Version Update Date: May 31, 2025
Effective Date: January 1, 2024
Terms of Notice#
Welcome to jointly sign this "Chuqiyun Product Service Agreement" (hereinafter referred to as "this Agreement") with Chuqiyun under Yunshang Jizhi and use Chuqiyun services!
The index keywords listed before the terms in the Agreement are only for helping you understand the main points expressed in those terms and do not affect or limit the meaning or interpretation of the terms of this Agreement. To protect your rights, it is recommended that you read the specific expressions of each term carefully.
【Cautious Reading】Before agreeing to this Agreement, you should read it carefully. Please make sure to read and fully understand the content of each term, especially those that exempt or limit liability, legal applicability, and dispute resolution terms, which will be marked in bold underline for your attention. If you have any questions about the Agreement, you can consult customer service and relevant business departments.
【Signing Action】When you read and click to agree to this Agreement or choose to accept this Agreement in other ways, it indicates that you have fully read, understood, and accepted all the contents of this Agreement and reached an agreement with Chuqiyun. This Agreement is established from the date you confirm by clicking on the web page or choose to accept this Agreement in other ways. If you do not agree with this Agreement or any of its terms during the reading process, please do not proceed with the signing action.
General Service Terms
1. Signing Parties and Scope of Agreement#
This service agreement is the service agreement signed between you and Chuqiyun under Yunshang Jizhi regarding your use of Chuqiyun services and subsequent amendments or supplementary regulations released.
2. Service Content#
In this clause, "service" refers to the services displayed on the Chuqiyun chuqiyun.com website and client (hereinafter referred to individually or collectively as "Chuqiyun website") that you apply to order and that Chuqiyun agrees to provide to you.
3. Service Fees#
3.1. The service fees will be listed on your ordering page, and you can choose the specific service type and pay the listed price. You can choose to pay in advance or after the service. Please note that the prices in the shopping cart/customer manager report are all pre-tax.
3.2. Prepaid:
3.2.1. Chuqiyun will only start providing services to you after you have made the payment. If you do not pay immediately after placing the order, the order will be reserved for you for 3 days. If you still do not pay after 3 days or if Chuqiyun services are sold out within those 3 days, the order will become invalid, and the agreement reached between you and Chuqiyun regarding the service will also become invalid.
3.2.2. If both parties wish to continue cooperation after the service period expires, you must pay the renewal fee at least 3 days before the service period expires to continue the service.
3.2.3. Any discounted models during promotional periods, and regular products marked as discounted, do not support refunds unless there is a product defect.
3.2.4. When Chuqiyun's product operating costs are significantly affected, Chuqiyun may negotiate with you to change fees or migrate service areas.
3.3. Postpaid: You can use postpaid services first. Please refer to the page displayed on the Chuqiyun website for specific billing rules, which will be based on the billing model and standards published at that time for postpaid services.
3.4. Chuqiyun will regularly or irregularly launch promotional activities or policies (collectively referred to as "promotional activities"), such as: one-time purchases reaching a certain duration or service volume, offering certain service content for free, extending service periods, providing direct discounts, issuing free vouchers, special prices/discounts for Double Eleven products, referral code discounts, etc. You understand and confirm:
3.4.1. You fully understand that all free service items or promotional activities in Chuqiyun's pricing system are one-time special offers beyond the normal service price, and the free service items or promotional activities cannot be discounted or offset against the service price.
3.4.2. Since some promotional activities or policies are based on your commitment to service duration or service volume, if you unreasonably cancel the corresponding service, Chuqiyun has the right to restore the original price billing, charge a penalty, or charge a cancellation/refund handling fee, or recover the equivalent amount of any used free vouchers, in one or more ways as specified on the corresponding official website display page or in the corresponding order.
3.4.3. Unless there are explicit agreements for the products/services you ordered, or you have other explicit agreements with Chuqiyun in writing, multiple discounts cannot be stacked simultaneously.
3.4.4. For the promotional activities or policies enjoyed for the products/services you ordered, you have a confidentiality obligation; once it is found that you have failed to comply with this confidentiality obligation, Chuqiyun has the right to cancel such discounts and decide whether to suspend or terminate the service.
3.4.5. You understand that Chuqiyun may reclaim and refund products that were mistakenly purchased due to setting errors or abnormal permission groups.
3.5. You understand and agree that Chuqiyun may provide you with free products/services through invitation testing, public testing, etc., or provide free products/services within a certain usage limit. During the free period or within the free quota, you do not need to pay for the products/services; Chuqiyun does not rule out the possibility of charging fees in the future, and at that time, Chuqiyun will announce the charging policy and regulations 10 natural days in advance through appropriate pages on the website or by sending in-site notifications; if you continue to use the corresponding products/services after the charging period begins, you should pay for the subsequent use of the products/services according to the effective charging policy at that time.
