This website (https://happenings.hld.com/en), platform and services (collectively, the “Platform“) are provided by FORTUNE GAIN (H.K.) LIMITED(“Company“, “we“, “us” or “our“).
These terms and conditions (“Terms“) constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“Participant“, “you” or “your“), and us concerning your access to and use of the Platform. By accessing and using our Platform, you confirm you read, understand, and agree to these Terms.
If you are under the age of 18 years old (“Young Participant”), you must seek consent from your parents or legal guardian(s) before accessing and using the Platform and while in use, be under their supervision and guidance at all times. By accessing and using our Platform, you confirm that your parents or legal guardian(s) read, understand, and agree to these Terms.
The Platform has the ability to generate images using artificial intelligence (“AI”). We are delighted to have you on our Platform and look forward to seeing the stunning images the Platform creates.
We shall collect your personal data as reasonably necessary for your participation in our ‘Realising Our New Central Harbourfront x AI Project’ campaign (the “Campaign”), including your name and contact information. We require your personal data to provide you with the Platform and/or other products and/or services related to this Campaign. We may not be able to provide you with the Platform and said products and/or services if you do not provide us with correct and accurate personal data. We shall use your personal data primarily for Henderson Land Wallet registration and the provision of promotional offers, products, services, facilities and information related to the Campaign, subject to our Privacy Policy and Personal Information Collection Statement (https://www.hld.com/en/privacy-policy) and Personal Information Collection Statement for Henderson Land Wallet accessible at ( https://wallet.hld.com/Henderson%20Land%20Wallet%20PICS.pdf ). Please click the link to find out more on how we collect and process your personal data.
1. CAMPAIGN PERIOD
This Campaign commences on 10:00, 4 September 2023 and ends on 23:59, 31 October 2023, Hong Kong time (both dates inclusive) (the “Campaign Period”). Notwithstanding the foregoing, we reserve all rights to suspend, resume or discontinue the Campaign at any time without any notice or liability to you.
2. GENERATING A VISUAL IMAGE
(a) First, you pick your preferred image style by selecting one of the two base images from the Platform (the “Base Image”). The Platform will generate an image based on the Base Image.
(b) Second, you choose one keyword prompts predetermined by us (the “Prompts”). The Prompts provide the context for the Platform to generate a creative visual image using the Base Image as a base (“AI-Generated Visual”). The Platform does not support input of prompts by the Participants.
(c) You click ‘Generate Image’ after choosing the Base Image and Prompts. Under optimal circumstances, you will see the development and completion of the AI-Generated Visual in around 1 minute, but the actual time depends on the web traffic at the relevant time.
3. AI-GENERATED VISUAL
(a) After the AI-Generated Visual has been created, you may download the AI-Generated Visual by clicking ‘DOWNLOAD’. To receive a digital copy of the AI-Generated Visual created, we will require your email address. We will deliver the AI-Generated Visual in .jpeg format to you. Your use of the AI-Generated Visual is subject to these Terms.
(b) It is important to note that previous versions of AI-Generated Visual cannot be retrieved once a newer AI-Generated Visual has been generated by repeating the steps above. Please make sure you download a digital copy of the AI-Generated Visual to your storage devices and/or store it in your Henderson Land Wallet (see the paragraph below) each time an AI-Generated Visual is generated.
4. REWARDS
(a) As a token of appreciation for your participation in this Campaign, there will also be buttons offering rewards at Henderson Land Wallet webpage for you to collect. We require your email address and mobile phone number to register for a Henderson Land Wallet, or if you already have a Henderson Land Wallet, you may login with your email and password. These rewards, which may include dining discount coupons, will be sent to your email address. The reward is available on a first-come, first-served basis and while stocks last. Each person can receive the reward once only.
(b) Each coupon is subject to the specific terms and conditions stated on the coupon offer (which may be changed from time to time) and in the event of any inconsistency with these Terms, the former shall prevail.
(c) All the coupons distributed via the Platform are not redeemable for cash or exchange for other rewards. These coupons have no face value.
(d) Each coupon is valid for single use only. Only one coupon can be used each time.
(e) The coupons must be presented to the cashier before payment and will be redeemed immediately by the handling staff. Once the coupon is redeemed, it cannot be reused.
(f) All offers, products, services and goods are supplied by the relevant merchants as shown on the coupons. Neither the Company nor any of our associated companies guarantee nor take any responsibility for the quality, availability and offer period of the offers, products, services and food products provided by relevant merchants.
