As an overview, in exchange for subscription payments, we grant you a right to use our service in accordance with this agreement. The service is offered on an 'as is where is' basis and you use the service at your own risk. We make the service available and you are responsible for how you use the service together with all aspects of your online business and presence. For example:
• We provide you details of how we use your personal information, but you are responsible for the use and management of the personal information of the customers who access your online business, including how third party service providers or plug-ins use your customer's personal information.
• we provide tools to help you make your website pages accessible, but you are responsible to ensure your pages are accessible to your users.
• we provide tools to enable you to customise your website for persons with disabilities, however you are responsible for using the tools correctly and taking any additional steps in your jurisdiction to comply with your local laws.1 Introduction and meanings
In this agreement, the following words have the following meanings:Agreement
means any instructions or agreements (for example end user license agreements), in digital or printed format, provided with the service or made available to use with the service.Service
means the KLEQ platform, and all software, products, services, content and documentation available from via the website or the platform.We
means Netbloo Media Ltd.Website
means our website www.kleq.com.You
means you, the user or potential user of our website or services.
We may update, modify or replace any of the terms of this agreement at any time. If we do so, you will be notified of the changes by email, account notification or a notice posted on the website. Your continued use of the service following the posting of any changes to this agreement constitutes acceptance of those changes.3 Earnings and income disclaimer
We make no guarantee about your ability to get results or earn any money with our ideas, information, tools, or strategies. Where products or services have a money back guarantee, you must request your money back within the specified period. For example, if there is a 30 day money back guarantee and you purchase the item on 20 January, you must give a written request for a refund for the product or service by 19 February in order to receive the refund.
All products and services by our company are for educational and informational purposes only. Nothing contained on our website or within our services amounts to a promise or guarantee of results or future earnings, and we do not offer any legal, medical, tax or other professional advice. Any financial numbers referenced are illustrative of concepts only and should not be considered average earnings, exact earnings, or promises for actual or future performance. Use caution and always consult your own accountant, lawyer or professional advisor before acting on any information related to a lifestyle, financial or business change. You alone are responsible and accountable for your decisions, actions and results in life, and by your registration here you agree not to attempt to hold us liable for your decisions, actions or results, at any time, under any circumstance.4 Account information you submit to us
To subscribe to the services, you will be required to create an account with us. You warrant that any information you submit to us (including credit card details) is accurate and up to date and that you have the authority to supply and/or use the information supplied. You agree you will not share your account log-in details with anyone.5 Service updates, improvements and new features
While we are not obligated to provide any maintenance, support, updates or improvements to the service, if we do, this agreement will also apply to them. Updates, improvements and special features may also be subject to different or additional terms or conditions and may have an additional fee payable.6 Ownership, grant of license and restrictions on use
Ownership: We reserve all rights not expressly granted to you in this agreement. We (and/or our licensors if applicable) retain all right, title and interest in and to our website, the services and our intellectual property.Grant of use rights:
• Software license: Subject to the terms of this agreement, we grant you a nonexclusive, personal, revocable, non-transferable, non-sublicensable right to access and use the software made available with the service, on a remote basis, solely for the purposes for which it is provided by us and only in accordance with the documentation (if any). You may only use the software (including authorised third-party software) to access and/or use the service.
• Lifetime Licenses: Lifetime access means access for the life of the service. Your lifetime license means you will have lifetime access to the current version of the service provided to you at the time of your purchase (or subscription to) the service. For example, if at the time of purchase (or subscription to) the service you received lifetime access to Version 1 of the service, you will have lifetime access to Version 1. We are not required to make any further updates, fixes or enhancements to that specific version. Access to any other version of KLEQ may require a new purchase (or subscription). Lifetime access is granted subject to any rights of termination we have under this agreement.Restrictions
Other than as specifically allowed under these terms, you may not, directly or indirectly:
• publish, publicly perform or display, or distribute to any third party any documentation or other component of the service, including reproduction on any computer network or broadcast or publications media;
• market, sell or make commercial use of the service;
• systematically collect and/or use any data or content including the use of any data spiders, robots, or similar data gathering, mining or extraction methods;
• make derivative uses of the service; or
• use, frame or utilize framing techniques, to enclose any portion of the website or services (including the images found on the website or any text, layout or design of any page or form contained on a page of the website).
