This eSurfing Cloud Shared Bandwidth Service Agreement is entered into between the user ("Party A" or the "Customer") and China Telecom ("Party B"). Party B shall provide the eSurfing Cloud Shared Bandwidth Services to Party A through the eSurfing Cloud Website (www.esurfingcloud.com, the "Site" or "eSurfing Cloud") in accordance with this Agreement. Party A shall use the eSurfing Cloud Shared Bandwidth Services in accordance with this Agreement.

Before using the eSurfing Cloud Shared Bandwidth Services, Party A should fully read, understand and agree to accept and abide by this Agreement. By clicking the 'agree' button, or otherwise expressing or implying to accept this Agreement, or actually using the eSurfing Cloud Shared Bandwidth Services in any way, Party A agrees to and accepts this Agreement in whole, and this Agreement shall become a legally binding document between the Parties. If Party A does not agree to accept this Agreement, it shall not use the eSurfing Cloud Shared Bandwidth Services.

Article 1   Product and Service Description

1.1 "Shared Bandwidth Services" (hereinafter the "Services") refer to cloud computing services provided by Party B whereby the shared bandwidth provides public network egress bandwidth for instances with IP addresses such as elastic IPs and dual-stack network interface cards.

Article 2   Service Content

2.1 Party B shall provide Party A with the Services in accordance with this Agreement. The specific content of the Services is subject to the service displayed on the Site, applied by Party A and actually provided by Party B. Party B has the right to continuously update the service content.

2.2 Party B warrants to provide the Customer with the Services pursuant to [Appendix I "eSurfing Cloud Shared Bandwidth Services Service Level Agreement"].

2.3 Pre-conditions for provision of the Services: In order to use the Services, Party A shall first meet all the following conditions:

(1)   Agree to and accept the eSurfing Cloud Website User Agreement, successfully register as a user of the Site, and continue to have a legal and valid user account of the Site as at the time of signing this Agreement and throughout the performance of this Agreement;

(2)   Agree to and accept the terms of the eSurfing Cloud Service Agreement;

(3)   Agree to and accept the terms of this Agreement;

(4)   Subscribe to and use the Services in accordance with the Service Rules of the Site;

(5)   At the time of signing and during the performance of this Agreement, all the qualifications or government approval procedures required for legal operations have been obtained and maintained in accordance with the relevant national regulations, and the relevant qualification documents have been submitted in accordance with this Agreement to Party B and approved by Party B. Party A shall obtain and maintain relevant licenses or approvals applicable in the relevant countries and regions, including but not limited to all types of licences or approvals as required for Party A to conduct commercial or non-commercial activities, and shall comply with relevant laws and regulations promulgated by relevant countries and regions from time to time; 

(6)   Other preconditions for the Services as stipulated in this Agreement.

Article 3   Service Activation

3.1 After carefully reading the Service Rules corresponding to the purchased service, Party A can purchase the required service online through the Site according to its own needs, or have the account manager assist in activating it at the service console. After the service is activated, Party A can log in to the Site and complete the configuration and operation of the Services in the management console.

3.2 If there is any inconsistency in the text of this Agreement, attachments, Service Rules, service descriptions, price descriptions, confirmation terms on the order page, they shall be applicable on the following order of precedence: (1) service descriptions and price descriptions on the relevant webpages on the Site, and confirmation terms on the order page, (2) Service Rules, (3) the text of this Agreement, and (4) the attachments to this Agreement.

Article   4 Service Fees

4.1 If Party A intends to use the Services, it shall pay Party B for the Services in accordance with the instructions on the subscription pages and the body text of this Agreement.

4.2 When Party A pays the service fees through the Site, the specific types of services under the Services and the corresponding service fees are subject to the Service Rules of the Site and the information displayed on the subscription page of the Services, and Party A may choose the specific type of services and pay the corresponding service fees as set forth in the then-current effective fee schedule on the Site.

