Last revised on Apr 26, 2012
NOTE: YOU ARE CONCLUDING A LEGALLY BINDING AGREEMENT.
The primary mission of ChemLinked is to keep chemical regulatory professionals continually updated with chemical regulatory issues in China by providing chemical regulatory/inventory database, expert articles, regulatory news & event updates as well as off-line compliance guidance.
Scope and Intent.
Applicable Laws and this Agreement
You must comply with all applicable laws, the Agreement, as may be amended from time to time with or without advance notice, and the policies and processes explained in the following sections:
License and Warranty for Your Submissions to ChemLinked.
You own the information you provide ChemLinked under this Agreement, and may request its deletion at any time, unless you have shared information or content with others and they have not deleted it, or it was copied or stored by other users. Additionally, you grant ChemLinked a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sublicenseable, fully paid up and royalty-free right to us to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyze, use and commercialize, in any way now known or in the future discovered, any information you provide, directly or indirectly to ChemLinked, including, but not limited to, any user generated content, ideas, concepts, techniques or data to the services, you submit to ChemLinked, without any further consent, notice and/or compensation to you or to any third parties. Any information you submit to us is at your own risk of loss as noted in Sections 2 and 3 of this Agreement.
By providing information to us, you represent and warrant that you are entitled to submit the information and that the information is accurate, not confidential, and not in violation of any contractual restrictions or other third party rights.
To be eligible to use the Service, you must meet the following criteria and represent and warrant that you: (1) are 18 years of age or older; (2) are not currently restricted from the Services, or not otherwise prohibited from having a ChemLinked account, (3) are not a competitor of ChemLinked or are not using the Services for reasons that are in competition with ChemLinked; (4) will only maintain one ChemLinked account at any given time; (5) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (6) will not violate any rights of ChemLinked, including intellectual property rights such as copyright or trademark rights; and (7) agree to provide at your cost all equipment, software, and internet access necessary to use the Services.
You agree to: (1) Keep your password secure and confidential; (2) not permit others to use your account; (3) refrain from using other Users’ accounts; (4) refrain from selling, trading, or otherwise transferring your ChemLinked account to another party; and (5) refrain from charging anyone for access to any portion of ChemLinked, or any information therein. Further, you are responsible for anything that happens through your account until you close down your account or prove that your account security was compromised due to no fault of your own. To close your account, please visit ChemLinked’s helpdesk.
You indemnify us and hold us harmless for all damages, losses and costs (including, but not limited to, reasonable attorneys’ fees and costs) related to all third party claims, charges, and investigations, caused by (1) your failure to comply with this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws, (2) any content you submit to the Services, and (3) any activity in which you engage on or through ChemLinked.
If you purchase any services that we offer for a fee, either on a one-time or subscription basis (“Standard subscription package, Premium subscription package”), you agree to ChemLinked storing your payment card information. You also agree to pay the applicable fees for the Services (including, without limitation, periodic fees for standard/premium subscription package) as they become due plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts. Your obligation to pay fees continues through the end of the subscription period during which you cancel your subscription. You may cancel your Membership Services here. ChemLinked’s refund policy is explained here. You also acknowledge that ChemLinked’s Memberhsip Services are subject to this Agreement and any additional terms related to the provision of the Membership Service.
Notifications and Service Messages.
For purposes of service messages and notices about the Services to you, ChemLinked may place a banner notice across its pages to alert you to certain changes such as modifications to this Agreement. Alternatively, notice may consist of an email from ChemLinked to an email address associated with your account, even if we have other contact information. You also agree that ChemLinked may communicate with you through your ChemLinked account or through other means including email, mobile number, telephone, or delivery services including the postal service about your ChemLinked account or services associated with ChemLinked. You acknowledge and agree that we shall have no liability associated with or arising from your failure to do to maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Service.
User-to-User Communication and Sharing
ChemLinked allows you to post your observations and comments on designated topics in the News, Regulatory Database as well as Expert Articles Sections. Please note that ideas you post and information you share may be seen and used by other Users, and ChemLinked cannot guarantee that other Users will not use the ideas and information that you share on ChemLinked. Therefore, if you have an idea or information that you would like to keep confidential and/or don’t want others to use, or that is subject to third party rights that may be infringed by your sharing it, do not post it anywhere on ChemLinked. CHEMLINKED IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION YOU POST IN ANY CHEMLINKED COMMUNITY FORUMS.
