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General Terms and Conditions

WeExpand AI Sales Agent Terms

 

  • User Control and Exclusive Responsibility: You maintain full control over the AI Sales Agent and are a "Data User" under the PDPO. You are solely responsible for all campaigns, target recipient lists, Ideal Customer Profile (ICP) criteria, and prompts. This includes all electronic messages generated, edited, or scheduled through the tool.

  • Compliance with Hong Kong Marketing Laws: You must ensure all use of the AI Sales Agent complies with the UEMO (Cap. 593) and the PDPO (Cap. 486). This specifically requires you to:

    • Obtain express and voluntary consent before using personal data for direct marketing.

    • Provide a clear and conspicuous unsubscribe facility and statement in every commercial electronic message.

    • Honour all "opt-out" or unsubscribe requests within 10 working days.

    • Include accurate sender information and avoid misleading subject headings.

  • Mandatory Human Oversight and Output Review: AI-generated content may be inaccurate or inappropriate for your professional networking needs. As the party with ultimate responsibility, you must critically review and approve all AI outputs, recipient criteria, and campaign settings before any messages are transmitted.

  • Configuration and Contextual Instructions: You are responsible for appropriately configuring the AI Sales Agent for your specific business or industry. This includes providing necessary restrictions or instructions to ensure compliance with local regulations and the WeExpand Privacy Policy.

  • Software Provider Limitation: WeExpand Limited provides the AI Sales Agent as a configurable software tool for professional networking only. We do not provide legal advice, and we do not guarantee that the tool's output or your specific use of it is compliant with any applicable laws.

  • Assumption of Risk and Liability: To the maximum extent permitted under Hong Kong law, you assume all risks arising from your use of the AI Sales Agent. This includes liability for any civil claims, enforcement notices, or penalties arising from unauthorised disclosure of personal data or failure to comply with the UEMO.

  • Integration with General Terms: These AI Sales Agent Terms supplement and are incorporated into the WeExpand General Terms and Conditions, which continue to apply in full to your use of all services.

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General Terms of Service

 

IMPORTANT: Please read this Terms of Service Agreement before clicking the “accept” button, and/or using the WeExpand (“WeExpand”) Agentic AI and automation solutions, application programming interface, or other services that accompany or are provided in connection with this Agreement. Subscriber should review WeExpand’s Technical Parameters Addendum (or equivalent document detailing service limitations), which is hereby incorporated by reference and may be updated from time-to-time in WeExpand’s sole discretion (together with the Terms of Service Agreement, the “Agreement”), in detail to understand the specific ways in which the WeExpand Service reports certain data back to Subscriber, as well as certain dependencies on the functionality of the WeExpand Service.

 

‍By clicking the “Agree” button, and/or using the WeExpand Service (as defined below) in any way, you and the entity that you represent (“Subscriber”) are unconditionally consenting to be bound by and are becoming a party to this Agreement with WeExpand and Subscriber represent and warrant that Subscriber has the authority to bind such entity to these terms. If Subscriber does not unconditionally agree to all of the terms of this Agreement, use of the WeExpand Service is strictly prohibited.

 

Please note that WeExpand may modify or amend this Agreement at any time. When WeExpand modifies or amends this Agreement, WeExpand will update the last updated date above, and WeExpand may send an email to the last email address provided by Subscriber to WeExpand. The foregoing does not, however, apply to Section 12 (Dispute Resolution) as to which the method(s) of modification are described therein.

 

WeExpand may require Subscriber to provide consent to the updated Agreement in a specified manner before any further use of the WeExpand Service is permitted. If Subscriber does not agree to any change(s) after receiving a notice of such change(s), Subscriber must stop using the WeExpand Service. Otherwise, Subscriber’s continued use of the WeExpand Service constitutes its acceptance of such change(s). Please regularly check this Agreement.

 

If you are Processing personal data, you are responsible for understanding and complying with all relevant local data protection laws, including, if applicable, those related to residents of the European Union or United Kingdom.

 

‍Section 12 (Dispute Resolution and Governing Law) contains provisions that govern how to resolve disputes between Subscriber and WeExpand, mandating that the laws of Hong Kong shall govern the Agreement. Please read Section 12 carefully.‍‍

 

‍If Subscriber purchases any feature or functionality of the WeExpand Service for a term (the “Initial Order Term”), then the subscription will be automatically renewed for additional periods of the same duration as the Initial Order Term at WeExpand’s then current fee for such features and functionality unless Subscriber opts out of the automatic renewal in accordance with Section 5.1(c) below.

 

**TERMS AND CONDITIONS****-----**

 

1. Definitions. As used in this Agreement:

 

‍1.1 “Applicable Data Protection Laws” means, all data protection and privacy laws and regulations of any jurisdiction directly applicable to WeExpand’s Processing of the relevant Subscriber Personal Data under the Agreement, including, to the extent applicable, the Personal Data (Privacy) Ordinance (Cap. 486) of Hong Kong, and any other relevant laws as superseded, amended or replaced.

 

‍1.2 “Connected Account” means any third-party e-mail system, professional network (e.g., LinkedIn), CRM, or other platform connected to, or integrated with, the WeExpand Service by or on behalf of Subscriber. Third-party systems or platforms created by WeExpand as part of its "AI Agent Implementation Service" shall be a "Connected Account" and shall be subject to the same terms and conditions as Connected Accounts connected directly by Subscriber.

 

1.3 “Connected Account Data” means any data collected from, or provided by, any Connected Account.

 

‍1.4 “Data Resale Activity” means selling, licensing, renting, transferring, disclosing, making available, publishing, or otherwise commercializing any data obtained from or through the WeExpand Service (including Outputs, Performance Data, Third-Party Data, Visitor ID Information, Warmup data, or any data enriched or verified via the Service), whether standalone, aggregated, appended, or incorporated into a data product, list, or service; and includes using such data to build or augment a data broker database or any product intended for third-party access.

 

1.5 “WeExpand Platform” or “Platform” means (i) the cloud-based technology, including application programming interfaces (“API”) and (ii) the mobile applications used by WeExpand to deliver the WeExpand Service to Subscriber.

 

‍1.6 “WeExpand Service” means the on-line services made available through the www.WeExpand.co website and the mobile application(s), delivered by WeExpand to Subscriber using the WeExpand Platform. The WeExpand Service offers various features and functionality, including, but not limited to, Agentic AI, smart lead generation, automated outreach, calendar automation, competitive market intelligence, KYC (Know-Your-Customer) tasks, and AI-driven RPA solutions for B2B expansion in Hong Kong and Southeast Asia.

 

1.7 “Intellectual Property Rights” means all past, present, and future rights of the following types, which may exist or be created under the laws of any jurisdiction in the world: (a) rights associated with works of authorship, including exclusive exploitation rights, copyrights, moral rights, and mask work rights; (b) trademark and trade name rights and similar rights; (c) trade secret rights; (d) patent, patent rights, and industrial property rights; (e) other proprietary rights of every kind and nature; and (f) rights in or relating to registrations, renewals, extensions, combinations, divisions, and reissues of, and applications for, any of the rights referred to in clauses (a) through (e) of this sentence.

 

1.8 “Output Data” means any Personal Data obtained by the Subscriber through the Service, and “Regulated Output Data” means any Personal Data obtained by the Subscriber through the service pertaining to residents of jurisdictions with specific data protection regulations, such as the European Union or the United Kingdom.

 

1.9 “Performance Data” means any log files, metadata, telemetry data and other technical performance data automatically generated by the WeExpand Service relating to the use, performance, efficacy, reliability and/or accuracy of the WeExpand Service. For the avoidance of doubt, data related to the status of communication validity and deliverability (e.g., bounced, invalid, valid, risky) for any communication that is imported or added manually to the WeExpand Service will be considered Performance Data.

 

1.10 "Permitted Purpose" means Subscriber’s business use of the WeExpand Service to manage and conduct Subscriber’s own direct business-to-business (B2B) sales, marketing, recruiting, and business development activities of Subscriber, particularly for expansion in the Greater Bay Area and Southeast Asia, and expressly excludes any Data Resale Activity.

 

‍1.11 “Personal Data” has the meaning given in Applicable Data Protection Laws.

 

1.12 “Processing” (including “Process”, “Processes”, “Processed”, and other variants of the term) means any operation or set of operations that is performed upon Personal Data, whether or not by automatic means, such as collection, collation, recording, organization, storage, adaptation or alteration, retrieval, consultation, analysis, interpretation, compilation, aggregation, use, disclosure by transmission, dissemination, viewing, copying, deleting, or otherwise making available, alignment or combination, blocking or erasure, or destruction.

 

1.13 “Sending Policy " means the anti-spam policy (or equivalent policy for communications compliance).