3.6. You agree that we have the right to adjust the prices of paid services and will notify you in a reasonable manner 30 days in advance. After the new price takes effect, you need to accept the newly adjusted price to continue purchasing related services; services purchased before the price adjustment will not be affected. If you do not accept the adjusted price, you can stop purchasing related services.
3.6. Please use the payment methods we support for payment. The payer should match the name registered or verified on the Chuqiyun official website. If there are financial compliance risks due to inconsistencies between the payer and the verified entity, you will bear the relevant consequences.
3.7. You are aware and understand that we may settle accounts and send you bills based on the agreements with you and the services you purchased. Unless otherwise agreed, if you have objections to the bill, you should raise them within 5 working days after receiving the bill; if you do not raise them within the time limit, it will be deemed that you have no objections to the bill. If you raise objections to the bill within the aforementioned time, the parties will resolve them through friendly negotiation; during the negotiation period, you should first pay the undisputed portion; if the negotiation fails and you do not provide sufficient evidence to support your claim, the data from Chuqiyun's system will prevail.
3.10. For your convenience, you can set some services to "automatic renewal." Automatic renewal means that when the Chuqiyun service you purchased expires, if the available balance in your Chuqiyun account is sufficient, the system will automatically deduct the fee for the next renewal period from your account. Unless otherwise explicitly agreed, the price for automatic renewal will be the price at the time the system executes the deduction. (If applicable)
3.11. Refund-related:
3.11.1. You understand that due to the relevant costs of payment channels, we will charge a 5% handling fee after negotiating a refund and during withdrawal.
3.11.2. After the customer manager's review is completed, the refund will be submitted to finance, and we will complete the refund within 5 minutes, or at most 3 working days.
3.12. Service Suspension Due to Non-Payment
3.12.1. You should pay the fees to Chuqiyun in a timely and sufficient manner. If you have outstanding payments, Chuqiyun may issue reasonable reminders or notices to you.
3.12.2. Chuqiyun reserves the right not to provide services and/or technical support to you until you have paid all fees as agreed, or to terminate services and/or technical support. If Chuqiyun terminates services and/or technical support for this reason, it will issue necessary notifications to you. At the same time, Chuqiyun reserves the right to require you to bear a penalty of 0.05% per day for your outstanding payments and to pursue other legal responsibilities.
3.12.3. If you fail to pay the fees under this Agreement on time, and Chuqiyun and/or its affiliates have outstanding debts to you, Chuqiyun and/or its affiliates will have the right to suspend payment of that outstanding debt and, after notifying you in writing, directly offset the aforementioned outstanding debt against the fees payable by you under this Agreement. You will still be responsible for the unpaid portion.
3.12.4. If you have multiple Chuqiyun accounts, each Chuqiyun account is billed independently. You understand that if any of your accounts have outstanding payments, although Chuqiyun may provide you with convenience that does not affect the services of accounts that are not in arrears, Chuqiyun always reserves the right to consolidate the fees of all your Chuqiyun accounts. Chuqiyun has the right to use the prepaid funds in your account that have not been consumed to offset the outstanding payments of your other Chuqiyun accounts and your other payable fees, and if the funds in all your Chuqiyun accounts are insufficient to offset your outstanding payments and other payable fees, services will be refused and terminated for all your Chuqiyun accounts.
3.12.5. When you have outstanding payments that lead to Chuqiyun terminating services and/or technical support, unless explicitly stipulated by laws and regulations, required by competent authorities, or otherwise agreed by both parties, Chuqiyun will only continue to store your user business data (if any) for a certain buffer period (as specified in the exclusive terms, product documentation, service descriptions, etc. applicable to the services you ordered). Upon expiration of the buffer period, Chuqiyun will delete all user business data, including all cached or backed-up copies, and will no longer retain any of your user business data.
3.12.6. Once user business data is deleted, it cannot be restored; you shall bear the consequences and responsibilities arising from the deletion of data, and you understand and agree that Chuqiyun has no obligation to continue to retain, export, or return user business data.
4. Your Rights and Obligations#
4.1. After successfully ordering services, you have the right to request Chuqiyun to provide services to you in accordance with this service agreement and the service descriptions, technical specifications, etc. displayed on the relevant pages of the Chuqiyun website.
4.2. After ordering Chuqiyun services, you can enjoy free after-sales service. In addition, Chuqiyun also provides other paid technical services.
4.3. You should pay the corresponding service fees according to the prompts on Chuqiyun's website pages and the provisions of this service agreement.
