Website Terms and Conditions of Use

CnerG Terms of Use

You must read these Terms of Use carefully before accessing and/or using any part of the Platform, CnerG Website or Platform Functionality/Services/News Services.

CnerG Platform Terms of Use (the “Terms of Use”) describe terms and conditions governing the access to and use of the online tools and services (the “Services”) that CnerG (the “Company”) offers to the user and the user’s company (collectively, the “Client”). By creating and activating an account for the use of the Platform, the Client agrees to the following terms and conditions.

  1. Agreement to Terms of Use

    By accessing and/or using any part of the Platform or Platform Functionality/Services, you affirm that you are over eighteen (18) years old and you acknowledge and agree that, by accessing and/or using any part of the Platform or Platform Functionality/Services, you are entering into a legally binding agreement/contract with CnerG, individually and on behalf of all other persons and entities for whom/which you act or purport to act, including, without limitation, your employer(s), which agreement/contract consists of all terms and conditions set forth in these Terms of Use, and that you understand and agree that you and all persons and entities for whom/which you act or purport to act must comply with them and are legally bound thereby.
    If/to the extent that you access and/or use, or purport to access and/or use, any part of the Platform or Platform Functionality/Services on behalf of one or more other persons or entities, including, without limitation, your employer(s), then, by accessing and/or using any part of the Platform or Platform Functionality/Services, you affirm that you are authorized to do so and otherwise to act on behalf of such other person(s) and entity(ies), to the effect that such other person(s) and entity(ies) are entering into a legal agreement/contract with CnerG consisting of all terms and conditions set forth in these Terms of Use. As a result, for example, if you access and/or use any part of the Platform or Platform Functionality/Services as part of your employment, the person(s) and entity(ies) by which you are employed also shall be responsible for your and their compliance with these Terms of Use, and such person(s) and entity(ies) by which you are employed also shall assume and undertake the performance of all obligations set forth in these Terms of Use; and, in turn, CnerG also will pursue claims based on your and their non-compliance with these Terms of Use, and otherwise enforce its rights hereunder, against such person(s) and entity(ies) by which you are employed. Any and all references to “you” hereinbelow shall refer collectively and interchangeably to you, individually/personally, and to each such other person and entity.
    To the extent not prohibited under applicable law (which phrase, as used in these Terms of Use, includes any and all applicable international, national, state, local or equivalent statutes, regulations, ordinances, common law, and other forms of laws, without exclusion), you hereby waive any right you may have to request or require a more formal signature (electronic, non-electronic or otherwise) or the delivery or retention of a hardcopy agreement/contract if not in a digital form. If you do not agree to be bound by the entirety of these Terms of Use, you may not access or use any part of the Platform or Platform Functionality/Services.

  2. Conflicts Between/Among Agreements.

    In the event of an unequivocal conflict between these Terms of Use and a separate written agreement between/among you and CnerG that expressly and unequivocally is intended by the parties to modify/supersede these Terms of Use or otherwise govern your use and access to the Platform or Platform Functionality/Services, the terms and conditions of the latter shall control.

  3. Right to Access and Use the Platform and Platform Functionality/Services.

    Subject to the entirety of these Terms of Use (including, without limitation, the Access/Use Restrictions in section 4 below and the Ownership Rights in section 5 below), CnerG grants to you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access/use certain parts of the Platform and Platform Functionality/Services. CnerG will assign/provide to you, for your use only, a username and password and/or other log-in credentials through the use of which you will be able to access/use certain parts of the Platform and Platform Functionality/Services. You shall not attempt any access to/use of any part of the Platform or Platform Functionality/Services beyond that/those clearly and unequivocally authorized and intended by CnerG. You shall not permit or otherwise enable any other person or entity to use your username or password in order to access/use any part of the Platform or Platform Functionality/Services, or for any other purpose.

