UCloud Global Cloud Computing Technical Service Framework Agreement
This service agreement is a valid contract established between {{companyName}} (hereinafter referred to as “UCloud Global”) and you (the client user) regarding matters related to the UCloud Global Cloud Computing Platform Service, where UCloud Global provides cloud computing services and the client user pays the technical service fee as agreed. Before accepting these terms of service, please carefully read all content of these terms of service. If you have registered and used UCloud Global‘s cloud services without formally signing a sealed text with UCloud Global, it means that you have reached an agreement with UCloud Global and agree to accept all content of these terms of service. If there are inconsistencies between the parties’ signed text and the terms of this service agreement, the sealed text of both parties shall prevail.
1. Service Matters
1.1 Technical Service Content
1.1.1 Technical service goal: UCloud Global provides IT infrastructure facilities such as cloud hosts and an automated management console to the client user through the UCloud Global Cloud Computing Platform, as well as 24/7 operation and maintenance services.
1.1.2 Technical service content: UCloud Global is in charge of the updating, maintenance, and technical support of the UCloud Global Cloud Computing Platform, ensuring the normal operation of the UCloud Global Cloud Computing Platform service.
1.1.3 Technical service items: The technical service items of UCloud Global (UCloud Global Cloud Computing Platform) include cloud hosts (UHost), cloud disks (UDisk), cloud databases (UDB), content distribution (UCDN), etc. The specific service items are selected or entrusted by the client user according to their needs through their UCloud Global cloud platform account.
1.2 Technical Service Standards
1.2.1 The availability of service in any natural month [“service availability” refers to the probability of the available time of cloud services for the client user each natural month during the acceptance of cloud services, i.e., the actual available time in each natural month / (actual available time + unavailable time)] is subject to the Service Level Agreement (SLA) of the UCloud Global Cloud Computing Platform as a standard. Service unavailability time does not include daily maintenance time, time due to user reasons, credit testing time by the user, time unavailable due to third-party reasons or force majeure.
1.2.2 If any technical problems occur in the UCloud Global system, UCloud Global guarantees to respond within five minutes.
2.Technical Service Fulfillment Location: UCloud Global Operation and Maintenance Center and available areas in various regions.
3.Calculation and Payment Period of Service Fees
3.1 Service Price
3.1.1 The price of the service (product) is detailed in the annex to this service agreement, and the specific price is subject to the price agreed in the service agreement annex.
3.1.2 If there is no service (product) price in the annex to this service agreement, the client user should confirm the price of the relevant technical service with UCloud Global before choosing to accept the corresponding technical service. If the client user accepts UCloud Global‘s technical service without first confirming the price with UCloud Global, the agreed price should be the amount of the service fee displayed on the service (product) system (console) or the price listed in the fee settlement bill provided by UCloud Global (if the two are inconsistent, the price listed in the fee settlement bill provided by UCloud Global shall prevail).
3.1.3 Unless otherwise agreed or specifically stated, the currency of service fee prices is RMB. If the client user uses foreign currency (any currency other than RMB) to top up and pay service fees, the client user willingly assumes all payment handling fees if they are incurred. For post-paid foreign currency, it is converted into foreign currency at the mid-market rate published by the People’s Bank of China on the first day of the month following the consumption bill month, and is used as the payable foreign currency amount in the consumer fee settlement bill for that month.
3.2 Calculation Method for Service Fees
3.2.1 UCloud Global and the client user clearly agree and confirm that the calculation method used for some technical service items is: UCloud Global determines the service time accepted by the client user based on the method of timing the service time for the client user, and the product of the time recorded by UCloud Global and the agreed price in the annex to this service agreement or the price determined in the way agreed in this service agreement is taken as the service fee amount that the client user should pay; the calculation method used for some technical service items is: UCloud Global determines the service fee amount that the client user should pay based on the method of determining the service usage accepted by the client user. Both parties do not rule out that UCloud Global might use other billing methods to calculate the technical service fee that the client user should pay, but regardless of the billing method used, UCloud Global has the right to send a fee settlement bill to the client user for the purpose of urging the client user to pay the service fee or notifying the client user to make up the service fee. Regardless of whether the client user holds any disagreement over the service fee amount listed in the fee settlement bill, the client user should promptly pay the service fee amount listed in the fee settlement bill and any possible late payment loss compensation that may have already been incurred. If the client user has a disagreement over the payable (payment) amount, after making the payment in full, the issue can be resolved in accordance with the method or manner agreed by the two parties.
