Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING OUR WEBSITE OR SERVICES. BY ACCESSING OR USING ANY PART OF THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

These Terms of Service (the "Terms") constitute a legally binding agreement between you (the "User," "you," or "your") and 枝江市旧只商贸有限公司, doing business as Jiu Zhi ("Jiu Zhi," "we," "us," or "our"), a company registered in the People's Republic of China with its principal address at 枝江市董市镇大横街一巷3号二楼(自主申报), Yichang - 443000, China (CN). Our website is https://www.jiuzhi.lol, and we can be reached via email at info@jiuzhi.lol or by phone at +1 (351) 235-3396. These Terms govern your access to and use of our website, software, design services, and all related products and services (collectively, the "Services"). By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as any additional terms and conditions referenced herein or made available by hyperlink. These Terms apply to all visitors, users, and others who access or use the Services. If you are using the Services on behalf of an entity, you represent and warrant that you have the authority to bind that entity to these Terms, and your acceptance of these Terms will be deemed an acceptance on behalf of that entity.

1. Acceptance of Terms

By accessing, browsing, or using the Services in any manner, including but not limited to visiting our website, registering an account, purchasing any products or services, downloading software, or engaging with our design team, you expressly acknowledge that you have read, understood, and agree to be bound by these Terms, together with our Privacy Policy, which is incorporated herein by reference. If you do not agree to any part of these Terms, you must immediately cease all use of the Services and refrain from accessing our website or any related platforms. Your continued use of the Services after any modifications to these Terms constitutes your acceptance of the revised Terms. We reserve the right to update or modify these Terms at any time without prior notice, and it is your responsibility to review these Terms periodically. The most current version will always be posted on this page, and the date of the last update will be indicated at the top. For material changes, we may provide additional notice via email or a prominent notice on our website. If you do not agree to any changes, you must stop using the Services and, if applicable, terminate your account. Your use of the Services after the effective date of any changes constitutes your acceptance of the new Terms. These Terms apply to all users, including but not limited to individuals, businesses, organizations, and any legal entities. By using the Services, you represent and warrant that you are at least 18 years of age (or the age of majority in your jurisdiction) and have the legal capacity to enter into a binding contract. If you are under 18, you may only use the Services under the supervision of a parent or legal guardian who agrees to these Terms on your behalf. We reserve the right to refuse service, terminate accounts, or cancel orders at our sole discretion, including but not limited to cases where we suspect a violation of these Terms or applicable law.

These Terms are divided into sections for readability, but each section is fully enforceable and should be read in conjunction with all others. The headings are for convenience only and do not affect the interpretation of any provision. Any ambiguity in these Terms shall not be construed against the drafter but shall be interpreted in a manner consistent with the intent of the parties as expressed herein. These Terms, together with any documents expressly incorporated by reference, constitute the entire agreement between you and Jiu Zhi regarding your use of the Services, superseding any prior agreements, communications, or representations, whether oral or written. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving its intent to the greatest extent possible. These Terms are binding upon and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives.

You acknowledge that you have had the opportunity to consult with independent legal counsel regarding these Terms and that you are entering into this agreement voluntarily and with full understanding of its consequences. If you have any questions about these Terms, please contact us at info@jiuzhi.lol before using the Services. Your use of the Services is also subject to our Privacy Policy, which explains how we collect, use, and protect your personal information. By using the Services, you consent to the collection and use of your information as described in the Privacy Policy. We may also provide additional terms for specific services, such as design project agreements or software licenses, which will be presented to you at the time of purchase or download. In the event of any conflict between these Terms and such additional terms, the additional terms will govern for that specific service unless otherwise stated.

2. Description of Services

Jiu Zhi provides a comprehensive range of digital and technology services, including but not limited to web development, software engineering, user interface and user experience (UI/UX) design, graphic design, branding, digital marketing, consulting, and related professional services (collectively, the "Services"). Our Services are delivered through our website, direct client engagements, and online platforms. We specialize in creating custom digital solutions tailored to the unique needs of our clients, leveraging modern technologies and design principles. The specific scope, deliverables, timelines, and fees for each project will be outlined in a separate service agreement, statement of work, or order form that is incorporated into these Terms by reference. In the absence of a separate agreement, these Terms shall govern all Services provided by Jiu Zhi. We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice, and without liability to you or any third party, provided that such changes do not materially affect ongoing projects for which a separate agreement has been executed.

