VSOCloud User Service Agreement
VSO Cloud, inc. Co., Ltd. (hereinafter referred to as “VSOCloud”) provides services for the members of VSOCloud(hereinafter referred to as “the members”) according to stipulations set up. This agreement is legally effective between the members and VSOCloud in the contract.VSOCloud hereby specifically reminds you to carefully read and fully understand each term of this agreement especially terms exempting or restricting liabilities of VSOCloud and excluding or restricting rights of the members involved herein.Please prudently read and choose to accept this agreement or not. You will not be authorized to use services provided by VSOCloud under this agreement unless you accept all terms of this agreement. Once you register or agree to use VSOCloud services, it will be deemed that you have already fully understood and completely accepted all terms of this agreement.
Article 1 VSOCloud Platform is a cultural creative industry service platform operated by VSOCloud (website: www.VSOCloud.com;if VSOCloud releases a new website in form of announcement, etc,please log in the new website then). VSOCloud services refer to services provided by VSOCloud for the members through various ways including VSOCloud platform and client. The specific services mainly include project out-souring information release, project out-sourcing transaction management service, online creation management tool application, rendering service, IP incubation and authorized transaction, financial service, and community and shopping mall services. The specific details of services shall be in line with service contents currently provided by VSOCloud.
Article 2 In order to safeguard your rights and privacy, please carefully read and fully understand and learn all terms of this service agreement before voluntarily registering and using VSOCloud services. Once you register or use VSOCloud services, it will be deemed that you fully understand and accept this service terms; if any legal consequences are caused due to your violation of this service agreement, you will have to solely assume relevant legal liabilities.
Article 3 During performing of this agreement, VSOCloud may modify this service agreement based on actual circumstances. Once the contents of this service agreement change, VSOCloud will release a latest service agreement through VSOCloud platform and the members will not be individually notified. If the members disagree on the modification of this service agreement by VSOCloud,they will have the right to stop use services provided by VSOCloud. If the members continuously use the said services, it will be deemed that the members accept modification of this service agreement by VSOCloud and they shall follow and execute the modified agreement.
Article 4 The members agree that VSOCloud may send the members notices, any other agreements and official notices or other notices concerning use of member accounts and services by the members by electronic means (announcement of VSOCloud platform,website message, E-mail, short message of mobile phone and wireless communication device) or by mail and other physical means. It will be deemed that such notices have been already delivered to recipients upon the date of sending(if the notices are sent to the members by mail, it will be deemed that such notices are delivered upon the third natural day after the notices are handed over for posting to the contact addresses preserved by the members in VSOCloud platform). If the members fail to receive such notices upon the date when the above mentioned notices are deemed as delivered due to reasons not attributable to VSOCloud (including but not limited to inaccuracy or invalidity of E-mail address, mobile phone number and contact address, failure of information transmission, etc.), VSOCloud will not assume any responsibility.
Article 5 VSOCloud may suspend provision, restriction or change of VSOCloud services. As long as the members still use VSOCloud services, it will indicate that the members still agree on this service agreement.
Article 6 Members of VSOCloud capable of independently assuming civil liabilities with full capacity for civil rights and capacity for civil conduct.Before using VSOCloud services, the members must register in VSOCloud platform first.
Article 7 The members hereby make the following commitments:
1. The members must provide authentic, latest, effective and complete information according to the requirements of VSOCloud.
2. The members guarantee and promise that the transactions conducted through VSOCloud Platform comply with provisions of relevant laws and regulations.
3. The members are obliged to maintain and update their information and ensure such information authentic, latest, effective and complete. If the members provide any wrong, false, dated or incomplete data, or VSOCloud suspects that such information is wrong, false, out-of-date or incomplete based on its independent judgment, VSOCloud will have the right to dispose the matters by means including but not limited to disabling of member accounts and refusing users to use some or all functions of VSOCloud services. In this case, VSOCloud does not assume any responsibility and the members agree to undertake any direct or indirect expenditures or losses therefore incurred.
4. If the members fail to timely update the basic information to result in the failure to provide VSOCloud services or occurrence of any error upon provision of such services, the members shall not cancel transaction or reject payment on this agreement, while VSOCloud does not assume any liability.All consequences shall be borne by the members.
5. Besides this agreement, the members shall also abide by all rules released and updated from VSOCloud platform from time to time,including but not limited to announcements, product flow descriptions, platform project instructions, risk tips, etc.
