General Terms and Conditions

Overview

This General Terms and Conditions Agreement (the “Agreement”) is entered into between you and U4GM and becomes effective on the date you first use the website (the “Site”) or accept the electronic version of this Agreement.

This Agreement sets out the general terms and conditions governing your use of the Site and any products or services purchased from or accessed through the Site (individually and collectively, the “Services”). It applies in addition to any terms and conditions that are specific to a particular Service.

Company Address:
Jointly operated by COOLPLAY TECHNOLOGY CO., LIMITED (UNIT 60 3/F YAU LEE CENTER NO.45 HOI YUEN ROAD KWUN TONG KL) and COOLYOUBEST LIMITED (69 Aberdeen Avenue, Cambridge, United Kingdom, CB2 8DL)

“We,” “us,” and “our” refer to U4GM. “You,” “your,” “User,” and “Customer” refer to any individual or entity that accepts this Agreement, accesses an account, or uses the Services. Nothing in this Agreement is intended to confer rights or benefits on any third party.

Changes to the Agreement, Site, or Services

U4GM may, in its sole and absolute discretion, change or modify this Agreement and any policy or agreement incorporated into it at any time. Unless otherwise stated, a change becomes effective immediately after it is posted on the Site. Your continued use of the Site or Services after a change is posted constitutes acceptance of the revised Agreement. If you do not agree to the revised Agreement, you must stop using the Site and Services.

U4GM may also notify you of changes by email. You are responsible for keeping the contact information associated with your account (the “Account”) accurate and current. U4GM is not responsible for an email notice that is not delivered because your account information is inaccurate or out of date.

U4GM may suspend or terminate your use of the Services if you breach any provision of this Agreement. U4GM also reserves the right to modify, change, or discontinue any aspect of the Site or Services at any time, including applicable prices and fees.

Eligibility and Authority

The Site and Services are available only to individuals or entities legally capable of entering into binding contracts under applicable law. By using the Site or Services, you represent and warrant that you: (i) are at least eighteen (18) years old; (ii) have the legal capacity to enter into a binding contract; and (iii) are not prohibited from purchasing or receiving the Services under the laws of the United States or any other applicable jurisdiction.

If you accept this Agreement on behalf of a company or other legal entity, you represent and warrant that you have legal authority to bind that entity. In that case, “you,” “your,” “User,” and “Customer” refer to that entity. If U4GM later determines that you lacked such authority, you will remain personally responsible for the obligations under this Agreement, including payment obligations.

U4GM is not responsible for loss or damage arising from its reasonable reliance on instructions, notices, documents, or communications that appear to come from an authorized representative of your entity. If the authenticity of a communication is reasonably questioned, U4GM may, but is not required to, request additional evidence. This Agreement also governs transactions carried out by you, your agents, and anyone using your Account or Services, whether or not that use was authorized by you.

Your Account

Some Site features and Services require an Account. You represent and warrant that all information submitted when creating or maintaining your Account is accurate, current, and complete, and you agree to keep it accurate, current, and complete. If U4GM reasonably believes that your Account information is untrue, inaccurate, outdated, or incomplete, it may suspend or terminate your Account in its sole and absolute discretion.

You are responsible for all activity conducted through your Account, whether or not you authorized that activity. You must protect your Account information, including your customer number or login, password, and payment method information. You must notify U4GM immediately of any security breach or unauthorized use of your Account.

U4GM is not liable for loss resulting from unauthorized use of your Account. You may be liable for loss suffered by U4GM or another party as a result of activity conducted through your Account by you or by an authorized or unauthorized person.

General Rules of Conduct

You acknowledge and agree that:

1. Your use of the Site and Services, including any content you submit, must comply with this Agreement and all applicable local, state, national, and international laws, rules, and regulations.
2. You may not collect or obtain, or permit another person to collect or obtain, User Content or non-public or personally identifiable information about another user, person, or entity without prior written consent.
3. You may not use the Site or Services in any manner that U4GM, in its sole and absolute discretion, determines to be unlawful or harmful, including conduct that:
   • promotes, encourages, or participates in illegal activity;
   • promotes, encourages, or participates in child exploitation or child sexual abuse material;
   • promotes, encourages, or participates in terrorism or violence against people, animals, or property;
   • distributes spam or unsolicited bulk communications, or participates in computer or network hacking or decryption;
   • violates the Ryan Haight Online Pharmacy Consumer Protection Act of 2008 or similar law, or promotes or sells prescription drugs without a valid prescription;
   • violates applicable laws relating to online sexual offences, prostitution, or sexual transactions;
   • infringes another party’s intellectual property rights;
   • violates another party’s privacy, publicity, or confidentiality rights or obligations;
   • interferes with the operation of the Site or Services;
   • contains or installs viruses, worms, bugs, Trojan horses, or other code, files, or programs designed or capable of disrupting, damaging, or limiting software or hardware; or
   • contains false, deceptive, unverified, or misleading statements about U4GM or its Services.
4. You may not copy or distribute the Site or any part of the Services except as expressly authorized by U4GM.
5. You may not modify or alter any part of the Site, Services, or related technology.
6. You may access U4GM Content and User Content only through the Site itself or through another method expressly designated by U4GM.
7. You are responsible for maintaining backup copies of your User Content. U4GM does not guarantee that it will back up any Account or User Content, and you accept the risk that some or all User Content may be lost.
8. You may not resell or provide the Services, including technology associated with U4GM, for commercial purposes without U4GM’s prior written consent.
9. You may not circumvent, disable, or otherwise interfere with security-related functions of the Site or Services, including functions that prevent or restrict the use or reproduction of U4GM Content or User Content or that enforce limitations on use.
10. You agree to provide a government-issued photo ID and/or government-issued business identification when reasonably required for identity verification.
11. You acknowledge that U4GM may call you to discuss your Account and that, subject to applicable law, calls may be recorded. To the extent permitted by law, a recording may be used as evidence in a legal proceeding. By providing a telephone or mobile number, you consent, where legally permitted, to receive calls from U4GM or its representatives, including calls made using an automated dialing system or prerecorded voice. Marketing communications remain subject to applicable consent and opt-out requirements.

Protection of Data

U4GM may make certain Account information available to personnel or service facilitators when that information is required to provide a gaming-related Service. Facilitators must accept applicable security obligations before providing a Service. Relevant data is encrypted, access is controlled, and operations are logged in detail.

User Content

Some features of the Site or Services, including services hosted by U4GM, may allow users to view, post, publish, share, store, or manage: (a) ideas, opinions, suggestions, notices, forum posts, contest entries, product reviews, photos, or social-media submissions (“User Submissions”); and (b) literary, artistic, musical, photographic, video, or other materials. User Submissions and these other materials are collectively referred to as “User Content.” All content submitted through your Account is treated as User Content.

Your Responsibility for User Content

By posting or publishing User Content on the Site or through the Services, you represent and warrant that: (i) you own the User Content or have all rights, licences, consents, and permissions necessary to distribute it; and (ii) the User Content does not violate any third-party right. You are solely responsible for User Content submitted through your Account and for the consequences of publishing or distributing it.

User Submissions

You acknowledge that User Submissions are voluntary, do not create a confidential relationship, and do not require U4GM to treat them as confidential. U4GM has no express or implied obligation to develop or use a User Submission and owes no compensation for intentional or unintentional use. U4GM may already be developing, may have received from another source, or may later develop content that is the same as or similar to your User Submission.

To the extent permitted by law, U4GM has the right to use and distribute User Submissions posted to the Site for commercial or other purposes, without restriction, notice, or compensation to you or another person.

Other User Content and Licence

By posting or publishing other User Content on the Site or through the Services, you authorize U4GM to use the intellectual property and other proprietary rights in that User Content as necessary to operate the Site and Services and as described in this Agreement.

You grant U4GM a worldwide, non-exclusive, royalty-free, sublicensable through multiple tiers, and transferable licence to use, reproduce, distribute, prepare derivative works from, combine with other works, display, and perform User Content in connection with the businesses of U4GM and its franchisees, including promotion and redistribution of all or part of the Site in any media format or channel, without payment, additional permission, or notice.

You also grant each Site user a non-exclusive licence to access User Content that you have not designated as private or password protected and to use, reproduce, distribute, prepare derivative works from, combine with other works, display, and perform that content through Site functions and as permitted by this Agreement.

