End User License Agreement
Last Updated:
November 03, 2023
To use Sangfor Products and related services, you should carefully
read and fully understand all terms of this Agreement, especially
those terms exempting or limiting the liability of Sangfor, terms
limiting your rights, and terms on dispute resolution and
jurisdiction, as well as targeted or specific agreements or rules. The limitation or exemption of liability
terms or other terms involving your major rights and interests will be
highlighted in bold or underlined for your attention.
The terms of this Agreement shall be applicable to all Users unless otherwise stated. If you obtained the Product from a
source within the People's Republic of China (hereinafter
referred to as China, and for the purposes of this Agreement, excluding Hong Kong, Macao,
and Taiwan Region, the same below), you are using the domestic version of the aTrust APP, and you, as a
Domestic
User, shall also be subject to the special terms and conditions of this
Agreement for Domestic Users; if you obtained the Product from a source outside of China, you
are using the offshore version of the aTrust APP, and you, as an Offshore User, shall also be subject to the special terms and conditions for Offshore Users. If you have any questions about the source or version of the Product, please contact the relevant responsible personnel of the Customer
for confirmation.
Please do not use the current Product, unless you have fully read,
understood, and agreed to be bound by all terms of this Agreement.
By using the current Product after registering an account for or
logging in to the Product or directly through other means such as
obtaining account permissions, or by accepting this Agreement
expressly or impliedly, you acknowledge that you have read and
agreed to sign this Agreement.
This Agreement shall constitute a legally binding document between
the Parties from the effective date first set forth above, unless
otherwise agreed upon by Sangfor and you.
Product: means all forms of solutions provided by Sangfor, including but not
limited to software products, hardware products, subscription
services, licenses, or other related services, or a combination of the
foregoing.
Customer: means a customer that has purchased, or plans to purchase
and use, or tries out a Sangfor Product, or any signed distributor
that carries out business in collaboration with Sangfor, or any other
type of partner, including but not limited to a legal person,
government agency, other organization, partnership, or individual
business.
Customer Administrator: means an individual appointed by the Customer who is granted
the permission to configure and manage all features and services of
related Products (hereinafter referred to as the "Administrator"). The
Administrator may also assign the permission to manage specific
features or services to other individual users based on the management
requirements of the Customer.
Authenticated User: means a subject who has obtained an account for or permissions to
use a specific Product by registering an account or in any other way
permitted by Sangfor and uses the Product features based on the
Customer's authorization or instructions or for the purpose of meeting
the Customer's requirements. The subject may be an employee or manager
of the Customer, or any other person authorized by the Customer.
Non-authenticated User: means a subject who has not registered an account or has only
registered an account without completing the identity authentication
of the Customer or the binding or association of the identity to the
account, and browses only the relevant information of a Product or
uses specific Product features within a limited scope.
User: means the Customer, Authenticated User, and Non-authenticated User,
which are hereinafter referred to collectively as the "User", "you" or
"your", regardless of where the Sangfor server you are connecting to is located.
1.1 Contracting Parties: This Agreement is made and entered
into by and between the User who uses the features of the current
Product and related services and Sangfor. Specifically, if you are a Domestic User, you are entering into
this Agreement with
Sangfor Technologies Inc.; and if you are an Offshore User, you are entering into this Agreement with Sangfor
Technologies(Hong Kong) Limited. Sangfor Technologies Inc. and Sangfor Technologies(Hong Kong) Limited will be referred to collectively as Sangfor. You and Sangfor may be hereinafter referred to individually as a
"Party", and collectively as the "Parties".
1.2 Legal Operation Warranty: Both Parties warrant that they have obtained legal business
qualifications or government approvals in accordance with relevant regulations of the State, and that
they have the right to operate their respective products, services, or
other business in accordance with the law. Both Parties further warrant that they shall maintain the business
qualifications or approvals required by relevant regulations of the
State during the term of this Agreement. Sangfor provides various technical products and services to you as
agreed upon by the Parties or as authorized by you, but we will not
participate in the operation of your business or relevant websites,
applications, software, or platforms. You shall independently operate
and take full responsibility for your websites, applications,
software, platforms, or any other products, services, and related
content.
1.3 Application of Laws: Sangfor only undertakes to you that the domestic version of the
aTrust APP that we provide to you comply with the laws, regulations,
and policies of the People's Republic of China. If you choose to use
the current Product or related services outside China, you shall
assess whether the Product or related services meet the requirements
of local laws, regulations, and policies, especially the licensing
or approval requirements for the cross-border data transfer and
cross-border networking. In addition, you shall ensure that the
business or non-business activities you carry out, relevant
qualifications or licenses you have obtained, and your use of the
Product comply with the requirements of local laws, regulations, and
policies.
1.4 Content and Effect of the Agreement
1.4.1 The content of this Agreement includes the text of this
Agreement and all privacy policies, other relevant policies, rules,
statements, notices, warnings, tips, and instructions that we have
issued or may issue in the future (hereinafter referred to as the
"Rules"). The above Rules are an integral part of this Agreement, and
shall have the same legal effect as this Agreement.
