MindOpt Website Product Terms of Service

These MindOpt Website Product Terms of Service (the“Product Terms”) describe the general and specific terms and conditions applicable to your purchase and use of the products and services (the“Products”) offered or made available through the website currently located at the URL: https://mindopt.tech (the“MindOpt Website”).This document is a legally binding agreement between you as the purchaser and/or user of the Products and Alibaba Damo (Hangzhou) Technology Co., Ltd. (“Damo Academy”).

1. Application and Acceptance of the Product Terms

1.1 These Product Terms apply to your purchase and/or use of the Products on the MindOpt Website.

1.2 By purchasing and/or using the Products, you agree to accept and be bound by these Product Terms.You may be required to enter into a separate agreement, whether online or offline, with Damo Academy or Damo Academy’s affiliate for i) use of the MindOpt Website; or ii) purchase of the Products or any other products or services offered by Damo Academy (“Additional Agreements”). If there is any conflict or inconsistency between these Product Terms and any Additional Agreement, the Additional Agreement shall take precedence over the Product Terms only in relation to the portion of the Products governed by the conflicting Additional Agreements.

1.3 Please do not purchase and/or use the Products if you do not agree and accept all the Product Terms and/or Additional Agreements (if applicable).

1.4 You acknowledge and agree that Damo Academy may amend the Product Terms at any time by posting the relevant amended and restated Product Terms on the MindOpt Website.By continuing to use the Products after the posting of the amended and restated Product Terms, you agree that the amended Product Terms will apply to you.

2. General Product Terms

The following General Product Terms are applicable to the purchase and/or use of all Products offered on the MindOpt Website:

2.1 Benefits, features and functions available to you for any of the Products may vary for different countries and regions. No warranty or representation is given that a particular feature or function or the same type and extent of features and functions will be available in all countries and regions or for all users.Damo Academy may in its sole discretion limit, deny or create different level of access to and use of any the Products (or any features comprised therein) with respect to different users.

2.2 You must comply with the relevant technical documentation applicable to the Products as posted and updated by Damo Academy from time to time at the MindOpt Website.You further agree, as a continuing condition for your use of the Product, to abide by all license terms and conditions of all third party software components, libraries and application programme interfaces comprised in any Product as from time to time notified on the MindOpt Website.

2.3 Damo Academy may launch, change, upgrade, impose conditions to, suspend, or stop offering any Product (or any features or functions within the Products),including sign-on procedures and requirements, and the manner of access to any Product (including any URLs used in connection therewith) without prior notice.Damo Academy may also in its discretion, and after reasonable prior notice to you, relocate, suspend or cease operations at any data center. In the event of such relocation, suspension or termination of operations, you may need to change or update configurations of any affected Products, and will be responsible for any failure to change or update your configurations in the time period provided in the notice.

2.4 Damo Academy reserves the right to monitor your purchase or use of the Products any time as needed to verify your compliance with the Product Terms, in accordance with our Privacy Policy. You agree that you shall not block or interfere with our monitoring.

2.5 You agree, upon Damo Academy’s request, to cooperate with Damo Academy to identify and resolve any problems with the Products that Damo Academy reasonably believes to be attributable to you.

2.6 As a condition of your purchase and/or use of the Products, you agree that you will comply with all applicable laws and regulations for using the Products (including without limitation, any applicable data protection, import, re-import, export, strategic goods control, and re-export control laws, including any applicable license requirements, and international or country-specific sanctions programs). If Damo Academy has reason to believe that any of your conduct violates the law, infringes or misappropriates the rights of any third party or is otherwise deceptive, fraudulent or misleading, Damo Academy may at its sole discretion notify you of our awareness of such circumstances and may at its sole discretion take any relevant enforcement actions against you as deemed adequate and necessary in light of the circumstances, including but not limited to, requesting you to remove any unlawful content, disabling or suspending your right to use any Products, restricting your access to the MindOpt Website, suspending or terminating your Account, etc. Notwithstanding any of the foregoing provisions, Damo Academy shall have the right to directly remove any content on the MindOpt Website that may be unlawful or may disrupt, threaten, or damage the operation and functioning of the MindOpt Website or other users of the MindOpt Website.

