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Investment Note No.

For value received, the Issuer promises to pay to each Investor(s), in Ringgit Malaysia, the relevant Principal Offer Amount and Interest as specified in this Investment Note, on such Repayment Date and in accordance with the schedule specified in this Investment Note.

	Investment Note Request ID
	Type of Investment Note
	Details of Issuer
	Registration Number of Issuer
	Issue Date
	Aggregate Principal Offer Amount (RM)
	Maturity Date
	Maturity Period
	Interest Rate (p.a.)
	Total Interests Payable (RM)
	Prepared By	QuicKash Malaysia Sdn Bhd

Repayment Schedule

Repayment Date	Interests Payable	Principal Payable	Total Amount Payable

Investor

Investor Reference No	Name of Investor	Investor NRIC / Passport / Company Registration No	Principal Offer Amount	Total Interests Payable

The Investment Note is issued subject to the “Terms and Conditions to Investment Note”.

TERMS AND CONDITIONS TO INVESTMENT NOTE

The terms and conditions herein, together with the Investment Note entered into between the Investor and the Issuer, setting out particulars of the Investor, the Issuer and the Principal Offer Amount, repayment schedule, setting out interests and amounts payable and the date on which such repayment is payable, constitute the terms on which the Investment Note is issued.

1. INTERPRETATION

1.1 In this Terms and Conditions to the Investment Note, unless the context otherwise requires, the following expressions shall have the meanings set out against them:

“Aggregated Principal Offer Amount” means the sum of all the Offers by Investors in response to a particular Investment Request that is accepted by the Issuer;

“Bullet Repayment” means an Investment Note by which the Principal Offer Amount and all interest accrued and due shall be payable in full on the Maturity Date;

"Business Day" means a day when banks in Malaysia are open for business and shall exclude Saturdays, Sundays and public holidays;

“Daily Repayment” means daily repayment of the Principal Offer Amount and interest accrued to the Investors during such period in accordance with repayment schedule specified in the Investment Note;

“Default Fee” means fees payable to QuicKash until the terms of repayment have been regularised.A fee of RM100.00 per month (excluding 0% GST) is imposed for default between 1-60 days and RM200.00 per month for default for over 60 days.

Repayment Frequency	Default in Days	Default Fee (inclusive of 0% GST) (RM)
One-Time charge	1-60 days	100.00
One-Time charge	More than 60 days	200.00

“Financing” means the amount of financing to be raised by the Issuer under the Platform and references to “Financing” shall include the amount of financing raised by the Issuer under the Platform, as the context shall prescribe, and shall include any part thereof;

“Interest” shall have the meaning set out in Clause 3.1 of this Terms and Conditions to the Investment Note;

“Investment Request” shall mean the Request by an Issuer for Investors to subscribe for an Investment Note issued by the Issuer;

“Maturity Date” means the date on which the Maturity Period ends;

“Maturity Period” means such period within which the full amount of the Principal Offer Amount will be due and payable;

“Monthly Repayment” means monthly repayment of the Principal Offer Amount and interest accrued to the Investors during such period in accordance with repayment schedule specified in the Investment Note;

“Note Type” means the pre-specified principal and interest repayment structure of the Note, and shall include “Monthly Instalment”, “Daily Repayment”, “Bullet Repayment” and any other Note types which may be applicable from time to time;

“Offer” means an offer submitted by an Investor over the Platform in response to an Issue Request, stating the Principal Offer Amount that the Investor wishes to subscribe for the Investment Note and the minimum interest rate at which the Investor wishes to receive for providing the Principal Offer Amount;

“Offer Note” means the note issued by the Investor over the Platform confirming the Offer made in response to the Issue Request upon the terms of Investor Agreement as set out on the Platform;

“Offer Period” means a period of thirty (30) days;

“Overdue Fees” means Default Fee plus Penalty Fee (subject to 0% GST);

“Penalty Fee” means fees payable at 30% p.a. (calculated on daily rest basis) on arrears which will start to accrue one (1) day after the due date.