1.4.2 If any part of this Agreement becomes invalid or unenforceable for
any reason whatsoever, it shall not affect the legal effect of the
remaining parts hereof. In the event of any inconsistency between this
Agreement and the specific agreement or rules applicable to a Product
feature or service, the specific agreement or rules shall prevail. In
the event of any conflict between this Agreement and the purchase
contract you have entered into with Sangfor or an authorized
distributor of Sangfor in a specific project, this Agreement shall
prevail.
1.4.3 Based on the timeliness, complexity, efficiency, and other
characteristics of the Internet, and adjustments to laws and
regulations, regulatory requirements, or policies, or other reasons,
you agree that Sangfor may update this Agreement or applicable Rules
from time to time, and the updated Agreement or Rules will be notified
to you in the form of a red dot in the app or an announcement
published on our official website, in which case, the updated
Agreement or Rules will supersede the original Agreement or Rules upon
expiration of the announcement period, or notified to you by email,
SMS, system notification, private message, or otherwise. If you do not
agree to the updated Agreement, you should immediately cease the use
of the current Product and related services. By continuing using the
Product, you acknowledge that you have fully read, understood, and agreed to be bounded by the updated
Agreement.
2.1 Account Registration
2.1.1 Any User who uses the Product shall have necessary and
appropriate capacities for rights and conducts in accordance with the
law, complete registration according to the real name authentication
and other requirements or obtain the right to use an account in any
other way permitted by Sangfor, and conscientiously observe applicable
rules and restrictions when registering an account, including but not
limited to: not registering and using the account in bad faith (the
bad faith registration mentioned in this clause includes but is not
limited to frequent or batch registration of accounts, abuse of
multiple accounts, and trading of accounts).
2.1.2 You understand and agree that the ownership of all types of registered accounts of the
current Product remains with Sangfor, and after completing the
registration of an account, you only obtain the right to use the
account. The right to use an account of the current Product shall vest in
the initial registration applicant. Unless otherwise provided by law,
or decided by the competent judicial authority, or agreed upon in
writing by Sangfor, your account and password shall not be leased,
transferred, gifted, inherited (except for the account-related
property rights and interests), or made available to any third party.
Otherwise, Sangfor reserves the right to take back the account
immediately, and you shall bear the loss arising from the clearing or
loss of the data and information relating to your use of the
Product.
2.1.3 Based on the Product positioning and features, we provide
account registration and related features or services mainly for adult
users. Before instructing or authorizing a minor to register an
account for a Product or otherwise use the Product, a Customer and its
Administrator shall obtain the consent of the minor's guardian and
verify the true identity of the authorized minor and the minor's
guardian through their ID numbers, and shall pay attention to giving
special protection to the minor user's personal information and other
legitimate rights and interests during the use of the Product.
2.2 User Information
2.2.1 You shall fill in and submit true, legal, and valid information
(hereinafter referred to as "User Information") as required, including
but not limited to the User's name, contact person, email address, and
phone number, and you agree to submit relevant information of the
Customer you represent as required by Sangfor, including but not
limited to the business license, qualification documents, and business
description, so that Sangfor can perform real-name authentication on
relevant subjects or ask a third party to do so in accordance with
applicable laws and regulations, or where necessary, verify the
authenticity and legality of the business carried out by the relevant
subjects by means of Sangfor Products or other related services. In
the event of any change in the above User Information, you shall
promptly notify Sangfor in writing or update the information according
to relevant rules for the current Product.
2.2.2
The Domestic
Users shall
further guarantee that their registered account names, avatars, and profiles will not contain illegal and undesirable
information, that they will not impersonate others or use their
names, portraits, or trademarks/logos without authorization, and that they will
not infringe upon the legitimate rights and interests of others
during the use of
the account.
2.3 Account Use Rules: When logging into an account of the current Product and using
relevant features or services, you shall conscientiously bear the
legal obligations related to the account subject, including but not
limited to: not using the account or any feature or service to commit
any acts that violate laws, regulations, or policies; and not using
technical means to interfere with the operation of the current Product
or our Product management, or maliciously circumvent or counteract the
rules for related features or services.
2.4 Account Security Protection
2.4.1 Your account is used as the basis to identify you as the
intended user of the Product, so you shall take necessary and
effective confidentiality and security measures (including but not
limited to taking effective access control, setting a strong password,
and regularly changing the password) for the username, password, and
other information of your account.
2.4.2 If you discover any unauthorized use of your account and
password or any other circumstance that your account permissions are
obtained without your legal authorization, you shall immediately
notify Sangfor in an effective manner and provide the necessary
information, such as user information, the statement of situation,
supporting documents, specific appeals, and contact information.
Sangfor will handle your request in accordance with laws, regulations,
and this Agreement or applicable Rules after receiving a valid notice
from you, verifying your identity, and confirming the facts. If
Sangfor fails to handle your request in a timely manner due to our
inability to verify your identity or judge your requirements as a
result of any defects in the information you provide, you shall bear
all losses arising therefrom. In addition, you understand that it takes a reasonable period of time for
Sangfor to handle your request and that Sangfor shall not be liable
for your losses incurred prior to our adoption of measures or
incurred after our adoption of measures for reasons not attributable
to us.