Our services contain copyrighted material, trade secrets, trademarks and other proprietary materials which belong to us (and/or our licensors if applicable). This includes content, material or design elements made available as part of the services. You agree that in order to protect our proprietary materials, except as expressly permitted by this agreement or by applicable law, neither you nor a third party acting on your behalf will directly or indirectly:
• distribute, sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt or edit our proprietary content;
• modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction) the service or create derivative works based on the service or any part of it;
• copy the service (including any content) or engage in any acts inconsistent with the principles of copyright protection and fair use without obtaining our express written consent (or that of the copyright owner if applicable);
• distribute, display, rent, lease, transfer or otherwise transfer rights to, or in any way exploit, the service, in whole or in part;
• transmit the service or provide its functionality, in whole or in part, over the Internet or other network; or
• remove any proprietary notices or labels on or in the service.
You may not use any software or services in conjunction with the service or authorized third-party software which modifies or reroutes, or attempts to modify or reroute, the service. You may not authorize any third party to access and/or use the service on your behalf using any automated process such as a BOT, a spider or periodic caching of information stored by the service on your behalf without a separate written agreement with us.
You may not use any software or hardware that reduces the number of users directly accessing or using the service (sometimes called 'multiplexing' or 'pooling' software or hardware).
For clarity, all restrictions contained in this agreement, and all of our rights, with respect to the service will apply to any product, service or portion thereof.7 Service features
When accessing the various components that make up the service, you should be aware of the following:
• While your use of the service allows you to edit your website and set up defined features in the admin area of your website, it does not allow you to actually access the admin area of your site though. This means you will be able to customise your website and admin area only to the extent allowed by the tools available. You will not have full 'developer style' access to the admin panel.
• Increasingly, various jurisdictions internationally are requiring businesses within their jurisdiction to make business websites more accessible to persons with a disability. We think this is important and have provided some tools to assist you to take these steps for your website. Importantly, as there is variation between laws in different jurisdictions, we have only made available some of the common requirements. We do not guarantee that using the available tools will make your website compliant with the laws where you live. You may need to take additional steps. This is your responsibility, not ours.
• Mobile Add On: When available, you may purchase an add on to the services to gain access to a mobile application. We have some important terms around this feature:
In the case of individual apps: Once you purchase the feature, there is a set-up fee which is non-refundable. Once the app has been set-up for you, there is an on-going monthly fee for continued use of the app.
o If your app stops working, you agree you will remove it from the app store within 14 days. Your app may stop working due to faults at your end or because we have terminated your access from our end (usually for non-payments).
In the case of the "Master" app access: Once you purchase the feature, there is an on-going monthly fee for continued use of the app.
In ALL cases (Individual App and/or Master App)
o You must have a valid KLEQ membership to be able to purchase the mobile application (ie you cannot buy it as a stand-alone product).
o If there are failed payments for your main KLEQ membership and/or failed payments for the mobile application, the app will stop working.
o You also understand that each time the mobile app is updated it needs to be submitted to Apple/Google for review and their approval. You understand and agree that there are NO guarantees Apple/Google will approve the app.
If the app is rejected we will try to get it approved without any guaranties
In the event that all efforts fail and we are not able to submit a new version then you understand that we will not be able to update the app further.
In this event the mobile app program will be stopped. The app will have to be removed from the app store, support for the app will stop and your subscription to the app will also be stopped. Any past fees paid by you will not be refunded but you will not be charged again.
While we do not believe this will happen, our experience with Apple/Google has proved that this could happen. By participating in the app program you understand and agree with this. If you do not agree, please do not get access to the mobile app.8 Access to previous purchases
As an accommodation to you, subsequent to acquiring training from us, you may download previously acquired training (if still available) onto any associated device directly owned by you. As we sometimes change our available services, not all previously acquired training or services will be available for download at any given time and we have no liability to you if this happens. It is your responsibility, once you have downloaded an item, not to lose, destroy or damage it. We grant you the right to store a copy as backup.
We reserve the right to change content options (including eligibility for particular features) or remove access without notice, to any previously purchased training or content that is no longer valid or available or is deemed by us to be out of date.9 Service terms and limitations
When registering for a KLEQ account ('account'), you warrant you will:
• provide true, accurate, current and complete information about yourself, including your full and correct legal name, address and telephone number; and
• maintain and promptly update your account to keep it true, accurate, current and complete.
If you provide, or we reasonably suspect you have provided, any information that is untrue, inaccurate, not current or incomplete, we may suspend or terminate your Account and refuse all current or future use of the service.
You also warrant to us that you will:
• maintain the security of your user identification, password and other confidential information relating to your account.
