These G-Net Terms of Service are entered into between G-Net Integrated Services Co., Ltd. and the individual or entity opening an account with G-Net (including without limitation any employee, independent contractor, invitee or agent of such Person) and any other individual or entity accessing or using the Site, the Services and/or the Software, including a participant in any Conference whether or not that participant is the Conference initiator or host (any of the foregoing, "you" or the "user").

BY CREATING YOUR ACCOUNT OR BY OTHERWISE ACCESSING OR USING THE SITE, THE SOFTWARE AND THE SERVICES (OTHER THAN MERELY BROWSING THE SITE), YOU AGREE TO COMPLY WITH AND BE BOUND BY THIS AGREEMENT AND BY THE G-NET PRIVACY POLICY INCORPORATED HEREIN.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING THE SOFTWARE OR CREATING YOUR ACCOUNT OR OTHERWISE USING THE SERVICES. PLEASE MAINTAIN A COPY OF THIS AGREEMENT FOR YOUR RECORDS.

G-NET MAY MODIFY THIS AGREEMENT AT ANY TIME. YOUR CONTINUED USE OF THE SITE, THE SOFTWARE OR THE SERVICES WILL BE CONDITIONED UPON THE VERSION OF THIS AGREEMENT THAT IS IN EFFECT AT THE TIME OF YOUR USE.

IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT, DO NOT ACCESS OR USE THE SITE, DO NOT INSTALL THE SOFTWARE, AND DO NOT USE THE SERVICES.

1. Definitions. Capitalized terms used in this Agreement and not defined elsewhere in this Agreement have the following meanings:

a. "Affiliate" means any direct or indirect parent or subsidiary of G-Net, any entity that has common equity ownership with G-Net (whether wholly, majority, or minority owned by the common owner), and any officer, director, employee, consultant, agent, representative, joint venture or joint venture partner of G-Net or such parent, subsidiary or other entity.

b. "Agreement" means, together, these Terms of Service and the Privacy Policy.

c. "Conference" means, collectively, a unique G-Net+ App session hosted and/or delivered through the Site, the Software and the Services, and all data, packets, information, communication or other material transmitted, copied, uploaded, transferred, controlled, downloaded, recorded (whether or not recorded with G-Net functionality or any other installed or stand-alone device or medium) or otherwise made available with respect to such unique conference session, including your Content.

d. "Content" means any data, packets, information, communication or other material that is transmitted, copied, uploaded, transferred, controlled, downloaded, recorded (whether or not recorded with G-Net functionality or any other installed or stand-alone device or medium) or otherwise made available through the Site, the Software and the Services whether or not using your Log-In Information, including without limitation any and all documents, articles, transcripts, audio clips, caricatures, computer programs, designs, icons, illustrations, images, logos, multimedia, photographs, sounds, text, trademarks, video clips, Personally Identifiable Information, identities and likeness of Persons, recordings, and any other spoken, written or electronic expressions or works.

e. "G-Net Contact Interface" means that portion of the Site, the Software and the Services that allows users to generate and maintain contact lists, send pop-up messages to or text chat with contacts, select groups of people with whom to exchange real time presence information, transfer files, and engage in related activities.

f. "Person" means any individual or legal entity.

g. "Personally Identifiable Information" means any information collected or maintained by G-Net that identifies, or could be used to identify, you.

h. "Privacy Policy" means all of the terms and conditions of the G-Net Privacy Policy, as in effect at any time, which can be found at www.quanshi.com.

i. "Service Request" means any written or electronic order that is initiated by you and accepted by G-Net, or any other methodology whereby you obtain access to and use the Site, the Software and the Services, whether or not you have paid anything to G-Net.

j. "Services" means, as the context requires, (i) the G-Net+ App functions used or to be used by you through an account as described in the applicable Service Request, or (ii) any other functions utilized by you or made available to you in conjunction with accessing the Site and the Software, including without limitation the G-Net Contact Interface service, and audio conferencing services.

k. "Site" means www.quanshi.com, any sub domains thereof, and any successor websites.

l. "Software" means the proprietary software and all associated documentation and other materials utilized by you or made available to you by G-Net for use in accessing the Site and using the Services.

