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PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY!
This Terms of Use Agreement (the "Agreement")
describes the terms and conditions applicable to your use of the KnittingWeb
site which is identified by the uniform resource locator www.knittingweb.com
(the "Site"). This Agreement is entered into between you as
the user of the Site (the "User") and Zhejiang Tongrun Technology
Development Co., LTD ("KnittingWeb").
1. Application of and Acceptance of Terms and Conditions
| 1.1 |
For purposes of this Agreement, a "User"
is any person who accesses the Site for whatever purpose, regardless
of whether such User has registered with KnittingWeb as a registered
user or whether such User is a paying customer for a specific service
provided by KnittingWeb. A User includes the person using this Site
and any legal entity which may be represented by such person under
actual or apparent authority. |
| 1.2 |
By accessing or using the Site, you hereby agree to accept the
terms and conditions set forth in this Agreement as a User. You
shall be bound by the terms and conditions of this Agreement with
respect to your access or use of this Site and any further upgrade,
modification, addition or change to this Site. If you do not accept
all of the terms and conditions of this Agreement, please do not
use this Site. |
| 1.3 |
This Agreement applies to each Star Service (as defined below)
in addition to any terms and conditions that may be applicable to
such specific Star Service provided, however, that (a) in the event
of any conflict or inconsistency between any provision of the terms
and conditions that may be applicable to such Star Service and any
provision of this Agreement, such conflict or inconsistency shall
(except as otherwise expressly provided or agreed) be resolved in
a manner favorable to KnittingWeb and/or its affiliates; and (b)
only to the extent that such conflict or inconsistency cannot be
so resolved, the provisions of the terms and conditions applicable
to such specific Star Service shall prevail. |
| 1.4 |
KnittingWeb may amend this Agreement at any time by posting the
amended and restated Agreement on the Site. The amended and restated
Agreement shall be effective immediately upon posting. This Agreement
was last amended on June 1st, 2004. Posting by KnittingWeb of the
amended and restated Agreement and your continued use of the Site
shall be deemed to be acceptance of the amended terms. This Agreement
may not otherwise be modified, except in writing by an authorized
officer of KnittingWeb. |
2. Star Services
| 2.1 |
Access to the Site and certain of its features are
provided to all Users free of charge. However, KnittingWeb reserves
the right, without prior notice, to restrict access to certain areas
or features of the Site ("Star Services") to paying Users
or Users who undergo a specific registration process. Access to
and use of these Star Services are governed by additional terms
and conditions under separate agreements in addition to this Agreement.
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| 2.2 |
KnittingWeb reserves the right to deny Star Services to any User
for whatever reason in order to protect KnittingWeb's interests.
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3. Users Generally
| 3.1 |
Users may use this Site solely for their own personal
or internal purposes. Each User agrees that it shall not copy, reproduce
or download any information, text, images, video clips, directories,
files, databases or listings available on or through the Site (the
"KnittingWeb Content") for the purpose of re-selling or
re-distributing the KnittingWeb Content, mass mailing (via emails,
wireless text messages, physical mail or otherwise), operating a
business that competes with KnittingWeb, or otherwise commercially
exploiting the KnittingWeb Content. Systematic retrieval of KnittingWeb
Content from this Site to create or compile, directly or indirectly,
a collection, compilation, database or directory (whether through
robots, spiders, automatic devices or manual processes) without
written permission from KnittingWeb is prohibited. In addition,
use of the content or materials for any purpose not expressly permitted
in this Agreement is prohibited. |
| 3.2 |
Some of the KnittingWeb Content displayed on this Site is provided
or posted by third parties ("Third Party Content"). Neither
KnittingWeb nor any of our affiliates, directors, officers or employees
has entered into any sales agency relationship with such third party
by virtue of KnittingWeb's display of the Third Party Content on
the Site. Any Third Party Content is the sole responsibility of
the party who provided the content. KnittingWeb is not responsible
for the accuracy, propriety, lawfulness or truthfulness of any Third
Party Content, and shall not be liable to any User in connection
with such User's reliance of such Third Party Content. In addition,
KnittingWeb is not responsible for the conduct of any User's activities
on the Site, and shall not be liable to any person in connection
with any damage suffered by any person as a result of such User's
conduct. |
| 3.3 |
KnittingWeb may allow Users access to content, products or services
offered by third parties through hyperlinks (in the form of word
link, banners, channels or otherwise) to such third party's web
site. You are cautioned to read such sites' terms and conditions
and/or privacy policies before using such sites in order to be aware
