1. ACCEPTANCE OF TERMS OF SERVICE
1.1 Welcome to WebJD Limited (“we” “us” “our” or “WebJD”).
1.2 Your use of any of WebJD’s web sites, services, application programming interfaces (“APIs”) or software (collectively, the “WebJD Service”) is subject to these terms of service (the “Terms of Service”) in effect at the time of your use. WebJD reserves the right to update and change these Terms of Service from time to time without notice or acceptance by you, so please check this page frequently for updates and changes. However, changes made to these Terms of Service will not apply to you to the extent that (i) the changes concern matters which are the subject of an actual dispute between you and WebJD as of the date the changes take effect and (ii) WebJD has actual notice of the dispute as of the date the changes take effect.
1.4 Your use of the WebJD Service is also subject to the WebJD Community Guidelines in effect at the time of your use, which are incorporated herein as though set forth in full. You can review the most current version of the WebJD Community Guidelines.
1.5 Your use of the WebJD Service may also be subject to additional terms, conditions, policies and/or agreements applicable to a specific web site, service, API, software, service level or version. In the event of any conflict between these Terms of Service and such additional terms, conditions, policies and/or agreements, the additional terms, conditions, policies and/or agreements will control. For the avoidance of doubt, if there are terms and conditions in these Terms of Service regarding subjects on which the additional terms, conditions, policies and/or agreements are silent, such silence will not constitute a conflict and the terms and conditions in these Terms of Service will control.
1.6 By signifying your acceptance of these Terms of Service or making any use of the WebJD Service, you signify your irrevocable acceptance of these Terms of Service in effect at the time of your use. If you are an individual acting as a representative of a corporation or other legal entity which wishes to use the WebJD Service, then you represent and agree that you have the authority to accept these Terms of Service on behalf of such corporation or other legal entity and that all provisions of these Terms of Service will bind that corporation or other legal entity as if it were named in these Terms of Service in place of you.
2. YOUR ACCOUNT
2.1 The WebJD Service is not intended for users under the age of thirteen (13). By signifying your acceptance of these Terms of Service or making any use of the WebJD Service, you represent and warrant that you are at least thirteen (13) years of age.
2.2 WebJD can refuse registration of, or cancel, any account in its sole discretion, at any time.
2.3 Your account will be accessed through a user ID and password that you will create (your “Credentials”). Your Credentials are solely for your use. You are responsible for maintaining the confidentiality of your Credentials and you are fully and solely responsible for all activities that occur under your Credentials, whether authorized by you or not. It is your responsibility to take adequate precautions with your Credentials and to immediately notify WebJD of any unauthorized use of your Credentials.
2.4 Using your account, you may access and participate in the WebJD Service, including viewing, posting and responding to communications on and through the WebJD Service.
3. CONTENT AND INTELLECTUAL PROPERTY
3.1 Your own text, images, audiovisual media and any other form of intellectual property, including the data, ideas, inventions, designs, patterns and processes in such material (collectively, “Content”) that you post on or through the WebJD Service belongs to you and you may use it in any other way without restriction. But by using the WebJD Service, you are granting WebJD and certain third parties permission to use your Content as described in these Terms of Service.
3.2 By using the WebJD Service, you are granting WebJD a nonexclusive, worldwide, royalty-free, sublicenseable and transferable right and license to use, reproduce, create derivative works of, distribute, publicly perform and publicly display your Content on and through the WebJD Service and on and through services affiliated with WebJD, regardless of the form of media used or of whether such services now exist or are developed in the future. If you post Content on or through the WebJD Service, you represent and warrant that you have the right to post that Content and to grant the above rights to WebJD.
3.3 WebJD may preserve your Content and may also disclose such Content, with or without notice to you, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms of Service; (c) respond to claims that your Content violates the rights of any third party; or (d) protect the rights, property, or personal safety of WebJD, its users and the public.
3.4 You understand that posting your Content on or through the WebJD Service is entirely voluntary and will expose your Content to public display in a non-confidential manner. You understand that WebJD and/or any past, present or future client of WebJD (each, a “Client”) may view your Content and may develop or have developed Content which is identical or similar to yours, may already know of such Content from other sources or may have taken or will take some other action with respect to such Content. Therefore, you represent and agree to all of the following and acknowledge that WebJD and its Clients are explicitly relying on such representations and agreement with regard to your Content:
3.4.1 The Content represents your own original work and you have all necessary rights to disclose the Content. In doing so, you are not violating the rights of any third party and you know of no other individual or entity whose rights will be infringed by the Content being viewed and used as described in these Terms of Service.