  4. Access and Use Restrictions; Protection of the Platform and its Functionality/Services.

    Without in any way expanding the foregoing, and without limiting any other limitation/restriction on your access to/use of the Platform and Platform Functionality/Services, you may not and shall not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Platform or Platform Functionality/Services available to any third party, except if/as otherwise expressly set forth in these Terms of Use; (ii) use the Platform or Platform Functionality/Services to harass, threaten or cause damage or injury to any person or property; (iii) use the Platform or Platform Functionality/Services to publish, send or store any material that is infringing, false, defamatory, obscene or otherwise illegal or tortious or that violates any privacy rights; (iv) send or store malicious code; (v) interfere with or disrupt the integrity or performance of the Platform or Platform Functionality/Services; (vi) attempt to gain, for yourself or a third party, unauthorized access to and/or use of any part of the Platform or Platform Functionality/Services, or the Platform’s or Platform Functionality/Services’ related systems or networks; (vii) perform or disclose any benchmarking, availability or performance testing of the Platform or Platform Functionality/Services; (viii) upload or distribute, in any way, any files that contain a Virus (as defined below), “worm,” “Trojan horse,” corrupted file, or any other similar program software that may damage the operation of CnerG’s or another’s device(s) or network(s); or (ix) use any device, software or routine to, or to attempt to, or otherwise attempt to, interfere with the proper functioning of the Platform or Platform Functionality/Services.
    You shall not reverse engineer, decompile or disassemble the Platform or Platform Functionality/Services, or otherwise attempt to discover or copy the source code for the Platform, the Platform Functionality/Services or any components thereof, nor shall you permit or otherwise enable any third party to do so. You may not reproduce or copy the Platform or Platform Functionality/Services, in whole or in part. You agree that you shall not use or permit to be used the Platform or Platform Functionality/Services in any time critical or mission critical or legal function or usage. Any and all access to/use of the Platform and/or any Platform Functionality/Services by you or any other person or entity (other than CnerG) is for informational purposes only and subject to applicable law. You shall not alter or obscure proprietary or trademark notices on any screens, data or reports generated by or through the Platform or Platform Functionality/Services.
    In addition to the foregoing restrictions, you acknowledge and agree that you are obligated to make commercially reasonable efforts to avoid introducing into the Platform, the Platform Functionality/Services and CnerG’s other devices, networks and systems software code designed or known to disrupt, damage or interfere with devices, networks, systems, software, data, etc. (a “Virus“). Such efforts shall include, at a minimum and without limitation, the use of commercially reasonable Virus protection, firewall and security software, and CnerG reserves the right to demand that you provide proof of same in a form reasonably acceptable to CnerG and the right to terminate your access to/use of the Platform and Platform Functionality/Services absent such proof.
    You acknowledge and agree that CnerG has not and shall not be deemed to have assumed any duty or obligation to any third party, including, to the extent applicable, but without limitation, any of your employers, subsidiaries, parent companies or other affiliates, any of your or their shareholders, partners, members, directors, officers, personnel, creditors or clients/customers, or any third-party beneficiary. No rights are granted to you or to any third party other than if/as expressly set forth in these Terms of Use or otherwise agreed to in writing executed by CnerG.
    YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS CNERG AND ALL CNERG AFFILIATES FOR/FROM ANY AND ALL LOSSES ARISING FROM OR RELATED TO YOUR GRANTING ACCESS TO/USE OF THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES TO THIRD PARTIES, INTENTIONALLY OR UNINTENTIONALLY, INCLUDING THROUGH THE UNAUTHORIZED USE OF YOUR LOG-IN CREDENTIALS OR ARISING FROM OR RELATED TO YOUR ACCESSING/USING THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES CONTRARY TO OR BEYOND YOUR RIGHTS HEREUNDER, OR OTHERWISE ARISING FROM OR RELATING TO YOUR USE/ACCESS OF/TO THE PLATFORM AND/OR PLATFORM FUNCTIONALITY/SERVICES.