Monthly repayment x 30/100

_______________________________

360 days

number of days overdue

“QuicKash” means QuicKash Malaysia Sdn Bhd (Company No: 201701007737 (1221902-M)), a company incorporated in Malaysia and having its registered address at 16-A (1st Floor), Jalan Tun Sambanthan 3, Brickfields, 50470 Kuala Lumpur;

“Repayment Date” means such date on which repayment of the Principal Offer Amount, interest and/or such other amounts payable under the Investment Note, such dates as set out in a repayment schedule specified in the Investment Note;

“Security” means such security acceptable to QuicKash to secure the obligations of the Issuer under the Investment Note, which includes personal guarantees, charge over shares, charge over real property, or charge over such other assets;

“Security Documents” means any or all documents executed or required to be executed by the Issuer in respect of the Security;

“Terms & Conditions For Use of Platform” means the terms and conditions available on the Platform as from time to time amended, varied and supplemented by QuicKash at its absolute discretion;

1.2 Any reference in this Terms and Conditions to the Investment Note to “Clauses” is to the clauses to this Terms and Conditions to the Investment Note.

1.3 The headings to the Clauses are inserted for convenience only and shall not affect interpretation of this Terms and Conditions to the Investment Note.

1.4 Unless the context otherwise requires or permits, references to the singular number shall include references to the plural number and vice versa, references to persons shall be construed as including bodies corporate and vice versa and words denoting any gender shall include all genders.

1.5 In the absence of any expression to the contrary, all payments and repayments made under the provisions of this Terms and Conditions to the Investment Note, including damages, shall be made in Ringgit Malaysia unless otherwise agreed by Parties.

1.6 The expressions the “Issuer” and the “Investor” shall include their respective successors and assigns.

2. INVESTMENT NOTE

2.1 The Investment Note shall not be subsequently sold to any person unless provided for in this Terms and Conditions to the Investment Note.

3. INTEREST AND OVERDUE FEE

3.1 The Issuer shall pay an interest on the Principal Offer Amount at the “Accepted Rate” specified in the Investment Note.

3.2 In the event that the Issuer fails to pay in full any instalment on the due date of repayment of the Principal Offer Amount or any other monies in accordance with the repayment schedule specified in the Investment Note, or fails to fully pay up the Principal Offer Amount and/or any other monies due upon the Maturity Date, QuicKash shall have the right to impose Overdue Fees as follows:-

(i) Default Fee: This fee is payable to QuicKash until the terms of repayment have been regularised. A fee of RM100.00 per month is imposed for default between 0-60 days and RM200.00 per month for default for over 60 days; and

(ii) Penalty Fee: This fee is payable at 30% p.a. (calculated on daily rest basis) on arrears. Penalty fee will start to accrue 1 day after the due date.

4. REPAYMENT UPON THE INVESTMENT NOTE

4.1 The Issuer shall make repayments as follows:

4.1.1 If the Note Type is specified as “Monthly Instalment” or “Daily Repayment”,

(i) The Issuer shall repay the Principal Offer Amount in instalments (“Instalment”), together with all interest accrued and due up to each Repayment Date. Such amount payable and the Interest Repayment Dates shall be set out in a payment schedule specified in the Investment Note.

(ii) The Principal Subscription Amounts shall be payable in full by the Maturity Date.

4.1.2 If the note type is specified as “Bullet Repayment”,

(i) The Issuer shall repay the Principal Offer Amount together with all interest accrued and due in full on the Maturity Date;

(ii) The Maturity Date shall be the Repayment Date of such Note Type.

4.2 Repayment shall be made by the Issuer into the Repayment Trust Account maintained in a licensed institution.

4.3 If any scheduled Repayment Date specified in the Investment Note is not a Business Day, then the payment to be made on such scheduled repayment date shall be due and payable on the next succeeding Business Day.

5. SECURITY

5.1 All monies due and owing under the Investment Note and all monies due and owing from the Issuer to all Investors on the Platform from time to time shall be secured by the Security granted to QuicKash, which QuicKash shall hold and enforce for and on behalf of the Investors.

