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Welcome to use the products and services of SimWorks! The terms and conditions set forth herein apply to the series products of SimWorks you are using. To use the products and services of SimWorks (hereinafter referred to as "SimWorks Products" or "the Products"), you shall carefully read and comply with the SimWorks Software Licensing Agreement (hereinafter referred to as "this Agreement").
This Agreement is a software licensing agreement signed between you and Shandong SimWorks Software Technology Co., Ltd. (hereinafter referred to as "SimWorks"). Please carefully read and fully understand the content of each clause, especially the clauses that exempt or limit SimWorks' liability, restrict your user rights, agree on dispute resolution methods and judicial jurisdiction, as well as separate agreements for activating or using a certain service. The terms that limit or exempt SimWorks from liability, or other terms that involve your significant rights and interests, may be highlighted in bold or in any other form to attract your attention. Unless you have read and accepted all the terms hereof, you are not authorized to use SimWorks Products and related services. Your downloading, installation, login, use, viewing and other actions shall be deemed as your reading and agreement to the constraints hereof.
With the development of society, the terms listed herein cannot fully set forth and cover all your and our rights and obligations, and existing provisions hereof cannot guarantee full compliance with future development needs. Therefore, this Agreement may be supplemented by supplementary agreements and other agreements in the future. If you use the licensed software, it will be deemed that you agree to the above-mentioned agreements. If we modify this Agreement or any of its supplementary agreements, and if you continue to use SimWorks Products after the terms hereof are modified and published, it shall be deemed that you have accepted this Agreement updated.
(1) In the product service period.
(2) Subject to this Clause and all payment obligations.
(3) Within your license of using the product in the fixed term (including the allowed quantity, product service type, region, and other specific attributes of the type and level you select when subscribing to the product).
(1) copy, modify, adapt, translate, transplant all or any part of any product, or create derivative works based on it (although there are contrary prohibitions in the contract, except as expressly permitted by the applicable laws).
(2) sublicense, transfer, distribute, transmit, sell, lease, rent, lend or otherwise provide all or any part or function of any product to any third party (whether through service providers or otherwise).
Any software provided or delivered to you by SimWorks (including any updates or upgrades) is licensed for a limited period of use and shall not be sold. In the product service period, you may make an archived copy of the software you order solely for backup and archiving purposes.
You shall be responsible for anyone (including your authorized users) who obtains, accesses or uses the Products through you or your account, and you shall be responsible for ensuring that they comply with this Clause as if they were you. In some cases, your authorized users may need to set up a personal account or agree to applicable terms to access, visit, or use the Products, but you shall be still responsible for this. You also agree to ensure the security of your user ID or password and not share it with others (except authorized account administrators).
Subject to compliance with this Clause, SimWorks will provide you with the Products through your account or other electronic means in the product service period. SimWorks shall be not responsible for any loss or any other liability suffered by you or others due to sending your account information to the wrong address. Some Products may cause your computer or other devices to automatically connect to the Internet (intermittent or regular networking). For example, in order to verify the reasonable use of your use license of fixed term, provide you with access to services (including third-party services), or download and install updates or upgrades, all relevant networking operations will not be notified to you separately. You and your authorized users agree to such connections and agree to our verification of your use license of fixed term, as well as automatic downloading and installation of updates and upgrades. You may not be able to adjust the update or upgrade settings for certain Products, including those that require automatic updates or upgrades to ensure their operation or safety.
SimWorks may provide or deliver software updates or upgrades when you are using the Products. You will immediately install any mandatory update.
Regarding the Products, you can access standard application programming interfaces, software development toolkits, tools, libraries, scripts, sample source codes and similar developer materials (collectively referred to as "APIs"). Unless otherwise specified in the applicable special terms (including documents), you can only use the APIs in the following situations:
(1) for the Products that you have a use license of fixed term to use and offer APIs.
(2) in the product service period.
(3) APIs special terms (including documents), as well as applications, services, modules, or components for developing and solely for your internal business.
(1) We shall own the copyright, trade secrets and other related intellectual property rights of the licensed software, including various archival materials related to the licensed software.
(2) The relevant identification of licensed software shall be the intellectual property right of us and our affiliate, and shall be protected by the applicable laws and regulations. Without our explicit authorization, you are not allowed to copy, imitate, use or publish the above identification, nor to modify or delete any identification or identity information that reflects us and our affiliates in the application product.
(3) Without the prior written consent of us and our affiliates, you are not allowed to independently implement, utilize, transfer, or license any third party to implement, utilize, or transfer the aforementioned intellectual property rights for any profit or non-profit purposes.
It is very important for us to protect your personal information. We have formulated the Privacy Policy, which stipulates the important disclosures regarding the ownership and protection of intellectual property rights, as well as the collection, use, sharing, storage, and protection of your information that are closely related to your interests. We suggest that you read the Privacy Policy in its entirety to help you better protect your personal information.
When using third-party products or services on the SimWorks platform, in addition to this Agreement, you shall also comply with the third-party user agreement. SimWorks and third parties shall bear their respective responsibilities for possible disputes within the scope of legal provisions and agreements.
When users use this software or request SimWorks to provide specific services, this software may use third-party systems or support the user's use or access through third-party support, and the results of use or access are provided by the third party. SimWorks does not warrant the security, accuracy, validity, or other uncertain risks of providing services and content through third parties. Any dispute or damage arising therefrom is not related to SimWorks and SimWorks shall not assume any responsibility.
You understand and agree that SimWorks has the right to decide to use this software for commercial purposes, including but not limited to developing, using some services of this software for third-party promotion, etc. SimWorks undertakes to strictly protect user information pursuant to this Agreement in the promotion process.
You shall use licensed software in a normative manner, and the following ways are against the user code of conduct:
(1) Copying services or content or any part thereof.
