Thank you for choosing Kingsoft Office Cloud Service. This Kingsoft Office Cloud Service User Agreement (“Agreement”) is made and entered into by you (“User”, “you”, “your”) and Kingsoft Office Software Corporation Limited (“Kingsoft Office”, “us”, “our” ) in regard to your use of the Kingsoft Office Cloud Service (“Service”) as such service is described below and updated by us from time to time. By using, visiting, browsing, or subscribing to the Service, you accept and agree to this Agreement. If you do not agree to this Agreement, you are thereby not authorized to use this Service in part or in whole.
"Kingsoft Office Cloud Service"/"Service" means the WPS Cloud Service and Online Template Services, which are provided by us via https://www.wps.com or such other URL as we may specify. You acknowledge and agree that Kingsoft Office may, occasionally and without prior notification, change what is included in this Service and/or the manner in which this Service is provided.
"You"/"User"/ “Subscriber” means the user of this Service.
II. Changes to this Agreement
III. Service Fees
Some service items in this Service are provided on a pay-for/subscription basis. If you choose to use any paid or subscription services, you must abide by any related agreements or business rules published by Kingsoft Office regarding paid service on the website (https://www.wps.com). You are solely responsible for your costs of accessing the Service via the Internet (including your computers, software, hardware and telecommunication costs).
Kingsoft Office may change and adjust pricing and payment methods for paid services when actual conditions make it necessary to do so, and may also begin to charge fees for previously free services. In the event of such changes, adjustments or introduction of fees, Kingsoft Office shall post a notice or announcement on the website of the affected service or services. If you do not agree to any of the above-mentioned changes, adjustments or new fees, you should discontinue the use of this Service.
IV. Communication Preferences
V. Initiation, Suspension, Termination and Transfer of this Service
The initiation of this Service
1.1. This Service allows you to login with your Kingsoft Office WPS account (which means the account registered by the user on https://account.wps.com) or a partner account. After you have given your consent to all stipulations in this Agreement and related agreements or business rules (if any) as specified by Kingsoft Office, you may use your Kingsoft Office WPS account or a partner account recognized by Kingsoft Office (You shall strictly abide by all partner requirements when registering a partner account. Visit https://www.wps.com for the partners accredited by Kingsoft Office) to access this Service and obtain your Kingsoft Office Cloud Service account (Your Kingsoft Office WPS account or partner account used for accessing this Service shall also be your Kingsoft Office Cloud Service account), and become a legitimate user of this Service. If you access this Service with more than one of your Kingsoft Office WPS accounts or partner accounts recognized by Kingsoft Office, in actuality you have obtained more than one Kingsoft Office Cloud Service account. These accounts will be separate from one another and no transference of information between them is possible. If you add funds to one of these accounts or pay for any Service fee for a single account for which said Service is then enabled, your other account(s) will be unable to use any of the funds in this account or make use of the paid service enabled under this account.
1.2. Any use of a partner account is subject to such partner and you being responsible for ensuring the validity, accuracy, security and availability of the partner account, and Kingsoft Office shall not be liable for any failure to log into and use this Service through the partner account, for any unauthorized use of the partner account ID, the password or any of your data or other information. Kingsoft Office shall not be responsible for safeguarding partner account information as used by the user for accessing this Service and shall not provide any password recovery service. If you lose your account ID or password, or if your partner account is lost or stolen, you may attempt to recover your account information through the assistance services designated by the partner. Kingsoft Office shall not be in any way liable for your inability to use any paid function of this Service due to your loss of the partner account ID or password. If the partner providing the account you use to access this Service is no longer authorized by Kingsoft Office, Kingsoft Office will make all reasonable efforts to notify you in advance of such a situation and to provide you with guidance as to how to migrate this Service to your other existing Kingsoft Office WPS Accounts or any of your other partner accounts (if any), or re-open a Kingsoft Office WPS Account for you. Failure to migrate your partner account may result in a cancellation of your account(s) by Kingsoft Office and Kingsoft Office shall not be obligated to refund any Service fees (if any) which you have paid to Kingsoft Office for obtaining any paid Services.
The suspension of this Service
2.1. Kingsoft Office may conduct scheduled or non-scheduled maintenance, including but not limited to maintenance of the website https://www. wps.com from time to time. You understand that this may cause disruption of this Service. Kingsoft Office will make all reasonable efforts to notify you in advance of such maintenance work, and make every effort to avoid disruption of Service or reduce downtime to a minimum. Kingsoft shall not be liable for any inconvenience or losses resulting from such scheduled or unscheduled maintenance work.
