User Agreement

Effective Date: May 1, 2021

This Agreement is a legally binding contract entered into between Shenzhen Agilewing Cloud Computing Technology Co., Ltd. (hereinafter referred to as “Agilewing”) and the user (hereinafter referred to as “You”) regarding Your use of various services provided by Agilewing (hereinafter referred to as “Agilewing Services”) and other related matters. By affixing Your company seal to a printed copy and returning it, clicking “Confirm” on the relevant page of Agilewing’s official website (i.e., www.agilewing.net, hereinafter referred to as “Agilewing Official Website”), or confirming through other mutually agreed methods, You acknowledge that You have reached an agreement with Agilewing and agree to accept all terms and conditions set forth in this Agreement. Before signing this Agreement, please carefully read all terms and conditions herein. If You have any questions about the terms of this Agreement, please contact Agilewing’s business department for consultation, and Agilewing will explain each term to You. If You do not agree to any term of this Agreement or cannot fully understand Agilewing’s interpretation of the relevant terms, please do not proceed with subsequent operations. You acknowledge that proceeding with subsequent operations or clicking “Confirm” shall be deemed Your unconditional acceptance of all terms and conditions of this Agreement.

1. Service Content

1.1 “Services” herein refer to the Agilewing Services such as CDN and data processing displayed on Agilewing’s Official Website, as well as related technical support services and network support services provided by Agilewing to You.

1.2 The services provided by Agilewing must comply with the descriptions and agreements in this Agreement. Matters not covered herein shall be agreed upon by both parties in a separate “Shenzhen Agilewing Cloud Computing Technology Co., Ltd. Service Contract”, which shall constitute an integral part of this Agreement. In case of any inconsistency between the terms of the “Shenzhen Agilewing Cloud Computing Technology Co., Ltd. Service Contract” and this Agreement, the former shall prevail.

2. Service Fees

2.1 Service fees shall be calculated based on the current valid price list on Agilewing’s Official Website and specified on the order page. You shall pay the corresponding service fees through the agreed payment method within the agreed payment period.

2.2 Prior to Your full payment of all service fees in accordance with the agreement, Agilewing reserves the right to refuse to provide technical support and/or services to You, or to terminate such technical support and/or services.

2.3 You fully understand that all free gift service items or activities in Agilewing’s service pricing system are one-time special offers in addition to the normal service prices. The offers do not include modification, update, or maintenance fees for the free gift service items, and the free gift service items cannot be converted into cash to offset service fees.

3. Rights and Obligations

3.1 Your Rights and Obligations

3.1.1 You agree to comply with this Agreement and the relevant management norms and processes listed on the service display page of Agilewing’s Official Website. You acknowledge that the content of the aforementioned agreements and norms may be modified from time to time. If any term of this Agreement is changed, Agilewing will announce the modification in advance on an appropriate page of Agilewing’s Official Website and prompt You to review the modified content. If You do not agree to the modifications made by Agilewing to the relevant terms of this Agreement, You have the right to stop using the services provided by Agilewing. In such cases, Agilewing will settle the service fees with You (if any) and provide You with data download and backup services for related business. If You continue to use Agilewing’s services, it shall be deemed that You accept the modifications made by Agilewing to the relevant terms of this Agreement.

3.1.2 You shall pay the corresponding service fees in accordance with the prompts on the relevant pages of Agilewing’s Official Website and the provisions of this Agreement.

3.1.3 You warrant that:

3.1.3.1 If the business activities You conduct using Agilewing’s services require the approval or permission of relevant national authorities, You must obtain such approval or permission in advance;

3.1.3.2 Except as explicitly permitted by Agilewing, You shall not modify, translate, adapt, lease, distribute, or transfer the software and authorization information provided by Agilewing, nor shall You attempt to obtain the source code of the software provided by Agilewing through reverse engineering, decompilation, or other means;

3.1.3.3 If Agilewing’s services involve the licensed use of third-party software, You agree to comply with the constraints of the relevant license agreements;

3.1.3.4 You shall not distribute email advertisements or spam (SPAM), nor use Agilewing’s services to send a large number of unwanted or unsolicited emails, electronic advertisements, or emails containing harmful information such as reactionary or pornographic content;

