Terms & Conditions

THIS IS AN AGREEMENT BETWEEN 

USER AND THE ENTITY THAT THE USER REPRESENTS (hereinafter “You” or “Your” or “User”)

AND 

Perennial Systems Sdn Bhd (hereinafter “Perennial”) GOVERNING USE OF Perennial, a Cloud based solution for e-invoicing and SST return filing in Malaysia.

1. Parts of this Agreement

This Agreement consists of the following terms and conditions (hereinafter the “General Terms”) and terms and conditions, if any, specific to use of individual Services (hereinafter the “Service Specific Terms”). The General Terms and Service Specific Terms are collectively referred to as the “Terms”. In the event of a conflict between the General Terms and Service Specific Terms, the Service Specific Terms shall prevail.

2. Acceptance of the Terms

By accessing or using the Services, you represent and warrant that you are of legal age, as required by the laws of Malaysia, to enter into a binding agreement. Your use of the Services constitutes your acceptance of these Terms. If you do not accept the Terms, you are not authorized to use the Services.This requirement applies not only to the General Terms but also to any specific terms related to particular services, which shall be deemed accepted upon your use of the respective service.

You may indicate your acceptance of these Terms either by checking the relevant checkbox, clicking on the button that signifies your acceptance, or by actually using the Services.

By using the Services, you represent and warrant that you are authorized to act on behalf of the organization you represent. Any agreement, acceptance of the Terms, or actions taken by you in relation to the Services shall be deemed to be made by the organization itself. The organization shall be fully bound by and responsible for all actions taken by you, including any agreements made and obligations incurred, as if such actions were taken directly by the organization.

3. Description of Service

Perennial Systems Sdn Bhd provides an array of compliance management and automation services including but not limited to SST return filing and e-invoicing services in Malaysia, software connectors, and integration with digital signing systems and Tax Software Providers (TSPs) (“Service” or “Services”). You may use the Services for your personal and business use or for internal business purpose in the organization that you represent. You may access the Services through any Internet browser that is supported by the platform. For certain services, you may be required to download and install software on your computer to connect with your ERP or accounting systems, which will allow you to extract information locally from your device.You shall be solely responsible for ensuring that you have the necessary equipment and internet access to use the Services. Through your user account, you have the ability to create and edit content. Should you choose to do so, you may also publish and share such content as per the functionalities available.

4. Subscription to Beta Service

Perennial may offer certain Services as closed or open beta services (“Beta Service” or “Beta Services”) for the purpose of testing and evaluation. You agree that we have the sole authority and discretion to determine the period of time for testing and evaluation of Beta Services. We will be the sole judge of the success of such testing and the decision, if any, to offer the Beta Services as commercial services.You will be under no obligation to acquire a subscription to use any paid Service as a result of your subscription to any Beta Service. We reserve the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice to you. It is agreed that Perennial will not be liable to user or to any third party for any harm related to, arising out of, or caused by the modification, suspension or discontinuance of any of the Beta Services for any reason.

5. Modification of Terms of Service

Perennial reserves the right to modify these Terms at any time by notifying you through a service announcement or by sending an email to your primary email address. In the event of significant changes to the Terms that materially affect your rights, you will be provided with at least 30 days’ advance notice of such changes via email.If you do not agree to the modified Terms, you may terminate your use of the Services by notifying Perennial via email within 30 days of being notified of the changes. In such cases, you will be entitled to a prorated refund for the unused portion of any prepaid fees. Your continued use of the Services after the effective date of any changes will be deemed as your acceptance of the modified Terms.

6. User Sign up Obligations

You shall be required to sign up for a user account by providing all required information in order to access or use the Services. If you represent an organization and wish to use the Services for corporate internal use, we recommend that you, and all other users from your organization, sign up for user accounts by providing your corporate contact information. In particular, we recommend that you use your corporate email address.