of the terms and conditions of your use of such sites. User acknowledges
that KnittingWeb has no control over such third party's web site,
does not monitor such sites, and KnittingWeb shall not be responsible
or liable to anyone for such web site, or any content, products
or services made available on such web site. |
| 3.4 |
Messages or information sent by a User through communication systems
provided by the Site, or through emails, fax or letters to addressees
obtained from the Site, shall not contain any of the materials described
in the provisions of Section 5.5 below. |
| 3.5 |
KnittingWeb reserves the right to limit, deny or create different
access to the Site and its features with respect to different Users,
or to change any of the features or introduce new features without
prior notice. Each User acknowledges that inability to use the Site
wholly or partially for whatever reason may have adverse effects
on its business. Each User hereby agrees that in no event shall
KnittingWeb be liable to the User or any third parties for any inability
to use the Site (whether due to disruption, limited access, changes
to or termination of any features on the Site or otherwise), any
delays, errors or omissions with respect to any communications or
transmission, or any damage (direct, indirect, consequential or
otherwise) arising from the use of or inability to use the Site
or any of its features. |
| 3.6 |
No User shall undertake any scheme to undermine the integrity
of the computer systems or networks used by KnittingWeb and/or any
other User and no User shall attempt to gain unauthorized access
to such computer systems or networks. |
| 3.7 |
We urge that you read KnittingWeb's Privacy Policy which governs
the protection and use of each User's information in KnittingWeb's
possession. Each User hereby accepts the Privacy Policy and any
updates and amendments thereto. Each User acknowledges that KnittingWeb
may change the Privacy Policy from time to time provided that KnittingWeb
shall make available the updated version of the Privacy Policy on
the Site at all times. Your continuation of use of the Site shall
be deemed to be your acceptance of the Privacy Policy which is then
displayed on the Site at the time of such use. |
4.Registered Users
| 4.1 |
Each User who has filled out an on-line registration
form on the Site by giving its information (such as name, address,
telephone and fax number, email address, details of its business,
etc.) is a registered user of KnittingWeb (a "Registered User").
KnittingWeb will establish an account ("Account") for
each Registered User and each Registered User is assigned a user
alias ("User ID") and password ("Password")
for log-in access to its own Account. |
| 4.2 |
If the Registered User is a business entity, you represent that
(a) you have the authority to bind the entity to this Agreement;
(b) the address you use when registering is the principal place
of business of such business entity; and (c) all other information
submitted to KnittingWeb during the registration process is true,
accurate, current and complete. For purposes of this provision,
a branch or representative office will not be considered a separate
entity and its principal place of business will be deemed to be
that of its head office. |
| 4.3 |
By becoming a Registered User, you consent to the inclusion of
your personal data in our Database and authorize KnittingWeb to
share such information with other Users. |
| 4.4 |
KnittingWeb may suspend or terminate a Registered User's Account
or Email Account at any time by giving no less than 24-hour notice
to the Registered User; provided, however, that notice is not required
for such termination if (a) in KnittingWeb's determination, there
is any breach of the provisions of this Agreement by the Registered
User; or (b) KnittingWeb has reasonable grounds to suspect that
such information provided by a Registered User is untrue, inaccurate
or is not current or complete, or (c) KnittingWeb believes that
the Registered User's actions may cause financial loss or legal
liability to such Registered User, KnittingWeb's other Users, or
KnittingWeb or its affiliates. |
| 4.5 |
The Registered User shall not use the Email Account for junk mail,
chain letters or spamming or the transmission of any unlawful, harassing,
libelous, abusive, threatening, harmful, vulgar, obscene or otherwise
objectionable material or any kind or nature. Further, the Registered
User shall not use the Email Account to publish, distribute, transmit
or circulate any unsolicited advertising or promotional information
or any content that is obscene, indecent, seditious, offensive,
defamatory, threatening, or which incites or results in causing
racial hatred, discrimination, menace or breach of confidence. |
| 4.6 |
Notwithstanding Section 4.1 above, KnittingWeb may refuse registration
and deny the issuance of an Account and/or Email Account and associated
User ID and Password to any User for whatever reason. |
5.Users Who Post Information on KnittingWeb
| 5.1 |
You must be a Registered User in order to post information
on the Site using the self-help submit and edit tools provided through
the Site. Your status as a Registered User is governed by the provisions
of Section 4 above. |
| 5.2 |
Each User hereby represents, warrants and agrees to (a) provide
KnittingWeb with true, accurate, current and complete information
to be displayed on the Site and (b) maintain and promptly amend
all information to keep it true, accurate, current and complete.