3.2.2 The client user should pay the service fee to UCloud Global within the period agreed in this service agreement (except for the service start month, before the 10th of each month) in accordance with the service fee amount displayed in the UCloud Global service (product) system (console).
3.2.3 UCloud Global has the right to send a paper fee settlement bill to the client user for the purpose of urging the client user to pay the service fee or notifying the client user to make up the service fee based on the payment situation of the client user’s service fee. This bill can be sent to the delivery address listed in the first part of this service agreement, or to the changed delivery address after written notice in the changed manner. UCloud Global can also email a digital fee settlement bill to the person who was contacted as listed in the first part of this service agreement, or wrote to inform the changed person after contact using the changed mode for notifying or urging the client user to make up the service fee. Regardless of whether the service fee payment reminder billing statement lists the loss compensation gold caused by delayed payment of service fees, the loss compensation gold caused by delayed payment should be accounted for starting from the 11th of the month in which the service fee is due but not paid.
3.2.4 If the amount paid by the client user to UCloud Global according to the service fee amount displayed in the service (product) system (console) has incorrect displays, or, due to other reasons resulting in inconsistency with the actual technology service fee accepted by the client user, UCloud Global has the right to send or mail a paper or digital service fee settlement bill to the client user asking for the unpaid service fee amount. The client user should pay the amount listed in the make-up fee settlement bill to UCloud Global within ten days after UCloud Global issued the make-up fee settlement bill. If the client user has a disagreement over the amount listed in the make-up fee settlement bill sent by UCloud Global via mail or a digital copy, they should also make the full payment after disagreement with UCloud Global using the method or manner agreed.
3.3 Delivery Method for Fee Settlement Bills and Method for Resolving Amount Discrepancies
3.3.1 This service agreement is a framework service agreement. The client user should first pay the service fee amount displayed in the service (product) system (console) to UCloud Global. If the client user mistakenly displays a payment, or, due to other reasons, results in an inconsistency with the actual amount of technology service fee accepted by the client user, UCloud Global has the right to send or mail a fee settlement bill for the make-up service fee to the client user. After paying the service fee, if the client user holds a disagreement over the payment amount or believes they’ve overpaid the service fee amount, the client user has the right to raise a disagreement with UCloud Global in the manner mutually agreed. After the two parties verify in person or using another method, and confirmed in writing, UCloud Global should refund to the client user the service fee that was overpaid.
3.3.2 The term “fee settlement bill” referred to in this service agreement includes payment notifications, payment notices, and fee detail bills, etc.
3.3.3 The ways in which the fee settlement bills in this service agreement are provided include mailing and email sending. The client user can specify one of the aforementioned two methods as an acceptable way to receive the fee settlement bill to UCloud Global. Regardless of whether the client user has specified or not, and regardless of which it has specified, in the case that the client user has not paid the service fee within the agreed period, UCloud Global has the right to use both methods for provision, and the client user recognizes both as effective methods for provision.
3.3.4 If the client user specifies the provision method for the fee settlement bill as mailing or email sending, the bill should be mailed (or staff from UCloud Global should email) to this service agreement’s contact at the address agreed in the first part of this service agreement or after written notice after a change is agreed.
3.3.5 If UCloud Global mails or emails the fee settlement bill in the manner agreed to the client user but due to a change of address, a refusal to sign or accept by personnel from the client user, no client user found, and a variety of other reasons resulting in the inability for the fee settlement bill to be properly delivered or returned, it could be viewed as the client user having no disagreement with the payable service fee (payable payment) amount listed in the fee settlement bill sent by UCloud Global.
3.3.6 If the client user has any disagreement over the payable (payment) amount listed in the fee settlement bill sent by UCloud Global, after paying the service fee as agreed they should email UCloud Global a return with reasons for the disagreement and corresponding evidence within five days after UCloud Global sends the mail or email. If the client user only raises a disagreement over the payable (payment) amount orally or by replying to an email and doesn’t mail back a written disagreement with the client’s user seal or signature from the client user, this will be seen as the client user not having any disagreement over the payable (payment) amount listed in the fee settlement bill by UCloud Global. The client user should still pay the service fee amount listed in the fee settlement bill to UCloud Global. The client user not recharging or not paying the service fee amount listed in the fee settlement bill in full to UCloud Global means UCloud Global has the right to pursue the client user’s breach of contract responsibilities as mutually agreed on or as laid out by law. The client user has no disagreement over this.