3.1.3.5 You shall not use the resources and services provided by Agilewing to upload, download, store, or publish the following information or content, nor provide any convenience for others to publish such information (including but not limited to setting URLs, BANNER links, etc.):

3.1.3.5.1 Political propaganda and/or news information that violates national regulations;

3.1.3.5.2 Information involving state secrets and/or national security;

3.1.3.5.3 Feudal superstitious and/or obscene, pornographic, vulgar information or information inciting crimes;

3.1.3.5.4 Illegal Internet publishing activities such as gambling with prizes, gambling games, “private servers”, and “plug-ins”;

3.1.3.5.5 Information that violates national ethnic and religious policies;

3.1.3.5.6 Information that hinders the safe operation of the Internet;

3.1.3.5.7 Information that infringes upon the legitimate rights and interests of others and/or other information or content that is detrimental to social order, public security, or public morality;

3.1.3.5.8 Other content that violates laws, regulations, departmental rules, or national policies.

3.1.3.6 You shall not establish or use relevant equipment to configure and run programs or processes unrelated to the purchased services, resulting in excessive occupation of CPU, memory, disk, or network bandwidth resources of various devices in Agilewing’s system. This includes causing severe loads on the networks, servers (including but not limited to local, remote, and international networks and servers), products, or applications of Agilewing’s system or other users of Agilewing’s services; affecting the smooth connection between Agilewing’s system and the international Internet, specific networks, servers, or within Agilewing’s system; or causing downtime or unavailability of Agilewing’s products and services or the servers where other users’ websites using Agilewing’s services are located.

3.1.3.7 You shall not engage in any act that endangers or attempts to endanger network security (including but not limited to phishing, illegal intrusion, online fraud, containing or allegedly spreading viruses, Trojans, or malicious code in websites or spaces, and allegedly attacking other websites or hosts through virtual hosts such as scanning, sniffing, ARP spoofing, DDoS, etc.);

3.1.3.8 You shall not perform any act that alters or attempts to alter the system configuration provided by Agilewing or undermines system security;

3.1.3.9 You shall not engage in other illegal, irregular, or acts that violate the Agilewing Service Agreement;

3.1.3.10 If Agilewing discovers that You have violated the provisions of the above terms, it has the right to take corresponding measures according to the circumstances, including but not limited to immediately terminating the service or deleting the corresponding data and information.

3.1.4 You shall bear full responsibility for the consequences caused by Your own actions (such as software installed and operations performed by Yourself).

3.1.5 You shall be responsible for the integrity and confidentiality of the data stored in Agilewing’s system, as well as the passwords used to log in and use various products and services of Agilewing. All losses and consequences arising from the loss or leakage of the above data, passwords, etc., due to improper maintenance or confidentiality on Your part shall be borne by You alone.

3.1.6 You shall submit to Agilewing the person responsible for performing this Agreement and the list of contact persons for websites, networks, and various products and services. If there are any changes to the above personnel, You must update the changed information and notify Agilewing in a timely manner. All consequences arising from the untrue, inaccurate, or incomplete contact information provided by You, or the actions or inactions of the above personnel, shall be borne by You alone.

3.1.7 You shall retain access logs of Your website in accordance with the provisions of laws and regulations such as the “Measures for the Administration of Internet Information Services”, the “Regulations on the Protection of the Right to Network Dissemination of Information”, and the “Administrative Measures for Internet Live Streaming Services”, including the content of published information and its publication time, Internet Protocol (IP) address, domain name, etc. You shall cooperate in providing such logs when queried by relevant national authorities in accordance with the law. You shall bear full legal responsibility for failing to retain relevant records in accordance with the provisions.

3.1.8 You understand that Agilewing cannot guarantee that the services it provides are completely free of defects (for example, Agilewing’s security products cannot guarantee the absolute security of Your hardware or software). At the same time, Agilewing is committed to continuously improving service quality and standards. Therefore, You agree that even if there are defects in the services provided by Agilewing, if such defects are unavoidable given the current industry technical level, they shall not be deemed as a breach of contract by Agilewing. You agree to cooperate with Agilewing to resolve such defects.