The licence for User Content generally ends within a commercially reasonable time after you remove or delete the content, except that U4GM may retain archival or backup copies that it does not publicly distribute, display, or perform. Any licence that, by its nature or express terms, is intended to be permanent or irrevocable remains so. U4GM will not use private or password-protected User Content for promotional purposes merely because of this section. If you own a website hosted by U4GM or other hosted content, you retain ownership of or applicable rights in that User Content.

Website and Service Availability

Subject to this Agreement and our other policies and procedures, we will use commercially reasonable efforts to make the Site and Services available twenty-four (24) hours a day, seven (7) days a week. Availability is not guaranteed and may be affected by maintenance, technical failures, third-party systems, or other circumstances.

Content Monitoring and Account Termination

U4GM generally does not pre-screen User Content, whether it is posted on the Site or on a website hosted by U4GM. However, U4GM reserves the right, without assuming a duty to do so, to review User Content and determine whether it is appropriate or complies with this Agreement.

If, in U4GM’s sole and absolute discretion, User Content or a user’s conduct violates this Agreement, U4GM may remove the content without notice and/or terminate the user’s access to the Site or Services. U4GM may also terminate access where it reasonably believes a user has repeatedly violated applicable rules. Following termination, U4GM may, in its sole and absolute discretion and subject to applicable law, delete or destroy data and Services stored on its servers.

Service Termination, Payment, and Refund Terms

Service Discontinuation and End of Life

U4GM may discontinue any product or Service at any time, with or without cause and without prior notice. Although U4GM seeks to maximize the useful life of its Services, a product or Service may reach end of life (“EOL”). After the applicable EOL date, U4GM may stop supporting that product or Service.

A. General Payment Terms, Including Auto-Renewal Terms

Payment when due; refund limitations. You agree to pay all amounts due when you order a Service. Payments are non-refundable except where otherwise stated in the Refund Policy or required by applicable law.

Price changes. U4GM may change prices and fees at any time. A change posted on the Site becomes effective immediately unless otherwise stated. For a Service purchased for a multi-month or multi-year term, a price or fee change applies upon renewal of the relevant Service.

Payment methods. Unless prohibited by a product-specific agreement, available payment methods may include PayPal, a credit card processed through PayPal, or an available store-credit balance (each, a “Payment Method”). An express-payment feature may automatically place an order for the applicable Service and charge the primary Payment Method stored in your Account. An order confirmation will be sent to the email address associated with your Account. You must maintain a valid Payment Method while an active Service requires one. The location in which a payment is processed may change based on the Payment Method, selected currency, or a change or update to the Payment Method.

Refund processing. When U4GM sends a refund to your Payment Method, a refund receipt confirms only that U4GM submitted the refund to the Payment Method used for the original transaction. U4GM does not control when the refunded amount becomes available. Your payment provider or issuing bank determines the processing time, which may range from five (5) business days to a full billing cycle or longer.

Outstanding payments, reversals, and disputes. If U4GM cannot collect an amount due from your Payment Method, or receives a chargeback, reversal, payment dispute, or penalty relating to a prior charge, U4GM may use available legal remedies to collect the amount. This may include immediate cancellation, without further notice, of Services connected to the unpaid or disputed transaction.

U4GM may charge a reasonable administrative or processing fee when: (i) work is required outside the normal scope of a Service; (ii) additional time or expense is incurred in providing a Service; or (iii) you breach this Agreement, as determined by U4GM in its sole and absolute discretion. Examples may include customer-service matters requiring unusual additional effort, UDRP matters or accounting or legal services relating to a domain name, and costs or expenses incurred because of a chargeback or payment dispute initiated by you, your bank, or your payment processor. An applicable fee may be charged to the Payment Method stored in your Account.

Currencies and taxes. U4GM may offer product-level pricing in multiple currencies. A transaction is processed in the selected currency, and the amount displayed at checkout is the amount submitted for payment. Your Payment Method issuer may impose foreign-transaction or other fees, which may appear separately on your statement or be added to the final amount. Contact the issuer for details. Depending on your billing address and applicable law, you may also be charged value-added tax (“VAT”), goods and services tax (“GST”), bank charges, localization charges, or other taxes and fees.

B. Refund Policy and Additional Service Terms

The Refund Policy identifies the products and Services that may be eligible for a refund and the conditions that apply.

U4GM may review the storage-space and bandwidth usage of an Account and may terminate or charge additional fees for an Account that exceeds an applicable limit.

