Seller Policy

1. Definitions and interpretation

1.1 The following terms used in this Agreement (including these General Terms and Conditions) or in any document referred to in this Agreement shall have the following meanings, unless otherwise expressly defined in this Agreement or therein: "Agreement" means net-a-porter merchant registration of these General Terms and Conditions, including any schedule, addendum or other annex to any of the foregoing, including all amendments, additions and variations thereto; "applicable law" means any Any applicable laws, regulations, regulations, orders, judgments or guidelines passed or issued by the authorities, existing or in the future; "Business Day" means any day other than Saturdays, Sundays or public holidays in Kuala Lumpur, Malaysia; "Contribution" has the The meaning given by Article 6 of the General Terms and Conditions; "customer account" refers to the customer's registered account on the cms platform; "driver" refers to the party that delivers the products ordered by the customer through the net-a-porter platform; "effective date" refers to the net-a-porter approved merchant date of net-a-porter Merchant Registration Form submitted; "Merchant Outlet" means a restaurant or business establishment owned, managed and registered by a Merchant to enable net-a-porter Services, as may be amended and added from time to time in accordance with mutual agreement; "Merchant Profile" means the agreed The details of merchants specified in ; "Merchant SOP" refers to the standard operating procedure for merchants to use net-a-porter services, which net-a-porter may modify from time to time at its sole discretion, with or without notice; "Net Sales" means the total price of the Products in the transaction, excluding any taxes (including but not limited to any sales and service tax): (a) after deducting any discounts from merchants on the net-a-porter platform; (b) Merchant service fees, merchant surcharges and other fees (if any and applicable) recorded in the system of net-a-porter or its affiliates are excluded; "order" means the product order made by the customer on the net-a-porter platform; "party" means CMS and Merchant collectively, "Party" refers to any of them; "Product" refers to the food and/or beverages sold by the Merchant through the net-a-porter platform; "Service Fee" has the meaning given in Article 7.1 of these General Terms and Conditions; " net-a-porter Platform” means the e-commerce platform of the mobile application or website (www.net-a-porter.com.my) operated by net-a-porter; “net-a-porter platform” means the food ordering and delivery platform operated by net-a-porter for the provision of net-a-porter services on the net-a-porter platform;” net-a-porter service" means a food ordering and delivery platform service in which merchants are able to sell their products and customers can order products through the net-a-porter platform, where delivery can be made by a driver or any other method determined by net-a-porter; any transaction for ordering and paying for Products; and "Transaction Funds" means the total amount paid by a customer for transactions made through the net-a-porter service on the net-a-porter platform. 1.2 In the Agreement (including these General Terms and Conditions): (a) a reference to a Statutory Clause shall include that Clause and any regulations made thereunder, whether before or after that date, amending or re-enacting this Agreement from time to time shall also include any past statutory provisions or regulations (as amended or re-enacted from time to time) that such provision or regulation directly or indirectly supersedes; (b) references to "writing" or "writing" include any visible means of reproduction; (c ) references to "including" shall be construed as "including but not limited to"; (d) references to "terms" or "schedules" means the following terms or schedules: these general terms and conditions (unless the context otherwise requires); (e) Words denoting the singular shall include the plural and vice versa and words denoting a specific gender shall include the other gender (masculine, feminine or neuter) unless the context otherwise requires. 1.3 Headings in the Agreement (including these General Terms and Conditions) are inserted for convenience only and shall not affect the construction of the Agreement.

2. area

The agreement attached to these general terms and conditions contains the terms for the provision of net-a-porter services (as may be amended from time to time).

3. Deadline

This Agreement shall continue in full force and effect for 1 (one) year from the Effective Date and shall automatically renew for 1 (one) year unless either party gives at least thirty (one) year written notice to the other. 30) The number of days before the expiry of any period.

