Huawei Cloud Customer Agreement

Huawei Cloud Customer Agreement

After you select the HUAWEI CLOUD User Agreement and complete registration according to the instructions on the official website, it is regarded that you agree to all provisions in this agreement and Privacy Policy Statement, Network Access Information Security Responsibility, service agreements corresponding to your subscribed cloud service products, Service Level Agreements (SLA), and other rules and regulations that are updated on the official website from time to time. In the case of any conflict between effective clauses in relevant service agreements or SLA on the HUAWEI CLOUD website and effective clauses in this agreement, clauses in this agreement shall prevail.

If you complete registration and use HUAWEI CLOUD services in places other than Hong Kong, it is regarded that you confirm that this agreement does not conflict with any laws of your home country or region or the country or region where you stay. Meanwhile, you hereby state and guarantee that your purchase and/or use of HUAWEI CLOUD services comply with stipulations of applicable laws and regulations and you have obtained the related approvals or permits (if necessary). Otherwise, you shall bear all losses and liabilities caused thereby, including but not limited to direct or indirect losses and expenses incurred to Huawei and shall protect Huawei from any claims and liabilities caused thereby.

For definitions of terms in quotation marks and/or terms written in bold letters, please see Article I "Definitions" hereof.

1. Definitions
  • 1.1 "Cloud Service Products" refers to various services provided by HUAWEI CLOUD through its cloud computing platform (for example, cloud computing infrastructure services, platform services, and application services), including but not limited to dedicated cloud, elastic cloud server, object storage, desktop cloud, etc. "Cloud Service Products" does not include "Third-party Contents".
  • 1.2 "Relevant Information" refers to the guides for developers, getting started guides, user guides, quick query guides, and other technical operation manuals and service descriptions on the HUAWEI CLOUD website. HUAWEI CLOUD has the right to update aforesaid guides and descriptions at any time.
  • 1.3 "Cloud Service Contents" refers to the relevant contents contained by cloud service products provided by HUAWEI CLOUD and its affiliated companies as well as contents provided by HUAWEI CLOUD on its website for access to and use of cloud service products, including materials, sample codes, software libraries, command line tools, and other relevant information. "Cloud Service Products" does not include "Third-party Contents".
  • 1.4 "Cloud Services" refers to various cloud service products (including relevant APIs) and cloud service contents provided on the HUAWEI CLOUD website, excluding third-party contents.
  • 1.5 "Contents" refers to software (including but not limited to system images), data, text, audio, video, image, or other contents.
  • 1.6 "API" refers to application programming interface.
  • 1.7 "Third-party Contents" refers to contents provided by third parties on the HUAWEI CLOUD website or contents provided along with services provided to users.
  • 1.8 "Your Account" refers to your account registered on the HUAWEI CLOUD website, which has various attributes such as the account number, balance, etc.
  • 1.9 "Your Account Number" refers to the unique number indicating your identity in your account.
  • 1.10 "Account Balance" refers to the remaining amount in your account, namely the amount that can be directly used to pay service expenses.
  • 1.11 "Your Contents" refers to (1) contents operated by you or end users on cloud service products; (2) contents interacting with cloud service products; (3) contents stored on or uploaded to cloud service products by your account or through the occupation or use of your account.
  • 1.12 "Service Level Agreements" refers to all service level agreements (SLAs) concerning cloud service products posted on the HUAWEI CLOUD website. HUAWEI CLOUD has the right to update these agreements at any time.
  • 1.13 "Privacy Policy Statement" refers to the Privacy Policy Statement currently posted on the HUAWEI CLOUD website. HUAWEI CLOUD has the right to update the statement at any time.
  • 1.14 "Confidential Information of Cloud Services" refers to non-public information of HUAWEI CLOUD and its affiliated companies, partners, and their employees, contracting parties, and agents and include but not limited to:
    • 1) Non-public information related to technologies, customers, business plans, marketing & promotional activities, and assets and other business activities of HUAWEI CLOUD and its affiliated companies and partners;
    • 2) Third-party information which HUAWEI CLOUD and its affiliated companies and partners shall not disclose;
    • 3) Any discussion or negotiation between you and HUAWEI CLOUD and its affiliated companies and the nature and content of such discussion or negotiation.
  • 1.15 "End Users" refers to your customers, namely any individual citizen, legal person or other organization having access to or using your contents or your businesses.
  • 1.16 "Suspension of Cloud Services" refers to the situation where the cloud service products assigned to your order by HUAWEI CLOUD computing platform can be searched and displayed only through the administration console but cannot be managed or maintained, and these resources cannot be accessed and used for a while.