 

1.14 “Subscriber Data” means, other than Aggregated Data, any content, including communication content, or newsletters, sent by Subscriber through the WeExpand Service, including Inputs, Outputs, Connected Account Data, and any other information, data and other content, including communication content (including files and associated metadata retrieved from or uploaded via a Connected Account or the WeExpand Service (e.g., email attachments displayed in Unibox), that is submitted, uploaded or transmitted to the WeExpand Service by or on behalf of Subscriber or via a Connected Account.

 

1.15 “Users” means Subscriber’s employees, representatives, consultants, contractors, or agents authorized by Subscriber to access the WeExpand Service.

 

2. Onboarding and Connected Accounts.**-----**2.1 Connected Accounts. In order to access many of the features and functions of the WeExpand Service, Subscriber will need to link one (1) or more Connected Accounts to the WeExpand Service. By granting WeExpand access to any Connected Account, (i) Subscriber represents and warrants that it is entitled to disclose any log-in information provided by Subscriber in connection therewith (if applicable) and/or to grant WeExpand access to such Connected Accounts, (ii) Subscriber represents and warrants that it is in good standing with respect to such Connected Accounts, and (iii) Subscriber acknowledges that WeExpand may access any and all Connected Accounts and Connected Account Data in order to provide the WeExpand Service and otherwise in accordance with the terms of this Agreement, including, as examples, to send test communications or troubleshoot in order to ensure the functionality of the WeExpand Service. Subscriber further acknowledges and agrees that each Connected Account, including access to and use thereof and uptimes related thereto, is solely determined by the applicable provider of the relevant Connected Account. WeExpand will have no liability for any unavailability of any Connected Account, or any third-party provider’s decision to discontinue, suspend or terminate any Connected Account.

 

‍2.2 Integrating Connected Accounts. Subscriber acknowledges and agrees that in order to properly onboard to the WeExpand Service and make full use of features and functions of the WeExpand Service, Subscriber will need to integrate or connect to Connected Accounts with the WeExpand Service. Subscriber agrees that it shall limit any Connected Accounts connected through custom IMAP-SMTP (that are not from Google, Outlook, Office365 or Zoho) to a reasonable volume. WeExpand currently offers a maximum of one hundred (100) Connected Accounts per workspace, and Subscriber agrees not to exceed such limitation. WeExpand reserves the right, in its sole discretion, to take any necessary action to address any improper use to protect the quality and efficiency of the WeExpand Service.

 

‍3. Support.

 

‍3.1 Support. As part of the WeExpand Service, WeExpand will use commercially reasonable efforts to properly route communications sent by Subscriber and its Users to the recipients’ electronic mailboxes/platforms. Please refer to the Technical Parameters Addendum (or equivalent document) to better understand the limitations on WeExpand’s ability to properly route communications and document the proper routing of such emails. To this end, WeExpand provides online automatic monitoring services, which are designed to enable Subscriber to update and modify mailing lists and outreach campaigns in real time. Subscriber may also subscribe to additional recommended services in order to improve the previously ordered WeExpand Service. However, if Subscriber has any support-related questions or concerns relating to the WeExpand Service, support will be provided in accordance with this Section 3.

 

‍3.2 Eligible Support Recipient. Subscriber will be responsible for appointing an administrator who will be in charge of collecting information and support requests from Users (“Eligible Support Recipient”). The Eligible Support Recipient may create a support ticket by sending a request to the designated support email (e.g., support@weexpand.co, if available).

 

4. Subscriber’s Use of the WeExpand Service.

‍4.1 Access Rights. Commencing as of the date that Subscriber purchases or orders the applicable WeExpand Service, subject to the terms and conditions of this Agreement and WeExpand’s approval of your use of the WeExpand Service, WeExpand hereby grants to Subscriber a term-limited, limited, non-exclusive, non-transferable, non-sublicensable, non-assignable (except as permitted herein) right to access and use the WeExpand Service solely for the Permitted Purpose. Subscriber shall not access or use the WeExpand Service, or any data, information, or outputs obtained therefrom, for any other purpose, including without limitation any Data Resale Activity, resale, licensing, brokering, transfer, disclosure, or commercialization of such data. WeExpand has the right to refuse or limit your access to the WeExpand Service. When accessing and using the API, Subscriber shall limit API calls to a reasonable volume and WeExpand reserves the right, at its sole discretion, to take any necessary action to address improper use. WeExpand expressly reserves the right, at any time during the Term of the Agreement, to adapt, arrange and/or modify any of the features or functionality of the WeExpand Services (provided that any such modification does not materially adversely affect any material features or functionality of such WeExpand Services) or any components granting access and use rights to the WeExpand Service and the associated documentation, subject to any maintenance and support obligations herein.

 

‍4.2 Access and Security Guidelines. Each User will use his or her unique username and password or single sign on credentials to access the Platform pursuant to this Agreement (“Credentials”). Subscriber acknowledges and agrees that: (a) only Users are entitled to access the Platform with their unique Credentials; (b) it will provide to WeExpand information and other assistance as necessary to enable WeExpand to establish access to the Platform for the Users, and will verify all User requests for access to the Platform; (c) it will ensure that each unique Credentials will be used only by that User when accessing the Platform; (d) Subscriber is responsible for maintaining the confidentiality of all Users’ unique Credentials, and is solely responsible for all activities that occur under these User accounts; (e) Subscriber will notify WeExpand promptly of any actual or suspected unauthorized use of any account, Credentials, or any other breach or suspected breach of this Agreement; and (f) both Subscriber and User shall only provide data, information or content is accurate, complete, and up-to-date.

 

WeExpand reserves the right to suspend, disable or terminate any User’s access to the Platform that WeExpand reasonably determines may have been used by an unauthorized third party.

 

‍The unique Credentials cannot be shared or used by more than one individual User to access the Platform.

 

4.3 Artificial Intelligence Tools. Subject to this Agreement, WeExpand makes available to Subscriber certain artificial intelligence tools (Agentic AI) in connection with Subscriber’s use of the Platform (collectively, the “WeExpand AI Tools”). This Agreement shall apply in full to Subscriber’s use of the WeExpand AI Tools. The WeExpand AI Tools leverage third party large language models, artificial intelligence algorithms, aggregation services, application programming interfaces, and platforms (“Third-Party Services”) to extract or generate suggested text, information, data, results, images, and other materials (collectively, and together with the Output Data the “Output”) in response to the queries, information, data, materials, text, inputs, images, or other content that is (i) input, entered, posted, uploaded, submitted, transferred, transmitted, or otherwise provided or made available for processing by or through the WeExpand Service, or (ii) collected, downloaded, or otherwise received by the WeExpand Service (“Inputs”).

 

WeExpand does not make any representations with respect to Third-Party Services or any Output provided in connection therewith. Such Third-Party Services are not under the control of WeExpand and do not form part of the Platform. WeExpand is not responsible for any Third-Party Services or Output generated thereby and Subscriber uses such Third-Party Services and Output at its own risk. WeExpand is not responsible for the Third-Party Services' handling of your Inputs or Outputs, including for use in their model training. As between the parties, each of the Inputs and Output are considered “Subscriber Data” for the purposes of this Agreement. SUBSCRIBER AND NOT WEEXPAND, SHALL BE SOLELY RESPONSIBLE FOR ITS AND ITS USERS’ USE OF THESE FUNCTIONS, INCLUDING ANY USE OF THE RESULTS OF ANY INPUTS AND DECISIONS MADE OR ACTIONS TAKEN BASED ON ANY SUCH RESULTS. SUBSCRIBER ACKNOWLEDGES AND AGREES THAT ANY CONDUCT SUBSCRIBER ENGAGES IN AS A RESULT OF THE INFORMATION PROVIDED BY THE WEEXPAND AI TOOLS OR ANY OUTPUTS RECEIVED THEREFROM THAT ARE MADE AVAILABLE THROUGH WEEXPAND OR THIRD-PARTY SERVICES IS AT SUBSCRIBER’S OWN RISK. SUBSCRIBER AGREES THAT WEEXPAND WILL NOT BE HELD LIABLE TO SUBSCRIBER OR ANY THIRD PARTY FOR THE WEEXPAND AI TOOLS OR OTHER SERVICES PROVIDING INACCURATE, INCOMPLETE, INFRINGING, OR UNLAWFUL INFORMATION TO SUBSCRIBER OR ANY USER.

