Custom Power App Terms & Conditions
Business Subscription Agreement
Introduction
Important Notice
By engaging in the services provided by GetOn, the customer acknowledges that they have read, understood, and agreed to these Terms and Conditions.
These Terms and Conditions ("Agreement") govern your access to and use of the Custom Power App provided by Startups Venture (trading as GetOn, "we", "us" or "our"). By engaging our services, accessing or using the App, you ("Client", "Customer" or "you") agree to be bound by this Agreement.
Definitions
The Custom Power App developed and maintained by GetOn.
All charges, fees and expenses payable under this Agreement.
All non-public information disclosed by either party, including business plans, technical data, pricing, customer lists and the terms of this Agreement.
The agreed monthly fee for subscription services.
The number of months left in the minimum term at the time of early termination.
Any day other than Saturday, Sunday or public holiday in Malaysia.
Scope of Service
- Minimum term of 36 calendar months
- Ongoing access to the App for stability and monitoring, task management, data entry and administration
- Billing in advance each month; see clause 4
- Delivered in discrete phases: Discovery, Development, Testing and Go-Live
- Each phase billed separately: 50% due before commencement, 50% on completion
- Discovery at RM 500/day (estimated 2–3 days); Development rates fixed during Discovery
Fees & Payment
- Invoiced monthly in advance; due within 30 days of invoice date
- Late payments incur interest at 1.5% per month on overdue balances and may lead to suspension or termination
- 50% upfront per phase; remainder due on delivery
- Invoices payable within five Business Days; late fees as per clause 4.1
- Malaysian Clients: MYR
- International Clients: USD
Features or changes beyond agreed scope require written change request (clause 8) and are billed from RM 800 per request.
Referral Terms
Referrer mark-up capped at 20% of the Developer's gross payment; any excess mandates active involvement as Business Analyst or Consultant.
For Developer quotations exceeding RM 25,000, referrer must assume roles of Business Analyst, Consultant and Project Manager.
Full referrer agreement available upon request.
Project Timeline & Client Responsibilities
Estimated Timeline
- Discovery: est. 5 Business Days
- Development: est. 3 weeks
- Testing: est. 1 week
- Go-Live: est. 1 week
You must supply timely feedback, approvals and materials; delays may incur additional fees.
Termination
- No termination during initial 36-month term
- Thereafter, either party may terminate with 30 days' written notice
- Early Termination Fee = Monthly Commitment × Remaining Months
- Prepaid fees beyond termination date will be refunded pro rata
- Either party may terminate with written notice
- You pay for all work performed up to termination; prepaid sums beyond termination date refunded pro rata
Clauses on Confidentiality, Intellectual Property, Limitation of Liability, Indemnity, Governing Law and other provisions that by nature survive termination shall remain in effect.
Change Control
All changes to scope, Fees or timelines must be submitted and approved in writing by authorised representatives of both parties. No variation is effective until so signed.
Support & Warranty
Support governed by our Service Level Agreement (SLA).
6-month warranty for system defects; includes 3 months' call support (2 hours/week) from Go-Live. Unused hours do not roll over.
Intellectual Property
All App code, documentation and related materials are and remain the exclusive property of GetOn. No licence to reproduce, distribute or modify is granted except as expressly set out herein.
Confidentiality
Each party shall keep Confidential Information strictly confidential and use it solely to perform its obligations under this Agreement. Disclosure permitted only to employees or professional advisers on a "need-to-know" basis under equivalent confidentiality obligations.
Data Protection & Privacy
Each party shall comply with applicable data protection laws, including Malaysia's PDPA and, where relevant, the EU GDPR. GetOn will implement appropriate technical and organisational measures to protect personal data. Our Privacy Policy sets out further details.
Limitation of Liability
GetOn's aggregate liability under or in connection with this Agreement shall not exceed the total Fees paid by you in the 12 months preceding the event giving rise to the claim. This clause does not limit liability for death or personal injury caused by our negligence, or for fraud or wilful misconduct.
Indemnity
You shall indemnify and hold harmless GetOn, its officers and employees from all losses, liabilities, damages and costs (including legal fees) arising out of:
- Your misuse or unauthorised use of the App
- Any breach by you of this Agreement
- Any claim that your data or instructions infringe a third party's rights
Force Majeure
Neither party is liable for delay or non-performance caused by events beyond its reasonable control, including acts of God, war, riot, fire, flood, pandemic or governmental action.
Assignment & Subcontracting
Neither party may assign or transfer any rights or obligations under this Agreement without the other's prior written consent (not to be unreasonably withheld). GetOn may subcontract performance but remains fully responsible for its subcontractors.
Severability & Waiver
If any provision of this Agreement is held invalid or unenforceable, the remainder continues in full force and effect. No waiver of any right or breach shall be effective unless made in writing by the waiving party.
Dispute Resolution & Governing Law
Disputes shall first be referred to senior representatives for good-faith negotiation within 30 days. Failing resolution, disputes shall be submitted to arbitration under the Kuala Lumpur Regional Centre rules.
This Agreement is governed by the laws of Malaysia.
Notices
All notices must be in writing and delivered by hand, registered post or email (with read receipt) to the addresses set out in the Order Form or contract. Notices take effect upon receipt (or the next Business Day if received after 5 pm local time).
Entire Agreement
This Agreement, together with any Order Forms and the SLA, constitutes the entire understanding between the parties and supersedes all prior agreements or understandings, whether written or oral.
Amendments
GetOn may amend these terms by providing 30 days' notice. Continued use of the App after such notice constitutes acceptance of the amended terms.
Counterparts & Electronic Signatures
This Agreement may be executed in counterparts and by electronic signature, each of which is deemed an original, but all of which together constitute one and the same instrument.
Licensing
Microsoft Licenses Required
Prices exclude Microsoft licenses. Clients must purchase licenses directly:
Quick Summary
Key Points to Remember
Here's a quick overview of the most important aspects of our Terms & Conditions:
36-month minimum term for subscription services with early termination fees.
Monthly billing in advance for subscriptions, 50% upfront for project phases with 1.5% monthly late fees.
All app code and documentation remain GetOn's exclusive property.
Strict confidentiality obligations for both parties regarding business information.
Liability capped at 12 months of fees paid, excluding negligence, fraud or wilful misconduct.
Agreement governed by Malaysian law with arbitration for dispute resolution.
Clients must purchase Microsoft Power Platform licenses separately.