4.4. The use of Chuqiyun services should comply with Chuqiyun's "Service Use Rules" and this service agreement.
4.5. You understand and agree to the "Chuqiyun Service Level SLA Agreement."
4.6. You are responsible for the integrity and confidentiality of the data you store on the Chuqiyun cloud platform, as well as the passwords and access credentials for entering and managing various products and services on the Chuqiyun cloud platform. Any losses and consequences arising from improper maintenance or confidentiality leading to the loss or leakage of the aforementioned data, passwords, and access credentials shall be borne by you.
4.6. You must retain access logs of your website in accordance with the provisions of the "Cybersecurity Law," "Internet Information Service Management Measures," and other laws and regulations, including the content of published information and its publication time, internet address (IP), domain name, etc., and cooperate with relevant national authorities when required to provide them. You will bear the corresponding legal responsibilities for failing to retain relevant records as required.
4.7. For data security, you are responsible for backing up your data. Chuqiyun's products or services may provide you with data backup functions or tools, and you are responsible for operating them to complete the backup.
4.10. You are responsible for the source and content of your user business data, and Chuqiyun advises you to carefully assess the legality of the source and content of the data. You will bear the corresponding consequences and responsibilities arising from your user business data content violating laws, regulations, or national policies.
4.6. You must ensure: (1) the legality of processing user business data (including but not limited to: acquiring, using, processing, and transmitting, collectively referred to as "processing"), and (2) that you have obtained legal, valid, sufficient, and necessary authorization when processing user business data, and have not infringed upon any third party's legitimate rights and interests. You should conduct necessary reviews of whether the user business data and your processing of user business data comply with the provisions of laws, regulations, departmental rules, and national policies, and you will bear all responsibilities arising therefrom. You confirm and agree that Chuqiyun will not bear any responsibility for violations of the above agreements regarding user business data or your processing of user business data.
4.7. You understand and agree that state secrets of the People's Republic of China are protected by law, and you have the obligation to keep state secrets of the People's Republic of China confidential; you must comply with the requirements of relevant confidentiality laws and regulations when using Chuqiyun services and must not jeopardize the security of state secrets of the People's Republic of China.
4.10. You should also carefully read and comply with the relevant service descriptions, technical specifications, usage processes, operation documents, etc. displayed on Chuqiyun's website (collectively referred to as "Operation Guidelines") and operate according to the relevant operation guidelines. You will bear the consequences arising from violations of the relevant operation guidelines; at the same time, Chuqiyun solemnly reminds you to be cautious and aware of risks when operating.
4.13. All free products within Chuqiyun are provided by the Yunshang Jizhi team, and during the usage period, if there is abuse or violation, Chuqiyun may reclaim your product without notice.
4.15. You understand and acknowledge that during participation in Chuqiyun's internal testing activities, any materials sent to you by Chuqiyun officials or staff are confidential content of Chuqiyun and are important assets of our team. Before public testing or notification of decryption, no other person may use it in any form (including but not limited to leaking, copying, or distributing all or part of it). If it is inadvertently leaked, please promptly report to the official to mitigate losses.
4.15. You have the right to apply for account cancellation and deletion of your Chuqiyun account information in accordance with the account cancellation rules. After approval, your account will be locked for six months, and the system will automatically delete your user information at that time. If you log in again during this period, the cancellation will be canceled.
4.16.1. The account cancellation rules are as follows:
- No outstanding debts, credit account statements.
- All products have expired or been deleted.
- The account is not a violation of the banned account.
- No disputes with Chuqiyun at the time of application.
- More provisions in the Chuqiyun user agreement.
4.15. When using Chuqiyun services, you must comply with all applicable laws, regulations, policies, and standards. If the activities you conduct using the products/services provided by Chuqiyun require permission or approval from relevant national departments, you must obtain such permission or approval in a timely manner.
4.16. The Chuqiyun products/services you purchase are generally limited to your personal use. If you, with Chuqiyun's consent or approval, purchase Chuqiyun products/services for a third party through your Chuqiyun account, or allow the products/services purchased under the aforementioned account to be used by a third party, you are obliged to inform and require the third party to comply with all the contents of this Agreement, which will be binding on the third party; at the same time, you shall bear joint liability for all actions and consequences of the third party, even if Chuqiyun is aware that the third party is the actual actor of the relevant actions.
5.2. Chuqiyun's Rights and Obligations#
5.2.1. Chuqiyun shall provide services as agreed.
5.2.2. Chuqiyun is only responsible for the underlying parts below the operating system and the operation and maintenance of the software provided by Chuqiyun, namely the relevant technical architecture of the service and the operating system provided by Chuqiyun. The parts above the operating system (such as applications installed on the system) are your responsibility. In addition, upgrading the operating system on your own may cause downtime and other adverse effects, so please be aware of the risks and operate cautiously.