  5. News feature

    The News section of our platform serves as a conduit for informative content, specifically focused on the dynamic landscape of green energy, the certificate and the carbon market. As part of our commitment to delivering comprehensive information, we collaborate with third parties to provide articles, insights, and opinions within this segment.
    We emphasize that the information disseminated through this section is intended for informational purposes only and should not be considered personalized advice or an endorsement of any specific course of action. While we strive to ensure the accuracy and reliability of the information shared in the News section, we unequivocally absolve ourselves from any liabilities, responsibilities, or consequences that may arise from actions taken based on the advice or opinions articulated by that service. Users engaging with the content within the News section do so at their own discretion and risk. We strongly encourage users to conduct their own research, seek professional advice, or consult relevant experts before making any decisions or implementing changes based on the information provided in this segment.
    It is crucial to note that our platform shall not be held accountable or liable for any direct or indirect damages, losses, or inconveniences incurred as a result of reliance on the content, opinions, or recommendations furnished within the News section. Users are reminded that the information presented may be subject to change, inaccuracies, or omissions, and therefore, should not be solely relied upon without additional verification or corroborative sources.
    By accessing and utilizing the News section, users agree to indemnify and hold harmless our platform, its affiliates, employees, officers, and agents from any claims, demands, or actions arising out of or related to their use of the information provided within this segment.
    While we endeavor to provide a robust and informative platform, users are encouraged to exercise caution, critical thinking, and due diligence when interpreting and acting upon the content featured in the News section. Our platform shall not be deemed responsible for any decisions or outcomes resulting from the consumption or implementation of the information provided therein.

  6. Chat Feature

    Our platform facilitates a dedicated chat feature aimed at enabling users to engage in discussions, negotiations, and transactions pertaining to the trading of clean energy certificates and carbon offsets. This interactive tool serves as a marketplace for users to connect, discuss opportunities, and conduct transactions related to these environmentally significant instruments.
    Users participating in the chat feature for trading clean energy certificates and carbon offsets assume full responsibility for their interactions, negotiations, and transactions. It is imperative for users to conduct themselves ethically and in compliance with all applicable laws, regulations, and industry standards. We encourage transparent and honest communication while refraining from engaging in deceptive, fraudulent, or misleading practices. Users are advised to exercise due diligence and verify the credibility of counterparties before engaging in any trade or transaction.
    The discussions, negotiations, or transactions conducted within the chat feature for trading clean energy certificates and carbon offsets are independent actions of the participating users. Our platform expressly disclaims any responsibility or liability for the accuracy, legality, completeness, or consequences resulting from these interactions. Users engaging in trading activities do so at their own risk and discretion.
    Users engaging in discussions related to clean energy certificates and carbon offsets acknowledge that their communications and transactions within the chat feature may be visible to other users. While we endeavor to maintain a secure environment, users are advised to exercise caution and discretion when sharing sensitive information or conducting transactions. Our platform cannot be held responsible for the consequences of user-to-user interactions or information sharing.
    By utilizing the chat feature for trading clean energy certificates and carbon offsets, users affirm their commitment to adhere to our Terms of Use, Privacy Policy, and any specific guidelines or regulations governing trading activities on the platform. Non-compliance with these standards may result in the suspension or termination of access to the chat feature or the platform as a whole.

  7. Ownership Rights.

    Subject only to the very limited rights expressly granted to you above, CnerG, and, to the extent applicable, its third-party licensors (which may include, without limitation, CnerG’s Affiliates), reserve(s) all ownership, intellectual property and other rights, title and interest in and to the Platform and Platform Functionality/Services, including, but not limited to, any process or software comprising elements of the Platform or Platform Functionality/Services (e.g. source code), derivative works thereof, related work product, algorithms, documentation, licensed materials, as well as anything else developed or delivered by or on behalf of CnerG. In addition, unless expressly stated otherwise in a written agreement executed by CnerG, CnerG shall own all rights to any resultant data generated by your access to or use of the Platform or Platform Functionality/Services. Without limiting the foregoing, CnerG shall have a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Platform or Platform Functionality/Services any suggestions, enhancement requests, recommendations or other feedback provided by you relating to the Platform or Platform Functionality/Services.