3.3.7 Even if the client user does send a written disagreement with their user seal or the client user’s signature, but doesn’t provide any evidence, it will also be viewed as the client user not having any disagreement over the payable (payment) amount.
3.3.8 The client user deems that the amount of the fee settlement bill provided by UCloud Global is erroneous and has sufficient and concrete evidence to prove it, the client user should deliver the written disagreement along with the evidence to UCloud Global after paying the service fee to UCloud Global. If UCloud Global recognizes the written disagreement and the evidence provided by the client user, UCloud Global should refund the overcharged service fee amount back to the client user within five days after the recognition.
3.3.9 If UCloud Global does not recognize the written disagreement and the evidence provided by the client user, it should deliver a written disagreement explanation to the client user within three working days from the day it receives the written disagreement and evidence provided by the client user.
3.3.10 If the client user still holds a disagreement over the UCloud Global’s disagreement explanation and the fee amount by UCloud Global after receiving the written disagreement explanation sent by UCloud Global, the client user has the right to request to check the fee settlement bill amount face to face with UCloud Global. If both parties agree on the amount after checking face to face, UCloud Global should reissue the fee settlement bill confirmed by a stamp after the checking and refund or charge the client user according to the amount after checking.
If after checking face to face, both parties still cannot agree on the amount, the client user can sue for resolution according to the mutually agreed way of dispute resolution.
3.4 Payment Method:
3.4.1 Recharge mode: The client user can use the Web management system provided by UCloud Global ([https://console.ucloud-global.com]) for self-service recharge to complete payment of the service fee.
3.4.2 Money transfer mode: The client user can transfer money to UCloud Global‘s bank account to complete payment of the service fee.
3.4.3 The client user can choose either the recharge or money transfer method to their preference.
3.5 Invoice Issue and Delivery
3.5.1 Upon receiving the service fee payment from the client user, UCloud Global could, in accordance with the application of the client user, and after confirming agreement on the content of the application, issue an invoice to the client user and deliver it to the client user. UCloud Global could also mail the invoice via mail or express delivery to the delivery address listed in the first part of this service agreement, or the address specified by the client user in his written application (including the application method submitted to UCloud Global by the client user through the system), or the addressed specified by the client user via a written notice to UCloud Global with the user seal confirmation. The client user completely trusts the invoice mail sent by UCloud Global as real mail with the agreed invoice. If UCloud Global could issue a digital invoice, UCloud Global could also issue a digital invoice to the client user. Upon handing over the mail or express delivery package containing the invoice by UCloud Global to the logistics company or express delivery company, UCloud Global would be considered to have fulfilled the obligation to deliver the invoice to the client user.
3.5.2 After UCloud Global issues the invoice, if the client user needs to refund the payment due to legal provisions or mutually agreed stipulations or judgment decisions, the client user must return the original invoice to UCloud Global that UCloud Global has previously issued. For undiscounted VAT special invoices, the client user should return the original undamaged invoice (including the invoice copies and deduction copies, etc.) within the 360-day invoice discount period (counted from the date of the invoice) and 7 working days before the expiration date. For discounted VAT special invoices, the client user should provide the VAT special invoice original issued by the tax authorities and a copy of the VAT special invoice with the user stamp. If the client user could not provide the aforementioned invoice and materials, UCloud Global has the right to refuse the fee refund.
3.5.3 If the invoice amount applied for by the client is larger than the amount of money the client user has prepaid or the service fee owed, UCloud Global has the right to ask the client user to, based on the fee settlement bill or other written notices by UCloud Global, top up or pay the amount equal to the invoice amount not yet paid within the period and amount requirements by UCloud Global.
3.5.4 If UCloud Global stops service or terminates a service, and the total invoice amount issued by UCloud Global to the client user is larger than the total amount that the client user has prepaid or actually paid to UCloud Global, the client user should return the original invoice to UCloud Global within ten days after the client user stops service or the termination date of this service agreement. If the client user does not return the original invoice to UCloud Global as stipulated, UCloud Global has the right to send or mail a supplementary fee bill and list the amount to be supplemented. The client user should pay the amount listed in the supplementary fee settlement bill (payment notification, payment notice, fee detail bill, etc.) to UCloud Global in full within ten days after UCloud Global sends or mails the supplementary fee settlement bill. If the client user does not recharge in full or pay the supplementary fee settlement bill in full to UCloud Global, UCloud Global has the right to pursue the client user’s breach of contract responsibilities as mutually agreed on or as laid out by law. The client user has no disagreement over this.