4. net-a-porter service description

4.1 The merchant acknowledges and agrees that the net-a-porter service provided by net-a-porter is limited to (a) recommending customers to the merchant; (b) acting as an intermediary between the customer and the merchant, accepting orders and receiving payments from customers on behalf of the merchant; (c) acting as a customer and merchant intermediaries between customers, including communicating orders and making payments from customers to merchants. net-a-porter may, at its sole discretion, make changes to the net-a-porter service, or suspend the net-a-porter service without prior notice.

4.2 net-a-porter shall display the range of products offered by the Merchant on the net-a-porter Platform, provided that this range has been communicated to net-a-porter and meets criteria independently determined by net-a-porter and communicated to the merchant.

4.3 The Merchant shall provide net-a-porter with all information required by net-a-porter to display products on the net-a-porter platform, including menus, products, product availability at any Merchant Outlet, business hours and location of the Merchant Outlet, logos, images, Prices and company logos are as requested by net-a-porter (“required information”). For the avoidance of doubt, if the Merchant fails to provide net-a-porter with the necessary information, net-a-porter reserves the right to use any information available to net-a-porter, including any images on the net-a-porter platform in relation to the product. Any changes to such information must be notified by Merchant to net-a-porter no later than seven (7) business days before the changes become effective.

4.4 Merchants should continuously verify the information released by cms, and if there is any error or inaccuracy, they should notify cms immediately (within 1 hour after discovering the error or inaccuracy). For the avoidance of doubt, the merchant's menu, products, logos, images, prices, company identity and other relevant information about the merchant may be posted on the net-a-porter platform and other media (including but not limited to Twitter, Facebook and Google AdWords campaigns).

4.5 The Merchant acknowledges and agrees that cms does not provide transportation services, nor is it acting as a transportation service provider, courier, postal service provider, delivery service provider, catering provider or an agent of any party. net-a-porter makes no representations or warranties and does not warrant the quality, safety and/or legality of any product. net-a-porter does not guarantee the identity of any customer or ensure that the customer will complete the transaction.

4.6 The Merchant acknowledges and agrees that the actual contract for the sale of goods is signed directly between the Merchant and the Customer, and that cms is not a party to such contract, and shall not assume any responsibility, duty or liability in connection with any such contract and any other. Disputes arising from any product are solely between the merchant and the relevant customer.

4.7 Merchants must process any refunds and/or claims resulting from transactions, including but not limited to chargebacks. cms may assist the Merchant in the refund and/or claims process, and the Merchant further agrees that cms may, at its sole discretion, refund the transaction funds to the Customer without the prior approval of the Merchant.

4.8 CMS reserves the right to suspend specific transactions and/or customer accounts and/or merchant wallets and/or net-a-porter services if cms deems any of the following to occur:

(a) net-a-porter deems it necessary or desirable to protect the security of customer accounts and/or merchant wallets and/or net-a-porter services;

(b) net-a-porter believes that the transaction (i) violates the terms of this agreement or violates the security requirements of customer accounts and/or merchant wallets and/or net-a-porter services; (ii) involves, but is not limited to, money laundering, terrorist financing, fraud or Suspicious, unauthorized or fraudulent transactions related to other illegal activities;

(c) if the transaction is for the sale of goods and/or services that are not part of the agreed products or business activities of the Merchant or that are deemed to be in violation of applicable laws;

(d) if the Merchant engages in prohibited activities under the Merchant SOP or any other policy of the cms or any applicable law; or

(e) other circumstances relevant to cms' compliance with any applicable laws.

4.9 net-a-porter may, at its sole discretion, provide merchants with regular education on the development of net-a-porter services, including any changes or additions to net-a-porter service facilities.

4.10 net-a-porter reserves the right to deduct from the transaction funds the service fees to which net-a-porter is entitled and donations (if any) for providing net-a-porter services through the net-a-porter platform.

4.11 If net-a-porter provides merchants with any equipment related to the provision of net-a-porter services ("equipment"), including but not limited to electronic data capture (EDC), merchants agree that they are responsible for such equipment and are obliged to remove them after net-a-porter services are terminated. Returned to net-a-porter intact. Further details regarding the use of the device, technical and operational support and/or resolution of issues related to the device may be provided by net-a-porter in the Merchant SOP and/or published by net-a-porter on the net-a-porter platform, which will apply and bind the parties.