4.3 The service fees will be paid in advance or in arrears.

4.3.1 Payment in Advance

4.3.1.1 "Payment in Advance" means that Party B will start to provide the Services to Party A after Party A has paid for the same. Party A may pay the service fees to Party B with its account balance or vouchers (the issuance and use of vouchers, subject to the voucher rules formulated by Party B).

4.3.1.2 If the Parties intend to renew their cooperation after the expiration of the service period, Party A shall pay for its renewed subscription before the expiration of the service period to ensure the continuous delivery of the Services thereafter. If the service system, name and price of the Services are adjusted by Party B when the order is placed via manual renewal, the Parties agree that the new service system, name and price then in effect shall apply.

4.3.1.3 If Party A requires Party B to issue an invoice for the Services, Party A shall, when subscribing to the Services, apply for the issuance of an invoice at the service subscription interface on the Site by filling in the payer, amount, type of invoices, and mail address in the required format and according to other requirements. Party B shall issue and mail the invoice with the relevant amount to Party A.  Party B will not provide an invoice for the sum paid with a voucher.  Party B will, as required by Party A, issue the invoice to Party A as of the eighth day of the successful payment of the order.

4.3.2 Payment in Arrears

4.3.2.1 "Payment in Arrears" means that Party A will pay for the Services according to the actual amount of the Services delivered after the Services are provided. Such payment is subject to the applicable billing model and standard for the Services to be paid for in arrears as published on the Site at the time of Party A's payment, or the service agreement otherwise entered into between the Parties.

4.3.2.2 If the Parties intend to renew their cooperation upon the expiration of the service period, Party A shall apply for a renewal at least one month before the expiration, or contact its account manager to enable the automatic renewal function (as detailed in renewal management and the eSurfing Cloud Automatic Renewal Service Agreement) at least 11 days before the expiration, to ensure the continuous delivery of the Services thereafter. If the service system, name and price of the Services are adjusted by Party B when the order is placed via manual renewal or automatic renewal, the Parties agree that the new service system, name and price then in effect shall apply.

4.4 Upon its subscription to and a generation of an order with respect to the Services, Party A shall pay the fees promptly in full in accordance with this Agreement and any Service Rules applicable to Party A. Party B reserves the right not to provide or to terminate the Services and/or technical support before payment of the service fees by Party A in full as agreed. In addition, Party B reserves the right to hold Party A liable for its failure to make any Payment in Arrears with respect to the Services.

4.5 Party A understands and agrees that all complimentary service items, marketing activities and other incentives are one-time, limited offers made available by Party B in addition to its standard service price , and the content of the offer does not include the modification, update and maintenance costs of the complimentary service items, and the complimentary service items may not be converted to offset the service price.

4.6 If Party A disagrees with the service fee to be paid, it shall submit a request for verification to Party B in writing. If the fees are confirmed to be incorrect upon the verification by the Parties, Party B shall adjust the corresponding fees.

Article 5   Party A's Rights and Obligations

5.1 Party A has the right to use the Services and obtain technical support and after-sales service from Party B in accordance with this Agreement.

8.2 Party A shall provide Party B with necessary technical parameters, including but not limited to the billing mode selected and binding instances, actively cooperate with Party B to complete the implementation and commissioning of the Shared Bandwidth Services project to ensure the normal operation of the Services.

5.3 Party A understands and agrees that, out of concern about Party A’s data and system security, when Party A requires Party B’s engineers to directly operate its Shared Bandwidth Services, Party A should authorize it by email, ticket, telephone, and other means. Party A shall designate the only contact person as the authorizer (maintainer) who shall authorize Party B when necessary, which means that only the authorizer has the right to require Party B's engineers to operate its Shared Bandwidth Services. Party A is only responsible for the availability of the Shared Bandwidth itself, and the binding relations between the Shared Bandwidth and other cloud products / instances are the responsibility of Party B. In addition, during the period of authorization, if Party A fails to communicate with Party B's engineers and conducts operations on its own, the business unavailability and other risks resulting from such failure shall be borne by Party A.

5.4 When Party A uses the Services, it shall back up data and bear the risk of data loss, omission, or damage caused by its own reasons, and Party B shall not be liable for this.