4. Statements, Guarantees, and Rights and Obligations of Both Parties
4.1 Statements, Guarantees, and Rights and Obligations of the Client User
4.1.1 The client user guarantees that it has legal qualifications to conduct all businesses under this service agreement. Meanwhile, the client user guarantees that all provided information is true and effective. Otherwise, the client user should bear all consequences due to the violation of the above statement and guarantee. If UCloud Global suffers any losses due to this, the client user should compensate in full.
4.1.2 The client user should pay the service fee as agreed. If the account incurs arrears due to non-payment of the fee as agreed, for each day in arrears, the client user should bear a late payment penalty of three per thousand of their arrears account balance to UCloud Global
4.1.3 If any technical problems occur in the UCloud Global system, the client user should actively collaborate with UCloud Global in eliminating technical issues.
4.1.4 If technical outages or serious problems occur in UCloud Global, and the problem is not solved within 30 days after the occurrence, leading to the inability to achieve the purpose of this service agreement, the client user has the right to terminate this service agreement without bearing any responsibilities by giving a 30-day written notice to UCloud Global in advance. If the client user has prepaid a service fee, the client user has the right to ask UCloud Global to return the balance after deduction of the owed amount. If the client user gives a written notice to terminate this service agreement as agreed on, the client user should pay the service fee amount listed in the fee settlement bill to UCloud Global in full within ten days after UCloud Global sends the fee settlement bill.
4.1.5 In particular, if UCloud Global needs the client user to provide relevant true information or materials (like real-name authentication), or requires the client user to perform or not perform certain actions to improve the technical service or perfect the product, eliminate defects or flaws of the product (service), or to update the product (service) according to legal provisions, the client user should actively collaborate with UCloud Global according to the requirements by UCloud Global or the laws, based on the good faith principle. If UCloud Global terminates this service agreement due to the refusal or dragging on by the client user, UCloud Global has the right to ask the client user to immediately pay all unpaid service fees incurred by the client user.
4.1.6 In the process of accepting the technical service from UCloud Global, if the client user is unable to normally accept the service provided by UCloud Global due to the reasons of the client user themselves (such as issues with the client user’s system), UCloud Global does not bear any responsibility toward the client user. If issues leading to interruptions or defects are caused due to reasons from the client user themselves and cause damages to UCloud Global, the client user should compensate UCloud Global for the losses caused by this.
4.2 UCloud Global Statements, Guarantees, and Rights and Obligations
4.2.1 UCloud Global should provide the high-quality UCloud Global Cloud Computing Service to the client user and 24/7 technical support service within the service period agreed upon in this service agreement.
4.2.2 If the client user does not pay the fee or bear the responsibility as agreed upon, UCloud Global has the right to stop providing all services or terminate this service agreement. If the client user has unfulfilled obligations or responsibilities not yet taken against UCloud Global, UCloud Global has the right to ask the client user to immediately fulfill or take all obligations and responsibilities, including paying all unpaid fees.
4.2.3 UCloud Global may modify or change the UCloud Global Cloud Computing Services commercially reasonably from time to time. Under the following circumstances, UCloud Global may change, remove, or terminate any or all services: 1) the service is constrained by applicable laws, regulations, rules, and/or requirements of the relevant legal or regulatory authorities; and/or 2) UCloud Global, for reasons such as company strategic adjustment, product operational strategy, or product needs changes, carries out corresponding changes or terminations to the product. In the event of significant changes or terminations, UCloud Global will notify the client user via one or several means such as the relevant service page display, webpage prompting, email or short text message, UCloud Global Cloud Computing Platform’s station notices.