  8. Access and Use As Is and Without Warranty.

    ANY AND ALL RIGHTS TO ACCESS OR USE OF THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES THAT CNERG GRANTS TO YOU HEREUNDER ARE “AS IS.” NEITHER CNERG, NOR, TO THE EXTENT APPLICABLE, ITS THIRD-PARTY LICENSORS, MAKE ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, REGARDING THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES (OR YOUR ACCESS THERETO OR USE THEREOF), OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF DESIGN, FITNESS FOR PURPOSE, MERCHANTABILITY, NONINFRINGEMENT, TITLE, OR ANY WARRANTY OR STATUTORY RIGHTS THAT MAY, OR MAY BE ALLEGED TO, ARISE FROM A COURSE OF DEALING, COURSE OF PERFORMANCE OR INDUSTRY/TRADE USAGE, AND, FURTHER, CNERG EXPRESSLY DISCLAIMS ANY AND ALL SUCH WARRANTIES OR STATUTORY RIGHTS TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW. By way of example, but without limitation, CnerG does NOT represent or warrant that: data or other information related to the Platform or Platform Functionality/Services (whether generated/provided by CnerG, you or a third party) is accurate; the Platform or Platform Functionality/Services will meet your requirements; the Platform or Platform Functionality/Services may be accessed or used with/in combination with any particular computer/device or network hardware, software, system, etc. (whether that of CnerG, you or a third party); or your access to or use of the Platform or Platform Functionality/Services will be uninterrupted or free from third-party hacking or other similar third-party conduct intended to disrupt access to and/or use of the Platform or Platform Functionality/Services and/or to gain unauthorized access to the Platform or other platforms/systems. In turn, and without in anyway limiting any other limitation on CnerG’s, CnerG’s Affiliates’ or, to the extent applicable, its third-party licensors’ (which, again, may include its Affiliates) liability, you acknowledge and agree that neither CnerG, nor CnerG’s Affiliates’, nor, to the extent applicable, its third-party licensors, shall be held liable or otherwise are responsible in connection with any of the foregoing. You further acknowledge and agree that the internet is not an error free network and that the internet and any portion thereof, and, in turn, the Platform and Platform Functionality/Services, may become wholly or partially inaccessible, inoperable, unusable and/or otherwise fail at any time, and that intended internet transmissions/transactions may not be able to be completed and/or may contain errors or omissions, and you acknowledge that neither CnerG, nor CnerG’s Affiliates, nor, to the extent applicable, its third-party licensors, shall be liable or otherwise responsible for same.
    Although CnerG, at its sole discretion, may elect to make updates and/or fixes to the Platform or Platform Functionality/Services, you acknowledge and agree that CnerG has no obligation whatsoever to do so.

  9. Limitation of Liability.

    EXCEPT TO THE EXTENT PROHIBITED UNDER APPLICABLE LAW, NEITHER CNERG NOR CNERG’S AFFILIATES SHALL BE LIABLE OR OTHERWISE RESPONSIBLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGE/LOSS RESULTING DIRECTLY OR INDIRECTLY FROM OR OTHERWISE RELATED TO THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES (INCLUDING, WITHOUT LIMITATION, YOUR ACCESS OR USE THEREOF OR INABILITY TO ACCESS OR USE SAME, OR THE PERFORMANCE OR NON-PERFORMANCE THEREOF), INCLUDING, FOR EXAMPLE, BUT WITHOUT LIMITING THE FOREGOING, ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES BASED ON CLAIMS RELATED TO THE PLATFORM OR THE PLATFORM FUNCTIONALITY/SERVICES, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF CNERG HAS BEEN EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY LOSS OF REVENUES, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA OR INFRINGEMENT ARISING FROM OR RELATING TO YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES, OR THE PERFORMANCE OR NONPERFORMANCE THEREOF.
    IF YOU OBJECT TO ANY PROVISION OF THESE TERMS OF USE OR ANY SUBSEQUENT MODIFICATIONS HERETO, OR BECOME DISSATISFIED WITH THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES IN ANY WAY, YOUR ONLY RECOURSE IS TO DISCONTINUE ACCESS TO/USE OF THE PLATFORM AND PLATFORM FUNCTIONALITY/SERVICES.
    TO THE EXTENT THE FOREGOING LIMITATIONS ON LIABILITY, OR ANY OTHER LIMITATION ON LIABILITY SET FORTH IN THESE TERMS OF USE, ARE HELD BY A COURT OR OTHER TRIBUNAL OF COMPETENT JURISDICTION TO BE UNENFORCEABLE AS WRITTEN, THEN, IN ACCORDANCE WITH HEREINBELOW, THEY SHALL BE ENFORCEABLE AND ENFORCED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT SHALL CNERG’S AND/OR CNERG’S AFFILIATES’ AGGREGATE/TOTAL LIABILITY TO YOU IN RELATION TO THE PLATFORM OR PLATFORM FUNCTIONALITY/SERVICES (INCLUDING, WITHOUT LIMITATION, YOUR ACCESS OR USE THEREOF OR INABILITY TO ACCESS OR USE SAME, OR THE PERFORMANCE OR NON-PERFORMANCE THEREOF) EXCEED EUR 400.000 OR AN EQUIVALENT AMOUNT IN ANOTHER CURRENCY.

