平安云|Ping An Cloud- Building Your Smart Future

Products and Services Usage Agreement for OSP

The Products and Services Usage Agreement for OSP is a valid agreement entered into between Shenzhen Ping An Communications Technology Co., Ltd. (hereinafter referred to as "Ping An Financial Cloud" or "Party B") and you (hereinafter referred to as the "user" or "Party A") on related matters of products and/or services displayed on the official website of Ping An Financial Cloud and provided by Party B to Party A. The Products and Services Usage Agreement for OSP is hereinafter referred to as "the Agreement". OSP product and service or products and/or services (hereinafter referred to as "the Service" or "Ping An Financial Cloud Service"). Before accepting the Agreement, please read all the contents herein carefully. You have no right to use the Service unless you have read and accepted all provisions contained herein and relevant agreements and rules. Should you have any questions regarding any of the provisions contained herein, please contact us via the customer service hotline of Ping An Financial Cloud at 4001518800 for explanations from Ping An Financial Cloud. If you cannot accurately understand the explanations made by Ping An Financial Cloud for the provisions, or you do not agree with any of the provisions contained herein, please do not continue your operation. By clicking "confirm" on web pages, actually purchasing or using the services provided by OSP or downloading, printing, and then affixing a seal, you indicate that you have read and accepted all provisions contained herein, agreed with Ping An Financial Cloud on subscribing to corresponding OSP services, and agreed to accept and be bound by all the provisions contained herein. Unless otherwise defined in the Agreement, the following terms shall have the meanings set forth below: Ping An Financial Cloud website refers to the official website of Ping An Financial Cloud with the domain name of: <a class="xref" href="https://pinganyun.com" target="_blank">https://pinganyun.com</a> Ping An Financial Cloud refers to Shenzhen Ping An Communications Technology Co., Ltd., namely the provider of Ping An Financial Cloud products and/or services. Ping An Financial Cloud products and services refer to the products and services displayed and provided for users on Ping An Financial Cloud website. In particular, you are reminded to carefully read and fully understand all provisions contained herein, especially the provisions about restrictions, disclaimer, determination and treatment of violations/breaches, and selection of competent courts, which may be highlighted in bold and/or underlined for drawing your attention. 1. Service Content 1.1 "Products and Services" in the Agreement refer to the services provided by Party B for Party A in Ping An Financial Cloud service quotations and orders. Ping An Financial Cloud products and services provided by Party B shall be subject to the provisions of the Agreement. 1.2 When subscribing to or purchasing products or services from Ping An Financial Cloud website, Party A shall comply with both the Agreement and the order agreement of the products and services subscribed to and purchased by Party A. The order agreement shall be an integral part of the Agreement. During the subscription period, Party B shall offer Party A services pursuant to and subject to the service level agreed by both parties. 1.3 Third Party Products and Services 1.3.1 If Party A obtains or uses any product or service provided by the third party via Ping An Financial Cloud service (including but not limited to products and services from providers in the Ping An Financial Cloud service market), Party A shall evaluate whether the product or service meets the requirements of Party A. 1.3.2 Party A may need to sign a separate service agreement in the form of either electronic or paper document with the third party for the products or services provided by the third party, and decide whether to accept the service agreement and use the products or services based on its own circumstances. 1.3.3 Any dispute arising from Party A's use of third-party products or services shall be settled by Party A and the third party through negotiations. During the subscription period, Party B shall offer Party A services pursuant to and subject to the service level agreed by both parties. If you purchase pay-as-you-go services, you can open and use the services before payment, and Ping An Financial Cloud will automatically calculate the usage amount of services in the last one (1) billing cycle (by hours, days, or months) based on the service type and deduct the corresponding service fees from the balance of your Ping An Financial Cloud account. The specific deduction rules and billing items shall be subject to the content published on the website of Ping An Financial Cloud. 2. Service Price 2.1 Ping An Financial Cloud will make a list of the service prices on relevant page of Ping An Financial Cloud website, or inform you of the fees payable based on the specifications and configurations of the services you have subscribed to. You shall pay the corresponding fees according to the price system of the service on Ping An FinancialCloud website at that time. Unless otherwise specified herein or agreed by both parties, the specific service content shall be subject to the instructions on the website at the time of your purchase. 2.2 You can top up your Ping An Financial Cloud account by means of online banking or bank remittance before subscribing to and paying for specific services. Payment methods and other relevant rules shall be subject to the content on the website of Ping An Financial Cloud. You shall pay for the services according to the type of services you have subscribed to prior to the deadline displayed on the website of Ping An Financial Cloud. Ping An Financial Cloud is entitled not to provide the services that you have subscribed to, reserves the right to terminate corresponding services, and charge 0.05% of the overdue amount on a daily basis as liquidated damages until you pay off all the fees as agreed. If you fail to pay the due fees within 30 days, Ping An Financial Cloud is entitled to unilaterally terminate the Agreement. If you have subscribed to prepaid services at the same time, fees for the unused services will be in the possession of Ping An Financial Cloud as liquidated damages. 