  • 1.17 "Termination of Cloud Services" refers to the situation where the cloud service products assigned to your order by the HUAWEI CLOUD computing platform cannot be searched or displayed, or managed or maintained on a permanent basis, and these resources cannot be accessed and used on a permanent basis.
2. Account Management
  • 2.1 To access to and use HUAWEI CLOUD services, you must register an account on the HUAWEI CLOUD website and link your account to a valid email address. Unless otherwise allowed, an email address can be used to create only one account on the HUAWEI CLOUD website.
  • 2.2 After the successful opening of an account on the HUAWEI CLOUD website, you shall properly keep your account number and password and use the account in a correct and safe way. You shall bear all legal liabilities arising from your failure to properly keep your account and password.
  • 2.3 If you find that your account or password has been illegally used by anyone else or is involved in any abnormal situations, you shall notify HUAWEI CLOUD of such a situation in a timely manner and may require HUAWEI CLOUD to take appropriate measures to suspend login and use of your account.
  • 2.4 You promise that you will open an account on the HUAWEI CLOUD website hereunder using your real identity, you are a natural person, legal person, or other organizations with full capacity for civil rights and civil conducts, and you will bear legal responsibilities for your provided information in accordance with law and this agreement. HUAWEI CLOUD has the right to review whether your identity information provided during registration is true and valid or require any third party to conduct such review.
  • 2.5 If you are an entity and your authorized representative signs this agreement, it is deemed that your authorized representative is duly and legally authorized by you, and HUAWEI CLOUD will not be responsible for conducting any investigations on your act of entrustment/authorization and its consequences.
  • 2.6 In the case of any change of your relevant information in the process of using cloud services, you shall update your information in a timely, accurate, valid, and complete way. If you fail to update relevant information in a timely, accurate, and complete way or notify HUAWEI CLOUD of such updates, you shall bear all legal liabilities arising from such failure.
3. Services & Support
  • 3.1 Services & support provided by HUAWEI CLOUD to you refer to those services & support defined on the HUAWEI CLOUD website. HUAWEI CLOUD has the right to change such contents of services & support, and the latest contents released on the HUAWEI CLOUD website shall prevail.
  • 3.2 When you subscribe to any cloud service product, you will receive services and support provided based on the SLA corresponding to your subscribed cloud service product.
4. Charges, Payment, and Taxes
  • 4.1 HUAWEI CLOUD service products shall be charged and paid according to the agreement on prices and payment for corresponding products on the HUAWEI CLOUD website. HUAWEI CLOUD shall have the right to change prices or contents of payment, which shall be subject to the latest release on the HUAWEI CLOUD website.
  • 4.2 The bank charges and other expenses related to payment hereof incurred during performance of this agreement by the Parties hereto shall be borne by the Parties respectively.
  • 4.3 You shall pay for HUAWEI CLOUD service products provided by Huawei for your use in the payment method specified on the HUAWEI CLOUD website.
  • 4.4 Any possible discounts for HUAWEI CLOUD service products shall be subject to the latest information in the discount bulletin published on the HUAWEI CLOUD website.
  • 4.5 HUAWEI CLOUD will charge fees according to your monthly expenditures. If your account is flagged for being at risk of fraud or failing to submit payment, HUAWEI CLOUD reserves the right to increase your billing and settlement frequency with prior notice.
  • 4.6 All bills are created based on actual expenditures for HUAWEI CLOUD products and services. These bills can be downloaded so you can see what resources have been used. To stop all charges, log in to your account and disable all HUAWEI CLOUD products and services unless otherwise specified.
  • 4.7 If HUAWEI CLOUD cannot automatically settle your bills for reasons attributed to you or your payment method, you will be notified by email or text message. If bills cannot be paid in a timely manner, HUAWEI CLOUD reserves the right to suspend or terminate your services. You will be notified by email before the suspension or termination of any services. Upon termination of services, HUAWEI CLOUD is not responsible for the storage or preservation of your data, and your data may be lost.
  • 4.8 The Parties shall, according to the provisions of applicable laws, confirm and pay all taxes related to orders hereunder and expenses levied by other governmental authorities (as well as any fines, interests, and other expenses related to orders). All charges listed in orders hereunder are exclusive of indirect taxes. HUAWEI CLOUD shall have the right to collect and you shall agree to pay relevant indirect taxes, which HUAWEI CLOUD is obligated or authorized to collect according to law. You shall provide us with any information we reasonably request so that we can determine whether to collect indirect taxes or not. For any indirect taxes, if you provide us with appropriate and sufficient supporting documents concerning tax exemption or direct tax payment (based on which we can apply for an exemption of indirect taxes), we will not collect the said indirect taxes from you. The charges for HUAWEI CLOUD services listed hereunder and that listed in orders do not include any deduction or withholding stipulated by law. For any deduction or withholding (including but not limited to cross-board tax withholding), you shall make extra payments to ensure the net amount of the payment that HUAWEI CLOUD receives is equal to the AR hereunder or under any order.
