Wangsu Science & Technology Company Limited Service Contract (General Terms)

       【Important notice: This Contract is made out in English and Chinese languages, in case of any discrepancy between the Chinese version and the English version, the Chinese version shall prevail.】

In accordance with the Contract Law of the People’s Republic of China, Telecommunications Regulations of the People’s Republic of China, and other relevant laws and regulations, Party A and Party B, adhering to the principles of equality, voluntariness and mutual benefit, and through friendly consultation, have reached the agreement on the provision of Wangsu Network Platform Service, and enter into this Contract with the following terms and conditions for the Parties to comply with:

Representation and Warranties

1     Both Parties are legitimate enterprises or other legally established organizations or natural persons with full capacity for civil conduct that registered at the administrative organ for industry and commerce in due form and validly exists, and have obtained all the qualifications and licenses and/or authorizations necessary for the operation of Internet business and licenses complete.

Party A and Party B have full power and authority to execute this Contract, at the time of entering into this Contract, there is no legal barrier or significant event that may affect their normal operation or the  performance of this Contract.

2     Both Parties warrant to each other that, during the negotiation and performance of this Contract, if any changes arise that may affect the performance of this Contract, the affected Party shall notify the other Party promptly, otherwise it shall be attributed as a breach of contract.

Such changes include, but are not limited to: changes to the qualification for business or records, mortgage and pledge, debt profile or important transformation of assets, bankruptcy liquidation, information of penalties resulting from the violation of telecom and/or Internet industry regulations, and other information that may affect the entry-into-force or the performance of this Contract.

3     Both Parties warrant to each other that, they shall strictly comply with any and all laws and regulations made by the State and/or the competent authorities (including, but not limited to the laws and regulations currently in force or being released or updated from time to time).

4     Where the Service Place is outside the mainland China, both parties shall also comply with local regulations and laws, orders, business specifications and industry practices and take the corresponding liabilities with respect to any breach of them. The information and services provided by and the qualifications of Party A shall comply with local laws and regulations, and Party A shall take full liabilities with respect to any breach of them.

5     Where Party A is a natural person, it shall provide legal and valid identification documents (including without limitation, certificate of identification, household register or passport, etc.) upon signature.

6     The representation and warranties from a Party of the Contract to the other Party are comprehensive and authentic by the date of signature.  It is hereby confirmed that the execution of this Contract is based on such representations and warranties, and these representations and warranties constitute the precondition of the signature of this Contract.

After the coming into force of the Contract, where one Party finds out that any situation is inconsistent with the representations and warranties made by that party to the other, the Party shall disclose such inconsistency to the other party immediately, or otherwise it shall be deemed to be a breach of Contract and the Party shall take corresponding liabilities .

7     Each representation, warranty and commitment provided under this Contract is separate and independent. Unless otherwise expressly stipulated, the representations, warranties and commitments shall not be limited by any terms and conditions of this Contract.

Contract Structure

  1. This Contract is composed by Service Agreement, Service Order, Wangsu Science & Technology Company Limited Service Contract (Special Terms), Wangsu Science & Technology Company Limited Service Contract (General Terms) and other relevant documents (e.g. Network Responsibility Statement, Authorization Certificates, etc.).
  2. Unless otherwise expressly provided, Services herein refer to all services and products ordered by Party A in this Contract.
  3. The contents in Wangsu Science & Technology Company Limited Service Contract (General Terms) are the basic parts  that the Parties agree on, including Representation and Warranties, Definitions and Interpretation, Applicable law, Rights and Obligations, Confidentiality Obligations, etc.
  4. The contents in Wangsu Science & Technology Company Limited Service Contract (Special Terms) are the details that the Parties agree on. The Special Terms are the concretion, supplement and amendment to the General Terms combining with specific products and services. Where a special term is inconsistent with the general terms, the special term shall prevail.
  5. Other relevant documents include, without limitation, Business Licenses of the Parties (for the first cooperation), Qualification Certificates, Network Security Liability Statement, Authorization Certificates, and Non-Disclosure Agreement, etc. The concrete composition of documents listed hereinbefore will be decided by the Parties separately.
  6. The headings  of all the paragraphs (titles) are here for retrieval convenience and none of them shall affect the meaning or interpretation of this Contract.
  7. Unless otherwise specified hereof, the articles, paragraphs and appendixes mentioned refer to the articles, paragraphs and appendixes of this Contract.

Principles

  1. Ownership: Except for the rights expressly granted to the other Party, both Parties preserve the ownership of relevant products hereunder, along with any intellectual property rights contained in or related to, including without limitation, copyright, patent right and trademark right, etc.
  2. Limitation of Liability: Both Parties hereby confirm that, unless otherwise expressly provided herein, neither Party shall be responsible for any special, indirect or consequential damages (including data loss, profit loss, financial expenses and cost of machine halt) arising from the performance of this Contract  or any warning or punitive damages, whether based on tort, warranty, contract, or any other legal theory. The aggregate liability hereunder of either Party shall not exceed the limitation of direct damage, and the amount of compensation caused by unavailability of services shall not exceed the monthly service fee before the responsibility arises according to this Contract.
  3. No Responsibility for Third Party: Both Parties hereby confirm that, during the performance of this Contract, both Parties to this Contract shall be responsible to the other party only, and shall not bear any responsibilities for or perform any obligations towards any third party. Party B shall not be liable for the losses to Party A or to any third party due to the acts or omissions of other third parties, nor be responsible for the losses of the third party who indirectly receives Party B’s service through Party A.
  4. Where Party A purchases several products or services from Party B, each product shall conclude the statistics of unavailability of services, liability for breach of Contract, basic amount of compensation and compensatory approaches respectively, and shall not be accumulated or combined in any shape of form.
  5. This Contract shall be a service agreement concluded by the Parties in consistent with the principles of equality, voluntariness, fairness and good faith. Amendments to this Contract may be made in the form of supplementary agreements. Party B provides the Contract templet only to accelerate the business cooperation because the Party B is familiar with the industry operation so the contract contains no format terms.

Definitions or Service Goals

  1.  “WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE CONTENT DELIVERY NETWORK (CDN) SOLUTION”, means by adding a layer of network architecture to the existing networks, deliver the content on the webpage to the edge of the network that is the closest to the end user, so as to have the end user access the content locally, improve network transmission speed, and solve the network congestion. CDN could solve the problem of slow site access which caused by the narrow network bandwidth, large number of user visits, and unevenness of network distribution. 

“CDN SERVICE”, means by using the web caching and server-load balancing technology, deliver the content on the Internet to the nodes deployed in multiple locations, so as to improve website response time. CDN Service includes webpage acceleration, http download acceleration, streaming media live and/or on demand acceleration, upload acceleration, and other value-added services (for example, intelligent collection).

  •  “WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE WHOLE SITE ACCELERATOR (WSA) SOLUTION”, means by using Party B’s platform nodes resources and acceleration technologies (such as dynamic content transmission optimization, static content nodes caching), provides Party A with whole site acceleration and real-time optimization service, and solve the problems of backbone congestion, across network visit limitation, and slow respond speed at user side, which can greatly improve the bidirectional transmission efficiency of internet contents at both website and user side. WSA Service includes several products, for instance, HTTPS.
  •  “WANGSU MOBILE SERVICE PLATFORM SOFTWARE MOBILE APPLICATION ACCELERATOR (WAA) SOLUTION”, means professional delivery service platform provided by WANGSU aimed at mobile Internet applications, which is applicable for Internet Applications like Web, App and Hybrid App, etc.
  •  “WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE ACCESSING ACCELERATOR (ACCA) SOLUTION”, means the acceleration and optimization solution provided by WANGSU aimed at operations of LAN users accessing Internet. Based on the Wangsu World-Wide Content Delivery Platform and the Internet Accelerator Service Platform, and using three major components of Intelligent Multi-Level Content Delivery, Large Data Mining Resource Sharing and Dynamic Data Flow Acceleration, ACCA substantially improves the access speed of LAN users to the Internet and brings LAN users fast and efficient Internet access experience.
  •  “WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE APPLICATION ACCELERATOR (APPA) SOLUTION”, means optimization and acceleration product provided by Wangsu aimed at enterprises and Internet dynamic data in network transmission. Based on Wangsu World-Wide Internet Accelerator Service Platform, and using the Network Transmission Accelerator Technology to eliminate the bottleneck of the data transmission crossing regions and carriers, APPA builds a high-speed data channel for the content that users transmit, significantly improves the accessing speed and availability of enterprises and Internet dynamic data transmission, and helps to solve the problems of slow dynamic data transmission and poor experience.
  •  “WANGSU NETWORK APPLICATION POTIMIZATION PLATFORM SOFTWARE DYNAMIC SITE ACCELERATOR (DSA) SOLUTION”,  means the whole acceleration solution provided by Wangsu aimed at web site dynamic content, using technologies like network accelerator, route optimization and transmission optimization. By adding a layer of network architecture, DSA can greatly improve the transmission efficiency of the website dynamic content, thus solve the network congestion and the problem of slow site access, ameliorate the quality of site transmission  and the improve the website response speed.
  •  “WANGSU CONTENT AND TRAFFIC MANAGEMENT (CATM) SOFTWARE SOLUTION”, means the Internet Content Cache Accelerator, by using the web caching and server-load balancing technology, cache the content on the Internet to the nodes deployed in multiple locations, so as to improve website response speed.
  •         “WANGSU CLOUD VIDEO (CloudV) SOLUTION”, means a comprehensive and integrated solutions platform for streaming media for the enterprises, which is based on the efficient, stable and secure streaming media accelerator of Wangsu, and has integrated the technology accumulation and service experience in the field of streaming media services of Wangsu. CloudV can provide one-station Streaming Media VOD and Live Telecast Services including Cloud Storage, Cloud Transcoding, Video Self-Compiled Control, Live Recording Function, Personalized Player and CDN Acceleration, etc., for enterprises which need streaming media services, in order to reduce the technology cost to build websites and the maintenance cost in relative software and services of Streaming Media, making companies more concentrated on the main business. CloudV Service includes products like Cloud VOD and Cloud Live Telecast and corresponding Value-Added Services.
  •  “RAPID CLOUD TRANSMISSION (RCT) NETWORK PLATFORM SOFTWARE SERVICES”, means one-station Data Transmission Acceleration and Management Services provided by Party B for the Party A, using Client Transfer Tools, Private Transfer Protocol, High-Speed Transmission Network and  perfect Management Control Platform to constitute an End-to-End Transmission Acceleration System.
  •  “WANGSU SECURITY CLOUD PROTECTION PLATFORM SOFTWARE WEBSITE SECURITY SERVIVE (WSS) SOLUTION”, means the Website Security Service provided by the Party B, using its platform resources and security system, for the Party A to make acceleration and resist DDoS attack.
  •  “WANGSU CLOUD SECURITY BOT GUARD PRODUCT (Bot Guard)”, means the service provided by party B, using its platform resources and Bot Guard Software.
  •  “WANGSU SECURITY CLOUD PROTECTION PLATFORM SOFTWARE DDoS MITIGATION SERVICE (DMS) SOLUTION”, means the security service provided by the Party B, using its platform resources and the security system, for the Party A to defend tremendous amount of DDoS Attack.
  •  “WANGSU SECURITY CLOUD PROTECTION PLATFORM SOFTWARE GOVERNMENT & ENTERPRISE SECURITY SOLUTION (GESS)”, means the services provided by the Party B, using its platform resources and protection algorithm, for the Party A to defend DDoS Attack, WEB Application Attack and make CDN Acceleration. The GESS can not only ensure the high-performance access of website, but also at the same time, block security threats in the cloud, greatly improve the ability of security protection, so that the customer’s website can work more safely, stably and efficiently.
  •  “WANGSU VIRTUAL PRIVATE NETWORK CLOUD PLATFORM SOFTWARE SOLUTION (CloudVPN)”, means the new public network interconnection solution tailored for customers provided by Party B, using high quality cloud resources all over the country, aiming at the needs of public network users to access internal network applications. Through data encryption, target address translation, together with traffic scheduling, transmission optimization and other accelerated optimization technologies, the product greatly improves the efficiency of data transmission, guarantees the reliability and stability of the network, and effectively solves the problems of poor performance, unreliability and high cost of traditional VPN, and helps customers to establish an efficient, safe and reliable extranet.
  •  “WANGSU FINANCE SECURITY ACCELERATION SOLUTION (Finance+ Solution)”, means the fast content delivery service, efficient attack defense service and accurate data computing service etc., provided by Party B, using its platform resources and transmission optimization, security protection, data processing and other functional modules to ensure high-performance access to Party A’s website while blocking security threats, help improve website access performance, release operating costs, and enable end users to obtain high-quality access experience.
  •  “WANGSU LIVE PEER TO SERVER & PEER PRODUCT (LP2SP)”, means the live broadcast acceleration service product. Based on the self-developed terminal sharing technology, in the process of providing efficient, stable and secure live video acceleration, the terminal shares part of the bandwidth traffic, and achieves the goal of saving cost for customers under the condition of guaranteeing lower delay and higher fluency of acceleration service.
  •  “WANGSU VOD PEER TO SERVER & PEER PRODUCT (VP2SP)”, means the video-on-demand acceleration service product. Based on the self-developed terminal sharing technology, in the process of providing efficient, stable and secure video-on-demand acceleration, the terminal shares part of the bandwidth traffic, and achieves the goal of saving cost for customers under the condition of ensuring  fluency of acceleration service.
  •  “WANGSU KEY CONTENT APPLICATION SERVICE PLATFORM SOFTWARE KEY BUSINESS ACCELERATION (KBA) SOLUTION”, means the service provided by Party B, using key technologies such as multiple grooming strategies, accurate traffic identification, multi-source detection, routing self-tuning, connection reuse and aggregation, aims at accelerating the Internet business focused by operators, other types of Internet service units, and fully integrates various resources to enhance user experience and perception, so as to effectively help operators improve service quality, reduce manpower, operation and maintenance costs, and reduce user complaints.
  •  “INTERNET DATA CENTER (IDC) SERVICE”, means the facilities Party B provides for Party A’s hosted device, which include: environmental conditions, for instance, machine room space, power supply, fire suppression, security, temperature and humidity control; services, for instance, Internet bandwidth links, technical supports, network failure detection and repair, and other related and value-added services Party B could provide for Party A. The IDC Hosting Service could help Party A to provide information services for its users on the Internet.
  •  “WANGSU CLOUD COMPUTING (WSC) SERVICE”, means the one-station cloud platform service provided for the Party A, depending on the advanced cloud platform hardware resources and perfect technology service system, and combining the  internet access resources and the advantage of Wangsu—IDC. WSC provides the capacity of calculation, storage and network for the customers as demanded.
  •  “WANGSU CLOUD STORAGE SERVICE”, means the object storage product researched by Wangsu independently. WCS provides services of mass data storage, delivery acceleration and data management, combining with the Wangsu Delivery Acceleration Technology.
  •  “EASY CLOUD BACKUP”, means the secure cloud online backup service composed of a cross-platform server storage pool and clients. Enterprises can back up the data in various file systems and applications systems to Wangsu Cloud Storage Pool. Even if the local encounters any disaster, the company’s backup data are intact, and can be restored.