Our Services may include the provision of software, templates, code libraries, design assets, and other digital products. These are provided on an "as is" basis subject to the disclaimers and limitations set forth in these Terms. We may also offer subscription-based services, maintenance packages, or support plans, the terms of which will be specified at the time of purchase. All Services are provided for lawful purposes only and must be used in compliance with all applicable local, national, and international laws and regulations. You agree not to use the Services for any illegal, fraudulent, or unauthorized purpose, including but not limited to violating intellectual property rights, distributing malware, or engaging in any activity that could damage, disable, overburden, or impair our infrastructure. We reserve the right to investigate any suspected misuse of the Services and to take appropriate action, including but not limited to suspending or terminating your access, reporting you to law enforcement authorities, and seeking legal remedies.

Jiu Zhi offers design professional services, which are governed by additional terms in Section 6 of these Terms. These services involve creative work, and as such, the final deliverables may require revisions and iterations. We strive to meet our clients' expectations, but we cannot guarantee that every design will be approved without changes. Our process includes initial consultations, concept development, feedback rounds, and final delivery. Any revisions beyond the scope agreed upon in the project plan may incur additional fees. We retain the right to use any designs, concepts, or deliverables created during the course of our Services for our portfolio, marketing, and promotional purposes, unless otherwise agreed in writing. If you wish to keep your project confidential, you must notify us in writing prior to the commencement of work, and we will enter into a separate non-disclosure agreement if appropriate.

We may provide access to third-party services, tools, or integrations as part of our Services. These third-party services are governed by their own terms and conditions, and we are not responsible for their performance, availability, or any issues arising from their use. You acknowledge that your use of any third-party services is at your own risk and that we disclaim all liability related thereto. We may also offer educational content, blog posts, tutorials, and other informational materials on our website. These materials are for general informational purposes only and do not constitute professional advice. You should not rely solely on such content without seeking independent professional advice tailored to your specific circumstances. We make no representations or warranties regarding the accuracy, completeness, or timeliness of any informational content provided on our website or through our Services.

3. User Responsibilities and Obligations

As a condition of using the Services, you agree to comply with all applicable laws, regulations, and these Terms. You are solely responsible for your conduct while using the Services and for any content, data, text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, musical works, works of authorship, applications, links, and other materials or submissions (collectively, "User Content") that you upload, post, transmit, or otherwise make available through the Services. You represent and warrant that you own all rights to your User Content or have obtained all necessary permissions, licenses, and consents to use it in connection with the Services and to grant us the rights described in these Terms. You further represent and warrant that your User Content does not infringe, misappropriate, or violate any third-party rights, including but not limited to copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right.

You agree not to engage in any of the following prohibited activities: (a) copying, distributing, or disclosing any part of the Services in any medium, including without limitation by any automated or non-automated "scraping"; (b) using any automated system, including without limitation "robots," "spiders," "offline readers," etc., to access the Services in a manner that sends more request messages to our servers than a human can reasonably produce in the same period of time by using a conventional online web browser; (c) transmitting spam, chain letters, or other unsolicited communications; (d) attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Services; (e) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (f) uploading invalid data, viruses, worms, or other software agents through the Services; (g) collecting or harvesting any personally identifiable information, including account names, from the Services; (h) using the Services for any commercial solicitation purposes without our express written consent; (i) impersonating another person or entity or misrepresenting your affiliation with a person or entity; (j) using the Services in any manner that could disable, overburden, damage, or impair the Services or interfere with any other party's use of the Services; (k) using any device, software, or routine that interferes with the proper working of the Services; (l) attempting to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services; (m) attacking the Services via a denial-of-service attack or a distributed denial-of-service attack; (n) otherwise attempting to interfere with the proper working of the Services; and (o) encouraging or enabling any other individual to do any of the foregoing.

