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Alibaba Cloud International Website Product Terms of Service

These Alibaba Cloud International 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: www.alibabacloud.com (the “Alibaba Cloud Platform”). This document is a legally binding agreement between you as the purchaser and/or user of the Products and the Alibaba Cloud entity listed in Clause 2.1 below (“Alibaba Cloud”). 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 Alibaba Cloud Platform. 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 Alibaba Cloud or Alibaba Cloud’s affiliate for i) use of the Alibaba Cloud Platform; or ii) purchase of the Products or any other products or services offered by Alibaba Cloud (“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 of the Product Terms and/or Additional Agreements (if applicable). 1.4 You acknowledge and agree that Alibaba Cloud may amend the Product Terms at any time by posting the relevant amended and restated Product Terms on the Alibaba Cloud Platform. 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. 1.5 If you are a customer or end-user of an Alibaba Cloud authorized reseller or distributor, then the provisions hereunder related to pricing, billing, invoicing and payment, and service and maintenance (including but not limited to Sections 3.7, 3.10, 3.11 of the Product Terms and Sections 1-3 and 6 of the Singapore Addendum to Alibaba Cloud Product Terms) shall not apply to you. Instead, the terms of your existing agreement or purchase order with your reseller or distributor shall govern such areas. 1.6 If you are an Alibaba Cloud authorized reseller or distributor, then Alibaba agrees that pursuant to Section 3.11 of the Product Terms, if your end customers should experience an usage issue with Alibaba Cloud Products that they have purchased for a fee, and such usage issue is finally determined to be solely caused by Alibaba Cloud, then Alibaba Cloud will assume responsibility for such end customer usage issue by providing you with the Service Guarantees as provided in the SLAs (as defined in Section 3.11). 2. Contracting Entity and Account 2.1 The Alibaba Cloud entity that you are contracting with in connection with your purchase or subscription of the Products is: a) Alibaba Cloud (Singapore) Private Limited if you are a resident in or have indicated, at the time of registration of your Account (as defined in the Alibaba Cloud Membership Agreement), that your billing address is an address in any jurisdiction outside of the United States of America, Europe, India, or Malaysia; b) Alibaba Cloud US LLC if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address in the United States of America; c) Alibaba.com (Europe) Limited if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address within Europe; d) Alibaba Cloud (India) LLP if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address within India. e) Alibaba Cloud (Malaysia) Sdn. Bhd. if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address within Malaysia. 2.1 Some Products or services of the Alibaba Cloud Platform may be offered or provided by Alibaba Cloud’s affiliates on behalf of Alibaba Cloud. 2.2 Some products, services, promotions, campaigns, service level agreements, guarantees, and/or other forms of offerings may only apply to customers in particular locations (including as may be described in the regional pages of the Alibaba Cloud Platform (the “Regional Offerings”). These Regional Offerings may be offered or provided by entities other than Alibaba Cloud. These Regional Offerings and the terms related thereto may not apply to you and/or the main Alibaba Cloud Platform. Unless otherwise specified, these Regional Offerings are not offered or provided by Alibaba Cloud and Alibaba Cloud is not liable for any matters related to the Regional Offerings. Likewise, the Products, services, promotions, campaigns, service level agreements, guarantees, and/or other forms of offerings of the Alibaba Cloud Platform (the “Alibaba Cloud Offerings”) may not apply to customers eligible for Regional Offerings and the offering entities of the Regional Offerings shall not be liable for these offerings unless otherwise specified. You are responsible for reviewing the terms and conditions for each Regional Offering and Alibaba Cloud Offering carefully before agreeing to participate, purchase, or use any of the Regional Offerings or Alibaba Cloud Offerings as the terms and conditions for each offering may differ. You agree that you shall be bound by our determination as to whether a particular product, service, promotion, campaign, service level agreement, guarantee, and/or other forms of offering constitutes a Regional Offering and/or an Alibaba Cloud Offering and the relevant terms applicable thereto. If you do not agree to the applicable terms and conditions, you shall cease your participation in, use, or purchase of the relevant offerings. 2.3 You must register as a member of the Alibaba Cloud Platform in order to purchase and/or use the Products. The registration and use of your account with the Alibaba Cloud Platform is governed by the terms of the Alibaba Cloud Membership Agreement. You shall ensure that any and all information you provide to Alibaba Cloud through the Alibaba Cloud Platform is true, accurate, correct, complete, and not deceptive, fraudulent or misleading. 