Concepts and Definitions

  1.  “PARTY A” hereof refers to the service demand party (the purchaser).
  2.  “PARTY B” hereof refers to the service provide party (the provider).
  3.  “BOTH PARTIES AND THE OTHER PARTY”: “BOTH PARTIES” means the Contracting Parties under this Contract, which refers to Party A and Party B specifically; “THE OTHER PARTY” means the other Contracting Party that takes part in the process of negotiation, execution and performance of this Contract.
  4.  “THIRD PARTY RIGHT HOLDER”, means the third-party organizations, governmental authorities or individuals that hold the legally effective documents legitimately. Such documents include, but are not limited to: certificate of copyright, patent or trademark; effective legal documents (judgment, conciliation statement, and/or award); laws, regulations, departmental rules, or administrative orders that are closely relevant with the legitimacy of the continuing performance or early termination of (all or part of) this Contract.
  5.  “CONTRACT PRINCIPAL”, means the persons as designated by the Parties that could represent the authorizers’ intension, and are responsible for decision-making, explanation, and communication regarding technology, business and/or service matters for the performance of this Contract.
  6.  “BASIC TELECOM SERVICE OPERATOR”, means the legal entity that has obtained the License for the Operation of Basic Telecom Service in accordance with the laws of the Country where the Service is delivered.
  7.  “TELECOMMUNICATIONS ADMINISTRATION”, means specially the Ministry of Industry and Information Technology of the P.R.C. and its subordinated departments, which carry out the administration over Internet and information technology, Internet access, and other kinds of services.
  8.  “RELEVANT GOVERNMENTAL AUTHORITY”, means the governmental authority, judicial organ, or third-party organization that carries out the administration over Internet access, information content, miscellaneous services, intellectual property rights and other relevant issues pursuant to the laws and regulations of the P.R.C. and laws and regulations of the Country where the Service is delivered. Such governmental authorities include the Internet Surveillance Branches under Public Security Bureaus of the P.R.C., the respective Internet industry associations, etc.
  9.  “SERVICE FEE ACCOUNTING AND DATA INQUIRY SYSTEM” (hereinafter referred to as “the ACCOUNTING SYSTEM”), means specifically the system to inquire data usage and calculate service fees therewith. The billing figure and data used to calculate service fees are derived from Wangsu Customer Service System. The service interface (SI) of the Accounting System is provided by Party B, and Party A fully acknowledges the objectivity and fairness of the Accounting System.
  10.  “MINIMUM SERVICE FEE”, means the traffic (or bandwidth) that Party A commits to use every month, or the committed amount as agreed by both Parties while Party A purchasing the service from Party B. If the traffic (or bandwidth) actually used by Party A did not meet the committed amount, Party A shall still pay Party B the service fee which equivalent to the committed amount. The burstable part shall be additionally paid by Party A to Party B.
  11.  “BOOKED ADDITIONAL SERVICES”, means the bandwidth, traffic and/or other services provisionally purchased by Party A.
  12.  Except for special description otherwise, “1G” hereof refers to “1000M”.
  13.  “DESCRIPTION OF SERVICE AVAILABILITY”:
  14.  “SERVICE AVAILABLE”: means after using the Network Platform Service provided by Party B, the webpage, documents and/or streaming media of Party A under its domain name can be accessed or downloaded or can reach the agreed service purpose.
  15. “SERVICE UNAVAILABLE”: after deducting the service available time from the total service time, the rest is the service unavailable time.

Authorization and Signature

  1. Both Parties agree that before the signing of the Contract, both Parties have fully known and understand the items of this Contract, including rights and obligations, proprietary technologies and vocabulary, industry practice,  relevant laws and regulations and the agreements with risks and consequences, without any misunderstanding or doubts.
  2. All the representatives of the Parties to the Contract (Contract Principal) have obtained the necessary authority to sign this Contract and have completed their respective internal approval process. All the contents signed by the representatives are true declaration of the Parties’ will, and there is no situation of signing a contract or commitment beyond the scope of authority.
  3. For better cooperation, the Parties shall appoint authorized Contract Principal and valid contact information in charge in the Contract or the attachment such as the Service Agreement or the Service Order. The Contract Principal in the Contract may amend and renew the Contract through the appointment contact information (for instance, email).
  4. The Parties confirm that the changement of the Contract Principal, the revoke of the original authorization and the authorization of the new Contract Principal shall be confirmed in written form by that Party.
  5. The terms and conditions of this Contract shall bind and benefit any successor or transferee of each Party. However, without the prior written consent of the other party, neither party shall assign (or transfer through other manners) its obligations under this Contract to any third party directly or indirectly.
  6. Nothing in this Contract shall constitute a solicitation for employment to the other party’s personnel, or constitutes one party an agent or representative for the other party. Unless expressly stated in the agreement, neither party is authorized to assume or create any obligations or responsibilities on behalf of or in the name of the other party., whether express or implied. During the performance of this Contract, each Party shall act as an independent contractor.

Service , Confirmation and Settlement

  1. The duration of this Contract shall be subject to supplementary Service Agreement and/or Service Order. Where the Parties do not agree on a specific period, by default the duration shall be twelve (12) months form the date of signing. Details, for instance, the date and duration of charging, the price, settlement and payment of the service, shall be subject to supplementary Service Agreement, Service Order and/or other appendixes.
  2. If Party A proposes to terminate the Contract on the expiry day, it shall give Party B a written notice for termination thirty (30) days in advance. Party B will complete the operations in this thirty-days-period and suspend the service on the expiry day. In this case, the cost of the service will be calculated to the expiry day. If Party A fails to deliver the written termination notice thirty (30) days in advance, party B will be entitled to postpone the expiry day till the day that is thirty(30) days after the actual reception of the termination notice. In this case, the cost of the service will be calculated till the actual expiry day.
  3. Where no expressed intension is submitted by Party A after the expiry of this Contract, and Party A continues to use the service provided by Party B, this Contract will be automatically extended for the same contract period, and the terms and conditions of this Contract shall be applied to the renewed contract also. Such extension shall have no limit on times.
  4. Both Parties hereby confirm that, all the service fees under this Contract shall be settled in RMB. Concerning the particularity of Internet and Telecommunications Value-Added Services, Party A acknowledges and voluntarily uses the Service Billing and Data Inquiry System provided by Party B. Party A’s doubts about the bill or data should not be the ground for its unilateral termination or suspension of this Contract, or the relief of its payment obligations.
  5. During the performance of this Contract, where Party A needs to increase the usage amount within the scope of Service it purchased, it shall propose in writing five (5) working days in advance, and with Party B’s prior consent, amend the Service Order or sign a separate supplementary agreement with Party B or notify through the Contract Principal’s e-mail. Except for the changes to the usage amount as aforementioned, other changes to this Contract shall be confirmed by signing supplementary agreement(s) after mutual consultation.
  6. During the performance of this Contract, where Party A needs to decrease the resources usage amount within the scope of Service it purchased, it shall propose in writing thirty (30) working days in advance, and with Party B’s prior consent, amend the Service Order or sign a separate supplementary agreement with Party B or notify through the Contract Principal’s e-mail. Except for the changes to the usage amount as aforementioned, other changes to this Contract shall be confirmed by signing supplementary agreement(s) after mutual consultation.
  7. If changes of the Contract are carried out through a Service Order or a Supplementary Agreement (except for through the email), the Service Order or Supplementary Agreement aforementioned shall become effective after being signed and sealed by both Parties.
  8. After the commencement of Service, Party B shall notify Party A to sign-off in writing, and Party A shall sign the respective documents for its confirmation. Any objection from Party A should be brought in writing within two (2) working days upon receipt; where Party A did not file any written objection within the required time, it shall be deemed to constitute Party A’s acceptance of such Service(s).
  9. The minimum-guarantee service fees (where applicable) as agreed in this Contract shall be paid in the agreed payment period (monthly/quarterly/yearly/other). Party A shall pay such fees since the entry into effect of this Contract and before the actual use of the Service. As for the part exceeds the minimum service fees or exceeds the agreed service, a written notice shall be sent to Party B five (5) working days in advance, and such notice should be confirmed by Party B accordingly. Where Party A did not use the aforementioned additional service, the relevant service fees should still be paid to Party B.
  10. Both Parties agree that, Party B shall send the Notice of Payment before the fifth day of the first month of the promissory payment period in written form or by e-mail (for the address (or the e-mail address) of the receiving party, see Service Contract or Service Order of this Contract). Party A shall complete the confirmation of the Notice of Payment within three (3) working days upon the receipt, and notify Party B to issue the invoice with the same amount as the service fees. Party A shall complete the payment within five (5) working days upon the receipt of the invoice. Party A’s failure to confirm the Notice of Payment in writing within five (5) working days upon receipt shall be regarded as Party A has no objection to the Notice of Payment.

In case the Payment Date is not consistent with that in the Service Order, the Service Order shall prevail. Notwithstanding whether there are other agreements, individual customers shall pay advance. Sending Notice of Payment and the issuance of the invoice hereinbefore are subordinated obligations of Party B. Party B’s issuance of the respective invoice shall not be regarded as the confirmation of Party A’s payment, Party A’s payment status is subject to the actual receipt of payment at bank.

During the performance of this Contract, Party B shall, in the basis of the prices and the time stipulated in the Contract or the Order, before the fifth of the first month of the promissory payment cycle, provide the service billing, data statistics of each payment cycle and the Notice of Payment hereinbefore and charge the fees.

  1. If the billing period is not expressly appointed, determine as follows: the starting day shall be the day when the service or the billing starts, the length of the period shall be the number of days of a natural month, and the ending day shall be subject to the starting day and the length of the period, so is the follow-up, the starting day and ending day is joint but not coincident. And the specific time is subject to the Bill of Wangsu.
  2. If Party A needs to access bandwidth in a short time due to business requirements during the Service process and the traffic is expected to exceed the bandwidth of last month for 50% (or “burst bandwidth”), it shall Party B at least 2 working days in advance so that Party B can carry out bandwidth redundancy. For the burst bandwidth aforementioned, the Parties shall negotiate further and confirm the charges in written form (including emails), or take the amount of bandwidth on the day of burst bandwidth separately and confirm the charges in the unit price stipulated in the Service Order.

Except for the bursts that Party A has notified in advance in accordance with the Contract, other bursts shall be measured separately on the day of burst bandwidth and charged in a price of 1.2 times of the agreed price in the Contract. The quality issues caused by an unannounced burst bandwidth shall be assumed by Party A and shall not be included into unavailable time.

Rights and Obligations

  1. Rights and Obligations of Party A
    1. Party A warrants that it has all the qualifications, licenses and ICP records etc.,  necessary for the performance of this Contract as required by the relevant laws and regulations, all the legal liabilities and adverse consequences resulting from Party A’s lack of the foregoing materials of qualifications, licenses and ICP records shall be borne by Party A.

Party A shall provide the foregoing qualifications, licenses and ICP records for Party B and ensure all the information and materials are authentic, accurate, legal, valid and complete. In case the information and materials change or update during the term of Contract, Party A shall notify Party B promptly and provide the up-to-date materials and information, and ensure the up-to-date materials and information are consistent with those recorded in the relevant department.