2.2.1 Subscription Services 2.2.1.1 If you purchase a service in the form of monthly subscription or resource package, Ping An Financial Cloud will not provide the service until you pay off all the fees; 2.2.1.2 You shall complete the payment in time after the order is submitted; otherwise, the order may become invalid. In that case, the service content and prices specified about the order that you have agreed on with Ping An Financial Cloud will become invalid; 2.2.1.3 If you plan to renew the service that you have subscribed to after the expiration, you shall pay the renewal fees at least 7 days prior to the expiration of the service. 2.2.2 Pay-As-You-Go Services If you purchase pay-as-you-go services, you can open and use the services before payment, and Ping An Financial Cloud will automatically calculate the usage amount of services in the last one (1) billing cycle (by hours, days or months) based on the service type and deduct the corresponding service fees from the balance of your Ping An Financial Cloud account. The specific deduction rules and billing items shall be subject to the content published on the website of Ping An Financial Cloud. 2.3 You shall understand and acknowledge that Ping An Financial Cloud may provide free services within a certain usage limit or in forms of testing invitation and public beta. During the period for free service, you are not obligated to pay any fee. Ping An Financial Cloud shall not be responsible for any loss that may arise from using the aforementioned free services or products, but may give users vouchers or other appropriate compensation (Ping An Financial Cloud reserves the right to fully interpret the compensation methods). Ping An Financial Cloud does not exclude the possibility of charging for the aforementioned free services or products in the future. In such case, Ping An Financial Cloud will make reasonable and great efforts to inform you of the charging policies and rules in advance by publishing notice in the appropriate part of its website or sending you messages. If you continue to use relevant services, you shall make payment according to effective charging policies at that time. 2.4 All amount and fees set forth or mentioned herein: (1) Include relevant taxes; (2) Shall be paid in RMB; and (3) Shall not be canceled or refunded. 3. Rights and Obligations of Users 3.1 You are entitled to use the services that you have purchased and obtain technical support from Ping An Financial Cloud in accordance with the Agreement. 3.2 You shall guarantee that you will not use technology or other means to damage or disrupt the official website and the websites of other customers of Ping An Financial Cloud. 3.3 You shall guarantee that you will use the Service in accordance with national and local laws and regulations, industry practices, and public morality, and will not use the services provided by Ping An Financial Cloud to store, publish and spread the following information and contents: content (information) violating national laws, regulations and policies; political propaganda and/or news in violation of national regulations; information involving state secrets and/or national security; information concerning feudalistic superstition and/or obscenity, eroticism, indecency or abetting crime; information of lotteries and gambling games; information violating national ethnic and religious polices; information obstructing safe operation of the Internet; information infringing on other people’s legitimate rights and interests and/or other information or contents detrimental to social order, security, and public morality. Users shall also undertake not to facilitate others' publishing the above information and content violating the national regulations and/or the terms of the Agreement, including but not limited to through setting links to URLs and Banners and sending emails and messages. Users shall acknowledge that Ping An Financial Cloud reserves the right to stop providing services for users without any refund if users breach the aforementioned provisions. Users shall indemnify Ping An Financial Cloud for any loss arising from the aforementioned violations. 3.4 If you have breached the service agreement of the platform, Ping An FinancialCloud is entitled to refuse to continue to provide any service for you. 3.5 You shall guarantee that you will not abuse resources of Ping An Financial Cloud platform, including but not limited to any behaviors related to hacker attacks, virtual currency mining and grid computing. Once any of the aforementioned behaviors is found, your host will be forced to shut down and your account will be frozen immediately. 3.6 You shall take, beyond the Service, reasonable and secure technical measures to ensure the security and integrity of the data stored in servers of Ping An Financial Cloud due to your utilization of the Service, and assume all responsibilities for the consequences of your own behaviors (including but not limited to arrears, self installation of software, encryption or other security measures). 3.7 You shall, when using the Service, adhere to the Agreement and relevant requirements of Ping An Financial Cloud, and shall not use the Service to take or facilitate actions, including but not limited to: 3.7.1 Using the cloud servers of the Service as virtual servers or disk space for rent, proxies, or mail servers; 3.7.2 Partaking in illegal online activities, such as gambling, gambling games, nonofficial servers, and cheating programs; 3.7.3 Releasing, transmitting, and disseminating email advertisements or other types of spam; 3.7.4 Releasing, transmitting, and disseminating undesired or unsolicited emails, e-ads, SMS ads, or emails or messages containing reactionary, pornographic, or other harmful information; 3.7.5 Creating or utilizing relevant equipment or configurations to run programs or processes unrelated to the Service utilized, resulting in massive occupation of the server memory, CPU or bandwidth resources in the Service, causing heavy burdens on the Service system, or other networks, servers (including but not limited to local, nonlocal or international networks and servers), products/applications, and services used by users of the Service, affecting the communications between the Service and the Internet, or between the Service and other networks and servers, and within the Service, or leading to server crash and/or other incidents that render the Service and/or the products or services inaccessible for other users of the Service; 3.7.6 Performing any actions that disrupt or attempt to disrupt network security, including but not limited to malicious scanning, illegal intrusion and illegal data