You are responsible for maintaining the confidentiality of any login credentials, account information, or passwords that you use to access the Services. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We are not liable for any loss or damage arising from your failure to protect your account information. You are fully responsible for all activities that occur under your account, whether or not you have authorized such activities. If you become aware of any unauthorized use of your account, you must contact us immediately at info@jiuzhi.lol. We reserve the right to suspend or terminate your account at any time if we suspect any unauthorized use or violation of these Terms. You may not use anyone else's account at any time without the permission of the account holder. You agree to provide accurate, current, and complete information during the registration process and to update such information as necessary to keep it accurate, current, and complete. We reserve the right to refuse registration of, or cancel, any account in our sole discretion.

You acknowledge that the Services may contain content, features, and functionality that are owned by Jiu Zhi or its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You agree not to modify, reproduce, distribute, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Services, except as expressly permitted by these Terms or with our prior written consent. You must not access or use for any commercial purposes any part of the Services or any services or materials available through the Services, except as expressly permitted by these Terms. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Services in breach of these Terms, your right to use the Services will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Services or any content on the Services is transferred to you, and all rights not expressly granted are reserved by Jiu Zhi.

4. Intellectual Property Rights

All intellectual property rights in and to the Services, including but not limited to the website, software, code, designs, graphics, text, images, logos, trademarks, trade dress, audio, video, and any other materials created, developed, or provided by Jiu Zhi (collectively, "Jiu Zhi IP"), are owned by Jiu Zhi, its licensors, or its affiliates. The Jiu Zhi IP is protected by copyright, trademark, patent, trade secret, and other intellectual property laws of the People's Republic of China, the United States, and international treaties. You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Jiu Zhi IP solely for your personal or internal business purposes in connection with using the Services as intended. This license does not permit you to: (a) copy, modify, create derivative works of, reverse engineer, decompile, or disassemble any Jiu Zhi IP; (b) sell, license, sublicense, distribute, rent, lease, or otherwise transfer any Jiu Zhi IP to any third party; (c) remove or alter any copyright, trademark, or other proprietary notices contained in the Jiu Zhi IP; (d) use the Jiu Zhi IP for any commercial purpose not expressly authorized by these Terms; or (e) use the Jiu Zhi IP in any manner that suggests an association with Jiu Zhi without our prior written consent. Any unauthorized use of the Jiu Zhi IP will terminate the license granted herein and may violate applicable laws.

With respect to User Content that you submit, post, or display through the Services, you retain ownership of your User Content. However, by submitting User Content, you grant Jiu Zhi a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform your User Content in connection with the Services and our business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You also grant each user of the Services a non-exclusive license to access your User Content through the Services, and to use, reproduce, distribute, display, and perform such User Content as permitted through the functionality of the Services and under these Terms. You represent and warrant that you have all rights necessary to grant these licenses without infringement or violation of any third-party rights. We reserve the right to remove any User Content from the Services at any time, for any reason, without notice.

If you provide us with any feedback, suggestions, ideas, or other information regarding the Services ("Feedback"), you assign to Jiu Zhi all rights, title, and interest in and to such Feedback, and we may use it without any obligation to you. You agree that we are free to use any Feedback for any purpose, including but not limited to improving our Services, developing new products, or marketing, without any compensation or attribution to you. We will treat any Feedback as non-confidential and non-proprietary. You agree not to submit any Feedback that you consider confidential or proprietary. If you have any concerns about intellectual property infringement, please contact us at info@jiuzhi.lol with a detailed description of the alleged infringement, and we will investigate promptly.

Jiu Zhi respects the intellectual property rights of others and expects our users to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe that any material available on or through the Services infringes any copyright you own or control, please notify our designated copyright agent at info@jiuzhi.lol with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including address, telephone number, and email address; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the copyright owner. We reserve the right to remove any content that we believe may infringe third-party rights and to terminate the accounts of repeat infringers.

5. Confidentiality

During the course of using the Services and engaging with Jiu Zhi, you may have access to certain confidential and proprietary information of Jiu Zhi, including but not limited to trade secrets, business plans, technical data, software algorithms, client lists, financial information, marketing strategies, product roadmaps, and any other information that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure (collectively, "Confidential Information"). You agree to hold all Confidential Information in strict confidence and not to disclose, publish, or disseminate any Confidential Information to any third party without our prior written consent. You may use Confidential Information only for the purpose of using the Services as permitted under these Terms and for no other purpose. You agree to protect the confidentiality of our Confidential Information using the same degree of care that you use to protect your own confidential information of a similar nature, but in no event less than reasonable care.