5.2.3. You understand that Chuqiyun cannot guarantee that the services it provides are flawless (for example, Chuqiyun's security products cannot guarantee the absolute security of your hardware or software), but Chuqiyun promises to continuously improve service quality and service level. Therefore, you agree that even if there are flaws in the services provided by Chuqiyun, such flaws are unavoidable given the current industry technology level and will not be considered a breach of contract by Chuqiyun. You agree to cooperate with Chuqiyun to resolve the aforementioned flaws.
5.2.4. You understand and acknowledge that Chuqiyun may, when necessary, migrate or modify the underlying physical devices where your products/services are located. If such migration or modification may cause business interruption or require your cooperation, Chuqiyun will notify you in advance. Since such operations may require modifying the DNS of your relevant domain names or making other configuration adjustments, you need to modify the DNS to the IP designated by Chuqiyun or make other configuration adjustments within the time required by Chuqiyun after receiving the notification; otherwise, you will bear the corresponding consequences if your business becomes inaccessible or other issues arise as a result.
5.2.5. Some of Chuqiyun's services may have account authorization management functions, which means you can authorize all or part of your operational permissions for the service to one or more designated authorized accounts. In this case, all operational behaviors conducted under any authorized account will be regarded as actions taken by you through your own account, and you will bear the corresponding responsibilities and service fees arising therefrom.
5.2.6. You understand and acknowledge that Chuqiyun will provide you with security protection based on certain services (such as "Cloud Shield Security Service") and related management and monitoring functions and services (such as "Cloud Monitoring"). Although Chuqiyun has conducted detailed testing on these services, it cannot guarantee complete compatibility with all software and hardware systems, nor can it guarantee the complete accuracy of its software and services. If there are incompatibilities or software errors, you should immediately close or stop using the relevant functions and contact Chuqiyun in a timely manner to obtain technical support.
5.2.5. You understand and agree that during the public testing, invitation testing, and other free trial periods or within the free service quota, although Chuqiyun will provide support for the availability and reliability of the services, it will not make any commitments regarding the availability and reliability of any services, and Chuqiyun will not be liable for any work or results arising from your use or inability to use Chuqiyun services. Chuqiyun reserves the possibility of charging fees for such free services in the future, and will notify you separately before charging service fees.
5.2.6. You understand and acknowledge that during the delivery and operation of cloud products and services, Chuqiyun has the right to use the derived cloud service data that it must master to fulfill contractual or legal requirements, including but not limited to log records (including service instance exception log data), number of authorized users and their identities, configuration data, measurement and fee information, system metadata of service instances, and statistical indicator data, service consultation information, etc., for the purposes of ensuring network and data security, providing technical support, completing statistical settlements, and improving product operation strategies.
6. Third-Party Software/Components#
6.1. The product services under this Agreement may contain third-party components, which have separate legal statements or terms that can be found in the notifications provided with the product. If the terms of this Agreement conflict with the terms of the separate license agreement for that component, the terms of the third-party component's license agreement will only apply to the extent necessary to resolve the conflict. Third-party components are typically listed in the product documentation, and their copyrights are held by the copyright holders specified in their corresponding agreements.
6.2. Nothing in Section 6 of this Agreement shall be construed as granting you the right to access, use, or obtain any source code used to compile or interpret this product or any part thereof through decompilation, reverse engineering, or otherwise.
6.3. You shall not use or deploy the product services in any manner that may cause the product services or any part thereof to be subject to open-source software license agreements. For example, as a condition of use, modification, and/or distribution, the license agreement requires that the product services or any part thereof must: (i) be disclosed or distributed in source code form; (ii) be licensed for the purpose of creating derivative works; or (iii) allow free redistribution.
6.4. The product services under this Agreement may come with independent third-party software. These third-party software are not necessary for using the product services under this Agreement but are provided for your convenience and are subject to their own accompanying license terms. If you do not agree to comply with the applicable license terms of the third-party software, you may not be able to install or use them. Chuqiyun makes no guarantees regarding the legality, security, or accuracy of third-party software and shall not be liable for any damages arising therefrom.
7. User Data#
7.1. User Account Data
To use Chuqiyun's products and services, you must register a Chuqiyun account and complete real-name verification. You understand and acknowledge that the collection and use of Chuqiyun account data shall comply with the relevant provisions of the "Chuqiyun User Agreement."
7.2. User Business Data
7.2.1. Chuqiyun understands and acknowledges that the data you process, store, upload, download, distribute, and otherwise handle through the services provided by Chuqiyun are your user business data, and you fully own your user business data.
7.2.2. Regarding user business data, Chuqiyun will not use or disclose any unauthorized information except to fulfill your service requirements; however, the following circumstances are excluded:
(1) When national authorities inquire or review user business data in accordance with the law, Chuqiyun has the obligation to cooperate and disclose in accordance with relevant laws, regulations, or policy documents;
(2) You and Chuqiyun have reached a separate agreement.