5. Obligations

5.1 Merchants shall register as merchants using the net-a-porter merchant registration form or any other means determined by net-a-porter. Merchants shall integrate net-a-porter services into the Merchant Outlet and operate in accordance with net-a-porter's instructions and policies (as may be amended from time to time). 5.2 The Merchant shall not allow any transaction for any product or item that is prohibited and restricted by applicable laws or cms policies. 5.3 Merchant shall retain records related to transactions for at least seven (7) years from the date the transaction occurred. 5.4 The Merchant shall carry out business and operate the Merchant Outlets in accordance with applicable laws and ensure that its business activities are not prohibited by applicable laws. 5.5 Merchants shall at all times maintain all relevant licenses and permits to conduct merchant business, including any food safety laws and regulations. Merchants must notify cms immediately (not later than one (1) hour after receipt of the notification) if they become aware of any conduct in violation of their business or if relevant authorities discover that their business is in violation of any applicable law. 5.6 The Merchant represents and warrants to CMS that: (a) to the best of its knowledge, it has not received funds in connection with any illegal, fraudulent, deceptive or manipulative acts or practices and that the Merchant has not sent to or received from illegal sources. To the extent Merchant becomes aware of any such transactions, Merchant agrees to immediately notify cms to suspend any such transactions and/or customer accounts and/or merchant wallets; (b) product-related information posted on the net-a-porter platform complies with all legal requirements, includes all information related to the protection and welfare of customers and any laws and regulations related to the sale of food; (c) the information provided by Merchant to CMS is current and accurate and does not infringe the intellectual property rights of any third party; (d) provides products, prepared and sold to customers are of marketable quality and safe for consumption, stored, produced and prepared in compliance with and will comply with all relevant retail, restaurant and food safety regulations as well as those issued by net-a-porter and any applicable laws; (e) have current all licenses required by laws and regulations, and has no ongoing criminal, bankruptcy or tax proceedings or other pending penalties related to the business operations of the merchant; (f) without the prior written approval of cms and/or its affiliates, will not Solicit data and/or information from clients or other parties in any way on behalf of cms and/or its affiliates. 5.7 If any product goes bad, is defective, or causes food poisoning, allergies, or other consequences affecting any customer, the Merchant shall be solely responsible and/or legally liable for such incidents and shall release and indemnify cms from any connection with such matters any claim, damage or loss in connection therewith. 5. Persons") owned or controlled by persons who are currently the subject of any sanctions imposed or enforced by applicable government authorities in Malaysia (collectively, the "Sanctions") and are not located, organized, or resident in a currently sanctioned country or territory. Merchant shall not Use net-a-porter services in any manner that would cause any party to violate sanctions.The merchant and its subsidiaries and affiliates have not knowingly entered into any transaction or transaction with any person or party, or in any country, at the time of the transaction or transaction is or Has been the subject of sanctions.5.9 The Merchant agrees that it and its affiliates shall conduct business in compliance with applicable laws related to anti-corruption laws and shall not take any actions, directly or indirectly, that may lead to a violation of such laws, including, but not limited to, directly or indirectly Offer, offer or promise anything of value to any government authority or government official that may result in a violation of any such laws. Merchants and their affiliates shall always operate in compliance with anti-money laundering and financial recordkeeping and reporting requirements 5.10 Merchant shall not: (a) decode or perform any reverse engineering on cms or cms food platform's system; (c) perform any acts aimed at duplicating, duplicating and/or stealing net-a-porter Services, net-a-porter and/or customer information and/or data. 5.11 Merchants agree to participate in net-a-porter’s promotional and marketing activities, including joint funding activities ( "Events Organized by net-a-porter (the "Promotion")"). If a Merchant wishes to opt-out of participating in a Promotion, the Merchant shall notify CMS's Customer Service of its intention and complete the opt-out form. net-a-porter shall, within fourteen days after receipt of the completed Opt-Out Form (14) days to process withdrawal requests. 5.12 Merchants are responsible for maintaining the confidentiality of any and all identification, passwords, personal identification numbers (PINs) or any other codes used to access the Merchant Wallet. Merchants are solely responsible for all activities that occur under their Merchant Wallet liability, even if such activity or use was not undertaken by the merchant. For any loss or damage arising from the unauthorized use of merchant credentials or the merchant’s failure to comply with these termsnet-a-porter is not responsible for any harm.

