User Agreement, Terms and Conditions
This Agreement is entered into by and between you and Xencelabs Technologies Ltd. (hereinafter referred to as “Xencelabs”) with respect to the registration and use of the Xencelabs Account. Xencelabs hereby reminds you to read the terms and conditions of this Agreement carefully and fully understand, especially the terms of Disclaimer of Warranty, Limitation of Liability, and Rights and Limitations, and choose to accept or not to accept this Agreement (minors should read this Agreement accompanied by legal guardian). Xencelabs may suspend or stop providing our products, services and/or support (hereinafter referred to as “services”) to you if you do not comply with our terms or policies. By your registration, login, usage of the Services or other actions, you acknowledge that you have read and understood, and agree to accept and be bound by the terms and conditions of this Agreement.
By accepting this Agreement, you agree to accept all constraints, including accepting Xencelabs to reserve the right to modify the terms of this Agreement at any time, without additional notice to you. You can log in on our webpage at any time to check the latest User Agreement. If you cannot accept any content that we have changed, you shall stop using Xencelabs Services. By your continued use of our Services, you agree to accept and will be bound by the modified terms of this Agreement.
I. Terms of Usage of Our Services
You may visit the Site without registration. However, you need a Xencelabs Account (“Account”) and provide relevant personal information on the registration webpage in order to access more Services and Support. You can delete or suspend your account under the instructions of the Site, and we will keep or delete your Account based on this Agreement.
You hereby commit and undertake the following:
- You understand and agree that the Site is an application service product. You shall take full responsibilities for the authenticity, legality, accuracy and validity of your registration information; You shall also be responsible for updating any changes in your registration information to keep it up to date; You shall not post any information in the name of others; you shall not use registered accounts maliciously; otherwise, we reserve the right to suspend the Services and you shall fully bear all legal liability.
- You shall use the Site and Services in accordance with all applicable laws and take all responsibility for activities under your registered Accounts, including your statements and any loss or damage that may directly or indirectly arise from your statements. You should estimate the risks of the content on your own and take all risks from it, including the risk that lies on the correctness, integrity or practicability of the content. Xencelabs will not take any responsibility for any loss or damage that results from this behavior or activity.
- You have the obligation to take good care of the registration information on the Site and are responsible for all the activities. You must immediately notify Xencelabs if you find any illegal or unauthorized activities. Xencelabs will not be liable for damages or losses arising from a user’s non-compliance with any of the provision(s) above.
- All your statements on the Site are public information that any third party has access to. Any statement posted on the Site will be deemed as public information, and user should bear legal liability for this action. If you do not want any third party to get your statements, please do not post them on the Site.
You shall also understand and hereby acknowledge the following:
The user accepts that in relation to business development, we may change, suspend, restrict, terminate or revoke the rights of our services at any time without notice.
- We may include advertisements, etc. in our Services.
- We have the right to suspend, at our sole discretion or determination, any content that violates the laws and regulations in any jurisdiction or the terms of this Agreement; that infringes, prejudices, threatens any right or safety; or that impersonates others. We also retain the right to take proper legal actions, including but not limited to removing any illegal or infringing content, suspending the qualification of violators and saving relative information and reporting to relevant authorities based on the applicable laws and regulations.
- Some of our Services have to be used with other networks, including but not limited to the application market and the theme market.
II. Introduction to Xencelabs Account
- Xencelabs Account refers to the identification tool which is owned and managed by Xencelabs and which is used for verifying the identity of the user. As a registered user, you only have the right to use the Xencelabs Account initially registered in your own name.
- You may enjoy the products and services of Xencelabs and its affiliates by registering for a Xencelabs Account.
- All the products and services of Xencelabs and its affiliates shall be governed by this Agreement. When you enjoy any individual service, you shall be bound by the terms and conditions of this Agreement.
