Software Purchase Agreement
Updated and effective on October 16, 2024
Rendora Software Purchase Agreement
Reminders:
Thank you for choosing Rendora 3D Virtual Human Video AIGC Platform software and services.
This Rendora Software Purchase Agreement (“Agreement”) is a legally binding agreement entered into by and between you (“User”) and Rendora LLC (“we”, “us” or “our”) with respect to Rendora 3D Virtual Human Video AIGC Platform software (“Software”) and services provided by us to you, and sets forth the details of such Software and services. Clauses on your material rights and interests or requiring your special attention will be in capital letters. In addition, you should carefully read and comply with the policies, rules and regulations published in the Software, the Rendora User Agreement, the Rendora Privacy Policy. For matters not expressly stipulated or specified in this Agreement, the Rendora User Agreement, the Rendora Privacy Policy shall apply.
If you choose to purchase the Software, please indicate that you have read, understood and agreed to enter into this Agreement with us and voluntarily accept and comply with all provisions hereof, by accepting the Software and services hereunder (including but not limited to confirming your acceptance of this Agreement, making payment for your purchase, participating in a campaign to obtain the right to use the Software, conducting or participating in any legal and compliant transaction or campaign in relation to the Software and services hereunder, and confirming by any other means to operate or use the Software and services hereunder; collectively, “Acceptance of Services”).
We do not encourage minors to purchase the software hereunder. If you are under the age of 18, please read this agreement and the above rules under the guidance of your legal guardian and pay special attention to the provisions governing use by minors. Otherwise, please do not purchase the software.
Definitions
“User” or “you” shall mean the individual or the legal entity that registers for, logs in to, uses, accesses and receives the Software and services hereunder.
“We” shall mean Rendora LLC, a Company registered under the law of the State of Delaware, the operator of the Software together with its subsidiaries and Affiliates.
“Software” shall mean Rendora 3D Virtual Human Video AIGC Platform software, a consumer-grade hyperrealistic 3D virtual human video AI-generated content (AIGC) platform software developed by us.
“License Term”, “Account Validity Period”, “Package Validity Period”, “Validity Period” or “Expiration Date” shall mean the term of the license to use the Software, which depends on the service package, membership type or version of the Software selected by you and is indicated on the webpage or application of the Software.
“Affiliate” shall mean, with respect to a party, any entity that controls, is controlled by, or is under common control with such party. “Control” shall mean, with respect to an entity, (a) direct or indirect ownership of more than fifty percent (50%) of the equity interests in such entity; or (b) possession of the power to direct the decisions or affairs of such entity in any other manner permitted by laws (such as by control agreement).
One “Month” shall mean, with respect to products/benefits sold on the purchase transaction page that are valid for one month, the duration commencing on the payment date and ending on the 30th calendar day from the payment date.
One “Year” shall mean, with respect to products/benefits sold on the purchase transaction page that are valid for one year, the duration commencing on the payment date and ending on the 365th calendar day from the payment date.
“Dedicated Server” shall mean the server which can provide the Users with exclusive and premium services different from those provided by public servers in respect of rendering and export of videos sent by the Users, thus accelerating the completion of tasks and reducing queuing time.
“Credits” shall mean a kind of token and digital credit which is provided by the Software to Users solely for consumption for various value-added services offered on the Software. Credits is not intended to be construed as a form of security or currency, holds no value outside of the Software, and cannot be used for any goods or services other than the value-added services offered on the Software. Credits may be redeemed for, among others, GPU time consumed for the production of virtual human videos, and video synthesis acceleration (subject to those shown on the relevant webpage of the platform).
“GPU time” shall mean the time that is called in the backend and consumed by GPU in the process of creating, previewing, and synthesizing virtual human video, and factors such as the size of the uploaded material, the complexity of the selected scenes, the frame rate, the duration and definition of the video, the frequency of modifying the preview, the complexity of the video packaging, and the format will affect the consumption of GPU time.