acquisitions on other websites or servers using viruses, Trojans, malicious code, phishing, and/or other methods; 3.7.7 Performing any actions that change or attempt to change the system configurations provided by the Service, or endanger the system’s security; 3.7.8 Using technology or other means to damage or disrupt the operation of the Service, or other people’s utilization of the Service; 3.7.9 Using any means to disrupt or attempt to disrupt the normal operation of any products, components or functions of Ping An Financial Cloud, or developing, releasing, and/or spreading the tools or methods for disrupting the normal operation of any products or any components or functions of Ping An Cloud; 3.7.10 Performing any actions in violation of principles of honest conduct, public order, and public morality; 3.7.11 Engaging in businesses including but not limited to "DNS resolution," "security services," "domain name proxy," or "reverse proxy," resulting in frequent attacks (including but not limited to DDoS attacks) on the user. If it is found that a user performs the aforementioned actions and fails to correct its behaviors timely or eliminate negative impacts as requested by Ping An Financial Cloud, which threaten the security of the platform or other users of the Service, the host will be forced to shut down and the account of the user will be immediately frozen. Party B shall reserve the right to demand indemnification for the losses incurred on it. 4. Rights and Obligations of Ping An Financial Cloud 4.1 Ping An Financial Cloud shall provide you with the services and technical support that you have purchased as per the Agreement. 4.2 If Ping An Financial Cloud finds, based on its own investigation, or information from relevant authorities, or complaints from other obligees, your violation of relevant legislations, regulations or the Agreement, Ping An Financial Cloud is entitled to take one or more of the following measures based on its independent judgment: 4.2.1 Ask you to immediately delete or modify contents in question. 4.2.2 Immediately delete, block or unlink contents in question. 4.2.3 Limit or suspend the provision of the Service for you (including but not limited to immediately stopping providing parts of your services, reclaiming related services, and imposing operational restrictions on your account). 4.2.4 For severe violations, Ping An Financial Cloud is entitled to terminate its provision of the Service and the Agreement (including but not limited to immediately stopping providing all your services and reclaiming related services), and your payment for unused service period shall be possessed by Ping An Financial Cloud as liquidated damages. 4.2.5 You shall be held liable for other violations by law. 4.3 Ping An Financial Cloud is entitled to review your information and determine whether to accept you as a user of Ping An Financial Cloud service. 4.4 Ping An Financial Cloud shall reserve the right to unilaterally terminate the Service provided for you in the event that you violate national or local legislations and regulations or the Agreement, and to cooperate with responsible national authorities to review your information. Additionally, Ping An Financial Cloud shall not be responsible for any indirect, incidental, special, or subsequent damages incurred under any circumstances. 4.5 Ping An Financial Cloud shall reserve the right to force the servers to go down and freeze your account in the event of your abuse of system resources. 4.6 Third-party software or technologies may be utilized in the provision of the Service. If so, Ping An Financial Cloud undertakes to have obtained legal authorization to utilize them; at the same time Ping An Financial Cloud shall present relevant agreements and/or other documents in accordance with relevant laws and regulations or agreements. The aforementioned relevant agreements and documents presented in various forms shall be integral parts of the Agreement, with the same legal effect as the Agreement, and users shall adhere to relevant provisions thereof. 4.7 If a user uses OSP product or service to engage in matters prohibited in the part of "Rights and Obligations of Users", or matters that are illegal or bad for others, Ping An Financial Cloud is entitled to review the user, suspend its account, and delete illegal resources. 4.8 Ping An Financial Cloud may transfer part or all of the rights and obligations of the Agreement to a third party, but Ping An Financial Cloud shall notify you in writing 60 days in advance. For the purpose of this clause to take effect, both parties hereto shall agree to sign all necessary documents and take necessary and appropriate measures. 5. Privacy Protection When Party A signs the Agreement, it shall be deemed that Party A has agreed to and accepted all the provisions in the "Ping An Financial Cloud User Service Agreement (https://yun.pingan.com/ssr/help/others/Legal_documents/Service_agreement) and Privacy Policy" (https://yun.pingan.com/ssr/help/others/Legal_documents/Privacy_policy). 5.1 Ping An Financial Cloud will collect necessary data and information when providing services for you, and analyze those data in order to further improve your experience of using OSP and offer you upgraded and more considerate services. 5.2 Without the permission of legitimate users, Ping An Financial Cloud shall not make public, edit or disclose any personal information of users or non-public contents stored on the Ping An Financial Cloud platform, with the following exceptions: 5.2.1 As required by relevant laws and regulations, or the legitimate service procedures of Ping An Financial Cloud; 5.2.2 For protecting the rights and interests of users and/or the public under emergent circumstances; 5.2.3 For safeguarding the trademark, patent, and any other legitimate rights and interests of Ping An Financial Cloud; 5.2.4 Other cases in which personal information is required to be made public, edited, or disclosed by law. 5.3 By signing the Agreement, you authorize Ping An Financial Cloud to utilize your personal information in the following cases (including but not limited to): 5.3.1 Ping An Financial Cloud may share users’ personal information with sponsors for the purpose of sales promotion or lucky draw. In such cases, Ping An Financial Cloud shall notify users before sending their information, and users shall be entitled to terminate the sending process without participating in the activities; 5.3.2 Ping An Financial Cloud may cooperate with a third party to provide users with relevant network services. In such cases, Ping An Financial Cloud shall be entitled to provide the third party with user data if the third party agrees to undertake the same responsibilities of privacy protection as Ping An Financial Cloud. 