You agree to: a) provide true, accurate, current and complete information about yourself as prompted by the sign up process; and b) maintain and promptly update the information provided during sign up to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, outdated, or incomplete, or if Perennial has reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, Perennial may terminate your user account and refuse current or future use of any or all of the Services in the event of such suspicion getting justified beyond reasonable doubt. 

7. Organization Accounts and Administrators

When you sign up for an account for your organization you may specify one or more administrators. The administrators will have the right to configure the Services based on your requirements and manage end users in your organization account. If your organization account is created and configured on your behalf by a third party, it is likely that such third party has assumed administrator role for your organization. Make sure that you enter into a suitable agreement with such third party specifying such party’s roles and restrictions as an administrator of your organization account.

You shall be responsible for:

Ensuring the confidentiality of your organization account password and implementing reasonable security measures to prevent unauthorized access to your account.

1. Appointing competent and authorized individuals as administrators for managing your organization’s account and ensuring that they comply with all applicable laws, including those related to data protection and cybersecurity.

2. Ensuring that all activities carried out in connection with your organization account are in compliance with this Agreement, as well as with relevant laws, including data protection laws (such as the Personal Data Protection Act 2010) and cybersecurity regulations.

You understand and agree that Perennial is not responsible for the internal management, administration, or security of your organization account. You are solely responsible for ensuring that activities conducted under your account comply with all applicable legal requirements, including the protection of personal data and other sensitive information.

You are responsible for taking necessary steps for ensuring that your organization does not lose control of the administrator accounts. You may specify a process to be followed for recovering control in the event of such loss of control of the administrator accounts by sending an email to legal@perennialsys.com, provided that the process is acceptable to Perennial. In the absence of any specified administrator account recovery process, Perennial may provide control of an administrator account to an individual providing proof satisfactory to Perennial demonstrating authorization to act on behalf of the organization. You agree not to hold Perennial liable for the consequences of any action taken by Perennial in good faith in this regard.

Proof satisfactory to Perennial may include, but is not limited to, an official letter from the organization, government-issued identification, or other documentation verifying the individual’s authority to act on behalf of the organization.

Perennial will act in good faith and take reasonable care to verify the authorization before providing access to an administrator account.

This limitation of liability does not apply to losses caused by Perennial’s gross negligence or willful misconduct.

8. Personal Information and Privacy

Personal information you provide to Perennial through the Service is governed by Perennial Privacy Policy. Your election to use the Service indicates your acceptance of the terms of the Perennial Privacy Policy. You are responsible for maintaining confidentiality of your username, password and other sensitive information.You are responsible for all activities that occur in your user account and you agree to inform us immediately of any unauthorized use of your user account by email to legal@perennialsys.com or by calling us on any of the numbers listed on https://perennialsys.com/contact-us/. Perennial is not responsible for any loss or damage to you or to any third party incurred as a result of any unauthorized access and/or use of your user account, or otherwise.

9. Communications from Perennial

You acknowledge that communications such as service announcements, administrative messages, and critical updates are an essential part of using our Services and are therefore not subject to opt-out.

As part of our commitment to safeguarding your privacy and providing transparency, we offer you the option to opt-out of receiving non-essential communications, such as newsletters and promotional materials. You can manage your communication preferences at any time through your account settings or by contacting us directly.

We ensure that all communications are relevant to your use of the Services and handled in accordance with our Privacy Policy, which complies with the applicable laws and regulations in Malaysia, including the Personal Data Protection Act 2010.

10. Complaints

If we receive a complaint regarding your activities in connection with your use of the Services, we will notify you by forwarding the complaint to the primary email address associated with your user account. You are required to respond to the complainant directly within 10 calendar days of receiving the forwarded complaint and copy Perennial in your response.If you fail to respond within the specified time frame, we reserve the right to take further action, including but not limited to:

• Temporarily suspending or restricting your access to the Services until the issue is resolved; or

• Disclosing your contact details to the complainant only if required by applicable Malaysian laws or if you have provided explicit written consent for such disclosure.

Perennial will evaluate the complaint for legitimacy and notify you in advance before taking any such actions. All actions will be taken in compliance with the Personal Data Protection Act 2010 and other relevant laws.