2.5 Account Management
2.5.1 Apart from the security protection for your account, you shall
establish and improve internal management systems, to standardize the
use and management of your account. In case of any actual breach of
this Agreement or other applicable Rules or provisions, you are
obliged to immediately notify us, and shall take appropriate actions
to stop and correct such breach or violation, and bear the full
liability.
2.5.2 You understand and agree that, if any User breaches this
Agreement or other applicable Rules or provisions or is involved in
a dispute over account permissions, Sangfor, as the Product
operator, has the right to take necessary measures, including but
not limited to restricting, suspending, or terminating access to or
use of the Product or other related services, in accordance with
applicable laws or this Agreement and other relevant provisions, to
ensure the secure and effective operation of the Product as far as
possible. Sangfor has the right to independently assess and
establish a credit management system for your account and provide
services or other guarantees for related rights and interests based
on the credit rating of your account during the use.
2.6 Statements and Warranties of the Administrator
If you are authorized by the Customer to register an account of the current Product as an Administrator, assist
other users to complete account registration based on your
permissions as an Administrator, and manage the account registration
and use by such Users within your permissions, you shall warrant
that you have been legally, validly, and fully authorized by the
Customer to do so, and you will conscientiously fulfill all
responsibilities in accordance with this Agreement and the
Customer's true requirements or intentions, including but not
limited to the management responsibilities based on the foregoing
rules relating to account registration and use, account security
protection, information involved in the use of the account, and
other related rules. Sangfor has the reason to believe that all
actions you take within your permissions as an Administrator
represent the Customer, and has the right to require the Customer to
fulfill the obligations if you are negligent in performing the
same.
2.7 Restrictions on Account Permissions and Termination of
Account
2.7.1 Cancellation of Account
Generally, you may directly cancel your account through the current
app, unless the Customer you belong to has set relevant restrictions
or approval process when inviting or authorizing you to become an
Authenticated User, in which case, the cancellation of the
Authenticated User's account will be uniformly performed by the
authorized Administrator of the Customer you belong to, and in any
case the following conditions shall be met:
2.7.1.1 The account is in normal conditions and is not involved in
any disputes (including complaints or reports filed by or against the
account), nor subject to restrictive measures taken by the competent
authority;
2.7.1.2 There is no uncompleted transaction under the account;
2.7.1.3 There are no other unsettled rights or obligations under the
account or disputes that may arise out of the cancellation of the
account;
2.7.1.4 There are no other circumstances that may affect the
cancellation of the account.
Sangfor will cease the provision of relevant Product features and
other related services to any User who has formally canceled the
account. Upon cancellation of your account, we will properly process
related data in accordance with applicable laws and regulations and
relevant agreements (if any) with you or the Customer you belong
to.
2.7.2 In order to protect the security of the User’s account, Sangfor has the right to independently detect and identify abnormal access behavior and take corresponding disposal measures. For example, for accounts that do not log in for a
long time after registration or do not have any access records for a
long time after registration, in order to protect the security of user
accounts, Sangfor has the right to restrict their login function, and users need
to reactivate their accounts before normal usage, and the activation methods include, but are not limited to, SMS
authentication code, etc.
2.7.3 Sangfor has the right to recover or terminate the license for
your account if you breach relevant provisions of this Agreement or
other conditions for temporary suspension or termination of the
account license as agreed upon by the Parties are established.
3.1 Content of Services
3.1.1 You understand and agree that the Customer may, based on its operational management,
Human Resources management, and internal information security control
requirements, manage the use of the current Product by the
Administrator and Authenticated Users and related data, rights, and
interests, including but not limited to adding, deleting, or adjusting
relevant permissions, service content, or data. During the use of
relevant features and services of the current Product, the
Administrator and Authenticated Users shall comply with relevant
internal rules, standards, or other requirements issued by the
Customer, in addition to this Agreement.
In particular, all settings and operations by the Administrator
based on the authorization granted by the Customer shall represent
the Customer, and the Customer shall be responsible for managing the
Administrator's permissions and actions. If an Authenticated User
has any objection to the settings and operations by the
Administrator, the Authenticated User shall report it to the
relevant responsible personnel of the Customer for handling. Unless
otherwise provided by law, Sangfor does not bear any liability to
the Customer or any Authenticated User with respect to the
authorization between the Customer and the Administrator, or the
management and control by the Customer or the Administrator over the
Authenticated User and the disposal of related rights and
interests.
3.1.2 This Agreement only applies to the available features of the
current Product and related services, and does not apply to any other
services provided by third parties through websites or apps, such as
any application, applet, HTML5, or other forms of services created
through the relevant application programming interface (API) (if any)
of the open platform of the current Product and services or services
provided by integrating other third-party SDKs or third-party APIs
(collectively, "Third-Party Services"). Before choosing to use any
Third-Party Service, you shall fully understand and confirm whether
you accept the agreement or rules applicable to the Third-Party
Services.