5.3.3 Provided that no private information of any individual user is disclosed, Ping An Financial Cloud shall be entitled to analyze and utilize user database as a whole for commercial purposes. 5.3.4 To improve the products and services of Ping An Financial Cloud to better meet users’ needs. 5.3.5 Required by currently effective laws and regulations of China. 5.3.6 Requested by relevant administrative and judicial authorities under special circumstances. 5.3.7 Users permit Ping An Financial Cloud to provide their personal information for a third party. 5.3.8 Ping An Financial Cloud submits users’ personal information for addressing reported incidents and filing lawsuits. 5.3.9 Ping An Financial Cloud submits users’ personal information as part of the necessary and reasonable actions to prevent serious unlawful activities or suspected crimes. 5.4 Service information is collected and stored for purposes of: a. being used for products and services provided by Ping An Financial Cloud; b. improving and customizing products and services provided by Ping An Financial Cloud to promise you good experience in using products or services. Ping An Financial Cloud may automatically collect and store users’ software and hardware information pertinent to their smart terminal devices (including phones, computers and TVs) and browsers, the information they voluntarily upload to Ping An Financial Cloud servers, and their preferences. The aforementioned information includes but is not limited to users’ phone IMEI numbers, login names, operating systems, IP addresses, cookie data, information of GPS and other location services, and web pages visited by users. 5.5 Ping An Financial Cloud shall take security measures based on its current technologies to protect information in the possession of Ping An Financial Cloud from loss, misuse and alternation. Such security measures include data backup on other servers, and encryption of user passwords. Despite of the measures, Ping An Financial Cloud is under no obligation to guarantee the absolute security of these information. 5.6 Ping An Financial Cloud shall utilize its legally acquired personal information of users for internal use, such as auditing, data analysis, research, and sharing with affiliates. In this way, Ping An Financial Cloud could provide better and comprehensive services for users, and Ping An Financial Cloud can also improve products and services on Ping An Financial Cloud platform. 5.7 Authorization of Information: 5.7.1 You shall authorize Ping An Financial Cloud, unless otherwise stipulated by law, to utilize the information that you have submitted to Ping An FinancialCloud or is generated by your use of Ping An Financial Cloud services (including information provided and generated before signing the Agreement), and information queried and collected by Ping An Financial Cloud in accordance with the Agreement for improving the services provided for you, recommending products, and conducting market surveys and data analysis by Ping An FinancialCloud, its affiliates, and necessary partners entrusted for the provision of services; 5.7.2 You shall authorize Ping An Financial Cloud, unless otherwise stipulated by law, to provide, query and collect your information for partners of its affiliates due to necessary service cooperation, for the purpose of offering you high-quality services and products; 5.7.3 Ping An Financial Cloud and its partners shall assume the obligation of confidentiality for the aforementioned information, and take measures to ensure the security of such information; 5.7.4 This article shall come into force upon signing of the Agreement, have independent legal effect, and not be affected by the establishment of the contract or the change of validity status; 5.7.5 If you disagree with part or all of the preceding authorization articles, you may cancel or change your authorization by calling the custom service hotline (at 4001518800). 6. Liabilities for Breach of Contract, Liquidated Damages, and Limitation of Liabilities 6.1 Both Party A and Party B hereto shall strictly fulfill their responsibilities under the contract. Any violation of provisions contained herein shall constitute a breach of the contract, and the default party shall be liable for breach of contract in accordance with the law. 6.2 The default party shall indemnify the other party for any claims, proceedings, procedures, losses, damages, fees and costs (including but not limited to fees for courts and lawyers) incurred by or related to the breach of the Agreement. Party B shall undertake to adhere to the provisions herein when providing services for Party A. Otherwise, Party B shall be responsible for active rectification, except for issues incurred in any of the following cases: Party A fails to use the platform in accordance with the provisions contained herein; Issues caused by plug-ins, products, systems or third-party software of Party A, and by incompatibility with online transaction platforms; Hardware or network faults not caused by Party B; Party B needs to suspend services for a short time when configuring and maintaining the server; Speed decrease in website access, and running of applications or services, caused by the block and congestion of the Internet; Other problems not caused by Party B. 6.3 Under any circumstances, Party B shall not be responsible for any of the following damages or losses incurred on Party A (or any party making claims via Party A), regardless of whether they are direct or indirect, immediate or consequential, based on agreements and infringement on rights (including negligence) or any other causes; Profit loss; Loss of expected income; Loss of business opportunities; and Loss of goodwill. 6.4 Ping An Financial Cloud shall not be responsible for any indirect or punitive damages, including profit loss incurred on you by your utilization of OSP (even in cases where you have been informed of the possibility of the said losses). 6.5 Even if both parties have agreed otherwise, for any claims (whether based on contracts, violations, negligence, liabilities of breach, laws and regulations, or other causes) related to the Agreement, liabilities of Party B are only limited to compensation for the direct actual losses. Under any circumstances, the total liquidated damages related to the Agreement undertaken by Ping An Financial Cloud shall not exceed the total fees charged for the services involved in the breach. 