This agreement together with the Privacy Notice and all the associated supplemental schedules including but not limited to Service Order Form (collectively hereinafter referred to as “TERMS”) apply to all services offered (hereafter referred to the “Service”) by World Hub Communications (M) Sdn Bhd d.b.a. LIQUIDHUB, hereafter referred to as “WE”, “US”, or "LIQUIDHUB".
The TERMS is between LIQUIDHUB and the person or party identified in the associated SERVICE ORDER FORM. In the case of a company application, this is the person signing on the company’s behalf and who by registering acknowledges having power of representation for that company. This person is hereafter referred to as the “Customer”, “You” or “User”. “User” includes all parties who install, use and/or access the Service under your account from any device through the LIQUIDHUB website at https://www.liquidhub.net (“Website”), LIQUIDHUB mobile application (“App”) and/or LIQUIDHUB software and network (“Software”).
Please read the TERMS carefully before accessing or using the Service. By accessing or using the Service, you agree to be bound by the TERMS. If you do not agree to all of the TERMS, then you may not access the Service.
2.1 Electronic Signatures and Agreement(s): The Customer hereby agrees to the use of electronic communication in order to enter into contracts, place orders and other records and to the electronic delivery of notices, policies and records of transactions initiated or completed through the Website. Furthermore, the Customer hereby waives any rights or requirements under any laws or regulations in any jurisdiction which require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable mandatory law.
2.2 No Emergency Calls: by entering into the TERMS the Customer acknowledges and agrees that unless specifically agreed to in writing by us, the LIQUIDHUB infrastructure does not and does not intend to support or carry emergency calls.
2.3 Jurisdiction Restrictions: if the Customer is residing in a jurisdiction where it is forbidden by law to offer or use internet telephony, the Customer may not enter into the TERMS. By entering into the TERMS, the Customer explicitly states that he has verified in his own jurisdiction if the use of internet telephony is allowed. The Customer shall be solely responsible, bear all costs (including reasonable lawyer’s costs) and will hold LIQUIDHUB harmless, if he breaches the Jurisdiction restrictions
2.4 Subject to applicable laws, rules, regulations, orders and decrees in certain jurisdictions, the Customer may be required to submit necessary documents according to the specifications for provisioning of local numbers as requested on the Service Order Form.
2.5 Pursuant to the applicable anti-money laundering and terrorism-related laws in various countries, Customer may be required to pass a verification process by LIQUIDHUB, which may include a request of several forms of identification confirmations.
2.6 LIQUIDHUB may at its sole discretion refuse a Customer application or order:
2.6.1 If the information provided is incomplete.
2.6.2 If LIQUIDHUB has reason to doubt the accuracy of the information, or it is not supported by the required identification or, in the case of company applications, the required authorization.
2.6.3 If the Customer is known to have committed fraud, or is bankrupt, or has given any reason to doubt his ability to meet their commitments under this TERMS.
3.1 LIQUIDHUB agrees to provide the Customer, and Customer agrees to purchase Service from LIQUIDHUB under the TERMS.
3.2 The TERMS shall apply to all services provided by LIQUIDHUB. Service may have additional terms and restrictions as specified in the relevant Service Order Form.
3.3 Customer acknowledges that the allocation of Numbers as part of the Service does not constitute a transfer of property or sale of numbering rights by LIQUIDHUB, and only constitutes a sale of right to use the Numbers exclusively as long as the Service is provided. As a result, Customer is not entitled to claim any such rights to the Numbers which will be reassigned to LIQUIDHUB immediately at the termination of the Service.
3.4 A Service Term is one or more full months, according to the service order, beginning on date that Service is activated, and is renewed automatically until cancelled by either party.
4.1 Customer agrees to use the Services, Software and Websites only for purposes permitted by this TERMS as well as any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
4.2 Customer shall not use the Service or authorize the Service to be used directly or indirectly, to transmit Inappropriate Content. Inappropriate Content includes but is not limited to unsolicited material, spam, obscene and sexually explicit material and content that violates Applicable Law, or constitutes hate directed at an individual or a group based on race, sex, national origin, religious affiliation, sexual orientation or language of such individual or group.
