Effective Date: February 5, 2020

By using our service, you acknowledge that you have read, understood and agreed to the following TOU. In case you do not understand or agree to any of the TOU, you should immediately stop using our service. wei zhang and/or its affiliates (collectively “Company”, “we”, “our” and “us”). reserves the right to update the Terms OF USE ("TOU") at any time without notice to you. In the case of any violation against the provisions of the TOU, we shall have the right to seek legal and fair remedies.

If you have any questions about, or if you wish to send us any notices in relation to, these TOU, please contact us at gsj1377@icloud.com.

Please review these TOU and our policies and instructions to understand how you can and cannot use our services. You must comply with these TOU in your use of our services and only use our services as permitted by applicable laws and regulations, wherever you may be when you use them. When you use the Service, you represent that:

1. your use of the Service does not violate any applicable law or regulation;

2. you are 13 years of age or older; and

3. you are of sufficient legal age or otherwise have legal capacity to legally enter into these TOU

If you do not agree to these TOU, you must not use our services. We may modify these TOU from time to time. We will notify you of material changes in accordance with applicable laws. If you do not agree with the proposed changes, you should discontinue your use of the Service and uninstall the App. If you continue using the Service after the new TOU take effect, you will be bound by the modified TOU.

Our Privacy Policy, located at https://www.mm-cell.com/policy.html is part of and is governed by these TOU. By agreeing to these TOU, you agree to be bound by the TOU of the Privacy Policy and agree that we may use information collected from you in accordance with its TOU.

1. Use License

(1) The Company grants each user a non-exclusive and limited license to use the object code version of the App for non-commercial purposes. Each user may make a single copy of the App in object code form for archival or backup purposes. The user must include all Notices on all such copies. Users are prohibited from reverse engineering, decompiling or disassembling the App or attempting to gain access to the source code of the App except and only to the extent that it is expressly permitted by applicable law. To the extent applicable law permits contractual waiver of such right, you hereby waive your rights to do so.

(2) Each user is prohibited from transferring or assigning the App or these TOU and/or any rights or obligations hereunder without the prior written consent of the Company.

(3) Your rights under this TOU will automatically terminate if you breach any of your material obligations under this TOU.

(4) Promptly after such any termination of this TOU, you will destroy all copies of the App and uninstall the App from your device.

(5) All rights not expressly granted are reserved.

2. Third Party Services

The services may contain links to third party sites, and we are not responsible for and we do not endorse, support or guarantee the lawfulness, accuracy or reliability of any content submitted to, transmitted or displayed by or linked by our services, including any other content provided by other users of our services or by our advertisers.

We also do not guarantee the quality, reliability or suitability of any third party services provided, made available, advertised or linked through our services, and we will bear no responsibility for your use of or relationship with any such third party services. If you access third party services through our services, you must comply with any TOU and conditions applicable to those services.

3. Our Intellectual Property Rights

All intellectual property rights in or to our services and software (including any future updates, upgrades and new versions) will continue to belong to us and our licensors. Except as expressly provided in these TOU, you have no right to use our intellectual property rights.

4. Indemnity

You agree to defend, indemnify, and hold harmless Lightwood Limited, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from any and all claims, liabilities, costs, and expenses, including, but not limited to, attorneys’ fees and expenses, arising out of a breach of your obligations, representation and warranties under these TOU.

5. EXCLUSION OF WARRANTIES

NOTHING IN THESE TOU SHALL AFFECT ANY STATUTORY RIGHTS THAT YOU CANNOT CONTRACTUALLY AGREE TO ALTER OR WAIVE AND ARE LEGALLY ALWAYS ENTITLED TO AS A CONSUMER.

THE SERVICES ARE PROVIDED “AS IS” AND WE MAKE NO WARRANTY OR REPRESENTATION TO YOU WITH RESPECT TO THEM. IN PARTICULAR WE DO NOT REPRESENT OR WARRANT TO YOU THAT:

YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS;

YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR;

ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; AND

DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

NO CONDITIONS, WARRANTIES OR OTHER TOU (INCLUDING ANY IMPLIED TOU AS TO SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION) APPLY TO THE SERVICES EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TOU. WE MAY CHANGE, SUSPEND, WITHDRAW OR RESTRICT THE AVAILABILITY OF ALL OR ANY PART OF OUR APPLICATION FOR BUSINESS AND OPERATIONAL REASONS AT ANY TIME WITHOUT NOTICE

6. LIMITATION OF LIABILITY

TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE SERVICE, ANY MATERIALS, OR ANY OTHER CONTENT THEREIN. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TOU OF SERVICE, OUR LIABILITY TO YOU IN RESPECT OF ANY LOSS OR DAMAGE SUFFERED BY YOU AND ARISING OUT OF OR IN CONNECTION WITH THESE TOU OF SERVICE, WHETHER IN CONTRACT, TORT OR FOR BREACH OF STATUTORY DUTY OR IN ANY OTHER WAY SHALL NOT EXCEED $50.

7. GOVERNING LAW AND DISPUTE RESOLUTION

Except to the extent that: (i) any applicable additional TOU incorporated into these TOU provide differently, or (ii) the applicable laws and regulations of your jurisdiction mandate otherwise (for instance, you may have statutory rights in your jurisdiction in relation to bringing or defending claims in a local court (including small claims court (or similar court)), these TOU and any dispute or claim arising out of or in connection with these TOU will be governed by the law of the Hong Kong Special Administrative Region.

Any dispute, controversy or claim (whether in contract, tort or otherwise) arising out of, relating to, or in connection with these TOU, including their existence, validity, interpretation, performance, breach or termination, will be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre under the Hong Kong International Arbitration Centre Administered Arbitration rules in force when the Notice of Arbitration is submitted. The seat of the arbitration will be Hong Kong. There will be one arbitrator only. The arbitration proceedings will be conducted in English.