1.1 You are reading a legal document which is the agreement (the “Agreement”) between you (whom we refer to as "you" or "your" in this Agreement) and us (we refer to ourselves as "F/VMO", "we", "us" or "our" in this Agreement). We are F/VMO and we are the owner of the “F/VMO” mobile program/application and the related website“FMO” website www.fmo.org.hk and “VMO” website www.vmo.org
1.2 Please read the terms and conditions in this Agreement carefully. By browsing, accessing or using the Mobile Application or by using any facilities or services made available through it or by transacting through or on it, you are agreeing to all the terms and conditions that appear below. This Agreement is binding on you and us.
1.3 We have absolute right to amend these terms and conditions at any time and it is your responsibility to review the latest terms and conditions on each occasion you use this Mobile Application. All amendments to these terms and conditions will be posted in this Mobile Application. You may terminate this Agreement by written notice to us (either submit ticket in firstname.lastname@example.org or by post ) if you do not wish to be bound by such new terms and conditions. However, your continued use of this Mobile Application will be deemed to constitute your acceptance of the new terms and conditions.
2.1 In this Agreement, we use various defined terms. You will know they are defined because they begin with a capital letter. This is what they mean:
2.1.1 "CM Discount” and “Member Discount" means a CM Discount and/or Member Discount which entitles you (but not anyone else) to enjoy a discount upon purchase of specified goods or services at a particular Merchant, subject to these terms and conditions.
2.1.2 "Enroll" means "enroll as a Merchant’s member on this Mobile Application" (and “Enrollment” means the action of enrolling as a Merchant’s member).
2.1.3 "Merchant" means a seller or provider of goods or services which displays, advertises or promotes its goods or services on or through the Mobile Application.
2.1.4 "Mobile Application" means the “F/VMO” program/application for mobile phone/device and/or the related “FMO” website www.fmo.org.hk and “VMO” website www.vmo.org , provided by F/VMO or our authorized agents or contractors.
2.1.5 "Purchase" means the purchase of goods or services provided by the Merchant.
2.1.6 "Register" means "create an account on the Mobile Application" (and "Registration" means the action of creating an account).
2.1.7 "Service" means all or any of the services provided by F/VMO on or via the Mobile Application (or via other electronic or other communication from F/VMO) including the information services, content and transaction capabilities on the Mobile Application.
3. GENERAL ISSUES ABOUT THE MOBILE APPLICATION AND THE SERVICE
3.1 Applicability of these terms and conditions: Use by you of the Mobile Application and the Service are each subject to the terms and conditions set out in this Agreement.
3.2 Scope: The Mobile Application and Service are for your non-commercial, personal use only and must not be used for business purposes.
3.3 Prevention on use: We have absolute right to prevent or terminate your using the Mobile Application and the Service, or any part of them, at any time without prior notice.
3.4 Equipment: You are solely responsible for the equipment, including, without limitation, smartphone, mobile device or other necessary equipment to access or use the Mobile Application or the Service. To use the Mobile Application or Service, you will require Internet connectivity and appropriate telecommunication links. We shall not be responsible for any costs and expenses for your access to or use of the Services or the Mobile Application.
4. REGISTRATION AND ACCOUNTS
4.1 Why to Register: While you do not need to Register to use much of the functionality of the Mobile Application or to access much of the Service, you must Register in order to enjoy CM Discount from the Mobile Application. However, we are entitled to decline a new Registration or to cancel an existing Registration at any time.
4.3 Passwords: Once you finish registration, a password will be allocated to you and your account. You must keep the password confidential at all time, and notify us immediately if you are aware of any unauthorized use of your password or email address, or any breach of security. You agree that any person to whom your user name or password is disclosed by you is authorized to act as your agent for the purposes of using and/or transacting via the Service and Mobile Application.
4.4 Valid email addresses: All accounts must be registered with a valid personal email address that you access regularly, so that, among other things, moderation emails can be sent to you. Any accounts which have been registered with a third party’s email address or with temporary email addresses may be closed without notice. We may require users to re-validate their accounts if we believe they have been using an invalid email address.
4.5 Closing accounts: We have the right to close accounts if any user is seen to be using proxy IPs (Internet Protocol addresses) in order to attempt to hide the use of multiple registration accounts, or disrupts the Mobile Application or the Service in any way.
4.6 Multiple logons: If you use multiple logins for the purpose of disrupting a community or annoying other users you may have action taken against all of your accounts.