  10. Force Majeure.

    Without in anyway limiting the remaining limitations on CnerG’s and CnerG’s Affiliates’ liability and responsibility set forth herein, neither CnerG, nor CnerG’s Affiliates shall be liable in any way because of any delay or failure in performance due to circumstances or causes beyond its control, which shall be deemed to include, without limitation, strike, lockout, embargo, epidemic or other outbreak of disease, riot, war, act of terrorism, flood, fire, act of God/nature, accident, failure or breakdown of components necessary for completion, Client, subcontractor or supplier delay or non-performance, inability to obtain or shortages in labor, materials, protective gear, other supplies, or manufacturing facilities, compliance with any law, or circumstances or conditions which in the discretion of CnerG may pose a material risk to the health or safety of the employees of CnerG, its Affiliates or its subcontractors.

  11. Reporting Requirements.

    You may be required by law to report information derived from your access to/use of the Platform or Platform Functionality/Services to certain agencies and/or others. CnerG is not responsible for advising you about your reporting obligations, and you agree that you shall be responsible for all such reporting. To the extent CnerG has an independent duty to report, it may endeavor, but is not obligated, to provide you with advance notice before doing so.

  12. CnerG Use/Disclosure of Platform/Platform Functionality/Services Access/Usage Information; Platform/Platform Functionality/Services Monitoring.

    CnerG and/or persons/entities acting on CnerG’s behalf may collect statistical and/or other data/information related to your access to and/or use of the Platform or Platform Functionality/Services (“Usage Data”) consistent with the privacy disclosures/notices within the Platform Privacy Policy and these Terms of Use. Without limiting CnerG’s use of data/information in accordance with the Platform Privacy Policy, you expressly and specifically acknowledge and agree that CnerG may utilize and disclose all fully anonymized Usage Data (whether received in de-identified form or so rendered by CnerG) regarding the Platform or Platform Functionality/Services for any purposes in connection with CnerG’s business, including, but not limited to, product development, benchmarking, operations, marketing and research and analytical purposes. As between you and CnerG, CnerG shall own all intellectual property rights in anything created by CnerG utilizing Usage Data.
    In addition, CnerG reserves the right to otherwise monitor the Platform and Platform Functionality/Services to facilitate operation of the Platform and Platform Functionality/Services, to help resolve service requests, to detect and address threats to the functionality, security, integrity and availability of the Platform and/or Platform Functionality/Services, as well as any content, data or applications on or related to the Platform and/or Platform Functionality/Services, to validate your compliance with these Terms of Use, and to detect and address illegal or improper acts or misuse. You agree that CnerG’s monitoring of the Platform and/or Platform Functionality/Services (including your usage) does not impose any obligation or responsibility on CnerG to monitor your or any third party’s usage of the Platform and/or Platform Functionality/Services, or otherwise.
    CnerG reserves the right to maintain a “Master Account” on the platform, which may be used to perform certain actions on behalf of users under strict and predefined conditions. The Master Account exists to facilitate specific tasks requested directly by users through official communication channels, such as email or support services. Examples of such tasks include, but are not limited to, entering product information, updating pricing, or similar administrative actions expressly directed by the user. CnerG is strictly prohibited from using the Master Account to change or modify company information, sign contracts on behalf of users, trade with other Users, engage in insider trading, alter user passwords, access sensitive user credentials, or perform any other action not explicitly requested and authorized by the user. Access to the Master Account is restricted to authorized CnerG employees. These employees are required to follow CnerG’s internal procedures and comply with the company’s Code of Ethics. All actions performed using the Master Account are logged and monitored to ensure accountability. Requests from users to perform actions using the Master Account must be clearly documented and verified to confirm they originate from the user. CnerG will act only within the scope of the specific instructions provided by the user and will not perform unauthorized actions.
    CnerG is committed to ensuring the confidentiality and security of user data accessed through the Master Account. All information entered, modified, or handled via the Master Account is processed solely to fulfill the user’s request. By using the platform and submitting requests for Master Account assistance, users agree to these terms. CnerG disclaims liability for actions performed in accordance with this policy and within the scope of user-authorized requests.