Each User hereby grants an irrevocable, perpetual, worldwide and
royalty-free, sublicensable (through multiple tiers) license to
KnittingWeb to display and use all information provided by such
User in accordance with the purposes set forth in this Agreement
and to exercise the copyright, publicity, and database rights you
have in such material or information, in any media now known or
not currently known. |
| 5.3 |
Each User hereby represents, warrants and agrees that it has obtained
all necessary third party copyright or trademark licenses and permissions
and shall be solely responsible for ensuring that any material or
information it posts on the Site or provides to KnittingWeb or authorizes
KnittingWeb to display, or the products represented thereby, do
not violate the copyright, trademark, trade secret or any other
personal or proprietary rights of any third party, or is posted
with the permission of the owner(s) of such rights. |
| 5.4 |
Each User hereby represents, warrants and agrees that information
submitted to KnittingWeb for display on the Site shall not:
(a) contain fraudulent information or make fraudulent offers of
items or involve the sale or attempted sale of counterfeit or stolen
items or items whose sales and/or marketing is prohibited by applicable
law, or otherwise promote other illegal activities;
(b) be part of a scheme to defraud other Users of the Site or for
any other unlawful purpose;
(c) relate to sale of products or services that infringe or otherwise
abet or encourage the infringement or violation of any third party's
copyright, patent, trademarks, trade secret or other proprietary
right or rights of publicity or privacy;
(d) violate any applicable law, statute, ordinance or regulation
(including without limitation those governing export control, consumer
protection, unfair competition, anti-discrimination or false advertising);
(e) be defamatory, libelous, unlawfully threatening or unlawfully
harassing;
(f) be obscene or contain or infer any pornography or sex-related
merchandising or any other content or otherwise promotes sexually
explicit materials or is otherwise harmful to minors;
(g) promote discrimination based on race, sex, religion, nationality,
disability, sexual orientation or age;
(h) contain any material that constitutes unauthorized advertising
or harassment (including but not limited to spamming), invades anyone's
privacy or encourages conduct that would constitute a criminal offence,
give rise to civil liability, or otherwise violate any law or regulation;
(i) solicit business from any Users in connection with a commercial
activity that competes with KnittingWeb;
(j) contain any computer viruses or other destructive devices and
codes that have the effect of damaging, interfering with, intercepting
or expropriating any software or hardware system, data or personal
information;
(k) link directly or indirectly to or include descriptions of goods
or services that are prohibited under this Agreement; or
(l) otherwise create any liability for KnittingWeb or its affiliates.
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| 5.5 |
KnittingWeb reserves the right in its sole discretion to remove
any material displayed on the Site which it reasonably believes
is unlawful, could subject KnittingWeb to liability, violates this
Agreement or is otherwise found inappropriate in KnittingWeb's opinion.
KnittingWeb reserves the right to cooperate fully with governmental
authorities, private investigators and/or injured third parties
in the investigation of any suspected criminal or civil wrongdoing.