4.2.4 UCloud Global has the right to immediately stop providing services and/or the right to immediately take other emergency measures and does not need to bear any responsibility toward the client user under the following circumstances:
（1） UCloud Global reasonably determines that the client user website or service content has been tampered with or attacked by content publishers;
（2） Interruption or termination of services provided by UCloud Global due to attacks or invasions on the client user’s website (including but not limited to trojans, hackers, cracking or reverse engineering, etc.);
（3） UCloud Global reasonably determines that the client user uses UCloud Global resources to attack government websites or other third-party websites;
（4) UCloud Global receives notice from the national regulatory authorities (including but not limited to Internet Security, Ministry of Industry and Information Technology, and Administration for Market Regulation) to block the resources used by the client user;
（5） UCloud Global receives a third-party report that the client user uses UCloud Global resources to publish information or content that infringes on others’ intellectual property, other legal rights and interests, or other information or content that is detrimental to social order, social security, and public morals and has not received any reply after notifying the client user (including notifying the service agreement client user contact person and the client user registered email);
（6） UCloud Global requests the client user to fulfill their obligations required by law (such as real-name authentication) according to legal provisions, and the client user did not fulfill as required or provided false information;
（7） In the event of an emergency network or content security incident (such as content involving a range prohibited by regulatory authorities, being ordered by regulatory authorities such as the internet supervisor to block IPs, etc.), UCloud Global, under the circumstances of protecting the legal rights and interests of the majority of users, could take measures.
4.2.5 The client user explicitly agrees that, in the following situations, UCloud Global does not need to bear any responsibility to the client user:
（1） Situations listed in 4.2.3, 4.2.4, 4.2.5 in this current service agreement;
（2） As the internet is a network connected around the world, due to a temporary operator blockage, causing a decline in access speed or short-term service interruptions, this type of situation is normal, and UCloud Global does not need to bear any responsibility for it;
（3） As payment performance for this service agreement, UCloud Global is not responsible for the damages caused to the client user or other parties by the actions or lack of actions by the operator.
5. Confidentiality
5.1 Both parties shall not obtain information irrelevant to the rights and obligations under this service agreement in an unfair manner. Both parties shall keep all information received from the other party confidential (all provided information that is not explicitly stated to be unnecessary for confidentiality by the providing party should be kept confidential). If it is discovered that confidential information is leaked, or confidential information is leaked due to one’s own negligence, both parties shall immediately take effective measures to prevent the leakage from expanding or the further development of damages, and promptly inform the other party.
5.2 In the following cases, the actions of either party are not considered breaches of confidentiality:
（1） The receiving party legally and fairly receives information not restricted by confidentiality from a third party without violating the agreement in this service agreement;
（2） The disclosing party discloses information to a third party not restricted by a confidentiality agreement;
（3） Information already legally and fairly owned by the receiving party before receiving the disclosing party’s information;
（4） Information disclosed to the disclosing party with written consent from the other party;
（5） Information that has been made public or can be obtained from public channels before this service agreement comes into effect;
（6） Information required to be disclosed by a legal regulator or national security agency, judicial agency, administrative agency, or unit with administrative power, etc.
（7） Information provided or made public according to the judgment of judicial agencies, decisions by administrative agencies, or orders or requirements.
（8） Information reasonably used by legal, accounting, commercial, and other advisors, employees, etc. who have signed confidentiality agreements.
5.3 The confidentiality obligation agreed upon in this service agreement will still exist even after this service agreement is terminated or any portion deemed invalid, until the confidential information is legally made public.
5.4 The confidentiality obligation agreed upon in this service agreement will not lose its binding force due to the expiration of the effective period of this service agreement or the termination of this service agreement.
6. Breach of Contract
6.1 In the event of a UCloud Global failure resulting in the client user’s inability to use the cloud host or cloud disk, UCloud Global gives compensation according to the Service Level Agreement (SLA) stipulated for the failing object. The total compensation should not exceed the total service fee amount for the month (30 days) of the failing object.
This compensation is limited to providing service time of the same length and cannot be cashed out or transferred to other main bodies by the client user, UCloud Global also does not need to issue an invoice for this equivalent amount to the client user.
6.2 Unless other written service agreements stipulated by UCloud Global, if the client user does not pay the fee to UCloud Global as stipulated in this service agreement, for each overdue day, the client user should pay UCloud Global a late payment penalty of three per thousand of the overdue amount. If the client user does not pay the fee as agreed upon and is overdue for more than 30 days, besides paying the aforementioned late payment penalties, the client user should additionally pay 20% of the entire owed amount as late payment penalties to UCloud Global.
6.3 In the event of a service interruption or defect due to reasons of the client user’s own, UCloud Global does not bear any responsibility towards the client user. Service interruptions or defects causing damages to UCloud Global the client user should compensate UCloud Global for the losses caused by this.