  13. Compliance with Laws and Standards of Conduct.

    a. Bribery, Corruption and in General. You agree, represent and warrant that you are in and will maintain compliance with and take reasonable measures to ensure that your personnel, subcontractors, agents and others subject to your control or determining influence are in and maintain compliance with all applicable law, including specifically, but without limiting the foregoing, those relating to bribery or corruption, and that you will inform CnerG without undue delay if you or any of them have been or are hereafter investigated for or charged with bribery, corruption or similar conduct by any agency or tribunal of competent jurisdiction (e.g., under the US Foreign Corrupt Practices Act or UK Bribery Act). You also agree, represent and warrant that you are in and will maintain compliance with and take reasonable measures to ensure that your personnel, subcontractors, agents and others subject to your control or determining influence are in and maintain compliance with the standards provided in the conventions of the United Nations and OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions, to the extent applicable.
    b. Termination/Indemnification for Non-Compliance with Laws. Without limiting any other of CnerG’s rights to terminate set forth herein or otherwise, CnerG may terminate your use of/access to the Platform and Platform Functionality/Services/Platform technology and all other agreements and relationships with you effective immediately and without liability or obligation whatsoever, if:
    i. you, your personnel, subcontractors, agents or others subject to your control or determining influence engage in bribery, corruption or similar conduct, or are charged with such conduct by any agency or tribunal of competent jurisdiction;
    iv. CnerG determines, in its sole and absolute discretion, that, by continuing to provide to you access to/use of the Platform or Platform Functionality/Services/Platform technology or otherwise maintain its relationship with you would contravene, or risk contravening any applicable international, national, state, local or equivalent law or
    v. any transaction related to the Platform, Platform Functionality/Services/Platform technology or the terms under which you are granted access thereto, including, without limitation, these Terms of Use, is withheld, refused, declined or otherwise prevented by any of CnerG’s or its Affiliates banks or if CnerG determines in good faith that its credit facilities or other banking relationships may be materially adversely impacted based on concerns that you have engaged in conduct inconsistent with the text or spirit of this paragraph.
    In addition, you agree to indemnify and hold harmless CnerG and its Affiliates from any claims, damages, liabilities, penalties, costs, fees, expenses and other losses whatsoever incurred as a result of:
    i. you engaging in bribery, corruption or similar conduct, or being charged with such conduct by any agency or tribunal of competent jurisdiction;
    ii. you failing to comply with your obligations under this Terms of Use;

  14. Taxes.

    You shall be responsible for all sales taxes, use taxes, value added taxes, duties, levies, and similar taxes or impositions imposed by any taxing authority/jurisdiction in relation to your access to/use of the Platform and/or Platform Functionality/Services. To the extent that your access to/use of the Platform and/or Platform Functionality/Services constitute products or services provided/performed in a country where CnerG has no permanent establishment, you shall pay (or reimburse CnerG for) all withholding taxes or similar impositions imposed by any taxing authority/jurisdiction in relation to your access to/use of the Platform and/or Platform Functionality/Services.

  15. Modification of Terms of Use and Termination.

    a. Right to Modify and Terminate. CnerG reserves the right to, at any time, (i) modify these Terms of Use (including, without limitation, the Platform-Terms Landing Page) without advance notice (except that advance notice will be provided where required by applicable law), (ii) discontinue or otherwise modify any part of the Platform and/or Platform Functionality/Services, including your access thereto/use thereof and/or (iii) terminate these Terms of Use and your access to and use of the Platform and/or Platform Functionality/Services without advance notice (except that advance notice will be provided where required by applicable law), with or without cause and regardless of whether or not based on a specific reservation of the right to terminate stated elsewhere herein, and CnerG shall not be liable to you or any third party for any of the foregoing.
    b. Effect of Modification. Modification of these Terms of Use (again, including, without limitation, the Platform-Terms Landing Page) by CnerG will be effectuated by updating them and, where required by applicable law, providing advance notice of such modification. Such modification will be effective immediately upon update, and your continued use of any part of the Platform or the Platform Functionality/Services thereafter shall constitute your acceptance of those modifications. Thus, you should access and review these Terms of Use regularly.
    c. Effect of Termination. Neither expiration nor termination of these Terms of Use shall terminate your obligations or CnerG’s rights under these Terms of Use which, by their nature, are intended to survive such expiration or termination.