5. Service Suspension
  • 5.1 HUAWEI CLOUD is entitled to suspend your access to or use of some or all of HUAWEI CLOUD service products or take other measures agreed herein promptly after giving a service suspension notice, provided that it confirms that the following circumstances have occurred due to causes attributable to you, including but not limited:
    • 5.1.1 When you access or use HUAWEI CLOUD service products:
      • 1) You expose HUAWEI CLOUD service products or any third party to a security risk;
      • 2) You cause adverse influences on HUAWEI CLOUD service products, systems or contents of other accounts registered on the HUAWEI CLOUD website;
      • 3) You cause HUAWEI CLOUD and its affiliated companies or any third parties to bear responsibilities.
    • 5.1.2 You violate any article of this agreement, including but not limited to the article regarding payment delay.
    • 5.1.3 You transfer your assets or dispose of assets in other ways for the interests of your creditors, or you have already become the subject of bankruptcy, restructuring, liquidation, dissolution, or legal actions or proceedings; or
    • 5.1.4 Other circumstances as agreed herein.
  • 5.2 In the event that HUAWEI CLOUD suspends your access to or use of some or all of HUAWEI CLOUD service products due to the aforementioned causes:
    • 5.2.1 You still need to pay all expenses incurred before and during the suspension;
    • 5.2.2 You shall pay for any HUAWEI CLOUD service products that you still use;
    • 5.2.3 You shall not have rights under the corresponding service level agreement during any service suspension period; and
    • 5.2.4 HUAWEI CLOUD will not delete any of your contents from the HUAWEI CLOUD website due to the service suspension unless otherwise specified herein.
  • 5.3 In the event that HUAWEI CLOUD suspends its services due to the aforesaid reasons and you still fail to make remedies within 10 working days after receiving the service suspension notice from HUAWEI CLOUD, HUAWEI CLOUD is entitled to terminate your use of corresponding cloud service products.
6. Your Rights & Obligations
  • 6.1 You can use your account to log in to the HUAWEI CLOUD website, subscribe to cloud service products, and manage such products pursuant to this agreement.
  • 6.2 Unless otherwise specified in this agreement or orders, you are entitled to access or use cloud services according to permits that are restrictive, revocable, non-exclusive, non-excludable, and non-transferrable granted by HUAWEI CLOUD and its affiliated companies within the validity of cloud service products that you have subscribed to.
  • 6.3 You can access and use the cloud service products provided on the HUAWEI CLOUD website and, when using cloud service products, you shall comply with the relevant laws, regulations, and rules, as well as this agreement and other related agreements, including the service agreements corresponding to your subscribed cloud service products, the Network Access Information Security Responsibility, Legal Statement, and other policies specified on the HUAWEI CLOUD website. You shall agree to observe relevant import and export laws and regulations (if applicable).
  • 6.4 You shall make payments in the full amount and on time at the agreed price and by the agreed payment method. When your account balance is insufficient, HUAWEI CLOUD shall have the right to suspend your use of the relevant HUAWEI CLOUD service products.
  • 6.5 In the event that you allow, help, or offer convenience for any end user to access or use your contents or HUAWEI CLOUD service products in relation hereto, you shall be liable for all liabilities caused thereby. In the event that you provide customer services to an end user, you shall sign a separate agreement with the end user. HUAWEI CLOUD will not provide any support or service to or assume any responsibilities for the end user.
  • 6.6 If you need HUAWEI CLOUD sales personnel to assist you with registration or order placement, you shall submit the Authorization Letter for Enabling HUAWEI CLOUD Services based on the template provided by HUAWEI CLOUD.
  • 6.7 You shall assume all responsibilities and obligations related to your contents, including but not limited to the legitimacy of your contents or the legitimacy of authorizations that are obtained from third parties, etc. You shall ensure that your contents contain nothing in violation of any applicable laws, regulations, and international treaties.