• maintain the security, confidentiality and integrity of all messages and the content that you receive, transmit through or store on the service.
• be responsible for all charges resulting from the use of your account, including but not limited to, unauthorized use of your account which occur prior to you notifying us in writing that your account has been compromised and taking steps to prevent its further occurrence by changing your password.
• comply with the terms of this agreement.
• comply with all applicable laws and international laws, statutes, ordinances, rules, regulations, contracts and applicable licenses regarding your use of the service, including but not limited to your obligations regarding privacy, taxation, accounting, reporting and copyright as well as any local laws that apply to you due to the country you live in or the jurisdiction you do business in.
If you are using the service on behalf of another person or entity, you warrant that you have the authority to bind to this agreement the party or entity for which you are using the service.10 Client content for distribution
If you provide any content ('your content') for distribution or access to any of your customers or other third parties (collectively called 'customers'), you grant us and our affiliates and distribution partners an irrevocable, perpetual, non-exclusive, royalty free, fully paid-up right and license to reproduce, copy, display, transmit and otherwise distribute your content to the applicable customers. You agree we may modify your content if we deem it reasonably necessary for technical and formatting purposes (and to comply with any of our policies). You warrant that you have the right and authority to grant the above license and that no part of your content will infringe or otherwise violate the rights of any third party. You indemnify us from and against any loss or damage we suffer in relation to your content.11 Customer data and privacy laws
We take your privacy and the collection and use of your personal information seriously and have dealt with our relationship with you in our privacy section near the end of this agreement.
This part of the agreement applies to personal data you may collect from your customers and what your obligations are:
In using the service, you may be providing to us or uploading to your account, information regarding the IP address, activities, preferences, questionnaires, surveys, personal information, and/or other information (the 'client user data") of your customers. As between you and us, you retain ownership of all client user data.
Privacy laws are an important part of doing business and compliance with the privacy rules and legislation that affect your business are your primary responsibility. We do provide some tools for your use however we do not guarantee that these tools by themselves will be sufficient for you to comply with your privacy obligations. You must do your own research and seek legal advice about your obligations.
You acknowledge and agree that you will:
• abide by all applicable privacy obligations that relate to your business, including privacy, data collection, cookies and the storage and transfer of data. Obligations will differ from jurisdiction to jurisdiction however may include your country's privacy laws, the GDPR, DMCA, the California Privacy etc.
• obtain any necessary consents from applicable third parties, including from your customers, in connection with such use of the service. For example, depending on your jurisdiction, you may need the specific consent of your customer to share their personal information with us.
• post an easily accessible privacy notice on your website (linked in a clearly visible position from the home page(s) of your website) which contains language that clearly conveys to your customers that you collect data regarding customer's online activities over time and across non-affiliated web sites, mobile applications, online services, or third party service providers as applicable, and that indicates the collected data may include their personal information and that it may be disclosed to us in connection with the service.
• allow your customers to opt out of data collection practices, opt-out of marketing emails and provide them with information or links to industry develop websites or tools that may assist them to manage their privacy.
You are responsible for disclosure to your customers for the way third party service providers use the personal information of your customers. You will need to review the privacy policies of the third party providers to be able to provide this information to your customers.
If we provide any additional functions to our services (such as a "request confirmation checkbox/button" or a delete personal information function), we do so simply as a tool for you. We do not warrant the suitability of these items for your situation or that these items will enable compliance by you with either this agreement or relevant Legislation.
You grant (and warrant that you have taken all steps necessary to ensure you have the right to grant, including advising your customer of this possible use) to us an irrevocable, perpetual, non-exclusive, royalty-free, fully paid-up right and license to access client user data for the purposes of:
• providing you with reports and other functions related to the service
• analysing and improving the service
• compiling aggregate data derived from your use of the service to compile statistics, metrics, insights and general trend data about the service for, among other things, our marketing and promotional purposes.
This information will be presented only in aggregate form, and we will not share specific site data that identifies you or your customers without your permission. You represent and warrant that you have all rights, licenses, and consents required to license client user data to us on these terms, and further represent and warrant that this license does not infringe the rights of any third party or violate any applicable law or regulation.
You are solely responsible for the client user data you provide to us either on the website or through the service. If you do not want to provide (or do not have the authority to provide) the information to us, you are solely responsible for protecting and/or redacting any personal, confidential, proprietary, or sensitive information in your client user data. You agree that when you post any client user data on or through the service, you authorize and direct us to make the number of copies we deem necessary in order to facilitate the posting and storage of the content on or through the service, including backups. You indemnify us against and loss or damage we suffer if you provide us with client user data you did not have express consent to provide to us.12 Your website content
While we are not responsible for content of any website produced using our services, we do have some minimum requirements relating to your content. We reserve the right to enforce or not enforce these requirements on any user of our services.