3.4.2 Your disclosure of the Content does not violate a confidential relationship with any third party, establish a confidential relationship with WebJD or any of its Clients or obligate WebJD or any of its Clients to treat your Content (or any related materials) as secret or confidential.
3.4.3 WebJD and/or any of its Clients may give your Content such consideration as is warranted by their respective judgments. Review of your Content shall not be construed as any recognition of the novelty or originality of the Content. Neither WebJD nor any of its Clients is obligated to give reasons for making use of or rejecting your Content or to reveal its activities that are related to your Content.
3.4.4 Neither WebJD nor any of its Clients has any obligation, either express or implied, to make any use of your Content. However, if WebJD and/or any of its Clients do make use of your Content, whether such use is intentional or inadvertent, no compensation will be due to you or anyone else for the use of your Content or the use of any data, ideas, inventions, designs, patterns and/or processes similar to, related to or derived from your Content.
3.4.5 Neither WebJD nor any of its Clients assumes any obligation with respect to any of your Content except as set forth in these Terms of Service, unless and until it enters into a separate written contract with you, and then only as expressed in that separate written contract. In the absence of a separate written contract, your rights with regard to WebJD or any of its Clients’ user of your Content shall be as described in these Terms of Service.
3.4.6 Neither the discussion or negotiations between you, on the one hand, and WebJD and/or any of its Clients, on the other hand, relating to the possible purchase or license of your Content, nor the making of any offer for the purchase or license of your Content, shall prejudice WebJD and/or any of its Clients in any way, or be construed as recognition of the novelty, originality, priority, other rights or value of your Content. Further, WebJD’s and/or any of its Clients’ consideration, discussions or negotiations with you will not in any way impair WebJD’s and/or any of its Clients’ right to contest the validity or infringement of your rights in and to the Content.
3.4.8 You hereby irrevocably release and forever discharge WebJD and its Clients and their affiliates and subsidiaries (together, the “Released Parties”) from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against the Released Parties or their respecting successors and assigns with respect to the Content, including without limitation in respect of how the Released Parties, directly or indirectly, use the Content.
3.5 Content posted by another person or company on or through the WebJD Service belongs to the poster. Except as expressly permitted in these Terms of Service, you do not have the right to use, reproduce, create derivative works of, distribute, publicly perform or publicly display any Content that does not belong to you, other than viewing of the Content on or through the WebJD Service as WebJD may make available.
3.6 WebJD owns the WebJD Service as a whole, including all computer code, graphics, user interfaces and audiovisual content used to provide the WebJD Service, and the combination of all the elements on the WebJD Service. The WebJD Service as a whole, the computer code of the WebJD Service, the user interface and graphic elements are all copyrighted works of WebJD. Various other aspects of the WebJD Service may be protected by intellectual property laws including laws of copyright, trademark, service mark, patent and trade secret.
3.7 WebJD owns all right, title and interest in and to the WebJD Service. WebJD reserves all rights to the WebJD Service that are not expressly granted herein. By way of example only, and not limitation, you do not have the right to modify, adapt, translate, or reverse engineer any portion of the WebJD Service and you do not have the right to index or aggregate any portion of the WebJD Service (either by hand or by means of a robot or other device). Nothing in this Agreement will be construed as granting you any property rights in the WebJD Service or to any invention or any patent, copyright, trademark or other intellectual property right that has been issued, or that may issue, based on the WebJD Service.
4. CODE OF CONDUCT
4.1 WebJD has the right, but not the obligation, to remove or block Content from the WebJD Service that it determines in its sole discretion to be in violation of these Terms of Service, to be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, that violates any party’s intellectual property or that is detrimental to the quality or intended spirit of the WebJD Service. WebJD also has the right, but not the obligation, to limit or revoke the use privileges of the account of anyone who posts such Content or engages in such behavior.
4.2 WebJD will use common sense and business sense regarding Content or behavior allowed on or through the WebJD Service. Examples of unacceptable Content or behavior include:
4.2.1 Abuse, harassment, threats, flaming or intimidation of any person or organization.
4.2.2 Engaging in or contributing to any illegal activity or activity that violates others’ rights.
4.2.3 Use of derogatory, discriminatory or excessively graphic language.
4.2.4 Providing information that is false, misleading or inaccurate.
4.2.5 Hacking or modifying the WebJD Service or another Web site to falsely imply an association with WebJD.
4.2.6 Implying or pretending to be affiliated with a company or organization with which you are not affiliated, or misrepresenting the extent of your affiliation or role with an affiliated company or organization.
