TERMS OF USE

Last updated June 6, 2019

These “Terms of Use” (“Terms”) explain the contractual relationship between you and AB Stable LLC (“Anbang,” “us,” “our” or “we”), regarding your use of, and access to, our website located at waldorftowers.nyc (“Website”), and the features and functionality thereof (the “Service”). These Terms, which include our Privacy Policy, govern your access to and use of the Website, Service and Waldorf Towers Content (as defined below), and constitute a binding legal agreement between you and Anbang.

YOU ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE WEBSITE OR SERVICE, OR BY DOWNLOADING ANY CONTENT FROM OR THROUGH THE WEBSITE, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS.

1. Service

The Website and Service enable persons (“Users”) to access information about Waldorf Towers, the Waldorf Astoria’s planned residences in New York City.

2. License

Grant; Ownership. Subject to your compliance with these Terms, you are granted a limited, non-exclusive, non-transferable license to access and use the Website on a computer, tablet device or mobile phone that you own or lawfully control. All materials contained on, in, or available through the Website and Service, including all information, data, text, sound, photographs, graphics, the selection and arrangement thereof, and all source code, software compilations, and other materials (“Waldorf Towers Content”) are protected by copyright, trademark, patent and other intellectual property laws and may not be copied or imitated in whole or in part by you, unless as explicitly stated under these Terms. All copyrights, trademarks, service marks, trade dress, patents and other intellectual property rights, and all derivative works thereof associated with the Waldorf Towers Content, whether registered or not, are our sole property or the property of third parties. The Waldorf Towers Content may also be protected as a collective work or compilation under U.S. copyright and other laws and treaties. You agree to abide by all applicable copyright and other laws. We do not convey, through allowing access to the Website or Service, any ownership rights in the Waldorf Towers Content. These Terms will govern any upgrades provided by us that replace and/or supplement the original Website or Service, unless such upgrade is accompanied by separate terms in which case such updated Terms will govern.

Limitations. You may not create, develop, license, install, use, or deploy any third party software or services to circumvent, enable, modify or provide access, permissions or rights to work around any technical limitations in the Website or Service. You may not copy (except as expressly permitted by these Terms) or publish the Website for others to copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, or modify, or create derivative works of the Website or Service, or any updates, or part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open source components included with the Website, if any). Any attempt to do so is a violation of our rights. If you breach this restriction, you may be subject to prosecution and damages. You may not use the Website or Service in any manner not specifically authorized hereunder or in any way that is against any applicable laws or regulations.

3. Eligibility

You represent and warrant that: (i) you are at least eighteen (18) years old, (ii) you have the right, capacity and authority to be bound by these Terms, and (iii) you will abide by all these Terms.

4. Jurisdiction

The Website and Service are controlled and operated by Anbang from the United States, and are not intended to subject Anbang or its affiliates to the laws or jurisdiction of any state, country or territory other than that of the United States. Anbang does not represent or warrant that the Website or Service or any part thereof are appropriate or available for use in any jurisdiction other than the United States.

5. Access

There is no charge to access and browse the Service. However, charges for Internet or telecommunication use may apply at rates that are determined by the providers of such services. In order to access and browse the Service, you are required to have a compatible computer, tablet device or mobile telephone, internet access, mobile network access, and an Android or iOS operating system. The software for the Website may be upgraded from time to time to add support for new functions and services.

6. Rules of Conduct

In connection with your use of the Service, you will not: (i) transmit or communicate any data or information that is unlawful, harmful, false, misleading, threatening, abusive, harassing, stalking, defamatory, vulgar, obscene, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (ii) upload or input to the Service any information which contains software viruses, or any computer code, files or programs designed to interrupt, destroy or limit the functionality of the Service, any computer software or hardware or telecommunications equipment; (iii) impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; (iv) use the Service for any unlawful or unsafe purposes; (v) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted to other Users; (vi) violate any applicable local, state, federal or international law and any regulations, requirements, procedures or policies; (vii) use any automated means, including, without limitation, agents, robots, scripts, or spiders, to access, monitor, or copy any part of the Service; (viii) transmit, access or communicate any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements); (ix) monitor traffic on the Service, obtain or accumulate personal information about other Users, or collect or store personal data about other Users; (x) modify, delete or damage any information contained on the mobile device or personal computer of any other Users; (xi) infringe on the rights of any third party, including but not limited to trademark, copyright or the rights of publicity; (xii) use the Service in any manner that in our sole judgment, adversely affects the performance or function of the Service or interferes with the ability of other Users to access or utilize the Service; or (xiii) undertake any acts not expressly permitted under the Terms. You warrant and represent that you undertake to use the Service only for purposes that are in strict compliance with (a) the Terms and the license granted hereunder, and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions and you shall take no actions which would cause us to be in violation of any applicable law, ruling or regulation.