  • Party A warrants not to make, copy, publish or propagate messages containing the following contents: oppose the basic principles stipulated in the Laws of P.R.C., and the laws, regulations and policies of the countries (regions) where the service is provide; jeopardize national security, divulge state secrets, incite subversion of state power, undermine national unity; impair state honor and interests; incite hatred or discrimination among nationalities or harm the unity of the nationalities; break the national religion policy and/or blazon forth evil cults or superstitions; disseminate rumors, disturb social order and undermine social stability; spread obscenity, eroticism, gambling, violence, homicide and horror, or abet criminality; insult or slander other people, or impair other people’ legitimate rights and interest; and other contents prohibited by laws and regulations. Party A also warrants not using the services provided by Party B to engage in the activities endangering telecommunications and network security, or disrupting the normal order of the telecom market.
    • Party A warrants to conduct complete inspection and filter over the accessed contents, including but not limited to websites, instant messengers, network disks and videos; it further promises to entirely remove harmful messages which contain violence and/or terrorism, close the accounts which contain videos advocating violence and/or terrorism, and set up a working list for clearing violence and/or terrorism related videos.
    • Party A should use the Services in accordance with the terms and conditions of this Contract, should not use the Internet resources provided by Party B to operate any service which it does not have qualification, should not use the Internet resources provided by Party B to engage in illegal activities, and should not use the bandwidth to provide access to other Internet service providers or Internet entities in any way (including, without limitation, building optical fiber or VPN channel).

In case of any change to its scope of business, Party A shall sign supplementary agreement(s) with Party B to confirm such changes.

  • Where the qualification of Party A’s source site needs authorization or permit from the relevant governmental authorities, Party A should obtain the respective authorization, permit, and/or ICP record. Party A is aware and acknowledges that, where the relevant governmental authority investigates Party A’s online information through Party B (for instance, the Internet access log, login history, details on distribution of information), Party A shall fully corporate with such investigation (including, without limit to, provide all log data). In the case Party A points the unrecorded domain name to the IP address provide by Party B without the consent of Party B or the record information provided by Party A is not true, accurate or valid, Party B has the right to cease the acceleration service of such domain name, and shall assume no liability for breach of contract, and Party A shall assume all the adverse consequences therefrom.
    • Unless otherwise agreed by both Parties in writing, Party A acknowledges that Party B has the proprietary rights of the materials, software, data, etc. it provided to Party A. Party A has no right to propagate, transfer, license or allow others to use these resources or share these resources to others.
    • Notwithstanding otherwise stipulated in this Contract, both Parties confirm that: within the scope of the Service(s) provided by Party B to Party A, there is no declaration of intention on the transfer, authorization or permission of usage of Party B’s intellectual property rights.
    • Party A understands that, where it is under the legislative jurisdiction of P.R.C. during the process of service, it shall record the end users’ Internet history according to the requirements set forth in the Regulations on the Protection of the Right of Communication through Information Network, Administrative Protections on the Copyright in Internet of P.R.C., and other relevant laws and regulations. Such records shall be kept for no less than one hundred and eighty (180) days, and provided to the governmental authorities upon request in conformity with legal provisions.

Party A shall also properly record and keep the relevant back-up information according to the agreements of the Contract or the provisions of laws and regulations of the countries or regions where Party A is located or where the service is in, in order to accept the inspection of relevant departments.

Party A should provide the backups to the relevant governmental authority in accordance with the inspection requirements. Party A shall also be comply with the provisions of laws and regulations of Anti-Terrorism Act of P.R.C., and the Amendment to the Criminal Law of P.R.C. (IX).

  • Party A has the obligation to support the relevant governmental authority’s administration, examination and adjustment work in accordance with provisions set forth in the laws, regulations, department rules and management measures. Where Party A is exempted from the aforementioned works, or the ongoing examination or adjustment work suspends under the approval from the relevant governmental authority, Party A shall notify Party B in advance and provide the relevant supporting documents.
    • Party A shall provide reasonable supports and assistance when Party B furnishing services for Party A. In the case that Party A needs to change the Contract-Service-related and product-related configurations, it shall notify Party B at least five (5) working days in advance so as to ensure that the Service will not get interrupted unexpectedly. Party A is responsible for the uploading and the provision of verification information, and has an obligation to notify Party B before uploading. Where Party A changes the configurations of its source site, it shall communicate with Party B, Party B shall assist Party A in avoiding the interruption of Service that results from improper settings.
    • Where Party A’s website encountered any application or traffic abnormality, or its website was attacked by hackers for instance third party network attacks, Party A shall communicate with Party B promptly, so as to guarantee the service level, however Party A shall still pay the traffic or bandwidth fees  incurred thereby.

If Party A is attacked but has not bought the Attack Prevention Service, Party B has the right to transfer the attack traffic to the source station or stop the service temporary.  Party B’s damages or expenses arose from the attack shall be compensated by Party A

  • After notifying Party B in advance and signing multi-party agreements, Party A could share the Service(s) under this Contract with its controlled company, subsidiary company, or other affiliates temporarily or chronically. The company which shares Service(s) with Party A shall also comply with the provisions regarding qualification, legal affairs, as well as price and quality issues as prescribed in this Contract. Unless otherwise agreed, Party A has the obligation to pay the service fees under this Contract to Party B on time, and shall undertake joint responsibility for the liabilities and service fees resulting from the sharing of Service(s).
    • Before paying any bill, Party A shall notify Party B the service fees to be offset in writing precisely (including the kind and term of the service). Where Party A did not notify Party B in writing precisely, Party B has the right to confirm the kind of the service fees to be offset itself. And the Party A shall not demur or contradict.
  • Rights and Obligations of Party B
    • Party B shall provide CDN Service for Party A, which includes system configuration, networking adjustment, etc., and report the achievable functions to Party A. 

Party B shall provide 24×7 (24 hours a day, 7 days a week) technical supports to Party A, so as to assure that Party A’s website or acceleration objects could get normal Service. Technical supports referred to in this sub-Clause including, but not limited to the daily maintenance, monitory and timely troubleshooting etc., and other compensable/free services separately concluded by the Parties.

  • Where the Service was interrupted or unavailable because of the failure of Party A’s source sites or system, Party A acknowledges Party B shall not be liable in this event, however Party B shall cooperate with Party A in troubleshooting promptly.
    • During the Term of this Contract, Party B shall provide the related access logs upon request, and retain such access logs for fourteen (14) days. However, where the storage space exceeds 500MB in a day, Party B shall collect and retain the data in the sampling form. Party A shall download and save the access logs in fourteen (14) days. Party B does not warrant retaining the access logs which exceeds fourteen days. However the aforementioned data reservation is restricted to the distribution acceleration products (for instance, CDN, WSA, MAA, etc.), other products shall be concluded separately by both Parties.
    • During the Term of this Contract, Party B shall provide inquiry service for the last six months’ log analysis data, and the last two years’ service statistics free of charge.

Since the performance of this Contract is based on the particularity of the Network Product and its service, Party B shall set a one-month’s data retaining period, one month after the expiry of the Contract, the log analysis data will not be retained, and the bandwidth data will be kept for six month since the expiry of the Contract. However the aforementioned data reservation is restricted to the distribution acceleration products (for instance, CDN, WSA, MAA, etc.), other products shall be concluded separately by both Parties.

  • Both Parties hereby acknowledge that, according to the requirements set forth in the laws and regulations, and upon the relevant governmental authority’s request, Party B has the right to supervise the content Party A published through the CDN Service, and supervise whether the activities Party A engaged in (by using the Service) has obtained the respective authorization, permit, or record. Where Party A is in breach of this Contract or violates the laws and regulations, and causes the legal measures being taken by the Public Security Bureau, the Procuratorate, the Court, the Telecommunications Administration, or receive claims from third party right holder(s), Party B has the right to interrupt the Service under this Contract, and re-perform this Contract only after the problem(s) have been solved, or terminate this Contract at any time. Party B shall not be liable for the losses caused to Party A in this event. For the losses caused to Party B resulting from the aforementioned reasons, such losses shall be solely borne by Party A.
    • Party B has the right to charge the relevant service fees from Party A according to the provisions set forth in this Contract and it has the obligation to draw up service fees invoices for the Party A.

Termination and termination of contract, liability for breach of contract and compensation

  1. The Parties may terminate the Contract through consultation.
  2. In the event of any of the following circumstances, a party shall have the right to terminate this contract:
  3. the purpose of the contract cannot be realized due to force majeure;
  4. a party breaches the Contract and the breach is not corrected in the limited time required by the other Party;
  5. the serious breach of contract by one party leads to the failure of the purpose of the contract;
  6. the procedure of bankruptcy, reorganization, dissolution and liquidation of a party.

In the event of any such circumstance, either party may terminate the contract in writing. The notice of termination shall take effect from the date of arrival of the other party.

  • If either party fails to perform its obligations under this contract, it shall be deemed to be a breach of contract. If the breach leads to the termination of the Contract, the breach Party shall pay to the other Party an amount equivalent to three months’ average service fees before the termination of the Contract.
  • Unless otherwise stipulated in this Contract, during the execution of this Contract or during the period of default renewal, where either Party request the early termination of this Contract, it shall notify the other Party thirty (30) days in advance in a written form. The party who requests the termination shall pay the other party compensation with the amount equivalent to three months’ average service fees before the termination of the Contract. Where such party fails to notify the other party thirty (30) days in advance, on the basis of the foregoing compensation, it shall further pay one more month’s service fee (calculated according to the average of three months’ service fees before the termination of the Contract) as the penalty.
  • Where Party A pays the service fees under this Contract in delay, for each day of the delay, Party B has right to charge the overdue fine with the amount equivalent to five over thousandths (0.5‰) of the current due payment. Where Party A’s delay in payment lasts for more than ten (10) working days, Party B reserves the right to suspend or terminate all the services under this Contract at any time. In the case that this Contract is terminated due to Party A’s delay in payment, Party A shall pay Party B the compensation with the amount equivalent to the average of three months’ service fees before the termination of the Contract.
  • Both Parties confirm that, either party’s failure to perform one or several clauses, exercise its rights, or require the other party to perform its obligations under this Contract shall not be understood as a waiver of the rights of aforementioned clauses, or affect the effectiveness of this Contract in any means, or be regarded as a waiver to claim the rights of this Contract, and that party’s right to take any action(s) should not be prevented.

Based on the aforementioned confirmations, in the case that Party A has committed any material breach of this Contract, however in consideration of the particularity of the Service under the Contract, Party B did not dissolve or terminate this Contract, such situation shall not be regarded as Party B waives its right of recourse towards the service fees, penalties, and/or compensations under this Contract, and shall also not be regarded as Party B enlarges the losses maliciously.

  • While using the Services provided by Party B, where Party A breaches the provisions set forth in this Contract, infringes other’s rights, violates laws and/or regulations, or is against public morality, by notifying Party A, Party B has right to temporarily suspend the Services to urge Party A make corrections as required by the competent authority, or after receiving the claims from the right holder who holds the relevant certificates, notify Party A to make corrections, and reserves the right to temporarily suspend the Services. The Service shall only be restored after the rectification has been accepted by the competent authority, or Party A provides sufficient proof of non-infringement or non-violation. Where the circumstance is serious, or the violations happened for more than three (3) times, with notice sent to Party A, Party B has the right to dissolve this Contract immediately, Party A shall assume the losses and adverse consequences caused therefrom. Where Party B finds Party A of violating the compulsory provisions of the laws, Party B may terminate the service immediately and investigate the liability for breach of Contract.

The early termination of this Contract caused thereby is Party A’s responsibility, Party A shall compensate Party B according to Clause 5.3 of this Contract. Where Party B’s reputation is damaged, or its qualification for business is limited because of the reason of Party A, Party B has the right to require compensation from Party A.

  • If any provision or portion of this Contract is determined to be invalid, illegal or unenforceable in any respect under the laws of the P.R.C., the remainder of this Contract shall continue in full force and effect. 

       Where any provision or portion of this Contract is determined to be invalid, illegal or unenforceable, the Contracting Parties shall negotiate in good faith and amend this Contract in a manner acceptable to both Parties so as to implement their original intensions.

  • This contract, together with any attachments to this contract, shall be in conformity with the full meaning of the parties hereto. This Contract constitutes the entire agreement between the Parties hereto. This Contract, together with its appendices, are the complete and exclusive expression of the Parties’ consensus on the matters contained herein and supersedes all prior intensions, expressions or understandings, whether oral or in writing.
  • The compensation of the fault Party of the Contract includes, without limitation to, the various correlative charges of the non-breaching Party protecting its rights, for instance, bar fee, legal cost (arbitration fee), preservation fee, execution fee, notarial fee and associated travel expenses and hotel expenses.
  • In the case that Party A’s product or service were unavailable due to the reason of Party B, Party B shall exempt the relevant service fees. The exemption is based on the minutely fee of the month when the service is unavailable, and is twice over the fees under the service unavailable time (which is calculated by minute). The maximum exemption shall not exceed the minimum service fee of the product or service of the respective month, and shall not be accumulated to the next month in any way. (Concerning the particularity of the product, of the Finance+ Solution is unavailable, Party B shall extend the relevant service time. The extension is twice over the service unavailable time. The maximum extension shall not exceed service time of the product or service of the respective month) Party A agrees that, except as stipulated in this sub-Clause, Party B shall not be liable for Party A’s any further losses caused by the unavailability of the product or Service of Party B.

Application of law and dispute resolution

  1. The formation, validity, construction, performance and settlement of dispute under this Contract shall be governed and construed in accordance with the laws and regulations of the People’s Republic of China, regulations issued by telecom administrations, as well as the respective industry standards.
  2. Any dispute arising from the performance of, or in connection with this Contract shall be settled through friendly negotiation between both Parties hereto.