The obligations set forth in this Section 5 shall not apply to any information that: (a) is or becomes publicly available through no fault of your own; (b) was rightfully in your possession prior to disclosure by us without an obligation of confidentiality; (c) is rightfully obtained by you from a third party without an obligation of confidentiality; or (d) is independently developed by you without use of or reference to our Confidential Information. If you are required by law, regulation, or court order to disclose any Confidential Information, you must promptly notify us in writing and cooperate with us in seeking a protective order or other appropriate remedy. You may disclose only that portion of the Confidential Information that is legally required, and you will use your best efforts to ensure that such disclosure is treated confidentially. You acknowledge that any unauthorized disclosure of Confidential Information could cause irreparable harm to Jiu Zhi for which monetary damages would be inadequate. Accordingly, we shall be entitled to seek injunctive relief or other equitable remedies without the necessity of posting bond or proving actual damages, in addition to any other remedies available at law or in equity.

You agree to return or destroy all Confidential Information in your possession upon our request or upon termination of your use of the Services. You will certify in writing that you have complied with this obligation within ten (10) days of our request. The confidentiality obligations under this Section 5 shall survive termination of these Terms and your use of the Services for a period of five (5) years, or indefinitely for trade secrets. You agree to restrict access to Confidential Information to those of your employees, contractors, and agents who need to know such information for the purposes of these Terms and who are bound by confidentiality obligations at least as restrictive as those contained herein. You are fully responsible for any breach of confidentiality by your representatives. If you become aware of any unauthorized disclosure or use of Confidential Information, you must immediately notify us and take all reasonable steps to prevent further disclosure or use.

Notwithstanding the foregoing, Jiu Zhi may disclose your Confidential Information to its employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations. We will not be liable for any disclosure of your Confidential Information that occurs through no fault of our own, including but not limited to disclosures required by law, disclosures made with your consent, or disclosures of information that becomes publicly available through no breach of these Terms. This Section 5 does not apply to User Content, which is governed by Section 4 (Intellectual Property Rights) and our Privacy Policy. If you have any concerns about confidentiality, please contact us at info@jiuzhi.lol to discuss entering into a separate non-disclosure agreement.

6. Design Professional Services

Jiu Zhi offers professional design services, including but not limited to graphic design, web design, UI/UX design, branding, logo design, illustration, and other creative services (collectively, "Design Services"). These Design Services are subject to the specific terms set forth in this Section 6, in addition to all other provisions of these Terms. When you engage us for Design Services, you will be provided with a project proposal, statement of work, or service agreement that outlines the scope, deliverables, timeline, fees, and any specific terms applicable to your project. That document is incorporated into these Terms by reference. In the event of any conflict between the project-specific terms and these Terms, the project-specific terms shall control for that particular engagement, unless otherwise stated. By accepting a proposal or making a payment for Design Services, you agree to the terms of that proposal and these Terms.

You acknowledge that design is a creative and iterative process, and final deliverables may differ from initial concepts or mockups. We will use reasonable efforts to meet your requirements and incorporate your feedback, but we cannot guarantee that every design will be approved without revisions. The number of revision rounds included in your project will be specified in the proposal. Additional revisions beyond the agreed scope may be subject to additional fees at our then-current rates. You are responsible for providing timely feedback and approvals during the design process. Delays in feedback may result in extended project timelines, and we are not liable for any consequences arising from such delays. We reserve the right to use any designs, concepts, or deliverables created during the Design Services for our portfolio, website, social media, and marketing materials, unless otherwise agreed in writing. If you wish to keep the project confidential, you must notify us in writing before the commencement of work, and we may enter into a separate non-disclosure agreement if appropriate.

Upon completion of the Design Services and full payment of all fees, we grant you a non-exclusive, perpetual, worldwide license to use the final deliverables for your internal business purposes or as otherwise specified in the project agreement. However, we retain all intellectual property rights in the underlying concepts, techniques, methodologies, and tools used to create the deliverables, as well as any preliminary designs, drafts, or unused concepts. You may not resell, redistribute, or sublicense the deliverables to third parties without our prior written consent, unless expressly permitted in the project agreement. We do not warrant that the deliverables will be free from third-party claims of infringement, but we will use reasonable efforts to ensure that all materials are original or properly licensed. If a third-party claim arises, we may, at our option, modify the deliverables to avoid infringement or refund the fees paid for the infringing portion. This is your sole remedy for any infringement claims related to Design Services.