  16. Notices.

    Any notices given to you hereunder will be sent to the email address associated with your use of the Platform and Platform Functionality/Services or directly to your account on the Platform or any similar means.

  17. No Waiver.

    The failure by CnerG to insist upon strict compliance with any provision of these Terms of Use shall in no way constitute a waiver of any of your obligations or CnerG’s rights hereunder, whether at law or in equity, including, without limitation, the right to insist on strict compliance thereafter.

  18. Assignment.

    Except to the extent of assignment rights guaranteed by applicable law, your obligations and rights hereunder are not assignable. CnerG’s obligations and rights hereunder, on the other hand, are freely assignable without notification or restriction.

  19. No Agency.

    Nothing contained herein shall be construed as creating an agency, joint venture, partnership or similar relationship between you and CnerG, unless stated in a different legal instrument.

  20. Validity.

    If/to the extent any provision of these Terms of Use is held to be unenforceable by a court or other tribunal of competent jurisdiction, such provision shall be enforced to the maximum extent allowed by law consistent with the terms hereof and the remainder of these Terms of Use shall continue in full force and effect.

  21. Governing Law, Choice of Forum, Disputes Resolution.

    These Terms of Use, any and all other terms and conditions governing your access to or use of the Platform and/or Platform Functionality/Services and your access to and use of the Platform and/or Platform Functionality/Services in general shall be construed under/governed by the laws of Singapore, without regard to the conflict of laws rules of that jurisdiction or any other jurisdiction.

  22. No Offer or Solicitation Regarding Securities

    Contents are provided for general information purposes only and do not constitute an offer to sell or a solicitation of an offer to buy any security of Samsung Electronics Co., Ltd. ("SECL") or its affiliates ("Security") in any jurisdiction. SECL does not intend to solicit and IS not soliciting, any action with respect to any Security or any other contractual relationship with SECL. Nothing in this website or the Contents thereof, individually or taken in the aggregate, constitutes an offer of securities for sale or a solicitation of an offer to buy any security in the United States, the United Kingdom, Hong Kong, Singapore or Japan or to US persons, or in any other jurisdiction in which such an offer or solicitation is unlawful.
    The Contents of this section have not been approved or disapproved by any securities commission or regulatory authority in the Republic of Korea (hereinafter, "Korea") or any other jurisdiction, and SECL expressly disclaims any duty on SECL to make disclosure or any filings with any securities commission or regulatory authority, beyond that imposed by applicable laws. The Contents of this section are neither sufficient for, nor intended by SECL to be used in connection with, any decision relating to the purchase or sale of any existing or future Securities. SECL is not, does not intend to, and will not provide financial, investment, tax, legal, or accounting advice. Investors considering the purchase or sale of any Securities should consult with their own independent professional advisors.
    The Contents of this section and certain pages of the website contain information and documents that relate to securities that have not been registered, and will not be registered, for sale in the United States, or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold, resold, pledged or delivered, directly or indirectly, in or into the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S Securities Act of 1933 (the "Securities Act"), as amended) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. Such securities may also be subject to US tax law requirements. There will be no public offering of the Securities referred to in this section or any other page of the website in the United States. The Contents of this section, information contained in these pages, any opinion expressed therein and Other Contents of this website are provided solely for general information purposes and do not constitute a sale, offer for sale of, or solicitation of an offer to buy, any securities in any jurisdiction.

Disclaimer:

This website and platform do not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation of any security or any other product or service by CnerG Co., Ltd and its affiliates or any other third party regardless of whether such security, product or service is referenced in this brochure. Furthermore, nothing in this website is intended to provide tax, legal, or investment advice and nothing in this website should be construed as a recommendation to buy, sell, or hold any investment or security or to engage in any investment strategy or transaction. CnerG does not represent that the securities, products, or services discussed on this website are suitable for any particular investor. You are solely responsible for determining whether any investment, investment strategy, security or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. You should consult your business advisor, attorney, or tax and accounting advisor regarding your specific business, legal or tax situation.

First Publishing Date: December 2023

Latest update: November 2024