HUAWEI CLOUD WeLink Service Agreement
HUAWEI CLOUD WeLink Service Agreement
Welcome to using HUAWEI CLOUD WeLink Service.
Before using HUAWEI CLOUD WeLink, please carefully read the HUAWEI CLOUD WeLink Service ("this Service") Agreement
By enabling this Service and completing registration, you acknowledge that you have read, understood, and agree to all the contents stated in the Agreement, and that the Agreement is legally binding. If you do not agree to the clauses stated within this Agreement, please stop using this Service.
- Intended Users. This Service is intended for employees of enterprises and organizations, and provides collaborative office services.
- End Users. If you are a user authorized by an enterprise or organization to use this Service, the enterprise or organization may have additional rules, policies, and requirements that restrict your use of this Service. If you have any questions about this Service, please contact your enterprise or organization first.
This service includes the following:
1.Terms and Validity
2. Our Services
3. Your Account and Content
4. Code of Conduct for Users
5. Privacy Protection and Security
6. Ownership and Intellectual Property Rights
8. Service Fee and Payment
9. Term, Suspension and Termination
10. Warranty, Indemnification, and Limitation of Liability
11. Force Majeure
12. Governing Law and Jurisdiction
13. Supplementary Provisions
14. Terms and Definitions
1.Terms and Validity
1.1 Contracting Party. This Agreement is entered into by and between you (or "user") and Sparkoo Technologies Singapore PTE.LTD. (or "Huawei", "Huawei Cloud", "Sparkoo", "HUAWEI CLOUD WeLink", "we", "us" and "our"). Once this Agreement enters into force, it will have legal effect on you and us. You acknowledge that you are a natural person, legal person or other organization with full capacity for civil rights and capacity to act in accordance with the civil conduct in which you are engaged. If you do not have the preceding qualifications, do not use this Service. Otherwise, you and your guardian shall bear all consequences. We have the right to cancel (permanently freeze) your account and claim compensation from you and your guardian. If you register for this Service on behalf of a company or other legal entity or use this Service in a manner permitted by us, you declare and warrant that you have the right to bind the company or other legal entity to this Agreement.
In accordance with applicable local laws and regulations, we may select or change a Huawei Cloud affiliate to provide this Service to you, and the Huawei affiliate will automatically become the signing entity under this Agreement.
You (or the "User") hereby represent and undertake that before you use this Service, you are 18 years of age or older, or older than the specific age for which the use of this Service is restricted under the laws and regulations of your country or region ("Minimum Age"). If you are below the minimum age, please do not use this Service without the consent of your guardian. If you have any questions or concerns about your eligibility to use this Service, please contact us.
1.2 Separate Agreement. If you subscribe to this Service offline, purchase this Service from our partners, or purchase products from partners that integrate this Service, you may sign a separate agreement with us or our partners. You acknowledge and agree that if you are authorized or otherwise authorized to access and use this Service, you will still be bound by the separate agreement mentioned in this section. If the content of this Agreement conflicts with that of the separate agreement, the content of the separate agreement shall prevail.
1.3 Amendment. Huawei may update the Agreement from time to time. We undertake to use our best efforts to notify you of any major changes to the Agreement. You can also visit our official website and read the updated Agreement. The latest Agreement on the official website takes effect at the date of issuance. By continuing to use this Service, you acknowledge that you have understood and agree to the latest Agreement. If you do not agree to the contents listed in the latest Agreement, please do not use this Service.
2.1 Service. This Service is provided by Huawei Cloud. Users can access and use this Service through products or platforms provided by Huawei Cloud, Huawei Cloud's affiliates or other third parties, including but not limited to webpages, application software, and smart hardware devices.
a.This Service includes functions such as IM, clouddrive, video meeting, knowledge, cloud notes, attendance clock-in/out, intelligent translation, voice call, enterprise email client, to-do approval. These functions may be optimized or modified as a result of different service editions or due to unilateral decisions made by the service provider, or the functions may be suspended due to regular or irregular maintenance.
b.The functions of this service used by you may vary depending on the resource configuration or subscription version of each country or region. For details, see the official website or the subscription version of this service for your enterprise or organization.
c.This Service supports clients on multiple OSs such as iOS, Android, and Windows, where the Service Agreement is all applicable. If you have registered and use multiple OSs, the interaction between multiple OSs is supported and this Service is automatically applicable to your OSs.