  • 6.8 You shall assume legal liabilities for all acts committed in the name of your account. If your account or content incurs losses to HUAWEI CLOUD or a third party, you shall compensate HUAWEI CLOUD or the third party for the losses and eliminate effects caused thereby. You are obligated to respond to and protect HUAWEI CLOUD and its directors, senior employees, employees, agents, partners, and suppliers from any third-party compensation claim (including reasonable attorney's fee) or litigation caused by: (1) information submission, publishing, transfer, or other operations using your account during the access to and use of HUAWEI CLOUD services; (2) use of services and participation in activities in the name of your account; (3) your violations of any stipulations contained herein; (4) your infringement on the rights of any third party, for example, infringing on any third party's intellectual property rights, or spreading slanders, or publishing contents in violation of any non-disclosure agreement; or (5) unauthorized modification or alteration of any HUAWEI CLOUD service content. The aforesaid obligations shall survive even if you stop using cloud service products or this agreement is terminated.
  • 6.9 You shall understand and agree that HUAWEI CLOUD has the right to take any one or more of the following measures if HUAWEI CLOUD finds that your acts violate the relevant laws and regulations or this agreement by itself or based on information from regulatory authorities and complaints from right owners, or upon request of the regulatory authorities: (1) Require you to immediately change or modify your contents; (2) Directly delete or block relevant contents or disconnect links; (3) Limit or suspend your use of services (including but not limited to: directly bringing offline all or some services that you use, withdrawing relevant resources, and limiting operations by your HUAWEI CLOUD service account); or (4) Terminate your use of HUAWEI CLOUD service and end the cooperation (including but not limited to bringing offline all services that you use and withdrawing relevant resources). You shall be solely liable for all consequences caused thereby, and shall compensate HUAWEI CLOUD for any losses (including but not limited to administrative penalties imposed by regulatory authorities).
  • 6.10 In the event that you engage in activities using HUAWEI CLOUD service products, including but not limited to launching non-business websites, business-related websites, or BBSs as well as news columns, you are required to get such businesses filed with and obtain approvals from the corresponding government authorities, you shall file with the authorities concerned at your discretion and promptly obtain approvals or business licenses in strict compliance with the relevant provisions, and complete the relevant administrative formalities.
  • 6.11 You shall correctly configure and use HUAWEI CLOUD service products and take certain security measures, including but not limited to encryption techniques, to protect and back up your contents and to prevent unauthorized access of your contents. You shall routinely archive your contents.
  • 6.12 You must comply with requirements of relevant technical documents on cloud service products (including the Developer's Guide), which are published on the HUAWEI CLOUD website and updated at any time.
  • 6.13 You shall not use HUAWEI CLOUD service beyond the scope of this agreement or for the purposes other than that specified herein, including but not limited to creating derivatives of any software in the HUAWEI CLOUD service by modifying, erasing, tampering, or by other means or conducting reverse engineering, disassembling, or decompiling.
  • 6.14 You shall not, without prior written consent of HUAWEI CLOUD, rent, lease, lend, pledge, or directly or indirectly transfer or distribute HUAWEI CLOUD service products to any third party, and you also shall not allow any third party to access and/or use functions of the service products. The following circumstance is an exception: According to provisions of this agreement or relevant agreement, only end users can indirectly access the functions of cloud service products as they receive software application services deployed on cloud service products.
  • 6.15 You shall not commit any act that undermines or tries to undermine network security, including but not limited to malicious scanning of other websites or servers, illegal intrusion to systems, or illegal acquisition of data by means including but not limited to virus, Trojan virus, malicious code, and phishing.
  • 6.16 You shall not attempt to maliciously change the system configuration provided by HUAWEI CLOUD service or undermine the security of the HUAWEI CLOUD system.
7. HUAWEI CLOUD's Rights & Obligations
  • 7.1 HUAWEI CLOUD shall take reasonable and feasible measures to help you protect your contents from unexpected or illegal loss, access, or leakage, except that such loss, access, or leakage is caused due to force majeure as specified in Article X or your responsibilities specified in Article VI.
  • 7.2 The ownership of HUAWEI CLOUD service products belongs to HUAWEI CLOUD. It shall be responsible for basic hardware configuration for HUAWEI CLOUD service products, routine maintenance of servers, and troubleshooting.
  • 7.3 HUAWEI CLOUD shall promptly resolve any fault that occurred in the process of your use of HUAWEI CLOUD service due to a cause other than man-made operation, except for faults caused by you and/or force majeure or by issues beyond the control of HUAWEI CLOUD.
  • 7.4 HUAWEI CLOUD shall upgrade HUAWEI CLOUD service products when necessary or migrate the products to another equipment room. The upgraded HUAWEI CLOUD service products can support functions of existing HUAWEI CLOUD service products. HUAWEI CLOUD will notify you of the aforesaid operations three days in advance, and you are obligated to cooperate with and support HUAWEI CLOUD in upgrading and migration to another equipment room. You shall bear any consequence incurred due to your reluctance to cooperate in the aforesaid service upgrading or migration to another equipment room.
