CHUANGYILIFE.COM Terms of Use Agreement

PLEASEREADTHESETERMSANDCONDITIONSCAREFULLY.

This Terms of Use Agreement (the “Agreement”) describes the terms and conditions applicable to your use of the Chuangyilife web site which is identified by the uniform resource locator www.chuangyilife.com (the“Site”). This Agreement is entered into between you as the user of the Site (the” User”) and DeChuang Concept Ltd., the official owner of Chuangyilife.com. (“chuangyilife”)

1. Application of and Acceptance of Terms and Conditions

1.1 For purposes of this Agreement, a “User” is any person who accesses the Site for whatever purpose, regardless of whether said User has registered with Chuangyilife as a registered User. A User includes the person using this Site and any legal entity which may be represented by such person under actual or apparent authority.

1.2 By accessing or using the Site, you hereby agree to accept the terms and conditions set forth in this Agreement as a User. You shall be bound by the terms and conditions of this Agreement with respect to your access or use of this Site and any further upgrade, modification, addition or change to this Site. If you do not accept all of the terms and conditions of this Agreement, please do not use this Site.

1.3 Chuangyilife.com may amend this Agreement at any time by posting the amended and restated Agreement on the Site. The amended and restated Agreement shall be effective immediately upon posting. This Agreement was last amended on February 25th , 2008. Posting by Chuangyilife of the amended and restated Agreement and your continued use of the Site shall be deemed to be acceptance of the amended terms. This Agreement may not otherwise be modified, except in writing by an authorized officer of Chuangyilife.com.

2. Users Generally

2.1 Users may use this Site solely for their own personal or internal purposes. Each User agrees that it shall not copy, reproduce or download any information, text, images, video clips, directories, files, databases or listings available on or through the Site (the “Chuangyilife.com Content”) for the purpose of re-selling or re-distributing the Chuangyilife.com Content, mass mailing (via emails, wireless text messages, physical mail or otherwise), operating a business that competes with Chuangyilife.com, or otherwise commercially exploiting the Chuangyilife.com Content. Systematic retrieval of Chuangyilife.com Content from this Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from Chuangyilife.com is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in this Agreement is prohibited.

2.2 Some of the Chuangyilife.com Content displayed on this Site is provided or posted by third parties (“Third Party Content”). Chuangyilife.com is not the author of third-party content, whether contributed by anonymous users or paid content providers. Neither Chuangyilife.com nor any of our affiliates, directors, officers or employees has entered into any sales agency relationship with such third party by virtue of our display of the Third Party Content on the Site. Any Third Party Content is the sole responsibility of the party who provided the content. Chuangyilife.com is not responsible for the accuracy, propriety, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User’s reliance of such Third Party Content. In addition, Chuangyilife is not responsible for the conduct of any User’s activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User’s conduct.

2.3 Chuangyilife.com may allow Users access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise) to such Third Party’s web site. You are cautioned to read such sites’ terms and conditions and/or privacy policies before using such sites in order to be aware of the terms and conditions of your use of such sites. User acknowledges that Chuangyilife.com has no control over such third party’s web site, does not monitor such sites, and Chuangyilife.com shall not be responsible or liable to anyone for such web site, or any content, products or services made available on such a website.

2.4 Messages or information sent by a User through communication systems provided by the Site, or through emails, fax or letters to addressees obtained from the Site, shall not contain any of the materials described in the provisions of Section 4.5 below.

2.5 Chuangyilife.com reserves the right to limit, deny or create different access to the Site and its features with respect to different Users, or to change any of the features or introduce new features without prior notice. Each User acknowledges that inability to use the Site wholly or partially for whatever reason may have adverse effects on its business. Each User hereby agrees that in no event shall Chuangyilife.com be liable to the User or any third parties for any inability to use the Site (whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise), any delays, errors or omissions with respect to any communications or transmission, or any damage (direct, indirect, consequential or otherwise) arising from the use of or inability to use the Site or any of its features.

2.6 No User shall undertake any scheme to undermine the integrity of the computer systems or networks used by Chuangyilife.com and/or any other User and no User shall attempt to gain unauthorized access to such computer systems or networks.

2.7 We urge that you read Chuangyilife’s Privacy Policy which governs the protection and use of each User’s information in Chuangyilife.com’s possession. Each User hereby accepts the Privacy Policy and any updates and amendments thereto. Each User acknowledges that Chuangyilife.com may change the Privacy Policy from time to time provided that Chuangyilife.com shall make available the updated version of the Privacy Policy on the Site at all times. Your continuation of use of the Site shall be deemed to be your acceptance of the Privacy Policy which is then displayed on the Site at the time of such use.