2.2. Kingsoft Office may suspend or discontinue the Service under this Agreement and shall not be liable to you or any third party in any manner for any liability, damages, inconvenience or otherwise resulting from such circumstances:
2.2.1. In case of regular inspection, installation, software or hardware updates;
2.2.2. Server damage or failure;
2.2.3. Accidental failure of software or hardware (including any electronic devices);
2.2.4. Network provider communication malfunction or other failure;
2.2.5. Protection of national security or safety of any third party in the event of emergency circumstances;
2.2.6. Force Majeure (defined below) and any other cause from a third party;
2.2.7. if Kingsoft Office suspects that any user behavior (including yours) may violate the law or endanger the legitimate interests of a third party, or result in any liability of Kingsoft Office; or Kingsoft Office has received any complaint of infringement of intellectual property rights from a third party.
The termination of this Service
3.1. The user may contact the Customer service for canceling this Service (with the timeline for such cancellations taking effect as set forth in the applicable documentation set forth in the website) as set forth in Section XIV of this Agreement. Once this Service is successfully canceled, all of your data related to this Service will be automatically and immediately deleted. Kingsoft Office strongly recommends that you back up all of your data before canceling service. Kingsoft Office reserves the right to refuse to provide you with any data recovery service after you have canceled this Service.
3.2 We may terminate or restrict your use of our Service, without compensation or notice if you are, or if we suspect that you are (i) in violation of any portion of this Agreement or (ii) engaged in illegal or improper use of the Service. If this Service is canceled by Kingsoft Office due to the foregoing, all your data relating to this Service shall be deleted and Kingsoft Office shall reserve the right to refuse to provide you with any data recovery service.
3.3. In addition to the above-mentioned circumstances, the user agrees that Kingsoft Office may suspend or terminate this Service in part or in whole by providing an advance notification of at least thirty (30) days via the website (https://www.wps.com). User acknowledges and agrees that Kingsoft Office shall not be liable for any direct, indirect, consequential or other damages that result from Kingsoft Office’s exercise of the foregoing and the user hereby expressly waives any claim against Kingsoft Office for any responsibility due to any loss resulting from such suspension or termination of this Service.
3.4. If Kingsoft Office charges fees for this Service, Kingsoft Office will refund any remaining Service fees denominated in local currency to the user or by using any other method as agreed to by the user and Kingsoft Office for any pre-paid Services purchased but not used by the user after any such paid Services are terminated (only applicable to circumstances where Kingsoft Office has decided to discontinue providing such paid Services). Kingsoft Office shall allow 30 business days for the user to apply for a refund of any remaining Service fees for paid Services purchased but yet to be used. The user recognizes the validity of the above-mentioned deadline and will conduct refunding procedures according to any specific policies as published by Kingsoft Office before the deadline for refunds expires. If the user fails to deliver the application for a refund to the address specified by Kingsoft Office in accordance with any specific refund policies issued by Kingsoft Office before the deadline for such an application expires, it will be understood that the user has given up its right to a refund and that Kingsoft Office is entitled to refuse handling any further applications for a refund of any remaining fees for any paid Services purchased but yet to be used by the user. The refund policy mentioned in this clause shall be applicable only to any paid Services already purchased but yet to be used by the user. If any paid Service is terminated for any other reason (including but not limited to voluntary canceling service by the user as described in Article 3.1 of this section, or cancellation of this Service in part or in whole by Kingsoft Office due to the user's violation of relevant regulations issued by Kingsoft Office as described in Article 3.2), Kingsoft Office is not obligated to refund any Service fee to the user. EXCEPT AS EXPRESSLY SET FORTH ABOVE PAYMENTS ARE NONREFUNDABLE AND THERE ARE NO REFUNDS OR CREDITS FOR PARTIALLY USED PERIODS.
The transfer of this Service
This Service is to be used by you only and you may not transfer, re-license or sub-license this Service or this Agreement to any third party in any manner.
The user acknowledges that when providing this Service to the user, Kingsoft Office may display advertisements or promotional offers for any products/services of Kingsoft Office itself or of a third party.
Kingsoft Office may change the method, mode or scale of displaying such advertisements and promotional offers in this Service without giving prior special notification to the user.
The content provided by Kingsoft Office and other third parties is protected by intellectual property laws. The user may not modify, lease, rent, sell or distribute any such content (in part or in whole) or create any derivative work based on such content unless expressly authorized to do so.
Kingsoft Office is not responsible for any transactions between you and any advertiser or content provider accessed through the Service.
During the use of this Service you may need to download software, for which Kingsoft Office shall grant you a personal, non-transferable and non-exclusive license. You are allowed to use such software solely for the purpose of accessing or using this Service. Use of the software may be conditioned upon your agreement to additional terms and conditions. Except as expressly specified in this Agreement, you may not: (a) copy (except in the course of loading or installing) or modify the software; (b) transfer, sublicense, lease, lend, rent or otherwise distribute the software to any third party; or (c) make the functionality of the software available to multiple users through any means, including but not limited to by uploading the software to a network or file-sharing service or through any hosting, application services provider, service bureau, software-as-a-service (SaaS) or any other type of services. You acknowledge and agree that portions of the software, including but not limited to the source code and the specific design and structure of individual modules or programs, constitute or contain trade secrets of Kingsoft Office and its licensors. Accordingly, you agree not to disassemble, decompile or reverse engineer the software, in whole or in part, or permit or authorize a third party to do so, except to the extent such activities are expressly permitted by law notwithstanding this prohibition.
