Terms and Conditions of Use

Your access to, and your use of, this Wang Jingwei Irrevocable Trust (“WJWIT”) website (“WJWIT Website” or “Website”) are subject to the disclaimers, terms of use and conditions of use that are set forth below, as well as all applicable copyrights and all applicable laws and regulations of the United States of America and the State of New York, all of which are subject to change and revision from time to time without prior notice. Accessing any part of the WJWIT Website constitutes your complete acceptance of all disclaimers and terms and conditions of use contained herein.

The WJWIT reserves the right to restrict your access, or terminate all access, to this Website, or terminate access to any content contained in this Website, or take any other actions that the WJWIT reasonably believes necessary to comply with the law, or protect its rights or protect any third party rights. Any access or attempt to access this  WJWIT Website for any purpose that does not conform with sentence one of this paragraph is prohibited.

Disclaimer of Warranties

The WJWIT Website is provided to you on an “as is” basis without warranties of any kind, either express or implied. You expressly understand and agree that the WJWIT makes no representation, warranty, or guaranty as to the reliability, timeliness, quality, suitability, availability, accuracy or completeness of the Website, any content contained therein, including any hyperlinks. The WJWIT disclaims any representation or warranty of any kind whatsoever, directly or indirectly, whether express or implied, statutory or otherwise, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose, or non-infringement of third-party rights, with respect to the WJWIT Website or any content herein.

Limitation of Liability

In no event, shall the WJWIT, or any agents, representatives or licensors be liable hereunder, under any theory of liability whatsoever (including, but not limited to, negligence and strict liability) for any direct, indirect, incidental, special, punitive or consequential damages or for loss of profits, revenue, data or programming, (whether in an action in contract, tort, product liability, statute or otherwise (even if the WJWIT has been advised of the possibility of such damages) arising out of: (a) your use of the Website, including, but not limited to, any loss or damage caused by any reliance on, or any delays, inaccuracies, errors or omissions in, any information accessed on or through the Website; (b) your inability to use the Website for whatever reason, including, but not limited to, communications failure or any other failure with transmission or delivery of any information accessed on or though the Website; (c) the deletion, correction, destruction, damage, loss or failure to store any information; or (d) any other matter relating to this Website.

Because some jurisdictions do not allow the exclusion of certain warranties or limitation or exclusion of liability for incidental or consequential damages, in such jurisdictions the WJWIT’s aggregate liability will be limited to the extent permitted by the laws of that jurisdiction. Without limiting the foregoing, you agree that if you use third-party information, services or products offered on a website linked to or that is otherwise referred to on or through this Website, such party is solely responsible for such information, services or products, and you hereby release the WJWIT, and any officers, directors, advisors, members, employees, agents, representatives and licensors, from any claims, demands and damages (including, but not limited to, direct, indirect, incidental, special, punitive or consequential damages) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such information, services or products, any transactions between you and such party and any disputes between you and such party.

Indemnification

You agree to indemnify and hold harmless, and at the WJWIT’s option, defend the WJWIT and any employees, agents, representatives and licensors, from all damages, costs, liabilities, suits, judgments, penalties, expenses, obligations, losses, claims, actions, costs and expenses (including, but not limited to, attorneys’ fees and expenses), relating to or arising out of: (a) any breach of these Terms and Conditions of Use; or (b) any use of the WJWIT Website by you.

Copyright, Proprietary Rights and Trademark Infringement

Except as otherwise identified, the copyright to the content included in this WJWIT Website (including but not limited to text, images, photographs, illustrations, multimedia (graphic, audio and video), charts, reports, data, software HTML code and screens contained therein) is the property of the respective copyright holders identified herein, or is in the public domain, or is subject to a GNU Free Documentation license or is licensed to the WJWIT (except for government works) and is subject to protection by U.S. and international intellectual property laws, including but not limited to any patent rights, copyrights, trade secrets, trade names, trademarks, services marks, moral rights, know-how and any other similar rights or intangible assets recognized under the laws or international conventions in any country or jurisdiction in the world as intellectual creations to which rights of ownership accrue.

The WJWIT reserves the right to copy, relocate, back-up and remove content and information from the WJWIT Website in its sole discretion.

Except as expressly provided in these Terms and Conditions of Use or as otherwise authorized in advance in writing by the WJWIT, you may not download, copy, store, manipulate, reformat, print, display, publish, distribute, create a derivative work from, resell or make any other use of, any information contained on the the WJWIT Website. The source of the images should also be cited in any reproduction.

The WJW Trust name and other WJWIT marks, logos, titles, and names contained in the WJWIT Website are trademarks owned and/or registered either by the WJWIT or by a related company and/or licensor. All other third-party trademarks are owned by the respective third parties.

All reasonable efforts have been made to ascertain and credit ownership and copyright status of all materials contained in this Website. If you feel your material has been used without proper credit, please contact the WJWIT.

