Henderson
Arts @ Central

This website ([URL]), platform and services (collectively, the “Platform”) are provided by [Henderson Land
Development Company Limited](“Company”, “we”, “us” or “our”).

These terms and conditions (“Terms”) constitute a legally binding agreement made between you, whether
personally or on behalf of an entity (“Participant”, “you” or “your”), and us concerning your access to and
use of the Platform. By accessing and using our Platform, you confirm you read, understand, and agree to
these Terms.

If you are under the age of 18 years old (“Young Participant”), you must seek consent from your parents or
legal guardian(s) before accessing and using the Platform and while in use, be under their supervision and
guidance at all times. By accessing and using our Platform, you confirm that your parents or legal
guardian(s) read, understand, and agree to these Terms.

The Platform has the ability to generate images using artificial intelligence (“AI”). We are delighted to
have you on our Platform and look forward to seeing the stunning images the Platform creates.

1. CAMPAIGN PERIOD

   This ‘Realising our New Central Harbourfront’ campaign (the “Campaign”) commences on 10:00, 4 September
   2024 and ends on 23:59, 31 October 2023, Hong Kong time (both dates inclusive) (the “Campaign Period”).
   Notwithstanding the foregoing, we reserve all rights to suspend, resume or discontinue the Campaign at
   any time without any notice or liability to you.

2. GENERATING A VISUAL IMAGE

   1. First, you pick your preferred image style by selecting one of the two base images from the Platform
      (the “Base Image”). The Platform will generate an image based on the Base Image
   2. Second, you choose one keyword prompts predetermined by us (the “Prompts”). The Prompts provide the
      context for the Platform to generate a creative visual image using the Base Image as a base
      (“AI-Generated Visual”). The Platform does not support input of prompts by the Participants.
   3. You click ‘Generate Image’ after choosing the Base Image and Prompts. Under optimal circumstances,
      you will see the development and completion of the AI-Generated Visual in around 1 minute, but the
      actual time depends on the web traffic at the relevant time.

3. AI-GENERATED VISUAL

   1. After the AI-Generated Visual has been created, you may download the AI-Generated Visual by clicking
      ‘DOWNLOAD YOUR IMAGE’. To receive a digital copy of the AI-Generated Visual created, we will require
      your email address. We will deliver the AI-Generated Visual in .jpeg format to you. Your use of the
      AI-Generated Visual is subject to these Terms.
   2. It is important to note that previous versions of AI-Generated Visual cannot be retrieved once a
      newer AI-Generated Visual has been generated by repeating the steps above. Please make sure you
      download a digital copy of the AI-Generated Visual to your storage devices and/or store it in your
      Henderson Land Wallet (see the paragraph below) each time an AI-Generated Visual is generated.

4. REWARDS

   1. As a token of appreciation for your participation in this Campaign, there will also be buttons
      offering rewards at Henderson Land Wallet webpage for you to collect. We require your email address
      and mobile phone number to register for a Henderson Land Wallet, or if you already have a Henderson
      Land Wallet, you may login with your email and password. These rewards, which may include dining
      discount coupons, will be sent to your Henderson Land Wallet. The reward is available on a first-come,
      first-served basis and while stocks last. Each person can receive the reward once only.
   2. Each coupon is subject to the specific terms and conditions stated on the coupon offer (which may be
      changed from time to time) and in the event of any inconsistency with these Terms, the former shall
      prevail.
   3. All the coupons distributed via the Platform are not redeemable for cash or exchange for other
      rewards. These coupons have no face value.
   4. Each coupon is valid for single use only. Only one coupon can be used each time.
   5. The coupons must be presented to the cashier before payment and will be redeemed immediately by the
      handling staff. Once the coupon is redeemed, it cannot be reused.
   6. All offers, products, services and goods are supplied by the relevant merchants as shown on the
      coupons. Neither the Company nor any of our associated companies guarantee nor take any responsibility
      for the quality, availability and offer period of the offers, products, services and food products
      provided by relevant merchants.
   7. For existing Henderson Land Wallet users, your Henderson Land Wallet may contain NFTs collection you
      receive from our previous campaigns. Use of such NFTs is governed by the terms and conditions that
      apply to such NFTs, which may be accessed by this link: [URL].

