Terms and Conditions of the Share for Good Application
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS ("TERMS AND CONDITIONS") CAREFULLY AS THEY APPLY TO YOUR USE OF THE SHARE FOR GOOD APPLICATION. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, PLEASE DO NOT DOWNLOAD AND USE THE SHARE FOR GOOD APPLICATION.
"Affiliates" means, to any Person or entity, any other entity that, directly or indirectly, Controls, is Controlled by or is under common Control with such Person or entity. For the purposes of this definition, the term "Control" (including the terms "Controlling", "Controlled by" and "under common Control with") of a Person or entity means the possession, directly or indirectly, of the power: (i) to vote more than fifty percent (50%) of the voting interests of such Person or entity; or (ii) to direct or cause the direction of the management and policies of such Person or entity, whether through the ownership of voting interests, by contract or otherwise;
"Applicable Laws" means all or any statute, ordinance, rule, regulation, including the rules of any recognized Stock Exchange, order, decree, directive, requirement, code, notice or rule of common law, now or in the future in effect, and in each case as amended or re-enacted from time to time, and legislation supplemental to it, and any judicial or administrative interpretation of it by a Governmental Authority or otherwise, including any judicial or administrative order, determination, consent, decree or judgment of and in Hong Kong;
"Share for Good App" means the Share for Good Application operated by New World Development Company Limited (“NWD”);
"Content" means all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials displayed on or available through the Share for Good App;
"Feedback" has the meaning ascribed to it in paragraph 10;
"Hong Kong" means the Hong Kong Special Administrative Region of the People's Republic of China;
"Linked Site(s)" has the meaning ascribed to it in paragraph 8;
"Products and Services" means any products and services which may from time to time be available to be ordered, booked, requested, purchased or given away via the Share for Good App and provided by us, our Affiliates or third parties (as applicable);
"Terms and Conditions" means these terms and conditions as amended from time to time and posted on the Share for Good App;
"user" means any person who access the Share for Good App;
"we", "our" or "us" means NWD Limited;
"you, your" means users of the Share for Good App.
The purposes and functions of the Share for Good App include (without limitation) for:
1. browsing and ordering Products and Services;
2. providing you with information in relation to the Products and Services (where applicable, in accordance with paragraph 4 (Data Privacy) below);
3. registering an account with us;
4. if you have registered an account with us, accessing your account information (including, but not limited to, your name, membership number, etc.) and managing your account (including, but not limited to, changing your password, updating your personal information, subscribing/unsubscribing from direct marketing, managing your orders, etc.) as requested by you;
5. seeking your feedback in relation to the Share for Good App, and our, our Affiliates, and/or our third party goods and services providers’ products and services, including through surveys (including, but not limited to, by in-app messages and/or notifications and/or push notifications to your mobile device, post, email, telephone, text message, and/or other media whether now known or available in the future);
6. making enquiries, complaints, and/or suggestions to us in relation to the Share for Good App, and our, our Affiliates, and/or our third party goods and services providers’ products and services (including, but not limited to, by in-app messages and/or notifications and/or push notifications to your mobile device, post, email, telephone, text message, and/or other media whether now known or available in the future);
7. other purposes ancillary or related to the above.
You may be provided with certain Products and Services by us, our Affiliates, or other third parties through the Share for Good App from time to time. You agree that we are under no obligation to provide any of the Products and Services to you in or via the Share for Good App, and we may revise, suspend, terminate, extend or reduce the scope of Products and Services to be provided to you in or via the Share for Good App at any time. We will not be liable or responsible in any way for any such revision, suspension, termination, extension or reduction.
We are also not liable to you for our failure, or the failure of our Affiliates or any third parties, to provide any Products and Services in or via the Share for Good App.
3. REGISTRATION AND USE OF THE SHARE FOR GOOD APP
To use the Products and Services available on the Share for Good App, you are required to register online and indicate your acceptance of these Terms and Conditions.
