (including legal costs on a full indemnity basis) incurred by or on behalf of the Vendor in enforcing the provisions of this Agreement.
10.3 In the event that the Vehicle is repossessed by or otherwise in the possession of the Vendor, the Vendor shall not be liable for the loss of or damage to the Vehicle or any article or property (whether belonging
to the Purchaser or otherwise) left in or attached to the Vehicle, howsoever caused Any article or property attached to the Vehicle may be sold or otherwise disposed of by the Vendor after one (1) month of
notice on the Purchaser of the Vendor's intention to sell unless such article or property was previously collected by the Purchaser and the net proceeds shall be credited to the Purchaser against any liability of
the Purchaser to the Vendor and any excess remaining thereafter shall be paid to the Purchaser. The Purchaser shall indemnify the Vendor against any claims by a third party to any article or property so sold in
which such third party has or claims an interest.
11. Termination of Agreement by Vendor
If, on the delivery date, the Purchaser fails to take delivery of the Vehicle or to pay any monies due hereunder or other breaches this Agreement or repudiates or threatens to repudiates this Agreement, or if the
Purchaser suffers any distress or execution to be levied upon its assets or makes any assignment for the benefit of, or composition with, its creditors, or, being a company, goes into liquidation either
compulsorily or voluntarily (save for the purpose of amalgamation or reconstruction) or is placed under judicial management or, being an individual, has a petition for bankruptcy presented against him or a
bankruptcy order made against him or passes away, or being a company, has a petition for winding up presented against it or a winding up order made against it, or if a receiver is appointed in respect of the
whole or any pan of its assets, the Vendor shall be entitled, in addition to any other rights available to it under this Agreement or at law by written notice to forthwith terminate this Agreement.
12. Entire Agreement
The terms and conditions of this Agreement and any appendices attached thereto set out the entire agreement and understanding of the parties in relation to this Agreement referred to herein and supersedes all
previous negotiations, understandings and agreements, whether written or oral.
13. Other Transactions
The Vendor shall not be privy to, nor shall it be in any way liable to the Purchaser in respect of any transaction for the sale or trade in of the Purchaser's existing Vehicle or the sale, trade.in or installation of
any car accessories except where such transaction(s) are expressly provided for in this Agreement.
14. Cumulative Rights
The rights hereby conferred on the Vendor are in addition to any other rights available to the Vendor at law or in equity. The Purchaser shall indemnify the Vendor against all costs and expenses (Including legal
fees on a full indemnity basis) incurred by the Vendor in any action against the Purchaser under or in connection with this Agreement.
15. Severance
Any provision of this Agreement which is or may be void or unenforceable shall, to the extent of such invalidity or unenforceability, be deemed severable and shall not affect any other provision of this
Agreement.
16. Exclusion of Representations
All oral representations, statements or warranties made or given by the Vendor, its agents or servants relating to the Vehicle, including its quality or fitness of purpose, are hereby excluded, and the Vendor shall
in no way be liable or responsible for the same.
17. Unconditional Agreement
The enforceability of this Agreement is not subject to the Purchaser obtaining financing and/or any other condition whatsoever.
18. Agents, etc.
An agent, broker or any person who enters into this Agreement by whatever description for or on behalf of a principal whether so stated or not shall remain jointly and severally liable on the Agreement with
the principal.
19. Inconsistency
If any provision of the Malay translation of this Agreement differs from or is inconsistent with the English text, the English text shall prevail.
20. Entire Agreement
This Agreement embodies all the terms and conditions agreed upon amongst the parties as t o the subject matter o f this Agreement and supersedes and cancels i n all respects all previous agreements and
undertakings, representations, warranties, assurances and arrangements of any nature, if any, amongst the parties with respect to the subject matter hereof, whether such be written or oral.
21. Governing Law
This Agreement shall be governed by the laws of Malaysia and the parties agree to submit to the exclusive jurisdiction of the Malaysia courts.
Acknowledged By

Purchaser Signature / Date