We encourage users to resolve complaints promptly to avoid disruptions to their access to the Services and to maintain trust in the platform.

11. Fees and Payments

The Services are available under subscription plans of various durations. Payments for subscription plans of duration of less than a year can be made only by Credit Card. Your subscription will be automatically renewed at the end of each subscription period unless you downgrade your paid subscription plan to a free plan or inform us that you do not wish to renew the subscription. At the time of automatic renewal, the subscription fee will be charged to the Credit Card last used by you.We provide you the option of changing the details if you would like the payment for the renewal to be made through a different Credit Card. If you do not wish to renew the subscription, you must inform us at least seven days prior to the renewal date. If you have not downgraded to a free plan and if you have not informed us that you do not wish to renew the subscription, you will be presumed to have authorized Perennial to charge the subscription fee to the Credit Card last used by you. Please click here to know about our Refund Policy.

From time to time, we may change the price of any Service or charge for use of Services that are currently available free of charge. Any increase in charges will not apply until the expiry of your then current billing cycle. You will not be charged for using any Service unless you have opted for a paid subscription plan.

12. Restrictions on Use

In addition to all other terms and conditions of this Agreement, you shall not: (i) transfer the Services or otherwise make it available to any third party; (ii) provide any service based on the Services without prior written permission; (iii) use the third party links to sites without agreeing to their website terms & conditions; (iv) post links to third party sites or use their logo, company name, etc. without their prior written permission; (v) publish any personal or confidential information belonging to any person or entity without obtaining consent from such person or entity; (vi) use the Services in any manner that could damage, disable, overburden, impair or harm any server, network, computer system, resource of Perennial; (vii) violate any applicable local, state, national or international law; and (viii) create a false identity to mislead any person as to the identity or origin of any communication.

13. Spamming and Illegal Activities

You agree to be solely responsible for the contents of your transmissions through the Services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, defamatory, harassing, libelous, invasive of another’s privacy, abusive, threatening, harmful, vulgar, pornographic, obscene, or is otherwise objectionable, offends religious sentiments, promotes racism, contains viruses or malicious code, or that which infringes or may infringe intellectual property or other rights of another. You agree not to use the Services for the transmission of “junk mail”, “spam”, “chain letters”, “phishing” or unsolicited mass distribution of email. We reserve the right to terminate your access to the Services if there are reasonable grounds to believe that you have used the Services for any illegal or unauthorized activity.

14. Inactive User Accounts Policy 

We reserve the right to terminate unpaid user accounts that have been inactive for a continuous period of 120 days. Before such termination, we will provide you with at least 30 days' prior notice and an option to back up your data. Once terminated, all data associated with the account will be securely deleted, in compliance with our Data Retention Policy and the Personal Data Protection Act 2010 (PDPA).

This policy applies separately to each Service, and activity in one Service will not be considered sufficient to keep your account in another Service active. For accounts with multiple users, the account will remain active if at least one user maintains activity within the specified period.

Please refer to our terms of service for further details on account activity and retention policies.

15. Data Ownership

We respect your right to ownership of content created or stored by you. You own the content created or stored by you. Unless specifically permitted by you, your use of the Services does not grant Perennial the license to use, reproduce, adapt, modify, publish or distribute the content created by you or stored in your user account for Perennial’s commercial, marketing or any similar purpose. But you grant Perennialpermission to access, copy, distribute, store, transmit, reformat, publicly display and publicly perform the content of your user account solely as required for the purpose of providing the Services to you.

16. User Generated Content

You may transmit or publish content created by you using any of the Services or otherwise. However, you shall be solely responsible for such content and the consequences of its transmission or publication. Any content made public will be publicly accessible through the internet and may be crawled and indexed by search engines. You are responsible for ensuring that you do not accidentally make any private content publicly available.