4.2.7 Transmitting worms, viruses or harmful software.
4.2.8 Sending unwanted messages to other users (aka “spam”).
4.2.9 Disclosing personal or proprietary information of another person or organization.
4.3 WebJD cannot and need not control all Content posted by third parties on or through the WebJD Service, and does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the WebJD Service you may be exposed to Content that you may find offensive, indecent, incorrect or objectionable and you agree that under no circumstances will WebJD be liable in any way for any Content, including any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of your use of any Content. You understand that you must evaluate and bear all risks associated with the use of any Content, including any reliance on the content, integrity, and accuracy of such Content. If you would like to report objectionable materials, you may use the flagging feature by clicking the “Report” link attached to each post. Urgent issues can be reported to “firstname.lastname@example.org”.
5. INTERNATIONAL USE
5.1 The WebJD Service is hosted in the People’s Republic of China (“PRC”). If you use the WebJD Service from outside of the PRC, you acknowledge that you are voluntarily transferring information (potentially including personally-identifiable information (“PII”)) and Content to the PRC and agree that WebJD’s collection, use, storage and sharing of your information and Content is exclusively subject to the laws of the PRC, not of the jurisdiction in which you are located.
5.2 You will comply with all PRC laws, rules and regulations applicable to the export of products, services, software and technical data regardless of the jurisdiction in which you are located.
6. COPYRIGHT INFRINGEMENT
6.1 Copyright Infringement Notices. If you believe that any material available on or through the WebJD Service violates your copyright, you may send WebJD a copyright infringement notice. Your notice must be in writing and must include substantially all of the following:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit WebJD to locate the material. WebJD requests that complete URLs for each instance of the allegedly infringing material be provided.
4. Information reasonably sufficient to permit WebJD to contact you, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
6. A statement that the information in the copyright infringement notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
7. Your written copyright infringement notice must be sent to WebJD’s designated copyright agent via mail or email. Any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
6.2 Copyright Abuse Policy. WebJD will terminate, in appropriate circumstances, account holders of WebJD’s system or network who are repeat copyright infringers.
6.3 Designated Copyright Agent.
Yuanfen~Flow, Dashanzi 798
Seven Stars East Street
Chaoyang Qu, Beijing 100015
By email: email@example.com
The Copyright Agent should only be contacted if you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on or through the WebJD Service. The Copyright Agent will not respond to any other inquiries.
7. CANCELLATION AND TERMINATION
7.1 WebJD, in its sole discretion, may terminate your password and/or account and remove and discard any Content within the WebJD Service for any reason, including and without limitation lack of use, or if WebJD believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. In such event, any contracts, verbal or written or assumed, in conjunction with your account and all its parts, at WebJD’s discretion, will be terminated as well.
7.2 WebJD, in its sole discretion and at any time, may discontinue providing the WebJD Service, or any part thereof, with or without notice. Any termination of your access to the WebJD Service under any provision of these Terms of Service may be effected without prior notice. WebJD may immediately deactivate or delete your account, as applicable, and all related information and Content and bar any further access to such information, Content or to the WebJD Service. WebJD will not be liable to you or any third party for any termination of your access to the WebJD Service.
7.3 After cancellation or termination of your account for any reason, you will no longer have access to your account and all information and Content in your account or that you have stored on the WebJD Service may be, but is not required to be, deleted by WebJD. WebJD will have no liability for information or Content that is deleted due to the cancellation or termination of your account for any reason.
7.4 If you are a member of a private community, and that private community is cancelled or terminated, Content posted to that private community will no longer be available to you. Such Content may be, but is not required to be, deleted by WebJD. WebJD will have no liability for information or Content that is deleted due to the cancellation or termination of a private community.
8. ADDITIONAL TERMS APPLICABLE ONLY TO CLIENTS
8.1 If you are a Client of the WebJD Service, the following terms also apply to you.
8.2 Subscriptions to the WebJD Service may be made available in free or paid (“Premium”) versions and/or in different service levels. Not all of the features and functionality of the WebJD Service may be available in each version or service level. The features and functionality of each version or service level may be changed from time to time at WebJD’s discretion.
8.3 In order to subscribe to the WebJD Service, you may be required to provide WebJD with billing and account information (“Billing Information”) for a credit card, payment card or another payment system for which you are authorized to approve charges (each, a “Payment Source”) to allow WebJD to collect payment from you for your use of the WebJD Service. You must provide WebJD with true, accurate, current and complete Billing Information and maintain and promptly update your Billing Information to keep it true, accurate, current and complete.