7.2.3. You can delete, change, and perform other operations on your user business data. If you release services or delete data, Chuqiyun will delete your data and will not retain such data according to your instructions. You should operate cautiously regarding data deletion, changes, and other operations.
7.2.4. When the service period expires, the service is terminated early (including early termination by mutual agreement, or other reasons leading to early termination, etc.), or if you have outstanding payments as described in Section 5 of this Agreement, unless explicitly stipulated by laws and regulations, required by competent authorities, or otherwise agreed by both parties, Chuqiyun will only continue to store your user business data (if any) for a certain buffer period (as specified in the exclusive terms, product documentation, service descriptions, etc. applicable to the services you ordered). Upon expiration of the buffer period, Chuqiyun will delete all user business data, including all cached or backed-up copies, and will no longer retain any of your user business data. Once user business data is deleted, it cannot be restored; you shall bear the consequences and responsibilities arising from the deletion of data, and you understand and agree that Chuqiyun has no obligation to continue to retain, export, or return user business data.
7.2.5. By mutual agreement with you, Chuqiyun stores user business data in the data center you select. Chuqiyun adheres to its security commitments to users and protects the data stored in Chuqiyun's data centers in accordance with applicable laws.
7.2.6. If you choose to store and process business data in data centers outside the People's Republic of China for your own business purposes, it may result in your user business data being transferred abroad. As the complete controller of user business data, you must fulfill the corresponding compliance obligations for data transfer abroad, including but not limited to completing data export declarations and signing agreements with foreign data recipients.
8. Network and Data Security#
8.1. You need to seriously implement the relevant management regulations for network security, data security, and privacy protection in accordance with national laws, administrative regulations, administrative rules, and regulatory directives. The network systems and applications managed by you based on Chuqiyun account permissions, as well as those built using the cloud services you purchased, are managed and operated by you. Chuqiyun is only responsible for the underlying parts below the operating system (such as infrastructure and physical devices) and the operation and maintenance of the software provided by Chuqiyun, namely the relevant technical architecture of the service and the operating system provided by Chuqiyun. The parts above the operating system (such as applications installed on the system) are your responsibility. In addition, upgrading the operating system on your own may cause downtime and other adverse effects, so please be aware of the risks and operate cautiously. You understand and agree that you need to choose, configure, and use the cloud products you purchased based on the security requirements of the data and business systems you process. Chuqiyun provides you with a range of services and capabilities, and you can achieve varying degrees of control through Chuqiyun's configuration mechanisms.
8.2. For network and data security risks (including but not limited to system vulnerabilities, computer viruses, network attacks, network intrusions, data leaks, etc.), you should formulate your own cloud security policies and ensure that the configuration of cloud products complies with security policies to prevent, monitor, and handle the aforementioned risks. Chuqiyun may notify you of such risks based on the information it possesses or regulatory directives through the notification methods stipulated in this Agreement, and you should take timely action.
8.3. You need to review the product and service documentation provided by Chuqiyun to understand customizable configurations and make configuration choices that meet your data and business system security and compliance requirements. At the same time, you can purchase security products and services provided by Chuqiyun as needed for your business. You understand and confirm that using security services is a necessary measure to enhance the security of computer information systems and devices. Chuqiyun will provide security protection services according to the relevant agreements and rules of the security products you purchase, but you still need to assess whether the security protection services meet your data and business system security and compliance requirements based on the usage of the products.
9. Intellectual Property#
9.1. Any materials, technologies, technical support, software, services, etc. provided by one party under this Agreement shall belong to the providing party or its legitimate rights holder; unless expressly agreed by the provider or legitimate rights holder, the other party shall not copy, disseminate, transfer, license, or provide others with the aforementioned intellectual achievements, otherwise, the party shall bear corresponding responsibilities.
9.2. You shall ensure that the materials submitted to Chuqiyun, the use of Chuqiyun services, and the results generated from using Chuqiyun services do not infringe upon any third party's legitimate rights and interests. Chuqiyun guarantees that the services provided to you do not infringe upon any third party's legitimate rights and interests.
9.3. We respect intellectual property rights, and unless we have obtained your consent or otherwise stipulated in this Agreement, Chuqiyun will not use, modify, copy, publicly disseminate, alter, distribute, issue, or publicly publish the results of your intellectual property without authorization.
9.4. Unless otherwise stated, the intellectual property rights of the Chuqiyun website logo, "Chuqiyun," "cqcloud," and other text, graphics, and their combinations, as well as other identifiers, badges, names of Chuqiyun services, technical documents, etc., are owned by Chuqiyun and its affiliates. "Intellectual Property" includes all rights, ownership, and interests defined in laws such as patent law, copyright law, trademark law, and anti-unfair competition law, as well as any and all applications, updates, extensions, and restorations thereof.