2. Grant of User License. Subject to your continued compliance with the terms and conditions of this Agreement, G-Net hereby grants you a personal, non-exclusive, non-transferable, revocable license, during the Term: (i) to access and use the Site for personal or business purposes and not to download (other than page caching) or modify the Site, or any portion of it, (ii) to install the Software (in object code and executable code format only), and (iii) to access and use the Services (the foregoing grant, the "License"). Upon the expiration or other termination of this Agreement, the License will immediately and automatically cease.

3. Ownership of Site, Software and Services. The Site, the Software and the Services are licensed, not sold, to you pursuant to, and solely for your use under, the terms and conditions of this Agreement and the License granted herein. G-Net retains all right, title, and interest relating to or embodied in the Site, the Software and the Services, including without limitation all intellectual property rights, technology, software and copies relating thereto. You hereby agree to promptly enter into any further documentation required by G-Net in its sole discretion to legally or commercially document, perfect or retain such ownership, including without limitation, if applicable, ensuring that your employees and/or contractors do the same.

4. Ownership of Marks. All brand names, graphics, logos, product names, service marks, domain names, trademarks and trade names relating to the Site, the Software and the Services (collectively, the "Marks") are the property of G-Net or its Affiliates. G-Net and its Affiliates retain all right, title and interest, including all intellectual property rights, in and to the Marks. You are prohibited from using any of the Marks.

5. License of Content. You hereby grant to G-Net, solely for the purpose of providing the Site, the Software and the Services, a non-exclusive, worldwide, royalty-free, fully-paid, transferable license to host, cache, record, copy, display, transmit, upload, transfer, control, download, record and distribute Content in connection with your use of the Site, the Software and the Services. Upon the expiration or other termination of this Agreement, this license will immediately and automatically cease except to the extent that Content is stored or otherwise retained by G-Net pursuant to our data storage policies.

6. Disclaimers Regarding Content. G-Net does not verify or endorse any Content. You are solely responsible for all Content including, if desired by you, the making and keeping of back-up copies of any or all Content. G-Net has no responsibility or liability for the deletion or accuracy of Content, the failure to store, transmit or receive transmission of Content (whether or not processed by the Site, the Software and the Services), or the security, privacy, storage or transmission of other communications originating from any Conference or otherwise involving use of the Site, the Software or the Services.

7. Restrictions on Use of Site, Software and Services. You agree not to decompile, disassemble, reverse engineer, translate or otherwise attempt to learn the source code of the Site, the Software or the Services. Unless expressly set forth in this Agreement, you may not create, assign, copy, create derivative works of, deliver, distribute, lease, loan, modify, pledge, rent, sell, sublicense, timeshare, use, or otherwise transfer, directly or indirectly, the Site, the Software or the Services, any portion thereof or any rights thereto. You may not remove any Marks, copyright notices or other proprietary rights or markings from, or alter or add to any Marks, copyright notices or other proprietary rights or markings contained within, the Site, the Software or the Services. You are prohibited from reselling or acting as a service bureau for the Site, the Software or the Services or any component thereof, except by prior written agreement with G-Net.

8. User Representations, Warranties and Covenants. You hereby represent, warrant, and covenant, with the knowledge and understanding that G-Net and its Affiliates will rely on these representations, warranties, and covenants, as follows, with such representations, warranties and covenants to remain true and correct at all times during the Term:

a. Use of Site, Software and Services.

1. You have all necessary right, power and authority to enter into this Agreement and to perform the acts required of you hereunder including having (A) a valid license to use the software applications, third party or otherwise, that generate Content, and (B) the unrestricted right to submit and use the Content. Unless you have all requisite rights to submit and use Personally Identifiable Information and other information (whether belonging to you, to another participant in a Conference, or any third party) in connection with a Conference, you are not permitted to submit such Content or information to the Site or to otherwise use your Content in any manner that involves the Site, the Software or the Services.

2. Your ability to access and use the Site, the Software and the Services may require the payment of third party fees and charges (including but not limited to fees and charges such as telephone toll charges, airtime charges or Internet service provider fees, or fees or taxes imposed on Internet services, including any sales or use taxes, by governmental agencies). You are responsible for paying all such fees, charges and taxes. G-Net is not responsible for any equipment you may need to be able to install the Software or to access or use the Site, the Software or the Services.