8.4 Unless other payment arrangements have been made in advance and confirmed by WebJD, you authorize WebJD to automatically and immediately bill your Payment Source when charges for your use of the Premium version of the WebJD Service are due, without any further action on your part or other prior notice on the part of WebJD. You assume full responsibility for such charges, even if such charges are declined or not paid by your Payment Source.
8.5 If you register to use a paid version of the WebJD Service on a free-trial basis and you do not cancel the trial before the expiration of the trial period, then, upon the expiration of the trial period, your account will be automatically converted to a paid account and, unless other payment arrangements have been made in advance and confirmed by WebJD, your Payment Source will be billed for that paid WebJD Service.
8.6 If your Payment Source is invalid, if charges billed to your Payment Source are declined or not paid or if you fail to pay charges for a Premium version of the WebJD Service when due, your account may be downgraded, suspended or cancelled, at WebJD’s discretion. If your account is suspended, WebJD may, but is not obligated to, maintain your account and/or related content and information, in order to allow you pay the past-due charges and restore your account. If the charges are not paid, your account may be cancelled.
8.7 Unless stated to the contrary, all charges for Premium versions of the WebJD Service are non-refundable, even if your use of the Premium version of the WebJD Service is cancelled before the end of your current billing period.
8.8 Unless stated to the contrary, all currency references in Premium versions of the WebJD Service are in U.S. dollars.
8.9 In addition to any other remedies available to WebJD, you will pay a late fee of one percent (1%) per month (or the maximum amount permitted by applicable law, whichever is less) for any late payments hereunder.
8.10 You are solely responsible for any and all taxes, levies, charges and fees incurred or that may be payable to any taxing authority in connection with the transactions hereunder, other than any income tax incurred by WebJD. All fees stated for use of the WebJD Service are net of any applicable taxes.
8.11 You may not assign your subscription to the WebJD Service, and such any assignment by you will be null and void; provided, however, that you may assign your subscription to the WebJD Service to its successor in interest in connection with the sale of your business as a going concern or in connection with the sale of all, or substantially all, of your assets.
9. GENERAL TERMS
9.1 These Terms of Service will remain in full force and effect while you use the WebJD Service. Those terms that can continue to operate after you stop using the WebJD Service (including without limitation your Content license to WebJD and the General Terms in this Section), will survive after you stop using the WebJD Service.
9.2 You agree to indemnify and hold WebJD, its parents, subsidiaries, affiliates, officers and employees, harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (i) your actions in using the WebJD Service, (ii) a claim that you, or any third party using your Credentials, infringed any intellectual property or other right of any person or organization using the WebJD Service, or (iii) the violation of these Terms of Service by you, or any third party using your Credentials.
9.3 THE WEBJD SERVICE IS PROVIDED “AS IS” WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, AS TO THE OPERATION OF THE WEBJD SERVICE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE WEBJD SERVICE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, WEBJD AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHER, WEBJD AND ITS AFFILIATES DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER INFORMATION CONTAINED IN THE WEBJD SERVICE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. WEBJD DOES NOT WARRANT THAT THE WEBJD SERVICE WILL BE AVAILABLE AT ANY TIME OR FROM ANY PARTICULAR LOCATION, WILL BE SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBJD SERVICE IS FREE OF VIRUSES OR OTHER POTENTIALLY HARMFUL COMPONENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM WEBJD OR THE WEBJD SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
9.4 NEITHER WEBJD NOR ITS AFFILIATES WILL BE LIABLE, UNDER ANY THEORY OF LAW, FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO LOSS OF PROFITS, BUSINESS INTERRUPTION, AND/OR LOSS OF INFORMATION OR DATA. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, WEBJD’S MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSES WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO WEBJD FOR THE WEBJD SERVICE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (ii) ONE HUNDRED DOLLARS ($100.00).
9.5 These Terms of Service (including any additional terms, conditions, policies and agreements incorporated herein) are the entire agreement between WebJD and you regarding the WebJD Service. Any dispute arising from or related to these Terms of Service will be governed by the laws of the PRC without regard to conflict of law principles. Any such dispute will be resolved through binding arbitration by a single China International Economic and Trade Arbitration Commission (“CIETAC”) arbitrator selected by the chairman of the arbitration commission in accordance with the rules. The arbitration will be held in Beijing, China. The failure of WebJD to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms of Service shall otherwise remain in full force and effect and be enforceable.
Last updated November 1, 2015.