 

‍(a) Responsible Use of WeExpand AI Tools. Subscriber shall comply with all obligations and commitments in this Agreement with respect to Subscriber Data in connection with Subscriber’s use of the WeExpand AI Tools. Subscriber is solely responsible for the Inputs, its Outputs and its use thereof. Without limiting the disclaimers in Section 9.2 below, Subscriber is responsible for reviewing any Output prior to its use and exercising its own business and legal judgement as to its suitability for use. Without limiting the foregoing and Subscriber’s representations and warranties under this Agreement, Subscriber shall not use any Inputs or Output that: (a) infringes or misappropriates any third party’s intellectual property rights or other proprietary rights; (b) is deceptive, discriminatory, biased, unethical, defamatory (as defined under Hong Kong law), obscene, pornographic or illegal; (c) contains any viruses, worms or other malicious computer programming codes that may damage the Platform; (d) contains any sensitive personal information, such as financial, medical or other sensitive personal information such as government IDs, passport numbers or social security numbers; or (e) violates the terms of use or other agreements for any Connected Accounts. WeExpand reserves the right to suspend or terminate Subscriber’s access to the WeExpand AI Tools for any failure by Subscriber to comply with this Section. In addition to the foregoing, Subscriber’s obligations under this Agreement with respect to use of the WeExpand Service, its representations and warranties and indemnification obligations, shall apply in full with respect to Subscriber’s use of the WeExpand AI Tools. Subscriber acknowledges and agrees that, notwithstanding the automated suggestions provided by the WeExpand AI Tools, it remains solely responsible for the content, legality, accuracy, and completeness of the Outputs, and any use thereof.

 

‍4.4 Restrictions. Subscriber shall not, and shall procure that its Users shall not: (a) allow any third party to access the Platform or WeExpand Service except as expressly allowed herein; (b) modify, adapt, alter or translate the Platform or WeExpand Service; (c) sublicense, lease, sell, resell, rent, loan, distribute, transfer or otherwise allow the use of the Platform or WeExpand Service for the benefit of any unauthorized third party; (d) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Platform or WeExpand Service, except as permitted by law; (e) interfere in any manner with the operation of the Platform, the WeExpand Service or the hardware and network used to operate the same, or attempt to probe, scan or test vulnerability of the Platform; (f) modify, copy or make derivative works based on any part of the Platform or WeExpand Service; (g) access or use the Platform or WeExpand Service to build a similar or competitive product or service or otherwise engage in competitive analysis or benchmarking; (h) attempt to access the Platform through any unapproved interface; (i) remove, alter, or obscure any proprietary notices (including copyright and trademark notices) of WeExpand or its licensors on the Platform or WeExpand Service or any copies thereof; (j) otherwise use the Platform or WeExpand Service in any manner that exceeds the scope of use permitted under Section 4.1 or in a manner inconsistent with this Agreement (including the Technical Parameters Addendum and Sending Policy) or applicable law, including but not limited to the Unsolicited Electronic Messages Ordinance (Cap. 610) of Hong Kong; (k) engage in any Data Resale Activity or otherwise provide, disclose, or make available any data obtained from or through the WeExpand Service to any third party, except as strictly necessary to achieve the Permitted Purpose through Subscriber’s own employees or service providers bound by written confidentiality and processor obligations; (l) disclose, provide access to, or make available Outputs, Performance Data, Third-Party Data, Visitor ID Information, Warmup data, or any other data obtained through the WeExpand Service to any third party, except to Subscriber’s processors who (i) act on Subscriber’s documented instructions solely for the Permitted Purpose, and (ii) are bound by written terms at least as protective as this Agreement; (m) use the WeExpand Service or data obtained through it to build, train, or augment any public or commercial dataset, data product, contact list, look-alike audience, data broker service, or competitive database; (n) upload to or merge any such data into any public or shared repository or any tool designed for third-party access, resale, or redistribution; (o) circumvent, mask, or remove any flags, validity determinations, or other Performance Data indicators when providing data to any third party; or (p) use enrichment outputs or Visitor ID Information for any purpose other than the Permitted Purpose. WeExpand reserves the right to suspend Subscriber’s access to the Platform and the WeExpand Service for any failure, or suspected failure, to comply with the foregoing conditions.

 

‍4.5 Website Visitor ID Tool. WeExpand's Website Visitor ID Tool allows Users to collect certain information (including, without limitation, IP addresses) from visitors to Subscriber's website. If WeExpand identifies any such information in its lead database, WeExpand shall provide the contact information of the relevant website visitor to Subscriber, and Subscriber may use that information for its own marketing purposes. Subscriber acknowledges and agrees that it is solely responsible for ensuring such information is collected and used in compliance with all applicable laws and regulations, particularly Hong Kong's Personal Data (Privacy) Ordinance, and solely liable for its use of the information collected using WeExpand's Website Visitor ID Tool. Certain jurisdictions or statutes may require (or certain persons or claims may allege) that website visitors must be provided notice and/or consent prior to their personal information being collected or processed and may impose other restrictions on the use of such data. WeExpand is not responsible for obtaining any such consent or providing the appropriate notices. Subscriber shall be solely responsible for collecting any necessary consents, providing any necessary notices, and processing, storing or otherwise using any personal information collected using WeExpand's Website Visitor ID Tool. In addition to complying with all applicable laws and regulations, Subscriber agrees to abide by WeExpand's Data Usage Agreement. Visitor ID Information is provided solely for the Permitted Purpose. Any Data Resale Activity or onward transfer of Visitor ID Information is strictly prohibited.

 

4.6 AI Agent Implementation and WeExpand VIP Service. The “AI Agent Implementation” service and “WeExpand VIP Service” (collectively, the “VIP Services”) are provided as optional services designed to assist Subscribers in setting up and managing their use of the WeExpand Service, including creating targeted lead lists for campaigns, launching and running initial campaigns, purchasing domains and/or email accounts, and receiving assistance from an account manager provided by WeExpand. As to these VIP Services, Subscriber acknowledges and agrees to the following: (a) No Guarantee of Results. WeExpand makes no promises or guarantees regarding the performance, success, or effectiveness of any campaigns launched through the VIP Services. Campaign outcomes depend on a variety of factors, including Subscriber's target audience, communication content, and compliance with applicable laws. (b) Subscriber’s Responsibility for Compliance. Subscriber is solely responsible for ensuring that all campaigns, communication content, and recipient lists comply with all applicable laws, regulations, and industry best practices, including Hong Kong's Unsolicited Electronic Messages Ordinance (Cap. 610) or similar laws in other jurisdictions. WeExpand is not responsible for reviewing or ensuring compliance with such laws on behalf of Subscriber. (c) Third-Party Claims or Lawsuits. WeExpand is not liable for any claims, demands, damages, losses, or legal actions, including but not limited to those brought by recipients of communications sent as part of Subscriber’s campaigns, alleging violations of laws, regulations, or other rights. Subscriber agrees to indemnify and hold WeExpand harmless against any such claims, including reasonable attorneys’ fees and costs incurred. (d) Campaign Management Limitations. While WeExpand provides recommendations and assists in executing campaigns as part of the VIP Services, the Subscriber retains full ownership, control, and responsibility for all decisions regarding campaign content, recipient targeting, and communication distribution. (e) Data and Account Integrity. WeExpand will not be held responsible for the accuracy, integrity, or legality of Subscriber’s Data or Connected Accounts, nor for any adverse consequences resulting from their use. (f) Subscriber Acknowledgment. Subscriber acknowledges that by engaging the VIP Services, they have reviewed and understood these disclaimers and limitations and agree that WeExpand’s liability for these VIP Services shall be governed exclusively by the terms of this Agreement, including the limitations of liability in Section 11. By utilizing the VIP Services, Subscriber agrees to indemnify, defend, and hold WeExpand harmless against any claims or liabilities arising from the use of such VIP Services. These disclaimers are in addition to, and not in lieu of, any other disclaimers and limitations contained in this Agreement.

 

‍4.7 Warmup and Verification Services. WeExpand’s Warmup Service helps Users test whether Subscriber’s communications are landing in the inboxes/platforms of its prospects, or whether those communications are being filtered as spam, and if filtered as spam, WeExpand provides Users with a report that recommends actions to fix any deliverability issues. If Subscriber utilizes WeExpand’s Warmup Service, Subscriber may be exposed to the personal and contact information for other WeExpand users from the Warmup pool. Subscriber acknowledges and agrees it is prohibited from sharing, storing, transferring or otherwise using this information for any purposes whatsoever. WeExpand’s Verification Service assists Subscriber by cleaning and validating its uploaded contact list to reduce Subscriber’s bounce rates and increase deliverability rates. WeExpand reserves the right, in its sole discretion, to deny, suspend, or terminate access to the Warmup Service for any domain, email address, or account associated with explicit, adult-themed, or otherwise inappropriate content, as determined solely by WeExpand. Subscriber acknowledges and agrees that participation in the Warmup Service is subject to WeExpand’s approval and ongoing compliance with these content standards. Data made visible via the Warmup or Verification features may not be copied, stored, exported, shared, or used by Subscriber outside the Permitted Purpose and may not be resold, licensed, rented, or otherwise commercialized.

