Service Agreement

Introduction

This Master Services Agreement (“Agreement”) is an agreement between “thordata” (https://thordata.com/) and you or the entity you represent (“Customer”). This Agreement is effective when you register with Thordata . If earlier , then when you access or use the Thordata Services (defined below) (the “Effective Date”). If you are using the Thordata Services on behalf of an entity, you represent to us that you are legally able to enter into this Agreement on behalf of Customer.
By accessing or using the Platform and clicking "I Agree", you are indicating your acceptance to be bound by this Agreement and the Privacy Policy. We reserve the right to modify the Terms of Use or Privacy Policy without further notice to you. You can review the latest version of the Agreement on our website. You acknowledge and assume responsibility for reviewing these terms and conditions from time to time to ensure that you are aware of the current rules and obligations. Your continued use of the Platform or this Agreement after any amendments have been made shall constitute your unconditional and irrevocable acceptance of all such changes. Please note that there are arbitration and class action clauses that may affect your rights. If you do not agree to the Terms of Use or Privacy Policy, please stop using our Platform immediately.

LICENSE TO ACCESS AND USE THE SYSTEM

1.Create Account

1.1 If you want to use the Services, you must register in the System by filling in the Registration Form and providing the necessary information/confirmations. After completing all steps, you will be able to use your user account ("Account").
1.2 When using the System, the Client should allow the use of cookies by customizing preferences or allowing all cookies. The Client must read the terms and conditions applicable to the cookies used by the Company to provide services and properly use the System.
1.3 The Client must accept the Agreement, the Privacy Policy and any other rules governing the Service/System (if any). In order to properly provide certain services, the Company reserves the right to require you to verify your identity or any information provided (for example, verifying your mobile phone number). All verifications shall be performed in accordance with the rules set out in the Privacy Policy.
1.4 The Company reserves the right to request that you resubmit or update any data required to create an account/order the Services. Such requests may be made on a regular or ad hoc basis at any time, at the Company’s discretion.
1.5 By creating an account, the Client declares that the information provided to the Company is true, complete, valid, up-to-date and that the Client is the owner/has a legitimate reason to use the said resource. For the avoidance of doubt, the Client confirms using his/her own (his/her representative's) email address, telephone number, residential address, using his/her own bank account to pay for the Services, etc.
1.6 Accounts can be created for personal and business use by natural persons and legal entities represented by natural persons, respectively. However, the Customer may not share its login credentials with any third party or unauthorized person. The Account is for own use only and cannot be used to use the Services on behalf of other individuals or entities.
1.7 As a preventive security measure, the Company recommends that every Client use a two-factor authentication identification component (“2FA”).

2.Permission to use the system

Thordata will provide any services detailed in this Agreement or otherwise provided on the Thordata Platform (the "Services") to Customer in accordance with the provisions of this Agreement, including Thordata 's Service Level Agreement (if applicable). Thordata has the right, but not the obligation, to monitor Customer's use of the Services for billing purposes and to verify any misuse or network abuse. Thordata may share relevant information about Customer with any authority in the event of a complaint, investigation, or litigation if Thordata determines that it is necessary to comply with any subpoena, judicial or governmental request or order.
Certain Services will be provided after Thordata has successfully completed the Customer's compliance review process. Such review may include a "know your customer" process, a video call with the Customer, and any other measures Thordata deems necessary, in its sole discretion, to approve the Customer's use of the Services. Customer will cooperate with Thordata and provide it with any information reasonably requested during the compliance review process.

Suspend service and remove account access

Thordata may decide at its sole discretion to suspend a customer's use or registration of the Services if any of the following points are involved :
1. To Thordata or its services or any third party.
2. Could adversely affect Thordata or any of its customers, including causing users to be blocked from accessing certain websites, networks or services.
3. May expose Thordata , its affiliates, or any third party to liability, or violate any applicable laws or regulations.
4. May be fraudulent.
5. May disparage or discredit the reputation or goodwill of Thordata .
6. The Client violates this Agreement:
6.1 This includes defaults on payment obligations by customers.
6.2 The Customer has breached any of its representations and warranties under this Agreement.
6.3 Of any other representations and warranties provided to Thordata in connection with Customer's use of the Services .

