HKBN InnoTech Ecosystem Alliance (HKBNiTEA)
Terms and Conditions
- These Terms and Conditions apply to HKBN InnoTech Ecosystem Alliance (“Alliance”) membership (“Membership”) offered by HKBN Enterprise Solutions Limited (“HKBNES”) .
- With regard to the Alliance ,the application form for Membership and these Terms and Conditions shall constitute the entire agreement between the member of the Alliance (“Member”) and HKBNES (the “Agreement”), and supersede all prior agreements, whether written or oral. By submitting the application form and/or paying the membership fee specified in the application form (“Membership Fee”), the applicant acknowledges and agrees that it has read and accepted the terms of the Agreement, and it is duly authorized to submit the application for Membership
- Admission to Membership will be subject to submission of the duly completed application form and the payment of the Membership Fee in full. HKBNES will review the application for the Membership and may in its sole discretion refuse any application for the Membership. If the application is successful, the applicant will receive a confirmation email . If the application is not successful, HKBNES will contact the applicant and any Membership Fee paid after deducting all relevant charges from the relevant financial institutions/payment service providers will be refunded to the applicant.
- Regardless of the start date of the Membership, there shall be no refund nor pro-rata refund of any Membership Fee paid upon expiry or termination of the Membership.
- The Membership benefits are set out in the relevant Membership scheme. HKBNES reserves the rights to amend the Membership scheme without advance notice.
- HKBNES may organize and provide a variety of online and/or offline activities, including seminars, forums, workshops, meetings, etc. Any information and materials as presented or provided in the Alliance’s operation and activities, irrespective of media (collectively, the “Materials”) are provided by HKBNES and relevant contributors on an “as is” basis without warranties and representations of any kind whatsoever. All warranties and representations relating to the Materials are expressly excluded to the fullest extent permissible by law. HKBNES expressly disclaims any and all liabilities relating to the Materials. The Member agrees that neither HKBNES nor any relevant contributors shall be held liable for any claims, damages, or losses arising from the use of or reliance on the Materials.
- HKBNES and the relevant contributors of the Materials shall remain as the owner(s) of the Materials (including the intellectual property rights subsisting therein). The Materials are provided to the Member solely for its own use and reference (“Permitted Use”)_. Except for the Permitted Use, no right or license of whatever nature is granted to the Member in respect of the Materials or any part thereof. For the avoidance of doubt, the Member is prohibited from making copies or, exhibiting or distributing to others the Materials or any part thereof. If the Member wishes to use any Materials (or any information, data or materials contained in the Materials) in any way other than for the Permitted Use, the Member shall obtain separate license or prior written consent from HKBNES and/or the relevant contributor(s). The Member shall procure and ensure that its personnel comply with this provision.
- The Member hereby expressly authorizes HKBNES to use its name, trademarks or any other information supplied by the Member (“Member’s Materials”) for inclusion in the Alliance’s newsletters, activities or for any other purposes related to the Alliance’s activities or the management of Membership. The Member further warrants that the Member’s Materials shall not infringe any copyright, patents or other intellectual property rights of any third parties and that the Member’s Materials shall comply with any applicable laws and regulations. The Member agrees to indemnify and hold harmless HKBNES from any claims, damages, or liabilities arising from any alleged or actual infringement of intellectual property rights related to the Member’s Materials.
- For the Alliance’s activities, the Member may be required to register in advance. The Member will agree to abide by the rules and terms concerning those Alliance’s activities. In participating in Alliance’s activities, the Member undertakes that it shall comply with any applicable laws and regulations. The Member shall participate in any activities of the Alliance at its own cost and expense.
- The Membership Fee is net of all applicable taxes, duties, levies and bank charges which are to be borne by the Member.
- In relation to the Membership Fee received by HKBNES, HKBNES shall only be responsible for paying the profits tax imposed on it (if applicable) by the Inland Revenue Department of Hong Kong.
- Subject to Clause (i), the Member shall be responsible for paying all taxes, duties and levies imposed by the government authorities of the PRC (including Hong Kong) and other countries or regions on the Member and/or HKBNES (which include custom duty, sales tax, consumption tax, stamp duty, income tax, withholding tax and value-added tax) arising out of or relating to the transactions or payments under this Agreement (collectively, the “Taxes”). The Member shall bear and pay any Taxes for the Membership Fee under all applicable laws and regulations in accordance with this Agreement. The Member shall be responsible for completing the necessary registration and filing with the relevant authorities for this Agreement under the prevailing tax, foreign exchange and any other relevant laws and regulations.
- The Member shall ensure its full compliance with any prevailing tax laws and regulations and/or foreign exchange laws and regulations in making payment to HKBNES under this Agreement. HKBNES shall have the right to claim for all losses and damages from the Member for any loss or damage suffered by HKBNES as a result of the Member’s non-compliance with such tax laws and/or foreign exchange laws. The Member shall provide HKBNES with the tax return and tax payment certificate (if applicable) upon the completion of the tax filing.
- The Member may terminate its Membership and this Agreement at any time by giving HKBNES not less than thirty (30) days’ prior written notice. However, there will be no refund of any Membership Fee paid.
- HKBNES may terminate the Membership and this Agreement by giving the Member written notice of immediate termination in any of the following circumstances:
- it is in HKBNES’s reasonable opinion that the Member may have been in breach of this Agreement and has failed to remedy the breach within thirty (30) days after HKBNES issues written notification to the Member specifying the breach;
- the Member is in bankruptcy, insolvent, or otherwise unable to pay its debt due; or
- the Member shall cease to carry on business.
If Membership and this Agreement is terminated under this clause, there will be no refund of any Membership Fee paid.
- Notwithstanding anything contained herein, HKBNES shall not be liable to the Member for any indirect, punitive, consequential or special damages, loss of business, goodwill, anticipated savings, revenue or profits; and/or loss or corruption or destruction of data, whether or not such loss or damage were within contemplation. HKBNES’s total liability to the Member under the Agreement, howsoever arising, whether in contract or tort shall be limited to the Membership Fee paid, except for death or personal injury. Further, HKBNES shall not be liable to the Member for any losses, liabilities, expenses incurred or suffered by the Member as a result of the activities, conduct, acts or omission or negligence of any other Members and/or other participants of the Alliance’s activities.
- The Membership shall not be transferrable without HKBNES’s written consent.
- This Agreement will be governed and construed in accordance with the laws of Hong Kong and the parties shall submit to the exclusive jurisdiction of the courts of Hong Kong.
- The Member agrees that it will not disclose any proprietary information obtained during its Membership without prior written consent from HKBNES.
- If any provision of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, such provision shall be deemed modified so as to make it valid while preserving its intent, while all other provisions remain in full force.