III. Use Rules of Account
Registration of Account
- Before you start the registration, procedure and use Xencelabs Account, you shall be a person with full capacity for civil conduct. Minors are permitted to use Xencelabs Account only with the consent of their parent or guardian. You are subject to and are solely responsible for abidance by all laws and regulations of the jurisdiction in which you reside and from which you access or use Xencelabs Account.
- You shall provide timely, detailed and accurate personal information, and constantly update the registration information in line with the aforementioned requirements. You warrant that all information you have submitted at the time of registration (including but not limited to mobile phone number, email address.) is truthful, accurate, legal, and valid and belongs solely to you. Xencelabs will not be responsible for any related problems arising from untruthful registration information or untimely updates. You may check and correct your information on the Xencelabs Account setting web pages. You shall use the real identity information to authenticate the registered account, and all registration information such as the account name, avatar and profile submitted by you shall not be illegal or harmful. If the above situation exists after Xencelabs examination, the registration will not be allowed by Xencelabs; meanwhile, after the registration, if Xencelabs finds that you swindle the account name for registration with false information, or if your account avatar, profile and other registration information are illegal or harmful, Xencelabs has the right to take measures unilaterally, including but not limited to requesting correction within a time limit, suspending of use and termination the use of your account. You will successfully register a Xencelabs Account and become a Xencelabs registered user if you follow the registration page prompts to fill out the information, read and accept all the terms of this Agreement and complete all registration procedures.
Use of Account
- You shall be responsible for all acts related to your Xencelabs Account (including but not limited to posting information, purchasing goods and services, and disclosing information).
- Your Xencelabs Account contains the details about your personal information and Xencelabs business information; therefore, your Xencelabs Account is for your personal use only. Without the consent of Xencelabs, the behavior that you directly or indirectly authorize a third party to use your Xencelabs Account or obtain information related to your account is invalid. If Xencelabs, pursuant to the certification procedures and standards for breach as agreed in Xencelabs platform rules, determines that the use of your Xencelabs Account may endanger the security of your account and Xencelabs information safety, Xencelabs may refuse to provide services or terminate this Agreement.
Custody and Retrieval of Account
- Xencelabs Account includes account name and password. You may log in with the created account name (including account ID, mobile phone number) and password. You shall safeguard your account and password and change your password regularly. If you need to retrieve the Xencelabs Account information due to losing account issue caused by yourself, please provide the corresponding information in accordance with the process of Xencelabs Account retrieval, and ensure that the information provided is legal, truthful and valid. If the information provided fails to meet the requirements and cannot pass the Xencelabs security verification, Xencelabs has the right to refuse to provide account retrieval service.
- If your current Xencelabs Account is not initially registered by yourself or is obtained through other ways provided by Xencelabs, if you know the password of such Xencelabs Account, you shall not log in with such Xencelabs Account or take any action except notifying Xencelabs or the person initially registered this Xencelabs Account.
Assignment of Account
- You may use the Xencelabs Account within the scope as agreed in this Agreement. You shall not maliciously register the Xencelabs Account, nor give, borrow, rent, assign or sell the Xencelabs Account with or without compensation, or otherwise permit the non-initial registrant to use the Xencelabs Account. Xencelabs has the right to independently determine and deal with the aforementioned behaviors.
Xencelabs has the right to take the following measures against you in accordance with laws and regulations:
- a) If you violate laws and regulations, Xencelabs Independent Agreements or business rules, Xencelabs has the right to make independent judgments and take measures, including but not limited to requesting correction within a time limit, suspending of use, termination the use of your Xencelabs Account, and to decide whether to resume the use of such account pursuant to actual conditions.
- b) If Xencelabs finds that you are not the initial registrant for such account, Xencelabs has the right to terminate the use of your account.
Xencelabs will, in accordance with this Agreement or relevant laws and regulations, require you to correct within a time limit, suspend or terminate the use of your Xencelabs Account.