U4GM may terminate any or all Services without notice if, in its sole discretion, it determines that you have harassed or threatened an employee or representative of U4GM.

U4GM Content. Apart from User Content, the Site and Services may contain text, software, scripts, source code, APIs, graphics, photographs, sound, music, video, interactive features, trademarks, service marks, and logos (“U4GM Content”) owned by or licensed to U4GM. U4GM Content is provided “as is,” “as available,” and “with all faults.” It may be used only for personal, non-commercial purposes and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited without U4GM’s prior written permission. This Agreement does not grant a right or licence under any copyright, trademark, patent, or other proprietary right. U4GM reserves all rights not expressly granted in its Content, the Site, and the Services, and no ownership right is transferred by this Agreement.

No Spam; Liquidated Damages

U4GM does not tolerate spam. We may monitor traffic to and from our servers for signs of spam and maintain a spam-abuse complaint process. Suspected misuse of our products or Services for spam may be investigated and addressed.

For purposes of this Agreement, spam includes unsolicited commercial email (“UCE”), unsolicited bulk email (“UBE”), unsolicited fax communications, and other advertising or messages sent without the recipient’s express prior consent. Prohibited channels may include:

1. email messages;
2. newsgroup posts;
3. Windows system messages;
4. pop-up, adware, or spyware messages;
5. instant messages sent through AOL, MSN, Yahoo, or another messaging service;
6. online chat-room advertising;
7. guestbook or website-forum posts;
8. fax solicitations; and
9. text or SMS messages.

You may not use U4GM products or Services for these purposes. You must comply with applicable anti-spam and telemarketing laws, including the CAN-SPAM Act of 2003 and the Telephone Consumer Protection Act where applicable, and with this anti-spam policy. Commercial advertisements and bulk email or fax communications may be sent only to recipients who have opted in. Each communication must include a lawful return and reply address, the sender’s physical address, and an effective opt-out method. On request, you may be required to provide reliable proof of opt-in consent for an email address or fax number.

If an Account, product, or Service is associated with spam, U4GM may redirect, suspend, or cancel the Account, website hosting, domain-name registration, mailbox, or other applicable product or Service. Before reactivation, U4GM may require a written commitment that the spam activity will stop and may require payment of a non-refundable reactivation fee.

Customers and recipients of communications generated through our products or Services are encouraged to report suspected spam through the available email contact or spam-abuse complaint process.

Trademark and Copyright Notices

U4GM supports the protection of intellectual property rights. If you wish to submit: (i) a claim that a valid registered trademark or service mark owned by you has been infringed; or (ii) a copyright claim concerning material for which you own or control the copyright, follow the applicable U4GM trademark and/or copyright infringement policy.

Links to Third-Party Websites

The Site and Services may contain links to third-party websites that are not owned or controlled by U4GM. U4GM is not responsible for the content, terms and conditions, privacy policies, or practices of a third-party website and does not review or edit that website’s content.

By using the Site or Services, you release U4GM from liability arising from your use of a third-party website to the extent permitted by law. When you leave the Site, you should review the terms and conditions, privacy policy, and other governing documents of each third-party website you visit.

Disclaimer of Representations and Warranties

You expressly acknowledge and agree that your use of the Site and Services is at your sole risk. The Site and Services are provided “as is,” “as available,” and “with all faults.” To the fullest extent permitted by law, U4GM, its officers, directors, employees, agents, and third-party service providers disclaim all statutory, express, and implied warranties, including warranties of title, merchantability, fitness for a particular purpose, and non-infringement.

U4GM and its officers, directors, employees, and agents make no representation or warranty concerning: (i) the accuracy, completeness, or content of the Site; (ii) the accuracy, completeness, or content of a website linked to the Site through a hyperlink, banner advertisement, or otherwise; or (iii) the Services or any services found on a linked website. U4GM assumes no responsibility or liability for such content or services to the fullest extent permitted by law.