(2) Distributing, modifying, adapting, translating, reversely engineering, decompiling, disassembling, creating derivative works, printing any part or otherwise attempting to discover source codes, compiled executable files, intermediate files or underlying structures, ideas, proprietary technologies or algorithms related to services or content in any way.
(3) Using services to send or store infringing, obscene, threatening, defamatory or other illegal materials, including materials that infringe on third-party rights.
(4) Creating, using, sending, storing, or running materials containing software viruses, worms, Trojans, or engaging in any malicious behavior or destroying security, service integrity, or operation in any other way with the services.
(5) Using the services in any way that violates any applicable foreign, federal, state or local law, rule or regulation.
(6) Using the services in any way that violates any third-party rights or this Agreement.
(7) Creating fake accounts with scripts, computer programs or third-party scripting services to receive rewards for accounts held by real people, or sending spam emails to chat rooms on the website.
(8) Selling or transferring user accounts to other individuals or entities. Violation of these provisions may result in SimWorks' terminating or denying access to and use of this website, as well as freezing accounts at its own discretion.
In any of the following circumstances, SimWorks may terminate (or disable or suspend) any or all of your use licenses or other products, or terminate this Agreement and your account:
(1) Where you currently do not have a paid use license.
(2) Where you have failed to promptly make any payment (including fees and taxes) due to SimWorks.
(3) Where you (including any of your authorized users) have seriously violated this Agreement in any other way.
(4) Where you enter bankruptcy or bankruptcy proceedings, become insolvent, reach agreements with your creditors or reach agreements that may affect creditors (including transfers made for the benefit of creditors), or initiate liquidation proceedings. If you enter the liquidation proceedings, this Agreement will automatically terminate and SimWorks will not notify you or take any further action.
After the account is successfully cancelled, you will not be able to log in and use the account (even if you register with the same phone number and use the services).
(1) You will be unable to log in and use this account, and all personal information and historical information of the account will not be retrieved.
(2) You will be unable to log in and use all of our products and applications associated with this account.
After the account is successfully cancelled, all the assets, rights, records and other contents of the account (including but not limited to the following) will be deemed as voluntary abandonment by you.
(1) All usage records under this account, including but not limited to historical records, download records and consumption records, will be cleared and cannot be used or restored.
(2) The account balance, coupons and purchased data under this account will be cleared and thereby cannot be used or restored.
(1) In the account cancellation period, if the account is involved in disputes, including but not limited to complaints, tip-offs, lawsuits, arbitration, investigations by national authorities, we shall have the right to terminate the cancellation of the account on our own without your consent.
(2) The act of canceling an account does not imply any exemption or mitigation of the account's behavior and related responsibilities prior to its cancellation.
The services provided by SimWorks are based on the current state of technology and conditions that can be achieved. SimWorks will do its utmost to provide you with the services, ensuring their continuity and security; however, SimWorks cannot warrant that the services it provides are flawless, nor can it foresee and prevent legal, technical and other risks at any time, including but not limited to the following:
(1) The Products (including any related software, cloud service, documents, APIs, or other materials) are provided "as is" and "without warranting they are flawless", without any form of warranty or condition attached.
(2) SimWorks and its licensors and suppliers have not made and you have not received any express or implied, oral or written warranties, representations, conditions or commitments regarding any product or output, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, ownership and non-infringement or quiet enjoyment rights, any warranties or conditions implied by regulations, or any warranties or conditions based on transaction processes, trade practices or industry standards.
Any statement made by SimWorks or its third-party agents, representatives, or service providers regarding the Products (including their functionality or performance) or output, or any other communication with you (including any insight, suggestion, guidance, evaluation, prediction, estimate or opinion) not included herein (including any additional agreement), are for reference only and shall not constitute warranties, representations, conditions or other commitments. Without limiting the generality of the aforementioned provisions, SimWorks and its licensors and suppliers will not warrant or otherwise undertake that:
(a) the Products or output, or your access or use of the Products or output, is available, uninterrupted, timely, error-free, secure, accurate, reliable or complete.
(b) the Products can meet any specific standards in terms of performance, availability or service level.
(c) your content will not be lost or damaged.
(d) we will correct errors or deficiencies, or address any specific support requests to meet your needs or expectations.
(1) The validation, interpretation, modification, performance and dispute resolution of and in relation to this Agreement shall be governed by the law of the People's Republic of China, but shall not include conflict of laws regulations.
(2) If there is any dispute regarding the interpretation, modification or performance hereof, SimWorks and you shall first resolve it via amicable negotiation. Please visit the contact page of the website of SimWorks (https://www.simworks.net/) to contact SimWorks. If the dispute cannot be resolved via negotiation, either Party hereto file a lawsuit with the competent people's court in the place where this Agreement is entered into. The signing place of this Agreement is Room 1714 and 1715, Yuanyang Haichaohui West District, 6 Building, Tangye Street, Jinan City, Shandong Province.
(1) We may change the entity providing software services to you based on business adjustments, and the changed entity will jointly perform this Agreement and provide the services for you. The above changes will not affect your rights and interests hereunder. When a dispute arises, you can determine the subject of performance and the other party to the dispute based on the specific services you use and the specific behavior objects that affect your rights and interests.
(2) You shall comply with all applicable laws and regulations of SimWorks import and export countries, including the restrictions on end users, usage areas, usage destinations and direct or indirect re-export, and strictly use the authorized SimWorks Software in accordance with the aforementioned laws and regulations and this Agreement. If you are a user outside Chinese Mainland, you shall also abide by the laws of your country or region when entering into or performing this Agreement and using the services hereunder.
(3) All headings herein are for clarity and readability only, and will not have any actual meaning and cannot be used as a basis for interpreting the meaning hereof.
