Terms and Conditions of Use

Last updated: June 7, 2021

By accessing the features and services of Modelo Platform (“Modelo Platform”) provided by Modelo Inc. and its affiliates (collectively “we”, “us” or “Modelo Group”), you (or “user”) are agreeing to be bound by the following these Modelo Terms and Conditions of Use (“Terms”) and all applicable laws. If you do not agree with any of these Terms, please do not use or access Modelo Platform.

1. Application and Acceptance of these Terms

1.1    These Terms are an agreement signed between you and Modelo Group regarding the use of Modelo Platform related services and has a contractual effect.

1.2    When you use a specific service of Modelo Platform, the service may have separate agreements and related business rules. The above contents will be published and demonstrated in various forms such as website announcements, notifications, messages, e-mails and help center documents. Once officially released, such separate agreements and related business rules shall be considered an integral part of these Terms and you shall abide by it. Your acceptance of any of the aforementioned business rules and separate agreements is deemed to be your full acceptance of these Terms. If all or part of the terms of the relevant separate agreements or related business rules are or is held invalid, the validity of separate agreements, related business rules or their terms shall not be affected thereby.

1.3    After you sign these Terms, the content may be modified due to changes arising from national policies, products and the environment in which these Terms is implemented. The revised agreement will be posted on this website. If you disagree with the revised agreement, please stop signing in or using Modelo Platform immediately. If you log in or continue to use Modelo Platform, you will be deemed to have approved the revised agreement.

1.4    You may enter into orders with Modelo Platform, whether online or offline. If there is any conflict or inconsistency between these Terms and the orders, the orders shall take precedence over these Terms.

1.5    If Modelo Group has posted or provided a translation of these Terms, you agree that the translation is provided for convenience only and that this English version will govern your access to and use of Modelo Platform.

2. Service We Provide

2.1    Modelo Platform provides you with services such as online design tool applications, transaction services, and rendering services. The specific details are subject to the services provided by Modelo Group by then.

3.     Who May Use the Services

3.1    You may use Modelo Platform only if you agree to form these Terms with us and are not a person barred from receiving services under the laws of the applicable jurisdiction. In any case, you must reach the age of majority under applicable jurisdiction.

3.2    If you are accepting these Terms and using Modelo Platform on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so and have the authority to bind such entity to these Terms, in which case the words “you” and “your” as used in these Terms shall refer to such entity.

4.     Your Privacy

4.1    Your privacy is of great importance to us. Please read the Modelo Privacy Policy ("Privacy Policy") as it describes the types of personal information we collect from you and your devices, how we use your personal information, and the legal basis we have to process your personal information. In some cases, we will provide separate notices and request your consent.

5. Your Account

5.1    You can sign in to Modelo Platform through Modelo user account, or you can enjoy limited services such as browsing and information review as an anonymous user.

5.2    You can create a Modelo user account by signing up online. You are responsible for all activities that occur under your Modelo user account. At the same time, please notice that registering a Modelo user account does not mean that you can use all the services provided by Modelo Platform.

5.3    You reserve the right to terminate your Modelo user account. When you decide not to use your Modelo user account, you may withdraw all available funds (if any) from your Modelo user account or issue other legal payment orders, and apply to cancel your Modelo user account to Modelo Group after paying off all the service fees. After the manual approval of Modelo Group, your user account will be officially canceled.

5.4    If your Modelo user account is closed (whether by you or us), a few things will happen. First, your right to use the Modelo user account to stop immediately. Second, we will delete all the data associated with your Modelo user account or will otherwise disassociate it from you and your Modelo user account, unless we are required by applicable laws to keep it, return it, or transfer it to you or a third party identified by you.

6. Account Security & Management

6.1    Please carefully keep your Modelo user account information, including the account number, password, verification code and other information. Your Modelo user account can only be used by you and is prohibited from being transferred, traded, donated, rented or borrowed. If Modelo Group finds that your Modelo user account has been transferred, traded, donated, rented or borrowed, we reserve the right to ban your account without any notification and not to bear the legal responsibility to you. The resulting losses, including but not limited to service interruption and the clearance of user data and content are borne by the user.

6.2    In order to protect the transaction security, Modelo Platform may require you to complete the real-name authentication and provide more identity materials and information for further identity authentication or qualification verification when you need to activate some features and services of Modelo Platform. You must provide the true, latest, valid and complete information at the request of Modelo Platform.

6.3    You agree to notify Modelo Group immediately of any unauthorized use of your Modelo user account or any other breach of account security. Modelo Group will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge.

7. Service Fee

7.1    Some services of Modelo Platform will charge certain service fees. For details, please refer to the business rules, notifications involved in the specific service. Modelo Group may modify and change the charging standards and methods of the paid service according to actual needs, and may also charge for some free services. Before the above modification, alteration or start of charging, Modelo Group will publish a notice or announcement on the corresponding service page.

8. Renewal

8.1    In order to avoid any inconvenience or loss caused by your failure to renew the subscription timely due to negligence or other reasons, Modelo Group provides you with the automatic renewal service.

