effective as of 13/11/2023


These Terms and Conditions are the standard terms for the advertisement services provided on the portal www.beincrypto.com by BeInNews Academy Ltd.


BY SIGNING OR ACCEPTING THE INSERTION ORDER (THE IO) YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, CONSENT AND AGREE TO THESE TERMS.


THE TERMS MAY BE AMENDED BY US FROM TIME TO TIME AND YOU AGREE TO ACCEPT ALL SUCH AMENDMENTS AS WELL AS AGREE THAT IT IS YOUR SOLE RESPONSIBILITY TO REVIEW AND GET YOURSELF FAMILIAR WITH ALL SUCH AMENDMENTS.

Information About Us


BeInNews Academy Ltd. is a company, registered under the laws of Hong Kong under the company number: 1332369, with registered address at: Suite 1701 – 02A, 17/F., 625 King’s Road, North Point, Hong Kong (hereinafter referred to as Us or the Company).


We are the owners and operators of www.beincrypto.com and social media channels operating under the same name and/or trademark (collectively referred to as the Web Site).

Definitions

ACmeans advertising campaign of the Client based on the Client Content;
Clientmeans a person (individual or legal entity) that enters into the IO with the Company;
Client
Content		means the information and materials, including but not limited to multimedia images, video banners, graphics, text, data or other objects originated by the Client which the Client must supply to the Company to enable the Company to carry out the Services as defined in the IO;
Created
Content		means the information and materials, including but not limited to multimedia images, video banners, graphics, text, data or other objects which the Company created at request of the Client according to Clause 2.5 and as further detailed in the IO;
IOmeans the Insertion Order;
Servicesmeans advertising services (conduct AC) to be provided by the Company under this Terms as described in the IO;
Termsmeans these advertising terms and conditions;

1. Nature of Engagement

1.1. The engagement under these Terms is mutually non-exclusive.

1.2. The engagement and appointment of the Company under these Terms does not create any mutual obligations on the part of the Client or the Company to offer or accept any further engagement and no continuing relationship shall hereby be created or implied.

1.3. These Terms of Sale apply to business customers.

2. The Services

2.1. The Company shall provide the Services specified in this Clause 2 and the IO.

2.2. The Company shall start the provision of the Services upon the Client Content and the Fee amount are received from the Client, unless otherwise is indicated in the IO.

2.3. The Client shall provide the Client Content to the Company within 5 calendar days following the effective date of the respective IO (the Delivery Date) unless another period is specified in the IO. In the event the Client fails to deliver the Client Content on or by the Delivery Date or fails to adhere to the time limits set out in Clause 3, the term of the Services shall increment by one day for each day that the delivery of the Client Content is delayed.

2.4. The Client understands and acknowledges that the Company cannot provide and is not providing any guarantee of success of the AC and accepts no responsibility for effectiveness of the AC.

2.5. The Client may engage the Company to create content for the AC as part of the Services (the Created Content) what shall be expressly identified in the IO together with detailed requirements of the Client for such content and terms of completion.

3. Consideration

3.1. In consideration of the Services under each IO the Client shall pay to the Company a Fee specified in the IO. Fee shall be exclusive of any applicable value added tax or any other tax that may be imposed or chargeable with respect to the Fee. If any value added tax or other tax is so chargeable, it shall be paid by the Client at the same time as it pays the Fee in the amount indicated in the respective Company’s invoice.

3.2. The Fee is non-refundable unless the IO indicates otherwise.

3.3. The Fee shall be paid by the Client in advance unless otherwise is indicated in the IO.

3.4. Payment of all Fees and other payments due under these Terms and the IO shall be made within 7 calendar days of receipt by the Client of the Company’s invoice for the same.

3.5. All payments made shall be expressly exclusive of any value-added tax chargeable thereon.

3.6. If the Client does not make any payment due to the Company on time, the Company will not provide any Services until the payment is made. If you do not make payment within 10 days of the Company’s reminder, the Company may at its sole discretion cancel the IO, and will inform you of the cancellation in writing.

3.7. Without prejudice to sub-Clause 5, in case of post-payment, if the Client fails to timely pay the Fee, the Company shall be entitled to impose a penalty in the amount of 0.1% of outstanding Fee amount for each day of delay starting form the third day of the delay payable at the Company’s request.