2.2 License. We grant you a non-exclusive, non-transferable, non-sublicensable, and limited license to use the applications and services of HUAWEI CLOUD WeLink in accordance with the Service Agreement. You can follow the instructions on the official website (https://support.huaweicloud.com/welink/index.html) to download, install, register, access, use or be authorized to access, use, and deregister this Service. When using this Service, you can authorize a relevant person ("end user" and "invited user") to access and use this Service within your scope of authorization, provided that you are responsible for the behavior and content of the authorized user.
2.3 Free Tier Service. The Free Tier Service is a product service edition that we offer to you for free use. When using the Free Tier Service, it is acknowledged that you have understood and agreed that Free Tier Service is provided "as-is" and "as-available". When you use the Free Tier Service, we do not make any commitment to the availability and reliability of any services. We also do not assume any responsibility for your work or result due to using the Free Tier Service. We may not provide IT support for the Free Tier Service, and we may change or stop providing the Free Tier Service at any time without notice.
2.4 Cloud Premium Service. Cloud Premium Service is a customized service provided by Huawei Cloud WeLink for enterprises or organizations. For Cloud Premium Service, we are only the technical party that provides technical support to enterprises or organizations. As the service provider and operator of end users, an enterprise or organization provides functions or services to its end users.
If any policy changes on third-party platforms such as Apple and Android, the enterprise or organization is responsible for the risks of application, usage, maintenance, and invalidation of certificates, as well as suspension, removal, and permanent disabling of applications. HUAWEI CLOUD only provides technical support. Enterprises that use the Cloud Premium Service shall operate in compliance with national laws and regulations. In addition, enterprises shall sign service agreements and privacy statements with internal end users to ensure that end users use the service in compliance with laws and regulations.
2.5 System Requirement. This Service requires Internet access (payment may be involved), some functions may require certain software (payment may be involved) and one or more compatible devices, and the corresponding software may need to be updated. Therefore, the use of this Service may be restricted. It is recommended that you use this Service with high-speed Internet access and on a compatible system or device. You acknowledge and agree that we are not liable for any abnormalities or security risks caused by the Internet, telecommunication networks, or operating systems or devices, or any related losses or damage.
2.6 Service Upgrade. To improve the service quality and user experience, we may change parts of this Service at any time, including upgrade, modify, and transfer this Service or any part of this Service and its related functions, application software, and plug-ins. We will notify you through the official website, application terminal, or other channels. It is your responsibility to regularly visit our official website and check the notifications relating to this Agreement. Note: If a new version of this Service is released, please download it as soon as possible. If you continue to use the earlier version of this Service, some functions may be unavailable due to compatibility issues. We will remind you to download the new version in time when an update notification is released.
2.7 Service Support and Consultation. To help improve our service quality and user experience, we welcome any inquiries and feedback related to this Service. Please contact us if you have any issue.
2.8 Third-Party Service or Content.
a.During your use of this Service, the service or content provided by a third party may appear in various forms, or links to the third-party platform or website may be provided.
b.Third-party services or contents are independent from this Service. Before you click Accept Third-Party Services or agree to visit a third-party platform or official website, please read the third-party service agreement and privacy statement carefully.
c.We make no representation or warranty of any kind in respect of the third-party service, content and platform, and shall have no liability for any loss, damage, expense or cost of any nature or kind that may be caused to you.
3.Your Account and Content
3.1 Your Account. To access and use this Service with complete functions, you must register an account and become a user of this Service.
a.Account information. When you create an account, you shall provide truthful and accurate information. Please update your information as soon as possible to ensure full operation of this Service.
(i) You are responsible for maintaining the confidentiality of your account and the security of any passwords, authentication keys, or security credentials used for enabling your access to this Service.
(ii) Your account can only be used by you and cannot be transferred to or provided for others in any manner; in such an event, we have the right to withdraw your account immediately without notice, and will not compensate you for deletion and loss of the data generated during your use of this Service.
(iii) You are responsible for all activities that occur under your account, regardless of whether they are conducted by you or authorized users. You must notify us immediately if your account is misused or used without authorization or if there are any security incidents related to this Service. HUAWEI will not be responsible for any unauthorized activities or misuse of your account, unless they are caused by our breach of the Agreement.
(iv) You acknowledge that you are a natural person, legal person or other organization with full capacity for civil rights and capacity for the civil conduct performed when you complete the registration procedure or otherwise use this Service. If you do not have the preceding qualifications, do not use this Service. Otherwise, you and your guardian shall bear all consequences caused thereby. In addition, we have the right to cancel (or freeze) your account and claim compensation from you and your guardian. In the event that you register on behalf of a company or other legal entity or use this Service in a manner permitted by Huawei Cloud, you represent and warrant that you have the right to make the company or legal entity bound by the Terms of this Agreement.