Article 8 Some contents of VSOCloud services require the members to complete identity authentication and bank card authentication according to requirements of VSOCloud. Members failing to complete identity authentication and/or bank card authentication will be unable to use corresponding VSOCloud services. VSOCloud will not assume any liability for losses caused by the failure to enjoy VSOCloud services due to failing to complete authentication.
Article 9 VSOCloud only assumes surface examination responsibility for information released on its website and it does not guarantee or assume relevant responsibility for accuracy, integrity, and legality of such information. The members shall make decisions based on their independent judgments. If the members conduct transactions on the basis of such information, they shall undertake risks therefore incurred. The members have no right to raise any proposition of law against VSOCloud on this basis. Any disputes arising from transactions between the members and counter parties or in connection thereto shall be solved by the parties involved in the disputes. VSOCloud will not undertake any transaction risks and legal liabilities.
Article 10 VSOCloud will provide the members with the following transaction management services:
1. Member account: When a member registers in VSOCloud platform, a member account will be generated. This account will record the activities conducted by this member in VSOCloud platform. This member account is the only account for logging in VSOCloud platform. 2. Updating of transaction status: The members confirm that the transaction statuses confirmed by them in VSOCloud platform according to VSOCloud service flow will become irrevocable instructions for relevant transactions or operations conducted by VSOCloud for the members(including but not limited to payment or fund collection, capital freezing and contract conclusion). The members agree that VSOCloud has the right to handle relevant matters according to this agreement and/or relevant dispute settlement rules of VSOCloud.
If the members fail to timely modify or confirm the transaction status or submit relevant applications, they shall take responsibility for any disputes or losses therefore caused while VSOCloud will not assume any responsibility.
3. Transmission of payment instructions: The members understand that VSOCloud is not a bank or payment agency. VSOCloud does not provide capital transfer service according to China’s statutory provisions. The members agree that VSOCloud does not assume any responsibility for delay of arrival of their capital.
When the members conduct each transaction or accept transaction funds through VSOCloud platform, if they fail to follow terms of this service agreement or operation instructions in the transaction rules released by VSOCloud, VSOCloud will not assume any responsibility. If the above mentioned condition occurs while the funds are already transferred to member accounts first, the members will agree that VSOCloud has the right to directly deduct relevant funds from relevant member accounts. VSOCloud reserves the right to reject members’ request for payment of such funds. If such funds are already transferred to members’ bank accounts, the members will agree that VSOCloud has the right to recover the funds from the members afterwards. The members shall pay expenses therefore incurred.
4. Transmission of transaction instructions: The members understand and agree that VSOCloud provides services for eligible members. VSOCloud does not assume any responsibility for transaction behaviors conducted in VSOCloud platform such as investment and borrowing/lending. VSOCloud is unable and also not obliged to ensure that the members can actuallyobtain loans or succeed in investment after they send borrowing offers or investment intentions. Losses therefore caused to the members due to the above mentioned reason (including but not limited to interest, handling charge and other losses) shall be borne by the members themselves. VSOCloud will not assume any responsibility.
5. Transaction safety setting: VSOCloud has the right to set up relevant matters involving transactions based on the consideration of transaction safety and other aspects, including but not limited to transaction quota and frequency. The members understand that the above mentioned setting of VSOCloud may cause certain inconveniences to the transactions and they do not raise any objection to it.
If VSOCloud discovers a processing error resulting from system failure or any other reason, VSOCloud will have the right to correct this error no matter if it benefits VSOCloud itself or the members. If this error makes the funds actually received by the members exceed the amount that shall be obtained, VSOCloud will reserve the right to correct the transactions not properly executed regardless of nature and reason of this error, while the members shall refund the excessively collected funds or conduct other operations according to specific requirements raised in a notice sent by VSOCloud concerning error correction. The members understand and agree that the funds overpaid or underpaid due to the above mentioned processing error are free of interest and VSOCloud does not undertake any loss or liability resulting from the above mentioned processing error (including losses caused to the members due to the said errors such as interest and exchange rate losses).
Article 11 VSOCloud will provide the members with the following customer services:
The service contents of VSOCloud include outsourcing information release, outsourcing transaction management service, online creation management tool application, rendering service, project incubation and authorized transaction, financial service, and community and shopping mall services. The specific details of services shall be in line with service contents currently provided by VSOCloud.