3.2 Fees
3.2.1 You shall confirm the relevant charge standards, payment methods, and
other fee-related matters before using relevant features or services
of a Product, and may use them only after confirming your acceptance
of such matters. In addition, please take note that you shall pay the
Internet access fees, data traffic fees, communication fees, message
fees, and other fees charged by third parties that may be incurred
during your use of relevant Product features and services.
3.2.2 Sangfor may launch discounted products or services through
"limited-time free", "limited-time offers", "limited-stock offers",
"top-up offers", or other ways in a specific period due to marketing
activities, product promotion, or other reasons. You understand and
agree that these discounted products or services may be provided
conditionally or only to specific users, and shall not be construed as
a waiver by Sangfor to charge fees for such products or services, and
that Sangfor has the right to notify you of the specific charge
standards and methods through the current Product page, or our
official website, or in any other effective way a certain period of
time in advance. After the notice becomes effective, you shall pay for
your continued use of the relevant products or services.
3.2.3 In particular, regarding the free trial of relevant features
or services of a Product, Sangfor may, in its sole discretion and on
an as-needed basis, adjust the type of the features or services that
are available to you free of charge and the free trial period
(Sangfor reserves the right to charge fees for any features or
services that are not indicated in writing to be available free of
charge), and will provide you with the relevant technical support
and guarantee only to the extent provided by law or explicitly
stated by Sangfor. Sangfor reserves the right to cease the provision
of all features or services of a Product that is made available to
you on a free trial basis with prior notice; and you understand and
agree that the operation and maintenance ("O&M") management of any
product or service will incur a certain cost. If you make a request
to Sangfor beyond the scope of the features or services provided by
Sangfor free of charge (including but not limited to access to or
export of the relevant usage data), in addition to confirming that
such request does not violate applicable laws and regulations nor
infringes the legitimate rights and interests of third parties,
Sangfor has the right to independently assess the reasonableness of
your request and the time or other conditions required for the
response to your request and require you to bear a reasonable cost
required for meeting your request.
3.3 Technical Support and Guarantee
3.3.1 During your use of the current Product, to ensure the safe and
stable operation of the Product features and related services, Sangfor
will do our best to conduct comprehensive O&M management, and strive
to develop and continuously optimize relevant features and services
based on your requirements and usage.
3.3.2 The features and services of a Sangfor Product may be governed
by a specific service level agreement ("SLA") based on the specific
application scenarios, and the available technical support and
guarantee for the specific features and services shall be subject to
the applicable SLA (if any).
3.4 Use and Restriction
3.4.1 Content Rules
During your use of Sangfor Products,
the Domestic User undertakes to comply with the Constitution of the People's Republic of
China and other laws and regulations, observe public order, and respect social morality, and not to
produce, reproduce, publish, disseminate, or intentionally provide technical support or other
convenience or assistance for the production, reproduction,
publishing, or dissemination of, information containing the
following content:
3.4.1.1 Violating the basic principles determined by the
Constitution, endangering State security, honor, and interests,
disclosing State secrets, inciting subversion of State political
power, overthrowing the socialist system, inciting division of the
State, or undermining the State unity;
3.4.1.2 Promoting terrorism and extremism, promoting ethnic hatred or
ethnic discrimination, undermining ethnic unity, undermining religious
policy of the State, or promoting cults and feudal
superstitions;
3.4.1.3 Fabricating or disseminating information that disrupts the
financial market or economic order;
3.4.1.4 Fabricating or disseminating false information about
dangerous situations, epidemics, alert situations, natural disasters,
production safety, safety of foods, drugs, or other products, or other
information that disrupts social order;
3.4.1.5 Disseminating information by pretending to be, or falsely
using the name of, State institutions, social organizations, and their
functionaries or other legal persons, or disseminating information by
falsely using the name of others for the purpose of committing illegal
and criminal activities;
3.4.1.6 Spreading information that incites illegal assemblies,
associations, parades, or demonstrations, or otherwise disturbs the
social management order and social stability;
3.4.1.7 Disseminating information about obscenity, pornography,
violence, gambling, murder, terror, instigation of crime, impartation
of criminal means and methods, manufacturing or trading of prohibited
or controlled goods, or commitment of fraud or other illegal and
criminal activities;
3.4.1.8 Disseminating information that insults or slanders others,
infringes the reputation, privacy, intellectual property rights, or
other legitimate rights and interests of others, endangers the
physical and mental health of minors, or is not conducive to the
healthy growth of minors;
3.4.1.9 Other information prohibited by laws and regulations.
During your use of Sangfor Products,
the
Offshore User undertakes to comply with the
applicable laws and regulations,
public orders, and respect social morality, and not to produce, reproduce,
publish, or disseminate, or intentionally provide technical support
or other convenience or assistance for the production, reproduction,
publishing, or dissemination of, information containing the
content that prohibited by the applicable laws and regulations.