(v) You understand and agree that the account name, signature, profile picture, and introduction that you register or set does not contain illegal or improper information, is not impersonated, is not being used to register for others without their permission, or is not being used to register an account in a way that may cause other users to misunderstand. You also understand and agree not to use usernames that may infringe others' rights (including but not limited to trademark rights and reputation rights). Otherwise, we have the right to cancel your registration or stop services and revoke your account, and you shall assume any and all losses incurred therefrom.
c.You can log in using an account created on a third-party platform (if applicable). If your account is registered on a third-party platform such as SSO, your account information, including the user ID and password used to create the account, will be managed on that platform. Huawei will not be liable for your account information. For any disputes arising from the third-party account information, please contact the third-party account service provider. However, if your account information is disclosed or intercepted, you can contact us to suspend or terminate the use of your account.
d.Real-name authentication (if applicable). To comply with laws and regulations in specific countries or regions, we may ask you to provide further business qualifications and identity information to complete qualification and identity verification. In such a case, this Service is available only after your identity and qualification are verified. You understand and agree that we are entitled to verify, or authorize a third party to verify that the information you provide for qualification is truthful, accurate, and valid. If you do not complete qualification in accordance with relevant laws and regulations and our requirements, you will not be able to use this Service.
3.2 Enterprise Account. We will assign an enterprise organization account (tenant ID) to the enterprise or organization that applies for this service. By default, the applicant is an enterprise administrator and is granted the management permission of the enterprise account. The enterprise administrator has the right to manage enterprise non-administrator users under the enterprise account. If your are an end user under an enterprise account, you and your enterprise or organization are deemed to have signed the corresponding service agreement and privacy statement or other agreements of the same or similar nature and are bound by them. We will have no obligation to solve any disputes that arise and shall not assume any responsibility.
3.3 Guest Use. If you are invited to a meeting to use this Service, you do not need to register an account, but the functions that you can use will be restricted. If you want to use all functions, you need to apply to become an end user of an enterprise account under this Service. Nevertheless, you shall comply with the Agreement and the requirements of the user who invites you. We are not liable for your illegal behavior. If you are aware of or discover any violation of the Service Terms, please inform us.
3.4 Your Content. Under the Service Terms:
a.In the service period, you will grant us a non-exclusive, transferable, free, or paid right to use your content within the scope of this Service and its maintenance support.
b.To provide you with HUAWEI CLOUD WeLink services, we, as the data controller, will collect and process the following information with your explicit consent:
(i) Enterprise contact information you submit to us when you apply for an enterprise organization account or purchase services.
(ii) Personal data that you submit when you give us feedback.
In addition to the foregoing, you acknowledge that we are only the processor of your content and that we will process your content under your authorization and instructions. You promise that your actions, including but not limited to your authorization and instructions, and disclosure of personal data to us, comply with legal requirements, especially applicable laws and regulations on privacy, personal data, and cyber security.
c.You are responsible for the legality, accuracy, integrity and reliability of your content and shall comply with clause 4 Code of Conducts for Users. As part of this Agreement, you are responsible for securing and maintaining any required notice, consent or authorization related to your content. We will not assume any obligations or liabilities related to your content, unless otherwise specified in laws.
3.5 End User Content. If you can access or are allowed to use the content of your end users through your account, please ensure that the end users comply with the Agreement. We are not liable for the content and behavior of your end users.
3.6 Deregistration, Suspension and Termination.
a.You can deregister your account at any time. For details about the deregistration process, see the product usage instructions on the official website or contact us.
b.We hold the right to suspend or terminate your account at any time if you are deemed to have breached any situation specified in clause 9.2 and 9.3. This will prevent you from accessing and using this Service.
c.For enterprise users, we hold the right suspend or terminate accounts based on the instructions and requirements of your enterprise or organization.
4.Code of Conducts for Users
4.1 Compliance and Responsibility. You fully understand and agree that this Service is provided for relevant users, and that you are responsible for all conduct and consequences of using this Service. You are committed to strictly complying with the Agreement and all other directions issued by us regarding your use of HUAWEI CLOUD WeLink.
4.2 Non-commercial Use. Services under this Agreement shall be used only for non-commercial purposes, unless otherwise specified. You undertake not to copy, sell, resell, or use any part of the service or any information obtained as a result of the use of this Service, including but not limited to advertising or any other commercial purpose.