5. CM DISCOUNT AND MEMBER DISCOUNT
5.1 Need for Registration: Merchant offers CM Discount and Member Discount via the Mobile Application. You must Register in order to enjoy the CM Discount and Enroll to enjoy Member Discount from the Mobile Application.
5.2 Availability: You are free to accept or reject any CM Discount or Member Discount. It is the Merchants’ sole responsibility for any offer or availability of any CM Discount or Member Discount upon purchase of any goods or services specified by the Merchants. We shall not be liable for any non-availability or limitation of the CM Discount or Member Discount.
5.3 Responsibility: We do not act as agent for any Merchants who are entirely independent of us. Where a CM Discount and Member Discount is offered upon purchase of specified goods or services, the provision of such goods or services and/or the related arrangement is made by the Merchants and not by us. It is the Merchants’ own responsibility to comply with applicable laws and regulations in relation to promotion, description, production, provision, quality, suitability, performance and safety of all the goods or services provided by the Merchants, and you must make independent assessment whether the goods or services concerned are suitable and acceptable to you, whether or not any CM Discount or Member Discount is enjoyed by you.
5.4 Combination: It is at the Merchants’ discretion to determine whether CM Discount and Member Discounts can be used in combination with any other promotions or benefits, or third party certificates or coupons.
5.5 Status of CM Discount and Member Discount: All CM Discount and Member Discount are promotional discount that are offered and used for purchase of specified goods or services of the Merchants, subject to the provisions herein and any terms and conditions set by the relevant Merchants.
6. YOUR OBLIGATIONS
6.1 Merchant terms: Merchants will have their own applicable terms and conditions, in relation to their own supply of their goods or services, and you agree to (and shall) abide by those terms and conditions at your own costs.
6.2 Accurate information: You warrant that all information provided on registration and Enrollment contained as part of your account during the course of this Agreement is true, complete and accurate and that you will promptly inform us of any changes to such information by updating the details in your account.
6.3 Content on the Mobile Application: It is your sole responsibility to assess and determine whether any products, services or information available through the Mobile Application or the Service meet your specific requirements or expectations.
6.4 Things disallowed: Without limitation, you undertake not to use or permit anyone else to use the Service or Mobile Application:
6.4.1 to upload, post, send, transmit or receive any content that is unlawful, harmful, threatening, offensive, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, hateful, invasive of another’s privacy, or otherwise objectionable;
6.4.2 to upload, post, send, transmit or receive any content that infringes any patent, trademark, trade secret, copyright or other intellectual or proprietary rights of any party;
6.4.3 to upload, post, send, transmit or receive any content for which you have not obtained all necessary licenses, authorizations, and/or approvals (from us or third parties) to make available or receive, or which constitutes or encourages conduct that would be considered a criminal offence, give rise to civil liability, or otherwise be contrary to the law of or infringe the rights of any third party in any country or jurisdiction;
6.4.4 to upload, post, send, transmit or receive any content which is technically harmful (including computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data);
6.4.5 to cause annoyance, inconvenience or needless anxiety;
6.4.6 to intercept or attempt to intercept any communications transmitted by way of a telecommunications system;
6.4.7 for a purpose other than which we have designed them or intended them to be used;
6.4.8 for any fraudulent purpose;
6.4.9 other than in conformance with accepted Internet practices and practices of any connected networks; or
6.4.10 in any way which is calculated to incite hatred against any ethnic, religious or any other minority or is otherwise calculated to adversely affect any individual, group or entity.
6.5 Forbidden uses: The following uses of the Service, the Mobile Application, and CM Discount and Member Discounts are prohibited, and you undertake not to do (or to permit anyone else to do) any of the following:
6.5.1 furnishing false data including false names, addresses, email addresses and contact details;
6.5.2 attempting to circumvent our security or network including accessing data not intended for you, logging into a server or account you are not expressly authorized to access, or probing the security of other networks (such as running a port scan);
6.5.3 accessing the Service (or Mobile Application) in such a way as to, or commit any act that would or does, impose an unreasonable or disproportionately large load on our infrastructure;
6.5.4 executing any form of network monitoring which will intercept data not intended for you;
6.5.5 uploading, posting, sending or transmitting any unsolicited or unauthorized advertising, promotional materials, "junk mail", “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation;
6.5.6 using the Service or Mobile Application (or any relevant functionality of either of them) in breach of this Agreement;
6.5.7 engaging in any unlawful activity in connection with the use of the Mobile Application and/or the Service or any CM Discount and Member Discount; or
6.5.8 engaging in any conduct which restricts or inhibits any other customer from properly using or enjoying the Service or Mobile Application.