5.5 If Party A violates any of the warranties in this Agreement, the eSurfing Cloud Website User Agreement and the eSurfing Cloud Service Agreement, including but not limited to the following circumstances, Party A shall bear the corresponding liability for breach of contract:

5.5.1 Where Party A does not have all the qualifications and permits required to carry out business and perform relevant procedures when signing this Agreement, or loses all or part of its qualifications and permits during the validity period of this Agreement, Party B has the right to suspend the provision of cloud business services and require Party A to make corrections within the time limit. If Party A fails to make corrections within the time limit, Party B has the right to terminate this Agreement without assuming any responsibility. Party A shall bear the liability for breach of contract and compensate Party B for the corresponding losses;

5.5.2 Where Party A uses the eSurfing Cloud Shared Bandwidth to upload, download, store, and publish content that violates laws and regulations, departmental regulations, or national policies, and information that infringes on the legitimate rights and interests of others and/or other information or content that is detrimental to social order, public security, and public morals;

5.5.3 Where Party A carries out fraudulent and misleading behaviors such as gambling prizes and gambling games, or conducts Internet activities such as "private servers" and "plug-ins" that infringe on the intellectual property rights or other legitimate rights and interests of others;

5.5.4 Where Party A conducts malicious scanning, illegal intrusion into the system, illegal acquisition of data and other behaviors that damage or attempt to damage network security;

5.5.5 Where Party A runs irrelevant programs or intentionally writes malicious codes, resulting in a large amount of server memory, CPU or IP resources, and network bandwidth resources to be occupied/preempted; 

5.5.6 Where Party A engages in any activities including but not limited to "DNS resolution", "security services", "domain name proxy", "reverse proxy" that may cause users to be frequently attacked (including but not limited to DDoS attacks), thereby affecting the eSurfing Cloud service platform or others.

5.6 Party A understands and fully recognizes that although Party B has established (and will continue to improve according to technological development) necessary technical measures to defend against matters or behaviors that endanger network security including computer viruses, network intrusions and attack damage (including but not limited to DDoS) (hereinafter collectively referred to as such Behavior), however, in view of the limitations and relativity of network security technology and the unpredictability of such Behavior, if Party A’s account experiences such Behavior, which does harm to Party B or Party B’s network or server (including but not limited to local, foreign and international networks, servers), or affects the smooth communication between Party B and the Internet or between Party B and specific networks, servers, and Party B’s internal communications, Party B has the right to decide to suspend or terminate the Services. If a major network accident is caused to Party B for reasons attributable to Party A, Party B will reserve the right to claim compensation from Party A. If a crime is involved, Party A shall bear criminal responsibility according to the laws.

If Party B terminates the provision of the Services to Party A due to reasons set out in the above clauses (other than due to breach by Party A), Party B will calculate the service fee based on the actual number of days used by Party A, and return the remaining payment (if any) to Party A's eSurfing Cloud account.

5.7 Party A shall be responsible for the integrity and confidentiality of the data stored on the eSurfing Cloud platform and the codes and passwords for entering and managing various products and services on the eSurfing Cloud platform, and shall take necessary and effective confidentiality and security protection measures, including but not limited to standardizing permission administration for data access and account use, setting strong passwords and changing them regularly. Party A shall bear the losses and consequences caused by the loss or leakage of the above-mentioned data, codes, passwords, and alike due to improper maintenance or confidentiality by Party A.

5.8 Party A must keep the access log records of its website in accordance with the provisions of applicable laws and regulations, including the content of the published information, the time of publication, and the Internet Protocol address (IP), domain names, and alike, which shall be provided to the relevant state agency when it requires according to the law. Party A shall bear the corresponding legal liabilities arising from failure to keep relevant records as required.

Article 6   Party B's Rights and Obligations

6.1 Party B shall provide the Services in accordance with this Agreement.

6.2 Party B shall provide paying Customers with a 24/7 after-sales hotline (+852 3100 0000), consulting services and online ticket services to answer and deal with the Customers' problems encountered in the use of eSurfing Cloud Shared Bandwidth Services.