1. Bank card authentication: In order to use recharging,cash withdrawal and withholding services provided by VSOCloud or a third-party organization entrusted by VSOCloud, the members shall submit relevant information registered in the name of the members including effective bank debit card according to relevant flow stipulated in VSOCloud platform. After the bank cards pass audit and approval of VSOCloud, VSOCloud will bind member’s account with the above mentioned bank account. If the members fail to submit relevant information according to stipulations of VSOCloud, or the information submitted is wrong,false, dated or incomplete, or VSOCloud has reasonable ground to suspend that the information submitted by the members is wrong, false, dated or incomplete, VSOCloud will have the right to refuse to provide the members with bank card authentication service. The members shall undertake losses incurred due to failure to use services such as recharging, cash withdrawal and withholding.
2. Recharging: The members may use an approach designated by VSOCloud to recharge capital to their member accounts for the purpose of transactions through VSOCloud platform. The capital in the member accounts is free of interest.
3. Transmission of payment instructions: VSOCloud provides payment instruction transmission service according to functions opened by its platform to the members then and VSOCloud transmits the members’ account payment instructions itself or by entrusting a third-party organization to realize the completion of principal and interest collection and collection of various funds such as compensatory payment in member accounts, or the funds in the member accounts will be paid to other parties designated by the members.However, VSOCloud does not guarantee that the above mentioned service provided complies with the members’ expectations.
4. Cash withdrawal: The members may transfer the capital in member accounts to authenticated bank card accounts by using cash withdrawal function opened by VSOCloud platform then. VSOCloud will transfer relevant funds to authenticated bank card accounts of the members through a third-party organization as soon as possible after receiving the above mentioned instructions from the members (time of inward transfer of capital may differ due to different banks provided by the members).
5. Query: VSOCloud will record all operations of the members in VSOCloud platform no matter if the purposes of such operations are eventually realized. The members may query transaction records under the name of member accounts in a real-time way through member accounts. The members understand and agree that the service provided for the members to finally receive funds is provided by the banks corresponding to authenticated bank accounts or a third-party payment agency and they shall request investigation and verification from such banks or third-party payment agency. The members understand and agree that any information queried through VSOCloud platform is only used for reference and shall not be used as evidence or basis for relevant operations or transactions.
The members understand that the above mentioned recharging, transmission of payment instructions and cash withdrawal services involve cooperation between VSOCloud and other third parties such as bank, guarantee company and third-party payment agency. The members agree: (1) VSOCloud does not make any commitment to the time of arrival of capital of the above mentioned service or assume relevant responsibilities including but not limited to losses therefore incurred such as interest loss and currency devaluation due to restrictions of various reasons such as status quot that third parties such as bank, guarantee company and third-party payment agency only carry out capital withholding and transfer on working days; (2) Once the members use the above mentioned services, it will indicate that the members irrevocably authorize VSOCloud to conduct relevant operations and such operations are not reversible. The member shall not refuse to pay or request cancellation of transactions on any ground. As far as the services mentioned above are concerned, VSOCloud will not collect expenses from the members for the time being. However, expenses that shall be paid by the members to a third-party according to stipulations set out in Article 3 are specifically indicated in relevant information of website of the said third party. Disagreements or disputes arising between the members and a third party concerning payment of such expenses are irrelevant to VSOCloud.
6. When using VSOCloud services each time, the members shall directly log in VSOCloud platform or use the link provided by VSOCloud to log in VSOCloud platform (website:www.vsochina.com; if VSOCloud releases a new website in form of announcement, etc, please log in the new website then) or client instead of mail or links provided by other websites. When dialing the customer telephone of VSOCloud each time, the members shall dial the customer service telephone of +1-408-372-8810 provided in official website of VSOCloud (if VSOCloud releases a new customer telephone number in form of announcement, etc., please dial the new number then).
7. The members agree that VSOCloud has the right to place various commercial advertisements or any other types of commercial information (including but not limited to advertisement placement in any page of VSOCloud platform) during provision of VSOCloud services. Further, the members agree to accept various types of commercial promotion or other relevant commercial information sent by VSOCloud to them by E-mail or other means.
Article 12 VSOCloud will provide the members with the following contract management services:
1. Contracts that shall be concluded for transactions conducted in VSOCloud platform shall be made in form of electronic contract. After using member accounts to log in VSOCloud platform, the members may click to confirm electronic contracts or sign electronic contracts by similar means with their account user name in VSOCloud Platform according to relevant rules of VSOCloud and such contracts will be deemed as contracts signed under the name of the members themselves based on their true intentions and such contracts are legally effect. The members shall properly keep their account information such as accounts and passwords. Electronic contracts concluded by the members by the above mentioned means are legally binding on each party. The members shall not deny the validity of contracts already concluded or fail to perform relevant obligations according to such contracts based on the ground that the account information including their accounts and passwords is stolen or due to other reasons.
