Terms of Service

ZHANGJIENING LLC

Effective Date: January 1, 2025

1.Acceptance of Terms

By accessing, browsing, or using the website located at https://www.zhangjiening.mom (the "Website") and any associated services, products, content, features, tools, applications, or platforms offered by ZHANGJIENING LLC (collectively, the "Services"), you acknowledge that you have read, understood, and agree to be bound by these Terms of Service (the "Terms"), as well as our Privacy Policy, which is incorporated herein by reference.

If you are using the Services on behalf of a business, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In such case, "you" and "your" shall refer to both the individual user and the entity you represent.

If you do not agree to all of the terms and conditions contained in these Terms, you must not access or use the Services. Your continued use of the Services following the posting of any changes to these Terms constitutes your acceptance of those changes.

These Terms form a legally binding contract between you and ZHANGJIENING LLC. Please read them carefully before using the Services. We encourage you to print or save a copy of these Terms for your records.

2.Definitions

For the purposes of these Terms of Service, the following definitions shall apply:

3.Eligibility

By agreeing to these Terms, you represent and warrant that:

4.Services Description

ZHANGJIENING LLC provides digital services, content, tools, and resources through the Website and related platforms. The specific nature, scope, and features of the Services may evolve over time at the Company's sole discretion.

We reserve the right to modify, suspend, or discontinue, temporarily or permanently, any aspect of the Services, including the availability of any feature, database, or content, at any time and without prior notice or liability to you. You acknowledge that the Company shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

The Company may, from time to time, impose limits on certain features or restrict your access to parts or all of the Services without notice or liability. We do not guarantee that the Services, or any content therein, will always be available, uninterrupted, or error-free. We may need to suspend or restrict access to the Services for operational reasons, including maintenance, repairs, upgrades, or the introduction of new functionality.

Any new features, tools, products, or services added to the current scope of the Services shall also be subject to these Terms. By continuing to use the Services after such additions, you agree to abide by these Terms with respect to those additions.

5.Intellectual Property

All Content available on or through the Services, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, software, code, design elements, trade dress, and the selection and arrangement thereof, is the exclusive property of ZHANGJIENING LLC or its content suppliers and is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

The trademarks, service marks, trade names, logos, and domain names (collectively, "Marks") displayed on or through the Services, including but not limited to "ZHANGJIENING" and the ZHANGJIENING logo, are registered and unregistered Marks of ZHANGJIENING LLC in the United States and other jurisdictions. Nothing in these Terms grants you any right or license to use any Mark without the prior written consent of the Company.

You are granted a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services and to view, download, and print Content solely for your personal, non-commercial use, provided that you retain all copyright and other proprietary notices contained in the original Content. Any other use of Content, including reproduction, modification, distribution, transmission, republication, display, or performance, without the prior written permission of the Company, is strictly prohibited.

You retain ownership of any User Content you submit. However, by submitting User Content, you grant ZHANGJIENING LLC a worldwide, perpetual, irrevocable, royalty-free, fully paid-up, non-exclusive, transferable, sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform, and publicly display such User Content in connection with operating and providing the Services.

If you believe that any Content on the Services infringes your intellectual property rights, please contact us immediately at guide@zhangjiening.mom with a detailed description of the alleged infringement, and we will investigate and take appropriate action in accordance with applicable laws, including the Digital Millennium Copyright Act (DMCA).

6.User Obligations

As a condition of your use of the Services, you agree to the following obligations and prohibitions. You shall not:

You are responsible for maintaining the confidentiality of any Account credentials you may create and for all activities that occur under your Account. You agree to notify the Company immediately of any unauthorized use of your Account or any other breach of security. The Company shall not be liable for any loss or damage arising from your failure to comply with this obligation.

You acknowledge that the Company has the right, but not the obligation, to monitor your use of the Services and to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to protect the rights, property, or safety of the Company, its users, or the public.

7.Third-Party Links

The Services may contain links to third-party websites, applications, services, advertisements, or resources that are not owned or controlled by ZHANGJIENING LLC (collectively, "Third-Party Services"). These links are provided solely as a convenience to you and do not imply endorsement, sponsorship, or recommendation by the Company of such Third-Party Services or any association with their operators.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, terms of service, or practices of any Third-Party Services. You acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any such Third-Party Services.