6.4 Unless other written service agreements stipulated by UCloud Global, either party breaching the agreement in this service agreement, or not fulfilling or not entirely or correctly fulfilling their agreed obligations in this service agreement shall be considered breaches of contract, the other party has the right to require the breaching party to immediately correct their breaching behavior and take complete, effective, and timely measures to eliminate the consequences of the breach by sending written notice, if this causes losses to the other party, compensation should also be given for the economic losses.
7. Notification and Delivery
7.1 If one of both parties changes the delivery address or contact or contact email address, another technical service agreement or supplementary agreement can be signed, or the changed delivery address or contact or contact email address can be notified to the other party through written confirmation with the company seal. If no new technical service agreement or supplementary agreement gets signed with the other party or no written confirmation is given to the other party, the delivery address or contact or contact email address will not be seen as changed.
7.2 For any notification or document that one side of this service agreement sends to the other, written form should be used, and the delivery address mentioned in the header of this service agreement or the changed post-change agreed delivery address should be sent by mail, express mail, or priority mail for delivery. When mailing, except for the name of the recipient at the recipient’s location, the legally authorized representative or person in charge should also be written, or directly write “for the legally authorized representative or person in charge.”
7.3 If the written notification or document sent by one side to the other side of this service agreement is being refused, signed refusal, or return, or, for whatever reasons like not being able to actually sign or know about the document by the other side, the document should be considered as effectively delivered on the day mailing is done.
7.4 The notification or document sent by one side of this service agreement to the other side through email should send it to the contact person email address mentioned in the header of this service agreement. If in accordance with this service agreement, the other side has changed the contact email address through written confirmation, the changed contact email address should be sent the email to.
7.5 If one side of this service agreement sends an email using the contact person email address mentioned in the header of this service agreement to the other side or using the changed contact email address after written confirmation, just as long as the email notification was sent, no matter the conditions of the mailbox existence, effectiveness of reception, whether the email was known or not, could be considered as the email sent day as the effective date of delivery for the notification.
7.6 The mutually agreed delivery address listed in the header of this service agreement could be considered as the effective delivery address in all stages of dispute resolution arbitration or lawsuit (first trial, second trial, retrial, etc.) and forced execution stage. At the same time, both parties confirm that sending an email to the contact person email address listed in the header of this service agreement is the effective delivery method for both parties to know about the relevant notification or relevant arbitration or lawsuit stage legal file and other materials. Both parties should continue to use the delivery method confirmed in person or writing to the authority of the arbitration to arbitrate or the mutually agreed upon delivery address, the mailing and email sending method could then be used to know about the notification or the arbitration evidence for billing amount or legal files of the dispute resolution.
8. Economic Sanctions and Export Control Clauses
8.1 You promise to comply with the applicable laws and regulations related to export control and economic sanctions, including but not limited to sanctions prohibiting or restricting trading for specific purposes or with specific end users by the United Nations, the People’s Republic of China, the United States of America, and the European Union. You promise not to use the products or services provided by UCloud Global for purposes that are prohibited by the applicable export control and economic sanctions laws and regulations. Neither you nor anyone else you authorize to use UCloud Global‘s cloud products or services will provide controlled technology, software or services to entities or individuals prohibited by applicable export control laws and regulations through UCloud Global‘s cloud products or services without the permission of the relevant authorities.
8.2 If you fail to fulfill the above agreement and promise in this agreement, UCloud Global has the right to terminate various business cooperations immediately at any time, and has the right to request you to make compensation for any losses resulting from this.
8.3 If due to export control or economic sanction factors it becomes impossible to fulfill the payment or collection of payment stipulated in this agreement, the parties to the agreement should negotiate separately and sign a supplemental agreement.
9. Exemption Clauses
9.1 In the event of force majeure, causing it unnecessary or impossible to fulfill this service agreement, either party can terminate this service agreement, and notify the other party promptly, and this service agreements comes into effect upon the termination notice reaching the other party. If both parties incur losses, both parties should bear their own losses (without either party pursuing the other party’s responsibilities):
In this service agreement, force majeure refers to an event that both parties cannot reasonably control, can’t foresee, or can’t evade even if foreseen, and this event hampers, affects or delays either party in fulfilling all or part of their obligations under this service agreement. These events include but are not limited to acts or orders (including but not limited to economic sanctions, mandatory export management measures) by governments or public authorities, riots, wars, hostile acts, strikes, other labor disputes and work stoppages, traffic or other public services stoppages or interruptions, epidemics, fires, floods, earthquakes, storms, tides or other natural disasters, hacker attacks, computer viruses (such as trojans, worms, etc.), technical adjustments from telecom departments resulting in significant impacts, actions from the government causing the internet to temporarily shut down, gambling or illegal internet publishing activities, violations of national ethnic and religious policies, other violations of laws and regulations, department rules, or national policies.