You are responsible for the security of your password and we shall not be liable in the event that your password is disclosed, whether intentionally or not, so as to allow a third party access to your account to make transactions. In all circumstances, you shall be liable for all transactions made through your account.
The Share for Good App is currently made available to you free of charge for personal, non-commercial use (though there may be charges for the Products and Services offered therein), but we reserve the right to charge for the Share for Good App provided to you in accordance with these Terms and Conditions at any time and for any reason. If, at such time, you decide not to pay for the Share for Good l App provided to you, then we reserve the right to terminate these Terms and Conditions and to cease to allow your access to, and use of, the Share for Good App without any liability or responsibility to you.
When ordering Products and Services from us, our Affiliates and/or third parties, depending on where you live, delivery to you may be subject to import duties and taxes, which are levied once the package reaches the specified destination. Any additional charges for customs clearance must be borne by you; we have no control over these charges. Customs policies vary widely from country to country, so you should contact your local customs office for further information. Additionally, please note that when ordering Products and Services from us, our Affiliates and/or third parties, through the Share for Good App, you are considered the importer of record and must comply with all Applicable Laws and regulations of the country in which you are receiving the Products and Services. Please note that cross-border deliveries are subject to opening and inspection by customs authorities.
4. DATA PRIVACY
5. ENTIRE AGREEMENT
These Terms and Conditions, unless otherwise provided, represent the complete agreement between you and us concerning your use of the Share for Good App.
You agree to use the Share for Good App for your personal, non-commercial use only and you are solely responsible for all Content whether publicly posted or privately transmitted by you in or through Share for Good App.
As a condition of your use of the Share for Good App, you agree that you will not use the Share for Good App for any purpose that is unlawful or prohibited by any Applicable Laws or the terms, conditions, and notices contained herein. Without limiting the generality of the foregoing, you further agree not to:
1. trespass, break into, access, use or attempt to trespass, break into, access or use any other parts of our servers, and/or any data areas for which you have not been authorized by us;
2. post or transmit any unlawful, fraudulent, libelous, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, offensive, or otherwise objectionable or unreasonable Content of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability, or otherwise violate any local, state, national or foreign law, infringe any intellectual property rights, proprietary rights or confidentiality obligations of others;
3. post or transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or schemes or other unsolicited commercial communication, or engage in spamming or flooding;
4. post, publish, transmit, reproduce, distribute or in any way exploit any Content obtained through the Share for Good App for commercial purposes;
5. upload, post, publish, transmit, reproduce, or distribute in any way, any component of the Share for Good App itself or any Content obtained through the Share for Good App which is protected by copyright, or other proprietary right, or create derivative works with respect thereto, without our prior written permission;
6. transmit, post or upload any Content that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunication equipment through the Share for Good App;
7. transmit, post or upload any Content protected by intellectual property laws, rights of privacy or publicity or any other Applicable Laws unless you own or control the rights thereto or have received all necessary consents;
8. interfere with or disrupt networks connected to the Share for Good App or violate the regulations, policies or procedures of such networks;
9. attempt to gain unauthorized access to the Share for Good App, computer systems or networks connected to the Share for Good App, through password mining or any other means;
10. disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Share for Good App are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
11. stalk or otherwise harass another; or
12. collect or store personal data about other users.
We reserve the rights from time to time, without notice, to observe and record your access to and use of the Share for Good App to determine if you are complying with these Terms and Conditions.
We do not actively monitor the Content submitted, posted, transmitted or sent by users to, on or through the Share for Good App or guarantee the accuracy, integrity or quality of such Content. However, we will consider complaints concerning inappropriate Content on the Share for Good App, but we do not guarantee that we will take any action in respect of the same. Furthermore, we reserve the right to remove or withhold, without warning, any Content from the Share for Good App or any link to any website which we consider appropriate in our sole discretion. Under no circumstances will we be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content submitted, posted, emailed or otherwise transmitted via the Share for Good App.