       In case no settlement to dispute can be reached through friendly negotiation, the dispute shall be submitted to Beijing Arbitration Commission (BAC) for arbitration and is to be conducted in accordance with BAC’s Rules in force at the date hereof. The arbitration award is final and binding upon both Contracting Parties.

Disclaimer

  1. The Parties acknowledge that, the following situations which caused the unavailability of service or has other impacts shall not be regarded as either Party’s breach of contract, and neither Party shall assume any liability thereof:
  2. the Service may be interrupted for a short time when conduct soft/hard ware or nodes configuration;
  3. the unavailability of Service  was caused by the failure of Party A’s source site, or the adjustment of Service conducted by Party A; and the debugging was made  under the requirement of Party A, and the Service becomes unavailable because of the unreasonable debugging;
  4. concerning the particularity of computer and Internet, the service unavailability  and/or other service/security problems was caused by hacking, virus attacks, telecommunications administration’s technical adjustment.
  5. Where the content or service of either Party contains any information that violets the laws, regulations or prohibitions stipulated in this Contract, as required by the competent authority, or the right holder who holds the legally binding official letter or judicial document, the other Party reserves the right to temporarily suspend, or terminate the Service under the Contract at any time after notifying the former Party. For the losses caused by the suspension or termination, the Party that did the action shall assume no responsibility.
  6. Party A hereby acknowledges that, while providing the Service, Party B will only distribute, transmit and cache the data, and will not process the data. If Party B actively caches data from Party A in order to improve user experience, network transmission efficiency and access experience, it shall not be considered infringement by Party B. While using the services as provided by Party B, in the case that Party A infringes other’s rights, violates any laws and regulations, or is against public morality, according to the respective laws and regulations, for instance, the Regulations on the Protection of the Right of Communication through Information Network of the P.R.C., Party A acknowledges that, such infringement or violation is irrelevant with Party B, and Party B shall assume no responsibility. Concerning the features of technology of the service under the Contract, Party B will retrieves the content automatically from Party A’s source site, or being pushed by Party A. Party A shall well backup its original data.
  7. The Parties confirm that, concerning the uncertainty and replicability of the value of data, for any loss of the original data, Party B shall assume no responsibility, no matter what kind of service Party B provides or whether the loss of data is caused by the service failure or not.
  8. Party A shall give assistance to Party B under necessary investigation, examination and administration of China, the country of Party A or the country/region of the Service. The investigation, examination and administration aforementioned are aimed at the situation of Party A using the Service of Party B, according to the laws, regulations, and policies. Notwithstanding the foregoing, Party B is not liable for breach of Contract or and illegal act of Party A, as well as the investigation and examination aforementioned. 

In the event that the contract cannot be continued, Party B shall have the right to terminate this contract without any liability for breach of contract, and Party A shall compensate Party B for the corresponding losses.

  • The Exemptions herein shall remain in effectiveness after the termination of this Contract.

Force of Majure

  1.  “FORCE MAJEURE” under this Contract means an objective event or circumstance which could not be foreseen and/or could not be avoided or overcome, including but not restricted to:

    (i) natural catastrophes such as flood, fire, explosion, thunder, earthquake and storm;

    (ii) social events such as basic telecom service provider’s power breakdown or network error, war, insurrections, riots or civil disorders, governmental act, sudden change to laws or public policies and strikes.

  • Either party being prevented from performing all or part of this Contract or performed in delay owing to the event of force majeure shall notify the other party by a written notice within five (5) days of the occurrence of the event, and shall also provide a certificate for evidence to explain the reason of the impossibility of performance or delay in performance within twenty (20) days thereafter.

       The affected party shall be exempted from the corresponding liabilities within the scope of force majeure. Either party fails to notify the other party the extent of the force majeure event promptly, or fails to provide the respective certificate in a timely manner shall assume the liability for breach of contract as required herein.

  • The affected party shall take all appropriate measures to minimize or remove the effects of the force majeure event, and resume the performance of this Contract after the elimination of the event immediately, unless such performance has become impossible or unnecessary.
  • If either party is prevented from performing any of its obligations under this Contract due to an event of force majeure, the other party shall be entitled to terminate this Contract wholly or partially.

Confidentiality agreement

  1. Confidential information mentioned in this contract means all information, data or technology that is not known to the public and can bring economic benefits to the owner, including, without limitation, any/all of the commercial and financial information, technical, production and conference material of the provider related to research, development, production, products, service, customers and market. For instance, the software, program, invention, technics, design, drawing, know-how, project, procedure, manner,
  2. Except as otherwise provided by laws and regulations currently in force in China or with the other party’s written consent, each Party shall treat the information listed below as confidential, and shall not disclose such information to any third party or misuse:

(i)  the contents of this Contract,

(ii) the other party’s business secrets and other practical information of technology and operation learned during the performance of this Contract,

This Confidentiality Clause shall continue in force notwithstanding the completion or early termination of this Contract.

  • The Confidential information aforementioned doesn’t include the following information which:
    • was already in the possession of Recipient at the time of the disclosure through no breach of Recipient of its obligations hereunder;
    • becomes in the public domain not because of the fault of either Party;
    • was received from a third Party in  the absence of a duty of confidence hereunder, and within the limit of  what the recipient know, the third Party is legal to obtain and disclose the confidential information;
    • was disclosed to a third Party in  the absence of a duty of confidence hereunder by the provider and legally disclosed by the third Party;
    • was independently developed and obtained by the Recipient without access to the confidential information;
    • was disclosed by the Recipient with the prior written consent of Provider;
    • was displayed only as a part of a successful case.
  • The Recipient hereof refers to the Party who obtain the confidential information, and the Provider refers to the Party where the confidential information comes from.
  • The acquisition of any confidential information doesn’t mean any patent or copyright is grant to the Recipient, nor does it mean that the receiver has any right to the confidential information, except for the right to use the confidential information reasonably in order to perform the obligation under the Contract.

The obligation to confidentiality shall also apply to documents and other information relating to inventions unregistered or haven’t been granted patent rights.

Notice

  1.  Each Party shall submit to the other Party the name list and contact information of the authorized representatives who performs this Contract (including the Contract Principal and relevant technical, business and financial staff), and notify the other Party of any changes to such information by a written notice within three (3) days.
  2.  All notices delivered for the performance of this Contract are effective when: the notices are delivered to the confirmed mailing address and actually received by the recipient, irrespective of the transfer mode it actually used.
  3.  The “actual receipt” in this Clause means the Notice (or Information) reaches the recipient’s afore-confirmed address.

Notices shall be deemed to have been received as follows:

(i)  upon delivery at the specified  address if delivered by hand;

(ii)  on the third business day after deposit if sent by pre-paid post or express mail;

(iii) when delivered into the receiver’s email system if sent by email.

  •  Both Parties confirm specially that, the Contract Principals appointed by each Party  are entitled to represent each party to execute agreements, propose requirements, provide materials, sign-off, and clear out payments. Except as otherwise agreed, signature or the confirmation email from the confirmed mail address of the Contract Principal could be regarded as the acknowledgement of the party it represents.
  •  In the case of any changes to the contact information or the Contract Principal, the other party should be informed promptly, and such changes shall only take effect when they are actually received by the other party. Where one party fails to inform the other party effectively, notices or communications sent to the previous confirmed address (or sent by the contract principal) in accordance with the provisions set forth in Clause 3 hereinbefore can also be regarded as EFFECTIVE DELIVERY. The damage caused thereby shall be borne by the breaching Party.
  •  In the event of the occurrence of merger or division of one party, or any transference of rights, obligations or subjects in connection with this Contract, the Party shall notify such changes to the other Party promptly in accordance with the provisions set forth in Clause 10.6 above. Unless otherwise agreed by both Parties, the Party fails to address such notice effectively shall assume joint liability together with the transferee.

Others

  1. The rescission and termination of the Contract or any invalidity of the clauses shall not affect the Contract on the interpretation of the Contract, liability of breach of the Contract, intellectual property, legal application, limitation of liability, compensation and dispute about the validity of agreement.
  2. The interpretation and explanation shall be compliant with the purposes and the literal meaning of the Contract and the common understanding and practice of the industry. And the terms and attachments shall be understood and interpreted as a whole.

The titles herein shall not affect the meaning or interpretation of this contract.

  • The Contract shall change the relevant contents if the laws, administrative rules and regulations on which the contract is based have been changed. And in the event of any significant change in the objective conditions on which the contract has been made, the performance of this contract cannot be fulfilled, the relevant contents of the contract or the performance of the termination of the contract may be altered by mutual agreement between Party A and Party B.
  • Within the validity period of the Contract, if a Party goes to public, being purchased, combines with a third Party, changes the name or recombines; the other Party agrees that this Party may assign its rights or obligations under this Contract to the relevant successor and the transferor Party shall ensure that the assignment won’t affect the rights and interests of the other Party hereof.



Wangsu Science & Technology Company Limited Service Contract (Special Terms)

for products of distribution acceleration and security services

On the basis of General Terms, the Parties agree on details of the cooperation or the service through Special Terms which are the materialization, addition or modification of the General Terms combine with specific products and services. Both the General Terms and Special Terms are integral parts of the Contract. If the Special Terms are inconsistent with the General Terms, the Special Terms shall prevail.

In accordance with the principle of equality, voluntariness and mutual benefit, the two sides have reached the following agreement on the special terms of the products to comply with.

  • SPECIAL TERMS FOR WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE CONTENT DELIVERY NETWORK (CDN) SOLUTION

1. If Party A needs to access bandwidth in a short time due to business requirements and the traffic is expected to exceed the bandwidth of last month for 50% (or “burst bandwidth”), it shall notify Party B at least 2 working days in advance so that Party B can carry out bandwidth redundancy. For the burst bandwidth aforementioned, the Parties shall negotiate further and confirm the charges in written form (including emails), or take the amount of bandwidth on the day of burst bandwidth separately and confirm the charges in the unit price stipulated in the Contract.

Except for the bursts that Party A has notified in advance in accordance with the Contract, other bursts shall be measured separately on the day of burst bandwidth and charged in a price of 1.2 times of the agreed price in the Contract. The quality issues caused by an unannounced burst bandwidth shall be assumed by Party A and shall not be included into unavailable time.

  • SPECIAL TERMS FOR WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE WHOLE SITE ACCELERATOR (WSA) SOLUTION

1. TERMINLOGY:

  1. “MONTHLY SERVICE FEE”, means by using the packaging service provided under WSA Service, the basic service fees ought to be paid every month;
    1. “REQUESTS”, means all URL requests issued to the WSA System at a specific time, i.e., the total number of logs of the domain in a specified period of time, which can be calculated according to the web logs.
    1. “UNIT PRICE FOR REQUESTS”, means the fees to be paid every million requests.
  • SPECIAL TERMS FOR WANGSU NETWORK SERVCE PLATFORM SOFTWARE MOBILE APPLICATION (MAA) SOLUTION

1. TERMINLOGY:

a)       “MONTHLY SERVICE FEE”, means by using the packaging service provided under MAA Service, the basic service fees ought to be paid every month;

b)      “REQUESTS”, means all URL requests issued to the MAA System at a specific time, i.e., the total number of logs of the domain in a specified period of time, which can be calculated according to the web logs.

c)       “UNIT PRICE FOR REQUESTS”, means the fees to be paid every million requests.

  • SPECIAL TERMS FOR WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE ACCESSING ACCELERATOR (ACCA) SOLUTION

1.  In view of the characteristic of the Accessing Accelerator Service and in order to increase the acceleration effect, Party B needs to deploy a hardware accelerating device for the use of cache in LAN of Party B, and the specific type of the device shall be subject to Party B’s offer. Party A shall have obligation to safekeep the device.  In case of loss or damage, Party A shall compensate Party B according to the purchase price of the device and return the device to Party B after the termination of the Contract. Moreover, Party B enjoys complete rights to the device and the software in the device. Party A shall by no means crack or decompile the device, software and the services provided by Party B. Once Party A is found to have the above act, Party B shall have the right to terminate the service, require Party A to compensate the losses in accordance with the law and reserve the right to investigate the responsibility of Party A.

  • Party A shall maintain data security in its LAN.
  • SPECIAL TERMS FOR WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE APPLICATION ACCELERATOR (APPA) SOLUTION

1. TERMINOLOGY:

a)       “APPLICATION ACCELERATION FEE”, means by using the acceleration application system provided under APPA Service, the service fees ought to be paid;

b)      “REQUESTS”, means all URL requests issued to the APPA System at a specific time, i.e., the total number of logs of the domain in a specified period of time, which can be calculated according to the web logs.

c)       “UNIT PRICE FOR REQUESTS”, means the fees to be paid every million requests.

  • SPECIAL TERMS FOR WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE DYNAMIC SITE ACCELERATOR (DSA) SOLUTION

1. If Party A needs to access bandwidth in a short time due to business requirements and the traffic is expected to exceed the bandwidth of last month for 50% (or “burst bandwidth”), it shall Party B at least 2 working days in advance so that Party B can carry out bandwidth redundancy. For the burst bandwidth aforementioned, the Parties shall negotiate further and confirm the charges in written form (including emails), or take the amount of bandwidth on the day of burst bandwidth separately and confirm the charges in the unit price stipulated in the Contract.

Except for the bursts that Party A has notified in advance in accordance with the Contract, other bursts shall be measured separately on the day of burst bandwidth and charged in a price of 1.2 times of the agreed price in the Contract. The quality issues caused by an unannounced burst bandwidth shall be assumed by Party A and shall not be included into unavailable time.

