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Terms and Conditions of Use

These terms and conditions govern your access to and use of this Website

(Site). By accessing or using the Site, you are agreeing to these Terms and concluding a legally

binding contract with Qindian, LLC, a duly created and validly existing Pennsylvania limited

liability company (Company). Do not access or use the Site if you are unwilling or unable to

be bound by the Terms.

1. Definitions

A. Parties

You and your refer to you, as a user of the Site. A user is someone who accesses,

browses, crawls, scrapes, or in any way uses the Site. We, us, and our refer to the

Company.

B. Content

Content means text, images, photos, audio, video, location data, and all other forms of data

or communication. Your Content means Content that you submit or transmit to, through, or in

connection with the Site, such as advertisements, ratings, reviews, and information that you

publicly display or displayed in your account profile. Company Content means Content that we

create and make available in connection with the Site.

2. Changes to the Terms of Service

We may modify the Terms from time to time. The most current version of these Terms will

be located here. You understand and agree that your access to or use of the Site is governed by

the Terms effective at the time of your access to or use of the Site. You should revisit these

Terms on a regular basis as revised versions will be binding on you. You understand and agree

that your continued access to or use of the Site after the effective date of modifications to the

Terms indicates your acceptance of the modifications.

3. Using the Site

A. Eligibility. To access or use the Site, you must be 18 years or older and have the

requisite power and authority to enter into these Terms. You may not access or use

the Site if you are a competitor of ours or if we have previously banned you from the

Site or closed your account.

B. Permission to Use the Site. We grant you permission to use the Site subject to the

restrictions in these Terms. Your use of the Site is at your own risk, including the risk

that you might be exposed to Content that is offensive, indecent, inaccurate,

objectionable, or otherwise inappropriate.

C. User Accounts. You must create an account and provide certain information about

yourself in order to use some of the features that are offered through the Site. You are

responsible for maintaining the confidentiality of your account password. You are

also responsible for all activities that occur in connection with your account. You

agree to notify us immediately of any unauthorized use of your account. We reserve

the right to close your account at any time for any or no reason.

4. Content

A. Responsibility for Your Content. You alone are responsible for Your Content, and

once published, it cannot always be withdrawn. You assume all risks associated with

Your Content, including anyone's reliance on its quality, accuracy, or reliability, or

any disclosure by you of information in Your Content that makes you personally

identifiable. You may not imply that Your Content is in any way sponsored or

endorsed by the Company. You may expose yourself to liability if, for example,

Your Content contains material that is false, intentionally misleading, or defamatory;

contains material that is unlawful, including illegal hate speech or pornography;

exploits or otherwise harms minors; or violates or advocates the violation of any law

or regulation.

B. Ownership. As between you and the Company, you own Your Content. We own the

Company Content, including but not limited to visual interfaces, interactive features,

graphics, design, compilation, including, but not limited to, our compilation of User

Content and other Site Content, computer code, products, software, aggregate user

review ratings, and all other elements and components of the Site excluding Your

Content, and Third Party Content. We also own the copyrights, trademarks, service

marks, trade names, and other intellectual and proprietary rights throughout the world

(IP Rights) associated with the Company Content and the Site, which are protected

by copyright, trade dress, patent, trademark laws and all other applicable intellectual

and proprietary rights and laws. As such, you may not modify, reproduce, distribute,

create derivative works or adaptations of, publicly display or in any way exploit any

of the Company Content in whole or in part except as expressly authorized by us.

C. Advertising. The Company and its licensees may publicly display advertisements and

other information adjacent to or included with Your Content. You are not entitled to

any compensation for such advertisements. The manner, mode and extent of such

advertising are subject to change without specific notice to you.

D. Restrictions. We are under no obligation to enforce the Terms on your behalf against

another user. While we encourage you to let us know if you believe another user has

violated the Terms, we reserve the right to investigate and take appropriate action at

our sole discretion.

E. You agree not to, and will not assist, encourage, or enable others to use the Site to:

i. write a fake or defamatory review, trading reviews with other businesses,

or compensating someone or being compensated to write or remove a

review;

ii. violate any third party's rights, including any breach of confidence,

copyright, trademark, patent, trade secret, moral right, privacy right, right

of publicity, or any other intellectual property or proprietary right;

iii. threaten, stalk, harm, or harass others, or promote bigotry or

discrimination;

iv. Send bulk emails, surveys, or other mass messaging, whether commercial

in nature or not; engage in keyword spamming, or otherwise attempt to

manipulate the Site's search results or any third party website;

v. Solicit personal information from minors, or submit or transmit

pornography; or

vi. violate any applicable law.

5. Third Parties.

The Site may include links to other websites or applications (each, a Third Party Site). We

do not control or endorse any Third Party Site. You agree that we are not responsible for the

availability or contents of such Third Party Sites. Your use of Third Party Sites is at your own

risk.

6. Indemnity.

You agree to indemnify, defend, and hold the Company harmless, including costs, liabilities

and legal fees, from any claim or demand made by any third party arising out of or relating to (i)

your access to or use of the Site, (ii) your violation of the Terms, (iii) any products or services

purchased or obtained by you in connection with the Site, or (iv) the infringement by you, or any

third party using your account, of any intellectual property or other right of any person or entity.

