Terms of Service

NanoWhat.com is a domain owned and operated by YOU. Group.

Thanks for using our products and services (“Services”). The Services are provided by YOU. Group, incorporated under the laws and jurisdiction of Hong Kong, represented by its Branch office ‘YOU. Group’, represented by its registration number: 70948567, having its operational office at Hollywood Commercial House, Room 1101, 3-5 Old Bailey Street, Central, Hong Kong. (hereinafter referred to as ‘YOU. Group’ or ‘Company’).

By using our Services, the user is agreeing to these terms. Please read them carefully. By accessing or using any part of the platform, the user agrees to be bound by these Terms of Service. If the user does not agree to all the terms and conditions of this agreement, then the user may not access the website, platform, application, offerings or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

For the purpose of this policy, wherever the context so requires,

1. The term ‘you’ & ‘User’ shall mean any legal person or entity accessing or using the services or offerings provided on the mobile app, website, platform, application or any affiliated offerings.
2. The terms ‘We’, ‘Us’ & ‘Our’ shall mean the platform and/or the Company, as the context so requires.
3. That ‘Platform’ shall refer to the offerings of the company, like the mobile app or any other platform that the company owns/ operates.
4. The terms ‘Party’ & ‘Parties’ shall respectively be used to refer to the User and the Company individually and collectively, as the context so requires.
5. The headings of each section in this Policy are only for the purpose of organizing the various provisions under this Policy in an orderly manner, and shall not be used by either Party to interpret the provisions contained herein in any manner. Further, it is specifically agreed to by the Parties that the headings shall have no legal or contractual value.

Accuracy and Completeness of Information:

The platform is designed and developed to keep the content, documents and information error-free. However, the company does not represent or warrant that the service will be error-free, free of viruses or other harmful components, or that defects will be corrected. The company may make improvements and/or changes to its features, functionality or service at any time. Additionally, the material on the platform is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at the user’s own risk.

The platform, both intrinsically and explicitly, provides the user, access to feedback and contact systems to reach out to the company, from within the platform, in case, including but not limited to data points, accuracy of data, information, feedback, review, contacting customer care, raising complaints or support tickets and any other reason thereof.

Privacy and Copyright Protection

The company’s privacy policy explains and outlines the relationship between the company and the user data. The company strives hard to protect the user’s privacy by using its products and services. By using our Services, the user agrees that the company can use such data in accordance with its privacy policies. The platform allows the user to upload, submit, store, send or receive content.

About Platform updates

The company makes efforts to include and provide every information needed to avail the service as clear and defined as possible. However, it does not guarantee that the service will be made available in the same way described. The user is also informed that the steps and process might differ from time to time. The company reserves the right but are not obligated to limit our products or services to any person, geographic region or jurisdiction. The company may exercise this right on a case-by-case basis as needed or deemed right.

Prohibited Uses

In addition to the terms laid out in the Terms of Service, the user is prohibited from using the site or its content:

1. for any unlawful purpose;
2. to solicit others to perform or participate in any unlawful acts;
3. to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances;
4. to infringe upon or violate our intellectual property rights or the intellectual property rights of others;
5. to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
6. to submit false or misleading information;
7. to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet;
8. to collect or track the personal information of others;
9. to spam, phish, pharm, pretext, spider, crawl, or scrape;
10. for any obscene or immoral purpose;
11. or to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet.

The company reserves the right to terminate the user use of the Service or any related website for violating any of the prohibited uses. The company is also not responsible for any malicious use of its features and offerings by the user.

Modifying and Terminating our Services

The company reserves the right to update or modify its services and offerings at its sole discretion. The company is also not obliged to intimate the user of any change unless the user is affected materially. The decision of the Executive Committee of the company will be final in any conflicting situation unless conflicted or ordered by law. The company may add or remove functionalities or features or may suspend or stop a Service altogether. The user has the right to stop using the company’s Services at any time. The company shall not be liable to the user or any third party for any modification, price change, suspension or discontinuance of the Service. The user, hereby agree:

1. That the company may remove the service for indefinite periods of time or cancel the service at any time, without any notice to the user.
2. That their use of, or inability to use the service or any of the company’s offering is at their sole risk.

