This Agreement is entered into between VGO (V Go On) (“VGO” or the “Platform”) and the business entity applying to become a merchant on the VGO Platform (“Merchant” or “you”). By clicking “Agree and Continue” or confirming via any electronic means, you are deemed to have read, understood, and accepted all terms of this Agreement.
1. Definitions
1.1 “Platform” means the VGO website, mobile application, and related technical services.
1.2 “Merchant” means a business entity approved by VGO to sell goods or services on the Platform.
1.3 “Customer” means the end user who places orders via the Platform.
1.4 “Commission” means the service fee charged by VGO for completed orders on the Platform.
1.5 “Deposit” means the performance bond required for certain categories or partnership models.
2. Platform Role
2.1 VGO acts solely as a technology intermediary providing information matching, order management, and payment settlement. It is not the provider of goods or services.
2.2 This Agreement does not constitute employment, partnership, franchise, or joint venture. The Merchant is an independent business operating at its own risk.
2.3 VGO does not participate in transactions between Merchant and Customer, and is not directly liable for the quality, legality, or safety of goods or services.
3. Merchant Obligations
3.1 Ensure all submitted information (business registration, shop qualifications, category, identity) is true, accurate, complete, and valid.
3.2 Ensure possession of all licenses, permits, and tax registrations required for lawful operation in Malaysia.
3.3 Transparent pricing, honest descriptions of goods or services; no false advertising or misleading.
3.4 Deliver on time; maintain product or service quality; comply with industry standards and VGO service specifications.
3.5 Respect customers; no harassment, discrimination, or abuse; respond to customer complaints within 24 hours.
3.6 Prohibited acts: (a) soliciting off-platform transactions to evade commission; (b) posting false reviews or manipulating ratings; (c) impersonating others or misusing trademarks; (d) uploading illegal, infringing, or prohibited goods; (e) selling counterfeit or substandard goods.
3.7 Tax Responsibility: All taxes arising from the Merchant's business (including income tax, consumption tax, SST, etc.) are the Merchant's sole responsibility. VGO will withhold only where legally required.
4. Platform Rights
4.1 VGO may review merchant applications and reserves the right to reject or revoke eligibility without explanation.
4.2 VGO may monitor the Merchant's operations, product quality, customer reviews, and compliance.
4.3 VGO may, at its discretion, take one or more of the following actions for violations: warning, corrective notice, delisting products, temporary or permanent shop closure, forfeiture of Deposit, freezing of settlement funds, or legal action.
4.4 VGO may display Merchant shop information, product listings, and customer reviews on the Platform for promotional purposes.
4.5 VGO reserves the right to amend this Agreement based on legal or operational needs. Amendments will be notified via Platform announcements; continued use constitutes acceptance.
5. Commission & Settlement
5.1 Commission rates are published on the Platform. VGO may adjust rates based on market conditions, with prior notice.
5.2 After order completion, VGO will settle the balance (net of commission) to the Merchant's designated account within the agreed cycle (e.g., weekly, monthly).
5.3 In the event of refunds or returns, VGO may deduct the corresponding amount from the Merchant's pending settlement or Deposit.
5.4 Minimum Settlement: If accumulated payable is below RM 50, settlement is deferred to the next cycle.
6. Intellectual Property & Data
6.1 All Platform content (software, trademarks, logo, design, text, database) is the intellectual property of VGO.
6.2 The Merchant grants VGO a worldwide, non-exclusive, royalty-free license to use, reproduce, and display uploaded content for promotion of the Platform, shop, goods, and services.
6.3 The Merchant warrants that all uploaded product images, descriptions, and trademarks are legally authorized. Any third-party claim arising from infringement is the Merchant's sole responsibility.
6.4 Data Ownership: Operational data generated by the Merchant on the Platform (order records, sales statistics, customer reviews) is owned by VGO.
6.5 Review Ownership: Customer review content is owned by VGO. The Merchant shall not request removal of genuine reviews or manipulate ratings in any way.
7. Personal Data Protection
7.1 Both parties undertake to strictly comply with Malaysia's Personal Data Protection Act 2010 (PDPA) and its amendments.
7.2 When handling customer personal data, the Merchant shall: use it solely to fulfill orders; apply appropriate security measures; not disclose to third parties without consent; delete or return it upon VGO's request after order completion.
7.3 Any actual or suspected data breach must be reported to VGO immediately.
8. Confidentiality
8.1 The Merchant shall keep confidential all of VGO's trade secrets, technical information, customer data, and other non-public information.
8.2 Confidentiality obligations survive termination of this Agreement.
9. Limitation of Liability
9.1 The Platform is provided “as is”. VGO makes no express or implied warranties regarding continuity, error-free operation, or security.
9.2 The Merchant bears full responsibility for the quality, safety, and legality of its goods or services. Any loss to customers or third parties arising from the Merchant's goods or services is borne by the Merchant.
9.3 Liability Cap: To the maximum extent permitted by law, VGO's aggregate liability to the Merchant shall not exceed the total commission received by VGO from such Merchant in the preceding six (6) months. VGO is not liable for any indirect, incidental, punitive, or consequential damages.
9.4 Force Majeure: Neither party is liable for failure to perform due to force majeure (natural disasters, epidemics, war, governmental acts, network outages), provided prompt notice is given and reasonable efforts are made to mitigate loss.
10. Term & Termination
10.1 This Agreement takes effect upon approval of the onboarding application.
10.2 Termination: (a) either party may terminate with 30 days' written notice; (b) immediate termination for material breach not cured within 15 days; (c) VGO may suspend or terminate the Merchant's account at its sole discretion without prior notice.
10.3 Upon termination, VGO will settle all payable amounts up to the termination date; the Merchant shall immediately cease using the Platform, delete customer information obtained, and remove all product and shop listings.
11. Governing Law & Dispute Resolution
11.1 This Agreement is governed by and construed under the laws of Malaysia.
11.2 Disputes shall first be resolved through friendly negotiation; failing which, they shall be submitted to the courts of Kuala Lumpur.
12. Miscellaneous
12.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior communications.
12.2 If any provision is held invalid or unenforceable, the validity of the remaining provisions is unaffected.
12.3 Electronic Execution: Under the Electronic Commerce Act 2006, clicking “Agree” on the Platform constitutes a valid contract.
12.4 Notices may be sent via Platform announcements, email, or SMS to the Merchant's registered contact.
12.5 Language Version: This Agreement is executed in the English language. The English version shall be the authoritative and controlling version. Any translation of this Agreement into any other language, including but not limited to Bahasa Malaysia, is provided solely for the convenience of the parties and shall not be legally binding. In the event of any inconsistency or conflict between the English version and any translated version, the English version shall prevail in all respects.
I have carefully read and agree to all terms of this Agreement, particularly Article 4 (Platform Rights), Article 7 (Personal Data Protection), and Article 9 (Limitation of Liability). By clicking “Agree and Continue”, this Agreement becomes effective.
For inquiries, contact: support.vgo@gmail.com