Customer Warranties and Representations

1.Customers to Thordata Warranties, representations and undertakings:

1.1 We acknowledge that the Services may only be used by individuals who are 18 years of age or older and at least the legal age permitted in the applicable jurisdiction. Customer represents and warrants that, if Customer is an individual, it has reached such legal age. Customer further acknowledges that Thordata may require proof of age as a condition of providing the Services.
1.2 If use of the Services will involve any Personal Information which is intended to be processed by Thordata as a “Processor” (as defined in applicable privacy legislation), the provision of the Services will also be subject to the Data Protection Addendum.
1.3 The Client will be solely responsible for any actions it performs based on the use of the Services.
1.4 It is the Customer's responsibility to protect their personal username and/or password to the Services. The Customer may not share their account privileges with anyone and may not knowingly allow any unauthorized access to the Services. If sharing is detected, the account of the person in question will be disabled.
1.5 Customer shall not use the Services in violation of applicable laws or regulations or any third party rights (including intellectual property rights), or in any manner or for any purpose other than as set out in the intended use case (if applicable) provided to ThorData .

Specific terms of agency services

1.When using the Agent Services, the Client shall not use the Services to

1.1 Distribute cracks, warez, ROMs, viruses, adware, worms, Trojan horses, malware, spyware or any other similar malicious activities and products, or any other computer code, files or programs designed to interrupt, hijack, destroy, limit or adversely affect the functionality of any computer software, hardware, network or telecommunications equipment.
1.2 Causing its targeted users to be unable to use any network resources, including but not limited to through "Denial of Service (DoS)" or "Distributed Denial of Service (DDoS)" attacks.
1.3 Distribute any illegal content or encourage any illegal activity.
1.4 Cause any damage to or interruption of service to any third party computers or services.
1.5 Enhance or operate services that compete with the Services or assist any other party in doing so.

2. Not to use any other system, product or service that infringes Thordata 's patents and other intellectual property rights.

2.1 Without the prior written authorization of Thordata .
2.2 Without Thordata's prior written approval, you are not allowed to copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify or create derivative works of the Service or any part of the Service provided by Thordata , including but not limited to using the Service to map the IP addresses used by Thordata in providing the Service. For clarification, the IP addresses used as part of the Service provision are personal and confidential information and any unauthorized use of such information is strictly prohibited and may be considered a violation of applicable laws and/or third-party rights.

3. Specific Terms for Data Services

When using the Data Services, Customer may not distribute, transmit, copy, publish, license, transfer or sell any Data to offer similar or competing products.