6. REPRESENTATIONS AND WARRANTIES

6.1 The Issuer hereby represents and warrants that:

6.1.1 The Issuer is eligible to be registered on the Platform, being either of one of the following:

(a)  a sole proprietor; or
(b)  partnership; or
(c)  a partnership; or
(d)  a limited liability partnership; or
(e)  private limited company;
(f)   unlisted public company.

6.1.2 The Principal Offer Amounts are for the Issuer’s own use;

6.1.3 The Issuer has the power and authority to issue this Terms and Conditions to the Investment Note and that this Terms and Conditions to the Investment Note, when executed, constitutes valid and legally binding obligations enforceable against the Issuer in accordance with the terms herein;

6.1.4 all actions, conditions and things required to be taken, fulfilled and done (including the obtaining of any necessary consents), in order (i) to enable the Issuer lawfully to enter into, exercise its rights and perform and comply with its obligations under this Terms and Conditions to the Investment Note and (ii) to ensure that those obligations are valid, legally binding and enforceable, have been taken, fulfilled and done;

6.1.5 the execution and delivery of, and the performance by it of its obligations under this Terms and Conditions to the Investment Note do not:

(a) infringe, or constitute a default under, any instrument, contract, document or agreement to which it is a party or by which it or its assets are bound; and

(b) result in a breach of any law, rule, regulation, ordinance, order, judgement or decree of or undertaking to any court, government body, statutory authority or regulatory, administrative or supervisory body (including, without limitation, any relevant stock exchange or securities council) to which it is a party or by which it or its assets are bound, whether in Malaysia or elsewhere; and

6.1.6 No litigation, arbitration or administrative proceedings are taking place, pending or, to the Issuer’s knowledge, threatened against it, any of its shareholders or directors or any of its assets, which, if adversely determined, might reasonably be expected to have a material adverse effect on its business, assets or conditions, or its ability to perform its obligations under this Terms and Conditions to the Investment Note.

6.2 The Investor’s acceptance of the Investment Note is subject to it representing that:

6.2.1 all actions, conditions and things required to be taken, fulfilled and done (including the obtaining of any necessary consents), in order (i) to enable the Investor lawfully to enter into, exercise its rights and perform and comply with its obligations under this Terms and Conditions to the Investment Note and (ii) to ensure that those obligations are valid, legally binding and enforceable, have been taken, fulfilled and done; and

6.2.2 the execution and delivery of, and the performance by it of its obligations under this Terms and Conditions to the Investment Note do not:

(a) infringe, or constitute a default under, any instrument, contract, document or agreement to which it is a party or by which it or its assets are bound; and

7. COVENANTS

7.1 The Issuer covenants with the Investor(s) that, as from the date of this Terms and Conditions to the Investment Note until:

7.1.1 the Issuer shall comply, in all respect, with all laws, if failure to do so has or is likely to have a material adverse effect on its business, assets or condition, or its ability to perform its obligations under this Terms and Conditions to the Investment Note;

7.1.2 the Issuer shall promptly, after becoming aware of them, notify the Investor of any Event of Default described in Clause 8.2 below;

7.1.3 the Issuer shall not pass any resolution approving the change in directors of the Issuer or the divestment of any or all of the shareholding or any shareholder of the Issuer, without first obtaining the prior written consent of QuicKash;

7.1.4 the Issuer shall not pass any resolution for the winding-up of the Issuer, nor cause a petition for winding-up to be presented against the Issuer, or the appointment of a receiver or receiver and manager of the respective undertakings or assets of the Issuer.

8. EVENTS OF DEFAULT

8.1 In the event that Issuer misses, fails to pay, or only partially pays an Instalment or other payment that is due, or any part of the Principal Offer Amount is not fully repaid by the Maturity Date, the Parties agree that QuicKash has the authority to act as follows:

8.1.1 to attempt to contact the Issuer to remedy the default and make such payment within thirty (30) days (or such other period as QuicKash shall in its discretion determine) of the date on which such Instalment or payment is due;

8.1.2 if the Instalment or other payment is not fully paid within the thirty (30) days (or such other period as QuicKash shall in its discretion determine), to hire a third party professional debt collector to collect from the Issuer such unpaid amounts. For the avoidance of doubt, the respective Investor(s) shall first bear the costs and expenses incurred in relation to the services provided by the third party professional debt collectors but the Issuer shall ultimately be responsible for such costs upon recovery;