(g) For existing Henderson Land Wallet users, your Henderson Land Wallet may contain NFTs collection you receive from our previous campaigns. Use of such NFTs is governed by the terms and conditions that apply to such NFTs, which may be accessed by this link: https://nftexperience.hld.com/Henderson%20Land%20Realising%20Your%20NFT%20-%20EN%20T&C.pdf.
5. OWNERSHIP AND RIGHTS
(a) You irrevocably and unconditionally agree to our use of any AI-Generated Visuals for marketing and/or promotional purposes of this Campaign or future campaign(s) of the Company and our associated companies (for the purposes of these Terms, it has a meaning as defined in the Companies Ordinance, Chapter 622 of the Laws of Hong Kong). This includes making the AI-Generated Visuals available for the public’s view on our Platform, social media accounts of the Company and our associated companies and on publications and annual reports of our associated companies.
(b) We shall be treated as the author of the AI-Generated Visuals. You acknowledge and agree that we fully own the titles, rights (including intellectual property rights) and interests in and related to the (i) Base Images; (ii) all versions of the AI-Generated Visuals; and (iii) the Platform (collectively the “Henderson Properties”). To the extent that the titles, rights (including intellectual property rights) and interests to any of the AI-Generated Visuals do not vest in the Company automatically by operation of law, all the titles, rights (including intellectual property rights) and interests therein, are hereby irrevocably and unconditionally assigned and transferred to the Company by you, with full title guarantee. You hereby waive and agree never to assert any moral rights you may have in or to the Henderson Properties.
(c) We expressly reserve any right not expressly granted to you under these Terms.
(d) The Henderson Properties are offered to you solely for your personal and non-commercial use. Subject to your full acceptance of and compliance with these Terms, we hereby grant you a non-exclusive, revocable, non-transferable, non-sublicensable, royalty-free worldwide licence to display, copy and use the AI-Generated Visuals solely for your personal and non-commercial use (the “Licence“).
(e) You shall not:
(i) other than as provided in these Terms, use the AI-Generated Visuals and the Licence herein for sell, transfer to any third party (whether in exchange for money or as a gift), infringe, reproduce, distribute, copy, duplicate, resell, modify, display, prepare derivative works based on or exploit the AI-Generated Visuals and the Licence for any commercial purposes (including the manufacturing and selling of merchandises associated with any AI-Generated Visual);
(ii) use the Henderson Properties or the Licence herein to create content or materials that violate third-party intellectual property rights or other rights;
(iii) delete, remove or obscure any of our trademark notices, copyright notices or other intellectual property notices in the Henderson Properties;
(iv) use the Henderson Properties or the Licence herein to create, endorse, support, promote or condone any content, material or speech that is defamatory, obscene, pornographic, indecent, abusive, offensive, harassing, violent, hateful, racist, discriminatory, inflammatory or otherwise objectionable or inappropriate as determined by us at our sole discretion;
(v) use the Henderson Properties or the Licence herein in any manner not expressly authorised herein or exercise any rights that violate any applicable law;
(vi) distribute viruses or malicious software or any other technologies that may be harmful via the Platform;
(vii) copy, modify, reverse engineer, distribute and/or create any derivative works of the Platform and the content thereof;
(viii) use our Platform in any manner which reproduces, mines or extracts our data, Participants’ data or content for any purposes without our express prior written consent;
(ix) use our Platform in any manner that could damage, disable, overburden, impair or harm any server, network, computer system or resources of ours;
(x) use our Platform to participate in any fraudulent or illegal activities, including but not limited to phishing, money laundering or fraud;
(xi) access our Platform to obtain information to build identical, similar or competitive websites, platforms, applications or otherwise;
(xii) use the Platform to engage in any activities that are, in our sole judgment, deemed inappropriate or in violation of any applicable laws and regulations; and
(xiii) permit, advocate, encourage or assist any third party in doing any of the foregoing.
(f) We may, but are not obliged to, monitor and review the activities of the Participants on the Platform using technologies we deem appropriate. We reserve the right to suspend access by Participants whom we discover that the use of the Platform violates these Terms.
6. PLATFORM SUSPENSION
(a) While we strive to make the Platform available at all times, you acknowledge that access to the Platform may be suspended or interrupted for the duration of any planned, unanticipated, or unscheduled downtime or unavailability of any portion or all of the Platform for any reason including but not limited to system failures and technical interruptions. We have the absolute right, without any liability to you, to suspend access to the Platform at any time, for all scheduled downtime for periodic maintenance or otherwise.