7. RULES ABOUT USE OF THE SERVICE AND THE MOBILE APPLICATION
7.1 Although we will try to allow uninterrupted access to the Service and the Mobile Application, access to the Service and the Mobile Application may be suspended, restricted or terminated at any time, without prior notice, for any reason including without limitation repairs, maintenance or modification of the facilities.
7.2 We have the right to change, modify, substitute, suspend, withdraw or remove without notice any information or CM Discount and Member Discount or any service on the Mobile Application or of the Service at any time.
7.3 We have the right to at any time block access to or to edit or remove any information or material which in our reasonable opinion may potentially or actually breach any provision of this Agreement.
7.4 If you note any error or fault in the Mobile Application or the Service, you should report it in email@example.com.
8. SUSPENSION AND TERMINATION
8.1 If you use (or anyone other than you with your permission uses) the Mobile Application or Service or a CM Discount and Member Discount in contravention of this Agreement, we may suspend or terminate your use of the Service and/or Mobile Application (in whole or in part) and/or a CM Discount and Member Discount.
8.2 If we suspend the Service or Mobile Application or a CM Discount and Member Discount, we may refuse to restore the Service or Mobile Application or CM Discount and Member Discount until we are satisfactorily assured by you that there will be no further breach of this Agreement.
8.3 F/VMO shall co-operate with any law enforcement authorities or comply with any court order requesting or directing F/VMO to disclose the identity or other information of any users, including you, of the Service or Mobile Application.
8.4 Without limitation to anything else in this Clause 8, we shall be entitled immediately or at any time (in whole or in part) to: i) suspend the Service and/or Mobile Application; ii) suspend your use of the Service and/or Mobile Application; iii) suspend the use of the Service and/or Mobile Application by such persons we believe to be connected (in whatever manner) to you; and/or iv) terminate this Agreement immediately if we suspect, on reasonable grounds, that:
8.4.1 you commit any breach of this Agreement;
8.4.2 you have, might or will commit a breach of these terms; or
8.4.3 you may have committed or be committing any fraud against us or any other person.
8.5 Our rights to terminate this Agreement shall not prejudice any other right or remedy we may have in respect of any breach or any rights, obligations or liabilities accrued prior to termination.
9.1 You shall indemnify us against any and all claims, losses, liabilities, damages, costs or expenses incurred or sustained by us arising directly or indirectly out of:
9.1.1 any claims or legal proceedings which are brought or threatened against us by any person arising from:
i) your use of the Service or Mobile Application;
ii) the entitlement of a CM Discount or Member Discount;
iii) the use of the Service or Mobile Application through your password; or
9.1.2 any breach of this Agreement by you.
10. LIMITATION OF LIABILITY
10.1 Notwithstanding anything to the contrary in this Agreement, this Clause 10 prevails over all other provisions of this Agreement and sets forth our entire Liability, and your sole and exclusive remedies in respect of:
10.1.1 the performance, non-performance, purported performance or delay in performance by us of this Agreement (including in relation to the Mobile Application or Service supplied by us); or
10.1.2 otherwise in relation to this Agreement or the entering into or performance of this Agreement.
10.2 We, F/VMO and our subsidiaries, affiliates, officers, employees, agents, partners and licensors expressly disclaim all warranties of any kind, whether express or implied, including, without limitation, the implied warranties of title, merchantability, fitness for a particular purpose and non-infringement, in relation to (i) the Service; (ii) the Mobile Application; and/or (iii) any goods or services provided by the Merchants to you.
10.3 We, F/VMO and our subsidiaries, affiliates, officers, employees, agents, partners and licensors make no warranty that (i) the Service or the Mobile Application will meet any of your requirements or expectations; (ii) the Service or the Mobile Application will be uninterrupted, timely, secure or error-free; (iii) the results that may be obtained from your access to or use of the Service or the Mobile Application will be accurate or reliable; (iv) the quality of any information, goods or services purchased or obtained by you on or through the Service or the Mobile Application will meet any of your requirements or expectations; and (v) any errors or faults in any programs or software in the Service or the Mobile Application will be corrected.