3.4.2 Software Usage Rules
During the use of a Sangfor Product, you undertake not to engage in,
or assist or instruct others to engage in, the following acts:
3.4.2.1 Uploading, publicly posting, directionally sending, or
otherwise disseminating software viruses or other computer codes,
programs, or files that are intended to interfere with, destroy, or
limit the functionality of any computer software, hardware, or
communication equipment;
3.4.2.2 Illegally intruding, destroying, interfering with, changing,
or attempting to change the operation or connection of Product
features, software, server system, or network through technical means,
or modifying, adding, deleting, stealing, intercepting, or replacing
data in the Product client or the server system, illegally occupying
the space of the Product server, or performing other acts that
overload it;
3.4.2.3 Mining or detecting possible vulnerabilities or defects in
the Product software or server system by scanning or other means
without authorization, or publishing vulnerabilities or defects in
violation of applicable laws, or using relevant vulnerabilities or
defects to engage in any act that damages the Product and Sangfor's
interests;
3.4.2.4 Producing, publishing, or disseminating any software, media,
or methods used for the above purposes, whether commercial or
not.
3.4.3 Other Rules of Conduct: During your use of Sangfor Products, the Domestic User shall not engage in any acts that violate laws and regulations,
socialist system, State interests, legitimate rights and interests of
citizens, social public order, morality, or information
authenticity, which are known as the "Seven Bottom Lines". And neither the Domestic User nor the Offshore User shall
not engage in any acts that infringe the legitimate rights and
interests of other users or third parties or interfere with the normal
operation of Sangfor or the stable functioning of our Products, or
other acts that are not expressly authorized by Sangfor; and you
undertake not to provide any convenience or assistance for any other
third party's implementation of the foregoing acts.
3.4.4 Handling of Violations
You agree and accept that Sangfor has the right to continuously
supervise and review your use of the related Product features and
other services. If Sangfor finds that you have committed any breach of
this Agreement, or receives any question or complaint regarding your
violation or infringement from any third-party institution or
individual, Sangfor will have the right to investigate and verify the
relevant act or information and take relevant measures based on the
actual situation, including but not limited to immediately suspending
temporarily or terminating your use of the related features or
services, removing the relevant information, and making a report to
the competent authority, and where necessary, to require you to submit
relevant explanations or supporting documents within a prescribed time
limit. You agree to cooperate in this regard. Sangfor shall not bear
any legal liability for any loss caused to you due to the measures
taken under the foregoing circumstance. In addition, Sangfor reserves
the right to hold you legally liable and file a claim for all losses
thereby sustained against you, including but not limited to
investigation fees, litigation or arbitration fees, and attorney fees
incurred in protecting our rights, as well as the business loss or
claims suffered by or filed against us.
3.5 Temporary Suspension and Termination of Services
3.5.1 To provide more complete and high-quality products or services
to you, Sangfor has the right to perform overhaul, maintenance,
upgrading, and optimization (collectively, "Routine Maintenance") to
the app of the current Product or the relevant infrastructure or
equipment, system, and software on a regular or irregular basis. If
the features or services of the current Product are interrupted or
suspended within a reasonable time period due to Routine Maintenance,
Sangfor shall not be liable for breach of contract or damages to you due to such
interruption or suspension, provided that Sangfor shall notify you of such Routine Maintenance in advance. In the event of any non-routine maintenance resulting from force
majeure, fault of the telecom foundation operator, or other reasons
not attributable to Sangfor, Sangfor will strive to notify you as soon
as practically possible.
3.5.2 To ensure the safety and stability of the products or services,
Sangfor may also make major adjustments such as server room or data
migration and equipment replacement. Such adjustments may result in
the interruption or suspension of relevant Product features or
services within a reasonable time period, and Sangfor shall not be
liable for breach of contract or damages to you due to such
interruption or suspension, provided that Sangfor shall notify you of
such adjustments in advance, and you shall cooperate. If you do not
cooperate or Sangfor cannot get in contact with you, you shall bear
all consequences arising therefrom.
3.5.3 Sangfor has the right to adjust or terminate all or part of the
Product features or services based on our own operational arrangements, including but not
limited to removal, iteration, or integration of related features or
services, provided that Sangfor shall notify you at least 30 days in advance, so that
you can back up the data to be migrated, adjust your business, or make
other preparations, to avoid incurring unnecessary cost or loss.
3.5.4
You understand and agree that when the conditions for temporary
suspension or termination of the services agreed upon by Sangfor with
you through the terms of this Agreement or otherwise are established,
Sangfor has the right to temporarily suspend or terminate the
provision of the agreed services to you by giving unilateral notice to
you.
3.5.4.1 The conditions for temporary service suspension specified
in this clause include but are not limited to: your refusal to agree to any updates to this Agreement or other
applicable Rules, or your failure to promptly renew the license upon
expiration thereof, or your breach of the obligations under this
Agreement, thus resulting in your temporary inability to use the
Product features or services.