  • APECIAL TERMS FOR WANGSU CONTENT AND TRAFFIC MANAGEMENT SOFTWARE (CATM) SOLUTION

1. “DESCRIPTION OF SERVICE AVAILABILITY”:

  1. “SERVICE AVAILABLE”: means after using the CATM Service provided by Party B, the domain name and the content provided by the Contract can be accessed or downloaded;
    1. “SERVICE UNAVAILABLE”: after deducting the service available time from the total service time, the rest is the service unavailable time.

2. Through the CATM Platform of its own, Party B provide hot content caching and acceleration service for Party A’s end users on the assigned network by Party A, to improve the Internet application effect in the main service area of the network.

  •  “OWNERSHIP OF THE PROPERTY OF FLOW SERVICE PLATFORM”
  • If Party B invests and constructs the CATM platform, the property right of the devices and software belong to Party B in any case.
  • If Party A and Party B invest and construct the CATM Platform together, and Party B provides hardware devices and software, the property right of the devices and software belong to Party B in any case.
  • Party B shall remove the device within 15 days after the expiration or the termination of the Contract, and Party A promise not to distress for any reason.

4.The Definition of Charging Flow of CATM Platform Service:

Adopt the 95% charging mode, that is:

  • Collect the traffic data from all the ports on the platform every five (5) minutes, add up all the data of the ports to form a data point.
  • The number of the data point of the whole month shall be 8640 (take 30 days as the benchmark of a month).
  • By means of technology, arrange the sample data points in descending order.
  • Remove the first 5% of the points (the first 432 points) automatically by system, the 433rd point shall be the billing point.

Adopt international standard conversion decimal system, that is:

1Gbit/s=1,000Mbit/s=1,000,000Kbit/s=1,000,000,000bit/s.

  • SPECIAL TERMS FOR WANGSU CLOUD VIDEO (CloudV) SOLUTION

1. “SERVICE FEE ACCOUNTING AND DATA INQUIRY SYSTEM” (hereinafter referred to as “the ACCOUNTING SYSTEM”), means specifically the system to inquire data usage and calculate service fees therewith. The billing figure and data used to calculate service fees are derived from Cloud Video Service Platform of Party B. The service interface (SI) of the Accounting System is provided by Party B, and Party A fully acknowledges the objectivity and fairness of the Accounting System.

2. TERMINOLOGY:

  1. “UTILIZATION FEE” means the basic costs of using the Cloud Video service platform;
  2. “ACCELERATION FEE” means the costs of traffic/bandwidth distribution from Cloud Video Service.
  3. “STORAGE SPACE SIZE” means the size of space used to store data files caused by Cloud Video Service.
  4. “TRANSCODING TIME” means the time of the content of the Video Files which need to be transcode by Wangsu Cloud Transcoding System.
  5. “LIVE RECORDING FEE” means the costs charged according to the time or size of the video file by Party A after opening the function of Live Recording.
  6. “VALUE ADDED SERVICE” means the function or service that is beyond the basic functional scope that Party B can provide in Cloud Video Service.
  7. The Cloud Video Service provided by Party B for Party A includes back-stage management, API interfaces (for instance, purchase), networked debugging and informing the Party A of all the functions that can be set up.
  8. Party A shall backup and transfer all data stored in the Cloud Video Service Platform within seventy-two (72) hours after the termination of the Contract, and Party B is not responsible for keeping these data. In the case of any breach of this sub-Clause, and causes data losses or damage, the corresponding liabilities and losses shall be solely borne by Party A.
  • APECIAL TERMS FOR RAPID CLOUD TRANDMISSION NETWORK PLATFORM SOFTWARE (RCT) SERVICE

1. “SOFTWARE LICENCING” means in the RTC Service bought by Party A from Party B, Party B agrees to grant Party A non-exclusive and non-transferable software (associate with the RCT Service) to use in the CPU appointed by Party B.

2.  “SERVICE AVAILABLE”: means under normal network conditions, the data can be sent or accepted using the RCT Service provided by Party B;

  1. “SERVICE UNAVAILABLE”: after deducting the service available time from the total service time, the rest is the service unavailable time.
  2. Party A warrants to conduct complete inspection and filter over the accessed contents, including but not limited to data, music, files and videos; It further promises to entirely remove harmful messages which contain violence and/or terrorism, and set up a working list for clearing violence and/or terrorism related videos.
  3. Party B shall not be entitled to copy, alter, enhance or consolidate the licensed software or any part of it, nor shall it parse or reproduce the software, without the written agreement between the two Parties.
  4. The Rapid Cloud Transmission Service provided by Party B for Party A includes system setting, networked debugging, software usage guidance and informing the Party Aa the functions that the system can achieve.
  5. Party B shall provide 24×7 (24 hours a day, 7 days a week) technical supports for Party A, so as to assure that Party A’s website or delivery objects could get normal RCT Service. Technical supports referred to in this sub-Clause including, but not limited to the daily maintenance, monitory and timely troubleshooting of RCT nodes. Where the RCT Service was interrupted because of the failure of Party A’s source sites, Party A acknowledges Party B shall not be liable in this event, however Party B shall cooperate with Party A in troubleshooting promptly.
  • SPECIAL TERMS FOR WANGSU SECURITY CLOUD PLATFORM SOFTWARE WEBSITE SECURITY SERVICE (WSS) SOLUTION

1. Party B provides Website Security Service (WSS) for Party A, the service includes:

a) providing Party A with Website Security Service, user account and password;

b) relevant service content of WSS and information and technical support;

c) 24×7 (24 hours a day, 7 days a week) technical supports and telephone consultation.

2. Party B provides Party A with the Service Platform necessary for the WSS, resists DDoS attack when Party A is attacked and reduces the losses caused by the attack.

3. Party B shall not be responsible for the network attack bandwidth exceeding the scope of the service provided and the impact on Party A’s business

4. Party B shall not be responsible for the network attack act exceeding the agreed scope of protection and the impact on Party A’s business.

  •  SPECIAL TERMS FOR WANGSU CLOUD SECURITY BOT GUARD PRODUCT (Bot Guard)

1. BOT is the abbreviation of Robot. It is a program designed for automatic tasks, which can simulate normal user behaviors. Malicious BOT can be used to maliciously attack website business, such as grabbing enterprises sensitive information, core value information, malicious registration, illegal login and brushing ticket. Highly concurrent malicious BOT requests can cause business services to be unavailable.

2. Party B provides Party A with Bot Guard Service. The Service includes:

a)  providing Party A with Bot Guard Service, user account and password;

b) relevant service content of the Solution and information and technical support;

c) 24×7 (24 hours a day, 7 days a week) technical supports and telephone consultation.

  • SPECIAL TERMS FOR WANGSU SECURITY CLOUD PROTECTION PLATFORM SOFTWARE DDOS MITIGATION SERVICE SOLUTION (DDoS Mitigation Service)

1. Party B provides Party A with DDoS Mitigation Service. The Service includes:

a) providing Party A with DDoS Mitigation Service, user account and password;

b) relevant service content of the Solution and information and technical support;

c) 24×7 (24 hours a day, 7 days a week) technical supports and telephone consultation.

2. Party B shall provide the platform that is necessary for DDoS Mitigation Service. When Party A is attacked by DDoS attacks, Party B shall defend against attacks and reduce losses caused by DDoS attacks.

3. Party B shall not be responsible for the network attack bandwidth exceeding the scope of the service provided and the impact on Party A’s business

4. Party B shall not be responsible for the network attack act exceeding the agreed scope of protection and the impact on Party A’s business.

  • SPECIAL TERMS FOR WANGSU CLOUD SECURITU PLATFORM SOFTWARE GOVERNMENT & ENTERPRISE SECURITY SOLUTION (GESS)

1. Party B provides Party A with Government & Enterprise Security Solution Service. The Service includes:

a) providing Party A with Government & Enterprise Security Solution Service, user account and password;

b) relevant service content of the Solution and information and technical support;

c) 24×7 (24 hours a day, 7 days a week) technical supports and telephone consultation.

2. During the Term of this Contract, Party B shall provide the related access logs upon request, and retain such access logs for no less than fourteen (14) days. However, where the storage space exceeds 500MB in a day, Party B shall collect and retain the data in the sampling form. Party A shall download and save the HTTP access logs in fourteen (14) days. Party B does not warrant retaining the HTTP access logs which exceeds fourteen (14) days.

3. Party B shall provide the platform that is necessary for Government & Enterprise Security Solution Service. When Party A is attacked by DDoS attacks and WEB application attacks, Party B shall defend against attacks and reduce losses caused by attacks.

4. Party B shall not be responsible for the network attack bandwidth exceeding the scope of the service provided and the impact on Party A’s business

5. Party B shall not be responsible for the network attack act exceeding the agreed scope of protection and the impact on Party A’s business.

  • SPECIAL TERMS FOR WANGSU NETWORK APPLICATION OPTIMIZATION PLATFORM SOFTWARE CLOUD DNS SERVICE (CloudDNS)

1. DNS SERVICE means the the domain name resolution service launched by Party B in the whole country.

2. ADVANCED DEFENSE DNS means the service with enhanced protection function on the basis of providing the basic domain name resolution service provided by Party B.

3. DESCRIPTION OF SERVICE AVAILABILITY:

a)    “SERVICE AVAILABLE”: means Party A logs on to CloudDNS system (dns. wangsucloud. com) with correct user name and password and can complete domain name operation (add, delete, modify) normally  and the analytical result is consistent with the CloudDNS interface configuration.

b)    “SERVICE UNAVAILABLE”: Under the premise of normal network environment and correct username password, Party A can’t login CloudDNS system or can’t operate domain name after login and the analytical result is not consistent with the CloudDNS interface configuration.

  • SPECIAL TERMS FOR WANGSU VIRTUAL PRIVATE NETWORK CLOUD PLATFORM SOFTWARE SOLUTION (CloudVPN)

1. TERMINOLOGY:

a) CLIENT CONNECTION USAGE FEE means during the contract service period, the usage fee Party A shall pay for the establishment of VPN tunnel using the connection tools provided by Cloud VPN Platform (including but not limited to mobile APP, browser plug-in, PC client or SDK code plug-in).

b) AGENT USAGE FEE means the usage fee Party A shall pay for establishing  long connection VPN tunnel using Agent.

2. DESCRIPTION OF SERVICE AVAILABILITY:

a)    “SERVICE AVAILABLE”: means Party A can access or download the agreed pages, documents, streaming media content through CloudVPN services provided by Party B;

b)    “SERVICE UNAVAILABLE TIME”: after deducting the service available time from the total service time, the rest is the service unavailable time.

3. Party A promises not to use Party B’s CloudVPN Service to connect and visit overseas websites without the permission of the state by setting up a proxy platform privately, and not to use CloudVPN Services for public Internet information browsing and business activities.

  • SPECIAL TERMS FOR FINANCE SECURITY ACCELERATION SOLUTION (Finance+ Solution)

1. TERMINLOGY:

a) “ACCELERATION FEE” means the costs of traffic/bandwidth distribution from Service provided by Party B.

b) “MONTHLY SERVICE FEE”, means by using the packaging service provided under Finance+ Solution Service, the basic service fees ought to be paid every month;

c) “REQUESTS”, means all URL requests issued to the Service System of Party B at a specific time, i.e., the total number of logs of the domain in a specified period of time, which can be calculated according to the web logs.

d) “UNIT PRICE FOR REQUESTS”, means the fees to be paid every million requests.

e) “DDoS” means Distributed Denial of Service. Denial of Service access through a domain name, can cause legitimate users to fail to access normal network services.

f) “CC” is a type of Application-Layer DDoS attack that attacks non-existent or dynamic URL, causing a large number of attack requests to return to the source.

g) “WAF” means WEB Application Firewall, it distinguishes or rejects the requests with WEB application attack which access via domain name.

h) “STORAGE SPACE” means the space used to store data files on the Platform of Party B;

i) “BACK-TO-ORIGINAL BANDWIDTH” means the intermediate bandwidth generated by the Customers directly access to Party B’s service platform.

  • SPECIAL TERMS FOR WANGSU LIVE PEER TO SERVER & PEER PRODUCT (LP2SP) AND VOD PEER TO SERVER & PEER PRODUCT (VP2SP)

1. TERMINLOGY:

a) “P2P BANDWIDTH”: the peer terminal get the shared data from the neighboring peer, the P2P BANDWIDTH means the amount of bandwidth saved therefrom. The quantity is reported to Party B for statistics by peer terminal.

b) “CDN BANDWIDTH”: if the peer terminal does not get the shared data from the neighboring peer, and gets the patch from the CDN end, the CDN BANDWIDTH means the amount of bandwidth saved therefrom. The quantity is reported to Party B for statistics by peer terminal.

c) “TOTAL BANDWIDTH”, means the sum of P2P bandwidth and CDN bandwidth.

d) “P2P SHARING RATE”, means the percentage of bandwidth saved by the peer side to the total bandwidth, i.e., the P2P bandwidth / total bandwidth.

2. BILLING METHOD

a) Party B shall charge for P2P bandwidth and CDN bandwidth. The specific billing method and unit price shall be stipulated separately by the orders signed by both parties.

3. According to Party A’s requirement, Party B can provide information inquiries about P2P bandwidth, CDN bandwidth and P2P sharing rate in nearly three months during the execution of the contract.

