Terms & Conditions
TERMS OF SERVICE
Last Revised: January 5, 2018
THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.
Modifications to the Terms of Service
EHQ, in its sole and absolute discretion, may make changes or modifications to the Site, or to this Agreement (including any policies or agreements which are incorporated by reference herein) at any time and without prior notice to you, and such changes or modifications shall be effective immediately upon posting to this Site. You acknowledge and agree that (i) EHQ may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. In addition, EHQ may occasionally notify you of upcoming changes or modifications to this Agreement by email. We therefore recommend that you keep your account information including, but not limited to, your email address, current.
This Site and the Services are available only to Users who can form legally binding contracts under applicable law. By using this Site or the Services, you represent and warrant that you are at least eighteen (18) years of age.
If you are visiting this Site from a country other than the country in which our servers are located, your communications with us may result in the transfer of information (including your registration or Personal information, as described below) across international boundaries. By visiting this Site and communicating electronically with us, you consent to such transfers.
Your Use of the Site and the Services
You acknowledge and agree that your use of the Site and the Services including any content you submit, will comply with this Agreement and all applicable local, state, national and international laws, rules and regulations. You will not impersonate another User, or collect or harvest (or permit anyone else to collect or harvest) any User Content (as defined below) or any non-public or personally identifiable information about another User or any other person or entity without their express prior written consent. You will not use this Site or the Services in a manner (as determined by EHQ in its sole and absolute discretion): that is illegal, infringing, defamatory, harassing, abusive; that violates the privacy or publicity rights of another User or any other third party; or that is otherwise objectionable. You will not use this Site or the Services for hate speech, hate crimes or violence. You will not use this Site or the Services: to send spam or other unsolicited bulk email; for computer or network hacking or cracking; or to transmit any viruses, worms, bugs, Trojan horses or other code, files or programs designed to, or capable of, disrupting, damaging or limiting the functionality or security of the Site or the Services. You will not copy or distribute in any medium any part of the Site or the Services, except where expressly authorized by EHQ. You will not access EHQ Content or User Content (as those terms are defined below) through any technology or means other than through this Site itself, or as EHQ may designate. You will not use this Site or the Services found at this Site, including any of EHQ’s related technologies, for any commercial use without EHQ’s express prior written consent.
EHQ reserves the right to modify, change, or discontinue any aspect of this Site or the Services found at this Site at any time.
The content on this Site and the Services, including without limitation the text (such as the articles found on our blog or in our daily newsletter), software, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein (“EHQ Content”), are owned by or licensed to EHQ in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. EHQ Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of EHQ. No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. EHQ reserves all rights not expressly granted in and to EHQ Content, this Site and the Services, and this Agreement does not transfer ownership of any of these rights.
If you violate any part of this Agreement, your permission to access and/or use EHQ Content and the Site or the Services automatically terminates and you must immediately destroy any copies you have made of EHQ Content.
The trademarks, service marks, and logos of EHQ (“EHQ Trademarks”) used and displayed on the Site or the Services are registered and unregistered trademarks or service marks of EHQ. Other company, product, and service names located on the Site or the Services may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with EHQ Trademarks, the “Trademarks”). Nothing on the Site or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of EHQ Trademarks inures to our benefit.
The Site and the Services have been specially designed to present EHQ Content in a unique format and appearance. We are concerned about the integrity of EHQ Content when it is viewed in a setting created by a third party that includes advertising or other materials that we have not authorized to be displayed with our content. Elements of the Site and the Services are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. Neither you nor any third party shall make use of EHQ Content in any manner that constitutes an infringement of our rights, including copyright, or that has not been authorized by us.
Our Use of User Content
Some of the features of this Site or the Services, may allow Users to view, post, publish or share their ideas, opinions, preferences or feedback (e.g., through a “like” or “comment” function) relating to EHQ’s news articles or current events (“On-Site User Content”). By posting or publishing User Content to this Site or to the Services, or to Third Party Platforms, you represent and warrant to EHQ that: (i) you have all necessary rights to distribute User Content, either because you are the sole author and owner of the User Content and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content; and (ii) you do not violate the rights of any third party. You shall be solely responsible for any and all of your User Content and the consequences of, and requirements for, distributing it.