4. Client’s Warranties and Indemnity

4.1. The Client represents, warrants, undertakes, and agrees with the Company as follows:

4.1.1 The materials used by the Client in the AC, including the Client Content, shall be original to or otherwise owned by the Client and shall not infringe any copyright, other intellectual property rights, moral rights, rights of privacy, rights of publicity, or any other rights whatsoever of any person;

4.1.2. the Client Content, the AC materials and the AC itself shall not, under the laws of any jurisdiction be obscene, blasphemous, offensive to religion, or defamatory of any person and shall not contain any material which has been obtained in violation of any data protection legislation including but not limited to legislation applicable in the state of the Client’s registration and targeting areas or any analogous domestic or foreign legislation and nothing contained in the AC and its materials will constitute a contempt of court;

4.1.3. the Client Content, the AC materials and the AC itself shall not use any offensive or obscene language towards any person; include comment or statement that a reasonable person would find offensive or construe as promotion of or tolerance to: a) pornography, “adult videos”, adult entertainment venues, escort services, dating services; b) tobacco products; c) political context, such as the promotion, advertisement or endorsement of any party, candidate, or elected official, or in connection with any political policy or viewpoint; d) educement in immoral or criminal activities, as well as enticement in racist, ethnically offensive, threatening, infringing or libelous activity;

4.1.4. the Client Content, the AC materials and the AC itself shall not include any kind of content that contains or implies clickbait, sensationalism, profit promises, financial/investment advice, encouragement to buy, prices forecasts, listicle articles or AI-generated articles;

4.1.5. the Client Content, the AC material and the AC itself shall not include gambling or casino-related content, including but not limited to online or offline gambling or betting:

“Online gambling” is defined as promotion of online, real-money gambling for money and/or ‘monies worth’, as well as the promotion of sites that contain or link to content relating to online gambling;

“Offline gambling” is defined as promotion of physical, real-money gambling for money and/or ‘monies worth’, activity or establishments;

4.1.6 the Client Content, the AC materials and the AC itself shall not breach and/or violate any law, regulation, secondary regulation, instruction, bylaws in any jurisdiction, including but not limited to advertising laws, competitions laws, digital rights laws;

4.1.7. the Client Content must not introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via the Web Site.

4.1.8. The Client must not attempt to gain unauthorised access to any part of the Web Site, the server on which the Web Site is stored, or any other server, computer, or database connected to the Web Site wither directly or via the Client Content or AC materials.

4.1.9. the Client shall not enter into any agreement or arrangement which might conflict with the Company’s rights under hereunder or might interfere with the Company’s performance of its obligations under these Terms;

4.1.10. the Client undertakes to indemnify the Company and keep the Company at all times fully indemnified from and against all actions, proceedings, claims, demands, costs (including without prejudice to the generality of this provision the legal costs of the Company on a solicitor and own-client basis), awards, or damages howsoever arising – directly or indirectly – as a result of any breach or non-performance by the Client of any of its undertakings, warranties, or obligations under these Terms and the IO.

4.1.11. The Company reserves the right to suspend or terminate the AC if the Client breaches the provisions of this Clause 4. The Company further reserves the right to suspend the Client Content used in the AC in case such Client Content breaches the provision of this Clause 4. No refunds will be given in the event of such suspension or termination. In addition, the Company may take one or more of the following actions:

a) issue the Client with a written warning;
b) take legal proceedings against the Client for reimbursement of any and all relevant costs on an indemnity basis resulting from your breach;
c) take further legal action against the Client as appropriate;
d) disclose such information to law enforcement authorities as required or as the Company deems reasonably necessary; and/or
e) any other actions which the Company deems reasonably appropriate (and lawful).

4.1.12. The Company hereby excludes any and all liability arising out of any actions (including, but not limited to those set out above) that the Company may take in response to breaches of these Terms by the Client.

5. Intellectual Property Rights

5.1. Client Content. All Client Content and the copyright and other intellectual property rights subsisting in that Client Content belongs to the Client and is licensed to the Company for the purpose and for the terms of the Services under the unconditional, non-exclusive, fully transferrable, royalty-free, perpetual, irrevocable, worldwide licence to use, store, archive, syndicate, publish, transmit, adapt, edit, reproduce, distribute, prepare derivative works from, display, perform and sub-licence that Client Content for the purposes of the Services and promoting of Company’s Web Site and services.

5.2. Company Content. With the exception of Client Content, all Content included on Web Site and the copyright and other intellectual property rights subsisting in that content (the Company Content), unless specifically labelled otherwise, belongs to or has been licensed to the Company.

5.3. The Client may not reproduce, copy, distribute, sell, rent, sub-licence, store, or in any other manner re-use Company Content unless given express written permission to do so by the Company.

5.4. The Company’s status as the owner and author of the Company Content on the Web Site (or that of identified licensors, as appropriate) must always be acknowledged.

5.5. The Client may not use any Company Content printed, saved or downloaded from the Web Site for commercial purposes without first obtaining a licence from the Company (or our licensors, as appropriate) to do so. This does not prohibit the normal access, viewing and use of the Web Site for general information purposes whether by business users or consumers.