Risk

As a customer, you acknowledge that you understand and accept the following risks associated with using the System and Services. Without limiting these examples, you acknowledge that you understand the inherent risks described above and below:
1. Risk of Software or Other IT Weaknesses: There is no guarantee or warranty that the use of the System and/or Services will be uninterrupted or error-free, and there is an inherent risk that software and related technologies and theories may contain weaknesses, vulnerabilities or vulnerabilities.
2. Regulatory Risk: Some legal systems may apply existing regulations or introduce new regulations that may negatively impact the current setup of the System and the use of the System and/or Services. The Company will make every effort to comply with and remain compliant with all forms of applicable regulations. However, it is the Client's obligation to ensure that its use of the System/Services complies with applicable laws.
3. Risk of Theft and Internet Vulnerabilities: The underlying software applications and software platforms, other software involved, other technology components and/or platforms may be subject to electronic or physical attacks that could impair the ability to develop, implement or use the System and/or Services.
4. Tax Risks: The tax consequences of using the System/Services may have tax implications at the client level; therefore, you should consult your own tax advisor regarding the tax consequences associated with the System/Services.
5. You should be aware that SMS/message and email services are susceptible to spoofing and phishing attacks and should therefore be careful when viewing messages purporting to be from the Company. If you are unsure of the authenticity of a communication or notification, you should always contact us by logging into your account via https://thordata.com/ , using the communication tools in the system, or by sending an inquiry via email to the address, support@thordata.com . Please note that despite the availability of SMS, email or equivalent services, phishing attacks often occur through advertisements or other fraudulent links in search engines or search engines. The Company is not responsible for any losses incurred as a result of spoofing, phishing or other similar attacks.
Third Party and Other Disclaimers
6. The Company may use or provide access to third parties at its sole discretion to provide services such as payment processing, user registration, etc. The Client acknowledges and understands that the Client’s data may be disclosed to such third-party service providers in order to ensure proper use of the system and provision of services. You can view a list of the main service providers contracted by the Company in the Privacy Policy.
7. The use of third-party services is subject to the third party's terms of service. Client acknowledges and understands that Company is not responsible for the provision of such services, nor for the data processing performed by such third parties, and any and all disputes relating to third-party services shall be resolved directly between Client and the applicable third party.
8. Any links on the System to third-party websites are provided solely as a convenience to you. If you access those links, you will leave the System. The Company does not endorse or make any representations regarding such third-party websites, and the Company is not responsible for the accuracy or reliability of any information, data, opinions, advice or statements posted on those websites.
9. The information on the System, including the System blog section accessible through https://thordata.com/ , is not promised or guaranteed to be correct, current or complete, and the System may include technical inaccuracies or typographical errors. Therefore, if in any doubt, you should confirm the accuracy and completeness of all posted information before making any decision related to any service.

Disclaimer

Thordata provides the services and any accompanying data for use on an "as is" basis and expressly disclaims any and all representations and warranties, express or implied, as to the condition, value or quality of the services or any accompanying data, including, but not limited to, any warranties of merchantability, fitness or fitness for a particular purpose, non-infringement, security, accuracy, lack of viruses or any defects therein, or warranties arising from a course of dealing, usage or trade practice. thordata further expressly disclaims that use of the services will be continuous, uninterrupted or error-free or that any information contained therein will be accurate or complete.

Limitation of Liability

In no event will Thordata be liable for any consequential, special, indirect or punitive damages or any lost profits or revenues arising out of or in connection with this Agreement (whether in contract, tort, negligence or any other legal theory) even if Thordata has been advised of the possibility of such damages in advance. Thordata 's aggregate liability under this Agreement for any claim or damage or series of such damages shall be limited to the amount of fees actually received by Thordata from Customer under this Agreement during the month preceding the event.

Compensation

If a third party claims that Customer’s use of any Service infringes or misappropriates such third party’s intellectual property rights, violates applicable privacy laws or any other applicable law, or causes damage to such third party, Customer will defend Thordata against any claim against Thordata (a “ Thordata Claim”) and will indemnify Thordata against all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including, but not limited to, attorneys’ fees) ultimately awarded against Thordata as a result of a Claim against Thordata or any amounts paid by Thordata pursuant to a court-approved settlement, provided that Thordata (a) promptly gives Customer written notice of the Claim against Thordata , (b) gives Customer sole control over the defense and settlement of the Claim against Thordata (except that Customer may not settle any Claim against Thordata unless Thordata unconditionally releases Thordata from all liability ), (c) provides Customer with all reasonable assistance, at Customer’s expense, and (d) does not negotiate or enter into any settlement with respect to the matter without Customer’s prior written consent. Customer’s foregoing obligations do not apply to a Claim against Thordata based solely on Thordata ’s breach of this Agreement .
This defense and indemnification obligation will survive this Agreement and your use of the https://thordata.com/ platform . You also agree that you have an obligation to defend us, in which case we may require you to pay the fees of attorneys of our choice. You agree that this indemnification will extend to requiring you to pay our reasonable attorneys' fees, court costs and expenses. In the event of a claim described in this paragraph, we may elect to settle with the party/parties bringing the claim, and you will be responsible for damages as if we had gone to trial.