2. After signing electronic contracts according to relevant rules of this agreement and VSOCloud, the members shall not modify such contracts without authorization. VSOCloud provides the members with filing,checking and verification services of electronic contracts. If the members have any doubt about the authenticity of electronic contracts or contents of electronic contracts, they may check through VSOCloud. In case of any dispute therefore arising, it shall be settled according to contracts recorded by VSOCloud.
3. The members shall not privately duplicate or forge electronic contracts or seals signed in VSOCloud platform and shall not use the forged contracts to swindle by false presences or use them for other illegal purposes.Otherwise, the members shall assume responsibilities themselves.
4. VSOCloud does not provide any paper contract unless otherwise clearly specified.
Article 13 Third-party Liabilities
1. Liabilities of relevant services provided by a third party as involved in the use of VSOCloud services by the members shall be assumed by this third party and VSOCloud does not assume such liabilities under any circumstances. The circumstances in which VSOCloud does not assume liabilities include but are not limited to:
(1) Any losses or liabilities resulting from the failure of third parties such as bank and third-party payment agency to operate according to instructions of the members and/or VSOCloud;
(2) Any losses or liabilities resulting from the failure to ensure timely arrival of capital or failure of arrival of capital due to the reasons of third parties such as bank and third-party payment agency;
(3) Any losses or liabilities resulting from restrictions imposed by third parties such as bank and third-party payment agency involving transaction quota or frequency;
(4) Any losses or liabilities resulting from behaviors or reasons of other third parties.
2. The members shall take responsibility for any losses or liabilities resulting from their own reasons, while VSOCloud does not assume any liability. The circumstances in which VSOCloud does not assume liabilities include but are not limited to:
(1) Any losses or liabilities resulting from the failure of the members to operate according to this agreement or any rules released by VSOCloud platform from time to time;
(2) Any losses or liabilities resulting from the reasons of bank cards used by the members, including use of unauthenticated bank cards by the members,or use of bank cards not belonging to the members or use of credit cards as well as bank cards of the members being frozen or reported for loss;
(3) Any losses or liabilities resulting from uncleanliness, or ambiguity and incompleteness of instruction information sent by the members to VSOCloud;
(4) Any losses or liabilities resulting from insufficient balance in the member accounts;
(5) Any forms of disputes and lawsuits resulting from infringement of copyright during the members’ transactions;
(6) Any other losses or liabilities resulting from the members’ reasons.
The members understand and agree that the guarantee of confidentiality and security of member accounts and passwords are the members’ responsibility. The members will take full responsibility for all actions and speeches taken by utilizing member accounts and passwords. Also, the members agree on the following matters:
(1) The members shall neither disclose accounts or passwords to any others nor use any others’ accounts or passwords. If the member accounts of the members are illegally used by others due to reasons not attributable to VSOCloud such as hacker, virus or negligence of keeping by the members, VSOCloud will not assume any responsibility.
(2) VSOCloud identifies members’ instructions through their member accounts and passwords. The members confirm that all behaviors of VSOCloud using their member accounts and passwords to log in represent the members themselves. Electronic information records generated due to operations of member accounts are all effective vouchers indicating the members’ behaviors and the members themselves shall assume all responsibilities therefore incurred.
(3) If others’ accounts and passwords are illegally used, VSOCloud and its legally authorized subjects reserve the right to hold the actual users responsible for assuming joint liabilities.
(4) Each member shall create a security password according to relevant rules of VSOCloud as well as relevant prompt of VSOCloud platform. The member shall avoid selecting too obvious word or date such as member’s name, nickname or birthday.
Article 15 If a member finds out that a third party illegally uses or embezzles its member account and password,or has any other condition not legally authorized, this member shall immediately inform VSOCloud by effective means and request VSOCloud to suspend relevant services. The member itself shall assume all responsibilities therefore incurred. Meanwhile, the member understands that certain time limit is required for VSOCloud to take certain action according to the member’s request. VSOCloud does not assume any responsibility for losses resulting from the use of such services by a third party previously.
Article 16 When a member decides not to use its member account, it shall pay off all payable bills first (including but not limited to loan principal, interest, default interest, liquidated damages, service charge, managerial charge, etc.). Then, the member will withdraw funds available in the member account (if any) in full amount or send other legal payment instructions to VSOCloud as well as apply to VSOCloud for freezing of this member account. This member account can be formally canceled after VSOCloud audits and approves.
