This Agreement is made between (i) MegaHub Limited (hereinafter “MegaHub”) and (ii) Subscriber as identified on the MegaHub Subscription Form.
1.2 Notice to Subscriber
If Subscriber accepts the terms of this Agreement, please sign Services Subscription Form under column “Subscriber Signature”.
In this Agreement the following expressions shall have the following meanings:
“Content” includes without limitation any content, software, data, information, messages and all textual, audio, video, still image, graphical, translation text and other contents or materials that can be accessed by or through the Service;
“Sources” means all Content suppliers including but not limited to The Hong Kong Exchanges and Clearing Limited, and other exchanges and specialist data providers, as well as translators whose Content is contained with the Service;
“Login ID and Password” means any unique personal identifiers issued by MegaHub to the Subscriber for gaining access to the Service;
“Fees” means any subscription fee which is payable by the Subscriber associated with the Subscriber’s use and/or access to the Service together with such other third party charges, access fees and other fees and charges as may be charged by MegaHub from time to time, and whether or not as agent, for the Subscriber’s use and/or access to the Service (and any other person’s use and/or access to the Service where such person was able to access the Service by using the Login ID and Password) and/or the on-line delivery of Content;
“Service” means the service provided by MegaHub as online stocks quotation terminal and/or smartphone application, which the Subscriber wishes to access via the Internet, World Wide Web and/or mobile telecommunication network (include basic or optional service);
“Subscriber” means any company, firm, partnership or individual represented on the Subscription Form as the recipient of Service;
“Subscription Period” means the period for which Subscriber has paid the relevant Subscription Fee to MegaHub or its marketing agents.
“Termination Date” means the date (after the subscription period) on which the Service is not made available to the Subscriber.
“Information Service” means a news, information, finance, bill payment, online commerce transaction, graphic, or other content service made available by MegaHub to the Subscriber from time to time.
2 MUTUAL OBLIGATIONS AND RIGHTS
2.1 Obligations and Rights of MegaHub
2.1.1 In consideration of Subscriber paying to, and MegaHub receiving, all sums due and owing under this Agreement, MegaHub shall grant to Subscriber a non-exclusive non-transferable limited license to access the Service in accordance with the terms and conditions of this Agreement and subject to any and all copyright notices or restrictions applicable to the Service and its Content and such license shall not permit local area network or wide area network distribution of Content and is for individual use only.
2.1.2 MegaHub shall authorize for each Subscriber one Login ID and Password for access by Subscriber to the Service.
2.1.3 MegaHub reserves the right at all times to (i) immediately suspend the Subscriber’s access to the Service without notice, where MegaHub is of the opinion that the Subscriber has breached any of the terms contained in this Agreement or that such action is appropriate, desirable or necessary in the reasonable opinion of MegaHub; (ii) amend the Fees or introduce new fees or amend any of the terms and conditions of this Agreement which amendments shall be notified to the Subscriber by posting them on-line or deliver them by electronic mail / electronic means and which shall take effect from next monthly subscription renewal. If Subscriber continually use of the Service or not terminate the Service according to Clause 4.2, Subscriber will be deemed to accept the amendments.
2.1.4 MegaHub may, at its absolute discretion and at any time, add, amend or remove, without prior notice to Subscriber, alter the presentation, substance, functionality of any Content.
2.1.5 Services that are designated to Mainland China users are offered only to residents in China (Hong Kong S.A.R. and Macau are not included) and User can only access the Service from within Mainland China, MegaHub reserves the right to immediately suspend User’s access to the Service if our system detects that the User tries to access the Service from outside of Mainland China.
2.2 Obligations and Rights of Subscriber
2.2.1 The Subscriber agrees that the Subscriber will pay all Fees due to MegaHub in accordance with the terms of this Agreement and in the case of monthly payment. The Subscriber hereby authorizes MegaHub to debit its credit or charge card with the amount of any Fees which are due from time to time.
2.2.2 MegaHub collects from Subscriber all royalties and fees imposed by Sources which supply data to Subscriber. Subscriber understands that the fees charged by such Sources may change from time to time and agrees to pay the effective amount incurred during the subscription period.
2.2.3 Subscriber shall inform MegaHub within 10 days of any change in name, address or billing information provided by Subscriber to MegaHub to use the Service.
2.2.4 Subscriber hereby acknowledges that the Service and the Content are proprietary to and/or the copyright of MegaHub and/or MegaHub’s holding companies, subsidiary companies or associated companies and/or Sources and are for use solely by the Subscriber, and the Content provided by the Service may not be copied, manipulated, republished or redistributed to third parties in any form by any means without the prior written consent of MegaHub and, where necessary, the Sources.