8. LINKS TO THIRD PARTY WEBSITES
We may provide links to other sites or resources, including, but not limited to, Products and Services offered through the Share for Good App but provided by third parties ("Linked Site(s)"). We have no control over the Linked Sites and we are not responsible for the content of any Linked Site or any links contained in a Linked Site, or any changes or updates to such sites, or any Products and Services provided by third parties. We do not monitor the contents of the Linked Sites. We are not responsible for webcasting or any other form of transmission received from any Linked Site. We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us of the Linked Site or any association with its operator or the Products and Services offered therein. Where a Linked Site advertises, sells or contains any products or services information (including, but not limited to financial products or services information), we expressly declare that we do not endorse any such products or services as appearing on that Linked Site or any other web site which the Linked Site may link to. You agree that we shall not be responsible or liable for any loss or damage of any kind incurred as a result of the use of the goods or services or the content of any Linked Site.
9. DISCLAIMERS & LIMITATION OF LIABILITY
The Share for Good App is provided by us on an "as is" and "as available" basis. Neither we nor our affiliates make any representations or warranties of any kind, express or implied, as to the operation of the Share for Good App or the accuracy, adequacy or completeness of the content or products and services included on the Share for Good App (whether by us, our affiliates, or any third parties). Information provided in the share for good app is for reference only. To the full extent permissible by applicable law, we and our affiliates disclaim all warranties, express or implied, including, but not limited to any representations or warranties as to:
1. the availability of the Share for Good App or that it will be uninterrupted or error-free, or that defects will be corrected;
2. the accuracy, adequacy or completeness of any content on the Share for Good App;
3. the merchantability, standard of quality or fitness for any particular purpose of any products and services available on the Share for Good App;
4. the use or exercise of reasonable care and skill in providing or delivering any products and services on or through the Share for Good App or the timeliness of products and services offered or provided on the Share for Good App;
5. non-infringement of any third party intellectual property rights; or
6. the Share for Good App being free of computer viruses or other harmful elements.
Our entire liability and your exclusive remedy with respect to the share for good app or otherwise, is re-delivery or re-performance of defective products and services by us, our affiliates or any third parties (as applicable) in jurisdictions which do not allow the exclusion or limitation of certain types of liability. Our liability is limited to the maximum extent permitted by law. We do not endorse, warrant or guarantee any material, product and services offered through us, our affiliates, or any third party, or the Share for Good App. We are not and will not be a party to any transaction between you and any affiliate or any third party.
For the avoidance of doubt, you agree that we shall not be liable for the provision of any products and services included on the Share for Good App by our affiliates or any third parties. Any use of the products and services as provided by our affiliates or any third parties shall constitute a separate contract as between you and such affiliates or third parties, and they will provide separate terms and conditions in relation to their provision of their products and services to you, and otherwise in relation to their engagement with you.
Without limiting any exclusion specifically provided for in these Terms and Conditions we shall in no event be liable for any costs, damages or liability for:
1. the standard of the Products and Services provided, including any failure or deficiency, or alleged failure or deficiency, of any Products and Services;
2. the breach, or alleged breach, of any warranty, express or implied, relating to any Products and Services;
3. any loss or damage or impairment to any such Products and Services;
4. any act or failure to act of any, shipper or other carrier, or any employee or agent thereof; or
5. any unauthorized use of the Share for Good App or breach of security relating to the Share for Good App.
You will exercise and rely solely on your own judgment in using the Share for Good App or ordering, booking, requesting or purchasing the Products and Services, whether from us, our Affiliates, or any third parties. In no event shall we or our Affiliates be liable to you or any other person for any direct, indirect, incidental, special, punitive or consequential damages, including any loss of business or profit, arising out of any use, or inability to use, the Share for Good App, even if we have been advised of the possibility of such damages including without limitation, unauthorized access using your Username and Password or transmission of Content or any transactions entered into through the Share for Good App. You specifically agree that neither we nor our Affiliates shall be responsible or liable for any threatening, defamatory, obscene, offensive or illegal content or conduct of any other party or any infringement of another's rights, including intellectual property rights. You specifically agree that neither our Affiliates nor we shall be responsible for the Content sent out using and/or included in the Share for Good App by any third party.