No part of this WJWIT Website may be copied or reproduced for commercial purposes without the express written permission of the WJWIT or the identified owner, licensee or copyright holder of the information and content contained herein.

Governing Law; Jurisdiction

The WJWIT operates this Website from the United States. You hereby agree that the laws of the State of New York will apply to all matters relating to these Terms and Conditions of Use and this Website and that these Terms and Conditions of Use shall not be governed by the United Nations Convention on Contracts for the International Sales of Goods. These Terms and Conditions of Use shall be construed in accordance with the laws of the State of New York, without giving effect to any principles or rules of conflicts of laws to the extent such principles or rules are not required by statute and would require or permit the application of the laws of other jurisdictions, as to all matters, including, but not limited to, matters of validity, construction, effect, performance and remedies. In connection with any litigation, without limiting the WJWIT’s right to bring an action against you in any jurisdiction, you further agree to submit to the exclusive jurisdiction of and venue in the federal and state courts located in the County of New York in the State of New York. You agree that any claim or cause of action arising out of or related to the use of this Website or these Terms and Conditions of Use must be filed within one (1) year after such claim or cause of action arose regardless of any statute or law to the contrary.

Miscellaneous

The user of this online resource acknowledges that electronic communications, databases and websites are subject to errors, malfunctions, tampering and break-ins, or that use thereof may result in damages to the user’s systems or operations. While the WJWIT implements reasonable precautions to attempt to prevent such occurrences, the user further acknowledges that the WJWIT does not guarantee such events will not take place. Furthermore, the WJWIT disclaims any actual or implied liability for damage or inconvenience caused by such occurrences. The user shall be solely responsible for ensuring that any information or content accessed or downloaded from this WJWIT Website or any other resource or website accessed from this WJWIT Website does not contain any virus or other computer software code or subroutine designed to disable, erase, impair or otherwise damage its systems, software or data. By accessing this WJWIT Website and any data contained therein, the user agrees to indemnify, defend and hold the WJWIT harmless from any liability, claim, cost or damage arising from any third-party claim or suit caused by such virus or code or subroutine.

These Terms and Conditions of Use, including the Privacy Policy and Acceptable Use Policy and all other policies of the WJWIT incorporated by reference herein, as may be amended from time to time by the WJWIT including, but not limited to, by posting such amendments on the WJWIT Website, constitute the complete and exclusive agreement between the WJWIT and you with respect to the subject matter hereof and supersede all prior discussions, understandings and agreements with respect to the subject matter hereof. If any provision of these Terms and Conditions of Use shall be held invalid in any respect by any court or governmental agency of competent jurisdiction and all appeals have been exhausted, then that provision shall be deemed severable from these Terms and Conditions of Use. Any such provision that is held to be invalid shall not affect the validity or enforceability in other jurisdictions of that or any other provision of this Agreement.

These Terms and Conditions of Use will not constitute a waiver of the WJWIT’s right to subsequently enforce such provision or to exercise any other right, power or remedy. No waiver of any provision of these Terms and  Conditions of Use shall be effective unless in writing. You agree that all agreements, notices, disclosures and other communications between you and the WJWIT that are electronic in form satisfy any legal requirement that such communications be in writing. Use of the WJWIT Website constitutes acceptance of these Terms and Conditions of Use, which incorporate the Privacy Policy and Acceptable Use Policy.

Acceptable Use Policy

This Acceptable Use Policy (“Acceptable Use Policy”) sets forth certain permitted and prohibited uses of the WJWIT Website. As a user of the WJWIT Website, you are referred to herein as “you” or “user.” The WJWIT reserves the right to determine, in its sole discretion, whether a use of this Website is in violation of the Acceptable Use Policy. The WJWIT reserves the right to monitor this Website, and when the WJWIT becomes aware of an actual or attempted violation of the Acceptable Use Policy, to take such action as it deems appropriate to address the violation. The WJWIT shall not be responsible for any loss or damage arising out of your failure to comply with the Acceptable Use Policy.

Prohibited Uses

The following are examples of types of uses of the Website that are prohibited under the Acceptable Use Policy:

Illegal/Criminal Activity

You may not use the Website to commit, or in connection with, criminal or civil violations of federal, state, local or international laws, regulations or other government requirements. Such violations include, but are not limited to, theft or infringement of patents, copyrights, trademarks, trade secrets or other types of intellectual property; fraud; forgery; theft or misappropriation of funds or information; violation of export control laws or regulations; encouraging conduct that would constitute a criminal offense or give rise to civil liability; and assisting or permitting any third parties engaged in or attempting to engage in any of the  activities described above. The WJWIT reserves the right to report any activity that may violate any law or regulation to appropriate law enforcement officials, regulators or other third parties. In order to cooperate with governmental requests with respect to possible violations of laws or regulations, the WJWIT may access and disclose to law enforcement officials, regulators or other third parties, any information the WJWIT considers necessary or appropriate.