On the condition that you comply with all your obligations under this Agreement, including, but not limited to, the Do’s and Don’ts listed in Section 8, we grant you a limited, revocable, nonexclusive, nonassignable, nonsublicenseable license and right to access the Services, through a generally available web browser (but not through scraping, spidering, crawling or other technology or software used to access data without the express written consent of ChemLinked or its Users), view information and use the Services that we provide on ChemLinked webpages and in accordance with this Agreement. Any other use of ChemLinked contrary to our mission and purpose (such as seeking to connect to someone you do not know or trust, or to use information gathered from ChemLinked commercially unless expressly authorized by ChemLinked) is strictly prohibited and a violation of this Agreement. We reserve all rights not expressly granted in this Agreement, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in ChemLinked and all related items, including any and all copies made of the ChemLinked website.
OUR RIGHTS AND OBLIGATIONS.
Disclosure of User Information.
You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion to: (1) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Agreement; (3) respond to claims of a violation of the rights of third parties, whether or not the third party is a User, individual, or government agency; (4) respond to customer service inquiries; or (5) protect the rights, property, or personal safety of ChemLinked, our Users or the public.
Interactions with other Users.
You are solely responsible for your interactions with other Users. ChemLinked reserves the right, but has no obligation, to monitor disputes between you and other members and to restrict, suspend, or close your account if ChemLinked determines, in our sole discretion, that doing so is necessary to enforce this Agreement.
Mutual Rights of Termination.
You may terminate this Agreement, for any or no reason, at any time, with notice to ChemLinked pursuant to Section 5.3. This notice will be effective upon ChemLinked processing your notice. ChemLinked may terminate the Agreement and your account for any reason or no reason, at any time, with or without notice. This cancellation shall be effective immediately or as may be specified in the notice. Termination of your ChemLinked account includes disabling your access to ChemLinked and may also bar you from any future use of ChemLinked.
Misuse of the Services.
ChemLinked may restrict, suspend or terminate the account of any User who abuses or misuses the Services. Misuse of the Services includes abusing the ChemLinked messaging services; using the Services commercially without ChemLinked’s authorization, infringing any intellectual property rights, violating any of the Do’s and Don’ts listed in Section 8, or any other behavior that ChemLinked, in its sole discretion, deems contrary to its purpose. In addition, and without limiting the foregoing, ChemLinked has adopted a policy of terminating accounts of Users who, in ChemLinked’s sole discretion, are deemed to be repeat infringers.
Effect of Termination.
Upon the termination of your ChemLinked account, you lose access to the Services. The terms of this Agreement shall survive any termination, except Sections 3 (“Your Rights”) and 4.1-2 (“Our Rights and Obligations”) hereof.
Law and Forum for Legal Disputes
This Agreement or any claim, cause of action or dispute (“claim”) arising out of or related to this Agreement shall be governed by the laws of China regardless of your country of origin or where you access ChemLinked, and notwithstanding of any conflicts of law principles. You and ChemLinked agree that all claims arising out of or related to this Agreement must be resolved exclusively by a city or provincial court located in HangZhou, China, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You and ChemLinked agree to submit to the personal jurisdiction of the courts located within HangZhou, China for the purpose of litigating all such claims. Notwithstanding the above, you agree that ChemLinked shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $1,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.
If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.
Notices and Service Messages
In addition to Section 2.g. (“Notifications and Service Messages")
Or via mail or courier at:REACH Consulting GroupATTN: Legal Department6F, Bldg 2, HeSheng Trade CenterTian Mu Shan Rd No.327China
Additionally, ChemLinked accepts service of process at this address. Any notices that you provide without compliance with this section on Notices shall have no legal effect.
You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other ChemLinked services, third-party content or third party software.
Amendments to this Agreement.
No Informal Waivers, Agreements or Representations.
Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any ChemLinked Affiliate shall be deemed legally binding on any ChemLinked Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of ChemLinked.
No Injunctive Relief.
In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Services or any content or other material used or displayed through the Services.
Assignment and Delegation.
You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, ChemLinked for any third party that assumes our rights and obligations under this Agreement.
Potential Other Rights and Obligations.
You may have rights or obligations under local law other than those enumerated here if you are located outside the China. .
ChemLinked USER “DOS” and “DON’TS.”
As a condition to access ChemLinked, you agree to this User Agreement and to strictly observe the following DOs and DON’Ts:
Do Undertake the Following:
- Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements;
- Provide accurate information to us and update it as necessary;
- Review and comply with notices sent by ChemLinked concerning the Services; and
- Use the Services in a professional manner.