10.4 You hereby acknowledge and agree that (i) your access to or use of the Service or the Mobile Application are at your sole risk; (ii) any material downloaded or otherwise obtained on or through the use of the Service or the Mobile Application is accessed or used at your own discretion and risk, and you will be solely responsible for and hereby waive any and all claims and causes of action with respect to any loss or damage including, without limitation, damage to your mobile phone, mobile device, computer system, internet access, download or display device, or loss or corruption of data.
10.5 You expressly understand, acknowledge, and agree that we, F/VMO and our subsidiaries, affiliates, officers, employees, agents, partners and licensors shall not be liable to you for any direct, indirect, punitive, special, consequential or exemplary losses or damages, including, without limitation, damages for loss of profits, goodwill, use, data or other intangible losses (whether or not we have been advised of the possibility of such damages), arising out of or resulting from (i) access to or use of, or inability to access or use, any of the Service or the Mobile Application; (ii) use of, or inability to use, any CM Discount or Member Discount; (iii) purchase or consumption of, or inability to purchase or consume, any goods or services provided by the Merchants; or (iv) any other matter relating to the Service or the Mobile Application.
12.1 We may place advertisements in different locations on the Mobile Application and at different points during your use of the Service. These locations and points may change from time to time. We will mark distinguish third party advertisements for goods and services from the goods or services which are entitled to a CM Discount and Member Discount and will be supplied by a Merchant.
12.2 You are free to select or click on advertised goods and services or not as you see fit.
12.3 Any advertisements may be delivered on our behalf by a third party advertising company.
13. LINKS TO AND FROM OTHER MOBILE APPLICATIONS
13.1 Where the Mobile Application contains links to third party sites and to resources provided by third parties (together "Other Sites"), those Other Sites are merely linked to provide information only and are solely for your convenience. We have no control over and do not accept and we assume no responsibility for Other Sites or for the content or products or services of Other Sites (including, without limitation, relating to social networking sites such as Facebook) and we accept no responsibility for any claims, liabilities, losses or damages of whatever nature that may arise from your access to or use of any of them. If you decide to access any of the third party sites, programs or applications linked to the Mobile Application, you do so entirely at your own risk.
14. INTELLECTUAL PROPERTY RIGHTS
14.1 All intellectual property rights (including the various rights conferred by statute, common law and equity in and in relation to copyright, patents, trademarks, service marks, trade names, logos and/or designs (including the "look and feel" and other visual or non-literal elements)) (whether registered or unregistered) in (a) MEK Solution Ltd, the Mobile Application and the Service, (b) (subject to Clause 14.4) information content on the Mobile Application or accessed as part of the Service, (c) any database operated by us and (d) all the Mobile Application design, text and graphics, software, photos, videos, music, sounds, and their selection and arrangement, and all software compilations, underlying source code and software (including applets and scripts) are owned by us or licensed to us. You shall not, and shall not attempt to, obtain any title or right to any such intellectual property rights.
14.2 None of the information, materials and other contents referred to in Clause 14.1 may be reproduced or redistributed or copied, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, sold, rented or sub-licensed, used to create derivative works, or in any way exploited without our prior express written permission. You may, however, retrieve and display the content of the Mobile Application on any tablet or smartphone device, store such content in electronic form on disk (but not on any server or other storage device connected to a network) or print one copy of such content for your own personal, non-commercial use, provided you keep intact all and any copyright and proprietary notices. You may not otherwise reproduce, modify, copy or distribute or use for commercial purposes any of the materials or content on the Mobile Application or accessed as part of the Service without our permission.
14.3 Any third party product, service and company names mentioned on the Mobile Application or the Service are the trademarks (registered or not), trade names, or product or service names of third parties.
14.4 Title, ownership rights and intellectual property rights in and to the content accessed using the Service is the property of the applicable content owner or Merchant and may be protected by applicable copyright or other law. Subject to the limited rights described in Clause 14.2, this Agreement gives you no rights to such content.
14.5 The authors of the literary and artistic works in the pages in the Mobile Application have asserted their moral rights to be identified as the author of those works.
14.6 Any material you upload, post, transmit, or submit to us either through the Mobile Application or otherwise ("Material") shall be considered (and we may treat it as) non-confidential (subject to our obligations under data protection legislation). You grant us a royalty-free, perpetual, irrevocable, non-exclusive license to use, copy, modify, adapt, translate, publish and distribute world-wide any Material (other than Ideas).