 

‍4.8 AI Enrichment. WeExpand’s AI Enrichment Service allows Users to enrich leads the Subscriber finds through the WeExpand Service. With the enrichment feature, Subscriber can search for the contact information, including work email of a lead, and use certain of Subscriber’s allotted Credits (as defined below) to: (i) obtain a fully enriched profile for that lead beyond contact information; (ii) use Third-Party Services to enrich the lead and (iii) use Third-Party Services to create customized Outputs through artificial intelligence algorithms and large language models. Any contact data, enrichments, or profiles obtained via AI Enrichment (including through Third-Party Services) are licensed only for the Permitted Purpose and may not be used for any Data Resale Activity or to create, supplement, or validate any dataset intended for third-party access.

 

‍4.9 Account Termination and Circumvention WeExpand reserves the right, in its sole discretion, to suspend, disable, or permanently terminate this Agreement and/or ban any Subscriber or User from accessing the WeExpand Service, or any part of the Service at any time and for any reason, including but not limited to violations of this Agreement, suspected abuse or misuse of the Platform, unprofessional or disrespectful behavior, or behavior deemed detrimental to the integrity, functionality, or reputation of the WeExpand Service. Without limiting the generality of the foregoing, WeExpand may suspend, disable, or terminate Subscriber’s access to the Warmup Service, the WeExpand Service or any part of the Service, or this Agreement in full if WeExpand determines, in its sole discretion, that Subscriber is using or attempting to use the Service in connection with explicit, adult-themed, or otherwise inappropriate domains or content as determined by WeExpand in its sole discretion. Any attempt by a banned Subscriber or User to access or use the WeExpand Service through the creation of a new account, use of an alternative email address, impersonation of another party, or any means of circumvention, shall constitute a material breach of this Agreement. WeExpand reserves the right to take legal action or pursue any other remedies available under law in response to such violations. Any actual or attempted Data Resale Activity constitutes a material, non-curable breach. WeExpand may immediately suspend or terminate access to the WeExpand Service without notice, and Subscriber shall promptly certify deletion of all data obtained through the WeExpand Service.

 

5. Fees, Payment and Suspension of WeExpand Service.

 

‍5.1 Subscriptions. WeExpand offers various options and subscription plans to its clients, including free trials and paid plans. These options and plans, including relevant pricing, are available at www.WeExpand.co (or equivalent pricing page). The pricing of these plans are typically in Hong Kong Dollars (HKD) or U.S. dollars, and all payments will be made in the currency specified at checkout.

 

‍(a) Free trials: Free trials are non-paid access of the WeExpand Service subject to use restrictions (maximum limits to the number of daily and monthly communications and support ticket requests, restriction on API calls, restriction on number of Credits, etc.). Restrictions for such trials are set forth on the WeExpand website. Subscriber may at any time terminate Subscriber’s free trial or upgrade to a paid plan.

 

‍(b) Paid plans: These paid plans have lower use restriction limits than the self-service free subscriptions. Premium features may also be added to these plans. Subscriber’s paid subscription shall be due and payable either on a monthly or yearly basis in advance from the date of Subscriber’s first paid subscription and will be automatically renewed thereafter on the same basis, subject to the full payment in advance of the fees due. Subscriber may not re-subscribe to the same paid monthly plan within twenty-one (21) days for the same account. Subscriber may at any time terminate Subscriber’s paid self-service plan and Subscriber will have the right to continue to access and use the WeExpand Service through the end of the subscription plan for which Subscriber has paid. However, WeExpand shall not refund or reimburse Subscriber for any unused Fees paid for a started month or year, even on a pro rata basis, nor will WeExpand provide a discount for future Services under such circumstances. It is Subscriber’s responsibility to anticipate the termination of the plan to make it effective at the most convenient time.

 

‍(c) Automatic Renewal. Under a paid plan, the subscription will continue and automatically renew at WeExpand's then-current price for such Subscription until terminated in accordance with this Agreement. The frequency at which the subscription renews (i.e., monthly, annually, etc.) will be designated at the time at Subscriber signs up for the subscription. By subscribing, Subscriber authorizes WeExpand to charge the payment method designated in their account now, and again at the beginning of any subsequent subscription period. Upon renewal of the subscription, if WeExpand does not receive payment, (i) Subscriber shall pay all amounts due on their account upon demand and/or (ii) Subscriber agrees that WeExpand may either terminate or suspend the subscription and continue to attempt to charge the designated payment method until payment is received (upon receipt of payment, the subscription will be activated and for purposes of automatic renewal, Subscriber’s new subscription commitment period will begin as of the day payment was received).

 

‍5.2 Fees. Subscriber will pay WeExpand the fees for the WeExpand Service (or Credits as defined below) upon checkout, and thereafter, at such intervals in accordance with Subscriber’s selected plan at checkout (“Fees”). Fees for plans listed above do not include the cost of equipment and Internet access enabling use of the WeExpand Service, the costs of which shall be borne by Subscriber. All Fees are due in advance of each Subscription Term. Payment may be made by credit card or direct debit. Subscriber authorizes WeExpand to charge the credit card or bank account Subscriber provides to WeExpand for any and all costs and amounts that Subscriber owes WeExpand for the WeExpand Service, at the time such amounts are due. Subscriber shall maintain complete, accurate and up-to-date Subscriber billing and contact information. In the event Subscriber exceeds number of transactions for which applicable Fees have been paid, Subscriber will be invoiced for such overage in accordance with the then-current overage fee rates in arrears. WeExpand may increase the applicable Fees upon the commencement of any Renewal Order Term (as defined below).

 

‍5.3 No Refunds. ALL FEES PAID UNDER THIS AGREEMENT ARE NON-REFUNDABLE AND NON-CANCELLABLE. Subscriber acknowledges and agrees that WeExpand will not issue, and Subscriber is not entitled to receive, any refunds, reimbursements, or credits of any kind, including but not limited to partial, prorated, discounted, or promotional refunds, regardless of whether the WeExpand Service is used, unused, or terminated early by Subscriber. This no-refund policy applies to all subscription plans, Credits, and any add-on or ancillary services, including but not limited to the VIP Services, “AI Agent Implementation” service, Warmup Service, and AI Enrichment.

 

‍5.4 Third-Party Service Provider. WeExpand may use third-party service providers for payment services (e.g., card acceptance, merchant settlement, and related services) (“Third-Party Service Provider”). If Subscriber makes a purchase on the WeExpand Service, Subscriber will be required to provide its payment details and any additional information required to complete Subscriber’s order directly to our Third-Party Service Provider. Subscriber agrees to be bound by the Third-Party Service Provider’s terms and hereby consents and authorizes WeExpand and the Third-Party Service Provider to share any information and payment instructions Subscriber provides to the minimum extent required to complete the transactions. Please note that online payment transactions may be subject to validation checks by WeExpand’s Third-Party Service Provider and Subscriber’s card issuer, and WeExpand is not responsible if Subscriber’s card issuer declines to authorize payment for any reason. For Subscriber’s protection, WeExpand’s Third-Party Service Provider uses various fraud prevention protocols and industry standard verification systems to reduce fraud and Subscriber authorizes Third-Party Service Provider to verify and authenticate Subscriber’s payment information. Subscriber’s card issuer may charge Subscriber an online handling fee or processing fee. WeExpand is not responsible for this. In some jurisdictions, our Third-Party Service Provider may use third parties under strict confidentiality and data protection requirements for the purposes of payment processing services.

 

‍5.5 Taxes and Invoicing. All Fees owed by Subscriber in connection with this Agreement are exclusive of, and Subscriber shall pay, all sales, use, excise and other taxes and applicable export and import fees, customs duties and similar charges that may be levied upon Subscriber in connection with this Agreement, except for employment taxes and taxes based on WeExpand’s income. If Subscriber believes that WeExpand has incorrectly billed Subscriber, Subscriber must notify WeExpand no later than sixty (60) days after the due date on the first invoice in which the issue appeared.

 

‍5.6 Late Payments. In the event of any delay in payment, WeExpand will have the right to recover interest on late payments at a monthly rate of 1.5% (or the highest permitted by applicable law, if lower), any collections fees (including attorneys’ fees), and other amounts as allowed by Hong Kong law or other applicable commercial law. WeExpand reserves the right (in addition to any other rights or remedies WeExpand may have), upon written notice, to discontinue the WeExpand Service and immediately suspend Subscriber’s access to the WeExpand Service if any Fees are more than thirty (30) days overdue until such amounts are paid in full. Subscriber agrees to pay all Fees associated with Subscriber’s paid plan, even in the event that any of Subscriber’s communications may be blocked by a third party or may otherwise not reach their recipient, as intended by Subscriber. To better understand the limits of the WeExpand Service and how the WeExpand Service are reported back to Subscriber, please review the Technical Parameters Addendum (or equivalent document).