You represent and warrant that any materials, content, or information you provide to us for use in the Design Services (including but not limited to text, images, logos, trademarks, and data) are owned by you or you have obtained all necessary rights, licenses, and permissions to use them. You agree to indemnify and hold Jiu Zhi harmless from any claims, damages, or expenses arising from your breach of this representation. We reserve the right to refuse to incorporate any materials that we believe may infringe third-party rights or violate applicable law. If you provide us with brand guidelines, style guides, or other specifications, we will use reasonable efforts to adhere to them, but we are not responsible for any deviations that occur due to technical limitations or creative interpretation. Any disputes regarding the quality or completeness of deliverables must be raised in writing within ten (10) business days of delivery. Failure to raise disputes within this timeframe constitutes acceptance of the deliverables. This Section 6 survives termination of these Terms for any completed Design Services projects.

7. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL JIU ZHI (INCLUDING ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE SERVICES, OR ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF JIU ZHI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS INCLUDES, BUT IS NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING FROM OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES, OR ANY OTHER MATTER RELATING TO THE SERVICES.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF JIU ZHI FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE GREATER OF (A) THE TOTAL AMOUNT PAID BY YOU TO JIU ZHI IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS ($100.00). THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS WILL NOT ENLARGE THIS LIMITATION. YOU ACKNOWLEDGE THAT THE FEES CHARGED BY JIU ZHI REFLECT THE ALLOCATION OF RISK SET FORTH IN THESE TERMS AND THAT JIU ZHI WOULD NOT ENTER INTO THESE TERMS WITHOUT THESE LIMITATIONS ON ITS LIABILITY.

THE LIMITATIONS IN THIS SECTION 7 SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, JIU ZHI'S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU SPECIFICALLY ACKNOWLEDGE THAT JIU ZHI SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

NOTWITHSTANDING THE FOREGOING, NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, (B) FRAUD OR FRAUDULENT MISREPRESENTATION, (C) GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR (D) ANY OTHER LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW. THE LIMITATIONS SET FORTH IN THIS SECTION 7 ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN JIU ZHI AND YOU, AND THEY SHALL APPLY TO ALL CLAIMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, AND REGARDLESS OF THE FORM OF ACTION.

8. DISCLAIMER OF WARRANTIES

THE SERVICES, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS, AND INFORMATION MADE AVAILABLE ON OR THROUGH THE SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, JIU ZHI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. JIU ZHI DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED. JIU ZHI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM JIU ZHI OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. JIU ZHI DOES NOT ENDORSE, WARRANT, OR GUARANTEE ANY PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE SERVICES, AND JIU ZHI WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, JIU ZHI'S WARRANTIES ARE DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY LAW. THE DISCLAIMERS IN THIS SECTION 8 ARE A FUNDAMENTAL PART OF THE BASIS OF THE BARGAIN BETWEEN JIU ZHI AND YOU, AND JIU ZHI WOULD NOT PROVIDE THE SERVICES WITHOUT THESE DISCLAIMERS. YOU ACKNOWLEDGE THAT YOU HAVE RELIED ON NO WARRANTIES OTHER THAN THOSE EXPRESSLY SET FORTH IN THESE TERMS.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, JIU ZHI MAKES NO REPRESENTATION OR WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (B) THE SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, OR (E) ANY ERRORS IN THE SERVICES WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

9. Indemnification

You agree to indemnify, defend, and hold harmless Jiu Zhi, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including but not limited to reasonable attorneys' fees and court costs) arising out of or relating to: (a) your use of the Services in violation of these Terms or any applicable law or regulation; (b) your User Content, including but not limited to any claims that your User Content infringes, misappropriates, or violates any third-party rights; (c) your violation of any rights of another party, including but not limited to intellectual property rights, privacy rights, or publicity rights; (d) any breach of your representations and warranties set forth in these Terms; (e) any negligent or wrongful act or omission by you or your employees, agents, or contractors; (f) any dispute between you and any third party arising from your use of the Services; (g) any taxes or duties arising from your use of the Services or any transactions conducted through the Services; and (h) any unauthorized use of your account or password, whether or not you authorized such use. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses. You agree not to settle any matter without our prior written consent. This indemnification obligation survives termination of these Terms and your use of the Services.