  • SPECIAL TERMS FOR WANGSU KEY CONTENT APPLICATION SERVICE PLATFORM SOFTWARE KEY BUSINESS ACCELERATION (KBA) SOLUTION

1.  DESCRIPTION OF SERVICE AVAILABILITY

a) “SERVICE AVAILABLE”, means Party A can access or download the agreed contents through the domain  of KBA Service Platform provided by Party B;

b) “SERVICE UNAVAILABLE”: after deducting the service available time from the total service time, the rest is the service unavailable time.

2. Party B provides Key Content Application Acceleration Service to Party A’s end users through its own KBA platform (the acceleration range is within the network designated by Party A), which improves the effect of Internet application in the main service areas of the network.

3. OMNERSHIP OF KBA SERVICE PLATFORM

(1) The property rights of the equipment or software of the KBA platform invested by Party B shall be retained by Party B under any circumstances.

(2) If Party A and Party B jointly invest in the construction of KBA platform and Party B provides hardware equipment and software, in such case, the property rights of equipment and software belong to Party B under any circumstances.

(3) After the expiration of the Contract or within 15 days after the termination of the Contract, Party B may withdraw the equipment from the site offline. Party A guarantees that the equipment will not be seized for any reason.

4. DEFINITION OF KBA PLATFORM SERVICE BILLING TRAFFIC

Using Peak Discharge Bandwidth to charge:

(1) Taking every 5 minutes as the sampling interval, collect the flow data of all ports of the platform at the same time, and add the spit flow of all ports to form a data point.

(2) The maximum value of all valid data points collected in the whole month shall be the billing bandwidth value.

Using international standard conversion Radix:

1Gbit/s=1,000Mbit/s=1,000,000Kbit/s=1,000,000,000bit/s.

 


Wangsu Science & Technology Company Limited Service Contract (Special Terms)

for products of Internet Data Center Service

On the basis of General Terms, the Parties agree on details of the cooperation or the service through Special Terms which are the materialization, addition or modification of the General Terms combine with specific products and services. Both the General Terms and Special Terms are integral parts of the Contract. If the Special Terms are inconsistent with the General Terms, the Special Terms shall prevail.

In accordance with the principle of equality, voluntariness and mutual benefit, the two sides have reached the following agreement on the special terms of the products to comply with.

  • SPECIAL TERMS FOR INTERNET DATA CENTER (IDC) SERVICE
    • Special Terms for Hosting Services:

1. Party A has right to use the WWW-based information service provided by Party B, including but not limited to: the configuration and usage of Internet and database such as Email, FTP and Telnet, provided that Party A shall not use the hosted device as proxy server.

2. Where Party A needs to install software or other works, data, etc. on the hosted or leased device, it shall obtain the copyright or the respective license(s) of such software, works, or data itself pursuant to the law.

3. Party A shall submit to Party B the name list and contact information of the contract principal and the personnel who manages Party A’s hosted or rented device, and notify Party B of any changes to such information promptly. Party A shall provide necessary assistance to Party B as needed. The consequences resulting from the acts or omissions of Party A’s aforementioned personnel (including its former employees) shall be borne by Party A.

4. The hosted device shall be in line with all technical interface indexes of public communication network, meet the technical standards of terminal communication, and in conformity with electrical specifications and telecommunication modes, shall not affect the security of public network.

Party A shall be liable for the normal operation of the device’s software and hardware, and be responsible for the completeness and confidentiality of the data it stores on the device. Any and all the losses caused as the consequence of the disclosure of Party A’s management account or password shall be solely borne by Party A.

5. Party A shall not change the IP address distributed by Party B unilaterally, shall not conduct any action that affect network operation, which includes but not limited to modifying the routing list with static ARP, otherwise Party B may suspend or termination the Service, all the liabilities for breach of contract shall be borne by Party A.

6. Where Party A needs to temporarily move out its hosted device because of its own reason, Party A shall send a prior written notice to Party B. Both Parties shall sign the Check List for the Temporary Movement of Device, and Party A shall pay Party B a deposit which equivalent to twenty percent (20%) of the unfinished service fees under this Contract (when the service area is in mainland China), or one hundred percent (100%) of the deposit when the service area is outside the mainland China. Meanwhile, Party A shall continue to pay the relevant service fees in accordance with the provisions set forth in this Contract, for instance, the rack fees.

7. Party B will provide installation and uninstallation service for the device Party A hosted at Party B’s premise, connection of uplink-port service, and other value-added services purchased by Party A.

For details of the value-add service, see the Appendix (if any).

8. During the Term of this Contract, where Party A needs to maintain and/or repair the device, it shall only conduct operations when Party B’s personnel is in presence. Any loss arising from the breach of this sub-Clause shall be borne by Party A. Party A could also authorize Party B to maintain its devices.

If Party A authorizes Party B to repair the hardware malfunction on hosted devices, it shall pay Party B the corresponding maintenance costs, including the cost of replacement parts, labor costs, etc.

9 Unless otherwise agreed by both Parties in writing, Party B acknowledges that any and all the intellectual property rights of the materials, software, data, etc. stored by Party A on the device are owned by Party A, and Party B has no right to copy, communicate, transfer, license or offer the others to use these resources, otherwise Party B shall undertake the corresponding liabilities caused thereby.

10. The IDC service provided by Party B does not include insurance for the hosted device, and Party A shall insure the device on its own according to its own needs.

11. Party B shall notify Party A in advance in the case Party B conducts network tuning and maintenance work and the Service will be interrupted for a short time.

  1. Party B has the right to take traffic controlling measures to the customers who purchased the shared bandwidth service in order to guarantee the interests of other share customers.

13. As of the date of dissolution or expiry of this Contract, Party A shall move out its device hosted in Party B’s premise within forty eight (48) hours. Where Party A did not move out its Device under the required time period, Party B is entitled to charge the storage fees for 50CNY/device/day, and such expenses shall be paid one-time when it moves out the Device. Where the Device has not been moved out after fifteen

(15) days has expired, such situation shall be regarded as Party A has abandoned its Device, as well as the respective proprietorship right and usage right. Party B has the right to dispose such Device, and the storage fees and disposition fees shall be paid by Party A. Party B will not be liable for the completeness and security of Party A’s data.

14. Party A acknowledges that, the following situations are normal, and should not be regarded as a breach of contract of Party B:

(i) the Service may be interrupted for a short time when Party B conducts network tuning and maintenance work;

(ii) the access speed to the Device may drop or the access may interrupt because of Internet traffic congestion and interruption of the backbone.

15. Party A shall be responsible for the normal operation of the hosted Device, where the Device Party A hosted encounters any event that may affect the stability of network, including but not limited to hacking, virus attacks, sending spams in bulk, or becoming a virus taker, and causes serious network security problem and affects other users thereby, Party B will notify Party A to correct by telephone or email (which written notice being sent later on), and reserves the right to suspend Party A’s network connection until the problem has been solved. Such event should not be regarded as Party B’s breach of contract. For any and all the losses caused to Party B and/or Party B’s other customers, Party A shall compensate such losses.

16. Where Party B has the right to retain or dispose of Party A’s device in accordance with the Agreement or the law, Party B shall announce the information about the lien and disposal of the device on the webpage of http://www.wangsu.com/law/disposal.html .

17. During the initial term and any auto renewal terms of this Contract, if the Service area (where the Servers are hosted) is in Mainland China, except the right to unilaterally terminate this Contract as otherwise stipulated herein, where either party requests the early termination of this Contract or decrease the usage amount, it shall notify the other party thirty (30) days in advance in a written form. The party who request the termination or the reduction shall pay the other party compensation with the amount equivalent to the monthly average service fee of the three months before the termination or the reduction (Monthly Average Service Fee). Where any Party terminate the Contract or reduce the usage amount and fail to notify the other Party thirty (30) days in advance, on the basis of the foregoing compensation, it shall further pay one more Monthly Average Service Fee as the penalty. The Parties can amend the Service Order or sign a supplementary agreement to confirm the amendment aforesaid.

  • Where the servers are hosted outside mainland China, the following conventions shall also apply:

(1)Party A is not going to renew the Contract or needs to modify the Contract (for instance, to modify the quantity of service) after the expiration of the Contract, it shall notify Party B in written form at least one hundred (100) days in advance prior to the expiration of the Contract. If Party A fails to perform the duty of notification, the Contract will be automatically extended for the same contract period. Such extension shall have no limit on times.

During the execution of the Contract, where Party A proposes to terminate or reduce the resources, it shall give the other Party a written notice at least one hundred (100) days in advance.

(2)By mutual agreement, the Service provided by Party B to Party A is on the pre-paid mode, the initial payment shall be paid after the entry-into-force of this Contract and before the actual use of the Service according to the agreed billing period. The payment method for other service fees is: service fees for next billing period shall be paid before the end of the current billing period.

(3)Both Parties hereby confirm that, all the prices under this Contract are offered in US Dollars, however Party A could choose to settle the payment in USD or in RMB. Where Party A chooses to pay in RMB, the exchange rate is subject to the middle rate of the last day under the month before Party B issuing the Notice of Payment. Party A shall pay the corresponding fees according to the Notice of Payment issued by Party B.

(4)Where Party A pays the service fees in delay, Party has the right to suspend the service immediately until Party A pays the fee or the two Parties terminate the cooperation. The service is charged as usual during the suspension.

(5)For the reason that the relevant legal environment and the liability for breach of the law is more strict in the service areas outside mainland China, if the Service in such areas has an early termination due to Party A’s liability, Party A shall pay the cost for unexecuted part of the contract. Such liabilities aforementioned include without limitation: Party A returns part or all of the service resources, pays in delay or uses the Service illegally and leads to the termination of the Contract.

Special Terms for Rental services

1. Party A voluntarily rents the device provided and owned by Party B (for the details of the device, see the Service Order). Party A agrees to pay the Performance Bond within ten (10) working days upon the signature of this Contract (see the Order for the exact amount). The Performance Bond shall be the guarantee of Party A’s full performance of this Contract. Party B shall provide a receipt to Party A for the Performance Bond paid by Party A. After the completion of the Contract, if there is no breach of the Contract, Party B shall make a one-off refund of the Performance Bond without interest within ten (10) working days after the expiration of the Contract, or by mutual agreement, the Performance Bond shall compensate against other payables of Party A. At the same time, Party A shall return the Performance Bond receipt issued by Party B. Party A shall have the right to terminate the Contract if Party A fails to pay the Performance Bond within 5 days after the agreed date.

2. Party A agrees that it shall not move the leased device out of the machine room for maintenance or any other purposes during the performance of the Contract. Party A shall obtain prior written consent from Party B if it is necessary to move the hosted device out to another machine room.

3. During the performance of the Contract, Party B shall be responsible for the maintenance service of the device leased by Party A. Party B shall arrive at the scene within 24 hours to provide warranty maintenance service during the Contract Term.

4. During the performance of the Contract, Party A has the obligation to protect the devices from damage. Party B has the obligation to maintain the leased device in optimum operation. If the device is damaged due to Party A, it shall pay the relevant maintenance costs or compensate Party B for the losses.

5. During the performance of the Contract, if Party A asks for new accessory or replacement of the configuration, it shall pay additional fees to Party B.

6. During the performance of the Contract, if Party A requests Party B to cooperate with the installation of relevant software, Party B shall cooperate, provided that Party A shall provide genuine system installation disk and ensure that there is no intellectual property disputes or any infringements on legitimate rights and interests of any third party. Any losses (direct or indirect) caused to Party B by Party A’s infringement of this Clause shall be borne by Party A.  Where the installation software provided by Party A is found not genuine or having relevant intellectual property defects before installation, Party B shall be entitled to refuse to cooperate with the installation. Party A could rent relevant software from Party B (USA machine room only).

7. In the case that within the IDC Host Server Rental Service purchased by Party A, the hardware device provided by Party B breaks down, Party B shall repair, or replace the device with the same configurations, so as to ensure that Party A could get the normal service.

When Party A rents Party B’s Device for instance the server, it shall back up all the data stored on the Device. In case of any loss of data resulting from the hardware failure, Party A acknowledges that Party B will not be liable for such event.

8. Where Party A rented Party B’s Device (for instance the server), Party A shall backup and transfer all data stored in the server within forty-eight (48) hours after the termination of the Contract, and Party B is not responsible for keeping these data. In the case of any breach of this sub-Clause, and causes data losses or damage, the corresponding liabilities and losses shall be solely borne by Party A.

Special Terms for Purchase Agency Service

Special Terms for Installment Purchase Agency Service

1. Party A will entrust Party B to purchase brand machine device or use the CNC device provided by Party B and deposit the device (for details of the device, see Service Order) hereof in Party B’s machine room, and Party A pays Party B for the device purchase fees in instalment. Party A agrees to pay the Performance Bond within ten (10) working days upon the signature of this Contract (see the Service Order for the specific amount). The Performance Bond shall be the guarantee of Party A’s full performance of this Contract. Party B shall provide a receipt to Party A for the Performance Bond. After the completion of the Contract, where there is no breach of the Contract, Party B shall refund the Performance Bond without interest within ten (10) working days after the expiration of the Contract, or by mutual agreement, the Performance Bond shall compensate against other payables of Party A. At the same time, Party A shall return the Performance Bond receipt issued by Party B. Party A shall have the right to terminate the Contract if Party A fails to pay the Performance Bond within 5 days after the agreed date.