3. General Product Terms The following General Product Terms are applicable to the purchase and/or use of all Products offered on the Alibaba Cloud Platform: 3.1 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. Alibaba Cloud 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. 3.2 You must comply with the relevant technical documentation applicable to the Products as posted and updated by Alibaba Cloud from time to time at the Alibaba Cloud Platform. You further agree, as a continuing condition for your use of the Product, to abide by all licence 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 Alibaba Cloud Platform. 3.3 Alibaba Cloud 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. Alibaba Cloud 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. 3.4 Alibaba Cloud 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. 3.5 You agree, upon Alibaba Cloud’s request, to cooperate with Alibaba Cloud to identify and resolve any problems with the Products that Alibaba Cloud reasonably believes to be attributable to you. 3.6 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 Alibaba Cloud 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, Alibaba Cloud 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 Alibaba Cloud Platform, suspending or terminating your Account, etc. Notwithstanding any of the foregoing provisions, Alibaba Cloud shall have the right to directly remove any content on the Alibaba Cloud Platform that may be unlawful or may disrupt, threaten, or damage the operation and functioning of the Alibaba Cloud Platform or other users of the Alibaba Cloud Platform. 3.7 Some Products require the processing of personal data of your customers or employees. You agree that it is solely your responsibility to establish a legal basis for the processing of such data under local law, including providing adequate privacy notices and obtaining any required consents to customers or employees. You represent and warrant to Alibaba Cloud that you have a legal basis for processing this data, including obtaining any required notices and consents, under local law. You also represent that you will comply with any data protection laws and regulations, including but not limited to obtaining consents and rules relating to the cross-border transfer of personal data, which may be applicable in connection with your use of these Products. 3.8 Alibaba Cloud may from time to time offer special terms or pricing programs for the Products (the “Special Programs”). Alibaba Cloud shall have the right to stop accepting any application for any Special Programs or discontinue the offering of any Special Programs without notifying you. You must agree to any terms and conditions for the Special Programs if you choose to participate in such. 3.9 Alibaba Cloud shall have the right to apply any upgrades or engage in any service maintenances any time as deemed necessary. Alibaba Cloud will use commercially reasonable endeavors to notify you in advance of any scheduled maintenance of the Alibaba Cloud Platform or the Products and you shall comply with any maintenance requirements for the Products that we notify you about. 3.10 Alibaba Cloud 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 Alibaba Cloud). Alibaba Cloud may by written notice to you (which may be posted on the Alibaba Cloud Platform) require such novation of the Terms or any part thereof, and you hereby irrevocably agree and consent to any such novation, whereupon Alibaba Cloud 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. 3.11 Certain products may have specific payment terms. Please refer to the Alibaba Cloud Payment and Tax Terms provided on the Alibaba Cloud Platform for specific payment terms for the products that you purchased. 3.12 The service guarantees and any related performance commitments (the “Service Guarantees”) as provided in the Alibaba Cloud International Website Service Level Agreements (the “SLAs”) only apply to your purchase and use of the Products for a fee, and shall not apply to any free Products or trial Products provided by us. Such Service Guarantees are your sole and exclusive remedy with respect to the applicable Products that you purchase for a fee. 3.13 Prior to August 31, 2018 (the “Initial Operations Period”), the Service Guarantees set out in any SLAs shall not apply to the purchase or use of resources provided by the Dubai, United Arab Emirates data center. During the Initial Operations Period, Alibaba Cloud shall use commercially reasonable efforts to provide the Products on an “as is” basis without Service Guarantees. 4. General Provisions 4.1 These Product Terms and the Terms (as defined in the Alibaba Cloud Membership Agreement) constitute the entire agreement between you and Alibaba Cloud with respect to and governs the use of the Alibaba Cloud Services, superseding any prior written or oral agreements in relation to the same subject matter herein. 4.2 You and Alibaba Cloud 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 Alibaba Cloud 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 Alibaba Cloud 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 Alibaba Cloud Services, under no circumstances shall Alibaba Cloud be held liable for any delay or failure or disruption of the content or services delivered through the Alibaba Cloud Platform (including the Alibaba Cloud 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 Singapore without regard to its conflict of law provisions. The parties to the Terms hereby submit to the exclusive jurisdiction of the courts of Singapore.