2.8 As a condition of your access to and use of Chuangyilife.com, you agree that you will not use the Chuangyilife.com service to infringe the intellectual property rights of others in any way. Chuangyilife.com will in appropriate circumstances terminate the accounts of members or users who are repeat infringers of the copyrights, or other intellectual property rights, of others. In addition, Chuangyilife.com reserves the right to terminate the account of a user upon any single infringement of the rights of others in conjunction with use of the Chuangyilife.com service, or if Chuangyilife believes that user conduct is harmful to the interests of Chuangyilife.com, its affiliates, or other users, or for any other reason in Chuangyilife.com’s sole discretion, with or without cause.

3. Registered Users

3.1 Each User who has filled out an on-line registration form on the Site by giving its information (such as name, email address, details of its business, etc.) is a registered user of Chuangyilife.com (a “Registered User”). Chuangyilife.com will establish an account (“Account”) for each Registered User and each Registered User will be assigned a user alias (“User ID”) and password (“Password”) for log-in access to its own Account.

3.2 If the Registered User is a business entity, you represent that (a) you have the authority to bind the entity to this Agreement; (b) the address you use when registering is the principal place of business of such business entity; and© all other information submitted to Chuangyilife.com during the registration process is true, accurate, current and complete.

3.3 A Registered User may not sell, attempt to sell, offer to sell, give, assign or otherwise transfer an Account, User ID or Password to a third party without the prior written consent of Chuangyilife.com. Chuangyilife.com may suspend or terminate the Account of a Registered User or the transferee of a Registered User in the event of a sale, offer to sell, gift, assignment or transfer in violation of this Section.

3.4 Notwithstanding Section 3.1 above, Chuangyilife.com may refuse registration and deny the issuance of an Account and associated User ID and Password to any User for whatever reason.

4. Limitation of Liability

4.1 THEFEATURESANDSERVICES ON THECHUANGYILIFE.COMSITEAREPROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, ANDCHUANGYILIFE.COMHEREBYEXPRESSLYDISCLAIMSANYANDALLWARRANTIES, EXPRESS OR IMPLIED, INCLUDINGBUTNOTLIMITED TO ANYWARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESSFOR A PARTICULARPURPOSE. ALLSUCHWARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGSANDTERMSAREHEREBYEXCLUDED.

4.2 CHUANGYILIFEMAKES NO REPRESENTATIONS OR WARRANTIESABOUTTHEVALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANYINFORMATIONPROVIDED ON OR THROUGHTHESITE. CHUANGYILIFEDOESNOTREPRESENT OR WARRANTYTHATTHEMANUFACTURE, IMPORTATION, DISTRIBUTION, OFFER, DISPLAY, PURCHASE, SALE AND/OR USE OF PRODUCTS OR SERVICESOFFERED OR DISPLAYED ON THESITEDOESNOTVIOLATEANYTHIRDPARTY RIGHTS; ANDCHUANGYILIFEMAKES NO REPRESENTATIONS OR WARRANTIES OF ANYKINDCONCERNINGANYPRODUCT OR SERVICEOFFERED OR DISPLAYED ON THECHUANGYILIFE.COMSITE.

4.3 Any material downloaded or otherwise obtained through the Site is done at each User’s sole discretion and risk and each User is solely responsible for any damage to its computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any User from Chuangyilife.com or through or from the Site shall create any warranty not expressly stated herein.

4.4 Under no circumstances shall Chuangyilife.com be held liable for an delay or failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, Acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.

5. Intellectual Property Rights

5.1 Dechuang Concept Limited is the sole owner or lawful licensee of all the rights to the Site and the Chuangyilife Content. Chuangyilife Content embodies trade secrets and intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Site and Chuangyilife.com Content shall remain with Dechuang Concept Limited, its affiliates or licensors of the Chuangyilife Content, as the case may be. All rights not otherwise claimed under this Agreement or by Chuangyilife.com are hereby reserved.

5.2 “CHUANGYILIFE”, “CHUANGYILIFE.COM,” and related icons and logos are registered trademarks or trademarks or service marks of Dechuang Concept Limited Corporation in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.

6. Notices

6.1 All notices or demands to or upon Chuangyilife.com shall be effective if in writing and shall be duly made when sent to Chuangyilife in the following manner: email to info@chuangyilife.com

7. General

7.1 Chuangyilife.com and the User are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

7.2 If any provision herein is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.

7.3 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

7.4 Chuangyilife.com’s failure to enforce any right or failure to act with respect to any breach by a User under these terms and conditions will not waive that right nor waives Chuangyilife’s right to act with respect with subsequent or similar breaches.

7.5 This Agreement shall be governed by the laws of the Hong Kong Special Administrative Region (“Hong Kong”) without regard to its conflict of law provisions. The parties to this Agreement hereby submit to the exclusive jurisdiction of the courts of Hong Kong.