EHQ has no obligation, either express or implied, to treat your User Content as confidential, to develop or use your User Content and no compensation is due to you or to anyone else for any intentional or unintentional use of your User Content. You acknowledge and agree that EHQ may be working on the same or similar content, it may already know of such content from other sources, it may simply wish to develop this (or similar) content on its own, or it may have taken / will take some other action.
If you post or publish your User Content to this Site, you authorize EHQ to use the intellectual property and other proprietary rights in and to your User Content to enable inclusion and use of the User Content in the manner contemplated by this Site and this Agreement. Accordingly, you hereby grant EHQ a worldwide, non-exclusive, royalty-free, sublicensable (through multiple tiers), and transferable license to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content in connection with this Site and EHQ’s business, including without limitation for promoting and redistributing all or part of this Site in any media formats and through any media channels without restrictions of any kind and without payment or other consideration of any kind, or permission or notification, to you or any third party.
Our Monitoring of User Content
EHQ reserves the right, but has no obligation, to pre-screen User Content and decide whether any item of User Content is appropriate and/or complies with this Agreement. EHQ may remove any item of User Content and/or terminate a User’s access to this Site or the Services for posting or publishing any material in violation of this Agreement, or for otherwise violating this Agreement (as determined by EHQ in its sole and absolute discretion), at any time and without prior notice. If EHQ terminates your access to this Site or the Services EHQ may, in its sole and absolute discretion, remove and destroy any data and files stored by you on its servers.
EHQ has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (“DMCA”). It is EHQ’s policy to (a) block access to or remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers or Users; and (b) remove and discontinue service to repeat offenders.
Written Notification. EHQ will respond to notices of alleged infringement regarding third party material sent pursuant to and in accordance with the DMCA, which may include EHQ removing or disabling access to Third Party material claimed to be the subject of infringement or other activity. Written notification must be submitted to the Designated Agent at the address identified in Address for Notice section below. All notices sent to EHQ regarding matters other than informing EHQ that a party’s copyrighted material may have been infringed as a result of third party materials will not receive a response through this process. In order to be effective, your infringement notification must include the following:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single web site are covered by a single notification, a representative list of such works at that web site; Identification of the material (i.e., the third party materials) that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit EHQ to locate the material; Information reasonably sufficient to permit EHQ to contact the complaining party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted; A statement, as follows: “I have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law”; and a statement, as follows: “The information in this notification is accurate, and under penalty of perjury, I swear that I am the copyright owner or that I am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”
Upon receipt of a valid written notification containing the information as outlined in 1 through 6 above, EHQ shall, (1) remove or disable access to the Third Party Content that is alleged to be infringing; (2) forward the written notification to the alleged infringer (the “Subscriber”); (3) reasonable steps to promptly notify the Subscriber that it has removed or disabled access to the Third Party Content.
Counter Notification. To be effective, a Counter Notification must be a written communication provided to EHQ’s Designated Agent that includes substantially the following:
A physical or electronic signature of the Subscriber; Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; A statement, as follows: “I swear under penalty of perjury that it is my good faith belief that the material identified above was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled”; and The Subscriber’s name, address, and telephone number, and a statement that the Subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the Subscriber’s address is located, or if the Subscriber’s address is outside of the United States, for any judicial district in which EHQ may be found, and that the Subscriber will accept service of process from the person who provided notification or an agent of such person.
Upon receipt of a valid Counter Notification containing the information as outlined in 1 through 4 above, the DMCA provides that the removed material will be restored or access re-enabled and EHQ will comply with this requirement within a reasonable time (or as otherwise required by law), provided EHQ’s Designated Agent has not received notice from the original complaining party that an action has been filed seeking a court order to restrain Subscriber from engaging in infringing activity relating to the material on EHQ’s network or system.
Links to Third-Party Websites
This Site and the Services may contain links to third-party websites that are not owned or controlled by EHQ. These links are provided solely as a convenience to you and do not constitute an endorsement by EHQ of the content on such websites nor of the business practices of those operating those websites. EHQ has no control over and assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, EHQ does not censor or edit the content of any third-party websites. By using this Site or the Services, you expressly release EHQ from any and all liability arising from your use of any third-party website. Accordingly, EHQ encourages you to be aware when you leave this Site or the Services and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.