3.1.9 Data backup is Your obligation and responsibility. The fact that Agilewing’s system has a data backup function does not mean that data backup is Agilewing’s obligation. Agilewing does not guarantee the complete backup of user data, nor does it assume any responsibility for the user’s data backup work or results.

3.2 Agilewing’s Rights and Obligations

3.2.1 Agilewing shall provide services in accordance with the agreement.

3.2.2 During the service period, Agilewing will provide You with the following customer services:

3.2.2.1 Agilewing provides 7×24 after-sales fault reporting services for paying users, and provides valid contact methods to ensure that paying users can promptly contact the fault reporting contact person. The fault reporting contact person will promptly repair and feedback after confirming the fault phenomenon;

3.2.2.2 Agilewing provides a 7×24 online work order service system to answer questions arising from Your use of the services.

3.2.3 Agilewing shall eliminate faults caused by non-human operations on Your part, except for faults caused by Your reasons, force majeure, or reasons beyond Agilewing’s control.

3.2.4 Agilewing shall strictly abide by the confidentiality obligation.

4. Storage, Destruction, and Download of User Data

4.1 For the purpose of serving You, Agilewing may use Your data to provide services to You, including but not limited to sending product and service information to You.

4.2 Your user data may be partially or fully disclosed in the following circumstances:

4.2.1 Disclosure to a third party with Your consent;

4.2.2 Disclosure to a third party, administrative authority, or judicial authority in accordance with the relevant provisions of laws and regulations, or the legitimate requirements of administrative or judicial authorities;

4.2.3 Disclosure to a third party if Your business activities violate relevant Chinese laws and regulations;

4.2.4 Sharing Your data with a third party is necessary to provide the software or services You request.

4.3 Except as required by law or otherwise agreed by Agilewing and You, Agilewing will continue to store Your data for 30 natural days from the expiration of the term of this Agreement or the early termination of this Agreement for any reason. After the expiration, Your data will no longer be retained. You shall bear all consequences arising from the destruction of Your data.

5. Intellectual Property Rights

5.1 You shall guarantee that the materials submitted to Agilewing, the use of Agilewing’s services, and the results generated from the use of Agilewing’s services do not infringe upon the legitimate rights and interests of any third party. If any third party files a claim, lawsuit, or may file a lawsuit against Agilewing based on infringement of its legitimate rights and interests, or due to Your violation of Chinese laws and regulations or other applicable laws, You shall fully indemnify Agilewing and compensate Agilewing for all losses suffered thereby.

5.2 If any third party questions or complains about the ownership of the intellectual property rights of Your use of Agilewing’s services and related materials, You are responsible for providing relevant intellectual property certification materials and cooperating with Agilewing in handling such complaints.

5.3 You acknowledge that the intellectual property rights of any materials, technologies, technical support, software, services, etc., provided by Agilewing to You belong to Agilewing or a third party. Except as explicitly agreed by Agilewing or the third party, You have no right to copy, distribute, transfer, license, or provide others with the use of the above resources, otherwise You must bear corresponding responsibilities.

6. Confidentiality Clause

6.1 Confidential Information refers to all technical and non-technical information disclosed by one party to the other (including but not limited to product materials, product plans, prices, financial and marketing plans, business strategies, customer information, customer data, research and development, software and hardware, API application data interfaces, technical specifications, designs, special formulas, special algorithms, etc.).

6.2 Each party to this Agreement agrees to keep confidential the above-mentioned Confidential Information of the other party learned by it, and strictly restrict employees with access to such Confidential Information to comply with the confidentiality obligations under this Agreement. The receiving party of the Confidential Information shall not disclose it to the public unless required by national authorities in accordance with the law or the Confidential Information has entered the public domain.

6.3 Both parties to this Agreement clearly recognize that their respective user information and business data are their important assets and key Confidential Information. Both parties agree to make their best efforts to protect the above-mentioned Confidential Information from disclosure. In the event of any leakage of the above-mentioned Confidential Information, both parties shall cooperate to take all reasonable measures to avoid or mitigate the damage consequences, and the disclosing party shall bear the losses caused to the owner of the confidential materials thereby.