If you are using the Services on behalf of an entity, you represent and warrant that such entity agrees to indemnify Jiu Zhi as set forth in this Section 9. You acknowledge that the indemnification obligations set forth herein are a material part of the consideration that Jiu Zhi receives for providing the Services, and that Jiu Zhi would not enter into these Terms without such indemnification. You agree to pay all costs and expenses incurred by Jiu Zhi in enforcing this indemnification, including reasonable attorneys' fees. Jiu Zhi reserves the right to participate in the defense of any claim at its own expense, but such participation shall not relieve you of your indemnification obligations. You shall not enter into any settlement or compromise of any claim that imposes any obligation on Jiu Zhi or admits any liability on the part of Jiu Zhi without our prior written consent, which shall not be unreasonably withheld.

In the event that any claim is brought against Jiu Zhi for which you are obligated to indemnify us, we will provide you with prompt written notice of the claim, and you will have the right to assume the defense of the claim with counsel of your choosing, provided that such counsel is reasonably acceptable to us. If you fail to assume the defense of any such claim within a reasonable time, we may assume the defense at your expense. You will keep us informed of the progress of any defense and will not take any action that could adversely affect our interests without our consent. You will reimburse us for all costs and expenses incurred in connection with the defense of any claim for which you are obligated to indemnify us, including but not limited to reasonable attorneys' fees and court costs, whether or not the claim is ultimately successful. This indemnification is in addition to any other remedies available to Jiu Zhi under these Terms or applicable law.

You agree that the provisions in this Section 9 are a material inducement for Jiu Zhi to provide the Services, and you acknowledge that Jiu Zhi has relied on your agreement to indemnify us in setting the fees for the Services. You further agree that Jiu Zhi shall have the right to set off any amounts owed to us under this indemnification against any amounts we may owe to you, including but not limited to any refunds or payments for Services. If we are required to pay any amounts to a third party as a result of a claim for which you are obligated to indemnify us, you will reimburse us for such amounts within thirty (30) days of our written request. Failure to timely reimburse us may result in suspension or termination of your access to the Services.

10. Termination

These Terms shall remain in full force and effect while you use the Services. You may terminate your use of the Services at any time by discontinuing your access and, if applicable, closing your account. However, you will remain liable for any obligations incurred prior to termination, including but not limited to payment for Services already rendered. Jiu Zhi may suspend or terminate your access to the Services, or any part thereof, at any time, with or without cause, with or without notice, effective immediately. Grounds for termination include but are not limited to: (a) violations of these Terms or any applicable law; (b) requests by law enforcement or other government agencies; (c) discontinuance or material modification of the Services; (d) unexpected technical or security issues; (e) engagement in fraudulent or illegal activities; (f) non-payment of fees; (g) your breach of any representation or warranty; or (h) any other reason in our sole discretion. Upon termination, your right to use the Services will immediately cease, and you must destroy all copies of any materials obtained from the Services. We are not liable to you or any third party for any termination of your access to the Services.

If we terminate your access for cause, you will not be entitled to any refund of fees paid, and you will remain liable for all fees and charges incurred up to the date of termination. If we terminate your access without cause, we will refund any prepaid fees for Services not yet rendered on a pro-rata basis. Sections of these Terms that by their nature should survive termination shall survive, including but not limited to Sections 4 (Intellectual Property Rights), 5 (Confidentiality), 7 (Limitation of Liability), 8 (Disclaimer), 9 (Indemnification), 11 (Governing Law), 12 (General Provisions), and 13 (Contact). Termination does not relieve you of any obligations to pay any amounts due or to indemnify Jiu Zhi for any claims arising prior to termination. You agree that Jiu Zhi shall not be liable to you or any third party for any termination of your access to the Services.