Any website you create using the services will only be available while you continue paying a subscription fee.
We do not allow the service to be used to create websites that we consider are offensive, questionable, immoral (for example targeting minors or associated with extreme religions or terrorism), unlawful or which target a sensitive market (for example, gambling, drugs, weapons or porn or other 18+ content). We reserve the right, in our absolute discretion, to remove sites falling into any of these categories. We will notify you if this is the case, cancel your subscription and not charge for any further periodic amounts. Any past fees paid by you will not be refunded.
You warrant that each time you post client user data or other content on or through the service:
• you own or otherwise control the rights or have the necessary consents to post the client user data or other content and to enable inclusion and use of the client user data in the manner contemplated by the service
• you will not contribute any client user data or other content that infringes the intellectual property rights or proprietary rights, or rights of publicity or privacy, of any third party or violates any law, statute, ordinance or regulation
• you will not post information you should know is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libellous, fraudulent, deceptive, or misleading or otherwise objectionable
• you will not post information that contains malicious code, such as viruses, timebombs, cancelbots, worms, trojan horse, spyware, or other potentially harmful programs or other material or information
• you will not post information or take any other action that circumvents, disables or otherwise interferes with security-related features of the service or its features that prevent or restrict the use or copying of any content
You are solely responsible for your content and agree we only provide a platform for your content so that it can be displayed on your website. You warrant that you are the lawful owner of, or have the necessary license to use, your content and that your content will not infringe or violate any third-party right, including any copyright, trademark, moral right, privacy right or other intellectual property right. We do not have any obligation to monitor your content, this is your responsibility and any risk is with you. You are responsible to handle and respond to any complaints that may arise in regards to the content that you publish on your website using our service.
If we reasonably suspect you do not have legal ownership of your content or we receive a copyright infringement complaint, take-down notice or similar in relation to your content, we may, in addition to any other rights we may have, remove your content without notice and/or elect to terminate this agreement on the basis of a breach of this agreement by you.
If this happens, you may request your content be reinstated by providing satisfactory proof of legal ownership however it will be at our sole discretion whether your content is reinstated and we will not be liable for any actions we take relying on this clause. A notice or policy stating you do not intend a breach of copyright will not be sufficient.
To respect privacy and security regulations, all your website data will be scheduled for deletion once you no longer are an active member. Once deleted, this action is irreversible. It is your responsibility to ensure you download/migrate your content before cancelling your membership. We are not required to notify you once your website data is deleted from our servers.13 Fees
Unless otherwise stated, all fees are expressed in U.S. Dollars.
Prices for the service are located at the website, including but not limited to monthly subscription plan fees to the service ('fees'). Fees are subject to change on forty-eight (48 hours' notice from Us (and will go into effect at the beginning of your next subscription period).
We may provide you notice by posting the changes to the KLEQ site (Kleq.com) or the service itself. We may discontinue the service at any time. We will not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the service.
Access and/or use of certain parts of the service, may be on a subscription fee basis ('your subscription'). You understand and agree that:
• you are responsible for keeping track of when your subscription renew (monthly or annually).
• you will pay us the fees for the service applicable to the account level you have chosen for the entire term you have chosen (either monthly or annually).
• all fees are paid in advance and are non-refundable. If you cancel your subscription during the term you have paid for, you will have access to the service only for the remainder of the period you have paid for and we will not charge you again.
• if we terminate this agreement without cause, we will either (at our discretion) refund you a prorata amount for the period you have paid for and terminate your access immediately or terminate the agreement but allow you access to the service until the end of the period you have paid for.
Except as set out above, there will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused. We reserve the right to deactivate your access to the service for failure to pay applicable Fees. If you fail to pay any amount when due, in addition to any other rights we may have, we may immediately suspend or terminate this agreement and your access to the service.
The fees for the service do not include any payment for telecommunications, computer hardware, software or licensing arrangements, telecommunication access charges, lines or connections or other equipment and services required to access and use the service.14 Credit cards
Where credit card payments have been authorised, this section applies.
All fees due will be billed to the credit card identified by you during registration (or to an updated credit card if you change your payment information during the subscription).