2.2.5 Subscriber shall forthwith notify MegaHub in writing of any misuse of, or infringement of, the copyright of any Content.
2.2.6 The Subscriber will not trespass, break into, access, use or attempt to trespass, break into, access or use any other parts of MegaHub’s servers, its Content and/or any data areas for which the Subscriber has not been authorized by MegaHub.
2.2.7 The Subscriber shall not assign, transfer or sub-license all or any part of its rights or obligations under this Agreement.
2.2.8 For Services that are designated to Mainland China Subscriber, Subscriber is required to provide a copy of the personal identity document and a valid address proof to MegaHub prior to using the Service to prove that User resides in Mainland China (Hong Kong S.A.R. and Macau are not included).
2.2.9 As a condition of continued receipt of index data originating from the Sources, Subscriber shall not create, sponsor or permit the trading on any exchange facilities of financial instruments or investment products (including without limitation, derivatives, structured products, investment funds, exchange-traded funds or derivatives based on exchange-traded funds (e.g., options on ETFs or futures on ETFs)) where the price, return and/or performance of such instrument or product is based on, related to, or intended to track, any index published by the Sources or financial instrument or investment product (e.g., an exchange-traded fund) linked to an index published by the Sources, without a separate written agreement with the Sources for such purpose.
2.2.10 Service Subscription Fee does not include mobile telecommunications service fee and/or 3G / HSPA / GPRS / EDGE / WiFi internet service fee collected by mobile network service provider. Subscriber should apply those services separately.
3 DISCLAIMER OF WARRANTY AND LIMITATIONS OF LIABILITY
3.1 Disclaimer of Warranty
Subscriber expressly acknowledges and agrees that the Service is provided to it on an “as is” basis and that its use of its Content is at its sole risk. Only part of the Service is translated and provided as a convenience only. Translation may be imprecise and inaccurate in whole or in part. Neither MegaHub nor the Sources make any warranty of any kind whatsoever (save for those expressly stated in this agreement) relating to the Service including any Content furnished through the Service, express or implied, including without limitation, non-infringement of third party rights or merchantability or fitness for any particular purpose of use. MegaHub and the Sources endeavor to ensure the accuracy and reliability of the Content provided but do not guarantee its accuracy or reliability and accepts no liability (whether in tort or contract or otherwise) for any loss or damage arising from any inaccuracies or omissions.
The Content contained in this Service is provided for information and reference purposes only and does not constitute or form part of any offer, or invitation, to subscribe for or to sell, or solicitation of any offer to subscribe for or purchase, any financial products (include but not limited to securities, futures, options, warrants, callable bull/bear contracts or other structured products listed on The Stock Exchange of Hong Kong Limited and/or other exchange described in this Service. Nothing contained in This Service shall form the basis of any contract or commitment whatsoever. Content contained in This Service should not be considered as investment advice or any form of recommendation to purchase or sell any financial products.
Any indicative pricing levels, disclosure materials, valuations and other analysis published in This Service have been prepared on assumptions and parameters that reflect good faith determinations. The assumptions and parameters used are not the only ones which could have reasonably been selected, and accordingly, no guarantee is given in respect of the accuracy, reasonableness or completeness of such quotations, disclosure or analysis. No representation or warranty is made that any indicative return or performance will be achieved in the future. Such information do not constitute investment advice by MegaHub and are for information purposes only.
Neither MegaHub, nor any of its directors, officers or employees, translators, nor any third party vendor will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or interruption of This Service, or resulting from the act or omission of any other party involved in making This Service or the data contained therein available to Subscriber, or from any other cause relating to Subscriber’s access to, inability to access, or use of This Service or these materials, whether or not the circumstances giving rise to such cause may have been within the control of MegaHub or of any vendor providing software or services support.
Communications over the internet are not secure. Information contained in This Service may be intercepted, lost, destroyed or delayed in transmission. MegaHub will take reasonable measures to minimize related risk, but do not accept any liability for any such occurrence and do not warrant that any communication or attachments or the software will be free from viruses, worms or other harmful components.
3.2 Limitations of Liability
3.2.1 Neither MegaHub nor the Sources shall be liable to Subscriber or anyone else for any direct, indirect, consequential or incidental loss, cost or damage, nor any special or punitive damage, or injury caused in whole or in part by MegaHub’s or the Sources’ negligence in procuring, compiling, interpreting, editing, reporting or delivering any Content. In no event will MegaHub or the Sources be liable to Subscriber for any direct, consequential, incidental, special or punitive damage, including any lost profits or lost savings, or for any third party claim of any nature whatsoever related to the Service or its use.
