N2N-AFE (Hong Kong) Limited
PCCW OTT (Hong Kong) Limited
HONG KONG STOCK MARKET NET TERMS AND CONDITIONS
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. YOUR ACCESS AND/OR USE OF ANY HONG KONG STOCK MARKET NET MEANS YOU HAVE READ, ACCEPTED AND AGREED TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS.
Glossary
All defined terms used herein are bold for your convenience and have the respective meanings set out below:
Access Provider PCCW OTT (Hong Kong) Limited provides access to the Service and collect payment for the Service.
Access Provider Group Access Provider and any company which controls, is under common control of or controlled by the Access Provider.
AFE means N2N-AFE (Hong Kong) Limited.
AFE Group means AFE and its Subsidiaries from time to time.
Agreement means these terms and conditions and the Application Form as amended or supplemented by us from time to time.
App means the mobile application in relation to the Service.
Application Form means the application form for the Service's subscription.
Applicable Law in relation to any person, entity, action or thing means the following in relation to that person, action or thing:
(a) any law, rule or regulation of any country (or political subdivision of a country);
(b) any obligation under any licence in any country (or political subdivision of a country); and
(c) any lawful and binding determination, decision or direction of a regulator in any country (or political subdivision of a country).
Hong Kong means Hong Kong Special Administrative Region of the People's Republic of China.
Information means any content and information (in whatever form, including images, still and moving, and sound recordings) contained in the Service.
Information Provider means a client of AFE or other third party, including any stock, futures or commodities exchange, whose information is contained in the Service.
Login ID and Password refer to the login ID and associated password required for access to the Service.
Service means any services of Hong Kong Stock Market NET as may from time to time be available (including but not limited to Hong Kong Stock Market Net (Basic), Warrant Power and Performance Metric) which include the provision of Information and the Software (if any), real-time Hong Kong stock quotes, financial news, dynamic chart and tools, which are available for both the Service Website and the App to access).
Service Fees means the fees charged by us from time to time for the Service's subscription, including the screen levy charges.
Service Website means http://hksmn.netvigator.com/eng/smn/index.html and any other webpages or websites in relation to the Service.
Site means the location of your personal computer and/or mobile devices to which the Service is supplied.
Software means software or any part of it and related documentation belonging to the AFE, which is contained in the Service and includes upgrades and enhancements.
Subsidiary means a company in which another company owns directly or indirectly more than 50% of the issued share capital or over which it exercises effective control.
Termination Form means the termination form for the Service's subscription.
We/we, Our/our or Us/us collectively means N2N-AFE (Hong Kong) Limited and PCCW OTT (Hong Kong) Limited.
Headings used in the Agreement are for convenience and shall not affect the construction and/or interpretation of the Agreement.
1. SERVICE
1.2 Use: You may only use the Service in accordance with the Agreement.
1.3 Changes: We may amend any of the terms and conditions of this Agreement, and such amended Agreement will be published on the Service Website, and unless otherwise specified, will take effect immediately after its publication.
1.4 Control over the Service: AFE retains control over the content of the Service. Although AFE may alter the content of the Service from time to time, it will not change its fundamental nature. Access Provider has no control over the Service and any Information available through the Service.
1.5 Your Acknowledgment: You acknowledge that (a) the Information available from the Service is intended for reference and informational purposes only and not as an offer, solicitation or any advice relating to the acquisition or disposal of securities or other financial instruments; and (b) you will make, and are responsible for making, your own investment and/or trading decisions and will obtain your independent advice where necessary.
1.6 Cookies: We may place a "cookie" on your computer; for example, to provide personalised services and/or maintain your identity across multiple pages within or across one or more sessions. This information may include, but is not limited to, relevant login and authentication details as well as information relating to your activities and preferences across Service Websites.
2. COMMENCEMENT AND DURATION
The Agreement will take effect immediately when you submit the Application Form, together with your acceptance of these terms and conditions and will continue until you terminate the subscription to the Service in accordance with this Agreement.
3. CHARGES
3.1 You are subject to monthly and recurring Service Fees, payment of all online charges and for the communication facilities which enable you to access the Service. We will bill you the Service Fees in advance every month for a monthly subscription to the Service. The applicable Service Fees will continue to be applied and charged to your credit card account until a timely and valid termination request is submitted in accordance with clause 6.1.
3.2 We may, by giving one (1) month's prior written notice, adjust or change the Service Fees for the subscription to the Service.