If a member is dead or declared dead, each right and each obligation of this member under this agreement will be undertaken by its successor. If the member loses capacity for civil rights or civil conduct in whole or in part, VSOCloud or its authorized subject will have the right to dispose funds related to the member account according to effective legal instruments (including but not limited to effective court judgments) or instructions of its statutory guardian.
Article 17 VSOCloud may suspend, interrupt or terminate provision of all or some member services (including paid services) of the members under this agreement and remove or delete the registration information without assuming any responsibility for the members or any third party when it thinks that transaction security may be damaged based on its unilateral independent judgment. The above mentioned circumstances include but are not limited to the followings:
1. VSOCloud thinks that personal information provided by the members is not authentic, effective or complete;
2. VSOCloud finds out abnormal transactions or there is certain doubt or worry for law violation;
3. VSOCloud thinks that member accounts are suspected of being involved in money laundering, cash-out, pyramid selling, illegal use or other conditions deemed by VSOCloud as risky;
4. VSOCloud thinks that the members already violate various rules and principles stipulated herein;
5. When using the paid services of VSOCloud, the members fail to pay relevant platform service fee or third-party service charge to VSOCloud as stipulated;
6. The member accounts haven’t been actually used for 90 consecutive days and the balance in the account is zero;
7. The members are suspected of being involved in infringement upon a third-party’s intellectual property to result in any complaint or lawsuit;
8. VSOCloud needs to suspend, interrupt or terminate provision of all or some member services (including paid services) under this agreement to the members and remove or delete registration information according to its independent judgment based on reasons including transaction security.
Article 18 The members agree that VSOCloud may terminate provision of member account services without advance notice and may immediately suspend, close or delete member account and all relevant information and archives in this member account if a member fails to log in for 180 consecutive days.
Article 19 The members agree that suspension, interruption or termination of member accounts do not represent termination of the members’ responsibilities. The members shall still undertake possible compensatory liability for breach of contract or damage during use of services of VSOCloud. Meanwhile, VSOCloud may still keep relevant information of the members.
Article 20 The member promises never to use VSOCloud services for any illegal purpose or by any illegal means and also promises to abide by relevant laws and regulations of China as well as all international conventions for use of the Internet and follow all network agreements, rules and procedures related to VSOCloud services.
Article 21 The members agree and guarantee not to utilize VSOCloud services to infringe upon others’ rights and interests or break the laws. Violating members shall bear all legal liabilities.The above mentioned behaviors include but are not limited to the follows:
1. Oppose the basic principles determined in the Constitution, jeopardize-national security, disclose state secrets, overturn state power or destroy national unity.
2. Infringe upon others’ reputation, right of privacy, business secrets,trademark, copyright, patent, other intellectual property and other rights and interests.
3. Violate due confidentiality obligations stipulated in law or contract.
4. Illegally use the name of others to use VSOCloud.
5. Engage in any illegal transaction behaviors such as trafficking in firearms, narcotics, prohibited drugs, pirated software or other prohibited articles.
6. Provide gambling information or induce others to participate in gambling by any means.
7. Be suspended of being involved in money laundering, cash-out or other pyramid selling activities.
8. Engage in any behaviors that main contain computer viruses or possibly infringe upon VSOCloud service system and information.
9. Utilize VSOCloud service system to conduct behaviors that may cause an adverse influence on normal operation of the Internet or mobile network.
10. Infringe upon commercial interests of VSOCloud, including but not limited to release of commercial advertisements not permitted by VSOCloud.
11. Utilize VSOCloud service to upload, exhibit or spread false,harassing, slandering, insulting, intimidating, vulgar and obscene information and data or any other illegal information and data.
12. Adopt other improper behaviors deemed by VSOCloud as improper with justified reasons.
Article 22 VSOCloud reserves the right to delete various kinds of information contents not complying with laws or policies or unauthentic or improper information contents in VSOCloud platform without informing the members based on its independent judgment. In this case, VSOCloud is not required to assume any responsibility. If the members fail to abide by the above mentioned stipulations, VSOCloud will have the right to make independent judgment and take measures such as suspension or closing of member accounts without assuming any responsibility.
Article 23 The members agree to compensate VSOCloud as well as its related parties, partners,directors and employees in full amount and protect them from any damage if the members violate this agreement or documents becoming a part of this agreement through quotation, or the use of VSOCloud by the members has violated any laws or rights of a third party to cause any third party to conduct or launch any compensation application or request (including counsel fee).