We strongly encourage you to review the terms of service and privacy policies of any third-party website or service that you visit. Your interactions with such Third-Party Services, including any transactions you may enter into, are solely between you and the third party. The Company disclaims all liability arising from such interactions.

8.Fees and Payment

Certain features or aspects of the Services may be offered on a paid basis. If you choose to purchase any paid Services, you agree to pay all applicable fees and charges associated with such Services (the "Fees") as set forth on the Website at the time of purchase. All Fees are quoted and payable in United States Dollars (USD) unless otherwise specified.

The Company reserves the right to change the Fees for any Services at any time. Any changes to Fees will be effective upon posting on the Website or upon other notice to you, as we deem appropriate. Your continued use of paid Services after a Fee change constitutes your acceptance of the new Fees. If you do not agree to a Fee change, you may terminate your use of the paid Services in accordance with Section 13 of these Terms.

All Fees are exclusive of applicable taxes, duties, levies, and assessments imposed by any governmental authority (collectively, "Taxes"). You are responsible for all Taxes associated with your purchase of Services, except those based on the Company's net income. If the Company is required to collect or remit any Taxes on your behalf, such amounts will be added to your total Fees.

In the event that you fail to pay any Fees when due, or if a payment is reversed, charged back, or otherwise invalidated, the Company reserves the right to suspend or terminate your access to the paid Services until all outstanding amounts are paid in full. The Company may use third-party payment processors to handle transactions, and you agree to be bound by the terms and conditions of such payment processors in addition to these Terms.

Refunds, if any, shall be provided at the sole discretion of the Company and in accordance with any refund policy posted on the Website or communicated to you at the time of purchase. Unless otherwise stated, all Fees are non-refundable.

9.Confidentiality

"Confidential Information" means any non-public, proprietary information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party") in connection with the Services, whether disclosed orally, in writing, or through any other medium, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

The Receiving Party agrees to hold all Confidential Information in strict confidence and not to disclose, distribute, reproduce, or use any Confidential Information except as necessary to perform its obligations under these Terms or as expressly authorized in writing by the Disclosing Party. The Receiving Party shall use at least the same degree of care to protect the Disclosing Party's Confidential Information as it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care.

The obligations of confidentiality shall not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully in the Receiving Party's possession without restriction prior to disclosure; (c) is rightfully obtained by the Receiving Party from a third party without restriction; (d) is independently developed by the Receiving Party without use of or reference to the Confidential Information; or (e) is required to be disclosed by law, regulation, or court order, provided that the Receiving Party gives the Disclosing Party prompt written notice of such requirement (to the extent legally permitted) and cooperates with the Disclosing Party's efforts to limit or prevent such disclosure.

These confidentiality obligations shall survive the termination or expiration of these Terms for a period of three (3) years, or indefinitely for any information that constitutes a trade secret under applicable law.

10.Disclaimer of Warranties

THE SERVICES, INCLUDING ALL CONTENT, FUNCTIONS, MATERIALS, AND INFORMATION MADE AVAILABLE THEREIN, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

Without limiting the foregoing, the Company does not warrant, represent, or guarantee that:

Your use of the Services is at your sole risk. You will be solely responsible for any damage to your computer system, mobile device, or loss of data that results from the download or use of any materials obtained through the Services. No advice or information, whether oral or written, obtained by you from the Company or through the Services shall create any warranty not expressly stated in these Terms.

11.Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ZHANGJIENING LLC, ITS OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS (COLLECTIVELY, THE "COMPANY PARTIES") BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, ENHANCED, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF BUSINESS OPPORTUNITY, BUSINESS INTERRUPTION, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS, ARISING OUT OF OR RELATING TO:

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE COMPANY PARTIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID BY YOU TO THE COMPANY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00). THE EXISTENCE OF ONE OR MORE CLAIMS SHALL NOT ENLARGE THIS LIMIT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF THE COMPANY PARTIES SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

12.Indemnification

You agree to defend, indemnify, and hold harmless ZHANGJIENING LLC and the Company Parties from and against any and all claims, demands, causes of action, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall fully cooperate with the Company in asserting any available defenses. You shall not, in any event, settle any matter without the prior written consent of the Company.

This indemnification obligation shall survive the termination or expiration of these Terms and your use of the Services.

13.Termination

Termination by You. You may terminate your agreement with these Terms at any time by discontinuing your use of the Services and, if applicable, deleting your Account. Your termination will be effective upon your cessation of use of the Services, provided that any obligations or liabilities incurred prior to the termination date shall survive such termination.