Security Violations

You are prohibited from violating, or attempting to violate, the security of the Website. Any such violations may result in criminal and civil liabilities to you. Examples of prohibited security violations include, but are not limited to, logging into a server or account that you are not authorized to access; accessing data or taking any action to obtain services not intended for you or your use; attempting to probe, scan or test the vulnerability of any system, subsystem or network; tampering, hacking, modifying or otherwise corrupting or breaching security or authentication measures without proper authorization; transmitting material that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines with the intent or effect of damaging, destroying, disrupting or otherwise impairing a computer’s functionality or the operation of the system; interfering with, intercepting or expropriating any system, data or information; or interfering with service to any user, host or network including, but not limited to, by means of overloading or “crashing” any computer system.

Spam

Spam is an unacceptable use of the WJWIT Website. Spam includes, but is not limited to, any of the following activities: sending any unsolicited email that could be expected, in the WJWIT’s discretion, to provoke complaints; sending unsolicited email without identifying in the email a clear and easy means to be excluded from receiving additional email from the originator of the email; or sending email that does not accurately identify the sender, the sender’s return address and the email address of origin.

Other Prohibited Conduct

You may not: (a) use any device, software or routine to interfere or attempt to interfere with the proper working of the Website, or take any action that imposes an unreasonable or disproportionately large load on our infrastructure; (b) copy, reproduce, republish, upload, post, transmit, or distribute in any way material from this Website in any manner inconsistent with the purposes for which we offer the material; (c) without our express written permission, copy, modify, or display our name or logo, or any text, graphic images, or other content from this Website; (d) redeliver any of the pages, text, images, or other content of the website using “framing,” redirection or similar technology without our express written permission; (e) use devices (including software) that are designed to provide repeated automated access to the WJWIT Website other than those made generally available by the WJWIT; (f) include the WJWIT or any other trademark, trade name or service mark of ours, the name of any of our advisors, members, affiliates or personnel, or any variation of any of the foregoing, as a metatag, or hidden textual element; (g) include the the WJWIT name or Logo or any other trademark, trade name or service mark of ours, the name of any of our advisors, members, affiliates or personnel, or any variation of any of the foregoing, as any other indicator that may create a likelihood of confusion or a false or misleading impression of affiliation, sponsorship, or endorsement between us and any user and/or site; (h) collect or store personal data about other users of this Website; (i) upload, post, reproduce or distribute any information, software or other material protected by copyright or any other intellectual property right (as well as rights of publicity and privacy) without first obtaining the permission of the owner of such rights; (j) archive this Website; and (k) create a link to this Website unless our express written permission is received and any such link satisfies all of the following requirements: (i) indicates clearly that the link will lead to the WJWIT Website; (ii) does not falsely or misleadingly represent or suggest any relationship between the linking site and the WJWIT (including suggestions of affiliation, endorsement, or sponsorship); (iii) does not link to this Website in a manner that results in the dilution or disparagement of our intellectual property; (iv) delivers content of this Website in a frame environment; (v) maintains the integrity of the layout, content, and look and feel of this Website; and (vi) delivers users to this Website, unaltered, unmodified, unadulterated in any way by the linking site.

Consequences

Violations of the the WJWIT Policy may result in a demand by the WJWIT for immediate removal of the offending material, immediate, temporary or permanent filtering, blocked access, suspension or termination of use of this Website, or other action appropriate to the violation, as determined by the WJWIT in its sole discretion. When feasible and lawful, it is the WJWIT’s preference to give notice so that violations may be addressed voluntarily; however, the WJWIT reserves the right to act without notice as the WJWIT may determine in its sole discretion. The WJWIT will cooperate with law enforcement agencies if unlawful activity is suspected. Violators of the the WJWIT Policy may also be subject to civil or criminal liability under applicable law. The WJWIT, in its sole discretion, may terminate your access to this Website, or any portion thereof, without notice for any reason, including, but not limited to, if the WJWIT believes that you have breached the the WJWIT Policy. The WJWIT reserves the right to terminate your access to this Website upon notice if you violate the policies of the WJWIT Website’s Internet service provider.

Links Disclaimer

The appearance of external hyperlinks on any page of the WJWIT Website does not constitute endorsement by the WJWIT of the web site or any of the information, products, or services contained therein. The WJWIT has not verified any of the information you may find at these locations. Such links are provided consistent with the stated purpose of this Web site. The WJWIT makes no representations concerning the availability, accuracy or suitability any such resources or websites for any purpose whatsoever. The WJWIT is not responsible for the accuracy, intellectual property compliance, legality, legitimacy or decency of any information or content contained on any websites accessible directly or indirectly via a hyperlink to or from this WJWIT Website.

All reasonable efforts have been made to verify the accuracy or all information contained in this WJWIT Website. All data accessed using this WJWIT Website is provided on an “as is” basis with no warranty of any kind.

The views and opinions expressed in the WJWIT Website are solely those of the authors.