Welcome to AICOPAY. AICOPAY services are provided by AICOPAY LLC, Shijiazhuang MOE Information Technology Co., Ltd., and their affiliates (the “Company”), including payment business consulting and guidance, payment channel integration, payment channel onboarding agency services, transaction reconciliation reports and statement preparation, and other related services. This AICOPAY Terms of Service (the “Agreement”) is entered into by and between the Company and all entities that use AICOPAY services (including, without limitation, individuals and companies) (the “User”).

1. Statements and Commitments

(1) Before accepting this Agreement, or before you actually use AICOPAY services in any other manner permitted by the Company, please carefully read this Agreement in full (especially the provisions highlighted in bold). If you disagree with any part of this Agreement, or cannot accurately understand the Company’s interpretation of any provision, please do not proceed with any further action, including but not limited to accepting this Agreement or using the services. Your use of any AICOPAY service constitutes acceptance of all terms of this Agreement.

(2) You agree that if the Company needs to amend or modify this Agreement, it shall publish such changes in advance by way of website announcement, and the changes shall take effect immediately upon expiry of the announcement period. If you continue to use AICOPAY services after the announced changes take effect, you shall be deemed to have fully read, understood, and accepted the amended Agreement, and shall use AICOPAY services in accordance with the amended Agreement. If you disagree with the amended Agreement, you shall stop using AICOPAY services before the changes take effect.

(3) If you are a person without civil capacity or with limited civil capacity (for example, if you are under 18 years of age), you shall read this Agreement and use the services under the guardianship and guidance of your guardian. If you are not a natural person, you confirm that, when you obtain a Jimeng Cloud Account, or when you actually use AICOPAY services in any other manner permitted by the Company, you are a lawfully established legal person or other organization conducting business or other activities, and that your entering into and performance of this Agreement is not prohibited by the laws and regulations of the country or region where you are incorporated, reside, or conduct business or other activities. If you do not meet the foregoing conditions, you shall immediately terminate registration or stop using AICOPAY services.

(4) You undertake that you will use the services for lawful, reasonable, and good-faith purposes, and will not use the services to engage in any illegal activity, any activity that infringes upon the lawful rights and interests of others, or any malicious activity.

2. Jimeng Cloud Account

(1) Registration

Unless otherwise provided in this Agreement or in the rules of a specific product, you must register on this website, obtain a Jimeng Cloud Account provided by the Company, and complete activation by providing the information required by the Company before you may use the services. You shall log in to your Jimeng Cloud Account using your own email address as your AICOPAY login name, or by any other method permitted by the Company, and you shall set a password for your Jimeng Cloud Account. You agree that:

1. You shall accurately provide, and promptly update after obtaining a Jimeng Cloud Account, correct, up-to-date, and complete identity information and related materials as required by the Company. If the Company has reasonable grounds to suspect that the identity information or related materials you provided are incorrect, false, outdated, or incomplete, the Company shall have the right to suspend or terminate the provision of part or all of AICOPAY services to you. The Company shall not be liable therefor, and you shall bear any direct or indirect costs arising therefrom. If, due to requirements of national laws and regulations, departmental rules, or regulatory authorities, the Company requires you to supplement any identity information or related materials, and you fail to provide them in a timely manner, the Company shall have the right to suspend or terminate the provision of part or all of AICOPAY services to you.

2. You shall accurately provide and promptly update the email address, telephone number, mailing address, postal code, and other contact information you provide, so that the Company can contact you in a timely and effective manner. You shall solely and fully bear any adverse consequences, including any losses suffered or any additional costs incurred in the course of using the services, arising from the Company’s inability to contact you through such contact information. You understand and agree that you are obliged to keep the contact information you provide valid; if any change requires an update, you shall proceed as required by the Company.