6.6 Neither party shall be liable for delayed performance or violation of the Agreement by either party caused by force majeure, fault of operators, network security incidents, or other incidents beyond the reasonable control of the parties. 6.7 Party A shall acknowledge and agree that Party B’s services are provided based on current technologies and conditions. Party B shall maximize its efforts to ensure the continuity and security of the services, but shall not be obligated to ensure that services provided are flawless. Therefore, Party A shall agree that any flaw in the Service that is unavoidable given the technologies of the industry at the given time shall not be considered a breach of contract by Party B, and both parties shall work together to solve the relevant issues in a friendly manner. 7. Disclaimer 7.1 Ping An Financial Cloud does not guarantee the following matters (including but not limited to): 7.1.1 Ping An Financial Cloud Service satisfies the demands of all users; 7.1.2 Ping An Financial Cloud Service is always free from disturbance, secure, reliable, or error-free and provided timely. 7.1.3 You shall assume all the risks associated with data obtained via Ping An Financial Cloud; and you shall be completely liable for damages to users’ computer systems or data losses due to the utilization of the Service. 7.2 Ping An Financial Cloud shall reserve the right to suspend or terminate the Service upon your violation of national or local laws and regulations, or the Agreement. 7.3 You shall agree and authorize Ping An Financial Cloud that Ping An Financial Cloud has the right to disclose fraud, distribution or sales of fake or inferior commodities, infringement on others’ legitimate rights and interests, or other severe violations of Ping An Financial Cloud website rules within the scope of Ping An Financial Cloud website when you use OSP, log out your Ping An Financial Cloud account, prohibit you from logging in to any Ping An Financial Cloud website, and terminate all website services previously provided for you. 7.4 In your utilization of the Service, the content of the Agreement, prompts on the web pages about transaction operations, or messages (SMSs, phone calls, etc.) sent by Ping An Financial Cloud to your phones constitute the rules of using the Service, and your utilization of the Service indicates that you accept the rules. You shall acknowledge and agree that Ping An Financial Cloud is entitled to unilaterally modify the rules without seeking your consent in advance, and the service rules shall be subject to web page prompts (or SMSs or phone calls) during your utilization of the Service. Your utilization of the Service shall be on the condition of your agreement and adherence to the rules. 7.5 Ping An Financial Cloud may notify you of the progress of your service or prompt the next step of operation via email (or message, phone call, etc.), but Ping An Financial Cloud does not guarantee that users can receive or promptly receive the email (or message, phone calls, etc.), nor assume any responsibility for any consequences. You are, therefore, advised to log in to the Ping An Financial Cloud website promptly to check ad go through the transaction process. Ping An Financial Cloud shall not be responsible for any disputes or damages arising from your failure to promptly check and modify or confirm your service status, or submit relevant applications. 7.6 You shall assume all responsibilities for all consequences caused by your provision of incorrect contact information to Ping An Financial Cloud, or the insecurity or instability of the email address that you use to receive emails from Ping An Financial Cloud, including but not limited to the consequences or losses caused by your failure to promptly receive relevant notifications from Ping An Financial Cloud. 7.7 System Suspension or Failure Ping An Financial Cloud shall not assume the compensation liability for system failures which make you unable to use online services in the following cases, including but not limited to: 7.7.1 The OSP is shut down for maintenance. 7.7.2 Failure of telecommunication equipment prevents data transmission. 7.7.3 Ping An Financial Cloud system is prevented from operation due to force majeure, including typhoons, earthquakes, tsunamis, floods, power failures, wars, or terrorist attacks. 7.7.4 Service suspension or delay caused by hacker attacks, technical adjustments or failures in telecommunication department, website updates, or banking system problems. 7.7.5 Other faults not caused by Ping An Financial Cloud or other cases beyond the control or reasonable prediction of Ping An Financial Cloud. 7.8 Partners of the Service shall be responsible for the quality and content of the services that they provide. 7.9 Where permitted by law, Ping An Financial Cloud shall not be responsible for any indirect, punitive, special, or derivative losses (including losses of business, income, profit, data, or other economic benefits) related to or incurred by the Agreement, regardless of their causes, or whether they are caused by a breach of the Agreement (including a breach of the warranty) or infringements on rights, even though you have been informed of the possibility of such losses in advance. In addition, Ping An Financial Cloud shall not be responsible for the aforementioned losses in the event that the exclusive remedies stipulated herein fail to be achieved. 7.10 Given the particularity of network services, you shall agree that Ping An Financial Cloud may change, suspend or terminate part or all of the services at any time with justifiable causes, without assuming any liability for you. However, Ping An Financial Cloud shall notify you in advance whenever possible, in order to protect your legitimate rights and interests by enabling you to transmit and backup relevant data, and adjust your business. 7.11 To improve services, Ping An Financial Cloud is entitled to repair, maintain, and update the platform or equipment used to provide the Service. Ping An Financial Cloud shall not be liable for the suspension or discontinuance of related services within a reasonable period of time in the said cases. 