4.3 Prohibited Activities. You or subsequent authorized users may not access and use this Service to:
a.Violate any applicable regional, national, or international laws, regulations, and other rules;
b.Violate the rights of others, including but not limited to privacy or Intellectual Property Rights;
c.Conduct, promote, facilitate, or allow illegal, infringing, harmful, or fraudulent activities, including but not limited to any explicit or illegal activity laid out in clause 4 Illegal Content;
d.Transmit, offer, upload, download, use or re-use, disseminate or distribute any unlawful, infringing, offensive, harmful contents or materials, including but not limited to those set out in the section "Prohibited Content" below;
e.Transmit data, send, or upload any material that contains viruses, worms, Trojan horses, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation or security of any computer software or hardware;
f.Attack, interfere with, interrupt, or adversely affect any services, hardware, software, systems, sites or networks, including but not limited to using high volume automated means (including robots, spiders, scripts or similar data gathering or extraction methods) to access or attack any services, hardware, software, systems, sites or networks;
g.Access any part of the services, accounts, or systems without authorization, or attempt to do so;
h.Violate or adversely impact the security or integrity of the services, hardware, software, systems, sites or networks;
i.Distribute, transmit, or send unsolicited email, messages, promotions, advertising, solicitations or other information. (like "spam");
j.Offer fraudulent goods or services, or any advertisement, promotion, or other materials that contain false, deceptive, or misleading statements or representations;
k.Impersonate any person or institution, or make false statements or lies in connection with any person or institution;
l.Conduct any behavior that is beyond the normal purpose of internal or external information communication and exchange among users;
m.Build enterprise–user relationships with other users by adding contacts or inducing others to add a contact for the purpose that is beyond internal or external information communication (including but not limited to sending advertisements, spam, harassment, or illegal information);
n.Track or harass others in other ways, or send a large amount of information to people or other users via this service;
o.Use email functions of WeLink in illegal ways or carry out illegal activities, such as gambling, illegal absorption of public deposits, fund-raising fraud, pyramid schemes and other illegal and criminal acts, or assisting in illegal and criminal acts.
You shall indemnify Huawei or others for any loss caused thereby.
4.4 Illegal Content. You confirm and agree that by using this Service, you shall not upload, use or share the following prohibited content. Specifically, your content shall not:
a.Be defamatory, obscene, offensive, hateful, or inflammatory.
b.Promote violence and pornography based on race, sex, religion, nationality, disability, sexual orientation, age or any other grounds;
c.Infringe any intellectual property rights;
d.False, deceive or misleading;
e.Promote, advocate, incite or assist any illegal activities;
f.Threat, abuse, or invade any third party's privacy;
g.Contain a statement which you know or believe, or have reasonable grounds for believing, that members of the public to whom the statement is or is to be published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism.
4.5 Special Requirements for Compliance. If you use this Service to create groups or apply this Service in specific industries (such as education, healthcare, and finance), you must comply with the user data protection laws and content management laws stipulated by related countries or regions. We do not assume any responsibility for this and you shall take such actions at your own discretion.
4.6 Supervision and Execution. We have no obligation but reserve the rights to investigate any violation of this clause or any abuse of this Service. If there is any violation or suspected violation, we may take any of the following actions at our discretion without any liability to you (without prejudice to any of our other rights or remedies under this Agreement), including but not limited to: removing, blocking, disabling your access to this Service; suspending or terminating your account; and reporting or disclosing your violations to law enforcement agencies or other governing third parties.
4.7 Violation Report. If you know or find any violation of this clause, please notify us immediately to stop or remedy such violation. If necessary, please provide us with reasonable assistance to take measures stated in clause 4.
5.Privacy Protection and Security
5.1 Your Personal Data. To protect your personal data provided when using this Service, we comply with the Privacy Statement of HUAWEI CLOUD WeLink signed in the Agreement. You can visit the official website of this Service to learn about the disclosure rules for collecting and using personal data. If you are an enterprise end user, please contact your enterprise or organization.
5.2 Your Content Privacy. On the premise that applicable laws and regulations in your country or region are not violated, we will store your content in our data center. Your content may be stored in data centers in the Chinese Mainland or Singapore, depending on the specific business functions. Without your permission, we do not store data outside of the area where the data center is located unless we are required:
a.To obey relevant laws and regulations, or binding orders of government agencies;
b.To provide billing, administrative, technical services or to investigate security incidents or violations set out in this Agreement. We may process certain data in the data center where you use this Service, or in areas where we perform operations, technical support and investigation.
