| IntroductionAccess to this Web site is subject to the terms of this Agreement which applies notwithstanding any other Statements contained anywhere else (including Statements contained in any other parts of this Web Site or in any publications by COD or its Affiliates) to the contrary. |
| Your use of this Web Site constitutes Your acceptance of the terms in this Agreement. |
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| 1. | Definitions |
| 1.1 | "Activation Date" means the date on which Your account with COD pursuant to this Agreement is activated in good order by COD and as notified by COD. |
| 1.2 | "Affiliates" includes agents, licensees, licensors, distributors, employees, officers, associates, sub-contractors, customers, clients, assignees and successors. |
| 1.3 | "Approved Data Usage" means the usage of any Personal Data by COD or any Person in connection with this Agreement including, without limitation, enabling COD and its Affiliates to keep a database of its customers and its customers' employees, facilitating the provision of the Service, supplying such Personal data for the purpose of carrying out credit checks, debt collection and marketing. |
| 1.4 | "Change" includes add, update, amend, alter, adapt, delete, withdraw, reduce, suspend, modify, vary, discontinue, limit, activate, deactivate, and reactivate, in whole or part; and "Changes" includes any addition, update, amendment, deletion, withdrawal, reduction, suspension, modification, variation, discontinuance, limitation, activation, deactivation and reactivation.1.5 "COD" means Credit On Demand Limited, a company incorporated under the Companies Ordinance of the Laws of Hong Kong. |
| 1.6 | "Contents" means the records as collected from the Registries of the High Court (formerly known as Supreme Court) and District Courts (including the now abolished Shatin and Tsuen Wan District Courts) of Hong Kong and as made available by COD for search on this Web Site from time to time.1.7 "Copy" includes copy, duplicate, reproduce, repeat, replicate, adapt, in whole or part, in any language, form, format, media (currently in existence or developed in the future), and "Copying" is construed accordingly.1.8 "Distribute" includes advertise, broadcast, distribute, re-distribute, transfer, publish, disseminate, circulate, transmit, lease, lend and other commercial exploitation, in whole or part, and "Distribution" is construed accordingly.1.9 "Damages" includes any and all forms of special, indirect and consequential damages, loss or injury, and any damages, loss or injury whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other action, arising out of or in connection with the use or delivery of the Contents or the provision of the Service. |
| 1.10 | "Fees" means all charges and fees relate to the use of the Services and the Contents or otherwise payable under this Agreement including those set out on [http://www.creditondemand.com/subscription.shtml] and as notified to You by COD from time to time. |
| 1.11 | "Hong Kong" means the Hong Kong Special Administrative Region of the People's Republic of China.1.12"Linked Sites" means any and all sites established and maintained by third parties to which COD provides a direct or indirect link from this Web Site.1.13 "Obligations" includes any and all legal, equitable, contractual, statutory or other obligation, commitment, duty, undertaking or liability.1.14 "Party" means a Party to this Agreement and its successors and permitted assigns.1.15 "Personal Data" has the meaning given to that term in the Personal Data (Privacy) Ordinance. |
| 1.16 | "Person" includes natural person, company, partnership, governmental instrumentality and any other form of body corporate.1.17 "Rights" includes any and all legal, equitable, contractual, statutory or other right, power, authority, benefit, privilege, remedy, discretionary cause of action.1.18"Service" means the service provided by COD under this Agreement for allowing access to the Contents on this Web Site. |
| 1.19 | "Statements" includes statements, representations, warranties, guarantees made expressly or impliedly in written, verbal, electronic and any other permanent and transient forms. |
| 1.20 | "this Agreement" means the paragraph headed "Introduction" and the paragraphs which follow it numbered 1 to 14 (including the sub-paragraphs thereunder) as amended from time to time.1.21"this Web Site" means the site on the Internet established and maintained by COD for the purpose of providing the Service, of which the Web page containing this Agreement forms a part.1.22 "You" means the subscriber of the Service and "Your" is construed accordingly. |
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| 2. | Licence |
| 2.1 | You have a non-exclusive licence to use the Service and the Contents by inputting a search criteria in a format prescribed by COD (but not otherwise) to obtain the desired search result. The maximum number of searches that You can make in any calendar month is 1000 for individual user and 5000 for corporate user. Unused number of searches cannot be carried forward or convertible into cash or any other form of benefit.2.2 Subject to other provisions in the Agreement, You may print or download the search result. Any copies of the search result saved to disk or to any other storage medium may only be used for subsequent viewing purposes by You. |