Termination

The user may use our Services only as permitted by law, including applicable laws and regulations. the company may suspend or stop providing our Services to the user if the user does not comply with our terms or policies or if the company is investigating suspected misconduct.

These Terms of Service are effective unless and until terminated by either the company or the user. The user may terminate these Terms of Service at any time by notifying the company that they no longer wish to use the company’s services, or when they cease using the site and its affiliated offerings.

Ownership

The platforms and services are owned and operated by the company. All right, title and interest in and to the materials provided, including but not limited to information, documents, logos, graphics, sounds and images (the “Materials”) are owned by the company except as otherwise expressly provided by the company, none of the materials may be copied, reproduced, republished, downloaded, uploaded, posted, displayed, transmitted or distributed in any way and nothing shall be construed to confer any license whether by estoppel, implication or otherwise. The company, through its platform, allows its users to download, access and retrieve information, reports, analytics and content for their usage. However, such retrieval and access is to facilitate users, to access and use the platform for their concerned use, constitutes to them an irrevocable license to use and hold the retrieved information, but prohibits any further selling, reselling, licensing or such commercial usage.

Using our Services does not give the user ownership of any intellectual property rights in our Services or the content the user accesses. the user may not use them unless the user obtains permission from the company or are otherwise permitted by law.

Dispute Resolution and Jurisdiction

Any controversy or claim arising out of or relating to this agreement or the company services shall be settled by binding arbitration in accordance with the laws of Hong Kong. The company is registered in Hong Kong and is obliged by Hong Kong laws. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party.

In case any terms of service are not covered in these Terms of Service but are necessary to be called upon in matters of conflict with any user, the decision of the Executive Committee will be final in the concerning matter unless instructed otherwise by the competent court. Any other dispute or disagreement of a legal nature will also be decided in accordance with the laws of Hong Kong, and the Courts of Hong Kong shall have jurisdiction in all such cases.

Changes to the terms of service

The company retains the sole and exclusive rights to amend or modify the Policy and the aforementioned Terms without any prior permission or intimation to the user and the user expressly agrees that any such modifications and updates shall come into effect immediately. The user can review the most recent version of the Terms of Service at any time to avoid any conflict of interest.

However, if the company makes any material or substantial changes, the company will place a prominent notice on our platform. If the change materially affects the user, the company will send a notice to the user by email.

Grievance Redressal

If the user has any questions, grievances or suggestions regarding anything covered by this terms of services, or not covered but the user considers an essential thing to bring to our notice, the user may contact our Grievance cell at hello@nanowhat.com with subject as (TERMS:).

NanoWhat Affiliate Program

Party A：NanoWhat Affiliate Program Partner

Party B：YOU. Group (“NanoWhat”)

I. Definitions

• 1-1 “Affiliate Partner” shall refer to an individual (also referred to as a “Natural Person”) or a registered company which participates in the “NanoWhat Affiliate Program.”
• 1-2 “NanoWhat Affiliate Program” is defined as a profit sharing model between the Affiliate Partner and NanoWhat. The Affiliate Partner shall obtain a Link(s), to be shared on Affiliate Program website, via the affiliate mechanisms and NanoWhat. Customers can use the “Links” stated on the Affiliate Partner’s websites to connect to NanoWhat’s website to purchase a Product(s). A portion of the profit of the net sales amount will be given to the Affiliate Partner by NanoWhat, in the form of commission.
• 1-3 “Link” refers to the dynamic state between Hypertext Markup Language(HTML) and the World Wide Web (WWW).
• 1-4 “Product” refers to any item that appears for sale on NanoWhat’s website.
• 1-5 All necessary information needed to establish the Link can be found via the “Affiliate Program Website”. The address of NanoWhat’s website is: https://www.NanoWhat.com.