4.3 Customer agrees to indemnify LIQUIDHUB against any cost and/or damage and/or expense and/or claim and/or demand, including any made by a third party, arising out of the Customer’s or End User’s use of the service in violation of the Acceptable Use of Services, and all costs relating thereto, all of which will immediately be due and payable.
5.1.1 LIQUIDHUB will make all reasonable efforts to maintain equipment suitable for handling and terminating calls.
5.1.2 LIQUIDHUB shall notify the Customer as soon as reasonably practical, of any changes in rates payable, or modification to the service offered.
5.1.3 LIQUIDHUB shall provide the Customer with reasonable technical and sales support, which LIQUIDHUB in its sole discretion shall consider necessary and appropriate.
5.1.4 LIQUIDHUB may from time to time make changes to equipment used to handle calls and provide the service. Such changes are at the sole discretion of LIQUIDHUB and may be made without prior consent from the Customer.
5.2.1 Customer shall pay for the Services in accordance with the provisions set forth herein in Section 8.
5.2.2 The Customer shall ensure that it has all necessary approvals, permissions or authorizations for the services operated through LIQUIDHUB including those offered to its End Users. The Customer shall be responsible for the content, quality and delivery of Service offered to its End Users, and for ensuring that the Service complies with the local laws and the TERMS.
5.2.3 The Customer shall provide LIQUIDHUB on request with information or material regarding the service operated through LIQUIDHUB, including those offered to its End Users or agents upon and to the extent of any request made by LIQUIDHUB.
5.2.4 The Customer shall ensure that Services, Software and Websites are not used for any unlawful purpose whatsoever including the transmission or offering of any information or services which are unlawful, abusive, harmful, threatening, defamatory, or which in any way infringe privacy, copyright, intellectual property rights, trademarks, or which is pornographic, or any other material that may cause offence in any way.
5.2.5 LIQUIDHUB may recover from the Customer, who will hold LIQUIDHUB harmless, all fines, claims or administrative expenses resulting charged by any other regulatory body, resulting from a breach of the law or the TERMS.
5.2.6 The Customer specifically agrees to indemnify LIQUIDHUB against all costs and liabilities arising out of all claims which result from a breach, or an allegation of any breach of any of Customers’ obligations set forth in this clause 5.2.
5.2.7 The Customer shall co-operate with LIQUIDHUB in relation to any complaints, enquiries or investigations regarding services offered by the Customer. The Customer shall, at the discretion of LIQUIDHUB, without limitation bear in full any costs associated with such complaints, investigations, or enquiries or any action whether brought by LIQUIDHUB or brought against LIQUIDHUB.
5.2.8 The Customer shall ensure that any third party using its facilities shall be bound by the TERMS.
5.2.9 The Customer is responsible for ensuring that no third-party intellectual property right is infringed by its choice of a number for a particular service and will hold LIQUIDHUB harmless against all costs and liabilities arising out of a breach or allegation of a breach of any such third party’s intellectual property rights.
5.2.10 All notices, requests or other communications shall be in writing and addressed to the Customer by email. The Customer bears all responsibility concerning the reception of the LIQUIDHUB mails, Customer agrees to keep email address updated at all time, and Customer will inform LIQUIDHUB of any modification of the email address within 24 hours of the moment of modification.
6.1 The Customer shall not assign the rights and obligations of the TERMS to any other party without the express consent in writing of LIQUIDHUB.
6.2 LIQUIDHUB may assign the rights and obligation of the TERMS to a third party without the prior consent of the Customer.
7.1 LIQUIDHUB will take steps to ensure its network and services are reasonably fault free, and that service is reasonably uninterrupted. However, LIQUIDHUB cannot provide a fault free service. LIQUIDHUB gives no warranty that its network or services shall be continuous or will be free from faults.
7.2 LIQUIDHUB gives no warranty or guarantee that the service is satisfactory or suitable for the Customer’s purposes. All warranties relating to the service from LIQUIDHUB are excluded, even if implied by statute.