9.5. You shall not attack the Chuqiyun official website, nor modify, adapt, translate the software, technology, materials, etc. used for cloud services, nor obtain the source code involved in cloud services through reverse engineering, decompilation, disassembly, or other similar actions; otherwise, you will be responsible for all legal consequences arising therefrom, and Chuqiyun has the right to pursue your legal responsibilities according to law.
9.6. You shall respect the intellectual property and other legitimate rights/interests of Chuqiyun and third parties, and ensure that in the event of illegal incidents infringing upon the aforementioned rights, you protect Chuqiyun and its employees, shareholders, partners, etc. from being affected or suffering losses due to such incidents. Chuqiyun reserves the right to terminate services to you and not refund any payments if you infringe upon Chuqiyun's and/or other third parties' legitimate rights/interests.
9.7. If a third party institution or individual questions or complains about the ownership of the intellectual property related to the materials involved in your use of Chuqiyun services, or questions or complains about the ownership of the intellectual property of the Chuqiyun services you use, both you and Chuqiyun are responsible for providing relevant intellectual property proof materials and cooperating with the other party's relevant complaint handling work. The breaching party shall be responsible for resolving any claims, lawsuits, or potential lawsuits arising therefrom, bearing the costs and losses, and indemnifying the other party.
10. Confidentiality Clause#
10.1. The term "Confidential Information" in these service terms refers to any business secrets (including financial secrets), technical secrets, operational know-how, and other information and materials that should be kept confidential (including product materials, product plans, prices, financial and marketing plans, business strategies, customer information, customer data, research and development, software, hardware, API application data interfaces, technical specifications, designs, special formulas, special algorithms, etc.) obtained, learned, or generated by one party (hereinafter referred to as "Receiving Party") from the other party (hereinafter referred to as "Disclosing Party") during the performance of this Agreement, regardless of the form or medium in which the information and materials are presented, and regardless of whether the Disclosing Party indicates their confidentiality at the time of disclosure.
10.2. Both parties shall take appropriate measures to properly safeguard the confidential information provided by the other party, with a level of prudence no less than that used to protect their own confidential information. Both parties may only use the confidential information for purposes related to this Agreement.
10.3. Both parties guarantee that the confidential information may only be known to the responsible persons and employees engaged in that business within each party, and strictly limit the employees who have access to the aforementioned confidential information to comply with the confidentiality obligations of this clause.
10.4. The above restrictions do not apply to the following situations:
(1) At the time of signing this Agreement or before, the confidential information was legally owned by the Receiving Party;
(2) The confidential information was public or could be obtained from the public domain at the time it was notified to the Receiving Party;
(3) The confidential information was obtained by the Receiving Party from a third party with no confidentiality or non-disclosure obligations;
(4) The confidential information has been made public or can be obtained from the public domain without violating the obligations stipulated in this Agreement;
(5) The confidential information was independently developed by the Receiving Party or its affiliates or subsidiaries and was not derived from information obtained from the Disclosing Party or its affiliates or subsidiaries;
(6) The Receiving Party is required to disclose confidential information by a court or other legal or administrative authority (through oral inquiries, requests for materials or documents, subpoenas, civil or criminal investigations, or other procedures);
(5) The Receiving Party discloses information to apply for certain business qualifications, obtain certain certifications, or comply with national or industry standards/certifications, which requires submitting materials or explanations to the aforementioned institutions based on the situation of the other party. In such cases, the Receiving Party shall adhere to the principle of minimum necessary disclosure and require the institutions that obtain the confidential information to keep it confidential at a standard not lower than that of this Agreement.
10.5. Both you and Chuqiyun shall make every effort to protect the aforementioned confidential information from being disclosed. Once a disclosure incident of the confidential information is discovered, both parties shall cooperate to take all reasonable measures to avoid or mitigate the resulting damages. If losses are caused to the other party as a result, compensation shall be made for the direct economic losses incurred.
11. Breach of Contract Liability#
11.1. If you violate any content of this Agreement, or if Chuqiyun believes that your usage behavior is abnormal based on its judgment, Chuqiyun has the right to take one or more of the following measures independently based on the circumstances:
(1) Restrict or suspend the use of services;
(2) Terminate the provision of services and terminate this Agreement;
(3) Pursue your legal responsibilities;
(4) Other measures deemed appropriate by Chuqiyun.
Any losses incurred by users due to Chuqiyun's suspension of services or termination of services based on the aforementioned provisions shall be borne by you.