  • 7.5 You shall understand and agree that HUAWEI CLOUD has the right to change, suspend, or cancel some cloud service products and some of their features, functions, or API interfaces based on actual needs, such as change of product cycle. You will be notified of the aforesaid changes, suspensions, or similar operations by a notice published on the HUAWEI CLOUD website or an email sent by HUAWEI CLOUD.
  • 7.6 No one is allowed to use, copy, modify, change, spread, release, or publish programs or contents of the HUAWEI CLOUD website without the written authorization of HUAWEI CLOUD or other right owners concerned.
8. Intellectual Property Rights & Non-disclosure
  • 8.1 The intellectual property rights of cloud service products, cloud computing system software, and relevant technical materials (except third-party system software) provided by HUAWEI CLOUD to you belong to HUAWEI CLOUD, you only enjoy the non-exclusive, non-excludable, non-sub-license, non-redistributable, and non-transferrable right to use them only for purpose of this agreement. The general right of use granted by HUAWEI CLOUD hereunder shall be terminated automatically upon the expiration of this agreement.
  • 8.2 Neither party shall present, use, or allow any third party to present or use any trade name, service mark, brand, and trademark of the other party without the written consent of the other party, unless otherwise specified in this agreement. The Parties hereto shall clearly understand that the trade names, service marks, brands, and trademarks of one party hereto shall be exclusive properties of that party, and no content herein shall constitute permission for the other party to use the aforesaid trade names, service marks, brands, and trademarks.
  • 8.3 The Parties hereto confirm that the system software and application software provided by HUAWEI CLOUD hereunder may contain third-party software, whose legal use rights or copyrights are obtained by HUAWEI CLOUD through agreements signed with the third-party supplier. HUAWEI CLOUD hereby, according to this agreement, grants you the non-exclusive, non-excludable, non-redistributable, and non-transferrable right of use for the purpose of this agreement. The intellectual property rights and ownership of all software hereunder shall still remain with HUAWEI CLOUD or the third-party supplier concerned, unless otherwise specified herein. You shall not delete, modify or conceal any statement on copyright, trademark, or other exclusive rights as included in any third-party product.
  • 8.4 You shall undertake that the software you use is genuine and legitimate, and your use of such software will not infringe upon the intellectual property rights of any third party in any form. Meanwhile, you shall not involve in the manufacture, use, redistribution, or transfer of fake, pirated, or illegitimate software. If you violate this provision, HUAWEI CLOUD is entitled to terminate your use of any or all of HUAWEI CLOUD services, and such termination will not be deemed as a breach of this agreement by HUAWEI CLOUD. If HUAWEI CLOUD suffers losses therefrom, you shall assume relevant legal liabilities.
  • 8.5 The Parties hereto shall be obligated to keep confidential any and all technical and business secrets and classified HUAWEI CLOUD service information obtained from each other during conclusion and performance of this agreement, abide by regulations pertaining to intellectual property rights, anti-unfair competition, and other aspects and respect the intellectual property rights and business secrets of each other during the term of this agreement and thereafter. Without prior written authorization of one party, the other party shall not disclose, transfer, license others to use, exchange, or donate such information to any other organization or individual in any manner or use together or improperly use such information with any organization or individual. The party who violates this article and causes losses to the other party shall assume the relevant legal liabilities, unless the provision of such information is required by the relevant laws or regulations, or unless it is necessary for HUAWEI CLOUD to provide such information under the request of any administrative organ or judicial organ which makes request in light of its authorities.
  • 8.6 This article (Article VIII Intellectual Property Rights & Non-disclosure) shall survive and be binding on the parties hereto after termination of this agreement or thereafter.
9. Privacy Statement
  • 9.1 Protecting your privacy is a basic policy of HUAWEI CLOUD.
  • 9.2 HUAWEI CLOUD respects the privacy of your confidential information and shall keep your confidential information in strict confidence according to law. HUAWEI CLOUD shall not, without your permission, disclose or share any valid identity information contained in your registration data to or with any third party except for its affiliated companies. You shall understand and agree that HUAWEI CLOUD can use your registration data in internal business analysis and researches and share it with its affiliated companies for purposes of improving products or providing services to you. Beyond that, HUAWEI CLOUD shall not disclose to a third party or authorize a third party to use your confidential information, except:
    • 1) Information required to be provided by the relevant laws or regulations;
    • 2) Information required to be provided by administrative organs or judicial organs in line with their authorities;
    • 3) Information to be provided by HUAWEI CLOUD to a third party with your consent;
    • 4) Information to be provided by HUAWEI CLOUD so as to take measures to prevent you from violating laws and regulations;
    • 5) Information to be provided by HUAWEI CLOUD when it takes legal action or applies for arbitration against you to protect its legitimate rights and obligations;
    • 6) Information must be provided to third parties for the purpose of providing relevant services to you; and
    • 7) Information to be provided to external attorneys, accountants, or third-party consultants who have signed non-disclosure agreements so as to meet the reasonable business requirements of HUAWEI CLOUD.