6.3 After Party B provides fault acceptance service to Party A, the response time shall not exceed 30 minutes; after Party B provides non-fault acceptance service to Party A, the response time shall not exceed 12 hours.

6.4 After Party B provides Party A with fault acceptance or non-fault acceptance services, it will provide Party A with technical support according to the specific situation and Party A's needs, except for the relevant faults or problems that are caused by Party A's human errors and/or force majeure, and other matters out of the control of Party B.

6.5 Party B will take basic security protection measures for its systems and equipment in accordance with laws and regulations. If Party A has higher requirements for security protection measures than the aforementioned basic security protection measure standards, Party A shall purchase and configure higher security protection services or configure other security protection software and systems according to its own needs. If Party A fails to take necessary and effective security protection measures for the computer information systems and equipment it uses, Party A shall be solely responsible for damages to its rights and interests.

6.6 Party B shall provide availability warranty within the Service Rules. If Party A's requirements for availability are higher than the Service Rules, Party A needs to actively deploy its own system with high availability, and Party B can provide necessary assistance. If Party B is required to cooperate in planning and design, the Parties shall negotiate and confirm separately.

6.7 In order to provide better services, Party B has the right to overhaul, maintain, upgrade and optimize the service platform or related equipment, systems, software, etc. on a regular or irregular basis (collectively referred to as "Routine Maintenance"). If the eSurfing Cloud Shared Bandwidth Services are interrupted or suspended within a reasonable time because of Routine Maintenance, Party B shall not be liable for it. However, Party B shall notify Party A of Routine Maintenance at least 24 hours in advance. In case of non-Routine Maintenance due to force majeure, third-party reasons, and so forth, Party B shall notify Party A in time.

6.8 Party B has the right to adjust the system default configuration of the Services at any time according to its own operating arrangements, and relevant adjustments do not constitute a breach of contract by Party B. However, Party B shall notify Party A at least 30 days in advance, and Party A shall provide with assistance (including but not limited to Party A's timely transfer and backup of relevant data, business adjustments, and authorization of Party B's adjustments). If Party A fails to assist in the adjustment in time after receiving the notice, or Party B is unable to contact Party A, Party A shall bear the consequences arising therefrom. In case of service adjustment or termination due to force majeure, third-party reasons, and so forth, Party B shall notify Party A in a timely manner.

6.9 Party B has the right to adjust the implementation method, main functions, fees etc. of the product according to objective factors such as cloud service technological evolution, technical architecture adjustment, and marketing. When Party B adjusts the fees or important product functions, it shall issue a notice on the official website of eSurfing Cloud at least 15 days in advance, and Party A has the right to decide whether to continue to use the product.

Article 7   Party A’s Business Data

7.1 The services provided by Party A through eSurfing Cloud, and the data processed, stored, uploaded, downloaded, distributed, and processed by other means are all user business data of Party A.

7.2 Apart from implementing Party A's service requirements, Party B will not make any unauthorized use and disclosure, except in the following circumstances:

7.2.1 When the relevant national authorities inquire or read user business data according to law, Party B has the obligation to provide cooperation in accordance with relevant laws and regulations or the requirements of competent authorities, and to disclose to third parties or administrative, judicial and other institutions; 

7.2.2 Party A and Party B agree separately through negotiation.

7.3 Party A can delete and change its own user business data by itself, but it should be done with caution. If Party A releases the service or deletes the data, Party B will no longer retain the data according to Party A's instructions.

7.4 When the service period expires, the Services are terminated early (including early termination due to mutual agreement, early termination caused by other reasons, etc.) or Party A owes fees, unless otherwise specified by laws and regulations, required by the competent department or otherwise agreed by the Parties, Party B only continues to store Party A's user business data (if any) within a certain buffer period. The buffer period is subject to the Service Rules, product documents, and service descriptions applicable to the services ordered by Party A. Party B will delete the data when the buffer period expires. All user business data, including all cached or backup copies.

