Terms and Conditions

Terms and conditions of use:

 

1. Prohibited use of the subscription account

The Customer shall not:

 

1.1 access, store, redistribute, introduce or transmit any viruses, worms, trojan horses, and/or other similar things or devices during its use of the Subscription Services

 

1.2 access all or any part of the Subscription Services in order to develop, support, create or provide pricing for a product or service which competes with the Subscription Services

 

1.3 license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Subscription Services available to any third party except the Authorised Users

1.4 attempt to obtain, or assist third parties in obtaining, access to the Subscription Services, other than as provided

 

2. SUBSCRIPTION SERVICES

2.1 Zhiwaifang shall use commercially reasonable endeavors to make the Subscription Services available 24 hours a day, seven days a week, except for any maintenance required.

 

ZHIWAIFANG OBLIGATIONS

2.2 Zhiwaifang undertakes that the Subscription Services will be performed with reasonable skill and care

 

2.3 Zhiwaifang:

(a) does not warrant that the Customer’s use of the Subscription Services will be uninterrupted or free of error; that the Subscription Services obtained by the Customer will meet the Customer’s requirements;

(b) is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the Subscription Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

 

3. CHARGES AND PAYMENT

3.1 The Customer shall pay the Subscription Fees to Zhiwaifang for the User Subscriptions in accordance Contract Details.

3.2 If Zhiwaifang has not received payment by the due date, without prejudice to any other rights and remedies of Zhiwaifang and without liability to the Customer, Zhiwaifang may:

(a) disable the Customer’s access to all or part of the Subscription Services and Zhiwaifang shall be under no obligation to provide any or all of the Subscription Services while the invoice(s) concerned remain unpaid and the Customer shall continue to be charged for the Subscription Fees during any period of suspension; and

 

(b) charge interest on a daily basis on such due amounts at an annual rate equal the current base lending rate of the country’s central bank from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.

 

3.3 All amounts and fees stated or referred to in this Agreement cannot be cancelled or refunded.

 

3.4 On each anniversary of this Agreement, Zhiwaifang shall be entitled to increase the Subscription Fees and the fees payable in respect of any additional User Subscriptions purchased under this Agreement by a reasonable market rate without giving any prior notice to the Customer.

 

4. PROPRIETARY RIGHTS

4.1 Except as expressly stated herein, this Agreement does not grant the Customer any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the Subscription Services.

 

4.2 The Customer has sole responsibility for the legality, reliability, integrity, accuracy and quality of all User Details.

 

5. CONFIDENTIALITY

5.1 At all times during the Subscription Term and for a period of 10 years thereafter, the Customer shall, and shall cause its officers, directors, employees and agents to, keep confidential and not publish or otherwise disclose and not use, directly or indirectly, for any purpose any Confidential Information, except to the extent such disclosure or use is expressly permitted by the terms of this Agreement; is reasonably necessary for the performance of this Agreement; or is required by law, a court of competent jurisdiction or any governmental or regulatory authority.

5.2 This clause shall survive termination of this Agreement, however arising.

 

6. LIMITATION OF LIABILITY

6.1 Except as expressly and specifically provided in this Agreement:

Zhiwaifang, because of the uncertainty of future events and circumstances and because the contents are based on data and information provided by third parties upon which Zhiwaifang has relied in good faith in producing the Subscription Services, does not warrant the accuracy of its measurements and forecasts and will not be liable for the contents of any of the foregoing or for the reliance by the Customer on any of the foregoing;

 

(a) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this Agreement; and

 

(b) the Subscription Services are provided to the Customer on an “as is” basis.

 

Zhiwaifang shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under this Agreement.