  • 9.3 HUAWEI CLOUD shall not view, use, or distribute to other parties your contents without your authorization. You shall agree and acknowledge that HUAWEI CLOUD may migrate or maintain your contents based on operation and maintenance requirements during its provision of cloud service products and relevant services. You shall acknowledge and agree that the aforesaid migration and maintenance of your contents and any data involved therein (including personal data) are necessary for HUAWEI CLOUD to provide you with cloud service products and relevant services, and shall not constitute any infringement on your privacy and confidential information. You shall explicitly agree and authorize HUAWEI CLOUD to migrate and maintain the content of any of your partners and any data involved therein (including personal data) as of the date of execution hereof for the purpose of providing cloud service products and relevant services to you during the term of this agreement, provided that HUAWEI CLOUD has observed its obligation of non-disclosure and has taken appropriate protective measures. You shall also ensure that the aforesaid authorization has obtained all necessary consents, permits, and approvals and complies with all applicable laws and regulations. You shall understand and acknowledge that HUAWEI CLOUD and its products cannot provide absolute security to your information, although it has used its best efforts and due diligence to protect your information privacy.
10. Disclaimer
  • 10.1 Given the particularity of computers and the Internet, you shall understand and acknowledge that no event caused by hacking, viruses, technical adjustments of telecommunications operators, or backbone line interruption will be deemed as a breach of this agreement by HUAWEI CLOUD. You shall acknowledge that the interruption of services provided by HUAWEI CLOUD during network adjustment and maintenance or the drop in speed of accessing to cloud service products due to Internet congestion is normal and will not be deemed as a breach of this agreement by HUAWEI CLOUD. You also shall acknowledge that the operation and maintenance performed by HUAWEI CLOUD after giving prior notice of data backup, business migration or service interruption, including but not limited to troubleshooting, system upgrading, system tuning, and system capacity expansion, which cause unavailability of your services, are normal and will not be deemed as a breach of this agreement by HUAWEI CLOUD.
  • 10.2 HUAWEI CLOUD reserves the right to change, upgrade, modify, and migrate any cloud service products and relevant functions and application software of such products at any time at its sole discretion. HUAWEI CLOUD further reserves the right to develop new modules, functions, software, and services for HUAWEI CLOUD service. This agreement shall still apply to the provisions of the aforesaid new modules, functions, software, and services, unless otherwise stated by HUAWEI CLOUD.
  • 10.3 You shall agree that HUAWEI CLOUD shall be exempted from any damages incurred to you or third parties when using cloud service products due to any delay, inaccuracy, error, or omission during data transfer, for which HUAWEI CLOUD does not have gross negligence or ill intention.
  • 10.4 Third-party services (including but not limited to application software provided by third parties or third-party applications provided based on the HUAWEI CLOUD website) can be directly provided to you by other natural persons, legal persons, or other organizations pursuant to separate terms and shall be charged separately. HUAWEI CLOUD is under no obligation to test or screen any third-party services, and you shall use third-party services at your own risk.
  • 10.5 In the event that a law enforcement agency concerned issues any injunction or similar notice or requirement on your contents or cloud service products you subscribed to during the term of this agreement, you shall understand and acknowledge that HUAWEI CLOUD may have to observe such injunction or requirement and it will inform you of such injunction or requirement as soon as possible as permitted by laws and the said law enforcement agency. In this case, HUAWEI CLOUD shall not bear any liabilities for beach of this agreement.
  • 10.6 Where the absence of requisite conditions for the activation of cloud services on your part causes failure to provide or provide in a timely manner cloud service products and services or defects in quality of such products and services, HUAWEI CLOUD shall not assume related liabilities. In this case, the responsibility of HUAWEI CLOUD to provide HUAWEI CLOUD services shall be delayed accordingly. In the event that the provision of services has been delayed for more than 3 months due to a cause attributable to you, HUAWEI CLOUD shall have the right to terminate this agreement and you shall indemnify HUAWEI CLOUD from any losses incurred thereby.
  • 10.7 In the event that any exception of your software impairs Internet stability, including but not limited to a barrage of spams or network attacks from your software, and may cause major network security problems and consequently affect other users, HUAWEI CLOUD shall have the right to suspend your use of cloud service products, which shall not be deemed as a breach of this agreement by HUAWEI CLOUD.