3.3 You will pay the Service Fees by providing us with your credit card details and authorising us to debit the monthly Service Fees from your credit card account recurrently. Once you have submitted a duly completed Application Form and paid for the Service Fees, you will receive a Login ID and Password from us, which you may use for access to the Service.
3.5 If we fail to receive the Service Fees for the following service month by the payment due date, we have the right to terminate the subscription to the Service at any time without prior notice.
3.6 You acknowledge and agree that in the event of a delay in receiving the Login ID and Password, we will not extend the subscription period nor refund any of the Service Fees.
4. YOUR RESPONSIBILITIES
4.1 You will:
(a) be held fully responsible and liable for:
(i) any actions or activities undertaken by you in connection with the access or use of the Service and/or Service Website; and
(ii) any actions or activities undertaken by any other person, entity, system, process or means, whether automated or otherwise, that accesses or uses the Service and/or Service Website with your authorisation, permission, or through your account; and
(b) keep your Login ID and Password confidential. If you are aware of any actual or suspected unauthorised use of your Password by another person, you will immediately notify us. We will then reset the Password for you where appropriate.
4.2 You must not, and must not authorise or permit any person or system to:
(a) disrupt or interfere with the Service, Service Website, servers, networks, software, hardware or equipment connected to or via the Service and/or Service Website;
(b) violate any Applicable Law relating to your use of any Service and/or Service Website;
(c) collect or store personal data about other users of the Service and/or Service Website;
(d) restrict or inhibit any other persons from using any Service and/or Service Website including, without limitation, by means of "hacking" or defacing any portion of any Service and/or Service Website;
(e) access or use the Service, Service Website or Software for any unlawful purpose or any purpose not expressly authorised by these terms and conditions;
(f) modify, adapt, sub-license, archive, transmit, perform, publish, create derivative works from, reproduce, distribute, copy, download, exploit, translate, sell, reverse engineer, decompile or disassemble any part of the Service, Service Website and/or Software and store or transfer content onto any device not permitted under these terms and conditions;
(g) remove any copyright, trade mark, or other proprietary rights notices contained in the Service and/or Service Website;
(h) copy and/or frame any part of the Service and/or Service Website without our prior written authorisation;
(i) use any part of the Service and/or Service Website for the purposes of computational data analysis or processing, or use any robot, spider, scraper, site search or retrieval application, or other manual or automatic device or process (a) to access, monitor, copy, extract or web scrape or otherwise compile, build, create or contribute to any collection of data, data set or database using any part of the Service and/or Service Website; or (b) to retrieve, index, "data mine", data gather, extract or in any way reproduce, disrupt or circumvent the navigational structure or presentation of the Service and/or Service Website; this includes, but is not limited to, performing text or data mining for the purposes of creating or developing any artificial intelligence (AI) or machine learning model, and/or building or enabling a third party to make any content and/or build any business, service, or product using any part of the Service and/or Service Website. For the avoidance of doubt, we do not consent to and prohibit any use of the Service and/or Service Website (including any data and work) for text or data mining purposes; such use is unauthorised, unlawful and a breach of these terms and conditions;
(j) hack, break into, or attempt to hack or break into, in any manner the Service and/or Service Website and/or any data areas on our server(s) or that of any third parties nor circumvent, remove, disable, tamper with, block, obscure, or otherwise defeat any digital rights management, watermark, or security feature;
(k) download, copy, store, rip, distribute, share or re-direct any content from the Service and/or Service Website in any way or through any media;
(l) incorporate any software or other materials that contain any virus, malicious code, worm, time bomb, Trojan horse, or other interfering, harmful or disruptive component into the Service or Service Website, servers, or networks, including through excessive data transmission;
(m) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Service and/or Service Website or engage in any conduct that falsely implies any sponsorship or endorsement;
(n) issue, create or sponsor any financial instruments or investment products where the price, return and/or performance of such instrument or product is based on or related to any financial index or information in the content;
(o) circumvent, bypass, remove, alter, deactivate, degrade, obscure, disable, tamper with, block, thwart or otherwise defeat any content protection or other functions of the Service and/or Service Website, including but not limited to any advertising or advertising features, copyright notices, and trademarks;
(p) insert any code or product or manipulate any of the Service and/or Service Website in any way;(q) use any part of the Service and/or Service Website for the creation, use, development, modification, prompting, fine-tuning, training, testing, benchmarking or validation of any machine learning tool, model, system, algorithm, product or other technology;
(r) access or use any part of the Service and/or Service Website in a manner that suggests an association with our products, services or brands; or
(s) use or attempt to use another user's account or share your Login ID ID and Password outside the Site, and you must not access any part of the Service not authorised for you.