5.3 Security of Your Content. Without prejudice to clauses 3 and 4.1, we will take appropriate administrative, physical, and technical measures to protect the security and privacy of your content stored in the service environment. We will not access or use your content unless to provide necessary services, or to comply with applicable laws and regulations, or binding orders of government agencies.
6.Ownership and Intellectual Property Rights
6.1 Account Ownership. HUAWEI retains the ownership of your HUAWEI CLOUD WeLink account. After registration, you shall not transfer or provide the account to others in any way. Otherwise, we hold the right to suspend or terminate the account without notifying you. You shall be responsible for the clearance and loss of all data and information in using this Service.
6.2 Service Trademark Right. All trademarks and logos used and displayed in this Service belong to Huawei Cloud, except Cloud Premium Service. Without the prior written authorization of HUAWEI CLOUD, you may not display, use, or otherwise process any logos, graphics, or combinations thereof involved in this Service in any form, or indicate to others that you have the right to do so. No content in the Agreement shall be deemed as HUAWEI's approval to use any trademark or logo aforesaid by implication, no objection, or other means without prior written consent of HUAWEI CLOUD or related third parties. The trademarks and logos used by the Cloud Premium Service APP belong to the specific enterprise or organization that provides the Cloud Premium Service.
6.3 Service Copyrights and Other Intellectual Property Rights. You shall not, and will not allow others to:
a.Modify, alter, or make derivative content of this Service;
b.Disassemble, decompile, reverse engineer, reproduce any part of this Service, or apply any other program to obtain the source code of any software contained in this Service;
c.Distribute, resell, sub-license, or transfer this Service, unless otherwise specified in this Agreement or with written consent of both parties;
d.Access the service for the following purposes:
(i) to build competitive products or services;
(ii) to reproduce any features, functions, or graphics of this Service;
(iii) to perform or disclose any benchmark, security, or performance testing of this Service.
6.4 Customer Invoking. This clause applies only to users registered with an enterprise or organization account. In view of the services we provide in this or another Agreement, you agree to allow us to use your enterprise name, trademark, and logo in sales and marketing materials and activities, but only to indicate that you are our customer.
6.5 Feedback and Suggestions. Your suggestions will help us improve our services, but please note that we are not obligated to accept or consider your suggestions. Your suggestions can include but not be limited to innovative ideas, suggestions, or materials. You acknowledge and agree that we have the right to use your feedback and suggestions without restriction, including but not limited to the right of using your suggestions and incorporating them into our services to develop new functions or improve service performance, functionality, or security. We will reserve all ownership, intellectual property rights and interests of our services.
7.1 Definition of Confidential Information. "Confidential Information" means all information disclosed by a party ("Disclosing Party") to the other party ("Receiving Party") or to the employees, senior staff, customers or suppliers of the Receiving Party (or its related parties) in the course of their dealings related to this Agreement whether before or after the signing date of this Agreement, in any medium or form (including written, oral, visual, or electronic), whether or not marked or described as "confidential", or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, which relates to the Disclosing Party (or its related parties), or to the employees, senior staff, customers, or suppliers of the Disclosing Party (or its related parties). Confidential information shall not include the following information:
a.Known or to be known to the public through no act or omission of the other party;
b.Legally possessed by the other party prior to the disclosure without breach of confidentiality obligations owed to the Disclosing Party;
c.Legally disclosed to the other party by a third party which itself is not obliged to keep the information confidential;
d.Independently developed by the other party.
7.2 Protection of Confidential Information. Both parties agree to keep the confidential information of the other party confidential during the term of this Agreement and for a period of five years thereafter. Either party shall not disclose the confidential information of the other party to any person except in accordance with clause 7.1 of this Agreement or with prior written consent of the other party. Both parties agree to take appropriate measures to protect the other party's confidential information, but in no event should the degree of care be less than each party takes to protect its own confidential information.
7.3 Permitted Disclosure. The Receiving Party may disclose the confidential information only to its employees, agents, or subcontractors who need to know and who are subject to confidentiality obligation that is no less than the degree of protection as required herein. Unless authorized by the other party, both parties may use each other's confidential information only for the purposes of performing this Agreement. However, each party may disclose the confidential information of the other party in legal proceedings or as required by law.