9.2 To avoid misunderstanding, it is to be made clear and emphasized that the following situations affecting the normal operation of the internet which are also considered force majeure in this service agreement:
（1）Hacker attacks;
（2）Significant impacts due to technical adjustments by telecom departments;
（3）Temporary shut down of the internet due to government regulations;
（4）Virus attacks that cannot be avoided by reasonable technological protections;
（5）A stop to internet services provided by the related regulatory department;
（6）Interruption or congestion of telecom backbone line；
（7）Failures in the power supply system or rationing of electricity supply, etc., affecting normal network operation;
（8）Application of policy adjustments, regulatory requirements, data source adjustments.
9.3 the client user explicitly agrees that, in the following situations, UCloud Global does not need to bear any responsibility to the client user:
（1） Situations listed in 4.2.3, 4.2.4, 4.2.5 in this current service agreement;
（2） As the internet is a network connected around the world, due to a temporary operator blockage, causing a decline in access speed or short-term service interruptions, this type of situation is normal, and UCloud Global does not need to bear any responsibility for it;
（3） As payment performance for this service agreement, UCloud Global is not responsible for the damages caused to the client user or other parties by the actions or lack of actions by the operator.
10. Dispute Resolution and Applicable Law
10.1 The establishment, effectiveness, interpretation, execution, and dispute resolution of this service agreement should all apply to the law of the People’s Republic of China (excluding Hong Kong, Macao, and Taiwan).
10.2 Disputes caused by both parties fulfilling this service agreement should first be solved through friendly negotiation. If negotiation is not successful, both parties have the right to solve this through court litigation at the people’s court with jurisdiction over the location where this service agreement was signed in Yangpu District, Shanghai City.
10.3 If solved through court litigation, the losing party should bear the litigator fee for the other side’s attorney. The calculation method for the attorney fee is taking the amount in dispute as the base, and calculating it based on the upper limit rate of “according to the amount-based ratio fee” in the “Shanghai City Lawyer Services Government Guidance Price Standard.” However, if the attorney fee calculated by the above method is lower than 30,000 Yuan, the fee should be calculated as 30,000 yuan. The aforementioned attorney fee borne by the losing side does not need to be already paid to the attorney by the client. That means, no matter if the client has actually paid the attorney fee to a law firm, the losing side should provide compensation or take responsibility to bear the loss. The client user does not have a disagreement about this.
11. Other Agreements
11.1 Before accepting this service agreement, please carefully read all the content of this service agreement. If you use UCloud Global‘s cloud services without having formally signed a sealed text with UCloud Global, it signifies you reaching an agreement with UCloud Global and agreeing to accept all content of this service agreement, and replaces all oral and written negotiation, discussion, notification, memorandums, files, and notification files related to the rights and obligations of the parties before the actual use of cloud services.
11.2 The service term starts calculating from the date when the user successfully creates any one cloud service includes those presented and provided to the user on [https://console.ucloud-global.com], not from successful user registration in gaining administrator status as the base. The specific service term is calculated based on the actual service utilization condition of the user.
11.3 The service description on the relevant page of [https://console.ucloud-global.com], price description, and the ordering page that you confirmed and agreed on are inseparable parts of this service agreement and have the same legal effect as the main text of this service agreement. You should abide by it. If there are any discrepancies between the service description on the relevant page of [https://console.ucloud-global.com], price description, and the ordering page that you confirmed and agreed to, this service agreement should be ultimately respected.
11.4 In its nature or other aspects that should exist after the termination of this service agreement, any term that should logically exist after the termination of this service agreement will be considered as continually existing terms, include but are not limited to the guaranteed terms, confidentiality terms, terms of intellectual property rights, terms of economic sanctions and export control, and terms of law applicability and dispute resolution.
11.5 Service rules form an important part of this agreement and have the same legal effect as the main text of this agreement. You should abide by it.
Effective Date: March 31, 2023