6. net-a-porter co-funding campaign

If a Merchant participates in a Campaign, the Merchant's contribution to the Campaign ("Contribution") shall be based on each net sale recorded in the net-a-porter system. cms shall notify the Merchant of its contribution share in the relevant campaign by email or any other means at the sole discretion of cms.

7. Fees and Taxes

7.1 In consideration for net-a-porter services provided by net-a-porter, Merchant shall pay net-a-porter a service fee (“Service Fee”) as stated in the net-a-porter Merchant Registration Form. The service fee shall be charged on each net sale based on the successful transaction recorded in the cms system. The service fee does not include any service and sales tax (SST), and merchants are responsible for any taxes charged by net-a-porter on the service fee. 7.2 The transaction fund settlement terms after deduction of service fees, contributions (if any) and/or other fees (if any) will be further specified in the Merchant’s SOP and will be changed at the sole discretion of cms. 7.3 Unless otherwise specified by applicable laws, based on For certain reasons, unless otherwise required by applicable law, the Merchant hereby authorizes net-a-porter and/or its affiliates to initiate a debit or credit entry to the Merchant Wallet at any time upon written notice to the Merchant, including the following: (a) correct Any error in the processing of any transaction and/or instruction provided by the Merchant to CMS, including but not limited to double payment; (b) any fraudulent or suspicious activity and/or transaction determined by CMS to be engaged in by the Merchant; (c) in connection with any rewards or rebates in connection with; (d) in connection with any uncollected fees or contributions (if any); (e) in connection with the resolution of any transaction disputes, including any compensation due to or from the Merchant; (f) in connection with any transaction as cms determines in the future any other reason. 7.4 net-a-porter may, in its sole discretion, revise service fees, contributions or any other applicable fees, or include any additional fees at any time by notifying the Merchant in writing. 7. Taxes") and undertakes to pay all such taxes in a timely manner. If the merchant fails to pay the taxes and cms is required to pay such taxes and (if applicable) any related penalties, cms shall have the right to recover such payments by cms payment.

8. Intellectual property rights

8.1 net-a-porter and/or its licensors retain and shall retain their full right, title and interest in and to all copyrights, trademarks and other intellectual property rights in and relating thereto, unless expressly granted to the Merchant in the agreement. 8.2 The Merchant grants net-a-porter a worldwide, non-exclusive, royalty-free, non-transferable license to reproduce, use and display licensed to the Merchant by or for the performance of this Agreement only during the term of this Agreement. Merchant hereby warrants and represents that it owns or has the right to use and sub-license any intellectual property rights that it uses or licenses for net-a-porter. 8.3 The Merchant represents and warrants that it owns or is the legal licensee of all intellectual property rights used under this agreement, and that there is no infringement or violation of any third party's ownership or intellectual property rights, and no other party will claim to own same title to such intellectual property rights. 8.4 All reports, specifications and other similar documents prepared or prepared in the course of this agreement, including documents, materials related to net-a-porter services, and any derivative of any intellectual property rights granted by either party shall be the absolute property of such agreement. Bring the party on throughout the prep and anytime after. For the avoidance of doubt, all intellectual property rights subsisting in the Reports, Specifications and other similar documents set forth in these Terms shall remain at all times the property of the parties concerned. 8.5 Each party warrants to the other party that it will not use any of the other party's trademarks in any marketing activities, including but not limited to promotional activities, without the prior written consent of the other party. Notwithstanding the foregoing, net-a-porter reserves the right to use the Trademarks of the Merchant to promote the net-a-porter Services and related promotions on all platforms in all media worldwide.