5.SUSPENSION
5.1 We may, without noticing you, suspend the Service, the subscription or your access to the Service if:
(a) you have breached any of the terms contained in this Agreement, or that in our reasonable opinion such action is appropriate, desirable or necessary; or
(b) there is any technical failure, disruption beyond our reasonable control or caused by third-party telecommunications suppliers or operators or by any reason of any restriction, order or limitation imposed by any court, regulatory body, stock exchange or government authority of Hong Kong or elsewhere.
5.2 Service Fees will not be refunded to you for such times while the Service is suspended.
6. TERMINATION
6.1 You can terminate the subscription to the Service by emailing or faxing us a completed Termination Form on or before 14th day of a month to premserv@netvigator.com or the fax number provided by us. Once we receive your completed Termination Form, we will send a confirmation email to you, typically within four (4) working days, confirming that the subscription to the Service will terminate by the end of that month. If you have not received a confirmation email within four (4) working days after submitting the termination request, please call the customer service hotline at 1000 or email premserv@netvigator.com to inquire. If the completed Termination Form received by us on or after 15th day of a month, the Service will only be terminated at the end of the following month, and you will have to continue to pay Services Fees for the following month. Please note Warrant Power and Performance Metric, are non-severable from Hong Kong Stock Market Net (Basic) services, in the event Hong Kong Stock Market Net (Basic) is terminated for whatever reason, Warrant Power and Performance Metric services will also be terminated at the same time. Neither AFE nor Access Provider will refund any charges you paid in advance before terminating your subscription to the Service.
6.2 If you materially breach the Agreement, we may immediately suspend your access in whole or in part or terminate your subscription to the Service. No refund of the Service Fees will be payable in either case. A material breach shall include, without limitation, any unauthorised use of the Service or Information or breach of personal data protection requirements.
6.3 If the Service Fees are not paid successfully through the credit card you have provided and authorised according to clause 3.3, the Service will be automatically terminated at the end of the month for which Service Fees have been paid.
6.4 We can, without liability, vary, modify, replace, suspend, terminate or cancel the Service or a part of the Service, without notice to you.
6.5 Upon the end of the Agreement or your subscription to the Service for any reason, we will not provide any refund of any amount prepaid by you in advance.
7. EFFECT OF TERMINATION
7.1 Upon expiration and/or termination of the subscription to the Service and/or the Agreement, unless otherwise expressly agreed in writing between you and us, you must delete any Information contained in the Service, and, if requested by us, certify the deletion in writing.
7.2 All disclaimers, indemnities and restrictions relating to the Service and your use of the Service and clauses 9 and 10 shall continue to apply after termination of the subscription to the Service and/or the Agreement.
7.3 Once the subscription to the Service terminates for any reason, the Login ID and its related information will be deleted after termination, and both the Login ID and Password will become invalid and cannot be restored. If you resubscribe to the Service, we will assign a new Login ID and Password to you.
8. LIABILITY
8.1 Although AFE will use all reasonable endeavours to ensure the accuracy and reliability of the Service, neither AFE, Access Provider, nor any other member of the AFE Group, Access Provider Group, nor any Information Provider, nor any third party supplier will be liable for any loss or damage in connection with the provision of or failure to provide the Service, your use and/or inability to use the Service.
8.2 Nothing in the Agreement shall be construed so as to exclude the liability of the AFE Group or Access Provider Group under this Agreement for death or personal injury caused by our negligence.
8.3 EXCEPT AS EXPRESSLY STATED IN THE AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, WARRANTIES OR UNDERTAKINGS, WHETHER ORAL OR IN WRITING, IN LAW OR IN FACT, INCLUDING WARRANTIES AS TO SATISFACTORY QUALITY, REASONABLE CARE AND SKILL, TITLE AND FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY ARE EXCLUDED. WITHOUT LIMITING THE FOREGOING, WE DISCLAIM ANY REPRESENTATION, WARRANTY OR RESPONSIBILITY IN RELATION TO THE OPERATION OR QUALITY OF THE SERVICE, THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE, OR THE INFORMATION.
8.4 Neither AFE, nor Access Provider, nor any member of the AFE Group or Access Provider Group, nor any Information Provider, nor any other third party supplier will be liable to you or any third party for loss of revenue (whether direct or indirect), loss of profits or any indirect, special or consequential loss (whether or not of an economic nature) or damage arising out of the Agreement or the use or inability to use the Service.