II. Affiliate Program

• 2-1 Term
  • The term of this NanoWhat Affiliate Program Agreement (the “Agreement”) shall be one (1) year commencing on date your application to join the NanoWhat Affiliate Program is approved. This Agreement shall be automatically renewed for successive one (1) year terms thereafter (each a Renewal Term) until and unless either party provides the other party with a thirty (30) days prior written notice to the end of the first anniversary of the Term or the Renewal Term.
• 2-2 The calculation of the Affiliate Partner’s commission (the “Commission”) shall be based on all downlaods made by the visitors connecting to the NanoWhat’s website via Link provided on the Affiliate Partner’s website. The calculation formula for the Commission is as follows:
  • The total amount of the Commission month = A*R
    A = The total number of downloads via Affiliate Program
    R = The Commission rate based on the scheme provided hereunder
• 2-3 The Commission rate can either be mutually agreed by both parties (hereafter referred to as the “Custom Commission Rate”), or apply to the scheme provided in section 2-5 (hereafter referred to as the “General Commission Rate”).
• 2-4 NanoWhat Affiliate Program is conducted as stipulated below:
  The Affiliate Partner should embed the Link in his/her blog or own website or social media platforms. When a visitor connects to NanoWhat’s website via such Link, a cookie will be offered respectively available for thirty (7) days. When any visitor browses or downloads any Product on NanoWhat’s website, the visitor’s behavior will be attached to that cookie automatically. The Affiliate Partner understands that if the visitor comes to NanoWhat’s website via a different Affiliate Partner’s Link within the same period, the cookie may be offered which might cause the difference to the result of the calculation.
• 2-5 The scheme of the General Commission Rate: 10% of the total sales amount per qualified download
• 2-6 The General Commission Rate may be readjusted or modified by the parties.
• 2-7 In the event of a dispute regarding the Commission, both parties agree the Commission amount will be calculated according to the results come out by NanoWhat’s backend system.

III. The Procedure of The Transaction

• 3-1 NanoWhat shall oversee and manage all business activities referred by the Affiliate Partners’ websites, including new member logins, purchases and other transaction procedures. All transaction procedures shall comply with NanoWhat’s rules and regulations. If there is any breach of NanoWhat’s rules or regulations, NanoWhat reserves the right to refuse such transactions.
• 3-2 NanoWhat is responsible for keeping the records for the transactions referred by the Affiliate Partners. All of such records shall be disclosed to the Affiliate Partners on the Affiliate Program website from time to time.
• 3-3 In order to receive the commission, the Affiliate Partner shall fill out provided payouts form or other forms provided by NanoWhat accordingly in which the total amount shall include the taxes.
• 3-4 The Commission shall be calculated in USD by NanoWhat.
• 3-5 NanoWhat shall pay Affiliate Partners within 30 days of receiving a payout request. Payout requests must be made by the Affiliate Partner using their NanoWhat Affiliate Program dashboard. Payments will only be made when the US$30 minimum earning limit has been reached.
• 3-6 The policies of the accounting and payment for the commission shall refer to the Affiliate Program website. NanoWhat reserves the right to modify such policies from time to time.