Further, KnittingWeb may disclose the User's identity and contact
information, if requested by a government or law enforcement body,
an injured third party, or as a result of a subpoena or other legal
action, and KnittingWeb shall not be liable for damages or results
thereof and User agrees not to bring any action or claim against
KnittingWeb for such disclosure. In connection with any of the foregoing,
KnittingWeb may suspend or terminate the Account of any User as
KnittingWeb deems appropriate in its sole discretion. |
6.Transactions between Buyers and Suppliers
| 6.1 |
Through the Site, KnittingWeb provides an electronic
web-based platform for exchanging information between buyers and
suppliers of products and services. KnittingWeb does not represent
the seller nor the buyer in specific transactions and does not charge
any commissions from completing any transactions. As a result, KnittingWeb
does not control and is not liable to or responsible for the quality,
safety, lawfulness or availability of the products or services offered
for sale on the Site or the ability of the suppliers to complete
a sale or the ability of buyers to complete a purchase. |
| 6.2 |
Users are hereby made aware that there may be risks of dealing
with people acting under false pretences. KnittingWeb uses several
techniques to verify the accuracy of the information our users provide
us when they register on the Site. However, because user verification
on the Internet is difficult, KnittingWeb cannot and does not confirm
each User's purported identity (including, without limitation, Star
Members and other paying clients). We encourage you to use the various
tools, as well as common sense, to evaluate with whom you are dealing.
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| 6.3 |
Each User acknowledges that it is fully assuming the risks of
purchase and sale transactions when using the Site to conduct transactions,
such risks shall include, but are not limited to, mis-representation
of products and services, fraudulent schemes, unsatisfactory quality,
failure to meet specifications, defective products, delay or default
in delivery or payment, cost mis-calculations, breach of warranty,
breach of contract and transportation accidents ("Transaction
Risks"). Each User agrees that KnittingWeb shall not be liable
or responsible for any damages that may arise a result of or in
connection with any Transaction Risks. |
| 6.4 |
Users are solely responsible for all of the terms and conditions
of the transactions conducted on, through or as a result of use
of the Site, including, without limitation, terms regarding payment,
returns, warranties, shipping, insurance, fees, taxes, title, licenses,
fines, permits, handling, transportation and storage. |
| 6.5 |
In the event that any User has a dispute with any party to a transaction,
such User agrees to release and indemnify KnittingWeb (and our agents,
affiliates, directors, officers and employees) from all claims,
demands, actions, proceedings, costs, expenses and damages (including
without limitation any actual, special, incidental or consequential
damages) arising out of or in connection with such transaction.
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7. Limitation of Liability
| 7.1 |
The features and services on the KnittingWeb site
is provided on an "as is" and "as available"
basis, and KnittingWeb hereby expressly disclaims any and all warranties,
express or implied, including but not limited to any warranties
of condition, quality, durability, performance, accuracy, reliability,
merchantability or fitness for a particular purpose. All such warranties,
represetations, conditions, undertakings and terms are hereby excluded. |
| 7.2 |
KnittingWeb makes no representations or warranties about the validity,
accuracy, correctness, reliability, quality, stability, completeness
or currentness of any information provided on or through the site.
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| 7.3 |
Any material downloaded or otherwise obtained through the Site
is done at each User's sole discretion and risk and each User is
solely responsible for any damage to its computer system or loss
of data that may result from the download of any such material.