3.5.4.2 The conditions for service termination specified in this
clause include but are not limited to: your failure to renew the license in a certain period of time
after the expiration of the license, your failure to meet the
necessary conditions for use of the Product features or services due
to breach of your obligations hereunder, or actual loss caused to
Sangfor due to your violation of laws.
4.1 Sangfor and the terms and conditions of this Agreement grant
you a non-transferable, non-sublicensable, non-exclusive, limited, and
revocable license to use the current Product features and services
that Sangfor provides to you. All other rights not expressly granted to the User under the terms and
conditions of this Agreement shall be retained by Sangfor, and the User shall separately obtain Sangfor's written authorization for the exercise of such rights, and Sangfor's failure to exercise any of the foregoing rights shall not
constitute a waiver of such rights.
4.2 You shall use the Product in accordance with relevant rules and
restrictions. Unless otherwise agreed or noted, you shall use the
Product features and services hereunder only for non-commercial
purposes, and you undertake not to reproduce, copy, sell, or resell
the current Product or any part thereof, or use the current Product or
any part thereof for any commercial purposes including but not limited
to advertising.
4.3 Sangfor shall provide the User with the current Product in accordance with the signed contract, this Agreement or the
relevant rules, as well as the User's configuration or other forms of
authorization/instructions, and will continue to make efforts in O&M, in order to provide Users with Products that better meet the User’s needs and have a better use experience, as well as to provide comprehensive support and protection during the User's use of the Products. In this process, Sangfor may update the Product by means of
software replacement, modification, function enhancement, version
upgrade, etc., and Sangfor will notify the User of the updates by means of pop-ups or announcements as necessary.
4.4 You undertake to comply with all laws and regulations of China,
the United States, the United Nations, the European Union and other
countries/international organizations regarding export control and
economic sanctions that may be applicable to this Agreement, and
warrant that you and the Customer you belong to are not subject to the
export control, economic sanctions, or other legal or regulatory
restrictions enacted by any country, region, or international
organization, and will not directly or indirectly provide the features
of the current Product and related services to any sanctioned
countries or regions under applicable export control and economic
sanction laws or any entities or individuals included in the
restricted list, nor directly or indirectly use the services and
related content for any purposes prohibited by applicable export
control and economic sanctions laws and regulations. Otherwise,
Sangfor has the right to immediately terminate the services to you and
reserves the right to claim all losses arising therefrom against
you.
4.5 Confidentiality Obligations of the Parties:
4.5.1 "Confidential Information" means all technical and
non-technical information that is disclosed by a Party to the other
Party and is non-public, practical and can bring economic or other
benefits to the disclosing Party, including but not limited to Product
or service prices or marketing plans, business plans and strategies,
customer lists and customer information, financial information,
product development information, or related technical solutions.
4.5.2
Either Party hereto agrees to maintain the confidentiality of the
other Party's Confidential Information of which it becomes aware, and
require its personnel who have access to such Confidential Information
to strictly fulfill their obligation of confidentiality under this
clause. The Party receiving the Confidential Information shall not
disclose it to the public, unless the State organ compulsorily
requires such disclosure in accordance with the law or the
Confidential Information has entered the public domain.
4.5.3
The Parties hereto explicitly acknowledge that their respective
business data and other information are their respective important
assets and key Confidential Information, and they agree to do their
utmost to prevent such Confidential Information from being disclosed.
If any risk or event of leakage of Confidential Information is
discovered, the Parties shall cooperate to take all reasonable
measures to avoid or mitigate the damage arising therefrom.
4.5.4
The confidentiality obligation specified in this section shall
survive the termination of this Agreement.
5.1 For more information about the data in connection with your use
of the current Product that Sangfor processes directly or with
authorization, including but not limited to the data type, purposes
and methods of processing, and data security protection, please see
the Privacy Policy.
5.2 In scenarios of use by individual users, Sangfor, as the data processor, will process all data involved
during the use of the current Product, including relevant necessary
personal information, for the purpose of providing the required
features or services to the individual users.
5.3 In scenarios of use by the Customer and its Administrator and
Authenticated Users, Sangfor, as the authorized party, will provide the
corresponding features and services to the users based on the specific
features or services purchased, configured, and activated by the
Customer and the security management requirements, and conduct
authorized processing of the data (including relevant personal
information) controlled by the Customer to the extent necessary to
provide the features or services. In such case, Sangfor and you hereby specially agree as follows:
5.3.1 You understand and agree that, the legitimate rights and
interests of the personal data of the data subject, as well as the computers or electronic data and other assets owned
by individuals are protected by law, so you shall warrant that any
processing of the Personal Information or assets of Authenticated User
and other individual involved in your use of a Product or service
provided by Sangfor does not infringe the legitimate personal and
property rights and interests of the individual. For example, if the
collection and processing of Personal Information (except the personal
information of the Administrator, for which the Administrator has
granted the authorization to Sangfor when executing this Agreement by
checking the box confirming acceptance of this Agreement) is involved,
you shall ensure that you have obtained the explicit consent of the
individual, based on which, you authorize Sangfor to provide the
Products and services under this Agreement. You shall bear the
consequences arising from the violation of applicable laws or
infringement upon the legitimate rights and interests of the
individual due to your breach of the foregoing warranty.