3. You shall promptly update your identity information and related materials (including but not limited to identity cards, household registers, passports, enterprise business licenses, approval certificates, qualification certificates, and other certificates or identity documents; contact information; the email address or mobile phone number used as your AICOPAY login name; and the email address or mobile phone number bound to your Jimeng Cloud Account). Otherwise, AICOPAY shall have the right to make the AICOPAY login name and the email address or mobile phone number bound to the Jimeng Cloud Account available for registration or use by other users. You shall solely bear all consequences arising from your failure to update such materials in a timely manner, including but not limited to inability to provide the services, any errors in the provision of the services, or theft of the Jimeng Cloud Account.

4. You confirm that the Company shall have the right, in circumstances the Company deems appropriate, to require verification of your valid identity documents or other necessary documents, and completion of the relevant identity authentication required by the Company. You shall actively cooperate; otherwise, the Company shall have the right to limit or stop providing part or all of AICOPAY services to you.

5. You confirm that the enterprise/individual indicated on the application page is the service recipient of this website. If, after application, you wish to continue using the original user login name and password but change the service recipient, you shall promptly notify the Company and complete the change formalities.

(2) Account Security

You shall be solely responsible for keeping your username and password confidential, and shall be responsible for all activities that occur under such username and password (including but not limited to information disclosure, information publication, online clicking to accept or submit various rules and agreements, online renewal of agreements, or purchase of services). You agree that:

1. The Company may identify you through your AICOPAY login name and password, by scanning a QR code, or by other methods recognized by the Company. You shall properly safeguard such AICOPAY login name, password, verification codes, identity recognition information, and the like. Losses caused by leakage of the AICOPAY login name, password, verification codes, identity recognition information, and the like shall be borne by you. You undertake not to disclose your AICOPAY login name, password, verification codes, or identity information to any other person, and not to use any other person’s AICOPAY login name, password, verification codes, or identity recognition information. The Company may also recognize your instructions through other products or devices you use in connection with the services. You shall properly safeguard such products or devices that are or ought to be under your control. Any losses arising from use by persons other than yourself or from loss of such products or devices shall be borne by you.

2. You agree that: (a) if you discover that another person is impersonating you or stealing your AICOPAY login name and password, or any other circumstance of use without lawful authorization, or if a mobile phone or other device associated with your Jimeng Cloud Account is lost, or any other circumstance arises that may endanger the security of your Jimeng Cloud Account, you shall immediately notify the Company by an effective means and apply to the Company to suspend the relevant AICOPAY services; and (b) when ending a continuous login session on the website, you shall leave the website through the correct steps. The Company cannot and will not be responsible for any loss, damage, or other adverse consequences arising from your failure to comply with this clause. You understand that the Company needs a reasonable period of time to take action upon your request; before then, the Company shall not be liable for any already-executed instructions and/or any losses suffered by you as a result.

3. Losses caused by unauthorized use of your username and password by others shall be borne by you, or by the unauthorized user in accordance with law. This website endeavors to ensure the security of your account, but does not guarantee absolute account security.

4. You confirm that you shall be solely responsible for your Jimeng Cloud Account, and that only you and company employees designated by you may use the account. The account is non-transferable, non-donatable, and non-inheritable; provided, however, that the relevant property interests in the account may be inherited in accordance with law.

5. You agree that, based on the needs of operational and transaction security, the Company may temporarily suspend the provision of, or limit, certain features of the services, or provide new features. When any feature is reduced, increased, or changed, so long as you continue to use the services, you shall be deemed to continue to agree to this Agreement or the amended Agreement.

6. The Company shall have the right to understand the true transaction background and purpose of your use of the services. You shall truthfully provide the true, complete, and accurate information or materials required by the Company. If the Company has reasonable grounds to suspect that you have provided false transaction information, the Company shall have the right to temporarily or permanently limit part or all of the features of the services you use.

(3) Account Closure

When you need to terminate use of the services, you may apply to close your Jimeng Cloud Account. You agree that:

1. The Jimeng Cloud Account you apply to close shall be your own Jimeng Cloud Account. If you need to close your Jimeng Cloud Account, you shall follow the procedures prescribed by the Company for Jimeng Cloud Account closure.