No advice or information, whether oral or written, obtained by any
User from KnittingWeb or through or from the Site shall create any
warranty not expressly stated herein. |
| 7.4 |
Under no circumstances shall KnittingWeb be held liable for an
delay or failure or disruption of the content or services delivered
through the Site resulting directly or indirectly from acts of nature,
forces or causes beyond its reasonable control, including without
limitation, Internet failures, computer, telecommunications or any
other equipment failures, electrical power failures, strikes, labor
disputes, riots, insurrections, civil disturbances, shortages of
labor or materials, fires, flood, storms, explosions, Acts of God,
war, governmental actions, orders of domestic or foreign courts
or tribunals or non-performance of third parties. |
| 7.5 |
Each User hereby agrees to indemnify and save KnittingWeb, its
affiliates, directors, officers and employees harmless, from any
and all losses, claims, liabilities (including legal costs on a
full indemnity basis) which may arise from such User's use of the
Site (including but not limited to the display of such User's information
on the Site) or from its breach of any of the terms and conditions
of this Agreement. Each User further agrees that KnittingWeb is
not responsible and shall have no liability to it, for any material
posted by others, including defamatory, offensive or illicit material
and that the risk of damages from such material rests entirely with
each User. KnittingWeb reserves the right; at it own expense, to
assume the exclusive defense and control of any matter otherwise
subject to indemnification by you, in which event you shall cooperate
with KnittingWeb in asserting any available defenses. |
| 7.6 |
KnittingWeb shall not be liable for any special, direct, indirect,
punitive, incidental or consequential damages or any damages whatsoever
(including but not limited to damages for loss of profits or savings,
business interruption, loss of information), whether in contract,
negligence, tort, strict liability or otherwise or any other damages
resulting from any of the following:
(a) the use or the inability to use the Site; (b) any defect in
goods, samples, data, information or services purchased or obtained
from a User or a third-party service provider through the Site;
(c) unauthorized access by third parties to data or private information
of any User; (d) statements or conduct of any User of the Site;
or (e) any matters relating to Star Services however arising, including
negligence. |
8. Intellectual Property Rights
| 8.1 |
KnittingWeb is the sole owner or lawful licensee of
all the rights to the Site and the KnittingWeb Content. The Site
and KnittingWeb Content embody trade secrets and intellectual property
rights protected under worldwide copyright and other laws. All title,
ownership and intellectual property rights in the Site and KnittingWeb
Content shall remain with KnittingWeb, its affiliates or licensors
of the KnittingWeb Content, as the case may be. All rights not otherwise
claimed under this Agreement or by KnittingWeb are hereby reserved.
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| 8.2 |
"KNITTINGWEB", "KNITTINGWEB.COM" and related
icons and logos are registered trademarks or trademarks or service
marks of KnittingWeb.com Corporation in various jurisdictions and
are protected under applicable copyright, trademark and other proprietary
rights laws. The unauthorized copying, modification, use or publication
of these marks is strictly prohibited. |
9. Notices
| 9.1 |
Except as explicitly stated otherwise, any notices
shall be given by email to webmaster@KnittingWeb.com (in the case
of KnittingWeb) or to the email address you provide to KnittingWeb
during the registration process (in your case), or such other address
as the party shall specify. |
| 9.2 |
Notice shall be deemed given twenty-four (24) hours after email
is sent, unless the sending party is notified that the email address
is invalid. Alternatively, we may give you notice by certified mail,
postage prepaid and return receipt requested, to the address provided
to KnittingWeb during the registration process. In such case, notice
shall be deemed given three (3) working days after the date of mailing. |
10. General
| 10.1 |
Subject to any additional agreements relating to Star
Services, this Agreement and the Privacy Policy constitute the entire
agreement between the User and KnittingWeb with respect to access
to and use of the Site, superseding any prior written or oral agreements
in relation to the same subject matter herein. |
| 10.2 |
KnittingWeb and the User are independent contractors, and no agency,
partnership, joint venture, employee-employer or franchiser-franchisee
relationship is intended or created by this Agreement. |
| 10.3 |
If any provision herein is held to be invalid or unenforceable,
such provision shall be struck and the remaining provisions shall
be enforced. |
| 10.4 |
Headings are for reference purposes only and in no way define,
limit, construe or describe the scope or extent of such section.
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KnittingWeb's failure to enforce any right or failure to act with
respect to any breach by a User under these terms and conditions
will not waive that right nor waives KnittingWeb's right to act
with respect with subsequent or similar breaches. |
| 10.5 |
KnittingWeb's failure to enforce any right or failure to act with
respect to any breach by a User under these terms and conditions
will not waive that right nor waives KnittingWeb's right to act
with respect with subsequent or similar breaches. |
| 10.6 |
KnittingWeb shall have the right to assign its obligations and
duties in this Agreement and in any agreement relating to Star Services
to any person or entity. |
| 10.7 |
This Agreement shall be governed by the laws of the People's Republic
of China("PRC") without regard to its conflict of law
provisions. The parties to this Agreement hereby submit to the exclusive
jurisdiction of the courts of PRC. |
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