You authorise the relevant card issuer to pay any amounts due under this agreement. If you upgrade your subscription plan, your credit card may be charged accordingly for the relevant upgrade fees. You agree to provide current, complete and accurate billing and credit card information. You agree to promptly update all billing information (including billing address, card number, and expiration date) to keep your account current, complete and accurate. You must promptly contact us if your credit card is lost or stolen.
You authorize us to obtain or determine updated or replacement expiration dates for your credit card if the credit card expires. We reserve the right to charge any renewal card issued to you to the same extent as the expired card. If payment is not received from your credit card issuer, you agree to pay all amounts due upon demand. You understand that, in certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay. Please check with your bank and credit card issuer for details. You will be responsible for paying any applicable taxes, currency conversion charges, sales, use, value-added, personal property or other tax, duty or levy of any kind, including interest and penalties thereon ('taxes'), whether imposed now or in the future by any governmental entity, relating to your payments and credits received and will indemnify and hold us harmless from any and all taxes based on any payments made or received by you in connection with the service.
You agree the processor may share with us (and vice versa) your personal information to the extent required to complete the payment transactions in accordance with this agreement. This includes personal, financial, credit card payment, and transaction information. By providing us or our processor with your payment information, you agree that processor is authorized to immediately invoice you for all fees and charges due and payable to us pursuant to this agreement and that no additional notice or consent is required. You agree to immediately notify us and/or our processor (as applicable) of any change to your payment information.15 Operation of services
As we rely on third party providers for continual operation of the service, you agree that the services may be inoperable, inaccessible or malfunctioning from time to time. This may include interruptions due to equipment malfunctions, software bugs, causes beyond our control or periodic maintenance procedures or repairs which we may undertake from time to time. You agree we are not liable to you for any loss or damage you suffer due to the unavailability of your website or because some features of your website are malfunctioning.
The service is controlled and offered by us from our facilities in Hong Kong (which is subject to change by us at any time) and we make no representations that the service is appropriate or available for use in other locations. Those who access or use the service from other jurisdictions do so at their own risk and are responsible for compliance with local law.16 DISCLAIMERS
WE PROVIDE THE SERVICE ON AN "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE" BASIS. WE (AND OUR AFFILIATES AND PARTNERS, AND EACH OF THEIR AFFILIATES AND PARTNERS, AND THE EMPLOYEES, CONTRACTORS, DIRECTORS, SUPPLIERS AND REPRESENTATIVES OF THOSE ENTITIES) ("NETBLOO PARTIES") MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE OR ANY OTHER SUBJECT MATTER OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WE AND THE NETBLOO PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS WILL BE CORRECT OR CORRECTED, OR THAT FILES AVAILABLE FOR DOWNLOADING FROM VIA THE SERVICE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. NETBLOO MEDIA MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY USER CONTENT, CLIENT USER DATA OR OTHER THIRD PARTY CONTENT, PRODUCTS OR SERVICES (INCLUDING, WITHOUT LIMITATION, AS MADE AVAILABLE VIA THE SERVICE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, WE, AND THE NETBLOO PARTIES, WILL NOT BE LIABLE UNDER ANY LAW, FOR ANY:
• LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, EVEN IF FORESEEABLE, OR
• BUGS, VIRUSES, TROJAN HORSES, DEFECTS OR THE LIKE, OR
• HACKING OR THEFT OF DATA, INCLUDING CLIENT USER DATA, STORED OR OTHERWISE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR
• LOSS OR THEFT OF ANY DATA, INCLUDING CLIENT USER DATA OR OTHER TECHNICAL ISSUES, OR
• DAMAGES TO YOUR COMPUTER, PHONE, MOBILE DEVICE OR OTHER HARDWARE OR SOFTWARE THAT IS CAUSED BY THE SERVICE OR ANY OF OUR SYSTEMS, APPLICATIONS, CODE, PROCESSES OR METHODS, OR
• DAMAGES CAUSED BY THIRD PARTIES, INCLUDING, WITHOUT LIMITATION, LANDLINE AND MOBILE CARRIERS, OR
• DAMAGES CAUSED BY MATTERS BEYOND OUR REASONABLE CONTROL (INCLUDING ACTS OF GOD OR TELECOMMUNICATION FAILURES), OR
• DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE AMOUNTS YOU HAVE PAID TO US IN THE THREE (3) MONTH PERIOD PRIOR TO THE DATE THE CAUSE OF ACTION ACCRUED (OR, IF NO AMOUNTS HAVE BEEN PAID, SUCH CAP WILL BE US$50.00).