Kingsoft Office may update the software from time to time. You are responsible for updating any downloaded Kingsoft Office software or related software to the latest versions. THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND. KINGSOFT OFFICE DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, AND ANY WARRANTIES AND CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM KINGSOFT OFFICE OR ELSEWHERE WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THIS AGREEMENT.
Besides using this Service via software, the user may also make use of this Service through Kingsoft Office websites (hereinafter referred to as the "Service Website").
When using this Service via the Service Website, the user may not: use the Service Website or this Service for anything which may have a negative impact on proper operation of the Internet or the mobile network; use the Service Website or this Service to upload, display, copy, release, distribute or transfer in any other manner any illegal or immoral content.
The material in this site could include technical inaccuracies or typographical errors. Certain information provided is subject to change. Neither Kingsoft Office nor any of its providers guarantee the accuracy, correctness, completeness, or timeliness of the services, programs, data, or other information furnished via the Service Website. KINGSOFT OFFICE MAKES ANY NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SERVICES, SERVICE WEBSITE OR RESULTS TO BE ATTAINED FROM THE USE OF THE SERVICES AND DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, OR NON-INFRINGEMENT. USE OF THE SERVICE WEBSITE AND THE SERVICES ARE AT YOUR SOLE RISK AND THE SERVICES AND SERVICE WEBSITE AND ALL PORTIONS THEREOF ARE PROVIDED “AS IS”, WHERE IS, AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORTS IS WITH YOU. WE SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES OF FITNESS FOR PARTICULAR PURPOSE, MERCHANTABILITY, QUALITY, ACCURACY OR TITLE. FURTHERMORE, THERE IS NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE WEB SITE OR AGAINST INFRINGEMENT. We also do not guarantee uninterrupted or secure access to the Service Website, that defects will be corrected, or that the ServiceWebsite or the servers that make it available are free of viruses or other harmful components.
X. Content; DMCA
The user (rather than Kingsoft Office) is solely responsible for any content uploaded, released, stored or shared by the user via this Service. Kingsoft Office does not guarantee the correctness, legitimacy, security, integrity, or quality of such content.
Kingsoft Office is not required to monitor any user’s content however if Kingsoft Office believes that any user's use of this Service is in violation of any law or is notified by a third party that the user has infringed upon its legal interests during the use of this Service, or the user engages in any action that is included in but not limited to the following actions under this article, Kingsoft Office reserves the right to suspend or terminate the user's right to use this Service in part or in whole, even in the event that the legal agency having jurisdiction may determine such content did not violate the law or infringe on any legal interest of the third party.
Any content uploaded, released, stored or shared by the user via this Service must not:
Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age
Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any third-party
Infringe the legal rights (including the right of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws
Promote any illegal activity, or advocate, promote or assist any unlawful act
Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person
Impersonate any person, or misrepresent your identity or affiliation with any person or organization
Be likely to deceive or give the impression that they emanate from or are endorsed by us, or any other person or entity
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement where appropriate. If you believe any materials accessible on or from the Services infringe your copyright, you may request removal of those materials (or access thereto) from the Services by submitting written notification to our Copyright Agent (designated below). In accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512)(“DMCA”).
Our designated Copyright Agent to receive DMCA Notices is:
Kingsoft Office Software Corporation Limited
[ 3000 El Camino Real, Suite 200, Palo Alto, CA 94306]
Attn: Legal Department
Please be aware that if you knowingly misrepresent that material or activity on the Services is infringing your copyright, you may be held liable for damages (including costs and legal fees).
XI. Disclaimers; Indemnification; Force Majeure
THE MATERIALS, INFORMATION, AND SERVICES PROVIDED AS PART OF THE SERVICE (INCLUDING THE SERVICE WEBSITE) ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THERE IS NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF ANY MATERIALS, INFORMATION, OR SERVICES OR AGAINST INFRINGEMENT.
NEITHER WE NOR ANY OF OUR OFFICERS, DIRECTORS, EMPLOYEES OR AFFILIATES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY AND/OR INCIDENTAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR ATTORNEYS' FEES OR DISBURSEMENTS) IN ANY WAY DUE TO, RESULTING FROM OR ARISING IN CONNECTION WITH YOUR ACCESS TO, INABILITY TO ACCESS, OR USE OF THE SERVICE, OR FROM YOUR RELIANCE ON ANY INFORMATION PROVIDED AS PART OF THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND ANY OTHER TORT. IN THE EVENT THE FOREGOING LIMITATION OF LIABILITY SET FORTH HEREIN SHALL BE FOR ANY REASON HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT OUR AGGREGATE LIABILITY (INCLUDING THE LIABLITY OF ALL OF OUR AFFILIATES) SHALL NOT EXCEED FIVE HUNDRED DOLLARS ($500).