Article 24 The members promise that the information uploaded or released through VSOCloud platform is authentic and effective and any information submitted to VSOCloud is authentic, effective, complete, detailed and accurate. If certain losses are caused to VSOCloud or other users of VSOCloud due to violation of the above mentioned commitments, the members will assume relevant responsibilities.relevantresponsibilities.
Article 25 The members agree that VSOCloud does not guarantee that the warranty service will not be interrupted or timeliness and/or security of warranted services based on peculiarity of the Internet. If the system cannot be normally operated due to relevant condition to make the members unable to use any VSOCloud services or the use of VSOCloud services is subject to any influence, VSOCloud will not assume any responsibility for the members or a third party. The above mentioned conditions include but are not limited to the follows:
1. VSOCloud system is shut down for maintenance.
2. Failure in telecommunication devices to result in failure to conduct data transmission.
3. VSOCloud services are interrupted or delayed due to hacker attack, technical adjustment or failure of network supplier,website upgrading, and bank.
4. VSOCloud system is obstructed and cannot execute business due to irresistible factors such as typhoon, earthquake,tsunami, flood, power failure, war and terrorist attack etc..
Article 26 VSOCloud does not provide any form of guarantee for VSOCloud services, including but not limited to the following matters:
1. VSOCloud services will comply with the members’ demands.
2. VSOCloud services will not be disturbed and they will be timely provided or exempted from error.
3. Any products, services,information or other data purchased or obtained through VSOCloud services will comply with the members’ expectations.
Article 27 The quality and contents of services provided by a cooperative unit of VSOCloud services shall be in the charge of this cooperative unit itself. The contents of VSOCloud platform may involve other websites owned, controlled or operated by a third party (hereinafter referred to as “third-party websites”). VSOCloud cannot guarantee and is also not obliged to ensure authenticity and effectiveness of any information on third-party websites. The members confirm to use third-party websites according to service agreement of third-party websites instead of this agreement. If the third-party websites are not-re commended or introduced by VSOCloud, contents, products,advertisements and any other information of third-party websites will be judged by the members themselves who shall undertake risks, which is irrelevant to VSOCloud. As for any data uploaded or obtained through use of VSOCloud services, the members shall consider and bear risks themselves as well as undertake any damage resulting from downloading of such data.
Article 28 Suggestions or information acquired by the members from VSOCloud and its staff or through VSOCloud services do not constitute any guarantee of VSOCloud for VSOCloud services no matter if they are made in writing or oral form.
Article 29 VSOCloud does not guarantee accuracy, effectiveness, safety and integrity of external links set up in order to provide the members with conveniences. Meanwhile, VSOCloud does not assume any responsibility for any contents in any web pages not actually controlled by VSOCloud as indicated by such external links.
Article 30 VSOCloud does not assume any responsibility for any indirect, punitive, special and derivative losses(including but not limited to business loss, income loss, profit loss, loss of data used or other economic interest losses) related to or resulting from this agreement, or caused by all information, contents, materials, products (including software) and services contained in VSOCloud or provided for the members through VSOCloud platform by other means no matter how such losses are generated or they are caused due to breaching of this agreement(including violation guarantee) or infringement under the legally allowed condition even if VSOCloud is informed of possibility of such losses ahead of time. Besides, even if the exclusive remedy stipulated herein fails to reach the fundamental purpose, the responsibility of VSOCloud for the above mentioned losses shall also be exempted.
Article 31 The total amount of compensatory liability for breach of this agreement undertaken by VSOCloud for this agreement shall not exceed the total amount of VSOCloud platform service charges collected from the members at present under any circumstances unless otherwise stipulated herein.
Article 32 The members understand and recognize that any transaction conducted through VSOCloud cannot avoid the generation of the following risks and VSOCloud cannot and is also not obliged to take responsibility for the following risks:
1. Macroeconomic risk: Abnormal fluctuation of price, etc. may be caused due to change of macroeconomic situation. The members may thus suffer from certain losses;
2. Policy risk: Abnormal fluctuation of price and other aspects may be caused due to changes of relevant laws, regulations and relevant policies and rules. The members may thus suffer from certain losses;
3. Default risk: When other transaction parties are unable or not willing to perform the contract in full amount as scheduled, the members may thus suffer from certain losses;
4. Interest rate risk: Change of market interest rate may have an impact on the actual income of products purchased or held;
5. Risks resulting from force manure;
6. Any losses caused due to the members’ faults which include but are not limited to decision-making fault, improper operation, forgetting or disclosure of password, password being cracked, computer system used by the members being invaded by a third party, and malicious or improper operation conducted by others when they are entrusted by the members to transaction on their behalf.