5.6. Created Content. Upon receipt in full by the Company of the Fee due under Clause 3, the copyright and any and all other Intellectual Property Rights subsisting in the Created Content shall be licenced to the Client strictly for the purpose of the AC for the full duration of copyright and any and all other intellectual property rights applicable to the Created Content.

5.7. Use of the Created Content outside of the AC purpose may not take place without the express written consent of the Company, such consent generally to be contingent upon the agreement and payment of further consideration by the Client.

5.8. The rights licensed to the Client under sub-Clause 5.6 are personal to the Client and may not be assigned, licensed, loaned or otherwise transferred to any third parties save for the purposes of the Client’s bona fide exercise of those rights (including, but not limited to, the transfer of the Created Content to designers, printers and website developers).

6. Our Liability

6.1. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY ACCEPTS NO LIABILITY FOR ANY LOSS OR DAMAGE, WHETHER FORESEEABLE OR OTHERWISE, IN CONTRACT, TORT (INCLUDING NEGLIGENCE), FOR BREACH OF STATUTORY DUTY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES.

6.2. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY EXCLUDES ALL REPRESENTATIONS, WARRANTIES, AND GUARANTEES (WHETHER EXPRESS OR IMPLIED) THAT MAY APPLY TO THE SERVICES.

6.3. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, THE COMPANY AND ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, OR EMPLOYEES, SHALL NOT BE LIABLE TO THE CLIENT OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, SALES, BUSINESS OR REVENUE; LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR REPUTATION; LOSS OF ANTICIPATED SAVINGS) INCURRED IN CONNECTION WITH THE AC AND SERVICES UNDER ANY THEORY OF LIABILITY, INCLUDING, BUT NOT LIMITED TO, CONTRACT OR TORT, AND WHETHER OR NOT THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, AND IN NO EVENT SHALL THE COMPANY’S AGGREGATE LIABILITY TO THE CLIENTS FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS AND IOS EXCEED THE FEE ACTUALLY PAID TO THE COMPANY BY THE CLIENT IN CONNECTION WITH THE SUBJECT-MATTER HEREOF DURING THE TWELVE (12) MONTHS PERIOD DIRECTLY PRECEDING SUCH CLAIM.

6.4. THE COMPANY EXERCISES ALL REASONABLE SKILL AND CARE TO ENSURE THAT THE WEB SITE IS FREE FROM VIRUSES AND OTHER MALWARE. HOWEVER, THE COMPANY ACCEPTS NO LIABILITY FOR ANY LOSS OR DAMAGE RESULTING FROM A VIRUS OR OTHER MALWARE, A DISTRIBUTED DENIAL OF SERVICE ATTACK, OR OTHER HARMFUL MATERIAL OR EVENT THAT MAY ADVERSELY AFFECT YOUR OR THIRD PARTIES HARDWARE, SOFTWARE, DATA OR OTHER MATERIAL THAT OCCURS AS A RESULT OF YOUR USE OF THE WEB SITE FOR THE AC AND THE SERVICES.

6.5. THE COMPANY NEITHER ASSUMES NOR ACCEPTS RESPONSIBILITY OR LIABILITY ARISING OUT OF ANY DISRUPTION OR NON-AVAILABILITY OF THE WEB SITE RESULTING FROM EXTERNAL CAUSES INCLUDING, BUT NOT LIMITED TO, ISP EQUIPMENT FAILURE, HOST EQUIPMENT FAILURE, COMMUNICATIONS NETWORK FAILURE, NATURAL EVENTS, ACTS OF WAR, OR LEGAL RESTRICTIONS AND CENSORSHIP.

7. Confidentiality

7.1. Both Parties undertake that, except as provided by sub-Clause 7.2 or as authorised in writing by the other Party, they shall at all times during the continuance of the Services and for a period of 1 (one) year after its termination: (i) keep confidential all Confidential Information; (ii) not disclose any Confidential Information to any other party; (iii) not use any Confidential Information for any purpose other than as contemplated by this Terms; (iv) not make any copies of, record in any way or part with possession of any Confidential Information; and (v) ensure that (as applicable) none of its directors, officers, employees, agents or advisers does any act which, if done by that Party, would be a breach of the provisions of this Clause 6.

For the purposes of these Terms, Confidential Information shall be the any information designated at or before the time of disclosure by a party as confidential, and any other information that falls within the definition as further set out below. This includes: (i) the content of the IO; (ii) any and all confidential or proprietary information relating to: the business, customers, clients, or suppliers of a party; the operations, processes, product information, trade secrets, know-how, or technical information of a party; and further information, data, analysis, or findings derived from the Confidential Information.