WE AND THE NETBLOO PARTIES WILL HAVE NO LIABILITY WITH RESPECT TO ANY USER CONTENT OR OTHER THIRD PARTY CONTENT, INCLUDING CLIENT USER DATA, PRODUCTS OR SERVICES (INCLUDING, WITHOUT LIMITATION, AS MADE AVAILABLE VIA THE SERVICE).17 Indemnity
You agree to indemnify and hold both us and the Netbloo Parties harmless from all claims, actions, demands, liabilities, losses, damages, judgements, settlements, claims, costs and expenses, including reasonable attorneys' fees, that arise from or in connection with:
• your breach of this agreement;
• your negligence, wilful misconduct or violation of any laws or regulations or third party rights; or
• any of your content or your client user content.
We reserve the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will fully assist and cooperate with us in asserting any available defences.18 Term and termination
This agreement commences on the day you register for an account or start using our services (whichever is the earlier) and continues until terminated as set out in this agreement (the 'term').
If you wish to terminate this agreement, you may do so by contacting our support services via email and requesting your account be cancelled. Provided you have given at least 2 business days notice prior to the next billing period, your subscription will be cancelled from the next billing period (if you subscribe on a monthly basis) or at the end of the current term (if you have elected to commit for a certain period eg 1 year) Please see our refund policy for further details on billing periods.
We may suspend your account and/or terminate this agreement:
• at any time for any reason without notice if you do not have a subscription; or
• if you are subject to a subscription, then:
o immediately, if we give you notice of termination due to your breach this agreement (such as, a failure to pay us when amounts owed are due); or
o for any or no reason, thirty (30) days after we give a notice of termination to you.
• immediately if we give you notice if you become the subject of a voluntary or involuntary petition in bankruptcy, or any proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors (this clause applies if you have a current subscription or not).Effect of Termination.
Any termination of this agreement will not relieve you of any of your obligations or liabilities accrued prior to the termination.
Upon termination, you will pay all fees owed and due to us and you understand and agree that fees charged for any portion of a term are non-refundable (except as otherwise agreed by us).
All provisions which by their nature should survive termination, shall survive.19 Feedback
We encourage our users to submit comments, suggestions, error reports, or support inquiries to us using the feedback function of website (if one is available) ('feedback'). If you leave feedback, you grant to us an irrevocable, perpetual, non-exclusive, sublicensable, transferrable, fully paid-up, royalty free, worldwide license to use the feedback for our purposes including for commercial marketing or gain.20 Privacy and security
We host your content using cloud hosting provided by Liquid web - www.liquidweb.com/ - applying appropriate security protocols. While we apply industry standards for security and perform regular back-ups of your data, we do not guarantee that your data will be safe. Specifically, we make no warranty that any back-up completed by us will be accessible by you, that your data will be safe or that we will be aware if there is a data or security breach.
You release us from all liability in relation to the data we store on your behalf and indemnify us against any loss or damage we incur if there is an unlawful security attack on your data (for example our system is hacked).21 Notices
We may deliver notice to you pursuant to this agreement by means of email to the email address on record in your account, a general notice on the website, by notice or message posted or delivered to your account, or by mail to your address on record in your account. You may give notice to us via email at:
Attention: Member services - [email protected]22 General
This agreement shall be governed by and construed in accordance with the laws of Hong Kong. You agree that any legal action or proceeding between us and you for any purpose concerning this agreement or the parties' obligations hereunder shall be brought exclusively in a court of competent jurisdiction sitting in Hong Kong (and you hereby consent to such exclusive jurisdiction). Any cause of action or claim you may have with respect to us must be commenced within one (1) year after the claim or cause of action arises.
Any failure by us to insist upon or enforce strict performance of any provision of this agreement shall not be construed as a waiver of any provision or right. No waiver of any term, provision or condition of this agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver.
This agreement constitutes the complete agreement between the parties with respect to the service and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning the service.
If any action in law or in equity is necessary to enforce this agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled.
The provisions of this agreement are severable, and in the event any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions of this agreement.
No provisions of this agreement is intended, nor will be interpreted, to provide or create any third party beneficiary rights or any other rights of any kind in any non-profit user, client, customer, affiliate, or any party hereto or any other person unless specifically provided otherwise herein, and except as so provided, all provisions hereof will be personal solely between the parties to this agreement.
We may assign our interests under this agreement at any time without your consent. You may assign your interests only with our consent.