7. Suspension

We reserve the right to suspend or cease providing the Website and/or Service, with or without notice, and we shall have no liability or responsibility to you if we do so.

8. Third Party Content

The Website and Service may contain links to other websites, or content including graphics and photos, that are owned or operated by third parties and may be of interest to our Users (collectively, “Third Party Content”). Anbang does not investigate or monitor Third Party Content, and therefore is not responsible or liable for the same. When you use a link to go from our Website to a third party website, these Terms and our Privacy Policy are no longer in effect. We encourage users to read and consider the policies of these other websites before using them.

9. Disclaimer of Warranties

THE WEBSITE AND SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITATION OF THE FOREGOING, WE SPECIFICALLY DISCLAIM, FOR THE AVOIDANCE OF DOUBT (ON OUR BEHALF, OUR SUBSIDIARIES AND/OR OUR AFFILIATES) ANY AND ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES: (i) CONCERNING THE AVAILABILITY, ACCURACY, RELIABILITY, SECURITY, TIMELINESS, QUALITY, USEFULNESS, INTEROPERABILITY OR CONTENT OF THE WEBSITE OR SERVICE; (ii) OF TITLE, WARRANTY OR NON-INFRINGEMENT, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE REGARDING THE WEBSITE OR SERVICE; AND (iii) REGARDING THE PROVISION OF THE SERVICE. THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY THE WEBSITE OR SERVICE, INCLUDING WITHOUT LIMITATION AS A RESULT OF ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORT, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. WE DO NOT WARRANT OR GUARANTEE THAT THE WEBSITE OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT DEFECTS IN THE WEBSITE OR SERVICE WILL BE CORRECTED. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE WEBSITE AND SERVICE.

10. Limitation of Liability

IN NO EVENT WILL ANBANG OR ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, AFFILIATES, SUCCESSORS OR ASSIGNS, BE LIABLE TO ANY PARTY (i) FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF INFORMATION, LOSS OF PROFITS AND THE LIKE), OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF THE AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO USE THE WEBSITE OR SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE; OR (ii) FOR ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN, OR DESTRUCTIVE PROPERTIES OF ANY OTHER SOFTWARE OR OTHER CONTENT INCLUDED AS PART OF THE WEBSITE OR SERVICE. GIVEN THAT SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY (INCLUDING OUR OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, AND AFFILIATES) SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. IN NO EVENT WILL ANBANG’S AGGREGATE LIABILITY (INCLUDING OUR OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, AND AFFILIATES) WITH RESPECT TO THE USE OF THE WEBSITE OR SERVICE EXCEED THE AMOUNT OF $25.00 U.S. DOLLARS.

11. Indemnification

By using the Website or Service, you agree to defend, indemnify and hold us, our affiliates, partners, officers, directors and employees harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising in any way from your use of the Website or Service or the creation, placement or transmission of any message, information, software or other materials through the Website or Service by you or related to any violation of these Terms by you (collectively, “Indemnified Matters”). We shall control the defense of any Indemnified Matters through counsel of our choice.

12. Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. You consent to the exclusive jurisdiction and venue of the federal and state courts located in the State of New York, New York County for any action arising out of or relating to these Terms.

13. Entire Agreement

These Terms and the Privacy Policy constitute the entire agreement between you and us with respect to the use of the Website and Service, and supersede all discussions, communications, conversations and agreements concerning the subject matter hereof.

14. Copyright Infringement

We respect the intellectual property rights of others, and require that people who use the Website and Service do the same. It is our policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please see our DMCA Policy.

15. Assignment

You shall not transfer, assign, sublicense nor pledge in any manner whatsoever, any of your rights or obligations under these Terms. We may transfer, assign, sublicense or pledge in any manner whatsoever, any of our rights and obligations under these Terms to a subsidiary, affiliate, or successor thereof or to any third party whatsoever, without notifying you or receiving your consent.

16. Amendment to Terms

Anbang may update or amend these Terms from time to time. Amendments shall be effective upon posting on the Website. You are responsible for regularly reviewing these Terms. Your continued access and use of the Website and Service following such posting constitutes your consent to be bound by any amended Terms.

17. General

Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. In the event that any provision of these Terms is inoperative or unenforceable for any reason, such provision shall be enforced to the maximum extent permitted by law and the invalidity of such provision shall not affect the enforceability and validity of remaining provisions of the Terms. No independent contractor, partnership, joint venture or employer-employee relationship is intended or created. No action, regardless of form, which arises from or is related in any way whatsoever to these Terms, may be commenced by you more than twelve (12) months after such cause of action accrues. All notices and other communications under the Terms must be in writing and will be deemed to have been duly given when actually received. You may provide notices to us via email to info@waldorftowers.nyc or by writing to us at AB Stable LLC, 717 Fifth Avenue, Suite 1102, New York, NY 10022.

If you have any questions regarding these Terms or the Website or Service, please contact us at info@waldorftowers.nyc.