3. To gain access to and use the Site, the Software and the Services (other than to merely browse publicly-accessible areas of the Site), you will be required to provide an e-mail address and to create a log-in ID and password (collectively, "Log-In Information"). You are solely responsible for all activity occurring under your Log-In Information. You must keep your Log-In Information confidential and must not share your Log-In Information with third parties. G-Net has no obligation or responsibility with regard to your use, distribution, disclosure or management of Log-In Information. Notwithstanding the foregoing, G-Net may require you to change your Log-In Information if such Log-In Information is inconsistent with the terms of this Agreement. You agree that G-Net may act in reliance, without investigation, upon any of your Log-In Information. We will not be required to inquire into the truth or evaluate the merits of any of your Log-In Information or any statement or representation contained in any notice, document or other communication presented or otherwise transmitted by you. Any Person using your Log-In Information is conclusively deemed to have actual authority to engage in transactions using the Site, the Software and the Services and, accordingly, all transactions made by a Person using your Log-In Information are hereby authorized and approved by you, and you hereby agree to indemnify, defend and hold G-Net harmless from any claims or damages arising from or relating to any such transactions.

b. Content.

1. You are the owner, authorized licensee or authorized user of all Content.

2. You will not publish, post, upload, record, link to or otherwise distribute or transmit any Content that: (a) infringes or violates, or would infringe or violate, any copyright, patent, trademark, service mark, trade name, trade secret, domain name or other intellectual property or proprietary right of G-Net or any other Person, or any rights of publicity or privacy of any Person; (b) violates any applicable law, statute, ordinance or regulation (including without limitation applicable laws and regulations concerning anti-discrimination, export controls, false advertising or unfair competition); (c) promotes, solicits, comprises or contains abusive, defamatory, excessively violent, harassing, inappropriate, indecent, lascivious, lewd, obscene, pornographic, profane, threatening, vulgar or otherwise inappropriate, objectionable or unlawful material; (d) is harmful to minors; (e) contains cancelbots, corrupted files, time bombs, Trojan horses, viruses, worms or any other similar data, programs or software that may damage, expropriate, intercept or interfere with any data, information, property or system of another Person or that may damage or interfere with the Site, the Software or the Services; (f) is materially false, misleading or inaccurate; (g) advocates, assists, incites, instructs, promotes or otherwise encourages violence or any illegal activity; (h) attempts to mislead others about your identity or the origin of any message or other communication, impersonates or otherwise misrepresents your affiliation with G-Net or any other Person, or is otherwise false, misleading or inaccurate; or (i) contains information for which you do not have the right to permit G-Net to collect and process.

c. Legal Compliance.

1. You have the full power and authority to grant all licenses and other rights to third party property (including third party intellectual property) that are granted or required to be granted by you to G-Net and its Affiliates pursuant to this Agreement, including without limitation pursuant to Section 5 (License of Content).

2. You are solely responsible for your familiarity and compliance with any and all laws that may prohibit you from accessing or using any part or all of the Site, the Software or the Services or from participating in any Conference, or that may limit or regulate such participation or use.

3. You agree not to use the Site, the Software or the Services for any illegal purpose.

4. You agree to comply with all applicable local, state, national and international laws and regulations, including without limitation laws relating to intercepting, monitoring or recording communications, privacy and data protection, and public displays or performances. You further agree that neither this Agreement nor any other right or remedy of G-Net requires G-Net to exercise any right or remedy in order to benefit or protect you or any other Person, although G-Net reserves the right to do so in its sole discretion.

d. Credit Card Information. If paying by credit card, the credit card information supplied by you to G-Net is, and shall at all times be, true, correct and complete. You covenant that credit card payments made by you to G-Net will be honored by your credit card company.  If any payment is not so honored, you remain liable for payment of all amounts due to G-Net under this Agreement, including without limitation pursuant to Section 10 (Credit Card Authorization).

e. Use Restrictions. You acknowledge and agree that any unauthorized use, copying or distribution of the Site, the Software or the Services is expressly prohibited by law and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Without limitation, you agree not to do any of the following, each of which constitutes an unauthorized use:

1. Attempt to gain unauthorized access to the Site, the Software or the Services, or to other accounts, computer systems or networks connected to the Site, the Software and the Services, whether through hacking, password mining or any other means;

2. Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations, or labels of the origin or source of software or other material contained in a file that is uploaded;

3. Obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site, the Software and the Services;

4. Engage in any systematic extraction of data or data fields, including without limitation e-mail addresses;

5. Disrupt, interfere with or inhibit any other Person's use and enjoyment of the Site, the Software or the Services;

6. Violate the rights of G-Net or any third party, including without limitation abuse, defame, defraud, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of G-Net or any third party;

7. Use any G-Net domain name as a false or pseudonymous return e-mail address;

8. Use the G-Net name to market or sell any goods or services (including advertising and making offers to buy or sell goods or services or implying that G-Net in any manner endorses or is associated with such goods and services), unless G-Net has given its prior written consent for such activity;

9. Use the Site, the Software and the Services in any manner that could damage, disable, overburden, impair or otherwise interfere with or disrupt the Site, the Software or the Services or any networks connected to the Site, the Software and the Services; or

10. Access or use the Site, the Software and the Services in any manner that could damage, disable, overburden or impair any G-Net server or the networks connected to any G-Net server.

f. G-Net Contact Interface. You acknowledge and agree that the G-Net Contact Interface allows G-Net to obtain and record information about your contacts, your computer use, and your presence at your computer at any given time, among other information, and that G-Net can utilize and maintain this information (1) for its own use, (2) to provide marketing communications to you, (3) to provide marketing communications to your contacts during any Beta Use, and (4) for disclosure to third parties (including government officials or pursuant to any court order) in accordance with applicable law or governmental request at any time.

11. Electronic Communications. The Site, the Software and the Services are conducted and provided by G-Net electronically. You agree that G-Net may communicate electronically with you with respect to any and all matters relating to the Site, the Software and the Services. The security of communications sent over the Internet (including by e-mail) is subject to many factors outside of the control of G-Net. We do not guarantee the security or privacy of any electronic communications and shall bear no liability for any damages to you or any third party as a result of any such communications.

12. Privacy Policy. You acknowledge that you have accessed and read the Privacy Policy and that it is a part of this Agreement. If there is any conflict between the terms of the Privacy Policy and the terms of this Agreement, the terms of this Agreement shall control. G-Net may make changes to the Privacy Policy from time to time. Such changes will be communicated to you in the text of the updated Privacy Policy posted on the Site. Please regularly check the "G-Net Terms of Use" link on the home page of the Site to view the then-current Privacy Policy. You acknowledge and agree that G-Net may receive, share and transfer information arising from your use of the Site, the Software and the Services (including without limitation Personally Identifiable Information), whether arising from Conferences or otherwise, with relevant service providers such as telecommunications providers and with government entities. You agree that G-Net shall bear no liability to you for any such receipt, sharing or transfer. Any collection of information from Conference participants initiated by you or by any other participant in a Conference, including without limitation Personally Identifiable Information, will be stored on our servers on your behalf and under your control in accordance with our then-current storage policies; provided, that such information is subject to your own privacy policy, if any, and the Privacy Policy shall not apply to such collection and storage of participant information.

16. Non-China Residents. Personally Identifiable Information collected by G-Net in connection with this Agreement may be stored and processed in the People Repubic of China or any other country in which G-Net or its Affiliates maintain facilities. You consent to any such transfer of Personally Identifiable Information outside of your country of citizenship or residence.

17. Hazardous Environments or High Risk Activities. The Site, the Software and the Services are not designed for use in connection with any hazardous or high risk environments or activities or any circumstances requiring fail-safe performance or controls, including without limitation the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, life support machines or critical care facilities, rescue or emergency situations, surgery, weapons systems or any other environment or situation in which the failure of a Conference or of the Site, the Software or the Services could lead, directly or indirectly, to death, personal injury or material property damage. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING OR OF ANY LIMITS OR DISCLAIMERS OF G-Net CONTAINED ELSEWHERE IN THIS AGREEMENT, G-Net HEREBY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR ANY OF THE FOREGOING USES OR ANY SIMILAR USES. YOU ACKNOWLEDGE AND AGREE THAT ANY USE BY YOU OR ON YOUR BEHALF OR AT YOUR INSTRUCTION (WHETHER EXPRESS OR IMPLIED) OF THE SITE, THE SOFTWARE AND THE SERVICES IN CONNECTION WITH ANY OF THE FOREGOING USES OR ANY SIMILAR USES SHALL BE DONE SOLELY AND WHOLLY AT YOUR OWN RISK, AND THAT G-Net AND ITS AFFILIATES SHALL HAVE NO LIABILITY FOR ANY SUCH USE UNDER ANY CIRCUMSTANCE WHATSOEVER.