2. Before activating the device, Party A shall check the specific model, quality, appearance and technical parameters of the product and confirm the device is qualified before putting into use.

3. The Parties confirm that Party B shall be responsible for transportation and relevant obligations of the device hereunder.

4. Where the Contract is terminated in advance due to Party A before Party A pays off the device purchase fee, Party B will be entitled to dispose the device on its own without refunding. Party A shall pay the remaining purchase fee in full and bear the losses caused to Party B, including, but not limited to, transportation, insurance, device wear, contractual liquidated damages and other expenses. Party B shall have the right to compensate against the liquidated damages and the losses of Party B due to the termination of the contract in advance with Performance Bond. If the performance bond is greater than the liquidated damages and damage, Party B shall return the remainder to Party A. If the Performance Bond is not enough to compensate for the liquidated damages and losses of Party B, Party A shall make up the difference.

5. Party A agrees that it shall not move the device out of the machine room for maintenance or any other purposes during the performance of the Contract. In case of breach of this guarantee, all losses caused to Party B shall be borne by Party A. Party A shall obtain consent from Party B if it is necessary to move and Party A shall still pay the fees of the Contract in full.

6. After-Sale Repairing Service: (1) For brand machine devices: during the performance of the Contract, Party B shall provide the after-sale repairing service of the devices according to the standard of the warranty service provided by the original manufacturer. If Party A continues to deposit the devices in the machine room of Party B after the expiration of this Contract, Party B will provide the after-sale repairing service at the cost price during the Contract. (2) For CNC devices: during the performance of the Contract, Party B shall provide the after-sale repairing service for free. If Party A continues to deposit the devices in Party B’s machine room after the expiration of the initial term of the Contract, Party B will provide lifetime warranty service at the cost price of the fitting parts.

7. During the performance of the Contract, Party A has the obligation to protect the devices from damage. Party B has the obligation to maintain the leased device in optimum operation. If the device is damaged due to Party A, it shall pay the relevant maintenance costs or compensate Party B for the losses.

8. During the performance of the Contract, if Party A asks for new accessory or replacement of the configuration, it shall pay additional fees to Party B.

9. During the performance of the Contract, if Party A requests Party B to cooperate with the installation of relevant software, Party B shall cooperate, provided that Party A shall provide genuine system installation disk and ensure that there is no intellectual property disputes or any infringements on legitimate rights and interests of any third party. Any losses (direct or indirect) caused to Party B by Party A’s infringement of this Clause shall be borne by Party A. Where the installation software provided by Party A is found not genuine or having relevant intellectual property defects before installation, Party B shall be entitled to refuse to cooperate with the installation. Party A could rent relevant software from Party B (USA machine room only).

10. If Party A fails to pay off the device purchase fee in time, Party B shall retain the ownership of the device without the necessity to return the prices paid by Party A.

1-3-2 If Party A entrusts Party B to purchase devices or buys devices directly from Party B and pay the full price at once, the Parties shall sign relevant agreements separately to stipulate their rights and obligations.

1-4 Special Terms for IDC Value Added Service (Advanced Defense Product)

1. Advanced Defense Product is a value added service for security setting up DDoS Firewalls on traditional IDC hosting services.

2. The IDC Value Added Service (Advanced Defense Product) provided by Party B includes:

  1. Security Protection Service for online business such as online games and websites;
  2. Information and technical support for online business Security Protection Service;
  3. 7*24 technical support and telephone consultation services.
  4. In the case that IDC Value Added Service Advanced Defense Product were unavailable due to the reason of Party B, Party B shall extend relevant service hours. The extension shall be twice of the unavailable time. The maximum extension shall not exceed the service hours of the IDC Value Added Service (Advanced Defense Product)  of the respective month, and shall not be accumulated to the next month in any way. Party A agrees that, except as stipulated in this sub-Clause, Party B shall not be liable for Party A’s any further losses caused by the unavailability of the IDC Value Added Service (High Defense Product).
  5. The IDC Value Added Service (Advanced Defense Product) provided by Party B can reduce the losses caused therefrom by resisting DDoS attacks suffered by Party A.
  6. If the bandwidth of network attacks exceeds the scope stipulated by the Parties, Party B shall not be liable for the consequences arising therefrom.
  7. If the network attacks exceed the scope stipulated by the Parties, Party B shall not be liable for the consequences arising therefrom.

1-5 Special Terms for Dedicated Line Service

1. Party B provides Party A with data link to the Internet by Dedicated Line.

2. Party B is liable to configure or purchase the devices, including routers, DTU modules and cables, for Dedicated Line.

3. During the performance of the Contract, Party B shall be entitled to adjust the prices in case of changes in prices of China Telecommunication provided that Party B shall notify Party A in written form thirty (30) days in advance.

4. Party A shall be liable for the normal operation of the part under and including router in the system and shall solve the problems in this part. Party A shall pay relevant fees to Party B if it requires Party B to help to find out reasons.

5. The information and resources on the Internet belong to their owners, other users can only use these resources after obtaining the permission of the owners. The use of software on the Internet must comply with the laws pertaining intellectual property rights.

6. Party B is only responsible for the normal data communication and providing the Dedicated Line required by Party A. If Party A use the service provided by Party B to run business that is prohibited by law and regulations or is not accepted by public morality, all consequences arising therefrom including all financial and legal liabilities shall be borne by Party A.

7. Party B shall be liable for the normal operation of the Information Channels and International Gateways above routers and shall solve the problems in this part.

8. Party B shall notify Party A in advance in the case Party B conducts line tuning and maintenance work and the Service will be interrupted for a short time.

9. Party A acknowledges that, the following situations are normal, and should not be regarded as a breach of contract of Party B:

(i) the Service may be interrupted for a short time when Party B conducts devices configuration and maintenance work;

(ii) the Line may be obstructed because of Internet traffic congestions;

(iii) concerning the particularity of the Internet and Dedicated Line network, the incidents caused by hackers, viruses, technical adjustment of telecommunications departments, adjustment of dedicated line resources and interruption of backbone lines.

10. Party A agrees that, Party B shall assume no responsibility if the Dedicated Line Access Service is interrupted or has not been provided due to the following reasons:

 (i) force majeure events such as earthquake, gale, flood, fire, war and change in the act of government; 

 (ii) shortage of telecommunication resources, construction of the Line, maintenance, breakage, interruption or power failure due to power supply department and other reasons due to the telecommunications departments, power sectors, international satellite lines and international Internet backbone network, during which Party B will not collect any fees from Party A.

11. Concerning the particularity of Dedicated Line Products, Party A shall notify Party B thirty (30) days in advance if it intends to cancel the Dedicated Line Service. Party A’s liability for breach of the Contract shall subject to that between Party B and its supplier or the agreement prescribed by the Parties.

 


Wangsu Science & Technology Company Limited Service Contract (Special Terms)

For Cloud Computing Products

On the basis of General Terms, the Parties agree on details of the cooperation or the service through Special Terms which are the materialization, addition or modification of the General Terms combine with specific products and services. Both the General Terms and Special Terms are integral parts of the Contract. If the Special Terms are inconsistent with the General Terms, the Special Terms shall prevail.

In accordance with the principle of equality, voluntariness and mutual benefit, the two sides have reached the following agreement on the special terms of the products to comply with.

  • Special Terms for Wangsu Cloud Computing Service

1. The server Party A rented shall be used mainly for the web-based information service, or for other legitimate purposes which are in conformity with this Contract. Party A could log into the server it rented remotely to conduct management. During the Service Period, Party A could stop the running of the server itself. The status of the server (in stop or in running) shall not affect the calculation of the relevant service fees.

2. Party A has right to use the WWW-based information service provided by Party B, including but not limited to: the configuration and usage of Internet      and database such as Email, FTP and Telnet, provided that Party A shall not use the Service provided by B as proxy server, otherwise Party B has the right to stop such action by any means, including but not limited to: shutting down the server, limiting network resources, requiring Party A to pay the supplementary fees for the overuse of resources. All the consequences caused therefrom shall be solely borne by Party A.

3. Party A shall not engage in any activity that breaches network security or attempts to breach network security, including, but not limited to: phishing; hacker; Internet fraud; or websites or spaces contain or may unleash: computer viruses, Trojan, and malicious code; and other activities that may attack other websites or servers through virtual server, for instance, scanning, sniffing, ARP cheating, and DOS. At the same time, Party A promises not to use Party B’s Services for reptiles and brush operations. Otherwise, Party A is deemed to have breaching the Contract and Party B will immediately terminate the Service and investigate Party A’s liability for breach.

4. Where Party A needs to install software or other works, data, etc. on the cloud server of the Cloud Computing Service it rented, it shall obtain the respective copyright or license(s) of such software, works, or data itself pursuant to the law. Party B shall be exempted from any dispute, lawsuit, or indemnification in relation with the intellectual property right issues therefrom, and Party A shall indemnify, and hold Party B harmless from any expenses and/or losses arising from its breach of this sub-Clause.

5. Party A fully aware and acknowledges that, data backup is Party A’s obligation and responsibility. The cloud server rental service provided by Party B is the same reliable as the physical server, and Party A shall be responsible for the reliability of the Service and the backup of data.

Unless otherwise agreed by both Parties in writing, Party B shall not be responsible for the safety and management of the operating system, application, Party A’s data, and other system configurations on the server purchased by Party A. Party A shall be responsible for the backup of all materials, software, data, etc. stored on the cloud server of the Cloud Computing Service it rented.

6. Party A shall be liable for the normal operation of the Cloud Computing Service, and be responsible for the completeness and confidentiality of the data it stores on the cloud server. Any and all the losses caused as the consequence of the disclosure of Party A’s management account or password shall be solely borne by Party A.

7. Party B is responsible for hardware configuration, routine maintenance of server hardware, troubleshooting, and network connectivity provided that such failure is not attributed to Party B, or due to the event of force majeure, or is beyond the reasonable control of Party B. In the case that within the Cloud computing Service purchased by Party A, the hardware equipment (for instance, the server) provided by Party B breaks down, Party B shall repair, or replace the Equipment with the same configuration(s), so as to ensure that Party A could acquire normal service. Party B shall provide Cloud Computing Service to Party A, and make formal response to Party A’s complaint. 

8. Party A understands that, the Cloud Computing Service provided by Party B is a kind of infrastructure rental service, thereafter, in order to monitor server health, conduct necessary maintenance and upgrade, safeguard the normal operation of the server, and comply with the laws and regulations for instance Administrative Measures on Internet Information Services, Detailed Rules for Internet Websites Administration Works, Provisions on Technical Measures for the Internet Security Protection, and Measures for the Administration of Telecom Service Operation, Party A consents that, Party B could take necessary technical measures to monitor the health of the server Party A rented, the contents of its website, and the program Party A runs.

9. In good faith and with responsible attitude towards Party A, through relevant technical measures, Party B shall try as much as possible to protect the safety of the data and information Party A stored on the server, and will not disclose user’s data and information to any third party on its own initiative, except that: it is required by public powers, for instance, the executive or judicial departments; it is submitted by Party B for handling complaints or litigations; it is provided to third party with Party A’s consent; it has to be submitted by Party B in order to take necessary measures to prevent the material breach of law or the commission of crime; it should be provided as required by the relevant laws and/or regulations.

10. Party A shall not remove or destroy the settings on the cloud server set by Party B (including but not limited to monitor settings, driver settings, and hardware configuration settings). For the removal or damage of the settings due to the reason of Party B, Party B shall re-install and re-debug the relevant equipment; for the removal or destruction of the settings due to the reasons not related to Party B, Party B has the right to terminate the Service.

11. Party B shall notify Party A in advance in the case Party B conducts network tuning and maintenance work and the Service will be interrupted for a short time.

12. Party A shall be responsible for its operation behavior on the server, and Party B shall assume no liability caused thereby. Where Party A changes the settings without giving prior notice to Party B, and the actual configuration is inconsistent with the configuration provided in the Service Order, the changed configuration(s) shall prevail, and all the consequences caused thereof shall be solely borne by Party A.

13. Party B has the right to take traffic controlling measures to the customers who purchased the shared bandwidth service in order to guarantee the interests of other share customers.

14. Party A shall still pay the service fees if the service interruption is due to Party A.

15. Party A full understands and acknowledges that, although the necessary technical measures have been developed on the Wangsu Cloud Computing Service (and will be improved with the development of technology) to prevent the events or actions (collectively, actions) that damage the security of Internet, for instance, computer virtues, network intrusion, and destructive attacks (including but not limited to DDoS). However, concerning the limitation and relativity of the network security technology and the un-foreseeability of such actions, where Party A’s website encountered such action, and brought damages to Wangsu Cloud Computing Service Cloud, or other websites and servers stored on Wangsu Cloud Computing Service Cloud (including but not limited to local, foreign, and international networks, servers); or affects the connectivity between Wangsu Cloud Computing Service Cloud and Internet, or between Wangsu Cloud Computing Service Cloud and certain network and server, or within the scope of Wangsu Cloud Computing Service Cloud, Party B has the right to suspend, or terminate to provide Wangsu Cloud Computing Service. Where the service is terminated, the corresponding service fees shall be calculated based on the actual provision of the Service (service fees are calculated in complete months and any part of a month is counted as a full month), and the residual payments (if any) will be refunded back to Party A.