7.12 You shall acknowledge and agree that the OSP is provided based on the current technologies and conditions. Ping An Financial Cloud shall maximize its efforts to ensure the continuity and security of the services, but Ping An Financial Cloud is not obligated to guarantee that the services are flawless, or foresee and prevent legal, technical or other risks, including but not limited to service suspension, data losses, breaches or theft, and other losses and risks caused by force majeure, viruses, Trojans, hacker attacks, system instability, flaws in third-party services, government actions, etc. Therefore, you shall agree that flaws in OSP that are inevitable considering the level of the technologies at the time shall not constitute a breach of contract by Ping An Financial Cloud, and Ping An Financial Cloud shall not be liable for such damages including data and information losses. 7.13 You shall acknowledge and agree that the Service may be suspended during its utilization due to risks such as force majeure. In such cases, Ping An Financial Cloud shall immediately work with relevant departments to fix the problems, but Ping An Financial Cloud shall be exempted from the liability for losses caused to you thereby. 7.14 You shall acknowledge and agree that Ping An Financial Cloud is not responsible for damages caused by your self-installation of pirate software, system, or data resources when you use the OSP. Ping An Financial Cloud shall reserve the right to claim for damages of Ping An Financial Cloud caused by your behaviors. 7.15 Under any circumstances, neither party shall be responsible for indirect, incidental, or special damages or losses of the other party, including but not limited to losses of acquirable interests and the expenses paid by a third party to the other party (even in cases where the other party has been informed of the possibility of the said losses). 7.16 You shall acknowledge and agree that although Ping An Financial Cloud provides usability support for free or public beta products and services, it gives no warranty regarding errors or omissions involved, and undertakes no responsibility for the work or consequences of your utilization of such products or services. 8. Intellectual Property 8.1 Besides the products or services provided by third parties, all contents on the Ping An Financial Cloud website, including but not limited to software, images, documents, information, materials, architectures, and web designs with copyright, trademark, patent, trade secrets, or other features are in the possession of Party B or its affiliates. 8.2 Party A is entitled to use the aforementioned intellectual property and assumes corresponding obligation of confidentiality within the scope of the Agreement. Without the written permission by Party B or its affiliates, no one shall be allowed to use, modify, replicate, publicly disseminate, change, spread, issue, or publish the programs or contents on the websites of Party B or its affiliates. 8.3 Both parties shall respect the intellectual property rights of the other party and third parties. The authorization granted by Party B to Party A for the use of its intellectual property based on the Agreement shall not be deemed as an indication of allowing the transferring of relevant intellectual property rights or permitting a third party to utilize such rights. Party B is entitled to cooperate with judicial or administrative authorities in querying and providing information of Party A in order to solve complaints and disputes timely, thus protecting the legitimate rights and interests of parties involved. In case of any violation, Party A shall be liable for the damages. 8.4 In the event that any third party claims that Party A’s acquisition or utilization of software and services (or any part of them) in accordance with the Agreement infringes the third party’s intellectual property, and files a claim or lawsuit ("Claim") against Party A, Party B undertakes to pay for the costs incurred during the defenses, or chooses to reach a settlement with the third party. As a result, Party B shall be liable for the reasonable damages, losses, costs (including legal fees) and fees incurred or imposed on Party A caused by or in relation to the said claim. However, if the said claim is caused by Party A’s failure to acquire or use the software or services (or any part of them) in accordance with the Agreement, or by Party A’s combination of the software and services provided by Party B hereunder with other hardware or software not provided or designated by Party B, the preceding stipulation does not apply. 8.5 If any third party shall file a claim against Party A or notify Party A of its intention to make a claim against Party A, the obligations of Party B set out under Article 8.2 shall be subject to the following actions taken by Party A: 8.5.1 Party A shall send Party B a written notice of the claim within a reasonable and feasible time limit, describing the nature of the claim in reasonable details; 8.5.2 Without prior written permission by Party B, Party A shall not acknowledge any liabilities, or conclude any agreements or compromises regarding the claim; 8.5.3 On the premise that Party B provides a guarantee to Party A against any possible claims, liabilities, costs, expenses, damages and corresponding losses in a manner reasonably satisfactory to Party A, Party A shall take measures to avoid the claims and relevant disputes, settlement or defense according to the reasonable requirements of Party B. 10. Term of the Agreement 10.1 The term of the cooperation between the two parties hereto starts from the date when you click on the relevant web page to agree to and accept the Agreement and ends on the last day of the same year, for example, from June 1, 2017 to December 31, 2017. If neither party has made a written request for not renewing the Agreement prior to the expiration of the Agreement, the term shall be automatically extended for another one year with no limit to the times of the extension. 10.2 If the term of the cooperation between the two parties is inconsistent with the term of the services that you have purchased, the term of the cooperation shall be automatically extended to the expiration date of the services that you have purchased. Unless otherwise agreed by the two parties, the Agreement shall always be valid during the period of your usage of and subscription to the Service. 10.3 Prior to the expiration of the term of the Agreement, if either party has notified the other party in writing not to renew the Agreement upon its expiration, the Agreement shall be automatically terminated upon its expiration. 