2. Closure of a Jimeng Cloud Account will result in the Company’s termination of the provision of the services to you, and termination of the parties’ rights and obligations under this Agreement (except those that, pursuant to other provisions of this Agreement, shall not terminate, or that by their nature cannot terminate). At the same time, you shall remain responsible for your conduct prior to closure of the Jimeng Cloud Account and during your use of the services, including but not limited to possible liability for breach of contract, liability for damages, and performance obligations. The Company may continue to retain your related information.

3. The Jimeng Cloud Account you apply to close shall be in a normal status, meaning that the account information and user information of your Jimeng Cloud Account are up-to-date, complete, and correct, and that the account is able to use all AICOPAY service features. Accounts whose account information or user information is outdated, missing, or incorrect, or Jimeng Cloud Accounts for which services have been suspended, limited, or terminated, may not be applied for closure.

4. The Jimeng Cloud Account you apply to close shall not involve any outstanding contractual relationships arising from closure of the account, or any other rights and obligations that arise from or are maintained by the existence of the account, or any circumstance in which the Company believes that closure of the account would give rise to unresolved rights and obligations and resulting disputes. If any of the foregoing circumstances exists, you may not apply to close the account.

5. You understand and agree that if you engage in fraud on the website, publish or sell counterfeit or inferior goods, infringe upon the lawful rights and interests of others, or otherwise seriously violate the website rules, the Company shall have the right to close all or part of the Jimeng Cloud Accounts under your name. You will no longer be able to log in to the website using the AICOPAY login name of such accounts, and all services will terminate at the same time.

3. AICOPAY Services

(1) Service Content

1. You have the right to enjoy the various services provided by AICOPAY, including payment business consulting and guidance, payment channel integration, payment channel onboarding agency services, transaction reconciliation reports and statement preparation, and other services, and you have the right to obtain technical support, consulting, and other services from AICOPAY while receiving services provided by AICOPAY. Details of the services are set out on the AICOPAY website.

2. You hereby confirm that the various payment channels involved in AICOPAY services (including but not limited to Alipay, WeChat Pay, China UnionPay, Baidu Wallet, JD Pay, VISA, MasterCard, JCB, Yeepay, and others) are payment services provided by the respective payment channel operators themselves. You confirm that the respective payment channel operators shall ensure the quality of the relevant services, and that the Company assumes no warranty liability for the quality or content of the services provided by such payment channels, or for transaction risks arising in the course of transactions on such payment channels. You hereby irrevocably confirm that, with respect to any services provided by such payment channels and any transaction risks, you waive any form of claim against the Company.

3. You hereby confirm that any payment or collection request you send to the Company, whether on the AICOPAY website or on a third-party payment channel website, if processed in accordance with the procedures specified in this Agreement or on the AICOPAY website, shall be deemed to be your own operation and shall constitute an irrevocable instruction.

4. You understand that AICOPAY services are not financial business. AICOPAY only provides payment channel access and agency services, and does not provide “instant” fund transfer services for monetary amounts. You acknowledge and agree that fund flows generated by AICOPAY services are completed within the scheduled timeframes in accordance with the applicable rules of the payment channels.

5. You authorize the Company to verify your identity and qualifications with third parties, and to obtain materials related to your use of the services.

6. You agree that, based on the needs of operational and transaction security, the Company may, without prior notice to you, add new services, or temporarily suspend the provision of, or limit, certain service features. The Company has no obligation to notify you of changes to the user agreement resulting from feature changes. So long as you continue to use AICOPAY services, you shall be deemed to continue to agree to these terms or the amended terms.

7. The Company shall not be responsible for deletion of, or failure to store, your related data in the services.

8. The Company shall have the right, based on actual circumstances, to determine at its own discretion the maximum retention period for a single user’s data in the services, and to allocate the maximum data storage space for such user on the servers, among other matters. You may back up the related data in the services yourself as needed.

9. If you stop using the services, or if the services are terminated or cancelled, the Company may permanently delete your data from the servers. After the services are stopped, terminated, or cancelled, the Company has no obligation to return any data to you.