9. No Warranty

9.1 The net-a-porter service is provided "as is" without any express, implied or statutory representation or warranty. net-a-porter and any of its subsidiaries and affiliates, officers, directors, agents, joint ventures, employees and suppliers expressly disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. net-a-porter does not have any control over products paid for through net-a-porter services. net-a-porter does not guarantee continuous, uninterrupted or secure access to any part of the food service, and operations of the net-a-porter website may be temporarily suspended for maintenance or upgrades, or disrupted by a number of factors outside of net-a-porter's control. net-a-porter will use reasonable efforts to ensure that the net-a-porter service is processed in a timely manner, but net-a-porter makes no representations or warranties regarding the amount of time required to complete processing. 9.2 net-a-porter shall not be responsible for any of the following: (a) any suspension or refusal to accept payments which net-a-porter reasonably believes to be fraudulent or not properly authorized; (b) payment instructions received containing incorrect or malformed information;( c) the failure of the hardware, software, mobile device and/or internet connection to function properly due to, including without limitation, viruses, outages or other forms of system disruption (such as unauthorized access by third parties); (d) Clause 4.8 any circumstances specified. (a) any suspension or refusal to accept payments that cms reasonably believes to be fraudulent or not properly authorized; (b) payment instructions received that contain incorrect or malformed information; (c) hardware, software, mobile devices and and/or the internet connection is not functioning properly due to (including but not limited to) viruses, outages or other forms of system disruption (such as unauthorized access by third parties); (d) any of the circumstances set out in clause 4.8. (a) any suspension or refusal to accept payments that cms reasonably believes to be fraudulent or not properly authorized; (b) payment instructions received that contain incorrect or malformed information; (c) hardware, software, mobile devices and and/or the internet connection is not functioning properly due to (including but not limited to) viruses, outages or other forms of system disruption (such as unauthorized access by third parties); (d) any of the circumstances set out in clause 4.8. interruption or other form of system interruption, such as unauthorized access by a third party; (d) any of the circumstances set out in clause 4.8. interruption or other form of system interruption, such as unauthorized access by a third party; (d) any of the circumstances set out in clause 4.8.

10. Confidentiality and Personal Data

10.1 Each party shall keep confidential and shall not disclose to anyone or directly or indirectly benefit itself or any other person (except in order to properly perform its obligations under this agreement), any disclosure by or on behalf of the disclosing party, Confidential Information provided or otherwise made available to the recipient. “Confidential Information Confidential and proprietary products or information, intellectual property rights, business plans, operations or systems, financial and trade conditions, details of customers, suppliers, debtors or creditors, relating to the disclosing party or any of its officers, directors or employees Affiliates, marketing communications, printed materials, rates and rate schedules, contracts, regardless of form, format, or medium, whether machine-readable or human-readable, including written, oral, or tangible, including through meetings , document, letter conveyed or obtained information or inspection of tangible items. This provision shall not apply to any confidential information disclosed, made available, or otherwise made available by the disclosing party, which is in the public domain and shall cease to apply to any subsequent publicly available Information, unless as a result of any breach by the Recipient. 10.2 The Recipient may disclose Confidential Information to (a) its directors and employees, provided that their duties would require them to have access to such Confidential Information, provided the Recipient shall instruct such (b) its external auditors, lawyers and professional advisors, the Receiving Party shall ensure that such Confidential Information is provided to its Persons disclosing such information are contractually bound by the provisions of this clause and incorporate appropriate confidentiality provisions in their employment and other applicable contracts. 10.3 The parties to this agreement shall comply with all applicable laws and information available on the cms platform in relation to this agreement Respective obligations as data users and data processors as required by the privacy policy related to any personal data. For the purpose of this agreement, "3 The parties to this agreement shall comply with all applicable laws and the relevant provisions of this agreement available on the cms platform The respective obligations of data users and data processors as required by any personal data related privacy policy. For the purpose of this agreement, "3 The parties to this agreement shall comply with all applicable laws and their respective obligations as data users and data processors as required by the privacy policy in relation to any personal data related to this agreement available on the cms platform. For the purpose of this agreement, "personal data" refers to personal data with the meaning assigned to it, which is controlled by the data user, and the data processor needs or is required to provide services for the performance of this agreement; "data processor" in terms of personal data, means any person (other than an employee of the data user) who processes personal data solely on behalf of the data user and not for any personal purpose; and "data user" means any person who, alone or jointly or jointly with others, processes any personal data or controls or authorizes Processes any personal data but does not include a data processor. 10.4 The confidentiality obligations under this Clause 10 shall survive the termination of the agreement and/or until the Confidential Information enters the public domain.