8.Service Fee and Payment
8.1 Free Tier Service. If your registered enterprise account shares a Free Tire Service package, this is a free product. However, you understand and agree that any free trial, free function, or free element of the Free Tier Service shall not be regarded as our waiver of subsequent rights to charge for the service or its specific functions. We will inform you of the billing standards and modes seven days in advance. If you want to continue to use the service or a specific function, you shall pay for it in accordance with the released billing standards and modes.
8.2 Fees. Except those specified in clause 2.3, this Service and its specific functions are paid-for-use. You understand and agree that we will charge you in different modes based on your subscription or purchase channel, such as payment on an annual or monthly basis or on a pay-per-use basis. If the service that you purchase has expired or the resource package of the service or function that you purchase has been used up and if you do not renew such a service or function or pay for it in full, it shall be deemed that you choose to terminate your account and we will stop providing this Service to you.
8.3 Payment. You will pay us for the services subscribed and/or used in accordance with the prices, payment methods, and rules specified in our official website or the applicable Order Form, or through our partners. Please use supported payment methods and currencies. The name of the payer shall be the same as that used for registration or identity verification. Otherwise, the financial compliance risks will be borne by you. We will issue invoices to you after monthly bills are generated. You acknowledge and agree that if we reasonably believe that there is a fraudulent or potential breach of your payment obligations, we may adjust your payment frequency or payment method.
8.4 Taxes. Prices of paid products do not include any taxes unless otherwise stated in invoices, separate agreements, or other forms of documents. You shall pay any applicable value-added tax, sales tax, other transaction tax, surcharges, and stamp duty incurred as a result of using this Service as required by applicable laws and regulations.
9.Term, Suspension and Termination
9.1 Term. The Agreement shall come into force on the Effective Date specified in this Agreement and shall remain in force unless terminated in accordance with clause 3.6.
9.2 Suspension. We may suspend your right to access or use this Service in the following cases:
a.Suspension for the reasonable purpose of preventing unauthorized access to your data;
b.Your access or use of this Service is in violation of the code of conduct for users or applicable laws and regulations;
c.You are in breach of your payment obligations;
d.Your access and use of this Service poses security risks to this Service, us, or third parties;
e.Your access to and use of this Service may adversely affect the functionality, availability, or operation of the Service;
f.Suspension required under applicable laws, regulations, or by government authority;
g.Your access and use of this Service may subject us, our affiliates, or subcontractors to liabilities or to regulatory compliance risks;
h.You infringe the intellectual property rights of third parties;
i.It is reasonably believed that a fraud has occurred;
j.You have ceased normal business, or are in bankruptcy, liquidation, dissolution or similar proceedings.
You acknowledge and agree that:
(i) Suspension will not exempt you from the obligation to pay the service fees prior to and during the suspension period;
(ii) You will not be entitled to any refunds or reduction and exemption of service fees for such suspension.
9.3 Termination. Either party may terminate this Agreement if the other party breaches any material clause of this Agreement and fails to cure the breach within 30 days from receipt of the notice from the other party demanding cure. You acknowledge and agree that if any of the cases described in Clause 9.2 (a) to (j) occurs, we reserve the right to terminate this Service or this Agreement and the content that you stored when using this Service may be deleted immediately.
9.4 Consequences of Termination. The termination of this Agreement shall not:
a.Affect the rights and obligations of both parties arising prior to the termination date;
b.Affect the continued operation of clause 3 (Your Account and Content), clause 6 (Ownership and Intellectual Property Rights), clause 7 (Confidentiality), clause 10.3 (Disclaimer), clause 10.4 (Indemnification), clause 10.5 (Limitation of Liability), clause 10.6 (Exclusion of Liability), clause 12 (Law application and Jurisdiction), clause 13 (Supplementary Provisions), clause 14 (Definitions), and any other clauses necessary for the interpretation or enforcement of this Agreement.
10.Warranty, Indemnification, and Limitation of Liability
10.1 Mutual Representations. Each party represents that it has validly entered into this Agreement and it has the legal power and authority to do so.
10.2 Your Representations and Warranties. You represent, warrant, and undertake that:
a.You shall comply with all the applicable laws and regulations with respect to your activities under this Agreement;
b.You shall comply with the Acceptable Use Policy when using this Service;
c.Your use of this Service shall not infringe the intellectual property rights or any other rights of any third party.
10.3 Disclaimer. We do not warrant that:
a.Services will be error-free or uninterrupted;
b.We will correct all defects or errors, or prevent third party disruptions or unauthorized third party access in connection with the services;
c.The Services will operate in compatibility with your content or any other hardware, software, systems, services, or data not provided by us. To the extent permitted by law in each case and except as expressly provided herein, we exclude and specifically disclaim all warranties, representations, clauses, conditions or other commitments of any kind, whether expresses or implied, statutory or otherwise, including without limitation, any warranties, representations, clauses, conditions or other commitments of merchantability, satisfactory quality, non-infringement or fitness for a particular purpose.