7.3 The parties acknowledge that no representations, warranties or statements made prior to concluding the TERMS form any part of a contract, nor has induced either party into the TERMS.
7.4 The Customer acknowledges that:
7.4.1 The service provided by LIQUIDHUB was not designed for the Customer’s individual requirements, and it is up to the Customer to decide if the Service provided by LIQUIDHUB is of satisfactory quality and fit for the purpose for which it is used.
7.4.2 LIQUIDHUB is reliant on third parties for delivery of services, and therefore LIQUIDHUB can have no liability of whatever nature for any delay or fault to the delivery of same.
7.4.3 The Customer is aware that due to the nature of per usage costs of outbound termination services, there are risks associated with their use in combination with the Service, including but not limited to the financial risk of excessive unintended traffic. Customer accepts these risks and agrees that LIQUIDHUB is not responsible for any losses or damages incurred by Customers’ use of the service, including charges by Customer’s Third Party services providers that were configured to be used with the service.
8.1 All rates and prices are stated on the applicable price list updated from time to time and posted on the website.
8.2 The fees and charges for the Service are stated exclusive of taxes, duties or other levies which may be lawfully due. Customer will be responsible for all charges, fees, taxes and other payments incurred for the Service under the Customer account and/or to be lawfully borne by Customer, including without limitation sales and service tax, stamp duty, bank charges and any increases in fees, charges, taxes and levies from time to time. Customer undertakes to pay all sums due in a timely manner.
8.3 The recurring fees for the LIQUIDHUB Plan subscribed by Customer is payable on a monthly basis in advance. All other charges or fees as may be incurred by Customer shall be billed at the end of current billing cycle.
8.4 Where Customer have provided us with details of a valid credit/debit card or other payment method, Customer hereby expressly authorizes us to charge or deduct such fees and charges as may be incurred by Customer for the Service from the credit/debit card or other payment method, as and when they fall due. Should Customer change or cancel the credit/debit card or applicable payment medium without informing us, we may suspend the Service without notice and we shall not be liable for any inconvenience, loss or damages Customer may suffer. LIQUIDHUB further reserves the right in its sole discretion to refuse, from time to time, to accept payment through specific credit/debit card issuers or payment methods as we may determine.
8.5 Payment sums, service items and other transaction information made available to Customer via the Service account dashboard, physical invoice and/or e-bill are final and conclusive. You should notify us in writing within no more than fourteen (14) days of the occurrence in the event of any irregularities. We are under no obligations whatsoever to effect any charge-back, reversal, adjustment or credit to Customer account unless our investigations reveal a default or omission on our part or manifest error attributable to our Service.
8.6 We may take such legal or other action as we deem necessary against Customer to recover any outstanding sums due to us. In the event of any late payment, we will also be entitled to charge interest on any unpaid sum at the rate of 10% per annum and/or suspend the Service without notice, in addition to other rights we may have.
8.7 We may suspend Customer account for non-payment 14 days after payment due date. If the Service to you is suspended due to overdue account or other causes attributable to Customer, LIQUIDHUB shall not be responsible for any inconvenience, loss or damages whatsoever that Customer may suffer. We reserve the right to impose a re-connection fee for any reactivation of Service.
8.8 If any overdue payment is not settled within thirty (30) days after payment due date, we will terminate the Service(s) and account without any advance notice, and LIQUIDHUB shall not be responsible for any inconvenience, loss or damages whatsoever that Customer may suffer.
8.9 We reserve the right to investigate and categorize any account as fraudulent, resulting in immediate suspension and/or termination of Service to Customer and any payment of fees made to us shall not be refundable.
8.10 Certain services may be provided under customized monthly pricing plans (“Pricing Plan”), based on capacity. Pricing plans can be chosen by selecting and confirming respective options available on the Website.