8.1.3 if (i) such sums are still not recovered after ninety (90) days (or such other period as QuicKash shall in its discretion determine) or (ii) it becomes evident (in the sole discretion of QuicKash) that the Issuer is unable to satisfy the payment of all instalments and payment due and payable:

(a) to, in its sole and absolute discretion and without any further consent or agreement required from the Investor(s), commence legal proceedings against the Issuer to recover such sums; or

(b) to, in its sole and absolute discretion, require the Investor(s) to assign the Investment Note to QuicKash or a company appointed by QuicKash, which may sell the Investment Note to Investment Note purchaser or commence legal proceedings against the Issuer to recover such sums. The assignment can be on the basis that (i) the company buys over the outstanding debt by paying to the Investor (where there is only one Investor) a price agreed to by the Investor, or paying to the Investors (where there is more than one Investor) a price agreed to by the Investors, whether collectively or individually, as the case may be, hold 75% or more of the Investment Note’s Principal Offer Amount, and the proceeds from the recovery shall be retained by the company, or (ii) on the basis that the Investment Note is assigned without the debt, and what is recovered by the company, after deducting all costs and expenses incurred by the company in the course of recovery, shall be paid to the Investor(s); and

8.1.4 to take such other action as may from time to time be authorised by the Investor(s).

8.2 Each of the events or circumstances set out in this Clause 8.2 is an Event of Default:

8.2.1 The Issuer has breached a term of this Terms and Conditions to the Investment Note or Security Documents, and such default is not remedied within seven (7) Business Days of the earlier of:

(a) QuicKash notifying the Issuer of the default and the remedy required; or

(b) the Issuer becoming aware of the default.

8.2.2 Any representation or warranty made by the Issuer in Clause 6 above is incomplete, untrue, incorrect or misleading in any material respect.

8.2.3 The membership of the Issuer in the Platform, the online platform on which this Terms and Conditions to the Investment Note was executed, is terminated for any reason under the agreement entered into between the Issuer and QuicKash, the owner and operator of the Platform.

8.2.4 The Issuer ceases to pay its debts or is unable to pay its debts as they fall due or is deemed unable to or admits its inability to do so or makes a general assignment for the benefit of or a composition with its creditors.

8.2.5 Any action, proceedings, procedure or step is taken for:

(a) the suspension of payments or a moratorium of any obligation of the Issuer to pay or repay money, present or future, actual or contingent, sole or joint (“Indebtedness”);

(b) winding up, dissolution, administration or reorganisation (using a voluntary arrangement, scheme of arrangement or otherwise) of the Issuer; or

(c) the appointment of a liquidator, receiver, administrator in respect of the Issuer or any part of the undertaking or assets of the Issuer.

8.2.6 The Issuer commences negotiations, or enters into any composition, compromise, assignment or arrangement, with one or more of its creditors with a view to rescheduling any of its Indebtedness.

8.2.7 The Issuer ceases, or threatens to cease, to carry on all or a substantial part of its business.

8.2.8 There is a change of directors of the Issuer, where any existing shareholder of the Issuer divests all or any part of his shareholding, direct or indirect, in the Issuer, without the prior written consent of QuicKash.

8.2.9 Litigation, arbitration or administrative proceedings are initiated, pending or, to the Issuer’s knowledge, threatened against the Issuer, any of its directors or any of its assets, which, if adversely determined, might reasonably be expected to have a material adverse effect on its business, assets or conditions, or its ability to perform its obligations under this Terms and Conditions to the Investment Note.

8.3 At any time after an Event of Default has occurred, QuicKash may, upon notice to the Issuer, on behalf of the Investor(s), terminate this Terms and Conditions to the Investment Note and demand immediate repayment of the entire amount of the Principal Offer Amount, including accrued Interest up to the date of repayment, in accordance with Clause 8.1.