8.2    Unless there is other provisions specified by Modelo Group, the subscription period will be automatically renewed for another one subscription period at the end of the current subscription period. You hereby authorize Modelo Group to deduct the next subscription period fee from your payment account on the next billing date.

8.3    You should ensure that Modelo Group can successfully deduct the payment from your payment account. You agree to take responsibility for the failure of renewal due to insufficient deductible balance. The failure of renewal due to insufficient deductible balance may lead to the terminated provision of Upgrade of Modelo Platform.

8.4    You can also manage your subscription and cancel the auto-renewal in the subscription interface (e.g. the subscription section under iOS). If you need any help, please send emails to Modelo Group support team via hi@modelo.io.

9. Code of Conduct

9.1 You undertake not to use Modelo Platform for any illegal purpose or in any illegal way, undertake to comply with all applicable laws, and comply with all separate agreements, rules and guides related to Modelo Platform.

9.2 You agree and warrant that Modelo Platform may not be used to facilitate or assist the following acts, nor may it be produced, uploaded, stored, distributed or disseminated in connection with the following acts:

(1)     Spreading obscenity, pornography, gambling, violence, murder, terrorism, or abetting crimes;

(2)     Insulting, slandering others, or infringing on the lawful rights and interests of others.

9.3 You agree and warrant that the use of Modelo Platform is subject to these Terms and related business rules and controls, and may not be used to engage in, including but not limited to the following acts, or to facilitate the following acts:

(1)     Providing information for real-name authentication without authenticity, completeness or accuracy;

(2)     Transferring, selling, renting, lending or sharing your Modelo user account with others;

(3)     Conducting any damage or attempt to damage the security of the network, including but not limited to viruses, trojans, malicious code, phishing, malicious scanning, illegal intrusion, unauthorized access, etc.;

(4)     Conducting any change or attempt to change the system configuration provided by Modelo Platform or to compromise the security of Modelo Platform;

(5)     Deleting all copyright information of Modelo Platform, conducting reverse engineering, reverse compiling, reverse compiling of Modelo Platform, or trying to find the software source code of Modelo Platform in other ways;

(6)     Copying, changing, modifying, linking to Modelo Platform commercially, or creating any derivative works or products, or using plug-ins, plug-ins or unauthorized tools to access, interfere with, or affect Modelo Platform;

(7)     Accessing or trying to access our Modelo Platform through web crawlers or other automatic methods, or violate robots.txt or similar files in Modelo Platform;

(8)     Using, leasing, lending, copying, modifying, linking, reprinting, compiling, publishing, or establishing mirror sites of data related to Modelo Platform commercially;

(9)     Conducting any operation done out of malice, or which may damage any rating or comment on Modelo Platform, and any act that may affect the integrity or accuracy of Modelo Platform;

(10) Using technology or other methods to destroy and disrupt the operation of Modelo Platform and the use of Modelo Platform by other users;

(11) Circumventing any restrictions on access to or availability of Modelo Platform;

(12) Infringing upon the rights of others or engage in activities that violate the privacy or data protection rights of others;

(13) Helping others break these rules.

9.4 If Modelo Group finds that your behavior violates applicable laws or these Terms by its own or according to the information collected by other entities or individuals, Modelo Group may take one or more of the following measures based on its independent judgment:

(1)     Requiring you to replacing and modifying the contents relating to Article 9.2 immediately;

(2)     Deleting and blocking related contents relating to Article 9.2 or disconnect links of these contents directly;

(3)     Restricting and suspending your use of Modelo Group, including but not limited to the direct downline of some of the services of Modelo Platform and restrictions on your operation of Modelo Platform, etc.;

(4)     Terminating of your use of Modelo Platform, including but not limited to the downline of all the services of Modelo Platform and the cancellation of your Modelo user accounts, etc.

9.5 When Modelo Group takes the measures under Article 9.4, Modelo Group will provide you with a complaint channel, which will be notified by email, message, SMS or your phone.

9.6 If you violate applicable laws or terms of these Terms in the process of using Modelo Platform, resulting in the loss of Modelo Group, other users or any third party, you shall bear all the responsibilities, and Modelo Group shall not bear any responsibility for this.

10. Service Suspension & Interruption

10.1 In view of the particularity of the network service, Modelo may adjust or terminate some or all of the services of Modelo Platform at any time with justified reasons. However, Modelo Group will inform you as soon as possible so that you can make backups of your data and business adjustments to protect your legal rights. If the changed, discontinued or terminated network service is our free product, Modelo Group does not need to notify the user or assume any responsibility to any user or any third party. These justifications include the following:

(1)     Regular maintenance, such as examination, maintenance, and upgrade of Modelo Platform or related equipment on a regular or irregular basis for the provision of more complete services to users.

(2)     Force majeure, including but not limited to natural disasters, government actions, policy adjustments, laws and regulations’ adjustments, strikes and unrest or infectious diseases;

(3)     Basic operation fault, including but not limited to the technical adjustment of the telecommunications sector, the destruction of the telecommunications/power line by others, and the installation, modification and maintenance of telecommunications network/power resources by any third party;

(4)     Network security incidents, such as computer viruses, trojans or other malicious programs and hacking attacks;

(5)     The improper operations or the failures of your computer software, systems, hardware and communication lines;

(6)     The non-authorized use of Modelo Platform by users;

(7)     Other situations that are not caused by Modelo Group, or can not be controlled or reasonably foreseen by Modelo Group.