7.2. Subject to sub-Clause 7.3, either Party may disclose any Confidential Information to: (i) any of their sub-contractors, substitutes, or suppliers; (ii) any governmental or other authority or regulatory body; (iii) party’s bank; (iv) party’s consultants and auditors.

7.3. Disclosure under sub-Clause 7.2 may be made only to the extent that is necessary for the purposes contemplated by these Terms, or as required by law. In each case the disclosing Party must first inform the recipient that the Confidential Information is confidential. Unless the recipient is a body described in sub-Clause 7.2.(ii) or is an authorised employee or officer of such a body, the disclosing Party must obtain and submit to the other Party a written undertaking from the recipient to keep the Confidential Information confidential and to use it only for the purposes for which the disclosure is made.

7.4. Either Party may use any Confidential Information for any purpose, or disclose it to any other party, where that Confidential Information is or becomes public knowledge through no fault of that Party.

7.5. When using or disclosing Confidential Information under sub-Clause 7.4, the disclosing Party must ensure that it does not disclose any part of that Confidential Information which is not public knowledge.

7.6. The provisions of this Clause 8 shall continue in force in accordance with their terms, notwithstanding the termination of relations under these Terms for any reason.

8. Termination

8.1. Either Party may terminate relations under these Terms and the IO by giving to the other not less than 48 hours written notice.

8.2. Without prejudice to the generality of sub-Clause 8.1, the Company may terminate the relations under these Terms with immediate effect, in the following circumstances:

8.2.1. the Client breaches any of the Terms;

8.2.2. the Client delays any payment due to the Company for more than 5 calendar days;

8.2.3. the Client breaches (or the Company has reasonable grounds to believe) any of the Client’s warranty set out in Clause 4;

8.2.4. the Company reasonably believes that the Client Content or the AC violates or breaches third party rights;

8.2.5. the Client makes any voluntary arrangement with its creditors or, being a company, becomes subject to an administration order in any insolvency or similar proceedings;

8.2.6. the Client, being an individual or firm, has a bankruptcy order made against it or, being a company, goes into liquidation;

8.2.7 anything analogous to any of the foregoing under the law of any jurisdiction occurs in relation to the Client.

8.3. The termination of the IO and the relations governed by these Terms shall be without prejudice to any rights which have already accrued by the termination date.

9. Nature of the relations

9.1. The relation under these Terms and the IO are personal to the Parties and neither Party may assign, mortgage, or charge (otherwise than by floating charge) or sub-license any of its rights hereunder, or sub-contract or otherwise delegate any of its obligations hereunder, except with the written consent of the other Party.

9.2. These Terms and the IO contains the entire agreement between the parties with respect to its subject matter and may not be modified except by an instrument in writing signed by the duly authorised representatives of the Parties. In case of any discrepancy between the IO and these Terms, the provisions of the IO shall prevail.

9.3. Each Party acknowledges that, in entering into the IO governed by these Terms, it does not rely on any representation, warranty or other provision except as expressly provided in these Terms and the IO, and all conditions, warranties or other terms implied are excluded to the fullest extent permitted by law.

9.4. No failure or delay by either Party in exercising any of its rights hereunder shall be deemed to be a waiver of that right, and no waiver by either Party of a breach of any provision of these Terms shall be deemed to be a waiver of any subsequent breach of the same or any other provision.

10. Notices

10.1. All notices under shall be in writing and be deemed duly given if signed by, or on behalf of, a duly authorised officer of the Party giving the notice.

10.2. Notices shall be deemed to have been duly given when sent, by transmitting by e-mail and a successful transmission report or return receipt is generated, provided that an email is sent form the domains indicated in the IO. In any case notices shall be addressed to the most recent address, e-mail address notified to the other Party.

11. Law and Jurisdiction

11.1. These Terms and the IO (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of Hong Kong.

11.2. Any dispute, controversy, proceedings or claim between the Parties relating to these Terms and the IO (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of Hong Kong.

12. Restricted territories and persons

12.1. The Company does not provide products or services to:

Any person (natural or legal) or territory that is the subject of economic sanctions or other trade or export restrictions imposed or administered by the United States, the European Union, the United Kingdom, Singapore or the United Nations. These restricted territories are currently:

  • Crimea, Donetsk, Luhansk, and Sevastopol regions of Ukraine
  • Cuba
  • Iran
  • North Korea
  • Syria
  • Libya
  • Sudan
  • Somalia
  • Yemen

12.2. By using the Company’s Services, you represent and warrant to the Company on an ongoing basis that you are not a person subject to economic sanctions or other trade or export restrictions imposed or administered by the United States, the European Union, the United Kingdom, Singapore or the United Nations.

12.3. The Company does not provide geo targeting to United Kingdom of Great Britain.

© 2024 BeInNews Academy.