 

‍**5.7 Credits.****

**(a)Credits. In certain instances, Subscriber may be able to receive credits (such as a benefit as part of a membership or subscription to the WeExpand Service) or otherwise purchase credits (the “Credits”) to access and use certain features of the WeExpand Service. If Subscriber purchases Credits, Subscriber will be charged the corresponding Fees. Any such Credits purchased by Subscriber or otherwise received by Subscriber in connection with a membership or subscription represent amounts that Subscriber has prepaid for certain features of the WeExpand Service. Credits may only be used during any timeframe specified at the time of purchase, or if no timeframe is specified, such Credits will expire at the end of the applicable subscription period; provided, however, if such subscription period is renewed, then Credits may be rolled over twice to the immediately subsequent subscription period. Thereafter, if such Credits are not used, Subscriber will lose access to any such unused Credits. Subscriber agrees and understands that in the event that Subscriber terminates this Agreement or a subscription plan or otherwise ceases using the WeExpand Service, Subscriber will lose access to any unused Credits. Credits have no cash value, cannot be reloaded, resold, transferred for value, traded or sold on secondary markets, redeemed for cash, or applied to any other account or subscription, except to the extent required by law. WeExpand reserves the right to change terms and conditions of Credits without notice. The volume or amount of WeExpand Service (or any other functionality) that Credits can be used to obtain is not based on a fixed dollar amount and is subject to change at the sole discretion of WeExpand at any time.

 

(b)Promotional Credits. From time to time, WeExpand may make available at its sole discretion Credits for loyalty, award or promotional purposes, including as part of free trials (“Promotional Credits”). Promotional Credits may expire in accordance with any terms set forth on such Credits. No purchase is necessary to be eligible to receive Promotional Credits. Promotional Credits are eligible for redemption for features of the WeExpand Service in the same manner as any paid for Credits, but the redemption value of such Promotional Credits may be different from paid Credits. For the avoidance of doubt, Promotional Credits have no cash value, cannot be reloaded, resold, transferred for value, traded or sold on secondary markets, redeemed for cash, or applied to any other account or subscription, except to the extent required by law. No fees, including inactivity fees, are imposed by the Company with respect to Promotional Credits.

 

‍6. Ownership; Content; and Data.

 

6.1 WeExpand Platform and Technology. Subscriber acknowledges that WeExpand retains all right, title and interest in and to the WeExpand Platform, including all algorithms, AI, language and visual models and improvements thereto, Integration Tools and all software and all WeExpand proprietary information and technology used by WeExpand or provided to Subscriber in connection with the WeExpand Service (the “WeExpand Technology”), and that the WeExpand Technology is protected by Intellectual Property Rights owned by or licensed to WeExpand. Without limiting the generality of the foregoing, the “WeExpand” name, and all other trademarks and service marks of WeExpand are owned by WeExpand. Subscriber shall not have any right to use the Trademarks without WeExpand’s prior written consent. All content on www.WeExpand.co and otherwise available on the WeExpand Service, including graphics, logos, page headers, icons, and service names, are the property of WeExpand and its affiliates. Other trademarks that appear on www.WeExpand.co or throughout the WeExpand Service is the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by WeExpand. Other than as expressly set forth in this Agreement, no license or other rights in the WeExpand Technology are granted to the Subscriber. Subscriber hereby grants WeExpand a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the WeExpand Service any suggestions, enhancement requests, recommendations or other feedback provided by Subscriber, including Users, relating to the WeExpand Service. WeExpand shall not identify Subscriber as the source of any such feedback.

 

‍6.2 Responsibility for Subscriber Data. Subscriber is solely responsible for any and all obligations with respect to the accuracy, quality and legality of Subscriber Data, including lead lists from third parties.

Subscriber will obtain all third party licenses, consents and permissions needed for WeExpand to receive, use and Process the Subscriber Data to provide the WeExpand Service. Without limiting the foregoing, Subscriber will be solely responsible for (i) providing all appropriate privacy notices to all third parties (including all Users); and obtaining from all third parties (including all Users) all necessary consents and rights for WeExpand to receive, use and Process the Subscriber Data submitted by or on behalf of Subscriber or Users for the purposes set forth in this Agreement, including all consents required in accordance with all Applicable Data Protection Laws, notably Hong Kong's Personal Data (Privacy) Ordinance. Subscriber represents and warrants that the Subscriber Data will not: infringe, misappropriate or violate any intellectual property, proprietary, or other right of any third party; contain any virus or program designed to cause damage, intercept or misappropriate any system or Personal Data in a fraudulent manner; contain any unlawful, bullying, harassing, libelous (under Hong Kong law), abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature or any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable laws or regulations; contain any sensitive Personal Data, including bank account information or credit card information, without appropriate safeguards; be false, misleading or inaccurate; or, be in breach of the Sending Policy. In the event of any breach by Subscriber of this Section 6.2, including the Sending Policy, or if WeExpand suspects or has reason to believe that Subscriber is in breach hereof, then WeExpand may, without any further obligation liability to Subscriber, suspend and/or terminate this Agreement (or limit Subscriber’s sending capabilities or rights) immediately upon written notice and close Subscriber’s master account. Subscriber shall not use the WeExpand Service to prepare, validate, or package Subscriber Data for Data Resale Activity. For clarity, Subscriber retains ownership of its Subscriber Data, but has no right under this Agreement to commercialize any data or outputs obtained through the WeExpand Service in any Data Resale Activity.

 

‍6.3 License to Subscriber Data. Subscriber retains all right, title and interest in and to the Subscriber Data. Subscriber hereby grants to WeExpand a non-exclusive, worldwide, royalty-free and fully paid-up license to: (a) access and use Subscriber Data to provide the WeExpand Service; and (b) collect and compile data and information related to Subscriber Data that is used by Subscriber in a de-identified, aggregated and/or anonymized manner to improve the WeExpand Service (“Aggregated Data”); provided, that, the license grant in subpart (b) shall be perpetual and irrevocable. Subscriber represents and warrants that it has all necessary rights to grant WeExpand the foregoing licenses. Without limiting the generality of the foregoing, Subscriber acknowledges and agrees that the foregoing license includes the right for WeExpand to verify all communications uploaded to the WeExpand Service in an effort to provide high-quality deliverability standards, lower bounce rates, and maintain a high deliverability reputation for our customers. Addresses that are detected as invalid will be blocked by the WeExpand Service and the applicable User will not be able to send communications to the invalid address via the WeExpand Service. Further, Subscriber acknowledges and agrees that Personal Data of Users submitted to or through the WeExpand Service will be used in accordance with the privacy policy set forth at www.WeExpand.co/privacy (or equivalent). No license is granted to Subscriber to resell, license, rent, transfer, or otherwise commercialize Outputs, Performance Data, Aggregated Data, Third-Party Data, Visitor ID Information, or any other data made available through the WeExpand Service.

 

‍6.4 Aggregated Data. As between WeExpand and Subscriber, all right, title, and interest in Aggregated Data, and all Intellectual Property Rights therein, belong to and are retained solely by WeExpand. Subscriber agrees that WeExpand may (i) make Aggregated Data publicly available in compliance with applicable law, and (ii) use Aggregated Data to the extent and in the manner permitted under applicable law; provided that such Aggregated Data does not identify Subscriber or Subscriber’s Confidential Information.

 

6.5 Performance Data. WeExpand retains all right, title and interest in and to the Performance Data, and may use Performance Data for any lawful purpose.

 

6.6 Data Processing Agreement. In the event Subscriber provides to WeExpand or enables WeExpand to Process any Personal Data that is subject to Applicable Data Protection Laws, Subscriber agrees that the terms and conditions of the Data Processing Addendum (or equivalent), applies and is hereby incorporated into this Agreement. WeExpand and Subscriber shall comply with their respective obligations under the DPA. Any Subscriber Personal Data (as defined in the DPA) that is subject to Applicable Data Protection Laws shall be governed by the DPA and shall not be Confidential Information (defined herein). In the event of a conflict between any provision of the DPA and this Agreement, the provision providing the higher level of privacy or data protection shall govern.

 

6.7 Use of Output Data. Subscriber is solely responsible for its use of any data, information, or Output Data obtained through the WeExpand Service. WeExpand disclaims all responsibility and liability for Subscriber’s use of Output Data. Where Output Data includes personal information subject to applicable privacy laws (including Hong Kong's Personal Data (Privacy) Ordinance, GDPR/GDPR-UK, and similar laws), Subscriber will only process such data: (a) with valid, informed consent of the data subject; or (b) under another lawful basis recognized by applicable law (e.g., Subscriber’s legitimate interests to maintain and update its own customer database). Subscriber is solely responsible for determining and ensuring compliance with all laws governing its use of the WeExpand Service, Output Data, and related marketing or processing activities. Subscriber may not rely on WeExpand for any representation as to what those laws require.

 

‍6.8 Notices and Consents. WeExpand does not provide notices or obtain consents on Subscriber’s behalf. To the extent any law requires notice, consent, or other action before marketing to or processing personal information of any individual, Subscriber represents and warrants it will obtain and maintain such rights at its own expense.