8.11 LIQUIDHUB reserves the right to modify prices for Services during the validity period of the TERMS.
8.12 LIQUIDHUB may decrease prices for Services without any restrictions.
8.13 LIQUIDHUB may revise prices:
8.13.1 For Services based on a variable charge, changes are effective immediately and are updated in the pricelist associated with Customers’ account on the LIQUIDHUB website.
8.13.2 For all other Services upon written notice to Customer who will have 30 (thirty) days to reject the said price increase.
8.13.3 If Customer does not reject a price increase within this period Customer will be deemed to be agreed to and accepted by Customer.
8.13.4 In case Customer rejects a price increase LIQUIDHUB has the right to terminate the Service in accordance with clause 15.4 or to continue to provide the Service at the original price.
8.13.5 The relevant Service Order Form shall be deemed amended in accordance with a notice of price amendment.
8.14 LIQUIDHUB shall provide Customer with invoices and detailed reports regarding the Service. LIQUIDHUB should be notified of all billing disputes via email to its designated email address ( billing@LIQUIDHUB.net ) within 15 days. If Customer fails to deliver such notification it shall be deemed to have waived its rights to dispute the charges. LIQUIDHUB and Customer shall attempt in good faith to promptly resolve any objection to the invoiced amount. If the dispute is subsequently resolved in favor of Customer, LIQUIDHUB shall issue a credit to the Customer’s account for the disputed amount.
9.1 LIQUIDHUB may without liability, prior warning or consent of the Customer, suspend the service, in the event that it wishes to carry out maintenance, upgrade works, or back-ups. LIQUIDHUB will take steps to keep any consequent disruption to the service to a reasonable minimum.
9.2 In the event that the Customer becomes aware of any faults with the service, it shall notify LIQUIDHUB as soon as is practicably possible.
10.1 All Intellectual Property Rights owned by one party shall remain vested in such party, and for clarity, and avoidance of doubt.
10.1.1 All rights of any nature, trade name, documents, drawings and information including any access codes provided to the Customer, and information in LIQUIDHUB’s database accessed by the End Users and the Customer remain vested in LIQUIDHUB.
10.1.2 Information provided to the Customer by LIQUIDHUB pursuant to the TERMS, pertaining to the Customer’s End Users is the property of the Customer.
10.2 The LIQUIDHUB trademarks, logos and service marks (“Marks”) displayed on this Website are the property of LIQUIDHUB. The Customer shall not use LIQUIDHUB’s name, trademarks, or copyrights in any way that implies any approval or connection with the services or products offered by the Customer without prior written consent of LIQUIDHUB. All other trademarks, trade names, or company names referenced herein are the property of their respective owners.
10.3 Any right to use the services, and/or any software related to the services, granted by LIQUIDHUB to Customer will only be perceived as a personal, limited, non-exclusive and non-transferable license of use by LIQUIDHUB of the services, and/or any software related to the services, for the designated purpose only.
10.4 Customer agrees that LIQUIDHUB may use Customer’s name and logo in presentations, marketing materials, customer lists, financial reports and Web site listings of customers. Customer also gives permission to LIQUIDHUB to distribute materials referenced above, in electronic or hardcopy form, in whole or part, without fees or additional permissions, in internal and external press and marketing activities such as, but not limited to, presentations, proposals, papers and on the web.
11.1 During and after the period while the TERMS remains in force, both parties shall not disclose to any third party the information gained in connection with the TERMS, nor the terms and payments due, but each parties may disclose to its officers and employees such information as may be required for them to fulfill their proper performance of their duties, and may be used in the proper exercise of its rights and obligations under the TERMS.
11.2 The obligations of confidence and restrictions on disclosure shall not apply in the following circumstances:11.2.1 Where such information was already known prior to the TERMS.
11.2.2 Where such information was already in the public domain, save as a result of a breach of Clause 11.1.
11.2.3 Where a third party, who did obtain the same from the disclosing party, disclosed such information to it lawfully; or
11.2.4 Where disclosure is required by law.
11.3 The Customer shall ensure that the confidentiality provisions of the Agreement bind all its employees and agents and shall indemnify LIQUIDHUB against loss or damage suffered as a result of a breach of confidence by employees or agents.