The limitation of liability contained in these Terms and Conditions will apply to the fullest extent permitted by Applicable Law. For the avoidance of doubt, nothing in these Terms and Conditions shall exclude or limit our liability for death or personal injury caused by our negligence.
We make no representation that materials on the Share for Good App are appropriate or available for use in any other jurisdictions, and accessing the Share for Good App from locations where its operation are illegal is prohibited. Those who access the Share for Good App from other locations do so at their own discretion and are solely responsible for compliance with their laws and rules. You confirm that you have all the requisite approvals for using the Internet and online conduct.
10. INTELLECTUAL PROPERTY
The Share for Good App together with all Content made available as part of Share for Good App is our property or is licensed by us and is protected by copyright, trademarks, service marks, patents or other proprietary rights and laws. Our licensors and we own copyright in the selection, co-ordination, arrangement and enhancement of such Content, as well as in the content original to it. You may not modify, publish, transmit, redistribute, participate in the transfer or sale of, create derivative works of, or in any way exploit, any of the Content, in whole or in part. You may only download such part of the Content as is expressly permitted to be downloaded from Share for Good App for the use specified and for your personal use only. You have no rights in or to the Content and you will not use the Content, except as permitted under these Terms and Conditions.
Except as otherwise expressly permitted by us and the copyright owner by written permission and/or under applicable copyright law, no modification, copying, redistribution, uploading, retransmission, publication or commercial exploitation of downloaded material will be permitted. In the event of any permitted copying, redistribution or publication of copyrighted material, you agree not to make any change to or deletion of author attribution, trademark, legend or copyright notice. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material.
You agree that we are free to use, disclose, adopt and modify all and any ideas, concepts, know-how, proposals, suggestions, comments and other communications and information provided by you to us ("Feedback") in connection with Share for Good App without any payment to you. You hereby waive and agree to waive all and any rights and claims for any consideration, fees, royalties, charges and/or other payments in relation to our use, disclosure, adoption and/or modification of any or all of your Feedback.
11. PARTICIPATION IN PROMOTIONS OF ADVERTISERS
Any dealings you may have with any advertiser on Share for Good App or your participation in promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and the advertiser or other third party. Neither we nor our affiliates shall be responsible or liable for any part of any such advertisement dealings or promotions.
To the maximum extent permissible by Applicable Law, you agree to indemnify and hold us and our subsidiaries, Affiliates, officers, directors, agents, and employees, harmless from and against any losses, claims, liabilities, damages, demands, costs and expenses (including all legal fees), incurred or suffered by us in connection with or arising from your breach of these Terms and Conditions and/or your use of Share for Good App or the Products and Services offered therein. We may, if necessary, participate in the defence of any claim or action and any negotiations for settlement. No settlement that may adversely affect our rights or obligations shall be made without our prior written approval. We reserve the right to assume exclusive defence and control of any such claim or action.
13. LEGAL COMPLIANCE
You shall comply with all Applicable Laws regarding your use of Share for Good App. We recommend that you seek legal advice on your own account if you are not sure what Applicable Laws comprise.
Without prejudice to any other rights we may have, we may terminate your use of and access to any part or all of Share for Good App or any related service(s) at any time with immediate effect without any notice and in our sole discretion for any reason, including without limitation:
1. if you breach these Terms and Conditions;
2. if we are unable to verify or authenticate any information you provide to us;
3. if we believe that your actions may give rise to liability of any nature; or
4. if we deem your action unsuitable or inappropriate.
Upon termination, you must destroy all material obtained from Share for Good App and any copies thereof. If you wish to terminate your use of part or all of Share for Good App your only recourse is to discontinue the use of Share for Good App.