Limitation of Liability

To the fullest extent permitted by law, U4GM, its officers, directors, employees, agents, and third-party service providers will not be liable to you or any other person or entity for direct, indirect, incidental, special, punitive, or consequential damages arising from or relating to:

1. the accuracy, completeness, or content of the Site;
2. the accuracy, completeness, or content of a website linked to the Site through a hyperlink, banner advertisement, or otherwise;
3. the Services or services found on a linked website;
4. personal injury or property damage of any nature;
5. third-party conduct of any nature;
6. unauthorized access to or use of our servers or any content, personal information, financial information, or other data stored on them;
7. interruption or cessation of access to the Site or Services;
8. a virus, worm, bug, Trojan horse, or similar harmful component transmitted to or from the Site or a linked website;
9. User Content that is defamatory, harassing, abusive, harmful to a minor or other protected person, pornographic, obscene, or otherwise objectionable; or
10. loss or damage arising from your use of the Site or Services.

This limitation applies whether a claim is based on warranty, contract, tort, statute, or another legal or equitable theory and whether or not U4GM was advised that the damage might occur.

Indemnification

You agree to protect, defend, indemnify, and hold harmless U4GM, its officers, directors, employees, agents, and third-party service providers from and against claims, demands, costs, expenses, losses, liabilities, and damages of every kind, including reasonable legal fees, imposed on or incurred by them directly or indirectly as a result of: (i) your use of and access to the Site or Services; (ii) your breach of this Agreement or a policy or agreement incorporated into it; and/or (iii) your violation of a third party’s rights, including intellectual property or other proprietary rights.

The obligations in this section survive the termination or expiration of this Agreement and the end of your use of the Site or Services.

Governing Law and Jurisdiction

This Agreement is governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region (“Hong Kong”). The parties submit to the non-exclusive jurisdiction of the courts of Hong Kong.

Compliance with Local Laws

U4GM does not represent or warrant that the content of the Site or Services is appropriate or legally available in every country or jurisdiction. Access from a country or jurisdiction where the content is illegal is prohibited. A user who chooses to access the Site or Services is responsible for compliance with applicable local laws, rules, and regulations.

Disputes, Binding Individual Arbitration, and Waiver of Class and Collective Proceedings

A. Disputes

This section applies to every dispute between you and U4GM, except a dispute governed by a referenced Uniform Domain Name Dispute Resolution Policy. “Dispute” means any dispute, claim, or action arising out of or relating to a U4GM product or Service, the Site, this Agreement, or another transaction between you and U4GM, whether based on contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or another legal or equitable basis. The term is intended to be interpreted as broadly as the law permits.

“Dispute” does not include a claim or cause of action by either party for: (i) misappropriation of trade secrets; (ii) patent infringement; (iii) copyright infringement or misuse; or (iv) trademark infringement or dilution. Notwithstanding another provision of this Agreement, the parties agree that a court, rather than an arbitrator, may decide whether a claim falls within one of these four exceptions.

B. Binding Arbitration

You and U4GM agree that: (i) disputes between the parties will be arbitrated on an individual basis in accordance with this section; (ii) this Agreement evidences a transaction in interstate commerce; (iii) the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq., governs the interpretation and enforcement of this section; and (iv) this section survives termination of this Agreement.

Arbitration means that you waive the right to have a dispute decided by a judge or jury, and grounds for appeal are limited. Subject to the limitation of liability in Section 15, the arbitrator may award the same individual relief that a court of competent jurisdiction could award. Declaratory or injunctive relief may be awarded only to the individual party seeking relief and only to the extent necessary to resolve that party’s individual claim. Arbitration costs may in some cases exceed litigation costs, and the right to obtain evidence may be more limited than in court. An arbitration award is final and may be enforced by any court with jurisdiction over the parties.

Headings, Independent Covenants, and Severability

Headings are provided only for convenience and reference and will not control the interpretation of this Agreement except where expressly stated. Each covenant and agreement is intended to be a separate and independent obligation.

If a court of competent jurisdiction finds a provision, or part of a provision, illegal, invalid, or unenforceable, the remaining provisions will not be affected and will remain valid and enforceable to the maximum extent permitted by law.

English-Language Version

This Agreement, together with all policies and applicable product agreements incorporated by reference (collectively, the “Agreement”), is executed in English. A translated version is provided for convenience only. Where permitted by law, the English version controls in the event of a conflict.

Where applicable law requires a translated version: (i) both language versions may be equally authentic; (ii) each party confirms that it has reviewed both versions and that they are substantially the same; and (iii) if a conflict remains, the translated version may prevail where the parties’ intentions have been fully considered and applicable law so requires.