19. No Endorsement. G-Net does not represent or endorse the accuracy or reliability of any Content. You acknowledge that any reliance by you upon any Content (whether yours or others) shall be at your sole risk. Any Content placed on the Site by any user represents solely the views of the user posting the Content and does not represent the views of G-Net.

20. Links to Third Party Sites. The Site may include links that will take you to other websites outside of the Site (collectively, the "Linked Sites"). The Linked Sites are provided by G-Net to you as a convenience and the inclusion of such links does not imply any endorsement by G-Net of any Linked Site. G-Net has no control over the Linked Sites. Neither G-Net nor its Affiliates are, and under no circumstances shall be, responsible for any content, product or service of any Linked Site. You acknowledge and agree that your visits to any of the Linked Sites shall be made solely at your own risk. You acknowledge and agree that G-Net is not responsible for the contents of any Linked Site, any link contained in a Linked Site, or any changes or updates to a Linked Site. You further acknowledge and agree that G-Net is not responsible for any form of transmission (e.g. webcasting) received from any Linked Site.

21. Investigations. G-Net does not generally monitor user activity occurring in connection with the Site, the Software or the Services. However, if G-Net becomes aware of any actual or possible violations by you of any provision of this Agreement, including without limitation Section 8 (User Representations, Warranties and Covenants), G-Net reserves the right to investigate such actual or possible violations and G-Net may, at its sole discretion, immediately terminate this Agreement (including the License granted herein), or may change, alter or remove Content, in whole or in part, without prior notice to you. If, as a result of any such investigation, G-Net believes that criminal activity has occurred or is occurring, G-Net reserves the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities. In connection with any such investigation, G-Net is entitled, except to the extent prohibited by applicable law, to disclose to law enforcement or other government officials, as G-Net in its sole discretion believes to be necessary or appropriate, any information (including without limitation Personally Identifiable Information), about you that is in our possession in connection with your use of the Site, the Software and the Services.

 

22. Notification of Copyright Infringement. G-Net will, in appropriate circumstances as determined in its sole discretion, terminate this Agreement (including the License and other rights granted to you herein) if you infringe the intellectual property rights of others. G-Net will investigate notices of copyright infringement and take appropriate actions. If you believe that any work of authorship has been used or copied in a way that constitutes copyright infringement and that such infringement is occurring in connection with the Site, the Software and the Services, please provide us with all of the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of what Conference the material that you claim is infringing is related to; (d) your address, telephone number, and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a written statement by you, made under penalty of perjury, that the above-described information in such notice is accurate and that you are either the copyright owner or authorized to act on the copyright owner's behalf. All such notices shall be given to G-Net following the procedure set forth in Section 34.

 

23. Restricted Access and Use. The Site, the Software and the Services are not available in certain countries or to certain Persons, the identity and composition of which may change from time to time in the sole discretion of G-Net including, without limitation, in order to comply with current applicable laws and regulations. G-Net reserves the right to deny access to and use of the Site, the Software and the Services to any country, jurisdiction, geographic region, or Person at any time and for any reason whatsoever, including without limitation to comply with applicable law.