Any content that you may receive from other users of the Services, is provided to you AS IS for your information and personal use only and you agree not to use, copy, reproduce, distribute, transmit, broadcast, display, sell, license or otherwise exploit such content for any purpose, without the express written consent of the person who owns the rights to such content. In the course of using any of the Services, if you come across any content with copyright notice(s) or any copy protection feature(s), you agree not to remove such copyright notice(s) or disable such copy protection feature(s) as the case may be.By making any copyrighted/copyrightable content available on any of the Services you affirm that you have the consent, authorization or permission, as the case may be from every person who may claim any rights in such content to make such content available in such manner.

Further, by making any content available in the manner aforementioned, you expressly agree that Perennial will have the right to block access to or remove such content made available by you if Perennial receives complaints concerning any illegality or infringement of third party rights in such content. By using any of the Services and transmitting or publishing any content using such Service, you expressly consent to determination of questions of illegality or infringement of third party rights in such content by the agent designated by Perennial for this purpose.

For procedure relating to complaints of illegality or infringement of third party rights in content transmitted or published using the Services, email us to legal@perennialsys.com.

If you wish to protest any blocking or removal of content by Perennial, you may do so by email us at legal@perennialsys.com.

17. Sample files and Applications

Perennial may provide sample files and applications solely for the purpose of demonstrating the effective use of the Services for specific purposes. These sample files and applications contain only fictitious and randomly generated data and are not intended for real-world use.Perennial makes no warranty, express or implied, regarding the accuracy, usefulness, completeness, or reliability of the information contained in these sample files and applications. You acknowledge and agree that any use of these sample files or applications is at your own risk and that Perennial shall not be held liable for any consequences arising from such use.

Perennial ensures that all sample files comply with the Personal Data Protection Act 2010 (PDPA) and contain no real-world personal or sensitive data.

18. Trademark

Perennial, Perennial logo, Perennial, Perennial logo, the names of individual Services and their logos are trademarks of Perennial Systems. You agree not to display or use, in any manner, the Perennial trademarks, without Perennial’s prior permission.

19. Disclaimer of Warranties

You expressly understand and agree that the use of the Services is at your own risk. The Services are provided "as-is" and "as-available," without any warranties, express or implied, except as provided under applicable Malaysian law. Perennial disclaims all warranties of any kind, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement, except where such warranties cannot be excluded under Malaysian law.

Perennial makes no warranty that the Services will be uninterrupted, timely, secure, or error-free, but will make commercially reasonable efforts to ensure a high level of service availability and security in accordance with the Personal Data Protection Act 2010 (PDPA). You acknowledge and agree that any material obtained through the use of the Services is done at your own discretion and risk, and you will be solely responsible for any damage to your computer system, mobile phone, or other devices, or for any data loss that results from the use of the Services.

In the event of any security breach or unauthorized access to your personal data, Perennial will notify you in accordance with the requirements of the Personal Data Protection Act 2010 and take reasonable steps to mitigate any risks.

No advice or information, whether written or oral, obtained by you from Perennial or its representatives shall create any warranty not expressly stated in these Terms. Limitation of Liability for AI-Generated Suggestions

Disclaimer:

GST Hero leverages Artificial Intelligence (AI) and Machine Learning (ML) technologies to provide suggestions, insights, or recommendations aimed at enhancing user experience and operational efficiency. These suggestions are generated based on patterns, algorithms, and data available at the time of processing. While every effort is made to ensure the accuracy and relevance of these suggestions, GST Hero does not guarantee their completeness, correctness, or applicability to all situations.

User Responsibility:

User acknowledges and agrees that:

1. Any reliance on AI-generated suggestions provided by GST Hero is undertaken at their own risk and discretion.

2. The suggestions are for informational purposes only and are not intended to replace professional advice, including but not limited to financial, legal, or tax-related decision-making.

3. User is solely responsible for verifying the accuracy and suitability of any AI-generated output before acting upon it.

4. Perennial Systems and GST Hero shall not be liable for any loss, damage, or harm arising directly or indirectly from user's reliance on AI-generated suggestions, including but not limited to financial losses, operational inefficiencies, or compliance failures.