Fees and Payment
As EHQ grows and develops new products and features, we may charge fees in connection with certain Services or offerings (“Fees”). We will notify you of any Fees associated with such Services or offerings so that you may choose whether to purchase or subscribe to the new Services, product or feature. Fees and any applicable taxes will be due and payable as set forth below. EHQ may increase the Fees by providing you with written notice of such increase.
Non-Cancelable and Non-Refundable. All Fees and applicable taxes payable under this Agreement and all payments made are non-refundable.
We may offer Services on a subscription basis. By subscribing to any such Services, you authorize us to charge your credit card or debit card an initial payment at the time of signing up, and a recurring payment (monthly, quarterly, half-yearly or annual) which will take place on the next billing day of your billing cycle. IT IS IMPORTANT TO NOTE THAT WHEN YOU SIGN UP FOR A SUBSCRIPTION, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW UNTIL YOU CANCEL IT. YOU MAY CANCEL AT ANY TIME BY FOLLOWING THE INSTRUCTIONS BELOW OR ON OUR SITE, AND THE CANCELLATION WILL TAKE IMMEDIATE EFFECT. You may cancel your subscription at any time by visiting your account and cancelling your subscription there. You are responsible for any recurring charges that take place prior to cancellation. EHQ reserves the right to move your next billing day at any time without any further authorization from you. We may modify the fees at any time by posting such modification on our website, and any such modification shall go into effect thirty (30) days after it is so posted.
To the maximum extent permitted by law, you agree to indemnify and hold harmless EHQ and its affiliates, and their directors, officers, managers, employees, shareholders, agents, and licensors, from and against all claims, demands, disputes, losses, expenses, damages, and costs, including reasonable attorneys’ fees, arising out of or in relation to your breach of these Terms or your misuse of the Site, the Services, or EHQ Content. EHQ reserves the right to assume the exclusive defense of any claim for which we are entitled to indemnification under this Section. In such event, you shall provide us with such cooperation as is reasonably requested by us.
Disclaimer of Warranties and Limitation of Liability
THE SITE, THE SERVICES, ALL BETA FEATURES AND ALL EHQ CONTENT ARE AVAILABLE “AS IS.” EHQ DOES NOT WARRANT THAT THE SITE, THE SERVICES OR ANY EHQ CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE. THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, AND INACCURACIES IN THE NEWS, INFORMATION, OR OTHER MATERIALS AVAILABLE THROUGH THE SITE, THE SERVICES OR ANY EHQ CONTENT.
WE DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION, THOSE OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE WITH RESPECT TO THE SITE, THE SERVICES, ANY EHQ CONTENT OR ANY INFORMATION OR GOODS THAT ARE AVAILABLE OR ADVERTISED OR SOLD THROUGH THE SITE, THE SERVICES OR ANY EHQ CONTENT. WE DO NOT PROVIDE OR AUTHORIZE THE PROVISION OF MEDICAL, LEGAL, OR OTHER PROFESSIONAL ADVICE THROUGH THE SITE, THE SERVICES OR ANY EHQ CONTENT, AND SO WE DISCLAIM ANY RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF MEDICAL, LEGAL, OR OTHER PROFESSIONAL INFORMATION THAT IS CONTAINED WITHIN THE SITE, THE SERVICES OR ANY EHQ CONTENT; RATHER THAN RELYING ON THIS INFORMATION, YOU SHOULD SEEK ADVICE FROM A QUALIFIED PROFESSIONAL. WE DO NOT MAKE ANY REPRESENTATIONS REGARDING, NOR DO WE ENDORSE THE ACCURACY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF ANY ADVICE, OPINION, STATEMENT, OR OTHER MATERIAL OR DATABASE DISPLAYED, UPLOADED, OR DISTRIBUTED IN THE SERVICES, THE SITE OR AVAILABLE THROUGH LINKS IN THE FOREGOING. WE RESERVE THE RIGHT TO CORRECT ANY ERRORS OR OMISSIONS IN THE SITE AND THE SERVICES. WE DO NOT GUARANTEE OR WARRANT THAT THE SERVICES, THE SITE OR MATERIALS THAT MAY BE DOWNLOADED FROM THE FOREGOING DO NOT CONTAIN VIRUSES, WORMS, “TROJAN HORSES,” OR OTHER DESTRUCTIVE MATERIALS. WE ARE NOT LIABLE FOR ANY DAMAGES OR HARM ATTRIBUTABLE TO SUCH FEATURES. IF YOU RELY ON THE SERVICES OR ANY MATERIALS AVAILABLE THROUGH THE SERVICES, YOU DO SO SOLELY AT YOUR OWN RISK.