Upon termination, we may, but are not obligated to, delete or archive your account and any User Content associated with it. We recommend that you maintain backups of any important data or content. We are not responsible for any loss of data or content resulting from termination. If you wish to terminate your account, you may do so by contacting us at info@jiuzhi.lol. We will process your request within a reasonable time. However, we may retain certain information as required by law or for legitimate business purposes, as described in our Privacy Policy. You acknowledge that termination of your access to the Services may result in the loss of access to certain features, content, or functionality, and we are not liable for any such loss.

In the event of any dispute between you and Jiu Zhi, we may terminate your access to the Services immediately without notice. We also reserve the right to terminate or suspend your access to the Services if we believe that you have violated these Terms or any applicable law, or if we believe that your conduct could harm Jiu Zhi, its affiliates, or any third party. You agree that we have no obligation to provide you with any notice of termination, and that we may take immediate action without prior warning. If you believe that your access was terminated in error, you may contact us at info@jiuzhi.lol to request reinstatement, but we are under no obligation to grant such request. This Section 10 sets forth the exclusive remedies for termination of these Terms.

11. Governing Law and Dispute Resolution

These Terms and any disputes arising out of or related to them, the Services, or any related transactions shall be governed by and construed in accordance with the laws of the People's Republic of China, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms. Any legal action or proceeding arising out of or relating to these Terms or the Services shall be instituted exclusively in the courts located in Yichang, Hubei Province, China, and you irrevocably submit to the personal jurisdiction of such courts and waive any objection based on improper venue or forum non conveniens. However, Jiu Zhi may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information. You agree that any cause of action arising out of or related to these Terms or the Services must commence within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.

Notwithstanding the foregoing, Jiu Zhi may, at its sole discretion, elect to resolve any dispute through binding arbitration in accordance with the rules of the China International Economic and Trade Arbitration Commission (CIETAC) in effect at the time of the dispute. The arbitration shall be conducted in English or Chinese, at Jiu Zhi's option, and shall be held in Yichang, Hubei Province, China. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court having jurisdiction. You agree that any arbitration shall be conducted on an individual basis and not as a class, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration. If for any reason a dispute proceeds in court rather than arbitration, you waive any right to a jury trial. You also agree that you may only bring claims against Jiu Zhi in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.

You acknowledge that the Services are provided from China and that we make no representation that the Services are appropriate or available for use in locations outside China. Those who access or use the Services from other jurisdictions do so at their own volition and are responsible for compliance with local laws. You agree to comply with all applicable export control laws and regulations of China and other countries. You represent and warrant that you are not located in, under the control of, or a national or resident of any country that is subject to a China embargo or that has been designated by China as a terrorist-supporting country, and that you are not on any China list of prohibited or restricted parties.

If you have any dispute with Jiu Zhi, you agree to first attempt to resolve it informally by contacting us at info@jiuzhi.lol. We will attempt to resolve the dispute within thirty (30) days of receiving your notice. If the dispute cannot be resolved informally, you agree to the dispute resolution mechanisms set forth in this Section 11. You acknowledge that these dispute resolution provisions are a material part of the consideration that Jiu Zhi receives for providing the Services, and that Jiu Zhi would not enter into these Terms without such provisions. This Section 11 survives termination of these Terms.

12. General Provisions

Entire Agreement. These Terms, together with our Privacy Policy and any other documents expressly incorporated by reference, constitute the entire and exclusive agreement between you and Jiu Zhi regarding your use of the Services, and supersede and replace any prior agreements, communications, and understandings, whether oral or written, relating to such subject matter. No modification or amendment to these Terms shall be binding unless in writing and signed by an authorized representative of Jiu Zhi. You may not assign or transfer these Terms or any rights or obligations hereunder, by operation of law or otherwise, without our prior written consent. Jiu Zhi may assign or transfer these Terms, in whole or in part, without restriction, including to an affiliate or in connection with a merger, acquisition, or sale of assets. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their respective successors and assigns.

Waiver and Severability. No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Any failure by Jiu Zhi to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving its intent to the greatest extent possible. In such case, the parties shall negotiate in good faith to replace the invalid provision with a valid one that achieves the original economic and legal objectives.