NEITHER WE NOR ANY OF OUR AFFILIATES TAKES ANY RESPONSIBILITY OR ASSUMES ANY LIABILITY FOR ANY CONTENT UPLOADED OR OTHERWISE TRANSMITTED BY YOU OR ANY THIRD PARTY, OR FOR ANY MISTAKES, DEFAMATION, SLANDER, LIBEL, OMISSIONS, FALSEHOODS, OBSCENITY, PORNOGRAPHY, INDECENCY, LEWDNESS, HARASSMENT, THREATS, ABUSE, OR PROFANITY YOU MAY ENCOUNTER IN USING THE SERVICE. YOU AGREE TO HOLD HARMLESS BOTH US AND OUR AFFILIATES AND PARTIES WITH WHOM WE HAVE CONTRACTED FOR PURPOSES OF HOSTING OR MAINTAINING THIS SITE FROM ALL CLAIMS BASED UPON COMMUNICATIONS OR MATERIALS MADE AVAILABLE BY YOU OR TO YOU IN CONNECTION WITH THE SERVICE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
NOTHING IN THIS AGREEMENT SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU.If any provision of this Agreement shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall remain in full force and effect.
You may not resell or transfer this Service in any manner, or lease or rent this Service to anyone else. Any use beyond the scope of the above authorization will be considered illegitimate and illegal, and Kingsoft Office reserves the right to pursue any such illegitimate user for legal liabilities, including but not limited to civil liabilities, administrative liabilities and criminal liabilities.
Indemnification.Upon a request by us, you agree to defend, indemnify, and hold harmless us and our affiliates, and our and our affiliates' employees, contractors, officers, and directors, from all liabilities, claims, and expenses, including attorney's fees and disbursements, that arise from your use or misuse of the Service or the Service Website. 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.
No third party beneficiaries. This Agreement is entered into for the benefit of you and Kingsoft Office. Excepting cases where rights of succession or transfer are permitted and excluding any provisions for the benefit of our affiliates, this Agreement shall not be entered into for the benefit of any third party.
FORCE MAJEURE.Kingsoft Office shall not be liable for any failure or delay in providing any Services hereunder if such failure or delay is due to an act of God, fire, casualty, flood, war, terrorism, strike, lockout, labor trouble, failure of public utilities, facility shutdown, injunction, epidemic, riot, insurrection or any other circumstances beyond the reasonable control of Kingsoft Office which prevents or delays performance by Kingsoft Office under this Agreement.
All notices to the user will be delivered via email, online post or through website (https://www.wps.com) announcement. User shall be notified of other important matters in the same manner.
Notifications will be considered to have been duly given to intended recipients on the date sent or announced. Kingsoft Office shall not be liable for any special reason leading to the failure of the email address you provide to receive notices sent by Kingsoft Office (including but not limited to invalid email addresses provided by the user, user-enabled email filters or blocks, etc.).
This Agreement will be governed by the internal substantive laws of the State of California without regard to its conflicts of laws provisions. The United Nations Convention on Contracts of International Sales of Goods also does not apply to this Agreement. The English version is the official version of this Agreement, and other language versions (if any) of this Agreement are just for your reference. Should there be any discrepancy between English version and version of any other language, the English version shall prevail. You may not transfer this Agreement or your rights under this Agreement without the prior written consent of Kingsoft Office, and any such practices or attempts without the prior written consent of Kingsoft Office shall be invalid. Except as otherwise provided in this Agreement, the exercise by any party of its remedies under this Agreement shall not prejudice any other remedies which may be available pursuant to this Agreement or otherwise. If any provision of this Agreement is held to be unenforceable or invalid, it will be executed to the fullest extent possible, whilst the other provisions shall continue in effect. This Agreement constitutes the entire and exclusive understanding and Agreement between the parties with respect to the subject matter hereof and supersedes all prior proposals, understandings or communications relating to this subject either in oral or written form, unless you and Kingsoft Office have signed a separate Agreement.
The user may contact Kingsoft Office regarding any comments or suggestions relating to any part of this Service or this Agreement.
Visit https://www.wps.com for information on contacting Customer service.
You and we agree that any dispute, claim or controversy arising out of or relating in any way to the Service or this Agreement, shall be determined by binding arbitration or in small claims court. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. You agree that, by agreeing to this Agreement, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and we are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement and the termination of your subscription.
The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by this Agreement, and will be administered by the AAA. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration agreement.
YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.