Article 33 VSOCloud does not provide any guarantee or condition for any members and/or any transactions expressly,tacitly or statutorily. VSOCloud cannot and will not try to control the information released by the members. VSOCloud does not offer any form of certification and authentication service for such information. VSOCloud cannot completely ensure authenticity, sufficiency, reliability,accuracy, integrity and effectiveness of platform contents and is not required to undertake any legal liabilities therefore incurred. The members shall conduct transactions relying on their independent judgments. The members shall assume all responsibilities for judgments made.
Article 34 Stipulations set out above cannot reveal all risks of transactions conducted by the members through VSOCloud as well as all market conditions. Before making decisions on transactions, the members shall comprehensively learn relevant transactions and make decisions prudently according to their transaction targets, risk tolerance and financial standing as well as undertake all risks.
Article 35 When the members uses VSOCloud services, VSOCloud will collect relevant platform service charges from the members. Each platform service charge is detailed in charging instructions and standards listed in VSOCloud platform when the members use VSOCloud services. VSOCloud reserves the right to unilaterally formulate and adjust the charging standards of platform service charges.
Article 36 When using VSOCloud services, the members may be required to pay certain third-party service charges to third parties (such as bank, third-party payment company, or a third party providing technical services). The specific charging standards are detailed in relevant pages of third-party websites or prompts and charging standards of VSOCloud platform. The members agree to pay such service charges to third parties themselves or by entrusting VSOCloud or a third party designated by VSOCloud according to the above mentioned charging standards.
Article 37 VSOCloud will protect, use or disclose authenticated individual or enterprise information provided by the members and collected by VSOCloud itself according to this agreement. VSOCloud may transfer all or some of rights and obligations related to VSOCloud platform to related entities of VSOCloud without obtaining the members’ consent. However, the members shall not transfer any of their rights and obligations under this agreement unless otherwise approved by VSOCloud in writing ahead of time.
Article 38 VSOCloud may collect extra data of the members through any legal approaches and sources so as to better master the members’ conditions, customize VSOCloud services for the members, settle disputes for the members and help the members ensure safe transactions via VSOCloud platform.
Article 39 VSOCloud automatically tracks some data of the members according to the behaviors of the members in VSOCloud platform. Under the precondition that the private data of the members is not disclosed, VSOCloud has the right to analyze the whole member database and utilize this database commercially.
Article 40 The members agree that VSOCloud may use data collecting devices such as “Cookies” in some web pages of VSOCloud platform.
Article 41 The members agree that VSOCloud may use relevant data of the members (including but not limited to data in the archives of relevant members held by VSOCloud,other data acquired by VSOCloud from the present and previous activities conducted by the members in VSOCloud platform as well as data collected by VSOCloud through other channels) so as to settle disputes and mediate troubles. The members agree that VSOCloud may evaluate their data manually or through automatic programs.
Article 42 VSOCloud adopts industrial standards and conventions to protect the members’ data. VSOCloud will not maliciously sell or freely share information provided by the members for VSOCloud due to performing of this agreement to any third party except the following circumstances:
1. Suppliers providing independent services and requesting information necessary to the services, e.g. printing house and mailing company;
2. Government departments or their agencies with retrieving information from legal channels with legal information retrieval authority, e.g. Public security authority and court.
3. Related entities of VSOCloud;
4. A third party approved by platform user or authorized representative of platform user.
Article 43 VSOCloud is obliged to provide your personal data for judiciary authorities and government departments according to requirements of relevant laws. When the members fail to perform their due obligations according to service agreement signed with VSOCloud or other legal instruments such as agreements signed by VSOCloud with other members, VSOCloud will have the right to disclose such members’ personal information and data and make comments according to its own judgment or upon request of other members related to such transaction. If you seriously violates relevant rules of VSOCloud, VSOCloud will have the right to edit the personal information and data of the members provided by the members themselves or collected by VSOCloud itself into the blacklist of the website and disclose this blacklist to a third party. Further, VSOCloud has the right to share your personal data and information submitted by yourself or collected by VSOCloud itself with any third party. VSOCloud will not assume any legal liability for any losses therefore possibly caused to you.
Article 44 VSOCloud or other right holders own intellectual property over all contents in VSOCloud platform including but not limited to copyrights, photos, archives, information, data, platform architecture,arrangements of platform pictures and web page designs according to law,including but not limited to trademark, patent, copyright, business secrets,etc.