7.5 Once the user business data is deleted, it cannot be recovered; Party A shall bear the consequences and responsibilities caused by the deletion of the data. Party A understands and agrees that Party B has no obligation to continue to retain, export or return the user business data.

Article 8   Term and Termination of the Agreement

8.1 This Agreement becomes effective from the date when Party A successfully purchases or applies for activation of the product, and terminates when the subscription service period of Party A expires, unless otherwise agreed by the Parties.

8.2 This Agreement may be terminated earlier if the Parties reach a consensus.

8.3 Party B has the right to terminate this Agreement under the following circumstances:

8.3.1 According to the requirements of laws and regulations or government agencies;

8.3.2 Where Party B believes that continuing to provide services to Party A will cause huge economic or technical burdens or major security risks to Party B;

8.3.3 Due to any legal or policy changes, it is not practical for Party B to continue to provide services to Party A;

8.3.4 Where Party A fails to pay relevant fees in full and on time;

8.3.5 Where Party A violates the eSurfing Cloud Website User Agreement, the eSurfing Cloud Service Agreement, the eSurfing Cloud Legal Statement or the eSurfing Cloud Privacy Policy; 

8.3.6 Where Party A violates other terms of this Agreement.

8.4 Except as stipulated in Article 8.3, if Party B terminates this Agreement according to this Agreement, Party B will calculate the service fee based on the actual number of days used by Party A, return the remaining payment (if any) to Party A's eSurfing Cloud account, and reserve the right to pursue liabilities from Party A for its breach of contract.

8.5 Party B may terminate the Services by publishing an announcement on the Site, or by sending Party A an internal notice or a written notice 30 days in advance, at which time, Party B shall return the amount paid by Party A but not consumed (without interest) to Party A's eSurfing Cloud account.

8.6 If any clause in this Agreement is completely or partially invalid or unenforceable for any reason, the rest of the clauses in this Agreement shall still be valid and binding.

Article 9   Others

9.1 The termination of this Agreement will not affect the effectiveness of the eSurfing Cloud Website User Agreement and the eSurfing Cloud Service Agreement between Party A and Party B. If the eSurfing Cloud Website User Agreement or the eSurfing Cloud Service Agreement between Party A and Party B is terminated, this Agreement will be automatically terminated.

9.2 For matters not stipulated in this Agreement, the Parties shall abide by the provisions set out in the eSurfing Cloud Website User Agreement and the eSurfing Cloud Service Agreement. If there is any conflict on the same matter in this Agreement, the eSurfing Cloud Website User Agreement, and the eSurfing Cloud Service Agreement, this Agreement shall prevail.

9.3 Latest version of eSurfing Cloud Service Agreement can be found at:                         https://www.esurfingcloud.com/portal/protocol/20685742

     Latest version of eSurfing Cloud Website User Agreement can be found at:

     https://www.esurfingcloud.com/portal/protocol/10144340

9.4  In the event of any conflict or inconsistency between the English and the Chinese versions of this Agreement, the English version shall prevail. If there is any unclear part in the Chinese version, please refer to the English version. 

Appendix I

eSurfing Cloud Shared Bandwidth Services Service Level Agreement

Article 1   General Provisions    

This Service Level Agreement ("SLA") sets forth the metric for service availability level and compensation program applicable to the Shared Bandwidth Services provided to the Customer by China Telecom ("Party B").

Party B has the right to amend this SLA. Party B will notify you of any amendments hereto 30 days in advance by posting an announcement on its website (www.esurfingcloud.com) or sending you a private message. If you do not agree to the amendments made by Party B to this SLA, you have the right to stop using the eSurfing Cloud products or services made available under this Agreement, while by continuing to use such products or services, you accept the SLA as amended.

Article 2   Service Commitment

For the Shared Bandwidth Services provided to Party A, an availability rate above 99.95% (ninety nine point ninety-five percent) is guaranteed by Party B. Party B guarantees the availability of the Shared Bandwidth Services made available to Party A. Upon the provision of Shared Bandwidth by Party B, Party A shall verify the Shared Bandwidth and give its feedback to Party B (where Party A fails to give any feedback within 2 business days, it will be deemed to have verified the good working condition thereof). Party A will be solely responsible for the Shared Bandwidth and the association between the Shared Bandwidth and another product upon the delivery of the Shared Bandwidth by Party B.