Singapore Addendum to Alibaba Cloud Product Terms These terms are applicable to users contracting with Alibaba Cloud (Singapore) Private Limited for Alibaba Cloud ECS, Alibaba Cloud VPC, Server Load Balancer, CDN Products (the “Designated Products”) only; they do not apply to users contracting with Alibaba Cloud US LLC, Alibaba.com (Europe) Limited, Alibaba Cloud (India) LLP, or Alibaba Cloud (Malaysia) Sdn. Bhd. In addition to the Product Terms above, the following additional terms are applicable only in respect of the Designated Products to any customer: (a) who purchases and/or uses the Designated Products; and (b) who is contracting with Alibaba Cloud (Singapore) Private Limited for such Designated Products. Notwithstanding anything else in these Product Terms, if there is any conflict or inconsistency between the following additional terms and any terms in the Product Terms, the following additional terms shall prevail only to the extent of the conflict or inconsistency. For the avoidance of doubt, the following additional terms are not applicable to all other Products which are not Designated Products. The general terms and conditions in the Product Terms shall apply to such other Products. In relation to Designated Products only, Alibaba Cloud will provide reasonable advance notice before any suspension or termination of any Designated Products (or any features or functions within such Designated Products) referenced in Clause 3.3 of these Product Terms or in Clause 2.3 of the Alibaba Cloud International Website Terms of Use. The fees for Designated Products shall be specified on the Alibaba Cloud Platform (the specific URL for such fees of which may be updated from time to time). In relation to the Designated Products only, changes to fees and charges for Designated Products referenced in Clause 6.3 of the Alibaba Cloud Membership Agreement will take effect upon reasonable advance notice provided to you in a manner at the sole discretion of Alibaba Cloud. In relation to complaints or disputes regarding our fees for the Designated Products: a. in the event of a dispute, you shall not be required to pay any reasonably disputed amounts pending the resolution of the dispute, provided that you inform us of any disputed charge prior to the date on which the payment becomes due; b. where you pay a bill and subsequently choose to contest the bill, you will have 1 year (starting from the date of the bill) to do so; and c. we will conduct a complete and objective review of your complaint, and will provide a written response, within 30 days of receiving notification that you are contesting a charge. Notwithstanding Clause 5.8 of these Product Terms, if you and Alibaba Cloud are unable to resolve any dispute relating to the Designated Products, the parties may (a) refer the matter to the Small Claims Tribunal, if the matter is within that body’s jurisdiction; (b) jointly submit the dispute to arbitration; or (c) submit the dispute to any court of competent jurisdiction. In relation to the Designated Products only, in respect of the matters referenced in Clause 6.2 of the Alibaba Cloud Membership Agreement and notwithstanding any terms applicable to any termination or suspension of the Designated Services in the Alibaba Cloud Payment and Tax Terms, without prejudice to its rights and remedies at law or equity, Alibaba Cloud may suspend or terminate the Designated Products registered with your Account on the Alibaba Cloud Platform, or limit or restrict your rights to your Account, by giving written notice (of any proposed termination or suspension of the Designated Products under the Alibaba Cloud Membership Agreement, the basis for such action and the means by which you can avoid such termination or suspension) of not less than 30 days if, in the sole opinion of Alibaba Cloud, you or your End Users (as defined in the Alibaba Cloud Membership Agreement) have engaged in any of the following: i. breached any of the Terms and such breach is incapable of being remedied; ii. breached any of the Terms and where such breach is capable of being remedied, failed to remedy such breach within 30 days of receiving written notice of such breach from Alibaba Cloud; iii. used the Designated Products in a way that poses a security risk to the Alibaba Cloud Platform or any third party; iv. used the Designated Products in a way that subjects, or will subject, Alibaba Cloud or its affiliates to liability; or v. become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceedings. Notwithstanding anything in the Alibaba Cloud Membership Agreement (including the Alibaba Cloud Payment and Tax Terms), Alibaba Cloud and/or any of its affiliates shall have the right to not offer any of the Designated Products to you on a prepaid payment basis. In respect of any business subscriber of the Designated Products which registers for an Account (as defined in the Membership Agreement): a) you consent to the collection, use and disclosure of Subscriber Information (as hereinafter defined) by Alibaba Cloud and its affiliates for the purposes set forth in the Privacy Policy, in to the matters set forth in Sections A, B and C thereof, and notwithstanding that any such Subscriber Information may not constitute personal data. You may withdraw your consent to our collection, use and disclosure of your Subscriber Information via the procedures outlined in Section F of the Privacy Policy; b) you consent to your Subscriber Information being collected, used and disclosed by any third party in connection with any assignment, novation, sale or acquisition of any business, assets or shareholdings of Alibaba Cloud as well as for the purposes of developing and marketing any goods or services; and c) for the purposes of this addendum, Subscriber Information shall mean all information that we obtain as a result of your use of the Designated Products or as comprised within any Information as defined in the Privacy Policy.