5. OWNERSHIP AND RIGHTS

   1. You irrevocably and unconditionally agree to our use of any AI-Generated Visuals for marketing
      and/or promotional purposes of this Campaign or future campaign(s) of the Company and our associated
      companies (for the purposes of these Terms, it has a meaning as defined in the Companies Ordinance,
      Chapter 622 of the Laws of Hong Kong). This includes making the AI-Generated Visuals available for the
      public’s view on our Platform, social media accounts of the Company and our associated companies and
      on publications and annual reports of our associated companies.
   2. We shall be treated as the author of the AI-Generated Visuals. You acknowledge and agree that we
      fully own the titles, rights (including intellectual property rights) and interests in and related to
      the (i) Base Images; (ii) all versions of the AI-Generated Visuals; and (iii) the Platform
      (collectively the “Henderson Properties”). To the extent that the titles, rights (including
      intellectual property rights) and interests to any of the AI-Generated Visuals do not vest in the
      Company automatically by operation of law, all the titles, rights (including intellectual property
      rights) and interests therein, are hereby irrevocably and unconditionally assigned and transferred to
      the Company by you, with full title guarantee. You hereby waive and agree never to assert any moral
      rights you may have in or to the Henderson Properties.
   3. We expressly reserve any right not expressly granted to you under these Terms.
   4. The Henderson Properties are offered to you solely for your personal and non-commercial use. Subject
      to your full acceptance of and compliance with these Terms, we hereby grant you a non-exclusive,
      revocable, non-transferable, non-sublicensable, royalty-free worldwide licence to display, copy and
      use the AI-Generated Visuals solely for your personal and non-commercial use (the “Licence”).
   5. You shall not:
      1. other than as provided in these Terms, use the AI-Generated Visuals and the Licence herein for
         sell, transfer to any third party (whether in exchange for money or as a gift), infringe,
         reproduce, distribute, copy, duplicate, resell, modify, display, prepare derivative works based on
         or exploit the AI-Generated Visuals and the Licence for any commercial purposes (including the
         manufacturing and selling of merchandises associated with any AI-Generated Visual);
      2. use the Henderson Properties or the Licence herein to create content or materials that violate
         third-party intellectual property rights or other rights;
      3. delete, remove or obscure any of our trademark notices, copyright notices or other intellectual
         property notices in the Henderson Properties;
      4. use the Henderson Properties or the Licence herein to create, endorse, support, promote or
         condone any content, material or speech that is defamatory, obscene, pornographic, indecent,
         abusive, offensive, harassing, violent, hateful, racist, discriminatory, inflammatory or otherwise
         objectionable or inappropriate as determined by us at our sole discretion;
      5. use the Henderson Properties or the Licence herein in any manner not expressly authorised herein
         or exercise any rights that violate any applicable law;
      6. distribute viruses or malicious software or any other technologies that may be harmful via the
         Platform;
      7. copy, modify, reverse engineer, distribute and/or create any derivative works of the Platform
         and the content thereof;
      8. use our Platform in any manner which reproduces, mines or extracts our data, Participants’ data
         or content for any purposes without our express prior written consent;
      9. use our Platform in any manner that could damage, disable, overburden, impair or harm any
         server, network, computer system or resources of ours;
      10. use our Platform to participate in any fraudulent or illegal activities, including but not
          limited to phishing, money laundering or fraud;
      11. access our Platform to obtain information to build identical, similar or competitive websites,
          platforms, applications or otherwise;
      12. use the Platform to engage in any activities that are, in our sole judgment, deemed
          inappropriate or in violation of any applicable laws and regulations; and
      13. permit, advocate, encourage or assist any third party in doing any of the foregoing.
   6. We may, but are not obliged to, monitor and review the activities of the Participants on the
      Platform using technologies we deem appropriate. We reserve the right to suspend access by
      Participants whom we discover that the use of the Platform violates these Terms.

6. PLATFORM SUSPENSION

   1. While we strive to make the Platform available at all times, you acknowledge that access to the
      Platform may be suspended or interrupted for the duration of any planned, unanticipated, or
      unscheduled downtime or unavailability of any portion or all of the Platform for any reason including
      but not limited to system failures and technical interruptions. We have the absolute right, without
      any liability to you, to suspend access to the Platform at any time, for all scheduled downtime for
      periodic maintenance or otherwise.
   2. The Platform may not be accessible at the end of the Campaign Period.

Last updated on: 3 September 2023