2.7 Damo Academy shall have the right to apply any upgrades or engage in any service maintenances any time as deemed necessary. Damo Academy will use commercially reasonable endeavors to notify you in advance of any scheduled maintenance of the MindOpt Website or the Products and you shall comply with any maintenance requirements for the Products that we notify you about.

2.8 Damo Academy shall have the right to assign and/or novate any part of or all of the Terms (including any of our rights, titles, benefits, interests, obligations and duties in the Terms and this Agreement) to any person or entity ( including any affiliates of Damo Academy). Damo Academy may by written notice to you (which may be posted on the MindOpt Website) require such novation of the Terms or any part thereof, and you hereby irrevocably agree and consent to any such novation, whereupon Damo Academy shall be released and discharged from all of its obligations under these Terms, as well as all claims, actions and demands arising under these Terms up to the time of such novation. You may not assign, in whole or part, any of the Terms (including this Agreement) to any person or entity.

3. Product-Specific Terms

Without limiting the generality of the Product Terms, you further agree and undertake that the purchase and use of the Products identified hereunder is subject to the additional specific terms and conditions set forth hereunder, and depending on the Damo Academy entity you contracted with for the Products, as also set forth in the addendum in respect of the Products identified therein

Kestrel Server Service

3.1 You are responsible for payment of all fees incurred in connection with your use of the Kestrel Server Service.The status and result of your computing jobs are your sole responsibility.We do not guarantee the result of your computing jobs nor any loss or corruption of data during your computing jobs.

3.2 We may suspend or terminate your computing jobs if we determine that such jobs degrade the performance of the Kestrel Server Product, the Products or any component thereof.

3.3 You are solely responsible for the function modelling carried out using the Kestrel Server Service (including setting of parameters) and accordingly you bear all responsibility and risk in relation to your use of the Kestrel Server Service (including all end products created thereto). You agree and acknowledge that Damo Academy does not warrant the accuracy or completeness of the end products created using the Kestrel Server Service and you rely on the same at your own risk.

4. General Provisions

4.1 These Product Terms and the Terms (as defined in the Damo Academy Membership Agreement) constitute the entire agreement between you and Damo Academy with respect to and governs the use of the Damo Academy Services, superseding any prior written or oral agreements in relation to the same subject matter herein.

4.2 You and Damo Academy are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Product Terms.

4.3 If any term herein is adjudicated by a court or tribunal of competent jurisdiction to be void or unenforceable, the validity or enforceability of the remainder of the terms herein shall remain in full force and effect.

4.4 Unless a right or remedy of you or Damo Academy is expressed to be an exclusive right or remedy, the exercise of it by either party is without prejudice to either party’s other rights and remedies at law and/or in equity.

4.5 You shall do and execute or procure to be done and executed all such further acts, deeds, things and documents as may be necessary to give effect to the terms of these Product Terms.

4.6 Save for Damo Academy and its affiliates, a person who is not a party to these Product Terms has no right under the Contracts (Rights of Third Parties) Act (Cap. 53 B) (Rev Ed 2002) to enforce any term of these Product Terms.

4.7 Unless otherwise provided in the terms and conditions of the relevant Damo Academy Services, under no circumstances shall Damo Academy be held liable for any delay or failure or disruption of the content or services delivered through the MindOpt Website (including the Damo Academy Services) resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, computer viruses, cyber-attacks, telecommunications or any other equipment failures, electrical power failures, epidemics, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.

4.8 This Agreement shall be governed by the laws of the People's Republic of China without regard to its conflict of law provisions. The parties to the Terms hereby submit to the exclusive jurisdiction of the courts of Hangzhou City.