Article 45 Without written consent of VSOCloud or other right holders, no one shall use, modify, copy, publicly propagate,change, spread, or publicly publish programs or contents of VSOCloud platform without authorization.
Article 46 Without the definite written consent of VSOCloud, the members are not allowed to download (except page cache) or modify the platform or any part of the platform. The members shall not resell or commercially utilize VSOCloud platform or its contents;the members shall not collect and utilize product summary, description and prices; the members shall not conduct any derivative utilization of VSOCloud platform or its contents; the members shall not download or copy financial information for the propose of other commercial interests, or use any data acquisition, Robots or similar data collection and excerpt tools. It is strictly forbidden to systematically acquire VSOCloud platform to directly or indirectly create or edit collected works, compilation, database or personal name and address directory (through Robots, Spiders, automatic instruments or manual operations or not) unless otherwise permitted by VSOCloud in writing. Besides, it is strictly prohibited to use contents and materials on VSOCloud platform for any purpose not definitely allowed by this service condition.
Article 47 VSOCloud website, or any part of the website shall not be duplicated, copied, forged, sold, resold,visited, or utilized by other means for any commercial purpose unless otherwise definitely approved by VSOCloud in writing. Without the definite written consent of VSOCloud, the members shall not use frame or apply frame skill to appropriate trademarks, logos or other exclusive information of VSOCloud or its related companies (including images, text, web page designs or forms). Without the definite written consent of VSOCloud,the members shall not use names and trademarks of VSOCloud or its related companies by Meta Tags or any other “hidden text”. Any unauthorized use will terminate permission or licensing awarded by VSOCloud.
Article 48 Copyrights of original works and original articles released and exhibited by the members in VSOChina as well as commodities exhibited or transacted in the shopping mall belong to the author. The original authors must be reached for any commercial usage, or the transaction parties may agree on affiliation of intellectual property.
Article 49 Once the members upload works in the website of VSOCloud, it will be deemed that the members authorize VSOCloud to use their works in the website or mobile terminal of VSOCloud. If the members participate in any rewarding competitions held by VSOCloud,the members will automatically authorize VSOCloud to use members’ competition participation works to conduct commercial activities. However,VSOCloud shall offer relevant economic remuneration to the members and ensure that the competition works of the members are not subject to infringement by a third party in any form.
Article 50 If any third party infringes upon relevant rights of the members of VSOCloud, the members agree to authorize VSOCloud or its designated agent to put forward warning, complaint, lodge administrative law enforcement,appeal or negotiate and settle towards this third party on behalf of VSOCloud or its users. Besides, the users agree to participate in joint protection of legal rights under the condition that VSOCloud deems necessary.
Article 51 If the members find out that contents infringing upon their legitimate rights and interests exist in the website of VSOCloud, please timely get in touch with VSOCloud and provide supporting materials with legal effect to make it convenient for VSOCloud to handle the matter. VSOCloud has the right to delete relevant contents according to actual circumstances and hold relevant users responsible for undertaking legal liabilities. The infringing users shall take all responsibilities for losses therefore caused to VSOCloud or any third party.
Article 52 This agreement is jointly signed by the members and VSOCloud. It applies to all activities of the members in VSOCloud. The contents of this agreement include but are not limited to terms of main body of the agreement as well as various rules already released or to be released in the future. All terms and rules are an indivisible part of this agreement and have same legal effect with main body of this agreement.
Article 53 This agreement does not involve legal relations and legal disputes arising between the members and other members of VSOCloud due to online transactions. However, the members hereby agree to comprehensively accept and perform any electronic legal documents signed by other members with VSOCloud and promise to enjoy and (or ) waive relevant rights and undertake and(or ) exempt relevant obligations according to such legal documents.
Article 54 If any term in this agreement becomes invalid in whole or in part no matter what the reason is, or it is not effective, it will be deemed that this term can be separated from this agreement and replaced by a new effective term which is close to each party’s intention as close as possible and capable of preparing economic purpose required herein. Besides, in this case, other terms of this agreement are still completely effective and binding.
Article 55 Effectiveness of this agreement and its amendments and performing of all matters related to effectiveness of this agreement
Article 56 This agreement is signed in Los Angeles,United States.Any disputes or controversies arising between the members and VSOCloud due to this agreement, they shall be solved through amicable negotiation first. If negotiation fails, the members hereby completely agree to Submit to the Hong Kong International Arbitration Center (HKIAC) the arbitration and apply the arbitration rules.