IV. The Obligations and Liabilities of the Affiliate Partner

• 4-1 Without NanoWhat’s prior written consent, the Affiliate Partner shall not use any of NanoWhat’s software, hardware or any techniques.
• 4-2 The Affiliates Partner is responsible for updating NanoWhat’s link or information stated on the Affiliate Partner’s website from time to time.
• 4-3 NanoWhat may terminate this Agreement at any time in the event that the Affiliate Partner i) commits any of the fraud, false information, premeditated destroys, or the use of the software patents and/or member information of the Affiliate Program website without NanoWhat’s prior written consent, ii) uses the logos, webpage settings and/or content copied from the Affiliate Program website on a violence, salacity, gambling related, or any other illegal website, or iii) sends spam e-mails or messages to any receivers without his/her authorization. The Affiliate Partner shall indemnify and hold harmless NanoWhat, its officers and directors, employees and its affiliates and their respective successors and assigns and each other person, if any, who controls any thereof, against any loss, liability, claim, damage and expense whatsoever (including, but not limited to, any and all expenses whatsoever reasonably incurred in litigation commenced, legal fees, or any claim whatsoever) arising out of the events listed above.
• 4-4 The content of the Affiliate Partner’s website shall not have any exaggerated, fictitious, or misleading expressions or other attributes. If the content of the Affiliate Partner’s website or if the Affiliate Partner’s operation violates any relevant laws or regulations or commits any beach of this Agreement, NanoWhat may, at its sole discretion, terminate this Agreement. The Affiliate Partner shall indemnify and hold harmless NanoWhat, its officers and directors, employees and its affiliates and their respective successors and assigns and each other person, if any, who controls any thereof, against any loss, liability, claim, damage and expense whatsoever (including, but not limited to, any and all expenses whatsoever reasonably incurred in litigation, legal fees, fines, penalties, reconciliation fees, damage compensation whatsoever) arising out of and in any way related to the provisions set forth in this clause.

V. Restrictions

• 5-1 The Affiliate Partner may, with NanoWhat’s prior written consent, be entitled to use NanoWhat’s content, pictures, and images for the purposes of referring the visitors to NanoWhat’s website ONLY. Such NanoWhat’s consent shall not construe any exclusively licensing. All intellectual rights to NanoWhat’s contents, pictures, images and logos are reserved by NanoWhat which can be used for a purpose of the performance of this Agreement ONLY.
• 5-2 If the Affiliate Partner arbitrarily modifies any of the contents, pictures or images provided by NanoWhat and does not remove or cure such misconducts within a certain period of time upon the receipt of NanoWhat’s notice, NanoWhat may, at its sole discretion, terminate this Agreement. The Affiliate Partner shall be liable for all the losses, damages, expenses, costs and liabilities arising out of or in any way related to the Affiliate Partner’s breach of this clause.
• 5-3 The Affiliate Partner agrees that it shall, at any time, keep any information in any way related to this Agreement, including but not limited to the orders, sales reports or any information obtained from the Affiliate Program website confidential from any third party. The Affiliate Partner shall be liable for all the losses, damages, expenses, costs and liabilities arising out of or in any way related to the Affiliate Partner’s breach of this clause. This obligation of confidentiality set forth in this clause will survive the termination of this Agreement.
• 5-4 The terms and conditions of set forth in this Agreement are governed by and constructed in accordance with the laws of Hong Kong SAR and both Parties submit to the jurisdiction of the Hong Kong SAR.
• 5-5 In the event that either party shall become bankrupt or enter into composition, suffer any distress or go into liquidation or compulsory then and in any of the said cases, it shall be lawful for the other party to terminate this Agreement.
• 5-6 Any commission earned before the termination of this Agreement, it shall be calculated in accordance with the accounting and payment procedures set forth in this Agreement.
• 5-7 Either Party may at any time, without cause, terminate this Agreement by giving 30 days prior written notice thereof.
• 5-8 With the termination of this Agreement, the Affiliate Partner shall not use any services provided on the Affiliate Program website immediately.

VI. Other Stipulations

• 6-1 The parties enter into this Agreement as independent contractors, and the Agreement shall not create a partnership, agency, joint venture or employment relationship.
• 6-2 Either party’s rights and obligations under this Agreement shall not be transferred or assigned directly or indirectly without the prior written consent of the other party.
• 6-3 This Agreement sets forth the entire Agreement and understanding between the parties and merges all prior discussion between them. This Agreement may not be modified except by the written consent of both parties.