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| 3. | Term |
| 3.1 | This Agreement commences on the Activation Date. |
| 3.2 | Either Party may terminate this Agreement on giving the other not less than 30 days' written notice, or immediately by notice if the other breaches any term of this Agreement. |
| 3.3 | On the termination of this Agreement, all licences and Rights You enjoy under this Agreement will cease immediately. Any termination of this Agreement will not affect any accrued Rights or Obligations of the Parties or prevent the coming into force or the continuance of any provision in this Agreement intended to come into force or continue notwithstanding termination. |
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| 4. | Fees |
| 4.1 | You will pay COD the Fees for the Service as set out on [http://www.creditondemand.com/subscription.shtml]. COD has the right to Change the Fees at any time, but must provide You with at least 30 days' prior notice of such Change. |
| 4.2 | You will pay the Fees monthly in advance to COD's account maintained with a bank in Hong Kong, or by way of a bank draft or cheque (as determined by COD from time to time), free of any charges, set-off, deductions, or withholding whether imposed by a government, financial institution or otherwise.4.3 If You have not paid any Fees by the due date, COD may charge interest on any outstanding amount at 2% per month until the outstanding amount is paid in full. COD may also charge a handling fee and debt collection fee and/or require a security deposit as a result of late payment of any Fees. |
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| 5. | Copyright |
| 5.1 | The Contents are the property of COD or its licensors and are protected by applicable copyright law. You will not acquire any proprietary interests in any material obtained from or relating to the Service or the Contents. You may not assign, sub-license or otherwise transfer Your Rights or Obligations under this Agreement without COD's prior written consent. |
| 5.2 | You must not without COD's prior written consent allow access to any Contents by any Person (other than Your employees and agents on a "need to know" basis), or Copy or Distribute, or knowingly allow to be Copied or Distributed, any Contents to or for the use of any other Person. If COD grants any consent under this paragraph, such consent will always be subject to COD's right to impose any conditions which COD may consider necessary or desirable, and to COD's right to revoke such consent which is exercisable at any time and from time to time.5.3 You will ensure that a copyright notice to the effect that the Contents are the property of COD or its licensors and are protected by applicable copyright law is attached to any information contained in the Contents or otherwise obtained through the Service which are in Your possession or control. |
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| 6. | Prohibited Acts |
| 6.1 | You may not create or attempt to create an electronic or other form of database by regularly or systematically downloading and storing the Contents. You and Your Affiliates together will not at any time hold in the possession or control of You and/or Your Affiliates more than 10% of the Contents. |
| 6.2 | You may not attempt to break into or access any part of this Web Site or the Contents to which COD has not authorised access by You. You may not Change, translate, decompile, or disassemble any of the Contents. COD may install a mechanism to monitor the use of this Web Site by any user. |
| 6.3 | You will allow access by COD's authorised representatives to, on reasonable notice, copies of the Contents or other information obtained pursuant to this Agreement in Your possession or control. You will provide copies of such Contents and information to COD following receipt of reasonable notice from COD and at the reasonable cost of COD. |
| 6.4 | COD reserves the Rights to cancel or suspend Your access to any part of this Web Site if COD reasonably believes that Your subscription is being used in a way that may constitute a breach under this Agreement. |
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| 7. | Confidentiality |
| 7.1 | You will treat as confidential all information obtained under or in connection with this Agreement. You will not disclose such confidential information to any Person (other than Your employees and agents on a "need to know" basis) or use such confidential information without COD's consent. Nothing in this sub-paragraph applies to information which is public knowledge or is in Your possession not as a result of a breach of this Agreement. |
| 8. | Access Control |
| 8.1 | Subject to COD's approval, You may select Your logon names and passwords for the purposes of accessing the Service. We may change Your logon name and password, and other access control measures from time to time, but will give You advance notice of any such changes. |