11.2. If you violate relevant laws and regulations or the provisions of this Agreement and related rules, causing Chuqiyun to suffer any losses, receive claims from other users, or be penalized by any administrative authority, you shall fully compensate Chuqiyun, other users, or relevant third parties for their actual losses, including reasonable litigation fees, preservation fees, attorney fees, travel expenses, and other rights protection costs.
11.3. You understand and agree that, given the nature of computers and the internet, the following situations do not constitute a breach of contract by Chuqiyun:
(1) Chuqiyun needs to temporarily interrupt services during system and server configuration, maintenance, and upgrades;
(2) Your website's access speed decreases due to congestion on the Internet.
11.4. If you are unable to use the services normally for a continuous period of 52 hours due to reasons attributable to Chuqiyun, you may terminate the acceptance of services, except for reasons beyond Chuqiyun's control.
11.5. If the unavailability of products/services is caused by Chuqiyun's fault, Chuqiyun will compensate you according to the provisions of the corresponding "Service Level Agreement (SLA)" for the relevant products/services.
11.6. Under no circumstances shall Chuqiyun be liable for any indirect, consequential, punitive, incidental, or special damages, including loss of profits suffered by you as a result of using Chuqiyun services (even if you have been informed of the possibility of such losses). To the extent permitted by law, Chuqiyun's liability for damages under this Agreement shall not exceed the total service fees paid for the service in the 12 months prior to the occurrence of the breach event.
12. Export Control#
Both parties commit to complying with the export control and sanctions laws and regulations of the People's Republic of China while also adhering to other applicable export control and sanctions laws and regulations applicable to this contract. You agree not to use the products or services provided by Chuqiyun for purposes prohibited by applicable export control and sanctions laws and regulations. Without the permission of the relevant competent authority, you and other individuals or entities authorized to use Chuqiyun products or services shall not provide controlled products, technologies, software, or services to destinations, entities, or individuals prohibited by applicable export control and sanctions laws and regulations through Chuqiyun products or services.
13. Supplementary Provisions#
13.1. Notifications
13.1.1. When using Chuqiyun services, you should provide Chuqiyun with valid contact information, including your email address, phone number, contact address, etc.; if you are not a natural person, you should provide Chuqiyun with the contact information of the personnel managing your Chuqiyun account and various cloud services on the cloud platform. If there are changes to the contact information, you are obliged to update the relevant information in a timely manner and maintain a state of being contactable. The Chuqiyun account (including sub-accounts) that receives in-site messages and system notifications also serves as your valid contact information.
13.1.2. Chuqiyun will deliver various notifications to you through one or more of the aforementioned contact methods, and such notifications may significantly affect your rights and obligations, so please pay attention to them in a timely manner.
13.1.3. Notifications sent by Chuqiyun to you through the aforementioned contact methods, including written notifications sent electronically, announcements, SMS sent to the phone number provided, emails sent to the email address provided, system messages sent to your account, and in-site messages, will be deemed delivered upon successful sending; written notifications sent in paper form will be deemed delivered on the fifth natural day after mailing to the provided contact address.
13.1.4. You shall ensure that the contact information provided is accurate and valid and update it in real-time. If legal documents cannot be delivered or are not delivered in a timely manner due to inaccurate contact information provided or failure to timely inform of changes to contact information, you will bear the legal consequences that may arise therefrom.
13.2. Force Majeure
13.2.1. If the performance of these service terms becomes impossible, unnecessary, or meaningless due to force majeure or other unforeseen events, the party suffering from force majeure or unforeseen events shall not bear responsibility.
13.2.2. Force majeure and unforeseen events refer to objective circumstances that cannot be foreseen by both parties and whose occurrence and consequences cannot be overcome or avoided, including but not limited to the following situations: (1) natural disasters such as floods, hail, tsunamis, typhoons, droughts, fires; (2) government actions such as policies, laws, regulations applicable to either party (including but not limited to all applicable laws regarding export control and sanctions) and new actions that cause significant adverse effects on the performance or continuation of this Agreement; (3) social abnormal phenomena such as epidemics, riots, wars, strikes, but not including internal labor disputes. Given the special nature of the products, the following and similar situations are considered force majeure: interruptions in telecom backbone lines, hacker attacks, viruses, network congestion, technical adjustments by telecom departments, etc.
13.2.3. After encountering force majeure, the affected party shall take appropriate measures to reduce or eliminate the impact of the force majeure and shall, as soon as possible, resume the obligations affected by the force majeure. At the same time, the affected party shall immediately notify the other party and provide necessary and reasonable proof documents within 15 days after the occurrence of the force majeure, explaining the reasons for failing to perform or delaying the performance of all or part of the obligations.