(2) Service Fees

1. Use of AICOPAY services will incur corresponding service fees. The Company shall have the right to charge you service fees in accordance with the applicable service fee descriptions, orders, and/or related agreements. The Company has the right to formulate and adjust service fees. The specific service fees shall be subject to the charging methods announced on the pages when you use the services, or to other written agreements reached between you and the Company. You agree that, unless otherwise stated, the Company shall have the right to deduct the foregoing service fees first from amounts collected by the Company on your behalf that are payable to you.

2. Related fees arising from your use of payment channels shall be governed by separate service agreements entered into between you and the respective cooperative channels, and are unrelated to the Company’s services. Such related fees shall also be settled between you and the respective payment channels.

(3) Restrictions on Use of Services

1. When using the services, you shall comply with the relevant laws and regulations of the People’s Republic of China, and with the laws and regulations of the country or region where you are incorporated, reside, or conduct business or other activities. You shall not use the services for any illegal purpose (including transactions in prohibited or restricted items), nor shall you use the services in any illegal manner, including but not limited to:

1) Conduct that violates law or contractual obligations:

i. Infringing third-party copyrights, patents, trademarks, trade secrets, or other proprietary rights, public interests, or privacy;

ii. Insulting or defaming others, or infringing upon the lawful rights and interests of others;

iii. Inciting crime;

iv. Providing gambling information or otherwise inducing others to participate in gambling;

v. Money laundering, illegal cash-outs, pyramid selling, trafficking in firearms, drugs, banned medicines, pirated software, pornographic materials, or other contraband;

vi. Violating confidentiality obligations owed under law or contract;

vii. Other content prohibited by national laws and administrative regulations.

2) Using AICOPAY services for any illegal purpose:

i. Using AICOPAY services under another person’s name;

ii. Illegally using another person’s bank account, or using an invalid bank account, to conduct transactions;

iii. Using AICOPAY services to conduct sham transactions without a genuine transaction background;

iv. Conduct that is determined by the Company, the card-issuing bank, or the acquiring bank to constitute abuse of bank cards, in violation of the Measures for the Administration of Bank Card Business.

3) Endangering computer information network security:

i. Engaging in any conduct that may contain computer viruses or that may harm AICOPAY service systems or data;

ii. Intentionally creating or spreading destructive programs such as computer viruses;

iii. Accessing computer information networks or using computer information network resources without authorization;

iv. Deleting, modifying, or adding computer information network functions without authorization;

v. Deleting, modifying, or adding data or application programs stored, processed, or transmitted in computer information networks without authorization;

vi. Other conduct that endangers computer information network security.

4) Or other conduct that the Company has justifiable grounds to deem inappropriate.

(4) Suspension or Termination of Services

1. You expressly understand and agree that the Company shall have the right to suspend or terminate your use of AICOPAY services, without prior notice, upon the occurrence of any of the following:

1) The Company has reasonable grounds to prove that you have violated the provisions of this service Agreement; or

2) The Company discovers that you have abnormal transactions, or discovers that your transactions are suspected of being illegal; or

3) In special circumstances, when the Company deems it necessary.

2. Where the Company has reasonable grounds to suspect that you have engaged in the breaches of contract provided in this section, the Company shall have the right to investigate your account. You understand and agree that during the investigation period, the Company shall have the right to limit part or all of the features of the products or services you use (including but not limited to taking restrictive measures such as cancelling transactions and making account adjustments with respect to funds under such accounts and in-transit transactions), without prior notice. If the investigation confirms that your account indeed involves the foregoing breaches, the Company shall have the right to lock your account and terminate cooperation with you. The Company shall not be liable for any damages arising therefrom, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses (whether or not the Company has been advised of the possibility of such damages).

3. With respect to any claim, demand, or loss asserted by any third party arising from or caused by your violation of the terms of this Agreement, including reasonable attorneys’ fees, you agree to indemnify the Company and its cooperative companies and affiliates, and to hold them harmless. Forms of legal liability you bear include but are not limited to: compensating injured parties; and, where the Company first bears administrative penalties or liability for infringement damages caused by user conduct, you shall compensate the Company in an equal amount. If partners or affiliates of the Company suffer damage, you shall make good such damage.