  • 10.8 HUAWEI CLOUD shall not be liable for any and all losses incurred to third parties and your end users who receive HUAWEI CLOUD services indirectly through you.
  • 10.9 If you request invoices on the subscription of cloud service products, correct invoicing information shall be provided, including but not limited to the mailing address and recipient. You shall be solely liable for any liability or loss caused due to incorrect information that you submit.
  • 10.10 In the event that you fail to provide written confirmation of receipt of invoices or HUAWEI CLOUD does not receive such confirmation from you within 90 days upon delivery of these invoices, the HUAWEI CLOUD system will automatically countersign the confirmation, and you shall be deemed to have received the invoices. HUAWEI CLOUD shall have the right to reject your request on reissuing invoices on the ground of the loss of invoices or others after automatic countersigning by the HUAWEI CLOUD system.
  • 10.11 As an IT Infrastructure as a Service (laaS) provider, HUAWEI CLOUD provides no intellectual property assurance and quality assurance for software other than HUAWEI CLOUD software, and shall assume no liability of compensation for any loss incurred to you directly or indirectly due to causes attributable to such software.
  • 10.12 You shall understand and agree that HUAWEI CLOUD cannot guarantee that all services it provides are flawless (for example, HUAWEI CLOUD security products cannot guarantee absolute security for your hardware or software). Even if the services provided by HUAWEI CLOUD are defective, but such defects exist only because of the then current technical level of the IT industry, then it shall not be deemed as a breach of this agreement by HUAWEI CLOUD. You shall agree to cooperate with HUAWEI CLOUD to solve the aforesaid defects. HUAWEI CLOUD undertakes that it will continuously improve its service quality and level.
11. Force Majeure
  • 11.1 Force majeure means any event unpredictable, unavoidable, and unconquerable for any party hereto, including but not limited to:
    • 1) Natural disasters, catastrophic climates, and fires etc.
    • 2) Wars or quasi-wars, hostilities, terrorist activities, riots, strikes, and industrial disputes etc.
    • 3) Governmental actions, such as confiscation, granting, and withdrawal of administrative permits, and curfew etc.
    • 4) Power outage, hacker attack, and computer viruses etc.
  • 11.2 In the event that the performance of this agreement by the parties hereto is affected by an event of force majeure, the parties agree to extend the term of this agreement within the scope of influences of such event. Neither party shall be liable for any increased cost or loss which the other party sustains by reason of force majeure.
  • 11.3 The party affected by the event of force majeure shall notify the other party of such force majeure event by email or fax. Once the event of force majeure ends or is eliminated, the affected party shall notify the other party thereof by email or fax promptly.
  • 11.4 Either party hereto shall have the right to terminate this agreement if such event of force majeure persists for a period of 120 days or more.
  • 11.5 In no event shall an event of force majeure exempts you from paying for HUAWEI CLOUD services that you have already used.
12. Liability for Breach of Agreement
  • 12.1 In the event that the cloud service products which you subscribed to are unavailable due to faults of HUAWEI CLOUD, HUAWEI CLOUD shall bear liabilities according to relevant provisions of the SLA corresponding to your subscribed cloud service products.
  • 12.2 In the event that this agreement is terminated due to your violation of any article hereof, your obligation of payment hereunder shall survive such termination and you still have to make appropriate payments in a timely manner. In the event that you fail to make payments in time, HUAWEI CLOUD shall have the right to take legal procedures to recover such payment delayed by you.
  • 12.3 In the event that you violate the price and payment provisions specified on the HUAWEI CLOUD website, you shall assume the responsibilities and obligations provided for therein.
  • 12.4 In the event that you delay the payment of service fees, you shall pay the liquidated damages equaling to 1% of the expected amount payable per day within 30 days after the due date for payment. HUAWEI CLOUD shall have the right to refuse to provide the corresponding services until you pay the fees for such services. In the event that you still fail to make payment within 3 months after your order takes effect, HUAWEI CLOUD shall have the right to cancel such order or terminate this agreement. Such cancellation of order or termination of this agreement shall not exempt you from your obligation for payment and liquidated damages, nor affect HUAWEI CLOUD's right to claim compensation.
  • 12.5 In the event that your acts cause other actual losses to HUAWEI CLOUD, including but not limited to equipment damage or maintenance fees, data, or system recovery fees caused thereby, you shall indemnify HUAWEI CLOUD from any liquidated damages or compensation to be paid to third parties.