Don’t Undertake the Following:
- Act dishonestly or unprofessionally by engaging in unprofessional behavior by posting inappropriate, inaccurate, or objectionable content to ChemLinked;
- Publish sensitive personal information such as your email address, phone number, street address, or other information that is confidential in nature;
- Harass, abuse or harm another person, including sending unwelcomed communications to others using ChemLinked;
- Use or attempt to use another's account without authorization from the Company, or create a false identity on ChemLinked;
- Upload, post, email, transmit or otherwise make available or initiate any content that:
- Falsely states, impersonates or otherwise misrepresents your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
- Is unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable;
- Adds to a content field content that is not intended for such field (i.e. submitting a telephone number in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by ChemLinked);
- Includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- Infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
- Contains software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of ChemLinked or any User of ChemLinked;
- Forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Services;
- Participate, directly or indirectly, in the setting up or development of a network that seeks to implement practices that are similar to sales by network or the recruitment of independent home salespeople to the purposes of creating a pyramid scheme or other similar practices.
- Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information found on ChemLinked (excluding content posted by you) except as permitted in this Agreement, or as expressly authorized by ChemLinked;
- Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Services, or any part thereof
- Utilize or copy information, content or any data you view on and/or obtain from ChemLinked to provide any service that is competitive, in ChemLinked’s sole discretion, with ChemLinked;
- Imply or state, directly or indirectly, that you are affiliated with or endorsed by ChemLinked unless you have entered into a written agreement with ChemLinked (this includes, but is not limited to, representing yourself as an accredited ChemLinked trainer if you have not been certified by ChemLinked as such);
- Adapt, modify or create derivative works based on ChemLinked or technology underlying the Services, or other Users’ content, in whole or part, except as permitted under ChemLinked’s developer program;
- Rent, lease, loan, trade, sell/re-sell access to ChemLinked or any information therein, or the equivalent, in whole or part;
- Sell, sponsor, or otherwise monetize a ChemLinked Group or any other service or functionality of ChemLinked, without the express written permission of ChemLinked.
- Deep-link to the Site for any purpose, (i.e. including a link to a ChemLinked web page other than ChemLinked’s home page) unless expressly authorized in writing by ChemLinked;
- Remove any copyright, trademark or other proprietary rights notices contained in or on ChemLinked, including those of both ChemLinked and any of its licensors;
- Remove, cover or otherwise obscure any form of advertisement included on ChemLinked;
- Collect, use, copy, or transfer any information, including, but not limited to, personally identifiable information obtained from ChemLinked except as expressly permitted in this Agreement or as the owner of such information may expressly permit;
- Share information of non-Users without their express consent;
- Infringe or use ChemLinked’s brand, logos and/or trademarks, including, without limitation, using the word “ChemLinked” in any business name, email, or URL or including ChemLinked’s trademarks and logos except as provided or as expressly permitted by ChemLinked;
- Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the site;
- Use bots or other automated methods to access ChemLinked, add or download contacts, send or redirect messages, or perform other activities through ChemLinked, unless explicitly permitted by ChemLinked;
- Access, via automated or manual means or processes, ChemLinked for purposes of monitoring ChemLinked’s availability, performance or functionality for any competitive purpose;
- Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of ChemLinked’s website;
- Attempt to or actually access ChemLinked by any means other than through the interfaces provided by ChemLinked such as its mobile application or by navigating to https://chemlinked.com/en/ using a web browser. This prohibition includes accessing or attempting to access ChemLinked using any third-party service, including software-as-a-service platforms that aggregate access to multiple services, including ChemLinked;
- Attempt to or actually override any security component included in or underlying ChemLinked;
- Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on ChemLinked’s infrastructure, including, but not limited to, sending unsolicited communications to other Users or ChemLinked personnel, attempting to gain unauthorized access to ChemLinked, or transmitting or activating computer viruses through or on ChemLinked;
- Interfere with or disrupt or game ChemLinked or the Services, including, but not limited to, any servers or networks connected to ChemLinked, in particular ChemLinked's search algorithms.
COMPLAINTS REGARDING CONTENT POSTED ON THE CHEMLINKED WEBSITE.
We built ChemLinked to help you stay in compliance with Chinese chemical regulations. To achieve this purpose, we encourage our Users to share truthful and accurate information. We also respect the intellectual property rights of others. Accordingly, this Agreement requires that information posted by Users be accurate and not in violation of the intellectual property rights or other rights of third parties. To promote these objectives, ChemLinked provides a process for submission of complaints concerning content posted by our Users. Our policy and procedures can be found here:
Within the first 7 bussiness days of an annual subscription period, we will refund your subscription in full if you contact us to sa you are not satisfied with it. NB The maximum we will refund shall be the amount originally credited to our bank account after deduction of any banking charges.
Scope of the Membership Package (Standard & Corporate)
The membership packages offered at ChemLinked (Standard & Corporate) only cover the resources available on our website when your purchase is made.
ChemLinked Team, HangZhou, China, July 27, 2012.