11. Acceptable Use

11.1 You are solely responsible for your conduct and your data related to Modelo Platform. You agree to indemnify, defend, and hold harmless Modelo Group and its suppliers from any and all loss, cost, liability, and expense arising from or related to your data, your use of Modelo Platform, or your violation of these Terms. Modelo Platform is made available to you, your company, and/or your customers only for personal or commercial use, which use must be in compliance with all applicable laws, rules and regulations and must not infringe or violate third party rights. Any unauthorized use of any Modelo Platform is a violation of these Terms and applicable laws. Such violations may subject the unauthorized user and his or her agents to civil and criminal penalties.

11.2 Modelo Group reserves the right to terminate any account at any time that it finds in violation of its Terms and Conditions of Use without refund. You have the right to cancel your account at any time without penalty. In the event of account cancellation you will lose all data related to your account.

12. Disclaimer

12.1 In any case, the responsibility for the use of the related services provided by the third party in the process of using Modelo Platform by the user shall be borne by the third party, and Modelo Group shall not be responsible for such responsibility.

12.2 Modelo Group does not provide any warranty or condition, express, implied or statutory, to any user and/or any transaction. Before making a trading decision, you shall fully understand the relevant transactions, make careful decisions based on their own trading objectives, risk tolerance and asset status, and bear all risks at their own risk.

12.3 You understand and agree that the services of Modelo Platform are provided to you on an "AS IS" and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, MODELO GROUP DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Modelo Group makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties for, including without limitation, (1) implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights; (2) the accuracy, completeness, availability, timeliness, security, likely results, or reliability of the use of the materials on Modelo Platform; (3) the deletion of, or the failure to store or to transmit, any content and other data maintained by Modelo Platform; and (4) whether Modelo Platform will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from Modelo Platform or through the services of Modelo Platform, will create any warranty or representation not expressly made herein.

12.4 The contents or information appearing on Modelo Platform could include technical, typographical, or photographic errors. Modelo Group does not warrant that any of the contents or information on Modelo Platform are accurate, complete, or current. Modelo Group may make changes to the materials contained on its web site at any time without notice. Modelo Group does not, however, make any commitment to update the materials.

12.5 Modelo Group has not reviewed all of the sites linked to Modelo Platform and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Modelo Group. Use of any such linked site is at your own risk.

13. Limitations

13.1TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MODELO GROUP SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (1) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE MODELO PLATFORM; (2) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON MODELO PLATFORM, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (3) ANY CONTENT OBTAINED FROM MODELO PLATFORM; OR (4) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF MODELO GROUP EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNT YOU PAID, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM. THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT MODELO GROUP HAS BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

14. Your License to Use the Services

14.1Modelo Group gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use Modelo Platform. This license has the sole purpose of enabling you to use and enjoy the benefit of the services of Modelo Platform as provided by Modelo Group, in the manner permitted by these Terms.

14.2 Modelo Platform is protected by copyright, trademark, and other laws of both the United States and other countries. Nothing in these Terms gives you a right to use the Modelo name or any of the Modelo Group’s trademarks, logos, domain names, other distinctive brand features, and other proprietary rights. All right, title, and interest in and to Modelo Platform are and will remain the exclusive property of Modelo Group and its licensors. Any feedback, comments, or suggestions you may provide regarding Modelo Platform is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

15. Intellectual Property

15.1You acknowledge that Modelo Group owns all right, title and interest in and to the Service, including without limitation all intellectual property rights, and such rights are protected by U.S. and international intellectual property laws. You agree that you will not copy, reproduce, alter, modify, or create derivative works from Modelo Platform. Without the specific written agreement of Modelo Group or other right holders, no one shall use, modify, reproduce, publicly display, alter, distribute or publicly publish programs or contents of Modelo Platform. Without the specific written agreement of Modelo Group, no one shall reproduce, copy, forge, sell, resell or access Modelo Group or any part thereof for any commercial purposes.

15.2 Modelo Group respects and protects intellectual property rights and has specifically formulated the Intellectual Property Terms as an integral part of these Terms and has the same legal effect as these Terms. Please be sure to carefully read and understand the relevant terms of the Intellectual Property Terms. Where the terms of these Terms differ from the Intellectual Property Terms and are not expressly agreed, the contents of the Intellectual Property Terms shall prevail.

16. Governing Law & Dispute Resolution

16.1 These Terms shall be governed by and construed in accordance with the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of Massachusetts (excluding choice of law). All disputes in connection with these Terms or the execution thereof shall be settled through friendly negotiation. In case, no settlement can be reached through consultation, you agree to refer the dispute to arbitration by the Hong Kong International Arbitration Center (“HKIAC”) pursuant to the HKIAC’s arbitration rules effective at the time of application. The seat of arbitration shall be Hong Kong. The arbitral award shall be final and binding on the parties.