The Company reserves the right, at your expense, to assume the exclusive defense and control of

any matter for which you are required to indemnify us and you agree to cooperate with our

defense of these claims. You agree not to settle any such matter without the prior written consent

of the Company.

7. Disclaimers and Limitations of Liability

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF

THE COMPANY TO YOU. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING

HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT

BE LAWFULLY LIMITED. IF YOU ARE UNSURE ABOUT THIS OR ANY OTHER

SECTION OF THESE TERMS, PLEASE CONSULT WITH A LEGAL PROFESSIONAL

PRIOR TO ACCESSING OR USING THE SITE. BY ACCESSING OR USING THE SITE,

YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE

TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL

RIGHTS BY AGREEING TO THESE TERMS.

 

A. THE SITE IS MADE AVAILABLE TO YOU ON AN AS IS, WITH ALL

FAULTS AND AS AVAILABLE BASIS, WITH THE EXPRESS

UNDERSTANDING THAT THE COMPANY MAY NOT MONITOR,

CONTROL, OR VET USER CONTENT. AS SUCH, YOUR USE OF THE SITE

IS AT YOUR OWN DISCRETION AND RISK. THE COMPANY MAKE NO

CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR

RELIABILITY OF THE SITE, ITS SAFETY OR SECURITY, OR THE SITE

CONTENT. ACCORDINGLY, THE COMPANY IS NOT LIABLE TO YOU

FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE,

FROM THE SITE'S INOPERABILITY, UNAVAILABILITY OR SECURITY

VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY,

ACCURACY, OR RELIABILITY OF THE BUSINESS LISTINGS, RATINGS,

REVIEWS (INCLUDING THEIR CONTENT, ORDER, AND DISPLAY), OR

METRICS FOUND ON, USED ON, OR MADE AVAILABLE THROUGH THE

SITE.

B. THE COMPANY MAKE NO CLAIMS OR PROMISES WITH RESPECT TO

ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS

LISTED ON THE SITE OR THE SITE'S USERS. ACCORDINGLY, THE

COMPANY IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT

MIGHT ARISE FROM THEIR ACTIONS OR OMISSIONS, INCLUDING,

FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR

CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE

A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR

ADVERTISERS LISTED OR FEATURED ON THE SITE. YOUR PURCHASE

AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES

THROUGH THE SITE IS AT YOUR OWN DISCRETION AND RISK.

C. THE COMPANY EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER

EXPRESS OR IMPLIED, INCLUDING WARRANTIES AS TO THE

PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE

SITE, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS

FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL

OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A

REPRESENTATIVE OF THE COMPANY SHALL CREATE A

REPRESENTATION OR WARRANTY.

D. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF

DISSATISFACTION WITH THE SITE, RELATED SERVICES, OR ANY

OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND

DISCONTINUATION OF ACCESS TO, OR USE OF THE SITE.

E. THE COMPANY DISCLAIMS LIABILITY FOR ANY (i) INDIRECT,

SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR

CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS

INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF

INFORMATION OR DATA.

8. Choice of Law and Venue

Pennsylvania law will govern these Terms, as well as any claim, cause of action or

dispute that might arise between you and the Company (a Claim), without regard to conflict of

law provisions. FOR ANY CLAIM BROUGHT BY EITHER PARTY, YOU AGREE TO

SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN,

AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED

WITHIN PHILADELPHIA, PENNSYLVANIA.

9. Termination

A. You may terminate the Terms at any time by closing your account,

discontinuing your use of the Site, and providing Company with a notice of

termination here.

B. We may close your account, suspend your ability to use certain portions of the

Site, and/or ban you altogether from the Site for any or no reason, and without

notice or liability of any kind. Any such action could prevent you from

accessing your account, the Site, Your Content, Site Content, or any other

related information.

10. General Terms

A. We reserve the right to modify, update, or discontinue the Site at our sole

discretion, at any time, for any or no reason, and without notice or liability.

B. We may provide you with notices, including those regarding changes to the

Terms by email, regular mail or communications through the Site.

C. Except as otherwise stated in Section 10 above, nothing herein is intended, nor

will be deemed, to confer rights or remedies upon any third party.

D. The Terms contain the entire agreement between you and us regarding the use

of the Site, and supersede any prior agreement between you and us on such

subject matter. The parties acknowledge that no reliance is placed on any

representation made but not expressly contained in these Terms.

E. Any failure on the Company’s part to exercise or enforce any right or

provision of the Terms does not constitute a waiver of such right or provision.

The failure of either party to exercise in any respect any right provided for

herein shall not be deemed a waiver of any further rights hereunder.

F. If any provision of the Terms is found to be unenforceable or invalid, then

only that provision shall be modified to reflect the parties' intention or

eliminated to the minimum extent necessary so that the Terms shall otherwise

remain in full force and effect and enforceable.

G. The section titles in the Terms are for convenience only and have no legal or

contractual effect.