24. Indemnification of G-Net. You hereby agree to defend, indemnify and hold G-Net and its Affiliates harmless from and against any and all claims, liabilities, damages or costs (including without limitation fees, costs and other expenses of attorneys and expert witnesses) arising out of or related to: (a) use of or access to the Site, the Software or the Services, including the G-Net Contact Interface, by you or by any Person using your Log-In Information (whether or not such use is authorized by you), (b) any actual or alleged violation by you or by any Person using your Log-In Information (whether or not such use is authorized by you) of this Agreement or applicable law, including, without any limitation, any export control laws, (c) any actual or alleged infringement or violation by you or by any Person using your Log-In Information (whether or not such use is authorized by you) of any intellectual property, proprietary, privacy or other right of any Person, (d) any recordings made by you of the communications, likeness, name, voice or other Personally Identifiable Information of Conference attendees or any other users of the Site, the Software and the Services, (e) any claims or allegations for product liability, unsuitability or lack of fitness for a particular purpose, or any other claims or allegations arising out of or related to the use of your products, (f) any disputes between you and any other participant in a Conference or other user of the Site, the Software and the Services, (g) any credit-card funded payments to G-Net that are reversed, or (h) your negligence or willful misconduct. In addition, the Person purchasing or opening an account in order to access and use the Site, the Software and the Services pursuant to this Agreement: (i) shall cause all other Persons who access the Site, the Software and the Services through such Person's account to comply with the terms and conditions of this Agreement, (ii) agrees to pay all amounts due under this Agreement and to be responsible for all activity in such Person's account with G-Net, whether such activity is conducted by such Person or by third parties, including without limitation payment of fees incurred at the direction of any users of the Site, the Software or the Services, and (iii) shall defend, indemnify and hold G-Net and its Affiliates harmless from and against any and all claims, liabilities, damages or costs (including without limitation fees, costs and other expenses of attorneys and expert witnesses) arising out of or related to any such use by such other Persons.

25. DISCLAIMER OF WARRANTIES. THE SITE, THE SOFTWARE AND THE SERVICES, AND ANY AND ALL CONFERENCES, ARE PROVIDED "AS IS", ON AN "AS AVAILABLE" BASIS, "WITH ALL FAULTS", AND WITHOUT ANY WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, G-Net HEREBY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS AND DUTIES OF ANY KIND (IF ANY), WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SITE, THE SOFTWARE, THE SERVICES OR ANY CONFERENCE, INCLUDING WITHOUT LIMITATION ANY OF MERCHANTABILITY, OF FITNESS FOR ANY PARTICULAR PURPOSE, OF ACCURACY, OF AVAILABILITY OR COMPATIBILITY, OF WORKMANLIKE EFFORT OR OF NON-NEGLIGENT PERFORMANCE. THE SITE, THE SOFTWARE AND THE SERVICES ARE BUSINESS PRODUCTS, THE APPLICATION OF WHICH IS COMMERCIAL RATHER THAN CONSUMER-ORIENTED IN NATURE. IN ACCEPTING THIS AGREEMENT, YOU RECOGNIZE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THAT CONSUMER PROTECTION LAWS DO NOT APPLY TO YOUR USE OF THE SITE, THE SOFTWARE AND THE SERVICES NOR TO ANY OF THE TRANSACTIONS CONTEMPLATED BY AND CONSUMMATED PURSUANT TO THIS AGREEMENT.

26. LIMITATION ON LIABILITY. EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, YOU AGREE THAT ALL DAMAGES ARE EXCLUDED FROM ANY RECOVERY YOU MAY OBTAIN FROM G-Net UNDER OR PURSUANT TO THIS AGREEMENT, AND THAT YOU WILL NOT BE ENTITLED TO ANY DAMAGES UNDER ANY CIRCUMSTANCES, EXCEPT FOR THE DIRECT MONETARY DAMAGES THAT ARE ACTUALLY INCURRED BY YOU IN REASONABLE RELIANCE UPON THE SITE, THE SOFTWARE OR THE SERVICES (COLLECTIVELY AND IN THE AGGREGATE, "DIRECT DAMAGES"). ANY DIRECT DAMAGES, IF PROVEN, SHALL BE LIMITED TO THE AMOUNT YOU ACTUALLY PAID TO G-Net FOR THE SERVICES DURING THE THREE MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE CLAIM. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE FOLLOWING DAMAGES ARE EXCLUDED:

a. Any and all indirect, special, incidental, punitive and consequential damages.

b. Any and all damages for loss of profits or confidential or other information (including without limitation Personally Identifiable Information), for business interruption, for personal injury, for loss of privacy, for failure to meet any duty including of good faith or of reasonable care, or for emotional distress.

c. Any and all damages resulting from your inability to use the Site, the Software or the Services or to access data, information (including without limitation Personally Identifiable Information) or Content.