13. Limitation of Liability
  • 13.1 Unless otherwise forcibly specified by laws, all liabilities of compensation assumed by HUAWEI CLOUD under this agreement and relevant agreements against you shall be limited to the direct and actual losses with explicit evidences. The amount of all compensations and liquidated damages incurred under this agreement and relevant agreements shall not exceed the amount that you have paid for HUAWEI CLOUD products or services, which caused such losses to you, and HUAWEI CLOUD can use the equivalent cloud service products to make compensation. If the service period is more than 1 year, the total compensation amount shall not exceed the total service fees you have paid for HUAWEI CLOUD products or services in that very year, which caused losses to you, and HUAWEI CLOUD can use equivalent cloud service products to make compensation. HUAWEI CLOUD shall not be liable for compensating any indirect, punitive, special, and derivative losses (including business loss, revenue loss, profit loss, or loss of data used, or losses of other economic benefits) relating to or arising from this agreement.
14. Term & Termination of Agreement
  • 14.1 This agreement shall come into effect on the effective date until the day it is terminated by you or HUAWEI CLOUD according to Article 10.4 or Article 13.3 hereof.
  • 14.2 Neither party can terminate this agreement without express written consent of the other party within the term of this agreement, unless otherwise specified herein.
  • 14.3 Unless otherwise specified herein, HUAWEI CLOUD shall have the right to terminate this agreement at any time in any of the following circumstances by giving you a written notice:
    • 1) HUAWEI CLOUD is required by laws and regulations or any administrative or judicial organs to terminate this agreement;
    • 2) Any change in law or policies renders it impractical and infeasible for HUAWEI CLOUD to continue providing you with services;
    • 3) HUAWEI CLOUD will incur substantial economic and technical burdens or expose to major security risk if it continues providing you with services due to a cause attributable to you;
    • 4) You fail to make payments in full and on time;
    • 5) You violate the Network Access Information Security Responsibility and Legal Statement;
    • 6) You violate the provisions provided in Article V of "Your Rights & Obligations" and Article VII of "Intellectual Property Rights & Non-disclosure".
    • In the event that HUAWEI CLOUD terminates this agreement under any of the aforesaid circumstances, it shall not refund any fees you have paid and it is entitled to demand you to compensate all losses it suffers therefrom.
  • 14.4 You can back up or migrate your data within 7 days upon the expiration of an order. You cannot access your resources 7 days thereafter, and HUAWEI CLOUD undertakes that it will retain your resources for 15 days (during which you cannot access your resources). If you are willing to continue to use them, you need to pay for a renewal; otherwise, such resources will be released upon expiration of the said 15-day period. HUAWEI CLOUD shall not be liable for any loss of information incurred thereby.
15. Modification of Agreement
  • 15.1 The Parties hereto agree that HUAWEI CLOUD shall have the right to modify and/or supplement the terms and conditions of this agreement according to changes in laws and regulations or in market conditions. The modified articles shall be published on the official website of HUAWEI CLOUD services and take effect forthwith. If you continue to use HUAWEI CLOUD services after any article hereof has been modified, it shall be deemed that you have accepted such modified articles.
  • 15.2 You shall not modify this agreement without written consent of HUAWEI CLOUD.
16. Application of Laws & Dispute Resolution
  • 16.1 The formation of this agreement, its validity, interpretation, performance, and resolution of dispute in connection herewith shall be governed by the laws of Hong Kong.
  • 16.2 Any dispute relating to this agreement shall be resolved through amicable negotiations between the Parties hereto. If such negotiation fails, the parties agree to submit the dispute to the Hong Kong court for resolution through litigation.
17. Miscellaneous
  • 17.1 HUAWEI CLOUD shall have the right to transfer its rights or obligations hereunder in whole or in part to any third party, provided that such transfer does not affect your rights hereunder. Based on the aforesaid provisions, this agreement shall be binding on and inure to the benefits of the Parties hereto and their respective successors and assignees.
  • 17.2 All notices of HUAWEI CLOUD hereunder can be sent through the bulletin on the HUAWEI CLOUD website, email, or letter. It shall be deemed that these notices are received by recipients on the date of sending. Notices released through email shall become valid immediately after being sent. Please update your email address in a timely manner. When a notice is sent to the email address linked to your account, it is deemed that you have received the notice, regardless of whether you have actually received it or not.
  • 17.3 If any provision in this agreement becomes partly or completely invalid or unenforceable for any reason, the remaining provisions of this agreement shall be valid and have binding force.
  • 17.4 You shall further acknowledge and represent that you have carefully read and fully understood terms of this agreement, and you have requested and obtained sufficient explanations from HUAWEI CLOUD for terms about which you have doubts, and you are willing to be bound by the aforesaid terms.