14.7 All comments, suggestions, ideas, notes, drawings or concepts in which intellectual property rights subsist: (i) disclosed or offered to us by you; or (ii) in response to solicitations by us regarding the Service or the Mobile Application; (in each foregoing case, these are called "Ideas") shall be deemed to be and shall remain our property and you hereby assign all existing present and future intellectual property rights in Ideas, to us. You must do all things reasonably requested by us to assure further the assignment of such rights. You understand and acknowledge that we have both internal resources and other external resources which may have developed or may in the future develop ideas identical to or similar to Ideas and that we are only willing to consider Ideas on these terms. In any event, any Ideas are not submitted in confidence and we assume no obligation, express or implied by considering it. Without limitation, we shall exclusively own all now known or hereafter existing rights to the Ideas of every kind and nature throughout the world and shall be entitled to unrestricted use of the Ideas for any purpose whatsoever, commercial or otherwise without compensation to the provider of the Ideas.
15.1 Interpretation: In this Agreement:
15.1.1 words denoting persons includes natural persons, partnerships, limited liability partnerships, bodies corporate and unincorporated associations of persons;
15.1.2 clause headings and clause titles are purely for ease of reference and do not form part of or affect the interpretation of this Agreement; and
15.1.3 references to "include" and "including" shall be deemed to mean respectively "include(s) without limitation" and "including without limitation".
15.2 No partnership/agency: Nothing in this Agreement shall be construed to create a joint venture, partnership or agency relationship between you and us and neither party shall have the right or authority to incur any liability debt or cost or enter into any contracts or other arrangements in the name of or on behalf of the other.
15.3 No other terms: Except as expressly stated in this Agreement, all warranties, conditions and other terms, whether express or implied, by statute, common law or otherwise are hereby excluded to the fullest extent permitted by law.
15.4 Assignment: You may not assign or delegate or otherwise deal with all or any of your rights or obligations under this Agreement. We shall have the right to assign or otherwise delegate all or any of our rights or obligations under this Agreement to any person.
15.5 Force majeure: We shall not be liable for any breach of our obligations under this Agreement where we are hindered or prevented from carrying out our obligations by any cause outside our reasonable control, including by lightning, fire, flood, extremely severe weather, strike, lock-out, labor dispute, act of God, war, riot, civil commotion, malicious damage, failure of any telecommunications or computer system, compliance with any law, accident (or by any damage caused by any of such events).
15.7 No waiver: No waiver by us of any default of yours under this Agreement shall operate or be construed as a waiver by us of any future defaults, whether or a like or different character. No granting of time or other forbearance or indulgence by us to you shall in any way release, discharge or otherwise affect your liability under this Agreement.
15.8 Third party rights: All provisions of this Agreement apply equally to and are for the benefit of F/VMO, its subsidiaries, its holding companies, its (or their) affiliates and its (or their) third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf (save that this Agreement may be varied or rescinded without the consent of those parties).
15.9 Survival: In any event, the provisions of Clauses 1, 5, 6, 9, 10, 14 and 15 of this Agreement, together with those provisions that either are expressed to survive its expiry or termination or from their nature or context it is contemplated that they are to survive such termination, shall survive termination of the Agreement. In the event you use the Mobile Application or Service again, then the provisions of the terms and conditions that then apply will govern your re-use of the Mobile Application or Service. In the event you use CM Discount and Member Discounts under this Agreement, then those provisions applicable to CM Discount and Member Discounts will survive termination of this Agreement.
15.10 Severability: If any provision of this Agreement is held to be unlawful, invalid or unenforceable, that provision shall be deemed severed and where capable the validity and enforceability of the remaining provisions of this agreement shall not be affected.
15.11 Governing law: This Agreement (and all non-contractual relationships between you and us) shall be governed by and construed in accordance with Hong Kong law and both parties hereby submit to the non-exclusive jurisdiction of the courts of Hong Kong S.A.R.
16.1 The Mobile Application and the Service are owned and operated by F/VMO are statutory bodies under the Hong Kong Ordinance Chapter Capater 291 and 277 in Hong Kong S.A.R. whose registered office is at 102 Shek Pai Wan Road, Aberdeen, Hong Kong and 757 Lai Chi Kok Road, Cheung Sha Wan, Hong Kong