- In order to make full use of the resources available through your Xencelabs Account, if you fail to access your Xencelabs Account for 24 consecutive months or login your account through any methods approved by Xencelabs, Xencelabs has the right to terminate the use of your Xencelabs Account and discontinue its provision of services to you. If there is any pending transaction and the like related to this account, Xencelabs may assist you in a reasonable manner. If this does occur, please follow the instructions given by Xencelabs.
- Your account is created and safeguarded by yourself. Xencelabs Technologies Ltd. will not require you to provide your password at any time. We recommend that you take appropriate measures to protect your account, including but not limited to installing anti-virus Trojan software, changing your password regularly.
- Xencelabs Technologies Ltd. will not be liable for any losses and consequences arising out of your accidental disclosure, attacks or fraud by others. You shall recover from the infringer through judicial, administrative authorities and other remedies.
- You may apply for cancellation of your Xencelabs Account and if you decide to terminate the use of Xencelabs Account services, the following conditions shall be fulfilled:
- You may only apply for cancellation of your own account in accordance with Xencelabs process.
- You shall still be responsible for your behaviors when you enjoy the Xencelabs services prior to cancellation of your Xencelabs Account.
- You shall be aware that the termination of Xencelabs Account means user information will be removed from Xencelabs database.
IV. User’s Rights and Obligations
You acknowledge that your Xencelabs Account is not data backup service. You agree to create and maintain adequate regular backups of all and any User Content you upload or share using your Xencelabs account.
You agree that you will not violate any law, breach any contract or other legal duty owed to a third party, infringe or misappropriate any intellectual property right, or commit any tort, in connection with Xencelabs More particularly and/or in addition to, you agree not to:
a) access or tamper with or attempt to access or tamper with any area of the Xencelabs site and you are not authorized to access or otherwise attempt to probe, scan, or test the vulnerability of any Xencelabs or third-party application.
b) reverse engineer any aspect of the Xencelabs, do anything that might discover source code, or bypass or circumvent measures employed to prevent or limit access to any area, content or code of the Xencelabs Services.
c) modify, translate, or otherwise create derivative works of any part of the Xencelabs,
d) interfere or attempt to interfere with the proper workings of or any activities conducted on the Xencelabs Technologies Ltd, or access or attempt to access the Xencelabs.com site with any bot, spider, crawler, or other automated system or process, or bypass robots.txt exclusion files or other measures as may be used to prevent or regulate access to the Xencelabs,
e) post, upload, or distribute any User Content that is defamatory, libelous, inaccurate, unlawful (including in violation of any applicable intellectual property, personality rights, youth protection or similar laws), or that a reasonable person would deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially, or ethnically offensive, or otherwise inappropriate or slander.
f) post or upload any User Content that contains any viruses, adware, spyware, worms, or other malicious code or any content or file that may have the effect of compromising any security or access control feature of the Xencelabs or of any Offering.
g) impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Xencelabs Account of any other user without permission, forge another person’s digital signature, misrepresent the source, identity, or content of information transmitted via the Xencelabs, or perform any other similar fraudulent activity.
h) post or send unsolicited commercial messages or advertise any goods, software, products, or services other than the Offerings available through any Xencelabs
i) use the Xencelabs to create products or perform services which compete or interfere with those of Xencelabs or its licensors.
j) use the Xencelabs in any manner that would require the Xencelabs to be compliant with the U.S. Health Insurance Portability and Accountability Act of 1996, as amended and/or supplemented (“HIPAA”).
k) store, maintain, process, or transmit an individual’s government issued personal identifications number(s) (such as, social security numbers, driver’s license or passport numbers) or protected health information (as defined by HIPAA).
l) infringe or misappropriate any patent, trademark, trade secret, copyright, right of publicity, or other intellectual property right or other proprietary right.
m) invade the privacy of a third party and use personal data of third parties for commercial purposes or in some other manner that violates their rights or applicable laws.
n) access or use the Xencelabs for any unlawful, unintended, or harmful purpose, or other than in full compliance with applicable law and these Terms;
o) take any action which might impose a significant burden on the infrastructure for the Xencelabs
p) use the Xencelabs products in connection with life support systems, medical devices, or any application where failure or malfunction could lead to possible loss of life; or
q) interfere with the ordinary operation or mission of the Xencelabs services.