4. Service Interruption and Force Majeure

(1) Where the AICOPAY system is suspended or interrupted due to any of the following circumstances, the Company shall not bear liability for breach of contract or for damages:

1. Force majeure factors such as natural disasters (including flood, typhoon, fire, explosion, lightning, earthquake, and storm) and social events (including power outage, war, unrest, terrorist attack, government action, sudden changes in national policy, and strike), which cause obstacles to the Company’s AICOPAY system and render it unable to provide services;

2. Hacker attacks;

3. Failures of network or telecommunications equipment that prevent data transmission;

4. Destruction, paralysis, or unavailability of cloud service systems or computer systems resulting in loss of information or records;

5. Service interruption or delay caused by adjustments or failures of telecommunications technical departments, website upgrades, banks, payment channels, or similar reasons;

6. Temporary closures caused by government regulation;

7. Virus infections;

8. Other causes.

(2) The Company needs to inspect or maintain the systems providing AICOPAY services and related equipment on a regular or irregular basis. If network services (including paid network services) are interrupted for a reasonable period of time due to such circumstances, the Company need not bear any liability therefor. The Company reserves the right to suspend any part of the services without prior notice for maintenance, upgrades, or other purposes.

5. Scope and Limitation of Liability

(1) The Company is responsible only within the scope of liability expressly set out in this Agreement.

(2) You expressly acknowledge that any risks arising from transactions conducted through use of the services shall be borne by you and your counterparty.

(3) The quality and content of payment services provided by the payment channels and cooperative units of the services shall be the responsibility of such payment channels and cooperative units themselves.

(4) The Company makes no warranty of any form regarding the subject matter of transactions or the services, including but not limited to the following:

1. That the services meet your requirements.

2. That the services will be uninterrupted, timely, or free from error.

3. The accuracy, legality, and timeliness of information submitted by the Company.

4. That transactions you conduct through use of the services will be completed in a timely manner or ultimately completed.

(5) User information of the Company is provided by users themselves. The Company cannot guarantee the accuracy, timeliness, or completeness of such information. You shall bear full responsibility for your own judgment.

(6) Any materials you download or obtain through use of the services shall be considered by you at your own discretion and risk. You shall bear full responsibility for any damage to your computer system or loss of data resulting from such downloads.

(7) Advice and information obtained by you from the Company and its staff, or through the services, whether in written or oral form, do not constitute a warranty by the Company regarding the services.

(8) In no event shall the Company be liable for any indirect, punitive, special, or consequential losses related to or arising from this Agreement (including loss of business, loss of revenue, loss of profits, loss of goodwill, loss of use of data, or other economic interests), howsoever arising, and whether caused by breach of this Agreement (including breach of warranty) or by tort, even if the possibility of such losses has been advised in advance. Furthermore, even if the exclusive remedies provided in this Agreement fail of their essential purpose, the Company’s liability for the foregoing losses shall still be excluded.

(9) In any event, the total amount of the Company’s liability for damages for breach of contract under this Agreement shall not exceed the total service fees charged to you for the relevant instance of service.

(10) You fully acknowledge and agree that the Company may simultaneously provide the services to you and to your (transaction) counterparty. You agree to expressly waive any actual or potential conflict of interest that may exist in such conduct by the Company, and shall not claim on that basis that the Company has any legal defect in providing the services.

(11) Except as otherwise provided in this Agreement or separately agreed by the Company, your engagement of the Company and the instructions you issue to the Company are irrevocable.

6. Privacy Protection

The Company attaches importance to the protection of user privacy. Your identity information and other specified information are protected and governed by the AICOPAY Privacy Policy set forth on the AICOPAY website. Please refer to the AICOPAY Privacy Policy for details.

7. Licensed Use

(1) Form of License

To use AICOPAY services, you need to obtain the relevant payment integration licenses and software from the Company. With respect to the foregoing software and access licenses, the Company confirms that it grants you a personal, non-transferable, and non-exclusive license. You may use the related software and licenses only for the purpose of accessing or using AICOPAY services.