10.4 The expiration or termination of the Agreement shall not affect the rights and obligations before the expiration or termination. From the effective date of the Agreement, Party A shall be entitled to use the Ping An Financial Cloud products or services provided by Party B, but services shall be terminated upon any of the following cases: 10.4.1 The utilization or registration of products or services by Party A or "ultimate user" involves: Security risks to the products or services or any third party; Potential adverse impacts on the products, services, or the systems, products or services of any other Ping An Financial Cloud customers; Potential liabilities incurred on Ping An Financial Cloud, affiliates of Ping An Financial Cloud, or any third party; Potential fraud. 10.4.2 Party A or any "ultimate user" violates the Agreement, including Party A’s delay in performing its payment obligation; 10.4.3 Both parties agree to terminate the Agreement. 10.5 If Party A or any "ultimate user" severely violates the Agreement, Party B shall be entitled to terminate the Service in advance, and the expenses for the services unused by Party A (if any) shall be in the possession of Party B as liquidated damages. 10.6 Unless otherwise stipulated by law or agreed by both parties, Party B shall continue to store Party A’s data for seven calendar days since the date of the premature termination of the Agreement, and stop maintaining the data beyond the period. Party A shall assume all the consequences of its data being destroyed. 11. Miscellaneous 11.1 The Agreement shall come into force upon its publication. Ping An FinancialCloud is entitled to modify the Agreement at any time, and publish the modified version on the website of Ping An Financial Cloud. You are entitled to terminate your use of the services if you disagree with the modifications to the provisions of the Agreement made by Ping An Financial Cloud. Your continuous utilization of the services shall be deemed that you accept the modifications made by Ping An Financial Cloud. 11.2 Ping An Financial Cloud has the reasonable disposal and final interpretation rights for various preferential activities covered by the Agreement, including but not limited to invitation codes, vouchers, and virtual currency. 11.3 All notices of Ping An Financial Cloud under the Agreement may be sent to you in forms such as website notices, on-site private messages, emails, and SMSs. Such notices shall be deemed to have been received by the recipients on the date of the delivery. 11.4 The Agreement shall be signed in Futian District, Shenzhen City, Guangdong Province. 11.4.1 The Agreement and any disputes or claims (including non-contractual disputes or claims) arising from or in relation to the Agreement shall be governed by and interpreted in accordance with the laws of the People’s Republic of China. 11.4.2 Any controversy, dispute, divergence or claim caused by or related to the Agreement including existence, effect, explanation, execution, violation or termination of the Agreement, or any non-agreement dispute arising from or related to the Agreement shall be submitted to Shenzhen Court of International Arbitration (Shenzhen Arbitration Commission) and finally adjudicated in accordance with the effective arbitration rules at the time of submitting the arbitration notice. The said arbitration provision shall be governed by the laws of the People’s Republic of China. The arbitration shall take place in Shenzhen. The arbitration tribunal shall be composed of three arbitrators. Either party shall appoint an arbitrator, and the chief arbitrator shall be selected by both parties. The language used during arbitration shall be Chinese. 11.5 The Agreement constitutes a complete agreement between both parties on the matters agreed herein and other related matters. Except for the provisions of the Agreement, no other rights are granted to the parties hereto. 11.6 If any provision of the Agreement becomes fully or partially invalid or unenforceable for whatever reason, the rest provisions shall remain valid and binding. 11.7 The Agreement shall be drawn up and interpreted in Chinese. Unless otherwise agreed by both parties, any translation of the Agreement shall not be used as the basis for interpreting the Agreement or determining the intentions of the parties. 12. Anti-Commercial Bribery 12.1 Both parties hereto shall be aware of and willing to strictly adhere to laws and regulations of the People’s Republic of China against commercial bribery. Both parties shall know that all forms of bribery or corruption are in violation of the law and subject to severe punishment. 12.2 Neither party shall claim, accept, provide, or give any benefits other than those agreed herein from the other party, agents or other people involved, including but not limited to open or hidden discounts, cash, shopping cards, benefits in kind, securities, tourism or other non-material benefits. However, if these benefits are provided as part of the industry’s practice, they shall be expressly stated in the Agreement. 12.3 Both parties shall strictly prohibit commercial bribery from agents. Agents of either party taking any actions set forth in Article 12.2 violate the party’s company system, and shall be punished in accordance with the company system and national laws. 12.4 Both parties shall oppose any behaviors described in Article 12.2 between the other party or the agents and any third party for the purpose of implementing the Agreement. Such behaviors are in violation of national laws and people involved shall be punished in according with national laws. 12.5 Either party or the persons in charge of it shall be responsible for the damages it caused to the other party due to violation of Articles 12.2, 12.3, and 12.4. 12.6 "Other people involved" in this article refer to individuals with direct or indirect interests in the Agreement other than the agents of Party A, including but not limited to friends and relatives of the agents in the Agreement. 13. Confidentiality 13.1 Obligation of Confidentiality 13.1.1 The recipient shall confirm that confidential information is the valuable, specialized, and special assets of the disclosing party. Without the prior written consent of the disclosing party, the recipient shall not disclose such information to any third party. Despite the above provisions, the disclosing party shall agree that on a need-to-know basis and with the intention of the disclosing party to disclose such information, the recipient may disclose the confidential information to its affiliates and the representatives of the recipient and its affiliates. The recipient, its affiliates, and their representatives shall undertake to protect and maintain the confidentiality of all the said information at least with the prudent standards of Ping An Cloud for the protection of its own proprietary, secret, or confidential information. 