13.2.4. If force majeure causes the affected party to be unable to perform all or part of its obligations under this Agreement for more than 60 days, both parties shall negotiate to determine the conditions for continuing to perform this Agreement or to terminate this Agreement. If the parties cannot reach a consensus on the conditions for continuing to perform this Agreement within 30 days after the negotiation begins, either party may immediately issue a termination notice to the other party.
13.3. Applicable Law and Dispute Resolution
13.3.1. The signing location of this Agreement is Nanshan District, Shenzhen City, Guangdong Province, People's Republic of China.
13.3.2. The establishment, effectiveness, interpretation, revision, supplementation, termination, execution, and dispute resolution of this Agreement shall be governed by the laws of the mainland of the People's Republic of China (excluding conflict of laws).
13.3.3. Disputes arising from your use of Chuqiyun services and related to Chuqiyun services shall be resolved through negotiation between Chuqiyun and you. If negotiation fails, either party may file a lawsuit with the People's Court of Nanshan District, Shenzhen City.
13.4. Others
13.4.1. The attachments to this Agreement, as well as the service descriptions, price descriptions, and ordering pages (including product-specific terms, operation documents, etc.) that you confirm and agree to on the relevant pages of the Chuqiyun website, are an inseparable part of this Agreement. In case of inconsistencies, the order of applicability shall be (1) service descriptions, price descriptions, and other ordering pages, (2) specific terms and attachments, (3) general terms of this Agreement.
13.4.2. You understand and agree that Chuqiyun has the right to adjust the terms of this Agreement and various business rules. We may notify you in advance by publishing the modified version on the Chuqiyun official website or through other means when you log into your Chuqiyun account. Unless there are mandatory provisions otherwise stipulated by laws and regulations or regulatory requirements, the modified agreement and rules shall automatically take effect upon notification or publication or on the specified date of publication, subject to the content of the announcement. If you do not agree with the modifications made by Chuqiyun, you have the right to stop using the services provided by Chuqiyun. In such cases, you should notify Chuqiyun to terminate the service and be responsible for migrating business data out, and Chuqiyun will promptly settle service fees with you (if any). If you continue to use Chuqiyun services, it will be deemed that you accept the relevant modifications made by Chuqiyun.
13.4.3. Due to company mergers, divisions, operational adjustments, and other reasons, Chuqiyun has the right to transfer part or all of the rights and obligations under this Agreement to Chuqiyun's affiliated companies or other designated third parties, and Chuqiyun shall notify you in advance and make every effort to ensure that there is no adverse impact on the services you use. If you have objections to this, you may raise them to Chuqiyun within 30 days of receiving the notice.
13.4.4. Chuqiyun has the right to transfer all or part of the rights and obligations of this Agreement to Chuqiyun's affiliated companies with prior notice. Without our prior written consent, you shall not transfer or otherwise assign all or part of this Agreement to any third party, including your affiliated companies.
13.4.5. Chuqiyun's waiver of rights stipulated in this Agreement during your negligence or breach shall not be deemed as a waiver of its rights for your other or subsequent similar negligence or breach.
13.4.6. If any provision of this Agreement is deemed to be void, invalid, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions of this Agreement.
13.4.5. The intellectual property provisions, confidentiality provisions, applicable law, and dispute resolution provisions under this Agreement shall not become invalid due to the termination of this Agreement.
13.4.6. The index keywords listed before the terms in the Agreement are only for helping you understand the main points expressed in those terms and do not affect or limit the meaning or interpretation of the terms of this Agreement. To protect your rights, it is recommended that you read the specific expressions of each term carefully.
13.4.7. 【Contact Us】If you have any questions about this Agreement, please contact us through support and services.
13.4.10. Considering the services provided by Chuqiyun to you, you authorize Chuqiyun to use your name, trademark, and other commercial identifiers, as well as the projects of this Agreement as successful cases in information display, marketing promotion, and business opportunity negotiations, but Chuqiyun shall not violate the provisions of this Agreement regarding intellectual property and confidentiality.
13.4.11. Both parties commit to complying with the anti-bribery and anti-corruption laws, regulations, and relevant international conventions applicable in any country or region to this Agreement. Any form of bribery and corruption is expressly prohibited. Each party commits that in order to achieve and/or perform this Agreement, neither it nor its affiliates' directors, managers, employees, agents, or consultants have ever and will not, in any improper manner, directly or indirectly provide cash, valuable items, services, or engage in other actions that violate anti-bribery and anti-corruption laws to any government officials, the counterparty to this Agreement, or any relevant third parties and their affiliates' directors, managers, employees, agents, or consultants.
13.4.12. Both parties are independent contracting parties. This Agreement does not establish a partnership, joint venture, agency, or employment relationship between the parties.
13.4.13. Unless otherwise specified, all "days" and "days" in the main text and its attachments of this Agreement refer to natural days.