9. INDEMNITIES

9.1 Each of the Issuer and the Investor(s) shall keep the other party and QuicKash and its Agents fully and effectively indemnified against all losses, costs, damages, claims, demands, actions, proceedings, liabilities and expenses whatsoever, that may incur in connection with or arising from any material breach of its representations, warranties, obligations, covenants and undertakings under this Terms and Conditions to the Investment Note.

10. COSTS, EXPENSES AND TAXES

10.1 Each of the Issuer and the Investor(s) shall bear all their own costs and expenses in relation to the entering of this Terms and Conditions to the Investment Note, including the processing and platform fees to be paid to QuicKash.

11. NOTICES

11.1 All notices which are required to be given hereunder shall be in writing and shall be sent to the address of the recipient set out in this Terms and Conditions to the Investment Note or such other address as the recipient may designate by earlier notice given to the sender. Any such notice may be delivered personally or by normal or registered mail or telex or facsimile transmission, and shall be deemed to have been served if any personal delivery, at the time of delivery, if by mail, forty eight (48) hours after posting, if by telex transmission, on the date the recipient's answerback is received or if by facsimile, upon receipt of the confirmation copy of transmission.

12. GENERAL

12.1 Further Assurance. Each Party shall execute such other documents, do such acts and things and take such further actions as may be reasonably required or desirable to give full effect to the provisions of this Terms and Conditions to the Investment Note and the transactions hereunder and each party shall use its best endeavours to procure that any necessary third party shall execute such documents, do such acts and things and take such further actions as may be reasonably required for giving full effect to the provisions of this Terms and Conditions to the Investment Note and the transactions hereunder.

12.2 Time of Essence. Time shall be of the essence of this Terms and Conditions to the Investment Note.

12.3 Remedies. No remedy conferred by any of the provisions of this Terms and Conditions to the Investment Note is intended to be exclusive of any other remedy which is otherwise available at law, in equity, by statute or otherwise and each and every other remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law, in equity, by statute or otherwise. The election of any one or more of such remedies by a party hereto shall not constitute a waiver by such party of the right to pursue other available remedies. No failure on the part of a party hereto to exercise, and no delay in exercising any right under this Terms and Conditions to the Investment Note will operate as a waiver thereof, nor will any single or partial exercise of any right under this Terms and Conditions to the Investment Note preclude any other or further exercise of any right thereof or of the exercise of any other right.

12.4 Release and Indulgence. Any liability to any party hereto may in whole or in part be released, compounded or compromised or time or indulgence given by that party in that party’s absolute discretion as regards the other party hereto under such liability without in any way prejudicing or affecting the first party’s rights against the second party.

12.5 Assignment. Save as expressly provided for in this Terms and Conditions to the Investment Note, the Investor(s) shall not have the right to sell, assign or transfer the Investment Note or any of such rights, undertakings, agreements, duties, liabilities and/or obligations hereunder.

12.6 Successors Bound. This Terms and Conditions to the Investment Note and the documents referred to herein shall be binding on and shall enure for the benefit of the successors in title and assigns of each of the parties hereto.

12.7 Entire Agreement. This Terms and Conditions to the Investment Note and the documents referred to herein collectively constitutes the entire agreement agreed upon by the Parties as to the subject matter of the same and supersedes any previous agreement whether such be written or oral, with respect to the subject matter hereof. Each Party hereby acknowledges that in entering into this Terms and Conditions to the Investment Note and the documents referred to herein, it has not relied on any representation or warranty save as expressly set out herein or in any document referred to herein.

12.7 Severance. Notwithstanding that any provision of this Terms and Conditions to the Investment Note or part thereof may prove to be illegal or unenforceable or void, the remaining provisions of this Terms and Conditions to the Investment Note shall continue to be in full force and effect.

12.8 Law. This Terms and Conditions to the Investment Note shall be governed by, and construed in accordance with the laws of Malaysia and the parties hereto submit to the exclusive jurisdiction of the Malaysian Courts in respect of any dispute or matter arising out of or connected with this Terms and Conditions to the Investment Note and/or the documents referred to herein.

12.9 Privacy and Data Protection. This Terms and Conditions to the Investment Note shall be subject to, and the Parties agree to be bound by, the Privacy Policy of QuicKash.