10.4 Indemnification by You. If a third party makes a claim against us, and it states that:
a.Your Content or our use of your Content in accordance with this Agreement, or the combination of your content and our service infringes the intellectual property rights of third parties;
b.If you use the services in an unlawful or infringe manner or in violation of this Agreement, you will defend us, at your cost, against the claim and indemnify us for the losses, costs, and expenses finally awarded by the court to the third party claiming infringement or the settlement agreed to by you, provided that we:
(i) Promptly notify you in written form of such claim;
(ii) Give you control of the defense and settlement negotiation of the claim;
(iii) Provide you with reasonable information, authority, and assistance necessary to defend against or settle the claim. We may, at our discretion, suspend or terminate the provision of the Service and Agreement without refunding any fees paid. If such claims are directly caused by our breach of this Agreement, you do not need to compensate us.
10.5 Limitation of Liabilities. Notwithstanding anything to the contrary, our maximum aggregate liability in respect of any loss, damage, fines, liability, charge, proceeding, expense, outgoing, or cost of any nature or kind incurred by us arising from or in connection with this agreement, whether in contract, misrepresentation (whether tortious or statutory), tort (including negligence) and breach of statutory duty or otherwise, shall not exceed the total amount paid by you hereunder for this service that gives rise to the claim during the twelve (12) months immediately prior to the event giving rise to such liability.
10.6 Exclusion of Liabilities. In no event will either party or its affiliates be liable to the other party for any indirect or consequential losses or damage, or any loss of revenues, profits, opportunities, customers, damage to goodwill, reputation, data or data use, arising from or in connection with this Agreement, even if a party has been advised of or was aware of the possibility that such a damage or loss might be incurred by the other party.
11 Force Majeure
Neither party shall be liable for acts, events, omissions or incidents arising from events that are unforeseeable, inevitable, and beyond its reasonable control, including but not limited to natural disasters (earthquakes, storms, etc.), act of terrorism, war or warlike operations, civil unrest or riots, electricity outages, network or telecommunication faults, blockages, embargoes, fires, floods, explosions or malicious damage, plant or equipment failure, or changes of any law, government order, rule, regulation, direction or industry standard. Both Parties shall make reasonable efforts to mitigate the impact of force majeure events. If such events continue for more than 60 days, either party may cancel the unfulfilled service and affected orders upon written notice. This clause does not excuse your payment obligations hereunder.
12.Governing Law and Jurisdiction
Law Application and Jurisdiction. The legislation, legal binding, interpretation, performance of this Agreement, and any dispute arising out of or in connection with this Agreement shall be governed by and construed in accordance with the following Governing Laws. Both Parties agree to submit any dispute arising out of or in connection with this Agreement to the exclusive jurisdiction of the Corresponding Court (including any dispute or claim relating to non-contractual obligations).
Location of User
Place of Signing
Countries or regions outside Chinese Mainland
Law of Singapore
Courts of Singapore
13.1 Entire Agreement. This Agreement includes the main body of the Agreement, any files linked in the Agreement, and any notices, usage specifications, descriptions, commitments, and statements released on the service platform, and other legal documents applicable to HUAWEI CLOUD, all of which constitute the entire agreement reached between you and us regarding this Service, including but not limited to HUAWEI CLOUD Customer Agreement, HUAWEI CLOUD Privacy Statement, HUAWEI CLOUD WeLink Privacy Statement. This Agreement shall supersede, terminate, and replace all prior or contemporaneous written or oral statements, correspondence, understandings, commitments, and agreements (including any incidental contracts of any nature) between you and us with respect to the Service. Unless expressly specified in this Agreement, the Parties confirm that they do not rely on any oral or written statements, warranties, or commitments made by the other party with respect to the subject of this Agreement before this Agreement takes effect.
13.2 Relationship. Both parties are independent contracting parties. This Agreement does not create a partnership, joint venture, agency, or employment relationship between the two parties.
13.3 Non-transferable. Without our prior written consent, you shall not transfer or otherwise assign all or part of this Agreement to any third party, including your affiliates. We may transfer or assign any of our rights or obligations under this Agreement to our affiliates without your consent. Before the transfer or assignment takes effect, we will inform you through the official website of HUAWEI CLOUD WeLink or other channels.