11.4 LIQUIDHUB shall have the unconditional and irrevocable right to disclose the identity and address of the Customer and any End User in the event of any complaint received from any regulatory or governmental body, or any licensed telecommunications carrier, in connection with services offered by the Customer.
12.1 LIQUIDHUB shall not be liable for any indirect, incidental, special or consequential damages or for interrupted communications, lost data, or loss of profit, or economic loss arising out of or in connection with the TERMS and in particular shall not be liable for any delay in rectification of any such problem.
12.2 Direct damages. LIQUIDHUB can only be held liable for direct damages resulting from an attributable and faulty failure to perform its obligations under these Terms of Service. Direct damages in this respect exclusively mean:
12.2.1 All reasonable costs incurred by the Customer in order to have LIQUIDHUB perform its obligations under the Terms of Service.
12.2.2 All reasonable costs incurred by the Customer in order to prevent or limit any direct damages as meant in this article
12.2.3 All reasonable costs incurred by the Customer in order to establish the nature and scope of the direct damages as meant in this article.
12.3 Maximum amount. Direct damages caused as a result of LIQUIDHUB’s breaches of the TERMS shall in any event be limited to the amount invoiced to Customer and received by LIQUIDHUB for the 12 months prior to, for any one event or series of events.
12.4 LIQUIDHUB shall have no liability to the Customer in respect of any demand or claim where:
12.4.1 The demand or claim arises as a result of the Customer’s and/or End-User’s negligence, misconduct or breach of the TERMS.
12.4.2 If the Customer does not immediately notify LIQUIDHUB of any claim.
12.4.3 If the Customer does not give LIQUIDHUB full authority to deal with the claim or does not provide all information requested by LIQUIDHUB and complete and proper co-operation for LIQUIDHUB to defend the claim.
13.1 LIQUIDHUB shall not be liable for any interruption, delay or failure in service resulting from any matter or event outside of its control, to include, but not limited to any act of god, inclement weather, storm, flood, drought, lightning, fire, power failure, shortage of power, disturbance to power supplies, disconnection damage or disturbance to telecommunications connections and cables, trade dispute, government action, embargoes, termination of or refusal to grant a license, damage to or loss of equipment or interruption, failure or delay in any service provided to us by any third party including governmental or regulatory authority or telecommunications operator, war, military operations, or riot.
13.2 LIQUIDHUB will not accept any liability for the consequences arising out of a force majeure event.
14.1 Without prejudice to any other indemnity referred to in this or any other agreement, the Customer agrees to indemnify LIQUIDHUB and its parent, subsidiaries, affiliates, officers and employees against any claim or demand, including any made by a third party, arising out of the Customer’s or End User’s use of the service and all costs relating thereto. The Customer agrees not to hold LIQUIDHUB and its parent, subsidiaries, affiliates, officers and employees responsible for any direct or indirect damage resulting from the use of LIQUIDHUB software or services, in particular, but not limited to; the use or impossibility to use the Service, confidence in information obtained, errors and omissions, defects, viruses, delay in transmission, interruption of service or loss of data.
14.2 The Customer agrees to indemnify LIQUIDHUB, and its parent, subsidiaries, affiliates, officers and employees against any claim or demand, arising from any act of the Customer or third party including but not limited to:
14.2.1 A breach or allegation of breach of the conditions of the TERMS.
14.2.2 Negligence, misconduct or any allegation of negligence or misconduct by the Customer or by any third party.
14.2.3 The marketing or promotion undertaken by or on behalf of the Customer.
14.2.4 The service content provided or marketed by or on behalf of the Customer, and all costs relating thereto.
15.1 Validity of TERMS. The TERMS will be effective as of the date of the Customer acceptance and signing on the Service Order Form thereof and will remain effective until terminated by either party.
15.2 Either party shall be entitled to terminate the TERMS by giving to the other not less than two (2) months’ notice of termination.
15.3 Consequences of Termination. Upon termination of the TERMS for any reason all licenses and rights to use the Service shall terminate and the Customer will cease any and all use of the Service.