(2) Scope of License

1. The Company grants you a personal, non-transferable, and non-exclusive license with respect to the foregoing software and access for use of AICOPAY services. You may perform access on terminal devices permitted by the Company, and may install, use, display, and run the software.

2. All other rights not expressly licensed in this section or in other provisions of this Agreement remain reserved by the Company. You must separately obtain the Company’s written permission before exercising such rights. If the Company does not exercise any of the foregoing rights, that shall not constitute a waiver of such rights.

(3) Rules for Licensed Use

1. Unless permitted by law or in writing by the Company, you shall not, in the course of using the foregoing software and access, engage in any of the following:

1) Delete copyright notices from the software and its copies;

2) Reverse engineer, reverse assemble, reverse compile, or otherwise attempt to discover the source code of the software;

3) Use, rent, lend, copy, modify, link, republish, compile, publish, issue, or establish mirror sites with respect to content in which the Company holds intellectual property rights;

4) Copy, modify, add to, delete, hook into for running, or create any derivative works from data released into any terminal memory during software operation, interactive data between the client and the server during software operation, and system data necessary for the operation of the software, including but not limited to using plugins, add-ons, or third-party tools/services not authorized by the Company to access the software and related systems;

5) Modify or forge instructions or data in the course of software operation to add, delete, or alter the functions or operating effects of the software, or operate or publicly disseminate software or methods used for the foregoing purposes, whether or not such conduct is for commercial purposes;

6) Log in to or use the Company’s software and services through third-party software, plugins, add-ons, or systems not developed or authorized by the Company, or create, publish, or disseminate such tools;

7) Interfere with the software and its components, modules, or data yourself, or authorize others or third-party software to do so;

8) Other conduct not expressly authorized by the Company.

2. You understand and agree that, based on comprehensive factors such as user experience, operational security of the AICOPAY website, website rule requirements, and healthy development, the Company shall have the right to choose the recipients of its services, to determine feature settings, and to determine the recipients and scope of feature availability, data interfaces, and related data disclosure.

8. Intellectual Property Protection

(1) Except for third-party products or services, all intellectual achievements on this website—including but not limited to databases, software, writings, photographs, videos, music, sounds and combinations thereof, compiled software, related source code and software (including applets and scripts), files, information, materials, architecture, and page design—are legally owned by the Company or its affiliates with respect to intellectual property rights, including but not limited to copyrights, trademark rights, patent rights, and trade secrets.

(2) Without the written consent of the Company or its affiliates, no person may unauthorizedly use, modify, copy, publicly transmit, alter, distribute, issue, or publicly publish any materials or content on this website.

(3) You confirm that when you agree to this Agreement, or when you visit the Company’s websites and related websites, or when you use any service we provide, you irrevocably grant the Company the right to use your information, enterprise name, trademarks, trade names, and the like for commercial promotion purposes on the Company’s websites, promotional materials, and other promotion platforms.

(4) Respecting intellectual property rights is your obligation. In the event of violation, you shall bear liability for damages.

9. Entire Agreement

(1) This Agreement consists of the terms of the AICOPAY Terms of Service and the AICOPAY Privacy Policy, as well as various rules published on this website from time to time. Where the various rules contain provisions and this Agreement does not, the provisions of the various rules shall prevail.

(2) Your understanding and acceptance of this Agreement means that you understand and accept the content of all components of this Agreement. Once you obtain a Jimeng Cloud Account, or actually use the services in any other manner permitted by the Company, you and the Company shall be bound by all components of this Agreement.

(3) If any part of this Agreement is determined by a court of competent jurisdiction to be unlawful or invalid, that shall not affect the validity of the other content.

10. Governing Law and Jurisdiction

(1) The formation, performance, and interpretation of this service Agreement, and the resolution of disputes, shall all be governed by the laws of the People’s Republic of China.

(2) Any dispute arising from or in connection with this Agreement shall first be resolved through friendly negotiation with the utmost good faith. If the parties cannot reach agreement through negotiation, either party may bring a lawsuit before the court at the place where the Company is located.