Do not use the Xencelabs services to engage in the following activities:
a) Entering the computer information network or using computer information network resources, without permission;
b) Deleting, modifying or adding the computer information network function, without permission;
c) Deleting, modifying or adding the data and applications stored, processed or transmitted in the computer information network, without permission;
d) Deliberately making and disseminating destructive programs such as computer viruses and the like;
e) Other behaviors that endanger computer information network security.
If there is any claim, requirement or loss (including reasonable attorney fees) asserted by any third party against Xencelabs, partner companies and affiliates arising from your violation of the provisions of this Agreement or the relevant terms of services, you agree to indemnify and hold harmless Xencelabs partner companies and affiliates from any damage. At the same time, Xencelabs has the right, depending on the nature of your conduct, to take measures including but not limited to deleting the published information, suspending the use of the Xencelabs Account, terminating the services, restricting the use of the Xencelabs Account, and seeking liability. Meanwhile, Xencelabs will assist the investigation at the requirements of the judicial departments.
You shall not replicate, copy, sell, resell or use for any other commercial purposes concerning any part of Xencelabs services or the use or acquisition of the Xencelabs property.
You shall be legally responsible for your behaviors in the use of Xencelabs services. The forms of legal liabilities include but are not limited to, compensation for the victim, and the equivalent compensation that you shall reimburse to Xencelabs after Xencelabs first assumes the responsibility for administrative punishment or tort damage arising from your behaviors.
Xencelabs shall not assume any legal liability in any of the following circumstances:
a) Providing your personal information in accordance with legal provisions or at the requirements of relevant government departments;
b) Any disclosure of any personal information arising from improper use by yourself or other reasons;
c) Any circumstance that fails to meet your requirements arising out of service interruption, blockage, etc. caused by hacker attacks, invasion of computer viruses, illegal information, shielding of harassment information, government regulations, and any other reasons such as network, technology, communication lines, information security management measures, etc.;
d) Any circumstance arising from third party’s (such as operator’s) communication line failures, technical problems, network issues, computer failure, system instability and other losses caused by force majeure;
e) Any risk arising from the use of Xencelabs products, programs and services that may have anonymous or impersonating information containing threats, defamatory, offensive or illegal content;
f) Any interaction between users and other users through this website or Xencelabs products, programs and services, resulting in or may result in any psychological, physical damage and economic loss due to misleading or deception by one party or the other;
g) Xencelabs services expressly declares that the timeliness, safety and accuracy of Xencelabs and its partner companies’ services are not guaranteed by express, implied or in any form;
h) No content posted by you using the Xencelabs Account shall be represent and reflect any opinions or policies of Xencelabs and Xencelabs shall not be responsible for it;
i) Under no circumstances shall Xencelabs be liable for any indirect, consequential, punitive, incidental, special or penal damages, including loss of profits arising from your use of the Xencelabs services. Notwithstanding any conflicting provision contained herein, our entire liability to you, whatever any reason or any behavior, shall not exceed the fees (if any) that you paid to Xencelabs for the use of the Xencelabs service during the registration period.
All warranties, guarantees, or liabilities as provided by the local laws applying to you shall not be excluded or limited by a contract. Nothing in the terms and conditions of this Agreement shall affect the rights legally entitled to you as a consumer, or diminish any of the legal rights and duties that cannot be contractually agreed to alter or waive.
VI. Intellectual Property Rights
- The information you publish in Xencelabs shall not infringe the intellectual property rights of any third party. Without the prior written consent of the relevant intellectual property owner, you shall not, upload, post, modify, spread or replicate any copyrighted materials, trademarks or proprietary information belonging to others by any means. After receiving appropriate notice from any copyright owner or its legal representative to Xencelabs, we will remove such content of the copyright infringement based on the examination.