(b) The Platform may not be accessible at the end of the Campaign Period.
- TERMINATION
(a) These Terms remain effective unless and until terminated by this Clause. Our relationship with you and the Licence shall automatically terminate if:
(i) it is in our sole judgment that you have failed, or we suspect that you have failed, to comply with any term or provision of these Terms;
(ii) you have done, or suspected to have taken any actions that (A) will or may infringe the Company’s (or its associated companies) intellectual property rights or (B) is intended, or will reasonably be expected, to harm the goodwill or reputation of the Company (or its associated companies);
(iii) a petition is filed, a notice is given or an order is made, for or in connection with the winding up or bankruptcy, where applicable;
(iv) the termination of services by any third-party service providers whose services are essential for the operation of the Platform or exercise and enjoyment of the Licence; or
(v) there is any legislative, regulatory, judicial or other legal action which materially affects the ability of the Company to perform any material obligations under these Terms legally.
(b) Upon the termination of our relationship under Clause 8(a), the Licence will automatically terminate and you must, on our demand, irrevocably destroy any copies (in whatever form or media) of the AI-Generated Visuals and provide us with a confirmation of compliance in writing.
(c) Your obligations and liabilities incurred before the termination of these Terms shall survive termination for all purposes.
8. DISCLAIMERS
(a) We provide no representations or warranties as to the value, transferability, nature, character, contents, performance, security, integrity, or any other technical details or terms of the AI-Generated Visuals.
(b) The Henderson Properties are provided “as is” and “as available” without warranty of any kind, either expressed or implied, including, but not limited to, (i) warranty for information, data, uptime or uninterrupted access; and (ii) warranties of availability, correctness, accuracy, reliability, usefulness, title, merchantability, fitness for a particular purpose, originality or non-infringement.
(c) No advice, results, or information, whether oral or written, obtained by you from us or in relation to the Campaign shall create any warranty not expressly made herein. In no event will we and/or our associated companies be liable for any losses or damages of any kind suffered by you and you hereby waive and releases any claims arising out of or in connection with this Campaign (including without limitation, the Henderson Properties).
(d) You acknowledge and agree that we shall, to the extent permitted by law, have no liability for any: (i) errors, mistakes, omissions or inaccuracies; (ii) personal injury, property damage, or other harm resulting from your access to or use of the Platform; (iii) any unauthorised access to or use of the Platform, any personal information, or Participant data; (iv) any interruption of transmission to or from the Platform; (v) any bugs, viruses, trojan horses, or the like that may be transmitted on or through the Platform; or (vi) any damages, losses, costs, expenses, or liabilities of any kind incurred as a result of any information, content or the use of any information or content posted or shared through the Platform (including the AI-Generated Visuals).
(e) To the fullest extent permitted by applicable law, you acknowledge and agree that in no event shall we be liable to you or to any third party for any direct, indirect, special, incidental, punitive, or consequential damages (including for loss of profits, revenue, or data) or for the cost of obtaining substitute products, arising out of or in connection with these Terms, howsoever caused, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not we have been advised of the possibility of such damages. Notwithstanding any provision of these Terms to the contrary, you agree that the total aggregate liability of the Company to you under these Terms shall not exceed HK$100.
9. ACCEPTANCE OF RISKS
(a) You acknowledge that the Platform are associated with the following risks for which we expressly disclaim all the liabilities:
(i) The Platform and Henderson Land Wallet are associated with the risk of hardware, software and Internet connections, the risk of malicious code and/or software introduction, the risk of malfunctions, errors or other technological difficulties, and the risk that third parties may obtain unauthorized access to information stored within the Platform or Henderson Land Wallet. We disclaim all liabilities for any communication failures, disruptions, errors, distortions or delays you may experience, howsoever caused.
(ii) The regulatory regime governing AI is uncertain. New regulations or policies may materially adversely affect your Licence rights hereunder. We will not be responsible for the risk of changes to the regulatory regime governing AI and new regulations, unfavourable regulatory intervention in one or more jurisdictions or policies any of which may materially adversely affect the use of the Henderson Properties and the Licence. We reserve the right to restrict your access and use of the Platform and terminate the Licence immediately without any notice or liability to you if any changes in the current regulations and laws render us unable to provide the Platform or Henderson Land Wallet legally.