 

7. CONFIDENTIALITY.

‍7.1 Definition. Each Party (“Receiving Party”) acknowledges that it may receive from the other Party (“Disclosing Party”) confidential information relating to the Disclosing Party and such confidential information includes, but is not limited to, technical, business, marketing and financial information, and any other information that could reasonably be considered confidential or proprietary (“Confidential Information”). The terms of this Agreement, the WeExpand Technology, and all technical information relating thereto shall be considered Confidential Information of WeExpand.

 

7.2 Exceptions. Confidential Information does not include information that:

(a) is or becomes generally available to the public other than through a wrongful act of the Receiving Party;

(b) is or becomes available to the Receiving Party on a non-confidential basis from a source that is entitled to disclose it to the Receiving Party; or

(c) is independently developed by the Receiving Party, its employees or third party contractors without access to or use of the Disclosing Party’s Confidential Information.

 

7.3 Obligations. During and after the Term of this Agreement, the Receiving Party shall: (i) not use (except for performance of this Agreement) or disclose Confidential Information of the Disclosing Party without the prior written consent of the Disclosing Party (except for disclosure to WeExpand   s employees, subcontractors, and Representatives solely as necessary for performance of the WeExpand Service and Platform); and (ii) take no less than the same measures that it takes with its own Confidential Information, and in any case no less than reasonable measures, to maintain the Confidential Information of the Disclosing Party in confidence. “Representatives” means a Party’s attorneys, consultants, and subcontractors who have a need to know and who have signed confidentiality agreements containing, or are otherwise bound by, confidentiality obligations at least as restrictive as those contained herein.

 

‍7.4 Lawful Disclosure. Either party may disclose Confidential Information to the extent required by law, provided that the Receiving Party gives the Disclosing Party reasonable advance notice of such required disclosure and cooperates with the Disclosing Party so that the Disclosing Party has the opportunity to obtain appropriate confidential treatment for such Confidential Information.

 

‍7.5 Ownership. All Confidential Information disclosed by Disclosing Party shall remain the property of the Disclosing Party. The Disclosing Party reserves all rights in its Confidential Information. Nothing in this Agreement or the disclosures envisaged by this Agreement shall (except for the limited use right above) operate to transfer, or operate as a grant of any Intellectual Property Rights in the Confidential Information.

‍8. Term and Termination. 

8.1 Term. The term of this Agreement will commence on the Effective Date and continue until terminated in accordance with the terms of this Agreement (the “Term”). Each subscription will have an initial term of one (1) year or one (1) month, as dictated by the plan that Subscriber purchases (the “Initial Order Term”), and will automatically renew for successive terms of the same period as the Initial Order Term (each, a “Renewal Order Term” and collectively with the Initial Order Term, the “Order Term”), unless either party provides no less than thirty (30) days written notice of its intent to terminate the Order prior to the end of the then-current term. The term of each subscription will be as set forth in the applicable subscription plan and will automatically renew for successive terms of the same duration, in accordance with the terms and conditions of the subscription plan.

 

8.2 Termination. Either party may terminate this Agreement or specific subscription plan upon written notice if the other party materially breaches the Agreement or the terms of the subscription plan and does not cure such breach within thirty (30) days after written notice of such breach. Further, either party may terminate this Agreement if the other party is declared insolvent, admits its inability to pay its debts when due, or files for, or otherwise undergoes, bankruptcy. WeExpand may also immediately terminate this Agreement or suspend Subscriber’s access to the WeExpand Service without notice pursuant to Section 4.8 (Account Termination and Circumvention), which shall be deemed a non-curable material breach of this Agreement. Upon the expiration or termination of this Agreement or specific subscription plan for any reason any amounts owed to WeExpand under this Agreement will become immediately due and payable. Sections 1, 4.4 and 6-13 will survive the termination of this Agreement.

 

‍8.3 Effect of Termination. Upon termination or cancellation of the Agreement or any applicable subscription plan: (a) By Subscriber: Upon termination or cancellation of this Agreement or any applicable subscription plan by Subscriber, Subscriber’s access to the WeExpand Service will cease, and WeExpand may, in its sole discretion, delete any Subscriber Data or other data associated with the terminated account in accordance with WeExpand’s then-current data retention policies. Further, when required by applicable law, WeExpand shall delete any Subscriber Data. Subscriber acknowledges and agrees that WeExpand is under no obligation to retain, recover, or make available any such data following termination, but may, in its sole discretion, do so for a limited time. (b) By WeExpand: In its sole discretion, WeExpand may, but is not required to, provide Subscriber with a limited opportunity to access and download Subscriber Data prior to permanent deletion. If such an opportunity is provided, WeExpand shall specify the duration of the access window in writing. After the expiration of such period, WeExpand shall have no further obligation to retain or recover any Subscriber Data.

 

9. WeExpand Warranties and Disclaimer.

 

9.1 Limited Warranty. WeExpand represents and warrants that the WeExpand Service will be performed in a professional and workmanlike manner. Subscriber must report any deficiencies in the performance of the above warranty to WeExpand in writing within thirty (30) days of the non-conformance. Furthermore, Subscriber and Users acknowledge and agree that WeExpand does not control the transfer of any data (including Subscriber Data) via the internet, and cannot and will not be held responsible for delays or delivery problems arising from the internet or other outside connection issues. In the event Subscriber makes any reports as described above, and WeExpand determines, in the exercise of its sole and reasonable discretion, that there was any deficiency in the WeExpand Service, Subscriber’s exclusive remedy, and WeExpand’s entire liability, will be the re-performance of the WeExpand Service.

 

9.2 DISCLAIMER OF WARRANTIES‍

 

(a) General.* TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (A) THE WEEXPAND SERVICE, WEEXPAND PLATFORM AND DOCUMENTATION ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS AND (B) WEEXPAND AND ITS SUPPLIERS MAKE NO OTHER WARRANTIES, EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SUBSCRIBER UNDERSTANDS THAT THE OUTPUT DATA IS SUBJECT TO ERRORS OF TRANSCRIPTION, ACCURACY, AND CURRENTNESS. IN THE EVENT THERE IS A DISRUPTION OF THE WEEXPAND SERVICE, WEEXPAND DOES NOT GUARANTEE ANY MINIMUM SERVICE UPTIME DURING THE RECOVERY PROCESS. FURTHERMORE, WEEXPAND DOES NOT GUARANTEE A MINIMUM UPTIME OF THE WEEXPAND SERVICES AT ANY POINT OF SUBSCRIBER’S USE OF THE WEEXPAND SERVICES, NOR DOES WEEXPAND GUARANTEE THAT ALL COMMUNICATIONS WILL BE PROCESSED AND DELIVERED BY WEEXPAND. FURTHER, WEEXPAND SPECIFICALLY DISCLAIMS ANY GUARANTEE THAT COMMUNICATIONS SENT THROUGH THE PLATFORM WILL BE DELIVERED TO RECIPIENTS’ INBOXES RATHER THAN TO SPAM, PROMOTIONS, OR OTHER FOLDERS. WEEXPAND EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT ANY PERSONAL DATA OR PERSONALLY IDENTIFIABLE INFORMATION CONTAINED IN THE WEEXPAND SERVICE OR PROVIDED TO USER BY WEEXPAND COMPLIES WITH ANY APPLICABLE DATA PRIVACY OR DATA PROTECTION LAW, RULE, OR REGULATION, INCLUDING BUT NOT LIMITED TO HONG KONG'S PERSONAL DATA (PRIVACY) ORDINANCE. SUBSCRIBER IS SOLELY RESPONSIBLE FOR DETERMINING THE LAWFULNESS OF USING ANY SUCH DATA IN ITS OPERATIONS, INCLUDING OBTAINING ANY NECESSARY CONSENTS, PROVIDING REQUIRED NOTICES, AND ENSURING COMPLIANCE WITH ALL APPLICABLE DATA PROTECTION AND MARKETING REGULATIONS OR REQUIREMENTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMERS, WEEXPAND REFERS SUBSCRIBER AND USERS TO THE TECHNICAL PARAMETERS ADDENDUM WITH RESPECT TO SPECIFIC LIMITATIONS ON THE PERFORMANCE OF THE WEEXPAND SERVICE AND THE OUTPUT DELIVERED TO SUBSCRIBER OR USERS.