6.4 This clause shall survive the termination of this Agreement.

7. Term and Termination

7.1 The service validity period shall be calculated from the date Agilewing receives the payment for Your Agilewing services, and the corresponding service period shall be confirmed based on the payment amount and the current valid Agilewing service pricing system.

7.2 From the expiration date of the service, the storage space resources occupied by the service will continue to be charged on a daily basis.

7.2.1 If Your account balance is less than 0, Agilewing’s system will automatically freeze the account. For specific unfreezing methods, please contact Your dedicated customer service or submit a work order to Agilewing’s customer service.

7.2.2 Unless otherwise agreed in writing by both parties or stated otherwise on the relevant page of Agilewing’s Official Website, You must promptly unfreeze the account within 30 natural days after the account is frozen; otherwise, Agilewing will deem that You have voluntarily abandoned Agilewing’s services, this Agreement will terminate, and Your data may be deleted and cleared irrecoverably. If You successfully unfreeze the account within 30 natural days from the date of freezing, Agilewing’s services and data can continue to be used normally. The new service period shall be confirmed based on the payment You made (after deducting the arrears).

7.3 The service period shall be terminated in advance in the following circumstances:

7.3.1 Both parties agree to terminate it in advance;

7.3.2 You materially breach this Agreement (including but not limited to 1. You fail to fulfill the payment obligation in accordance with the Agreement; and/or 2. You materially violate the mandatory provisions of laws and regulations), Agilewing has the right to terminate the service in advance without refunding the fees You have paid;

7.3.3 You understand and fully acknowledge that although Agilewing has established (and will continuously improve in accordance with technological development) necessary technical measures to defend against network security incidents or acts that endanger network security, including computer viruses, network intrusions, and destructive attacks (including but not limited to DDoS) (hereinafter collectively referred to as “Such Acts”), due to the limitations, relativity of network security technology and the unpredictability of Such Acts, if Your website suffers from Such Acts that cause harm to the networks or servers (including but not limited to local, remote, and international networks and servers) of Agilewing or other users of Agilewing, or affect the smooth connection between Agilewing and the international Internet, or between Agilewing and specific networks, servers, or within Agilewing, Agilewing may decide to suspend or terminate the service.

7.3.4 Agilewing may terminate this Agreement by notifying You 30 days in advance through announcements on Agilewing’s Official Website, in-site notifications, and email notifications. At that time, Agilewing will refund the fees You have paid but not consumed to the bank account or other acceptable account designated by You.

7.4 If the service is terminated due to Your arrears, You shall still pay off the outstanding fees. Otherwise, Agilewing reserves the right to charge You a late payment fee at a rate of 0.05% of the unpaid amount per day.

8. Liability for Breach of Contract

8.1 Any party breaching this Agreement shall bear legal liability for breach of contract in accordance with the law.

8.2 If You are unable to normally use Agilewing’s services due to Agilewing’s reasons, Agilewing shall compensate You for the loss on an hourly basis, i.e., if the service cannot be normally provided for 1 consecutive hour, the service period will be extended by 1 hour (and so on). If You are unable to normally use the service for 72 consecutive hours due to Agilewing’s reasons, or if You suffer losses due to Agilewing’s hardware failures (excluding failures not caused by Agilewing’s fault), You may terminate the acceptance of the service and claim compensation for losses, except for reasons beyond Agilewing’s control.

8.3 Under no circumstances shall Agilewing be liable for any indirect, consequential, punitive, incidental, or special damages, including loss of profits suffered by You from using Agilewing’s services (even if You have been informed of the possibility of such losses).

9. Exemption Clause

9.1 Force Majeure

9.1.1 Force Majeure refers to unforeseeable, unavoidable, or insurmountable objective events, including but not limited to natural disasters such as floods, fires, explosions, lightning, earthquakes, storms, tsunamis, etc., and social events such as strikes, blockades, labor disputes, wars, riots, government bans, or regional states of emergency.

9.1.2 If the performance of this Agreement is fully or partially impossible or delayed due to Force Majeure, the party affected by Force Majeure shall be exempted from liability within the scope of the impact of Force Majeure. However, such party shall promptly notify the other party in writing of the occurrence of Force Majeure and provide valid proof after the occurrence of the above circumstances. The parties shall negotiate whether to terminate or modify this Agreement, and whether to exempt or partially exempt the party affected by Force Majeure from its obligations under this Agreement, based on the extent of the impact of Force Majeure on this Agreement.