3.2.2 Notwithstanding the foregoing, MegaHub’s total liability for damages, losses and causes of action, whether in contract, tort (including negligence) or otherwise, will in no event exceed the Subscription Fee paid by Subscriber to MegaHub under the terms of this agreement for a period of Six Months.
3.2.3 Subscriber will indemnify MegaHub and the Sources, their servants and agents, and hold MegaHub and the Sources, their servants and agents, harmless against all claims, liability, losses, damages and expenses, including, without limitation, legal fees and costs arising out of or incurred as the result of any claims made, or litigation brought, against MegaHub and the Sources, their servants and agents, as a result of the use by Subscriber of the Content or part thereof.
3.2.4. MegaHub and the Sources shall not be under any liability whatsoever (whether in tort or contract or otherwise) to any Subscriber or to any person for any costs, expenses, losses, damages or compensation arising out of or in connection with any incompleteness, inaccuracy, error, omission, misstatement, delay or failure of transmission, communication, or storage of any message, data or information, or the divulging or destruction of any message, data or information.
3.2.5. While reasonable effort is made to ensure the accuracy of the translation, any translation of the Service may be imprecise and inaccurate in whole or in part. No liability and no responsibility are assumed by either MegaHub or the Source for any errors, omissions, or ambiguities in the translations or other information provided by the Service.
4 TERM AND TERMINATION
This Agreement shall take effect upon Services Subscription Form is signed, and shall continue until the termination of the Agreement in accordance with this clause 4.2.
4.2 Termination and Effect
4.2.1 The Subscriber may terminate this Agreement at any time on the giving of one month’s prior notice to MegaHub. The Termination Date will be one month after the next renewal day of the current subscription period.
4.2.2 MegaHub may terminate this Agreement forthwith at any time by notice to the Subscriber if the Subscriber breaches any term of this Agreement or if the Subscriber’s use of or actions in connection with the Service are inappropriate in the reasonable opinion of MegaHub.
4.2.3 Upon the effective date of termination of this Agreement (i) all licenses and other rights and privileges granted to the Subscriber under the terms of this Agreement shall forthwith cease; and (ii) the Subscriber will not be entitled to a refund of any Fees which have been paid in advance on the termination of this Agreement.
5 INFORMATION SERVICES
Subscriber acknowledges and agrees that:
5.1 MegaHub, translator and third party information providers endeavor to ensure the accuracy and reliability of the information but do not guarantee its accuracy or reliability and accept no liability (whether in tort or contract or otherwise) for any loss or damage arising from any inaccuracies or omission.
5.2 MegaHub is not responsible for the accuracy, completeness, usefulness or timeliness of an Information Service.
5.3 Any views expressed as part of an Information Service are not necessarily those of MegaHub.
All notices provided pursuant to this Agreement shall be in writing sent by personal delivery, facsimile transmission, electronic mail or by post, to the appropriate party at the parties addresses contained on the registration form or as otherwise agreed in writing between the parties. Such notice shall be deemed effective, in the case of personal delivery on the date of actual delivery; in the case of facsimile transmission and electronic mail, on the date of transmission; and in the case of postal mail, on the date set forth on the postal mark.
If any term or provision in this Agreement shall in whole or in part be held to any extent to be illegal or unenforceable under any enactment or rule of law, that term or provision or part shall to that extent be deemed not to form part of this Agreement and the enforceability of the remainder of this Agreement shall not be affected.
6.3 Entire Agreement
This Agreement will be effective upon signed Service Subscription Form under column “Subscriber Signature”, and this Agreement shall replace all previous agreements. This Agreement forms the entire understanding between the parties hereto and all other statements, representations and warranties in relation to the Service whether expressed or implied by statute, law or otherwise howsoever are hereby excluded.
6.4 Personal Data
Subscriber hereby authorizes MegaHub to release and supply Personal Data of the Subscriber to the Hong Kong Exchanges and Clearing Limited and other exchanges and specialist data providers in connection with the provision of the Service and the Content to the Subscriber pursuant to this Agreement.
6.5 Governing Law and General Provisions
The validity construction and performance of this Agreement shall be governed by the laws of Hong Kong Special Administrative Region and both parties hereby submit to the non-exclusive jurisdiction of the courts of the Hong Kong Special Administrative Region.