No Warranty:

The AI-generated suggestions are provided on an "as-is" basis without any express or implied warranties of any kind, including but not limited to the implied warranties of merchantability or fitness for a particular purpose.

Regulatory Compliance:

GST Hero ensures compliance with Malaysia’s Personal Data Protection Act 2010 (PDPA) in its handling and processing of data. However, users must independently evaluate the regulatory and legal implications of acting on AI-generated suggestions, especially concerning data privacy, taxation, and compliance matters.

Indemnity:

User agree to indemnify and hold harmless Perennial Systems, GST Hero, and their officers, directors, employees, and agents from and against any claims, losses, damages, or liabilities arising from or related to their reliance on AI-generated suggestions, including any third-party claims resulting from such actions.

To continuously improve the accuracy and capabilities of our AI-based features, GST Hero may use anonymized and aggregated data from user interactions for model training and enhancement. No personally identifiable information will be used without explicit user consent, and all data will be processed securely in accordance with our Privacy Policy and Malaysia Personal Data Protection Act (PDPA)

20. Limitation of Liability

You agree that, to the fullest extent permitted by applicable law, Perennial shall not be liable for any consequential, incidental, indirect, special, punitive, or other losses or damages arising out of or caused by your use of or inability to use the Services, including, but not limited to, loss of business profits, business interruption, computer failure, or loss of business information, even if Perennial has been advised of the possibility of such damages.

However, nothing in this agreement shall exclude or limit Perennial's liability for any liability that cannot be excluded or limited under applicable law, including liability for personal injury, death, or damages resulting from fraud, willful misconduct, or gross negligence.

In no event shall Perennial's total liability to you, whether arising from breach of contract, tort (including negligence), or otherwise, exceed the fees you have paid to Perennial for the specific service giving rise to the liability within the 12-month period preceding the claim. This limitation shall apply regardless of the nature of the claim.

21. Indemnification

You agree to indemnify and hold harmless Perennial, its officers, Partners / directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney’s fees and costs) arising out of or relating to any claims that you have used the Services in violation of another party’s rights, in violation of any law, in violations of any provisions of the Terms, or any other claim related to your use of the Services, except where such use is authorized by Perennial.

22. Arbitration 

Any dispute or claim arising out of or relating to these Terms, including any questions regarding their existence, validity, or termination, shall be settled by binding arbitration in accordance with the Arbitration Rules of the Kuala Lumpur Regional Centre for Arbitration (KLRCA), now known as Asian International Arbitration Centre (AIAC). The arbitration shall be conducted in Kuala Lumpur, Malaysia, and the language of the arbitration shall be English. The decision of the arbitrator shall be final and binding on both parties.The arbitration shall be conducted on an individual basis, and no arbitration may be consolidated with any other arbitration involving a third party. The parties agree that any arbitration proceedings shall be kept confidential.

Notwithstanding the foregoing, Perennial reserves the right to seek injunctive relief or other forms of equitable remedies in any court of competent jurisdiction, including the High Court of Malaysia, as may be necessary to protect its intellectual property, confidentiality, or other proprietary rights.

23. Suspension and Termination

We may suspend your user account or temporarily disable access to whole or part of any Service in the event of any suspected illegal activity, extended periods of inactivity or requests by law enforcement or other government agencies. Objections to suspension or disabling of user accounts should be made to legal@perennialsys.com. within thirty days of being notified about the suspension. We may terminate a suspended or disabled user account after thirty days. We will also terminate your user account on your request.

In addition, we reserve the right to terminate your user account and deny the Services upon reasonable belief that you have violated the terms and to terminate your access to any Beta Service in case of unexpected technical issues or discontinuation of the Beta Service. You have the right to terminate your user account if Perennial breaches its obligations under these Terms and in such event, you will be entitled to prorated refund of any prepaid fees. Termination of user account will include denial of access to all Services, deletion of information in your user account such as your email address and password and deletion of all data in your user account.

24. End of Terms of Service

If you have any questions or concerns regarding this Agreement, please contact us at legal@perennialsys.com.