Terms and Conditions

Version no.: TC.04

Definitions

“MEGAHUB”: means MegaHub Limited of Unit 03-04, 16/F, Shanghai Industrial Investment Building, 48-62 Hennessy Road, Wan Chai, Hong Kong

“Subscriber”: means legal entity which has requested to use the Services.

“Contract”: means any Contract between the parties hereto which expressly or implicitly incorporates these Terms and Conditions as the context requires.

“Fees”: means the subscription fee in respect of the Services as stated in the Subscription Contract

“Services”: means any one of the Internet access and content services that may be distributed by MEGAHUB to the Subscriber under this Contract. MEGAHUB reserves the right to discontinue or modify any Services offered at any times


1. In consideration of payment of the Fees, MEGAHUB agrees to provide the Services to the Subscriber. The Subscriber shall pay the Fees and all applicable taxes and tariffs relating to the use of the Services by itself. MEGAHUB will invoice the Subscriber by electronic mail, post and/or facsimile transmission. Payment is due 14 days after the invoice date for the full invoiced amount. If the Subscriber does not pay within 30 days after the invoice datea late payment charge of 1% per annual will be levied and payable with respect to the outstanding balance and MEGAHUB will be entitled to terminate this Contract and/or the provision of any of the Services to the Subscriber.

2. The Subscriber is responsible for all equipment necessary to access the Services and must comply at all times with MEGAHUB’s reasonable requirements with regards to the mode of access and/or use of the Services.

3. The Subscriber shall not make any warranties, promises or representations regarding the Services and pricing that are misleading or inaccurate, or that are not set forth in the applicable MEGAHUB Service Contract.

4. The Subscriber shall be wholly responsible for all use of the Services and agrees to indemnify MEGAHUB against all and any liability arising, directly or indirectly, and in any jurisdiction, out of the use of the Services.  The Subscriber agrees to abide by all applicable laws (whether of Hong Kong or of any relevant jurisdiction) and Personal Data (Privacy) Ordinance relating to the use of the Services, in particular, but without limitation, the Subscriber shall not access or publish any matter which violates any laws (whether of Hong Kong or of any relevant jurisdiction) and warrants that its use of the Services does not and shall not, directly or indirectly, infringe any third party’s intellectual property rights in any jurisdiction.

5. The Subscriber expressly agrees that use of the Services is at the Subscriber’s sole risk and that the entire risk as to the quality and performance of the Services is with the Subscriber.  Neither MEGAHUB nor any of its directors, employees or agents warrant that the Services will be uninterrupted or error free, or give an warranty as to the results to be obtained from use of the Services.  In no event will MEGAHUB or its directors, employees or agents be liable to anyone for any damage, (including, but without limitation, special, incidental, or consequential damage) arising from the use of, or inability to use (for whatever reason), the Services, including but not limited to damages resulting from loss of data or loss of profits save and except when such damages are caused by or due to willful default or gross negligence or fraud of MEGAHUB.  While MEGAHUB and its data vendors including but not limited to HKEx Information Services Limited, and Hang Seng Indexes Company Limited endeavor to ensure the accuracy and reliability of the information provided, they 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 and omissions.

6. Any software, hardware, contents, news, and information supplied by MEGAHUB to the Subscriber, remain(s) the property of MEGAHUB.  The Subscriber undertakes not to advertise, or redistribute, and or otherwise to broadcast, such content, news and information upon termination neither of the Services or this Contract, nor to use the word “MEGAHUB” in any way as a business or company name or trade mark.

7. If the Subscriber is in breach of any of the terms of this Contract, MEGAHUB may, at its sole discretion, either suspend the Subscriber’s and its user’s access to and use of any of the Services until such breach is remedied or terminate this Contract and the Subscriber’s and its user’s access to and use of any of the Services.  Reinstatement will be at the sole option of MEGAHUB and upon such terms and conditions as it shall determine.  In case of any breach of this Contract, either party may terminate this Contract on three months’ notice in writing.  Otherwise, this Contract shall remain in force during the term of this Contract.  On termination, MEGAHUB will be entitled to charge for all Services rendered up to termination.

8. If any provision of this Contract is found to be invalid the other provisions shall remain in full force and effect.  All obligations and restrictions on the Subscriber under this Contract will survive until the termination of this Contract and/or the termination of the provision of any of the Services.  No waiver by either party of a breach of any provision of this Contract, and delay or omission to exercise any right, shall constitute a waiver of any other breach or default by the other party.

9. Unless otherwise agreed in writing and signed by both parties, this Contract constitutes the entire agreement between the parties.  This Contract is governed by the laws of the Hong Kong Special Administrative Region and the parties hereby submit to the non-exclusive jurisdiction of the courts of Hong Kong.

10. Each party agrees to keep and procure to be kept confidential the terms of this Contract and any information in whatever form obtained from the disclosing party pursuant to this Contract, whether or not designated as confidential (“Confidential Information”).  Each party undertakes not to make available or permit to be made available any Confidential Information to any third party unless it has obtained prior written approval from the disclosing party or such information is already made known to the public or disclosure is required by law.  Each party further undertakes to disclose to its employees, officers or agents on a need-to know basis and to use any Confidential Information only for purposes related to this Contract.

11. All Information disclosed by MEGAHUB to the Subscriber is considered loaned for use solely in connection with this Contract, and shall be immediately returned by the Subscriber to MEGAHUB upon request by MEGAHUB. The Subscriber shall, upon request, promptly certify that it has destroyed or returned all copies of the Information in its possession.

12. The Subscriber should not transfer or allow any third party to use or copy the software, hardware, content, news, market data, information provided by MEGAHUB whether free of charge or not.

13. The Subscriber should not reverse engineer, decompile or disassemble software provided by MEGAHUB. MEGAHUB shall not be bound by warranty for any defects in software caused by reverse engineering, decompiling or disassembly of the software. Furthermore, MEGAHUB will not be responsible for any damage to the Subscriber caused by Subscriber’s reverse engineering, decompiling or disassembly of the software.

14. The Subscriber shall give written notice to MEGAHUB immediately upon any impending change of corresponding address. The written notice must include the new corresponding address (in the event the mailing address is a Post Office Box, the written notice must include a physical address and/or directions to the new residence).

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