8.5 To the extent required by law and except for clause 8.2, you agree that under no circumstances will AFE or Access Provider's liability (whether jointly or severally) in respect of any claim or claims arising under the Agreement exceed one (1) year of your Service Fees, regardless of the cause or form of action.
8.6 You agree to indemnify each of AFE, Access Provider, and any member of the AFE Group or Access Provider Group for any loss, damage or cost in connection with any claim, action or proceedings brought against AFE, Access Provider, any member of the AFE Group or Access Provider Group as a result of (a) your use of the Service; and (b) any breach of this Agreement.
8.7 You agree that this clause 8 is enforceable by and to the benefit of members of the AFE Group or Access Provider Group, Information Providers and other third-party suppliers.
8.8 You warrant that you are a resident of Hong Kong.
9. DATA PROTECTION
9.1 You agree to the collection, use and retention of your personal data and other information that you provided and other information collected, generated and/or compiled by us about you from time to time (collectively, "Data") in accordance with the Personal Information Collection Statement for the Service.
10. INTELLECTUAL PROPERTY RIGHTS
10.1 All intellectual property rights in the Service, including, without limitation, copyright and database rights in the Information, shall remain our property or that of the Information Providers, and no copy of, or extract from, the Service may be made or taken without our prior written consent. Neither the Information nor any extract from the Service may be stored, transmitted or reproduced, whether in machine-readable form or otherwise, without our prior written consent.
10.2 You will not remove, conceal or amend any copyright, trade mark or other proprietary notice incorporated in the Service. You will not acquire any intellectual property or similar rights in the Service or Information, and you agree to comply with notices bringing such rights to your attention and all laws relating to such rights.
10.3 You acknowledge that Information Providers may have rights in the Information which they supply. You agree to comply with any restrictions or conditions imposed on the use and access of Information by the relevant Information Provider, as notified to you by either us or by such Information Provider.
10.4 You agree that certain Information Providers will be entitled to have access to your records at any time during business hours to verify your compliance with the Agreement.
10.5 AFE grants you a non-exclusive, non-transferable licence to use the Software at the Site. You will not sub-license, assign, copy, modify, distribute, transfer, decompile or reverse engineer the Software except as allowed by AFE in writing.
11. GENERAL
11.1
(a) All notices under the Agreement will be sent by email, registered mail, fax and/or SMS:
(i) from us to you at the email address and/or mobile number notified by you as the email address and/or mobile number for delivery of your Login ID and Password and/or any update to the Service;
(ii) from you to us at the following email address: premserv@netvigator.com.
(b) Notices by email, fax and SMS will be deemed to be received immediately after being sent or on proof of delivery, if earlier.
(c) Notices by registered mail will be deemed to be received if posted 3 business days after being sent or on proof of delivery, if earlier.
11.2 You may not assign any right or obligation under the Agreement or any part of it. You agree that we may assign any or all of our rights and/or obligations under the Agreement to a member of the AFE Group or Access Provider Group without your consent.
11.3 The Agreement is governed by the laws of Hong Kong. AFE, Access Provider and you submit to the non-exclusive jurisdiction of the courts of Hong Kong.
11.4 If any provisions of these terms and conditions shall be construed to be illegal, invalid or unenforceable for any reason, such provisions shall not affect the legality, validity or enforceability of the other provisions of these terms and conditions. The illegal, invalid or unenforceable provision shall be amended to the extent necessary to make them legal, valid or enforceable or, if not possible to do so, deleted from these terms and conditions, but all other provisions of these terms and conditions shall continue in full force and effect.
11.5 Our failure to enforce any rights or provisions under these terms and conditions shall not constitute a waiver of such or any other provision.
11.6 Neither of us will be held liable for any loss or failure to perform an obligation due to circumstances beyond our respective reasonable control. Should such circumstances continue for more than three (3) months, either you or we may terminate the subscription to the Service immediately on written notice.
11.7 You will not use the Service in breach of any Applicable Law, regulations or market conventions, and you will be responsible for obtaining and maintaining all consents and licences and making all filings necessary to receive or use the Service.
11.8 You agree that damages may not be an adequate remedy in the event of a breach of the Agreement by you and therefore that we should be entitled to the remedies of an injunction or other equitable relief for any threatened or actual breach of the Agreement.
12. ENTIRE AGREEMENT
12.1 The Agreement contains the entire understanding between you and us regarding the Service. In entering into the Agreement, you have not relied on any warranty or representation made by us other than those set out in the Agreement (except that this shall not exclude any liability for fraudulent misrepresentation).
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