13.1.2 The recipient agrees that (1) the recipient, (2) its affiliates, and (3) their representatives will never apply, adopt, utilize, or use the confidential information in any other ways for any purpose without obtaining written consent of the disclosing party in advance. 13.1.3 Both parties agree that if either party is informed of any leakage of the confidential information, they shall promptly discuss the methods of solving such problems without prejudice to their respective rights and obligations. 13.2 Exemption from the Obligation of Confidentiality 13.2.1 The confidentiality obligation under the Agreement shall not apply to the following information: Information legitimately possessed by the recipient or its representatives before the disclosure; Information that is or becomes available to the public not due to unauthorized disclosure hereunder or violations provided herein; Information independently developed by the recipient (excluding information based on confidential information); Information disclosed or sent to the recipient by a third party with no confidentiality obligation to the disclosing party, or information obtained by the recipient from the third party. 13.2.2 The recipient may disclose information as requested or ordered by competent courts, government or supervisory authorities (including but not limited to stock exchanges) ("government agencies"). However, prior to making such disclosure, the recipient shall: Notify the disclosing party that it has received such requests or orders, and the conditions or circumstances of the request or order; Negotiate with the other party about reasonable measures to refuse the requests/orders, or narrow down the scope of disclosure of such requests/orders, and assist the disclosing party in taking such reasonable measures to the extent permitted by laws and regulations; Cooperate with the disclosing party to obtain a ruling or other reliable guarantees that the confidential information remains confidential. If the confidential information requested or ordered remains confidential, the recipient and its representative shall continue to comply with the confidentiality provisions contained herein. The "affiliates" of a specific entity refer to any entities that, through one or more entities, directly or indirectly control, or are controlled by, or under the shared control of others with, the specific entity. The "control" over an entity refers to the direct or indirect power to acquire or direct the management and policy-making of the entity through the ownership of shares with voting rights or other owner's equity with voting rights in accordance with the contract or other forms, and in any case, not limited to the provisions in the preceding sentence. 13.3 Ownership The recipient shall confirm that all confidential information of the disclosing party is the property of the disclosing party, and the disclosure of confidential information shall not be considered as granting the recipient any rights for the confidential information. The recipient shall make reasonable endeavors to prevent the recipient and its representatives from applying for patents, trademarks, designs, or any other intellectual property rights regarding all or part of the confidential information. The disclosing party shall not be responsible for guaranteeing the accuracy or completeness of any confidential information. 13.4 Return of Confidential Information The disclosing party may at any time request the recipient to return or destroy the confidential information or its copies, and provide a written statement claiming that it has not intentionally, directly, or indirectly retained any confidential information or its copies in its possession or under its control after the return or destruction. The recipient shall satisfy the aforementioned requests within seven days after receiving them. 13.5 Term of Confidentiality The recipient shall agree that the term of confidentiality hereof shall start from the date of the disclosure of the confidential information to it and end on the date when the relevant confidential information is available to the public. 13.6 Liabilities for Violating the Obligation of Confidentiality The recipient shall agree that violations of the provisions herein shall assume the liabilities below: Indemnify the disclosing party against any loss, including but not limited to the disclosing party’s actual loss, reputation loss, attorney fees, fees for legal consultation, and litigation costs. 14. Anti-False Propaganda Both parties shall be aware of and willing to strictly adhere to the relevant laws of the People's Republic of China on intellectual property, contracts, and advertising, such as Copyright Law of the People's Republic of China, Trademark Law of the People's Republic of China, Patent Law of the People's Republic of China, and Anti-Unfair Competition Law of the People's Republic of China. Both parties are entitled to accurately and reasonably utilize the matters agreed herein or use them for promotion in agreed manners and within the agreed scope, except for the agreed confidential terms. In order to avoid risks such as trademark infringement and inappropriate promotion, both parties shall agree that prior written consent from the other party is necessary for either party to use the other party’s trademark, brand, company name, etc. for its promotion, which is otherwise not allowed. Both parties hereby undertake to actively respond to each other's applications for the reasonable use or use for promotion of the matters in cooperation. Both parties shall acknowledge that they have not used the trademark, brand, company name, and other intellectual property rights of the other party for their commercial promotion without the prior written consent of the other party. Fabricating the cooperative matters and exaggerating the scope, content, effect, scale, and level of the cooperation constitute breaches of the Agreement, and may give rise to unfair competition as a result of false promotion. In such cases, the non-defaulting party or infringed party shall reserve the rights to hold the infringing party liable. In the event of any inconsistency existing between the Chinese and English versions of the Agreement, the Chinese version shall prevail.

Did the above content solve your problem? Yes No