11. Force majeure

11.1 Both parties are exempted from all obligations and responsibilities for work delays caused by force majeure. "Force Majeure" means any unforeseeable, unavoidable event and/or exceptional circumstances beyond the reasonable control of the parties, including but not limited to epidemic or pandemic (Covid-19) epidemics), natural disasters, wars, rebellions, aggression, sabotage, mass riots, and the existence of government regulations in monetary affairs that directly affect the performance of agreements. 11.2 If any party is delayed or unable to perform its obligations under this Agreement due to a force majeure event, it shall notify the other party in writing as soon as possible after the force majeure event occurs.

12. Termination

12.1 Either party may immediately terminate this Agreement if: (a) the other party files for bankruptcy, becomes insolvent or enters into any arrangement or settlement or assignment for the benefit of its creditors, or appoints a receiver or administrator for that party or its business , or that party voluntarily (other than a reorganization or merger) or compulsorily enters into liquidation; (b) in the event of a material breach of this Agreement by the other party, or if the non-breaching party believes that the breach is capable of being cured and provides an opportunity to do so, but the breach has not Remedy within 30 (thirty) days from the date of the Observing Party’s notification of such breach; (c) net-a-porter suspects any illegal, illegal and/or fraudulent conduct committed by Merchant and/or Merchant’s employees or agents; ( d) the other party’s violation or failure to comply with any applicable law which may adversely affect the non-breaching party in any material respect, including any food safety or other regulations relating to restaurants and/or meals; (e) for any reason or without 30 (thirty) days prior written notice to the other party of the reasons. 12.2 Termination of the net-a-porter service shall not relieve or limit the obligations, responsibilities and responsibilities of the merchant or net-a-porter incurred prior to the termination. including any food safety or other regulations pertaining to restaurants and/or meals; (e) 30 (thirty) days prior written notice to the other party, for any or no reason. 12.2 Termination of the net-a-porter service shall not relieve or limit the obligations, responsibilities and responsibilities of the merchant or net-a-porter incurred prior to the termination. including any food safety or other regulations pertaining to restaurants and/or meals; (e) 30 (thirty) days prior written notice to the other party, for any or no reason. 12.2 Termination of the net-a-porter service shall not relieve or limit the obligations, responsibilities and responsibilities of the merchant or net-a-porter incurred prior to the termination.

13. Homework

13.1 The Merchant shall not assign any of its rights under this Agreement to anyone without the prior written consent of cms. 13.2 The Merchant shall not allow others (other than customers) to use cms food services without the prior written consent of cms. 13.3 The provisions of this Agreement shall be binding on the parties and their respective successors and permitted assigns.

14. RELATIONSHIP OF PARTIES; DRIVER AS INDEPENDENT CONTRACTOR

14.1 Nothing in this agreement shall be construed as creating a partnership, joint venture or agency relationship between the merchant and cms. Neither party has the authority to enter into any type of agreement on behalf of the other party. 14. 2 The third-party agreement that the driver agrees to provide food delivery services to the customer is an independent agreement between the customer and the driver, and the driver is not an employee or agent of cms. net-a-porter is just an intermediary between customers and drivers. 14.3 net-a-porter does not provide any transportation services, nor shall it be liable to any party for any actions, negligence, failure, lateness or refusal of the driver to provide transportation services. 14.4 net-a-porter does not and shall not guarantee the safety, reliability, compatibility or capability of drivers during the performance of their obligations to deliver products from merchants to customers. Accordingly, Merchant hereby releases CMS harmless and releases CMS from any and all liability, claim, cause,