9.1.3 The party suffering from Force Majeure shall take all necessary measures to reduce losses and resume the performance of this Agreement immediately after the event is eliminated, unless such performance is impossible or unnecessary.

9.2 Limitation of Liability

9.2.1 You confirm that the following circumstances causing the interruption of Agilewing’s services or other impacts do not constitute a breach of contract by Agilewing, and Agilewing shall not be liable for any losses:

9.2.1.1 The unavailability of Agilewing’s services caused by Your reasons such as failures of Your source site or Your own adjustments to platform settings;

9.2.1.2 The unavailability of Agilewing’s services caused by unreasonable configuration during debugging according to Your requirements;

9.2.1.3 You acknowledge that short-term service interruptions required for Agilewing or telecommunications departments to perform IDC configuration and network maintenance of Agilewing, or reduced access speed or interruptions to Your IDC caused by blockages on the Internet, are normal circumstances and do not constitute a breach of contract by Agilewing;

9.2.1.4 Given the particularity of computers and the Internet, You acknowledge that service interruptions or other service and security issues caused by hackers, viruses, technical adjustments by telecommunications departments, etc., do not constitute a breach of contract by Agilewing;

9.2.1.5 The unavailability of Agilewing’s services caused by Force Majeure.

9.2.2 If You violate national legal provisions, Agilewing has the right to suspend or terminate the provision of services to You at any time in accordance with the requirements of relevant national regulatory authorities, or the mandatory responsibilities specified in legally effective official letters, certificates, judicial documents, etc., issued by other third-party right holders. You agree that all consequences and responsibilities arising therefrom are unrelated to Agilewing. Agilewing shall not be liable for any losses caused to You thereby.

9.2.3 You confirm that during the provision of Agilewing’s services, Agilewing only performs authorized distribution, transmission, caching, parameter processing, etc., of data, and will not privately process the data content itself. If You engage in acts of infringement or violation of national laws, regulations, or public morality while using the services provided by Agilewing, You acknowledge that this is unrelated to Agilewing, and Agilewing shall not be liable for any losses thereby. Based on the technical characteristics of cloud acceleration, for the accelerated content automatically obtained by Agilewing from Your source site or actively pushed by You, You shall take backup measures yourself, i.e., You shall properly back up the original data. Agilewing shall not be liable for the loss of the original data of Your source site.

9.2.4 In performing this Agreement, each party shall only be liable to the other party and shall not be liable to or perform obligations to third parties outside both parties. Agilewing shall not be liable for losses caused to You by the acts or inactions of third parties, nor shall it be liable for losses of third parties indirectly receiving Agilewing’s services through You.

9.3 This exemption clause shall remain valid after the termination of this Agreement.

10. Governing Law and Dispute Resolution

10.1 The conclusion, validity, interpretation, performance, and dispute resolution of this Agreement shall all be governed by the laws and regulations of the People’s Republic of China, the provisions of telecommunications regulatory authorities, and the norms of the computer industry.

10.2 Any dispute arising during the performance of this Agreement shall be resolved through friendly negotiation between both parties. If negotiation fails, either party may directly file a lawsuit with the People’s Court of Pudong New Area, Shanghai.

11. Supplementary Provisions

11.1 The attachments to this Agreement (if any), the service descriptions, price descriptions on the relevant pages of Agilewing’s Official Website, and the order pages confirmed by You are integral parts of this Agreement and have the same legal effect as this Agreement. If there is any inconsistency between the aforementioned agreements and this Agreement, the attachments to this Agreement (if any), the service descriptions, price descriptions on the relevant pages of Agilewing’s Official Website, and the order pages confirmed by You shall prevail. If there is any inconsistency between the attachments to this Agreement (if any), the service descriptions, price descriptions on the relevant pages of Agilewing’s Official Website, and the order pages confirmed by You, the one with the later effective date shall prevail.

11.2 Terms of this Agreement that by their nature or otherwise should survive the termination of this Agreement shall be deemed “surviving terms”, including but not limited to the confidentiality, intellectual property rights, governing law, and dispute resolution clauses.