 

‍(b) WeExpand AI Tools. THE WEEXPAND AI TOOLS ARE INTENDED AS OUTPUT GENERATION TOOLS ONLY AND WEEXPAND MAKES NO WARRANTY OR GUARANTY THAT THE OUTPUT WILL PROVIDE ACCURATE, TAILORED OR INFORMATIVE RESULTS OR BE FIT FOR THE PARTICULAR PURPOSE OR USE CASE. WEEXPAND DOES NOT REPRESENT OR WARRANT THAT THE SUBSCRIBER IS THE LEGAL OWNER OF THE OUTPUT, OR THAT THE INPUT OR OUTPUT ARE PROTECTABLE BY ANY INTELLECTUAL PROPERTY RIGHTS, OR THAT THE OUTPUT DOES NOT INCORPORATE, INFRINGE OR MISAPPROPRIATE THE INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS OF ANY THIRD PARTY. SUBSCRIBER SHALL BE SOLELY RESPONSIBLE FOR SUBSCRIBER’S USE OF THE WEEXPAND AI TOOLS AND ANY OUTPUT RESULTING THEREFROM.

 

‍SUBSCRIBER SHOULD EVALUATE THE FITNESS OF ANY OUTPUT AS APPROPRIATE FOR SUBSCRIBER’S SPECIFIC USE CASE.

 

‍(c) Third-Party Data. SUBSCRIBER ACKNOWLEDGES AND UNDERSTANDS THAT ACCESS TO AND USE OF THE PLATFORM AND/OR SERVICES DEPENDS IN PART ON ACCESS TO DATA PROVIDED BY THIRD-PARTY SOURCES (“THIRD PARTY DATA”), INCLUDING BUT NOT LIMITED TO CREATE THE OUTPUTS. THE PARTIES ACKNOWLEDGE AND AGREE THAT THIRD PARTY DATA MAY BE DERIVED FROM HISTORICAL DATA THAT MAY BE OUTDATED AND NO LONGER ACCURATE AT THE TIME OF USE. WEEXPAND IS NOT RESPONSIBLE FOR THE ACCURACY, QUALITY, CURRENCY, OR COMPLETENESS OF THE THIRD PARTY DATA AND MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE THIRD PARTY DATA. WEEXPAND EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT THE THIRD PARTY DATA (INCLUDING ANY PERSONAL DATA OR PERSONALLY IDENTIFIABLE INFORMATION CONTAINED THEREIN) COMPLIES WITH ANY APPLICABLE DATA PRIVACY OR DATA PROTECTION LAW, RULE, OR REGULATION, INCLUDING BUT NOT LIMITED TO HONG KONG'S PERSONAL DATA (PRIVACY) ORDINANCE. SUBSCRIBER IS SOLELY RESPONSIBLE FOR DETERMINING THE LAWFULNESS OF USING ANY SUCH THIRD PARTY DATA IN ITS OPERATIONS, INCLUDING OBTAINING ANY NECESSARY CONSENTS, PROVIDING REQUIRED NOTICES, AND ENSURING COMPLIANCE WITH ALL APPLICABLE DATA PROTECTION REQUIREMENTS. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE ACCURACY OF THE SERVICES ARE DEPENDENT, IN PART,ON THE ACCURACY AND COMPLETENESS OF THE THIRD PARTY DATA, WHICH IS NOT GUARANTEED. IN ADDITION, WEEXPAND CANNOT GUARANTEE THE THIRD PARTY DATA WILL ALWAYS BE AVAILABLE. IF A SOURCE OF THIRD PARTY DATA BECOMES UNAVAILABLE OR WEEXPAND’S ACCESS TO SUCH SOURCE IS TERMINATED BY THE THIRD-PARTY DATA PROVIDER, THEN THE THIRD PARTY DATA WILL NO LONGER BE AVAILABLE.

 

‍9.3 Connected Accounts. Subscriber acknowledges that WeExpand has no control over, or other ability or obligation with respect to the maintenance, upkeep, status or support of any Connected Accounts or other component thereof, including the accuracy, timeliness, reliability, or completeness of any Connected Account Data. WeExpand will have no liability with respect to any acts, omissions, reliance, delays, errors or other liabilities arising from or related to any downtime, unavailability, inaccuracies or failures of any Connected Accounts.

 

‍9.4 Third-Party Service Providers. The WeExpand Service, WeExpand Platform and Documentation (including correspondence with WeExpand's customer support team) may include links to third-party websites and services (“Third-Party Links”) or the information of third-party service providers that WeExpand believes may be of interest to its Subscribers ("Third-Party Providers”). These Third-Party Links or references to Third-Party Providers are not an endorse mentor recommendation – implied or otherwise – of any of the listed providers or links. Each Third-Party Provider listed and Third-Party Link provided is independent from WeExpand and is not under the control of WeExpand. WeExpand accepts no responsibility for and disclaims any liability from the actions of the Third-Party Providers or reliance on any information from or about such Third-Party Providers. Subscribers should make their own independent evaluation before conducting business with any Third-Party Provider or relying on any such information provided by such Third-Party Provider.

 

‍10. Indemnity.

10.1 By WeExpand. WeExpand will defend at its expense any claim, action, suit, or investigation brought by a third party (“Claim”) against Subscriber, and will pay any settlement WeExpand makes or approves, or any damages, losses, costs, and expenses (“Losses”) incurred by Subscriber in connection with such Claim, insofar as such Claim alleges that the Platform or the WeExpand Service infringes such third party’s patents, copyrights or trade secret rights under applicable laws of Hong Kong. If any portion of the Platform or WeExpand Service becomes, or in WeExpand’s opinion is likely to become, the subject of a claim of infringement (“Infringing Technology”), WeExpand may, at WeExpand’s option: (a) procure for Subscriber the right to continue using the Infringing Technology; (b) replace the Infringing Technology with non-infringing software or WeExpand Service which do not materially impair the functionality of the Platform or WeExpand Service; (c) modify the Infringing Technology so that it becomes non-infringing; or (d) terminate this Agreement and refund any unused prepaid Fees for the remainder of the term then in effect, and upon such termination, Subscriber will immediately cease all use of the WeExpand Technology. Notwithstanding the foregoing, WeExpand will have no obligation under this section or otherwise with respect to any infringement claim based upon: (i) any use of the Platform or WeExpand Service not in accordance with this Agreement or applicable laws, rules, or regulations; (ii) any use of the Platform or WeExpand Service in combination with other products, equipment, software or data not supplied by WeExpand; or (iii) any modification of the Platform or WeExpand Service by any person other than WeExpand or its authorized agents (collectively, the “Exclusions” and each, an “Exclusion”). This section states the sole and exclusive remedy of Subscriber and the entire liability of WeExpand, or any of the officers, directors, employees, shareholders, contractors or representatives of the foregoing, for infringement claims and actions.

 

10.2 By Subscriber. Subscriber will defend at its expense any Claim brought against WeExpand, and will pay any Losses incurred by WeExpand in connection with such Claim, to the extent arising out of or relating to: (a) an Exclusion, (b) Subscriber’s breach or alleged breach of Sections 4.3(a), 4.4, 6.2, 6.3 or 6.5 or (c) any agreement between Subscriber and a Connected Account or (d) Subscriber’s use of the Third-Party Data, Inputs and/or Outputs, including any claim arising from or related to (x) any Data Resale Activity, (y) Subscriber’s sale, sharing, or targeted advertising use of Personal Data obtained through the WeExpand Service, or (z) failure to impose required processor-level restrictions on permitted recipients. This section states the sole and exclusive remedy of WeExpand and the entire liability of Subscriber, or any of its officers, directors, employees, shareholders, contractors or representatives, for the claims and actions described herein.

 

‍10.3 Procedure. The indemnifying party’s obligations as set forth above are expressly conditioned upon each of the foregoing: (a) the indemnified party promptly notifying the indemnifying party in writing of any threatened or actual claim or suit; (b) the indemnifying party having sole control of the defense or settlement of any claim or suit; and (c) the indemnified party cooperating with the indemnifying party to facilitate the settlement or defense of any claim or suit.

 

‍11. Limitation of Liability.

 

‍11.1 Types of Damages. TO THE FULLEST EXTENT PERMITTED BY HONG KONG LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR LOST PROFITS OR LOST DATA OR FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, RELIANCE OR PUNITIVE LOSSES OR DAMAGES HOWSOEVER ARISING UNDER THIS AGREEMENT OR IN CONNECTION WITH THE WEEXPAND TECHNOLOGY, WHETHER UNDER CONTRACT, TORT OR OTHERWISE, WHETHER FORESEEABLE OR NOT AND REGARDLESS OF WHETHER SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY THAT SUCH DAMAGES MAY ARISE, OCCUR OR RESULT. IN NO EVENT SHALL WEEXPAND BE LIABLE FOR PROCUREMENT COSTS OF SUBSTITUTE PRODUCTS OR SERVICES.

 

11.2 Amount of Damages. EACH PARTY’S AGGREGATE CUMULATIVE LIABILITY FOR ANY DAMAGES SUSTAINED IN CONNECTION WITH THE PERFORMANCE OF THIS AGREEMENT WILL IN NO EVENT EXCEED THE AMOUNT OF FEES PAID BY SUBSCRIBER IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

 

‍11.3 Basis of the Bargain. THE PARTIES ACKNOWLEDGE THAT THE PRICES HAVE BEEN SET AND THE AGREEMENT ENTERED INTO IN RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. THE PROVISIONS OF THIS AGREEMENT ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN WEEXPAND AND SUBSCRIBER. WEEXPAND’S FEES FOR THE SERVICES REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF LIABILITY SPECIFIED HEREIN.