15.4 LIQUIDHUB may terminate the TERMS with immediate effect by giving notice at any time, if:
15.4.1 The Customer does not comply with the TERMS.
15.4.2 The Customer intends, or appears to intend, that it will not abide by the terms of the TERMS.
15.4.3 The Customer ceases trading, convenes a meeting of, or comes to an arrangement with its creditors, has distress or other seizure levied over any of its assets or does not satisfy any demand for payment from any legal person.
15.4.4 Any step is taken to wind up or dissolve the Customer, a receiver, and/or manager or administrator appointed over any assets.
15.4.5 LIQUIDHUB believes the Customer has allowed services to be used for any unlawful purpose or any use prohibited by the TERMS.
15.5 LIQUIDHUB reserves the right to immediately terminate or modify any Customer’s Service if LIQUIDHUB determines, in its sole and absolute discretion, that the use of the Service generates excessive billing or is in violation of that Customer’s responsibilities and obligations as per Section 5.2. Customer will remain responsible for all charges through the end of the current Service Term, including unbilled charges, plus a disconnection fee, if applicable, all of which will immediately be due and payable.
15.6 Either party may terminate the TERMS if:
15.6.1 Either party has committed a breach of the Agreement, and fails to remedy the breach within 30 days of notice requiring it to do so, and;
15.6.2 Either party takes any steps to wind up or dissolve, or a receiver and/or manager or administrator is appointed over any assets.
15.7 Survival. All provisions which must survive in order to give effect to their meaning shall survive any expiration or termination of the Agreement, including without limitation, all of the Customer’s representations, warranties and indemnification obligations.
16.1 The TERMS represents the entire understanding between the two parties. No other prior arrangements, representations or understandings, orally or in writing shall have any validity.
16.2 LIQUIDHUB may vary any provision in the TERMS, without prior consent from the Customer, if such change is required because of regulatory, insurance, safety or statutory changes made after services are provided.
16.3 New versions of TERMS: LIQUIDHUB reserves the right to modify the TERMS at any time by providing such revised TERMS to the Customer or by publishing the revised TERMS on the Website. If the Customer does not wish to accept this revised TERMS, Customer is entitled to terminate the account, in writing or by e-mail to customer.care@LIQUIDHUB.net. The continued use of the Service by the Customer shall constitute his acceptance to be bound by the revised Terms.
16.4 Changes to Services: LIQUIDHUB reserves the right to modify the Service at any time, for example to conform to legal and regulatory obligations. If the Customer does not wish to accept these changes, it is entitled to terminate its account, in writing or by e-mail to customer.care@LIQUIDHUB.net, with effect from the date on which the change is effective.
16.5 LIQUIDHUB strives to maintain any apps and software current and updated. However, LIQUIDHUB reserves the right to cease supporting and developing updates, bug-fixes, etc. for any version of any such app or software. LIQUIDHUB will strive to provide advance notice of the such end of support or development.
16.6 Ownership: All numbers leased and registered to Customer’s account by LIQUIDHUB remain under LIQUIDHUB’s control and may be reassigned at the termination of the TERMS.
16.7 Any error, omission or typographical error in any quotation, offer, sales information, invoice, or document supplied by LIQUIDHUB shall be subject to correction on notice from LIQUIDHUB and without liability.
16.8 LIQUIDHUB’s rights and powers under the TERMS are not affected if it fails to or chooses not to enforce any of them at any time. If any part of the TERMS is not enforceable it will not affect the remainder.
16.9 Applicable Law. The Agreement shall be governed by and construed in accordance with Law of Malaysia. The TERMS shall be governed by law of Malaysia and the Customer consents to the exclusive jurisdiction of the Malaysian courts in all matters regarding it.
16.10 Both parties agree that they have no joint venture, partnership, or agency relationship as a result of the TERMS. Neither party shall make any offer, guarantee, or warranty to any third party, in regard to the services, that purports to bind the other party.
Updated 28.09.22