(iii) We do not represent or warrant that (A) the Platform and Henderson Land Wallet, or their respective supporting systems or technology, are reliable, current or error-free or otherwise meet your requirements, (B) defects in the Platform (including the AI algorithms) or Henderson Land Wallet, or their respective supporting systems or technology, will be corrected, or that the delivery mechanism for the Platform or Henderson Land Wallet will be free of viruses or other harmful components and we shall not be responsible for any communication failures, disruptions, errors or delays you may experience related to the Platform Henderson Land Wallet.
10. INDEMNITY
You agree to the fullest extent permitted by law, to indemnify and hold harmless the Company including its associated companies, and each of our respective directors, employees, agents and subcontractors, from and against any claims, demands, liabilities, damages, penalties, fines, taxes, costs and expenses of any kind and nature whatsoever (including without limitation reasonable legal fees) arising out of or in connection with (i) your breach of any of these Terms; (ii) any unauthorised use of the Henderson Properties by you; (iii) ownership or transfer of any AI-Generated Visuals and/or the Licence by you; (iv) your violation of any applicable laws or the rights of a third party; and (v) submission or transmission of materials to us that infringe or violate intellectual property rights or rights of any third party. This indemnity shall be applicable without regard to the negligence on our part (if any). You also agree to promptly notify the Company of any claims and fully cooperate with the Company in defending such claims. The Company shall have the right to intervene in any proceedings in relation to the claims and shall have control of the defence or settlement of any claims. You agree to sign and be bound by any confidential agreement in connection with such claims upon our demand.
11. PRIVACY AND DATA PROTECTION
We will collect information about you when you access and use the Platform. Please refer to our Privacy Policy and Personal Information Collection Statement at https://www.hld.com/en/privacy-policy and Personal Information Collection Statement for Henderson Land Wallet at URL, both of which set out the type of information we collect and how we process and store such information.
12. AMENDMENTS
We reserve the right to modify these Terms at any time. Your continued use of our Platform following any such changes will constitute your acceptance of the new Terms. It is your responsibility to review relevant terms and conditions regularly.
13. TRANSLATION
If you are provided with a translation of these Terms, the original version in English will be used in determining any issues or disputes which arise under these Terms.
14. COMPLAINTS
If any person believes that any of the content on the Platform violates any intellectual property rights or other rights, please contact us by email at realisingyourimagination@hld.com.
15. WAIVER
Our delay in exercising or enforcing any right or provision of these Terms shall not constitute a waiver of such right or provision.
16. SEVERANCE
If any term or provision of these Terms is invalid, illegal or unenforceable under the laws of Hong Kong Administrative Region of the People’s Republic of China (“Hong Kong”), such invalidity, illegality, or unenforceability shall not affect any other terms or provisions of these Terms or invalidate or render unenforceable such term or provision in any other jurisdictions.
17. TRANSFER AND ASSIGNMENT
The Company reserves the right to sell, transfer or assign all or any portion of its rights and obligations in these Terms to any other persons. Your rights and obligations under this these Terms belong solely to you and may not be transferred or assigned by you without the advance written consent of the Company. Any permitted assignee, transferee or successor of a party shall have the same rights and liabilities as if it were a party hereto.
18. THIRD PARTY’S RIGHT
The Contracts (Rights of Third Parties) Ordinance (Chapter 623 of the Laws of Hong Kong) shall not apply to these Terms and no person other than the parties hereto and their respective successors and permitted assignees shall have any rights under it.
19. GOVERNING LAW
(a) These Terms shall be governed by and construed in all respects in accordance with Hong Kong law.
(b) Any dispute, controversy or claim (each, a “Dispute”) arising out of or relating to these Terms, or the interpretation, breach, termination, validity or invalidity thereof, shall be referred to arbitration upon the demand of either party to the dispute with notice to the other.
(c) The Dispute shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (“HKIAC”) in accordance with the Arbitration Rules of the HKIAC for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Hong Kong. The arbitral tribunal shall consist of one (1) arbitrator. The arbitral proceedings shall be conducted in English. The governing law of this clause shall be Hong Kong.
(d) Any party to the Dispute shall be entitled to seek preliminary injunctive relief, if possible, from any court of competent jurisdiction pending the constitution of the arbitral tribunal.
(e) During the course of the arbitral tribunal’s adjudication of the Dispute, these Terms shall continue to be performed except with respect to the part in dispute and under adjudication.
Last updated on: 3 September 2023