Termination by the Company. The Company reserves the right, in its sole discretion and without prior notice or liability to you, to suspend, terminate, or restrict your access to all or any part of the Services at any time for any reason or for no reason, including but not limited to: (a) your breach or violation of these Terms or any other agreement with the Company; (b) your violation of any applicable law or regulation; (c) a request by law enforcement or other government agency; (d) discontinuance or material modification of the Services; (e) unexpected technical or security issues or problems; or (f) your engagement in fraudulent or illegal activities.

Effect of Termination. Upon termination, your right to use the Services shall immediately cease. All provisions of these Terms which by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnification, limitations of liability, governing law, and dispute resolution provisions. The Company shall not be liable to you or any third party for any termination of your access to the Services.

If you have an Account, upon termination, the Company may delete or retain your data and User Content in accordance with its data retention policies and applicable law. You are strongly advised to back up any data you wish to preserve prior to termination.

14.Governing Law and Dispute Resolution

Governing Law. These Terms and any dispute, controversy, or claim arising out of or relating to these Terms, their subject matter, their formation (including non-contractual disputes or claims), or your use of the Services shall be governed by and construed in accordance with the laws of the State of Utah, United States, without regard to its conflict of law principles or rules that would result in the application of the laws of any other jurisdiction.

Exclusive Jurisdiction. Subject to the arbitration provision below, you and the Company agree that the federal and state courts located in Salt Lake County, Utah, shall have exclusive jurisdiction over any legal action or proceeding arising out of or relating to these Terms or the Services, and you hereby irrevocably consent to the personal jurisdiction and venue of such courts and waive any objection based on improper venue, forum non conveniens, or similar grounds.

Mandatory Arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator mutually agreed upon by the parties, or, if the parties cannot agree, appointed by the AAA. The arbitration shall take place in Salt Lake City, Utah. The arbitrator's award shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver. You agree that any dispute resolution proceedings, whether in arbitration or in court, shall be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration. If for any reason a claim proceeds in court rather than in arbitration, you and the Company each waive any right to a jury trial.

Time Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Services or these Terms must be filed within one (1) year after such claim or cause of action arose, or it shall be forever barred.

Exceptions. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party's intellectual property rights, or to address any urgent matter requiring immediate judicial intervention.

15.Severability

If any provision of these Terms is held by a court of competent jurisdiction, arbitrator, or other tribunal to be invalid, illegal, void, or unenforceable for any reason, such provision shall be modified or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect. The invalidity or unenforceability of any provision of these Terms shall not affect the validity or enforceability of any other provision, all of which shall remain in full force and effect.

Furthermore, in lieu of any such invalid, illegal, void, or unenforceable provision, there shall be added automatically as part of these Terms a valid, legal, and enforceable provision as similar in terms and intent to such invalid or unenforceable provision as may be possible, and the parties hereby agree to such substituted provision as if it had been originally included herein.

16.Entire Agreement

These Terms, together with our Privacy Policy and any other agreements, policies, or guidelines expressly incorporated by reference herein, constitute the entire agreement between you and ZHANGJIENING LLC concerning the subject matter hereof and supersede all prior or contemporaneous communications, understandings, agreements, representations, and warranties, whether oral or written, between you and the Company with respect to the Services.

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and any failure by the Company to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. No course of dealing, trade usage, or course of performance shall be relevant to supplement or explain any term used in these Terms.

The headings and section titles in these Terms are for convenience only and have no legal or contractual effect. The word "including" means "including without limitation." The Company may assign its rights and obligations under these Terms to any party at any time without notice to you. You may not assign your rights or obligations under these Terms without the prior written consent of the Company, and any attempted assignment without such consent shall be null and void.

17.Contact Information

If you have any questions, comments, complaints, or concerns about these Terms of Service, the Services, or the practices of ZHANGJIENING LLC, or if you wish to report a violation of these Terms, please contact us using the information below. We will endeavor to respond to all inquiries in a timely manner.

ZHANGJIENING LLC

1266 W 500 S
Salt Lake City, Utah 84104-2542
United States

Email: guide@zhangjiening.mom

Phone: +1 (608) 905-8391

Website: https://www.zhangjiening.mom

We value your feedback and take all inquiries seriously. Your use of the Services indicates that you have read, understood, and agree to these Terms of Service. Thank you for choosing ZHANGJIENING LLC.