5.3.2
As described above, since Sangfor provides the features and
services of the current Product based on your authorization and
processes data accordingly, Sangfor is not responsible for reviewing
the specific content of the data that we are authorized to process
in such process, and you shall be responsible for the legality of
the content. If you use the features of the current Product to
carry, disseminate, or publish any
data or content that
violates laws, regulations, departmental regulations, or national
policies, you shall bear all consequences and responsibilities
arising therefrom, and the system logs or other recorded data
retained by Sangfor may be used as the evidence of your violation of
laws and regulations.
5.3.3
You shall back up the relevant data of the Product according to your
needs. Though Sangfor will retain logs and other necessary data in the
process of providing related features or services to you, Sangfor will only retain such data in accordance with applicable
local laws and regulations or your authorization and based on the
principle of data minimization, and shall not assume any
responsibility for the User Data backup or the result thereof. If you need assistance from Sangfor in exporting or querying or
retrieving related data, subject to applicable laws, Sangfor has the
right to require you to bear the cost for data processing and
maintenance, unless you have reached a special agreement with Sangfor
on data backup or related processing.
6.1 Sangfor and its affiliates, as the owner of the intellectual property rights in the Product
provided to you, retain all rights to intellectual and intangible property
relating to Sangfor Product, including but not limited to copyrights,
patents, trade secret rights, trademarks, which are protected by law.
Intellectual property rights are precious intangible assets on which
Sangfor's business survives, which are included in both Sangfor
Products used by the User and the trademarks, labels, and other brand
images of Sangfor recognized by the User. Except where agreed in writing, nothing in this Agreement transfers
ownership in or grants any license to, any intellectual property
rights to you. Sangfor may use any feedback you provide in connection
with your use of the Product as part of its business operations,
without your approval or compensation to you. .
6.2 You understand and agree that, during your use of a Sangfor
Product or service, you shall not infringe the intellectual property
rights or other legitimate rights and interests of Sangfor in any way,
including but not limited to: not exploiting, licensing, or assigning,
or permitting any third party to exploit, license, or assign, the
aforesaid intellectual property rights for commercial or
non-commercial purposes without the written consent of Sangfor; not
reproducing, modifying, disassembling, decompiling, reverse cracking,
reverse engineering, or attempting to access or intercept any source
code of, the software and hardware products that Sangfor provides to
you and/or any part thereof; not circumventing or destroying any
technical measures that Sangfor takes to protect the intellectual
property rights; and not modifying, destroying, or covering the
trademark or label on the Sangfor Product or system platform without
authorization. Sangfor reserves the right to hold you legally liable
for any infringement upon intellectual property right.
6.3 You understand and agree to authorize Sangfor to use your name,
trademark, and label in our publicity and promotion, provided that
such use is only to indicate you as our customer or partner.
7.1 You understand and agree that, if the Product features or
services are interrupted during your use of the Product under any of
the following circumstances, Sangfor will promptly cooperate with the
relevant entity to make repairs, but Sangfor shall not be liable for
any loss suffered by you as a result thereof:
7.1.1 Force majeure, including but not limited to natural disasters,
government actions, the promulgation of and changes in laws and
regulations, strikes (except for internal labor disputes of either
Party), unrest, or other objective circumstances that are
unforeseeable, unavoidable, and insurmountable;
7.1.2 Causes attributable to telecom foundation operators, including
but not limited to the technical adjustments by the telecommunication
department, the destruction of the telecommunication or electric power
lines by others, the installation, transformation, and maintenance of
the telecommunication networks or electric power resources by the
telecommunication or electric power department;
7.1.3 Cybersecurity incidents, such as computer viruses, Trojan
horses, or other malicious programs, or hacking attacks;
7.1.4 Inability to use the related Product features or services
normally due to your use of the Product features or services in a
manner other than those permitted by Sangfor, or your improper
operations, loss or theft of account, or failure of your computer
software, system, hardware, or communication lines;
7.1.5 Other circumstances that are not attributable to the fault of
Sangfor and cannot be controlled or reasonably foreseen by
Sangfor.
7.2 If, based on the particularity of the business you operate or
manage, your use of the related Product is conditioned upon a third
party's authorization or license, you shall warrant that you have met
such condition, and Sangfor will accept your authorization based on
your warranty and provide the agreed Product or services to you. In
addition, Sangfor will not bear any form of joint and several
liability for your breach of the agreement with the third party or
infringement upon the legitimate rights and interests of the third
party.
7.3 You understand and acknowledge that Sangfor and the Product
will keep independent of the third party's products, services or other
business or content; and that you shall make your own judgment and take responsibility
for the legality, reliability, suitability, quality, and other
aspects of the software or hardware, plug-ins, or tools provided or
the advertising, promotion, or publicity information (including
commercial or non-commercial information) sent by the third party.