 

‍11.4 Exclusions. THESE LIMITATIONS OF LIABILITY DO NOT APPLY TO: (A) A BREACH BY A PARTY OF ITS CONFIDENTIALITY OBLIGATIONS; OR (B) A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 10.

 

12. DISPUTE RESOLUTION AND GOVERNING LAW.

 

‍12.1 Governing Law. This Agreement is governed by the laws of the Hong Kong Special Administrative Region of the People's Republic of China (Hong Kong), without regard to its conflicts of laws or provisions and this Agreement shall not be governed or affected by any version of the Uniform Computer Information Transactions Act enacted in any jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

 

‍12.2 Jurisdiction and Venue. Any action or proceeding arising from or relating to this Agreement will be brought in a court of competent jurisdiction in Hong Kong, and each Party irrevocably submits to the exclusive jurisdiction and venue of any such court in any such action or proceeding. Notwithstanding the foregoing, nothing shall prevent either Party from seeking relief in any court of competent jurisdiction for any misuse or misappropriating of such Party’s Intellectual Property Rights or Confidential Information.

 

‍12.3 Waiver of Jury Trial and Class Action. YOU AND WEEXPAND HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. YOU AND WEEXPAND AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE.

 

12.4 Arbitration. Should a Dispute arise, the parties agree to first attempt to resolve the Dispute informally. If the Dispute is not resolved informally within sixty (60) days, either party may submit the Dispute to binding arbitration in Hong Kong under the rules of the Hong Kong International Arbitration Centre (HKIAC), as may be in force at the time. The seat of arbitration shall be Hong Kong. The language of the arbitration shall be English. The parties shall bear their own costs in arbitration unless otherwise determined by the arbitrator or required by law.

 

‍13. General Provisions.

 

‍13.1 Publicity and Non-Disparagement. WeExpand shall have the right to use Subscriber’s name and pre-approved logo on WeExpand’s website and in marketing materials solely to identify Subscriber as a client of WeExpand. Neither party hereto will disparage the other party, in any oral, written, or other forms of communication.

 

‍13.2 Relationship Between the Parties. WeExpand is an independent contractor; nothing in this Agreement will be construed to create a partnership, joint venture, or agency relationship between the parties. Subscriber will not have, and will not represent to any third party that it has, any authority to act on behalf of WeExpand. Each party will be solely responsible for payment of all compensation owed to its employees, as well as employment related taxes. Each party will maintain appropriate worker’s compensation insurance for its employees as well as general liability insurance.

 

13.3 Injunctive Relief. Subscriber acknowledges that the Platform and the WeExpand Service contain valuable Intellectual Property Rights and proprietary information of WeExpand, that any actual or threatened breach of this Agreement will constitute immediate, irreparable harm to WeExpand for which monetary damages would be an inadequate remedy, and that injunctive relief is an appropriate remedy for such breach. If Subscriber continues to use the Platform or the WeExpand Service after its right to do so has terminated or expired, WeExpand will be entitled to immediate injunctive relief without the requirement of posting bond. Further, WeExpand’s resort to remedies in equity (which may include disgorgement of profits) shall not in any way limit the remedies in law or equity otherwise available to the WeExpand in connection with other breaches of these Terms of Service, and such legal and equitable remedies may be exercised together and without exclusion of each other.

 

‍13.4 Export and Import Laws. Subscriber agrees to comply with all relevant export control laws and regulations of Hong Kong and any other country or territory in which the WeExpand Service is provided (“Export Laws”) to assure that neither any deliverable, if any, nor any direct product thereof is (1) exported, directly or indirectly, in violation of Export Laws or (2) intended to be used for any purposes prohibited by the Export Laws. Subscriber further represents that Subscriber is not located in a country or territory that is subject to applicable sanctions or export restrictions. Subscriber acknowledges and agrees that products, services or technology provided by WeExpand are subject to applicable export control laws and regulations, agrees to comply with these laws and regulations, and agrees that it shall not, without prior authorization from the relevant government bodies, export, re-export, or transfer WeExpand products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.

 

‍13.5 Assignment. Neither party may assign or transfer its rights or obligations under this Agreement without the prior written consent of the other party, and any assignment or transfer in derogation of the foregoing shall be null and void, provided, however that either party shall have the right to assign the Agreement, without the prior written consent of the other party, to the successor entity in the event of merger, corporate reorganization or a sale of all or substantially all of such party’s assets to which this Agreement relates. This Agreement shall be binding upon the Parties and their respective successors and permitted assigns.

 

‍13.6 Notices. All notices required or permitted under this Agreement must be delivered in writing, if to WeExpand, by emailing the designated legal address and if to Subscriber by emailing the email address used to register an account for purposes of purchasing a subscription, provided, however, that with respect to any notices relating to breaches of this Agreement or termination, a copy of such notice will also be sent in writing to the other party: at the party’s address provided as part of the registration process (with respect to Subscriber) or to WeExpand's registered office address in Hong Kong (with respect to WeExpand), by courier, by certified or registered mail (postage prepaid and return receipt requested), or by a nationally-recognized express mail service. Each party may change its email address and/or address for receipt of notice by giving notice of such change to the other party.

 

‍13.7 Waivers; Severability. Any waivers shall be effective only if made in writing signed by representatives authorized to bind the parties. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. If any provision or portion of any provision of this Agreement is unenforceable, such provision or portion such provision will be interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and all remaining provisions or portions of such provision will continue in full force and effect.

 

‍13.8 Construction. The headings of Sections of this Agreement are for convenience and are not to be used in interpreting this Agreement. As used in this Agreement, the word “including” means “including but not limited to.”

 

13.9 Force Majeure. Any delay in the performance of any duties or obligations of either party will not be considered a breach of this Agreement if such delay is caused by a labor dispute, shortage of materials, war, fire, earthquake, typhoon, flood, natural disasters, governmental action, pandemic/epidemic, cloud-service provider outages any other event beyond the control of such party, provided that such party uses reasonable efforts, under the circumstances, to notify the other party of the circumstances causing the delay and to resume performance as soon as possible.

 

13.10 Entire Agreement; Amendment. This Agreement, including the Sending Policy and the Technical Parameters Addendum (or equivalent documents), constitutes the complete agreement between the Parties and supersedes all previous and contemporaneous agreements, proposals, or representations, written or oral, concerning the subject matter of this Agreement. To the extent that a conflict arises between the terms and conditions of the Sending Policy, Technical Parameters Addendum, or this Agreement, the conflict will be resolved in order of precedence as follows: (1) the terms set forth in this Agreement, (2) the Technical Paraments Addendum, and then the (3) Sending Policy. It is expressly agreed that the terms and conditions of this Agreement supersede the terms any of Subscriber’s purchase order.

 

‍14. Special Terms Applicable to Personal Information About Residents of the European Union or the United Kingdom. 

 

Subscriber may request and receive Output Data regarding European Union or United Kingdom Residents (such as their name, job title, or contact information), which Provider refers to below as Regulated Output Data. If Subscriber does so, Subscriber agrees that it will only use the Regulated Output Data as follows:

 

‍i. in order to perform reasonable and actual data validation or hygiene or updating of Subscriber’s own legally obtained customer database,

 

ii. to provide business-to-business, i.e.,”B2B” entities with information or an offer in a situation where Subscriber has a good faith reason to believe that the recipient has a demonstrated interest in receiving the information or offer, such as where such offer or information would assist the recipient in its performance of their job (such as, based on their job title), or in educating themselves about their industry. Sending an invitation to a Chief Privacy Officer about a conference relevant to her provision of privacy law developments, for instance, might be an example of such a permissible use, or

 

iii. pursuant to another legal basis, such as explicit consent from the data subject of the Regulated Output Data, sufficient to comply with the consent requirements of GDPR or GDPR-UK.

 

‍Further, when Subscriber receives or uses Regulated Output Data, Subscriber is the data controller of the Regulated Output Data that Subscriber receives, and will comply with all obligations that data controllers have under the GDPR, GDPR-UK, or related national laws. This may include, for instance, obligations in certain jurisdictions to obtain consent for certain types of marketing (such as email or similar marketing) and/or to certain groups of consumers.

 

Notwithstanding anything herein (including any permissions granted by WeExpand herein), Subscriber is solely responsible for its own compliance with all applicable laws, and WeExpand makes no representation (and Subscriber should not rely on any representation by WeExpand) regarding what European or United Kingdom law might or might not require, with respect to data subject notices, consents and permissions.

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Last updated: [April 1, 2026]

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