d. Any and all damages for any other claim arising out of or in connection with: (1) the statements or actions of any third party on or via the Site, the Software or the Services; (2) any dealings with vendors or other third parties; (3) any unauthorized access to or alteration of your transmissions, materials, information (including without limitation Personally Identifiable Information) or other data; (4) any information that is sent or received, or that is not sent or not received; (5) any failure to store, or loss of, data, files, materials or other Content; (6) any access to or use of the Site, the Software and the Services that is delayed or interrupted; (7) any Linked Sites; or (8) your access to or use of, or inability to access or use, any Linked Sites.

e. Any and all damages based on any theory of liability including statute, breach of contract, breach of warranty, tort (including negligence), product liability, negligent misrepresentation or otherwise, even if G-Net or its Affiliates have been advised of the possibility of such damages and even if a remedy set forth in this Agreement is found to have failed of its essential purpose.

f. Any and all damages (including without limitation downtime) arising out of, related to, or based upon your inability to connect to or to access the Site, Software or Services due to problems related to your PC hardware, software, network, network setup or security, or your Internet service provider or any other similar problem.

g. Any and all damages for any pecuniary loss whatsoever, other than Direct Damages.

27. Exclusion of Implied Warranties. This Agreement gives you specific legal rights. You may also have other legal rights that vary from state to state. Some states or jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the limitations contained in this Agreement may not apply to you. To the extent permissible, the term of all implied warranties of G-Net, if any, shall be limited to ninety (90) calendar days.

28. No Liability for Use or Content. You agree that neither G-Net nor any of its Affiliates shall be liable for any Content or the access, recording, storage or other use by G-Net thereof, including without limitation: (a) any Content that is sent, received, held, released or otherwise connected in any respect to the Site, the Software or the Services; (b) any Content that is sent but not received; (c) any access to or alteration of Content by you or any other Person; (d) any Content sent using, or included in, the Site, the Software and the Services; (e) any defamatory, illegal, obscene, offensive or threatening content; (f) the conduct of you or anyone else in using the Site, the Software or the Services; or (g) any infringement of another Person's rights, including without limitation rights of privacy, intellectual property or data protection. G-Net offers no guarantees and assumes no responsibility or liability of any type with respect to the third-party services, including without limitation any liability resulting from incompatibility between the Site, the Software and the Services and any third-party services. You agree that you will not hold G-Net or any Affiliate responsible or liable with respect to any third-party services.

29. No Liability for Errors. The Site, the Software and the Services may include technical or other mistakes, inaccuracies and/or typographical errors. G-Net may make changes to the Site, the Software and the Services, including without limitation the prices and descriptions of any products or services listed therein, at any time in its sole discretion and without notice to you or any other Person. The Site, the Software and the Services may be out of date, and G-Net makes no commitment to update the Site, the Software and the Services at any time. G-Net disclaims all liability with respect to the misuse, loss, modification or unavailability of any Customer information or materials.

30. Use at Your Own Risk. The use of the Site, the Software and the Services, and the downloading or other use of any information or materials therefrom, shall be done solely at your own discretion and risk and with your understanding that you will be solely responsible for any damage to your computer system or any loss of data or any other harm that results from such activities. G-Net will not be liable for any loss that you may incur as a result of someone else using your Log-In Information, either with or without your knowledge. G-Net shall have no responsibility if the Software has been altered in any way, whether by you or by a third party, or for any failure that arises out of your use of the Site, the Software and the Services with any hardware configuration, platform or operating system, including without limitation any failure related to or arising from your inability to connect to or to access the Site, Software or Services due to problems related to your PC hardware, software, network, network setup or security, or your Internet service provider or any other similar problem.

31. Notice. You and G-Net will provide any required communication under this Agreement to each other as follows:

a. Notice to You. Notice shall be sent to you either (1) via electronic means to the e-mail address associated with your account and shall be deemed delivered when sent by G-Net, or (2) by hard copy first class mail to the address contained in your Log-In Information and shall be deemed delivered five (5) calendar days after mailing.

b. Notice to G-Net. Except where an electronic notice to G-Net is expressly permitted by this Agreement, notice shall be sent to G-Net either (1) via first class mail, registered, signature required and return receipt requested, or by express mail, or (2) via overnight courier with delivery signature required, in either case addressed to the principal place of business indicated on the Site, to the attention of the President. Any notice sent by you shall be deemed delivered when actually received and signed for by an authorized representative of G-Net.