Unless otherwise explicitly provided by law, Sangfor shall not be
liable for any loss or damage suffered by you due to the products,
services, or information provided by the third party.
7.4 YOU UNDERSTAND AND AGREE THAT SANGFOR PRODUCTS AND SERVICES ARE
PROVIDED "AS-IS" BASED ON THE EXISTING TECHNOLOGIES AND CONDITIONS.
SANGFOR WILL USE OUR BEST EFFORTS TO PROVIDE HIGH-QUALITY PRODUCTS
TO YOU. HOWEVER, DUE TO THE LIMITATIONS OF THE TECHNICAL LEVEL OF
THE INDUSTRY OR OTHER OBJECTIVE FACTORS, SANGFOR CANNOT GUARANTEE
THAT THE PRODUCTS PROVIDED ARE FREE OF DEFECTS OR FULLY SUITABLE FOR
YOUR BUSINESS REQUIREMENTS. THEREFORE, APART FROM THE EXPRESS
WARRANTIES THAT SANGFOR MAKES TO YOU IN SPECIFIC SCENARIOS, SANGFOR
DOES NOT MAKE ANY UNDERTAKING OR WARRANTY AS TO THE VALIDITY,
INTEGRITY, ACCURACY, RELIABILITY, AND TIMELINESS OF THE TECHNOLOGIES
OR INFORMATION INVOLVED IN THE PRODUCT PROVIDED, NOR BEARS ANY
LIABILITY THEREFOR.
If you encounter any technical or other problems beyond the
undertakings or acknowledgment of the parties during the use of a
product, the parties may seek solutions through friendly
collaboration.
7.5 IN NO CASE SHALL SANGFOR BE LIABLE FOR ANY INDIRECT, PUNITIVE,
SUDDEN OR INCIDENTAL, OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED
TO THE LOSS OF PROFITS, LOSS OF INTEREST, TEMPORARY SUSPENSION OF
BUSINESS, OR DESTRUCTION OR LOSS OF DATA OR OTHER ASSETS.
7.6 The total liability of Sangfor for breach of contract or
damages arising out of the Product or service provided to you
violating the applicable terms of this Agreement or other applicable
rules shall not exceed the total fees charged for the Product or
service.
8.1 You shall warrant and maintain the authenticity and validity of
relevant information you submit (including but not limited to phone
number, email address, and other contact information). If the
information you submit contains any false, invalid, or other content
that may result in your inability to promptly receive business
notices, feature or service prompts, technical support, dispute
coordination, or violation punishments, you shall bear the relevant
responsibility.
8.2 You shall send notifications to Sangfor according to the
contact information specified herein or published on Sangfor's
official website, unless otherwise agreed upon by the Parties.
8.3 Sangfor may send you various information related to our
products or services, such as notices, prompts, verification messages,
and marketing information (including but not limited to the updated
End User License Agreement, applicable Rules, Product or service
upgrades, server room migration, and advertisements) by webpage
announcement, system notification, private message, email, SMS,
instant message, and/or letters. Any such notice shall be deemed to
have been served (if the notice is served on a statutory holiday, it
shall be deemed to have been served on the first working day following
the service):
8.3.1 at the time when the recipient signs to acknowledge the receipt
of the notice if it is sent by personal delivery;
8.3.2
at the time when it is published in the form of a webpage
announcement, etc., unless otherwise stated;
8.3.3
at the time when it is successfully sent in electronic form,
including system notification, private message, email, SMS, and
instant message; or
8.3.4 on the third calendar day after being posted if it is sent by
courier or registered mail, postage prepaid.
9.1 For the Domestic User, the signing place of this Agreement is
Nanshan District, Shenzhen City, Guangdong Province, the People's
Republic of China.
9.1.1 The establishment, effectiveness, performance, and interpretation of
this Agreement, the dispute resolution hereunder, and other matters in
connection herewith shall be governed by the laws of the People's
Republic of China (excluding the Law of the People's Republic of China
on Choice of Law for Foreign-related Civil Relationships); in the absence of applicable laws, the applicable commercial
practices may be followed.
9.1.2 Any dispute or controversy between you and Sangfor shall first be
resolved through friendly negotiation. If no agreement is reached
through negotiation, you agree to submit such dispute or controversy
to the competent people's court in the place where this Agreement is
signed.
9.2 For the
Offshore User, this Agreement shall be governed by and construed in accordance with
the laws of
Hong Kong, excluding its conflict of law principles.
Any dispute, controversy, difference or claim arising out of or
relating to this Agreement, including the existence, validity,
interpretation, performance, breach or termination thereof or any
dispute regarding non-contractual obligations arising out of or
relating to it shall be referred to and finally resolved by
arbitration administered by the Hong Kong International Arbitration
Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force
when the Notice of Arbitration is submitted. The seat of arbitration
shall be in Hong Kong. The number of arbitrators shall be three. The arbitration proceedings shall be conducted in English.
The headings used herein are for purposes of convenience only, and
shall not be separately used as the basis for the interpretation of
the terms hereof.