Article 3   Service Description

3.1         The availability of the Shared Bandwidth Services is measured by a Shared Bandwidth per Customer.

3.2         One Service Cycle is one calendar month.

3.3         Aggregate Time of a Service Cycle: the total number of days in each Service Cycle for a single instance x 24 (hours) x 60 (minutes).

3.4         Service Unavailability means that the logs in the database service system indicate that the inaccessibility of the relational database instance continuously persists for more than one minute due to any reason attributable to eSurfing Cloud, excluding any duration of service unavailability less than one minute.

3.5         Service Unavailability Duration means a state where the Services provided remain unavailable for a consecutive 5 minutes (not meeting the availability rate commitment made by Party B), while any Service Unavailability persisting for less than 5 minutes will not be considered for the purpose of calculating Service Unavailability Duration.

3.6         Service Availability Rate means the service availability rate commitment made by Party B in a given Service Cycle with respect to the Services specified hereunder. Such rate shall be calculated with reference to the following formula: Service Availability Rate per Service Cycle = ((Aggregate Time of a Service Cycle - Service Unavailability Duration) / Aggregate Time of a Service Cycle) * 100%.

Article 4   Force Majeure and Exclusion of Liability

The unavailability of the Shared Bandwidth Services provided to Party A will not be considered for the purpose of calculating Service Unavailability Duration if such unavailability arises from:

1)     system maintenance conducted by Party B with prior notice to Party A, including cutovers, repairs, upgrades and simulated failure drills;

2)     any network or equipment failure of or configuration adjustment to the equipment other than those owned by Party B;

3)     applications of or installation operations by Party A;

4)     hacking attack against the applications or data information of Party A;

5)     negligence on the part of Party A or any operation authorized by Party A;

6)     loss or leakage of data, passwords, codes, and so forth caused by improper maintenance or inadequate confidentiality measures by Party A;

7)     operating system vulnerabilities;

8)     other unavailability not attributable to Party B; 

9)     force majeure and unforeseen events. A force majeure or an unforeseen event refers to any objective event that is unforeseen, insurmountable and unavoidable and has a significant impact on one or both parties, including but not limited to natural disasters such as fire, flood, earthquake, severe weather, lightning, rainstorm, tempest, plague, epidemic (including COVID-19), and global pandemic or infectious disease, and social events such as act or threat of terrorism, war, military action, explosion, civil unrest, labour shortage or dispute, strike, riot, commotion, change in applicable law, acts of the government or other competent regulatory authority (including, without limitation, regulatory or other telecommunication operators or third party providers or management or other competent bodies), power failure or shortage of power supply, disruption along telecommunications trunk lines, vandalism, hacking, network congestion, technical adjustments in the telecommunications sector, and government regulation.

Party B is not liable for its failure to perform its warranties hereunder due to any cause of exclusion specified in the preceding paragraphs. Where a Party fails to perform this agreement in whole or in part due to a force majeure event, during the time such Party is prevented from performing the provisions hereof affected by such event, such Party will not be held liable for not performing the provisions within the scope of the impact of such force majeure event, provided that a written notice is served on the other Party. The Parties agree to use their best efforts to resume performance hereof once the cause of such exclusion has been corrected and remedied.

Article 5   Service Credit as Compensation

Party B undertakes to compensate Party A for breach of contract where Party B fails to fulfill its warranties under this SLA in any Service Cycle, specifically:

In any case, the aggregate service credit in service hours as compensation to Party A shall not exceed one Service Cycle.

Article 6   The Effectiveness of this Agreement and Miscellaneous Matters

Unless otherwise agreed by the Parties, this SLA shall be effective and binding as of the date of application for the Shared Bandwidth Services by the Customer and the termination date hereof is subject to the expiration of the subscription by Party A.