EHQ, its affiliates, and their directors, officers, managers, employees, shareholders, agents, and licensors are not liable for incidental, indirect, consequential, special, punitive, or exemplary damages of any kind, including lost revenues or profits, loss of business, or loss of data, in any way related to the Services or for any claim, loss, or injury based on errors, omissions, interruptions, or other inaccuracies in the Services (including without limitation as a result of breach of any warranty or other term provided in these Terms). Any claim against us shall be limited to the amount you paid, if any, for use of the Services.
Limitation of Liability in Certain States
CERTAIN STATE LAWS IN THE UNITED STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. IN SUCH STATES, OUR LIABILITY AND THAT OF OUR THIRD PARTY CONTENT PROVIDERS AND OUR AND THEIR RESPECTIVE AGENTS SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Except for disputes arising from an alleged violation of intellectual property rights or breach of confidentiality, for which the injured party may suffer irreparable harm and may seek a restraining order, preliminary injunctive relief, an injunction, specific performance or other equitable relief and/or legal remedies, and actions to enforce the decisions of the arbitrators, for which action may be taken in any court of competent jurisdiction, in Hong Kong Special Administrative Region of the People’s Republic of China, and you hereby consent to (and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to) to waive the right to trial by jury in any such action or proceeding that takes place relating to or arising out of this Agreement, all disputes arising out of or related to this Agreement, including the scope, the construction or application of this Agreement, shall be resolved by binding arbitration governed by the Federal Arbitration Act and in accordance with the commercial arbitration rules of the Judicial Arbitration and Mediation Services (“JAMS”) then in force. NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH DISPUTE IN COURT OR TO HAVE A JURY TRIAL. DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. The arbitration hearings and all meetings pursuant to this section shall be held in Hong Kong Special Administrative Region of the People’s Republic of China. If the parties cannot agree upon a single arbitrator within twenty (20) calendar days after demand by either of them, each party shall select one arbitrator knowledgeable about Internet commerce in Hong Kong, and notify the other of its selection, and such two arbitrators shall select a third from a list of arbitrators (with knowledge of the Internet industry). If this procedure for selecting arbitrators fails, then a neutral arbitrator based in Hong Kong with knowledge of Internet commerce in Hong Kong Special Administrative Region of the People’s Republic of China shall be selected to resolve the dispute. The arbitrator(s) shall conduct a hearing within sixty (60) days after their selection. A majority of the arbitrators (if there is more than one pursuant to this clause) shall determine the decision/award, which shall be rendered within ten (10) days after the completion of the hearing. The decision of the arbitrator(s) shall be final and binding upon the parties both as to law and to fact, and shall not be appealable to any court in any jurisdiction. The parties shall share the expenses of the arbitrators equally. Nothing in any indemnification provision hereunder shall be construed as having any bearing on the award of attorneys’ fees or arbitrators’ fees under this section.
Class Action Waiver
You agree that any arbitration or proceeding shall be limited to the dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT any controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party, unless agreed to by EHQ at ITS sole discretion.
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns. This Agreement shall be governed by and construed in accordance with the laws of Hong Kong Special Administrative Region of the People’s Republic of China without regard to conflict of laws principles. The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. This section and the sections entitled Intellectual Property, Indemnity, Disclaimer of Warranties and Limitation of Liability, Arbitration and Class Action Waiver shall survive the termination of this Agreement. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement contains the entire agreement of the parties concerning the subject matter, and supersedes all existing agreements and all other oral, written or other communication between the parties concerning its subject matter.
If you have any questions about this Agreement, please contact us via email at [email protected]