Europe Addendum to Alibaba Cloud Product Terms of Service Terms applicable to users contracting with Alibaba.com (Europe) Limited only; they do not apply to users contracting with Alibaba Cloud (Singapore) Private Limited, Alibaba Cloud US LLC, Alibaba Cloud (India) LLP, or Alibaba Cloud (Malaysia) Sdn. Bhd. In addition to, or in place of, the relevant terms of the Product Terms of Service above, the following additional terms (the “Addendum”) are applicable in respect of any customer: (a) who purchases and/or uses any products or services offered or made available through the Alibaba Cloud Platform; and (b) who is contracting with Alibaba.com (Europe) Limited for such products or services. The Addendum forms part of the Product Terms of Service above and any definitions used in the Product Terms of Service shall have the same meaning in this Addendum. Notwithstanding anything else in the Product Terms of Service, if there is any conflict or inconsistency between this Addendum and any terms in the Product Terms of Service, this Addendum shall prevail only to the extent of the conflict or inconsistency. For the purposes of Clause 2.1, the applicable Alibaba Cloud contracting entity is Alibaba.com (Europe) Limited, a company registered in England with company number 06721521 and with its registered office at 8th floor, Millbank Tower, 21-24 Millbank, London SW1P 4QP, United Kingdom. Any reference to Alibaba Cloud in these Product Terms shall be a reference to Alibaba.com (Europe) Limited. For the purposes of these Product Terms, notices for Alibaba Cloud shall be sent to the address set out in this Addendum. Nothing in these Product Terms shall be construed as excluding or limiting the liability of you or Alibaba Cloud or any of our respective officers, employees and agents for any liability which cannot be limited or excluded by law. The reference in Clause 5.6 of these Product Terms to the Contracts (Rights of Third Parties) Act (Cap. 53 B) (Rev Ed 2002) shall be replaced by the English Contracts (Rights of Third Parties) Act 1999. Clause 5.8 shall be replaced by the following: These Product Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales. Each party to these Product Terms irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Product Terms or their subject matter or formation (including non-contractual disputes or claims).
Australia Addendum to Alibaba Cloud Product Terms of Service Terms applicable to users located in Australia and contracting with Alibaba Cloud (Singapore) Private Limited only; they do not apply to users contracting with Alibaba Cloud US LLC, Alibaba.com (Europe) Limited, Alibaba Cloud (India) LLP, or Alibaba Cloud (Malaysia) Sdn. Bhd., or to users located outside of Australia contracting with Alibaba Cloud (Singapore) Private Limited. In addition to, or in place of, the relevant terms of the Product Terms of Service above, the following additional terms (the “Addendum”) are applicable in respect of any customer: (a) who purchases and/or uses any products or services offered or made available through the Alibaba Cloud Platform from Australia; and (b) who is contracting with Alibaba Cloud (Singapore) Private Limited for such products or services. The Addendum forms part of the Product Terms of Service above and any definitions used in the Product Terms of Service shall have the same meaning in this Addendum. Notwithstanding anything else in the Product Terms of Service, if there is any conflict or inconsistency between this Addendum and any terms in the Product Terms of Service, this Addendum shall prevail only to the extent of the conflict or inconsistency. Nothing in these Product Terms shall be construed as excluding or limiting the liability of you or Alibaba Cloud or any of our respective officers, employees and agents for any liability which cannot be limited or excluded by law including under Schedule 2 of the Competition and Consumer Act 2010 (Cth) (Australian Consumer Law). Where this agreement is deemed a small business contract for the purposes of the unfair contract terms under the Australian Consumer Law, Clause 5.8 shall be replaced by the following: These Product Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of New South Wales and Australia. Each party to these Product Terms agrees that the courts of New South Wales shall have non-exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Product Terms or their subject matter or formation (including non-contractual disputes or claims).