15. MODIFICATIONS TO TERMS AND CONDITIONS
We reserve the right to change these Terms and Conditions or any policies regarding the use of Share for Good App at any time and to notify you by posting an updated version thereof on Share for Good App. You are responsible for regularly reviewing the Terms and Conditions and the applicable policies. Continued use of Share for Good App after any such posting amounts to your conclusive acceptance of such revised Terms and Conditions or policies. If any such revision is unacceptable to you, you must terminate use of Share for Good App immediately. We reserve the right to interpret these Terms and Conditions and decide on any questions or disputes arising under these Terms and Conditions. You agree that all such interpretations and decisions shall be final and conclusive, and binding on you as a user of Share for Good App.
16. MODIFICATIONS TO SERVICE
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, Share for Good App (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of Share for Good App or any part thereof.
17. GOVERNING LAW & JURISDICTION
Share for Good App (excluding Linked Sites) is hosted by us from our office in Hong Kong. By accessing Share for Good App, you agree that any claim relating to Share for Good App shall be governed by the laws of Hong Kong without giving effect to any principles of conflicts of laws, provided that we reserve the right to pursue civil or criminal proceedings in any jurisdiction having control over you or your assets. You also agree to submit to the non-exclusive jurisdiction of the Hong Kong courts.
18. NO AGENCY
You and we are independent, and no agency, partnership, joint venture, trustee, beneficiary, employee-employer or franchiser-franchisee relationship is intended or created by your use of Share for Good App.
19. SYSTEM AVAILABILITY
We do not guarantee uninterrupted, continuous or secure access to Share for Good App. Part or the entire Share for Good App may be unexpectedly unavailable for whatever duration and for various reasons that may include system malfunctions and disruptions, Internet access downtime and other technical problems beyond our control for which we cannot and shall not be held responsible. You agree that your use of Share for Good App is at your own risk and that you will not hold us responsible for any damage or loss caused by your inability to use Share for Good App for any reason whatsoever. We reserve the right to take any part or all of Share for Good App offline for various reasons including urgent system maintenance or upgrading, in which case we will try to give you notice in advance if possible.
You acknowledge that the terms of any agreement with your respective mobile network provider (“Mobile Network Provider”) will continue to apply when using the Share for Good App. As a result, you may be charged by your Mobile Network Provider for access to network connection services for the duration of the connection while accessing the Share for Good App or any such third party charges as may arise. You accept responsibility for any such charges that arise.
The Share for Good App is available to handheld mobile devices running Apple iOS or Android Operating Systems. In order to use the Share for Good App, you are required to have a compatible mobile smartphone or handheld device, Internet access, and the necessary minimum specifications (“Software Requirements”). If your device cannot meet the Software Requirements required by the Share for Good App, you may not be able to access the Share for Good App. We shall not be liable for your inability to access the Share for Good App as a result of not meeting the Software Requirements.
20. PARTIAL INVALIDITY
The illegality, invalidity or unenforceability of any provision of these Terms and Conditions under the law of any jurisdiction shall not affect its legality, validity or enforceability under the laws of any other jurisdiction nor the legality, validity or enforceability of any other provision.
22. GENERAL PROVISIONS
To assist you in understanding these Terms and Conditions, unless the context otherwise requires, these Terms and Conditions should be interpreted using the following rules:
1. words importing one gender include the other genders;
2. words importing the singular shall include the plural and vice versa;
3. references to paragraphs, are references to paragraphs in these Terms and Conditions;
4. expressions defined in the main body of this Terms and Conditions bear the defined meaning in the whole of this Terms and Conditions;
5. a right granted or reserved may be exercised from time to time;
6. headings are for ease of reference only and shall not affect the interpretation of these Terms and Conditions;
7. any reference to a person shall include that person's successors, representatives and permitted assigns; and
8. in the event that there is any inconsistency between the English and Chinese version of these Terms and Conditions, the English version shall prevail.