- The intellectual property rights of the original contents (such as the texts, pictures, videos, software and performances) posted and uploaded by enjoying Xencelabs service through Xencelabs Account belong to you, provided that you confirm that your publication and uploading of such contents shall be deemed that you non-exclusively, permanently and irrevocably authorize Xencelabs to use, copy, and exercise other rights of all intellectual property rights relating to such contents, and you agree that Xencelabs may sublicense above-mentioned rights.
- You shall not use any intellectual property rights of Xencelabs without prior written consent of Xencelabs You warrant, represent and undertake that you respect the intellectual property rights of Xencelabs You will not apply or allow any third party to apply for any trademark, domain name, wireless website, Internet search term or any trade name, service mark similar to the brand of Xencelabs or its affiliates for any marketing, advertising, promotion or other purposes by any means in any jurisdiction. In the event of the above circumstances, you shall transfer all relevant rights to Xencelabs at your expense. You warrant, represent and undertake that you will not use the following names (including but not limited to “Xencelabs” and “Hanvon Ugee USA”), and the affiliated logos and designs of the above brands (including but not limited to), as part of the name of the company, merchant, service or product, nor will use intellectual property rights of the Xencelabs trademark or similar trademark. The loss caused to Xencelabs arising from your violation of the provisions of this Article shall be borne by you.
In consideration of the rapid development of Internet-related technologies, markets, business models, etc., you agree that Xencelabs has the right to regularly formulate and revise this Agreement and various rules in accordance with the changes of relevant laws and regulations, the development of the Internet, and the adjustment of the company’s operating conditions and business strategies. If there is any amendment, Xencelabs will notify you of the changes by reasonable means. If you disagree with the above amendments, you shall immediately stop using the services under this Agreement. You’re logging into or continuing to use the Xencelabs services means that you recognize and accept the revised agreements and rules.
- This Agreement shall become effective as of the date of your use of our services and shall remain in force during your use of the Xencelabs services, until terminated in accordance with this Agreement.
- Notwithstanding the foregoing, if you use the Xencelabs services before you accept this Agreement, you hereby know and agree that this Agreement will be effective for the first time you use the Xencelabs services, unless terminated earlier in accordance with this Agreement.
- We may reserve right to allow you to use the Xencelabs services or Xencelabs Account in accordance with the law; we will terminate this Agreement at any time for any reason with or without notice, including Xencelabs believes that you have violated our user policy or other provisions of this Agreement.
- Without being subject to the provisions of the preceding paragraph, if you infringe the copyright of a third party, and Xencelabs receives a notice from the copyright owner or its legal representative, Xencelabs reserves the right to terminate this Agreement.
Your suggestion (or “feedback”) to Xencelabs shall be deemed that you transfer all rights of “feedback” to Xencelabs and agree that Xencelabs has the right to use this “feedback” and related information in any reasonable way. Xencelabs will treat such feedback information as non-confidential and non-proprietary.
You agree that you will not provide Xencelabs with any information that you consider to be confidential and proprietary.
You shall provide a valid email address or telephone number. Notices of announcements issued by Xencelabs sent to you constitute a valid notice.
- Applicable Law
The interpretation of the terms of this Agreement, effectiveness and dispute resolution, are applicable to the laws of the United States of America. If any dispute or controversy aroused between you and Xencelabs, it should first be settled through friendly consultation. If consultation falls, you agree to submit the dispute to the jurisdiction court where Xencelabs is located.
If any provision of this Agreement is invalid or unenforceable for any reason, then that provision shall be modified in order to be valid and enforceable in accordance with the law. However, the remaining provisions of this Agreement shall remain valid and binding.
X. Contact Us
Xencelabs Technologies Ltd.
202 E Evergreen Blvd STE 100
Vancouver, WA 98660-3480
Tel: (+1) 360-967-3033