| 8.2 | You will take effective steps to keep confidential Your logon names and passwords. If any person who knows any of Your logon names and passwords leaves Your employ, or otherwise becomes not within Your control, You will promptly notify COD of Your logon names and passwords. |
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| 9. | DISCLAIMER OF WARRANTIES AND LIABILITY |
| 9.1 | THE CONTENTS ARE OBTAINED FROM SOURCES BELIEVED TO BE RELIABLE. IT IS NOT COD'S POLICY TO VERIFY THE ACCURACY, COMPLETENESS, CURRENCY, TIMELINESS, AND CORRECT SEQUENCING OF THE CONTENTS. THE CONTENTS COULD CONTAIN INACCURACIES OR TYPOGRAPHICAL ERRORS. DUE TO THE INHERENT HAZARDS OF ELECTRONIC DISTRIBUTION, THERE MAY BE DELAYS AND FAILURES IN THE PROVISION OF THE CONTENTS, OR OMISSIONS OR INACCURACIES IN THE CONTENTS. |
| 9.2 | THE CONTENTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. COD AND ITS AFFILIATES MAKE NO WARRANTY CONCERNING THE ACCURACY, COMPLETENESS, CURRENCY, TIMELINESS, TITLE, STANDARD OF QUALIFY, CORRECT SEQUENCING, MERCHANTABILITY, SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE CONTENTS OR THE SERVICE. |
| 9.3 | COD AND ITS AFFILIATES MAKE NO WARRANTY THAT THE MATERIALS ACCESSIBLE THROUGH THIS WEB SITE (INCLUDING THE CONTENTS AND THE LINKED SITES) ARE IMMUNE FROM INFECTION BY VIRUSES OR ANY MATERIAL WHICH MAY HAVE SPREADING OR DESTRUCTIVE EFFECTS. |
| 9.4 | COD AND ITS AFFILIATES WILL NOT BE LIABLE TO ANY PERSON FOR ANY DAMAGES CAUSED BY THE PROCURING, COMPILING, OR DELIVERING OF ANY OF THE CONTENTS OR THE SERVICE.9.5 COD AND ITS AFFILIATES WILL NOT BE LIABLE TO ANY PERSON FOR ANY DECISION MADE OR ACTION TAKEN IN RELIANCE UPON THE CONTENTS OR THE SERVICE OR FOR ANY DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. |
| 9.6 | THE LIABILITY OF COD AND ITS AFFILIATES, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM (WHETHER IN CONTRACT, TORT OR OTHERWISE) IN ANY WAY CONNECTED WITH THE SERVICE WILL NOT EXCEED AN AMOUNT WHICH EQUALS TO 1 MONTH'S SUBSCRIPTION FEE LAST PAID BY YOU TO COD FOR USING THE CONTENTS IN THE MANNER PROVIDED IN THIS AGREEMENT. IN CALCULATING SUCH AMOUNT, ANY FEES WHICH MAY BE INCURRED BY YOU OVER AND ABOVE THE 1 MONTH SUBSCRIPTION FEE LAST PAID BY YOU FOR ANY OTHER SERVICE (WHETHER PROVIDED BY COD OR NOT) WILL NOT BE TAKEN INTO ACCOUNT. |
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| 10. | Personal Data |
| 10.1 | You consent to (i) any Personal Data supplied in connection with this Agreement being used for the Approved Data Usage, (ii) matching (as defined in the Personal Data (Privacy) Ordinance) any Personal Data with data collected for other purposes and from other sources, (iii) any Personal Data being transferred to another jurisdiction that may not have laws protecting personal data similar to the Personal Data (Privacy) Ordinance. |
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| 11. | Force majeure |
| 11.1 | COD will not be liable for any delay or failure in performing its Obligations under this Agreement due to any cause. |
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| 12. | Changes to this Agreement |
| 12.1 | COD may Change the terms of this Agreement. Any Changes will be posted to [http://www.creditondemand.com/cod-asp/usr_admin/register_blank.asp]. You will refer to the terms as posted each time You access the Service, and will be deemed to have accepted any and all Changes if You continue to access this Web Site after that time. |
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| 13. | General |
| 13.1 | This Agreement is governed by the laws of Hong Kong. The Parties submit to the non-exclusive jurisdiction of the courts of Hong Kong. All Rights and Obligations under this Agreement subsist worldwide. |
| 13.2 | These terms contained in this Agreement comprise the entire agreement between the Parties. Other than as provided in these terms, they may not be amended except in writing signed by both Parties. |
| 13.3 | COD may appoint agents, assign or sub-contract its Rights or Obligations under this Agreement in whole or part to any Person at any time. |
| 13.4 | No delay or failure by either Party to exercise any of its Rights will operate as a waiver of them nor will any single or partial exercise of any such Rights preclude any other or further exercise of them. The remedies provided in this Agreement are cumulative and not exclusive of any remedies provided by law. |
| 13.5 | If any term or condition of this Agreement is declared unenforceable for any reason, it will be severed from this Agreement. |
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| 14. | Linked Sites |
| 14.1 | This Web Site contains links to the Linked Sites. The Linked Sites do not form part of this Web Site and are not under the control of COD. COD is not responsible for the contents or the lack of contents of the Linked Sites. COD provides the links to the Linked Sites as a convenience, and does not endorse their contents.All material presented on or accessible through this Web Site, including graphical images, are the property of COD or their licensors and are protected by applicable copyright law. |