32. Release. You hereby release G-Net and our Affiliates from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with (a) your use of the Site, the Software and the Services to host or access Conferences or for any other purpose whether or not contemplated or permitted by this Agreement, and (b) from any transaction, event, occurrence, injury or other damage arising from or related to any Conference you participate in and any Content in any such Conference.

33. Governing Law; Venue. This Agreement shall be construed in accordance with, and governed by, the laws of the People Republic of China. Each party to this Agreement agrees that any legal proceeding arising out of or otherwise relating to this Agreement shall be brought only in a state or federal court of competent jurisdiction sitting in Beijing, People Republic of China. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection that such party may now or later have to the venue of any such court.

34. Survivability. Sections 1 (Definitions), 3 (Ownership of Site, Software and Services), 4 (Ownership of Marks), 6 (Disclaimers Regarding Content), 9(d) (Consequences of Termination), 11 (Electronic Communications), 17 (Hazardous Environments or High Risk Activities) will survive any cancellation, termination, expiration, or suspension of this Agreement.

35. Time Limitation for Claims. You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have or allege against G-Net or any Affiliate arising out of or related to use of the Site, the Software and the Services by you or any other Person must be filed within one (1) year after such claim or cause of action arose or be forever barred.

36. Reservation of Rights. G-Net reserves all rights not expressly granted in this Agreement.

37. Invalidity. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, then such invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement will continue in full force and effect.

38. No Waiver. Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision unless expressly agreed to by G-Net in a non-electronic writing manually signed by a duly authorized officer of G-Net.

39. Force Majeure. G-Net will not be liable for any non-performance or delay in performance caused by any event reasonably beyond the control of G-Net including without limitation accidents, acts of God, the activities of hackers, civil commotion, earthquake, embargo, epidemics, explosion, fire, flood, force of nature, hostilities, malicious conduct, national emergency, revolutions, riots or wars, service outages resulting from equipment or software or telecommunications failures, power failures, network failures or failures of third party service providers (including providers of Internet services and telecommunications).

40. No Third Party Beneficiaries. This Agreement is solely for the benefit of you, on the one hand, and G-Net and its Affiliates, on the other hand. There are no third party beneficiaries of this Agreement.

41. Assignment. You may not assign this Agreement, or any rights or obligations hereunder, whether by contract, operation of law or otherwise, without the prior written consent of G-Net. This Agreement may be assigned by G-Net without notice to or consent from you.

42. Entire Agreement. This Agreement (including the Privacy Policy, which is by this reference incorporated into this Agreement in its entirety) constitutes the entire agreement and understanding between G-Net and you with respect to the Site, the Software and the Services and supersedes all other prior or contemporaneous communications, agreements, understandings and proposals, whether written, oral, electronic or non-electronic, between G-Net and you regarding its subject matter.

43. Admissibility. A printed version of this Agreement and of any notice given to you in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

44. Updates and Amendments. G-Net may, at any time, amend the provisions of this Agreement (including the Privacy Policy incorporated herein). If you do not accept an amendment, this Agreement will terminate. This Agreement shall automatically incorporate and include any and all add-on components, amendments, features, modifications, supplements, updates and other functionality or messages related thereto, including without limitation alterations of availability, content, features, functionality, security, storage and other information relating to the Site, the Software or the Services (collectively, "Updates") that G-Net may provide or make available generally to its customers during the Term, subject to any additional terms and conditions, including any additional fees and costs, provided by G-Net applicable to such Updates. You hereby authorize G-Net to, and agree that G-Net may, in accordance with our standard operating procedures as in effect at the applicable time, automatically and in good faith transmit, access, install and otherwise provide Updates from time to time, without further notice to you or need for consent from you. G-Net has no obligation to, and nothing in this Agreement may be construed to require G-Net to, create, provide or install Updates. Your access and use of the Site, the Software and the Services will always be subject to the most current versions of these Terms of Service and the Privacy Policy, as well as any and all rules and guidelines posted on the Site at the time of such use. Please regularly check the "G-Net Terms of Use" link on the home page of the Site to view the then-current Terms of Service and Privacy Policy.

IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT, DO NOT ACCESS OR USE THE SITE, DO NOT INSTALL THE SOFTWARE, AND DO NOT USE THE SERVICES.