13.4 No Third-Party Beneficiary. Unless otherwise specified in this Agreement, non-contracting parties to this Agreement shall not enforce any clauses of this Agreement.
13.5 O&M Monitoring Measures. To ensure the quality, reliability, and stability of services, we may continuously monitor services under the following circumstances:
a.Providing the quality data of services;
b.Detecting and addressing the threats to the functionality, security, integrity, and availability of the Service;
c.Processing your service requests;
d.Detecting illegal activities or breaches of Acceptable Use Policy and this Agreement.
13.6 Export. Both parties shall abide by the applicable export control laws and regulations of the United Nations, China, the United States, and other countries or regions. You shall be fully responsible for complying with the regulations related to your subscription, access, and use of service, including but not limited to the content you upload, process and provide.
13.7 Notification. We may send you notifications through the official website of the Service, email, or SMS message in accordance with this Agreement. Notifications sent via our website will take effect when they are released, notifications sent via email will take effect immediately after being sent (regardless of whether you have received or read the email), and SMS notifications will take effect when they are sent. Please keep your email address or phone number up to date.
13.8 Contact Us. If you have any questions about the Agreement or any feedback for our service, or if you want to report any infringement or violation of laws and regulations, you can contact us through:
Phone number: 4000-955-988
13.9 No Waivers. Failure to enforce any of the clauses of this Agreement shall not constitute a waiver of such clauses and shall not limit the right to enforce such clauses afterwards. Either party's waiver of investigating into a breach of any clause of this Agreement shall not be deemed as a waiver of a subsequent investigation into the breach of that clause or any other clauses.
13.10 Severability. If any clause of this Agreement is deemed to be invalid or unenforceable, the remaining clauses of this Agreement will remain effective. Any invalid or unenforceable clause will be replaced by another clause that is consistent with the purpose and intention of this Agreement.
14.Terms and Definitions
14.1 "Registration Procedure" refers to the process specified in clause 3 of the Agreement. You become a registered user of HUAWEI CLOUD WeLink service after completing the process. You may be requested to enter an email address, password, activation code, and authorization code during this process.
14.2 "User", also called "registered user" or "customer", refers to an enterprise, organization, or individual that has the right to access and use this Agreement after completing the registration procedure specified in the Agreement. There are free users, paid users, and authorized users.
14.3 "Authorized User" refers to a user authorized by another user or a customer who has registered with the HUAWEI CLOUD WeLink service in accordance with clause 3 of the Agreement to use this Service.
14.4 "End User" refers to: a. users who have the right to use this Service within the scope of the Agreement, such as registered users; b. individuals who are authorized by enterprises or organizations and have the right to access and use this Service within the scope of a specific sublicense, such as enterprise users and authorized users.
14.5 "Service" refers to the content of clause 2 of the Agreement. You can also view the service introduction on our official website.
14.6 "Agreement" refers to all the content incorporated into this Agreement by reference, including but not limited to the Service Terms, specifications, requirements, and documents. We reserve the right to update the Agreement at any time. You can view the latest version of the Agreement on the official website of HUAWEI CLOUD WeLink Service.
14.7 "Third-Party Service or Content" refers to any third-party software, data, interfaces, or other products related to the service that you install, use, or download, or the data, service, or contents that you receive from third-party platforms through links.
14.8 "Your Content" refers to all data (including personal data from authorized users), software, devices, text, images, video, audio, photos, third-party applications, information, and materials that you transmit, store, or process in this Service in any format. Our materials, data, and information are not your content.
14.9 "Privacy Statement" is incorporated into the privacy statement of this Agreement by reference. We have the right to update the privacy statement from time to time. You can access the latest privacy statement at https://api.welink.huaweicloud.com/mcloud/mag/ProxyForText/ppolicy/v1/privacy/content/en.
14.10 "Partners" refers to Huawei's sales partners, solution partners, or service partners.
14.11 "Official Website of this Service" refers to the official website (https://www.huaweicloud.com/en-us/) of HUAWEI CLOUD WeLink.
14.12 "Intellectual Property" refers to (a) patents, inventions, appearance designs, copyrights and related rights, database rights, trademarks, service IDs and trade names (both registered and unregistered) and the right to apply for registration; (b) exclusive rights on domain names; (c) professional knowledge and confidential information; (d) applications, extensions, and renewals related to any of the above-mentioned rights; (e) all other rights of a similar nature or same effect that currently exist anywhere in the world.
Last updated: August 25, 2022.