16. Where Party A has not accomplish the website recording or other approving work as required by the governmental departments, and Party A or Party B is subject to any administrative punishment therefrom, Party A shall undertake all the responsibilities. The losses caused to Party A shall be taken solely by Party A; for the punishment or other economic losses caused to Party B, Party A shall compensate Party B. Party B has the right to deduct the compensation from Party A’s paid service fees, meanwhile, Party B reserves the rights of further claim to Party A for the insufficient part(s).

17. Party A acknowledges that, the following situations are normal, and should not be regarded as a breach of contract of Party B:

(i) the Service may be interrupted for a short time when Party B conducts network tuning and maintenance work;

(ii) the access speed to the Device may drop or the access may interrupt because of Internet traffic congestion and interruption of the backbone.

18. Party A shall be responsible for the normal operation of the rented cloud server’s software, where the cloud server Party A rented encounters any event that may affect the stability of network, including but not limited to hacking, virus attacks, sending spams in bulk, or becoming a virus taker, and causes serious network security problem and affects other users thereby, Party B will notify Party A to correct by telephone or email (which written notice being sent later on), and reserves the right to suspend Party A’s network connection until the problem has been solved. Such event should not be regarded as Party B’s breach of contract. For any and all the losses caused to Party B and/or Party B’s other customers, Party A shall compensate such losses.

19. In the situation that the Contract is terminated, or Party A fails to pay the service fees as mutually agreed, Party B reserves the right to suspend or terminate the Services immediately. Party A should backup its data stored in the server with three (3) days from the date of termination. Party B is not liable to keep these data. Party B will format the server three (3) days after the termination of the Service. Party B shall bear no liability for the data losses because of Party A’s remissness in backing up the data.

  • Special Terms for Wangsu Cloud Storage Service

1. Service Definitions

1.1 Management Account means the user account for Party A on the WCS platform used to identify Party A.

1.2 Service Terminology: Storage Space, Request Frequency, Back-to-Original Bandwidth

  1. Storage Space means the space used to store data files on the WCS Platform;
  2. Request Frequency means the frequency of visiting or operating the resources on the WCS Platform through HTTP/HTTPS.
  3. Back-to-Original Bandwidth means the WCS source site bandwidth generated by customer’s direct access to the WCS Platform or the access to the WCS Platform through CDN.

2. Party A only has the right to use its account on WCS Platform; Party A shall be responsible for its account, and only Party A itself could use this account.

If Party A intends to transfer, donate or allow other persons to use its account, it shall send a written notice to Party B, and the successor shall only acquire the right to use this account legally when Party B has agreed so, and the successor should also sign the Contract hereof, otherwise Party B reserves the right to suspend or terminate all the services under this Contract at any time with no liability.

3. Party B will identify Party A’s instructions through Party A’s username and password. Party A should well keep its username and password, any and all the losses, damages or subsequent adverse consequences arising from the disclosure of the password shall be solely borne by Party A. Party A warrants that it will not disclose its username or password to any person, and will not use other person’s username and password on the WCS Service Platform. If Party A finds out that its username and password have been falsely used by others, or other circumstances which were not duly authorized, it shall notify Party B immediately with effective methods and require Party B to suspend the respective services. Meanwhile, Party A understands that it takes reasonable time for Party B to respond to Party A’s request, Party B shall not take any responsibility for the executed instructions and/or the losses caused before its response.

4. If the Contract is relieved or terminated, Party A should backup its data during the service available period within three (3) days from the date of termination. Party B will format the server three (3) days after the termination of the Service. Party B shall bear no liability for the data losses because of Party A’s remissness in backing up the data.

5. Party A fully understands and acknowledges that, although the necessary technical measures have been developed on the WCS Service (and will be improved with the development of technology) to prevent the events or actions (collectively, actions) that damage the security of Internet, for instance, computer virtues, network intrusion, and destructive attacks (including but not limited to DDoS). However, concerning the limitation and relativity of the network security technology and the un-foreseeability of such actions, where Party A’s website encountered such action, and brought damages to WCS Service Platform, or other websites and servers of WCS Service (including but not limited to local, foreign, and international networks, servers); or affects the connectivity between WCS Service Platform and Internet, or between WCS Service Platform and certain network and server, or within the scope of WCS Service Platform, Party B has the right to suspend, or terminate to provide WCS Service. Where the service is terminated, the corresponding service fees shall be calculated based on the actual provision of the Service (service fees are calculated in complete months and any part of a month is counted as a full month), and the residual payments (if any) will be refunded back to Party A.

6. The conversion formula of the units of Storage Space is that: 1024G=1T, 1024T=1P.

  •  Special Terms for Easy Cloud Backup Service

1. The initial installation of client, telephone consultation and maintenance notification provided by Party B are free of charge. All operations on Party A’s devices except for the initial installation of client are compensable services that Party A shall pay service fees to Party B.

2. DESCRIPTION OF SERVICE AVAILABILITY

  1. Service Available means the backup system is able to effectively carry on full backup, incremental backup, differential backup, time point backup and the accounting logging is complete, the data backup has the continuity, and is able to carry on breakpoint continuous transmission.
  2. Service Unavailable: after deducting the service available time from the total service time, the rest is the service unavailable time provided that the service unavailability due to Party A’s loss of username and password, the irregular use of client software or force majeure events shall not be included in the service unavailable time.

3. Service Contents include:

The online backup system service provided by Party B does not include the communication and networking expenses that Party A needs to pay for the terminal equipment and network access to use the service. Party A shall bear the relevant expenses except Easy Cloud Backup Service.

4. When Party A shall provide true and accurate enterprise information to Party B when registering and opening services. When the information changes, Party A shall conduct update procedures in time, otherwise Party A shall bear the corresponding legal and economic responsibilities arising from inaccurate information.

5. Party A has the right to use the account, client software, and the backup space and attaching services of the service application system during the performance of the Contract and Party B will take back foregoing services after the termination of the Contract. The intellectual property rights of this product are owned by Party B and protected by the International Copyright Law. Without the explicit written consent of Party B, any form of software cracking or decompile of the program by Party A is illegal, Party A shall assume all legal responsibilities thereof.

6. Party A shall take reasonable measures to keep the account password well. All the losses arising from the disclosure of the account or password shall be solely borne by Party A.

7. Party A has the discretion to the data files stored in the backup space of Party B. Party B will not do any operations to the data. All responsibility for activities such as occupation, use, alteration and deletion of backup files shall be borne by Party A. Party B has the right to apply for relevant legal departments to determine the validity of Party A’s behavior and to terminate service accordingly.

8. Party A undertakes that the data stored by Party A shall conform to the relevant laws and regulations of the country, and Party A shall be liable for all losses caused to Party B by Party A’s illegal acts. Party B has the right to collect relevant fees from Party A in accordance with this contract.

9. Party B provides Party A with corresponding account and password, client software, backup space and necessary services to ensure that the hardware failure of the online backup system will not cause data loss.

10. During the performance of the Contract, Party A can also authorize Party B to download data on the network backup equipment of Wangsu.

11. If, in the Wangsu online backup service purchased by Party A, the hardware failure such as backup servers failure occurs, Party B will timely repair or replace the same configuration of device to Party A to ensure the normal service  provided to Party A.

12. When the Contract is relieved or terminated, if Part A transfers all kinds of backup data by itself within 48 hours, Party B will not charge the temporary data storage fee; if Party A fails to move out the data within 48 hours, Party B shall have the right to charge 50 yuan/10G backup space/day for temporary storage and Party A should pay off the fees on the day move out.

Party B shall keep the data files of Party A for 7 days from the date of termination or relief the Contract, during which Party A should make back-up copies of the data, and after which Party B will permanently delete Party A’s backup files and release backup space.

13. Party A shall take necessary measures to keep the account and password safely. Party B will not provide notification service in case the loss of the account or the password. In case of forgetting the password, Party A shall provide written documents with stamp and signature for Party B to reset the password. Party B shall take no responsibility for any risks to the security or the loss of the data arising from the password leaking by Party A.

14. Party B provides Party A with the data backup interface, the backup platform space and the data center sharing supporting environment necessary for using the Easy Cloud Backup Service. Since the backup data is uploaded after encryption and all data recovery operations are performed by Party A itself, Party B shall not bear any responsibility for the damage or error of Party A’s backup data files.

15. During the backup account period for the loss of original data of party a’s source site, Party A shall ensure the uniqueness of the client equipment that the account ultimately uses. In case of data loss and damage caused by installing more than one device, Party A agrees that it is not Party B’s responsibility. Party A shall make compensation for the losses caused to Party B.

16. If the backup data is incomplete or lostdue to improper operation of Party A in the process of installation and use ofthe client or Party A fails to configure according to the requirements, Party Bshall bear no responsibility.

Special Termsfor Cloud Computing Products
1. Beginning and Closing of Billing
a) Billing Criteria: for a close-end Contract, the Billing Criteria will besubject to the Agreement of the Parties and for an open-end Contract, theBilling will be based on the Control Console, that is, Party A login theControl Console on its own to open, change and close the resources, and theControl Console generates the billing details according to the servicecondition.
b) Beginning of Billing: for a close-end Contract, the Beginning of Billingshall be subject to the Agreement of the Parties and for an open-end Contract,the Beginning of Billing is based on the actual opening of resources or thetime when the test is end (which is confirmed by the Parties in writing) andthe service is officially start.
c) Closing of Billing: if the Contract terminates on the expiry day, thebilling will be closed on the expiry day but if the Contract is terminated inadvance, Party shall initiate a written application destruction of resources tothe Contract Principal fifteen (15) days in advance, Party B will complete theresource suspension action according to the written date specified by Party Aand take the date as the closing date of the billing.
2. Billing and Accounting Details
a) Annual package discount means the specific discount on the premise thatParty A makes a one-time prepayment for the annual cost. The details for thediscount see the Service Order.
b) Installment payment means Party A pays the service fees after the end of aservice period, and the service fees for the period less than a service periodshall be prorated on the basis of the actual number of the days. Specificpayment period see the Service Order. The minimum billing period for WangsuCloud Computing Service is a day.
c) If there is a difference between the Control Console and the Service Orderconcerning the payment (for example, annually or monthly), the Service Ordershall prevail.
d) The bandwidth business based on fixed bandwidth is charged by the actualbandwidth.
e) The bandwidth business based on the actual flow is charged on a daily basis.The part of the flow of the day that is less than 1G shall be converted tobilling according to the actual flow. The billing unit is accurate to 0.01yuan.
f) The space of the Cloud Storage shall be charged according to the first peakvalue.
g) Party A shall confirm the expense payable within three (3) days after theend of each service period on its own on the column of cost of the ControlConsole provided by Wangsu. If Party A fails to confirm in the time limit, itshall be regarded as no objection.
3. Early termination of the Business and Default
a) If Party A proposes to terminate the Contract in advance before the expiryday or before reaching the arranged amount of use, then the service fees shallbe the unit-price multiplied by the number of days in–service. One year is 365days and the service fees for the period less than a full month shall beprorated on the basis of the actual number of the days. Besides, Party A shallpay another one month’s service fees as penalty.
b) Stop service on arrearage: if Party A fails to full pay the Service Fees ontime, and the Service Fees is still unpaid after the receipt of the remindernotice from Party B, then Party B will stop the service and data will bereserved for only seven (7) days (168 hours) except for the data destroyed byParty A, and Party B has the right to pursue Party A’s liability for breach ofContract in accordance with Article 5 of the General Terms “Rescission,Termination, Liability for Breach of Contract and Compensation”.
4. Alteration to the Contract and/or Product
Effective Date: alterations in Services (such as Products) come into effectimmediately and billing alterations come into effect the next day.
Restriction on alterations in Services: Service Alterations are only allowedonce a day, and on special occasions Party A shall negotiate with Party B andobtain the consent of Party B.
Types of Alteration include, but not limited to the following circumstances:
① Menu & Price variation
From annual package to monthly package: the annual package shall be deemed tobe terminated in-advance on the day of alteration and the monthly package willbe added on the next day of alteration, and Party A shall pay the compensationfor early termination.

From monthly package to annual package: the monthly package shall be deemed to be terminated in-advance on the day of alteration and the annual package will be added on the next day of alteration.
② Alterations on Service Configuration

Configuration upgrades (for example, upgrade 2C4G monthly Cloud Server to 4C8G monthly Cloud Server) shall come into effect on the next day of alteration and the service fees for the period less than a month shall be prorated daily.

On circumstance of configuration reduction, Party A shall pay compensation for early termination of the prior Service. For example, if change an annual package of 10M fixed bandwidth to 5M, the 10M fixed bandwidth shall be deemed to be terminated in-advance on the day of alteration and the 5M fixed bandwidth will be added on the next day of alteration, and Party A shall pay the compensation for early termination.

The judgement of upgrades or reduction shall depends on the quote price of the product before and after the alteration.
③ Alterations on Payment Methods and Term of Contract
On such occasions, for example, change from paying in-advance to after-service for annual package, or from unnatural monthly payment to natural monthly payment, or change the starting date of the Contract from June 1st to July 15th (for example, test delay), all fees will be calculated according to the new payment / new contract time after clearing the cost payable by Party A before alteration.
④ Alteration on Billing Methods
Change from billing at fixed bandwidth to traffic bandwidth: charge at fixed bandwidth for the alteration day and at traffic bandwidth for the next day of alteration.

Change from billingat traffic bandwidth to fixed bandwidth: charge at traffic bandwidth for thealteration day and at fixed bandwidth for the next day of alteration.