Notices. All notices required or permitted under these Terms shall be in writing and shall be deemed given when (a) delivered personally, (b) sent by confirmed email to the email address provided by you or to info@jiuzhi.lol, (c) sent by certified or registered mail, return receipt requested, or (d) sent by overnight courier. Notices to you may be sent to the email address you provide during registration or as updated by you. You are responsible for keeping your contact information current. Notices to Jiu Zhi shall be sent to 枝江市董市镇大横街一巷3号二楼(自主申报), Yichang - 443000, China (CN), Attn: Legal Department, with a copy to info@jiuzhi.lol. Email notices shall be deemed received on the date sent, provided no error message is received. Notices sent by mail or courier shall be deemed received five (5) business days after mailing or one (1) business day after delivery to the courier, respectively.

Force Majeure. Jiu Zhi shall not be liable for any failure or delay in performing its obligations under these Terms if such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, shortages of transportation, facilities, fuel, energy, labor, or materials, failures of telecommunications or internet infrastructure, cyberattacks, pandemics, epidemics, or any other event that is unforeseeable and beyond the control of the affected party. In such event, performance shall be suspended for the duration of the force majeure event, and the affected party shall use reasonable efforts to resume performance as soon as practicable. If the force majeure event continues for more than thirty (30) days, either party may terminate the affected Services without liability.

Relationship of Parties. These Terms do not create a partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Jiu Zhi. Neither party has the authority to bind the other or to incur any obligation on the other's behalf without the other's prior written consent. You are an independent contractor with respect to Jiu Zhi, and nothing in these Terms shall be construed to create any other relationship. You agree that you are not entitled to any employee benefits, workers' compensation, unemployment insurance, or other benefits provided by Jiu Zhi to its employees. You are solely responsible for all taxes, withholdings, and other obligations arising from your use of the Services.

Export Control. You agree to comply with all applicable export and re-export control laws and regulations of the People's Republic of China, the United States, and other countries, including but not limited to the Export Administration Regulations of the U.S. Department of Commerce and the International Traffic in Arms Regulations. You represent and warrant that you are not located in, under the control of, or a national or resident of any country that is subject to a U.S. or China embargo, or that has been designated by the U.S. or China as a terrorist-supporting country, and that you are not on any U.S. or China list of prohibited or restricted parties, including the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Commerce Department's Denied Persons List. You agree not to use the Services for any purpose prohibited by applicable export control laws.

Electronic Communications. By using the Services, you consent to receive electronic communications from Jiu Zhi, including but not limited to emails, notifications, and messages through the Services. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You may withdraw your consent to receive electronic communications at any time by contacting us, but doing so may affect your ability to use certain features of the Services. We may also communicate with you via telephone or text message if you provide your phone number, and standard message and data rates may apply.

Language. These Terms are originally drafted in English. Any translations provided are for convenience only, and the English version shall govern in case of any inconsistency. If you access the Services in a jurisdiction where English is not the official language, you acknowledge that you have sufficient proficiency in English to understand these Terms, or you have obtained a translation that you understand. Any disputes regarding the interpretation of these Terms shall be resolved based on the English version.

13. Contact Information

If you have any questions, concerns, or comments regarding these Terms, the Services, or any related matters, please do not hesitate to contact us. We value your feedback and strive to respond to all inquiries in a timely manner. You may reach us through any of the following methods:

We encourage you to contact us with any questions or concerns before taking any legal action. We are committed to resolving disputes amicably and efficiently. If you are a resident of the European Union or other jurisdictions with specific consumer protection laws, you may also have the right to submit a complaint to your local data protection authority or consumer protection agency. However, we ask that you first give us the opportunity to address your concerns directly by contacting us at the email address above. We will make every effort to resolve any issues promptly and fairly.

For legal notices, please send them to our physical address above, Attn: Legal Department, with a copy by email to info@jiuzhi.lol. Legal notices must be in writing and sent by certified or registered mail, return receipt requested, or by overnight courier. We will acknowledge receipt of legal notices within a reasonable time. Please note that email communications may not be secure, and we recommend that you do not include sensitive personal information in unencrypted emails. If you need to communicate sensitive information, please contact us to arrange an alternative method of communication.

We appreciate your trust in Jiu Zhi and are committed to providing you with high-quality services and transparent terms. Thank you for taking the time to read these Terms. By using our Services, you acknowledge that you have read, understood, and agreed to be bound by all of the terms and conditions set forth herein. We look forward to serving you and building a successful partnership.

Last updated: January 1, 2025