Choice of Law

This Agreement and any separate agreements we provide to you pursuant to this Agreement shall be governed by and construed in accordance with the laws of Hong Kong .

Dispute

Any dispute, controversy or claim arising out of, relating to or connected with this Agreement, including, but not limited to, disputes regarding non-contractual obligations arising out of or relating to the formation, applicability, breach, termination, invalidity, enforceability of such obligations, shall be submitted to confidential arbitration in China International Economic and Trade Arbitration Commission ( CIETAC ) . The arbitration proceedings shall be governed by the CIETAC Arbitration Rules (hereinafter referred to as the "Rules"), which shall be in effect when the Notice of Arbitration is filed and may be amended from time to time. The arbitrator shall be determined by negotiation between the parties or, failing such negotiation, appointed in accordance with the Rules. The arbitration shall be conducted in Chinese and the arbitrator's award shall be final and binding and may be entered as a judgment in any court having jurisdiction thereof. Each party shall bear its own fees and costs of arbitration. To the maximum extent permitted by law, no arbitration under this Agreement shall be joined to any other arbitration involving parties subject to this Agreement, whether through class action proceedings or otherwise. Where permitted by the Rules, https://thordata.com/ shall have the right to participate in any and all arbitration proceedings by telephone or electronic means. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to, or connected with the use of the Platform or this Agreement must be filed within (1) year after such claim or cause of action arose or the right to file such claim or cause of action will be forever barred. However, notwithstanding the foregoing, either party may seek equitable relief to protect its interests (including, but not limited to, injunctive relief) or assert claims for non-payment, intellectual property ownership or infringement in a court of appropriate jurisdiction, and such issues may only be decided by a court of appropriate jurisdiction and not through arbitration. If the law does not allow arbitration of the above disputes or this arbitration agreement is unenforceable, you agree that any litigation and disputes shall be brought exclusively in a court of competent jurisdiction in Hong Kong .

Term and Termination

This Agreement shall commence on the Effective Date and shall continue until terminated in accordance with the terms of this Agreement.
Unless a separate timetable or statement of work agreed upon by the parties sets a predetermined period for the provision of the Services, either party shall have the right to terminate this Agreement immediately at any time by giving the other party written notice prior to the end of such calendar month. This Agreement will terminate at the end of the calendar month in which written notice is received and such party will not be liable to the other party for such termination.
Thordata has the right to terminate this Agreement immediately for "cause" by providing written notice to Customer if : (a) any act or omission by Customer entitles Thordata to suspend its access; (b) Customer breaches any representation or warranty in this Agreement or any other representation and warranty provided to Thordata in connection with Customer's use of the System or Services; or (c) Customer engages in any action or activity that Thordata determines, in its sole discretion, places Thordata at risk under any applicable law or regulation . Thordata shall not be liable to Customer or any third party for termination of this Agreement.
Upon termination, any unpaid amounts of consideration shall immediately become due and payable (including, without limitation, collected data, even if not yet provided to Customer), the license granted herein shall terminate, and Customer shall immediately cease use of the System or Services.

Other

1. This Agreement constitutes the entire understanding between the parties regarding the matters described in this Agreement.
2. All notices or other communications under this Agreement shall be sent by email to the email addresses provided by the parties when registering for the Service.
3. To the extent not prohibited by applicable law, Customer waives the right to be a class member or representative in any class action or proceeding in court or arbitration.
The right to bring litigation in connection with any dispute arising from this Agreement.
4. If any provision of this Agreement is held by a court of competent jurisdiction to be in conflict with any law, the remaining provisions will remain in full force and effect as if such provision had never existed.
5. The failure or delay of either party to this Agreement in exercising any right, power or remedy under this Agreement shall not constitute a waiver of such right, power or remedy.
6. Thordata may modify this Agreement at any time in its sole discretion, with or without notice to Customer. Any such modification will be effective immediately upon public posting. Customer's continued use of the System and Services after any such modification shall constitute acceptance of the modified Agreement.
7. Thordata may use Customer's name and/or logo in promotional materials and on the Thordata website.