15. Compensation

Merchant shall indemnify cms, its affiliates, and their respective officers, directors, employees, agents, and third-party contractors ("Indemnified Parties") Any losses, liabilities, costs and expenses (including full reimbursement of any legal and professional fees) suffered or incurred for any claim in connection with any product, merchant using the net-a-porter service or net-a-porter platform and/or any breach of any provision of this agreement , except as a result of net-a-porter's negligent, malicious or willful misconduct. Notwithstanding anything else herein, the parties agree that neither party will be liable to the other for any loss of profits, goodwill, business opportunities, and anticipated savings, or any indirect or consequential loss or damage suffered or incurred by either party.

16. Governing Law; Dispute Resolution

This agreement is governed by the laws of Malaysia. In the event of any dispute, controversy, claim or disagreement of any kind between the parties in connection herewith ("Notice of Dispute"), the parties shall, within thirty (30) days of receipt by either party, attempt to (1) notify the other party of the existence The party to the dispute first resolves the dispute through mutual discussions between the senior management of both parties. If the dispute cannot be resolved through mutual discussion within thirty (30) days, it shall be submitted to the Asian International Arbitration Center ("AIAC") for arbitration and final settlement") Pursuant to the AIAC Arbitration Rules then in force, which are deemed to be by reference and into this clause. There will be a (1) arbitrators, to be jointly appointed by both parties. If the parties cannot agree on an arbitrator, the arbitration shall be appointed by the Director of AIAC in accordance with the AIAC Rules. The language of the arbitration shall be English. The place and place of arbitration shall be Kuala Lumpur, Malaysia. The parties agree that Part Three of the Arbitration Act 2005 shall not apply to this Agreement or to arbitration proceedings arising out of this Agreement. This Agreement and the rights and obligations of the parties shall remain in full force and effect until the award of any arbitration proceeding hereunder,

17. Notice

17.1 All notices under this Agreement shall be delivered by personal delivery, registered post via overnight courier or email to the following address: (a) If sent to net-a-porter: net-a-porter Mobile Malaysia Sdn. Bhd. Bhd. Level 25, Menara Southpoint , Mid Valley City, 59200, Kuala Lumpur, Malaysia. Email: legal.my@net-a-porter.com

Note: Group General Counsel (b) If sent to a merchant, to the address listed in the merchant details or other method or means as determined through net-a-porter. 17.2 All notices under this Agreement shall be deemed to have been duly given: (a) if delivered by hand, when left at the address required by this Clause 17; (b) if sent by overnight courier, at The second (2) business day after courier pickup; (c) if sent by email, on the day of dispatch, provided such email is sent by 5:00 pm on a Malaysian business day; if sent on a business day Sent after 5:00 pm or on a non-business day, it will be considered delivered on the next business day.

18. No waiver

A party's failure to enforce any provision of this Agreement shall not be construed as a waiver of such provision or the right to enforce this or any other provision of this Agreement. No waiver shall be construed as a continuing waiver.

19. Severability

If any part of this agreement is invalid, illegal or unenforceable, that part shall be severed from the remainder of this agreement, which shall continue to be valid and enforceable to the fullest extent permitted by applicable law.

20. Entire agreement

This agreement (including all attachments and other documents referred to herein, including but not limited to Merchant SOP and net-a-porter's standard operating procedures for providing net-a-porter services) represents the entire agreement between the parties with respect to its subject matter, by which the parties are bound. All content not stipulated in this agreement shall be stipulated in the Merchant SOP or any other document published by cms on the cms platform. The Merchant SOP is an integral part of this Agreement and by agreeing to this Agreement, the Merchant agrees to abide by the Merchant SOP. In the event of any discrepancy between any term of this Agreement and any term on the net-a-porter platform or on the net-a-porter platform regarding the merchant's SOP that provides the net-a-porter service, the provisions of the merchant's SOP shall prevail. Last Updated: October 11, 2021