Fees and Payment
We will publish the charging mode, pricing structure and other similar information on the Software and services hereunder on the Software’s platform website. Please refer to the descriptions on the subscription payment page for detailed charging rules. The charging mode and rates then in force as shown on such page shall apply.
There are a number of available packages for the Software and services hereunder. Please refer to the detailed descriptions on the paid subscription page for details of such packages and specific Software functions, subject to the functional features and services then available as shown on such page. For definitions and interpretation of functional features and service contents, please refer to Article 1 (Definitions) of this Agreement.
We currently offer auto-renewal subscription service (the “Auto-Renewal Subscription”), which are categorized into annual subscription plans and monthly subscription plans. If you enroll in the Auto-Renewal Subscription, we will provide you with a discounted subscription rate. The subscription fees will be automatically charged at the discounted rate. For detailed information on the discounts available, please refer to the description on the subscription payment page of the Software’s platform website. After the automatic charge is processed, we will send you the confirmation of the successful renewal via appropriate channels such as email, or messages within this platform, and specify the amount to be charged for the upcoming subscription period, the next billing date, the new expiration date of the subscription after renewal, and the options available for canceling the auto-renewal.
Upon your selection of package and version of Software and services hereunder and payment of fees following the payment procedures specified on the paid subscription page, the selected paid functions and services will become effective and the License Term (Validity Period) will begin to run. You may also check the Expiration Date of your Account/Package Validity Period through “Personal Center” in the Software.
You may choose your payment method following the instructions on the relevant page. We have the right to retain your payment information, including information on your payment method, third-party payment and corporate payment.
We reserve the right not to grant the license to use the Software or provide related services or technical support to you, or suspend or terminate the provision of the Software or related services or technical support, if you fail to pay the fees payable as agreed. In addition, we reserve the right to hold you legally liable for your late payment for postpaid services provided to you.
If you don’t choose Auto-Renewal Subscription service, and you wish to continue using the Software after the expiration of the License Term, you shall pay the fee for renewal prior to expiration of the License Term for the continuous provision of services as usual. If we have adjusted the product system, name or fee rate of the Software by the time of renewal, it is agreed that upon your payment of license fee for renewal, the new product system, name or fee rate of the Software then in force shall apply.
If you choose Auto-Renewal Subscription, you agree and acknowledge that the Auto-Renewal Subscriptions are billed in advance on a monthly or annual basis and are non-refundable for the subscription period they are purchased for. Once the the subscription fee has been automatically deducted, the fee shall not be refunded, and the subscription periods will automatically renew.
You must provide us with a valid credit card or other payment method to pay the subscription fee. You agree that we may process your credit card or other valid payment method on each renewal term, on the calendar day corresponding to the first day you subscribed to the Auto-Renewal Subscription. Due to system limitations, extensions of subscription periods may experience delays, typically completed within 48 hours after the payment is processed. If you find that your subscription period has not been extended or that automatic subscription renewal has failed beyond this time frame, please contact our online customer service for assistance. Upon enrollment in the Auto-Renewal Subscription service, please ensure that your linked payment account maintains adequate funds or authorized credit at the time of your current subscription's imminent expiration. In the event that your payment account lacks sufficient funds or credit to cover the subsequent subscription period, automatic renewal deductions may fail, resulting in the automatic cessation of your current subscription upon its expiration and the discontinuation of the auto-renewal service. In such instances, we will notify you of the unsuccessful automatic payment attempt via SMS, email, or notifications within this platform. Any risks and/or losses incurred due to renewal failures stemming from payment account issues or insufficient funds shall be solely borne by you.
If you wish to cancel your Auto-Renewal Subscription service, you can access the account settings page within the Software platform and click on "Cancel Subscription",we will send you a confirmation email of unsubscribing, after you confirm the cancellation in the email, We will no longer provide you with the Auto-Renewal Subscription service. The cancellation will not affect your current subscription, which will take effect the day after the last day of the current subscription period.
Please note that you should cancel your Auto-Renewal subscription at least 3 days before the next billing date, otherwise, once the subscription fee has been automatically deducted, the fee shall not be refunded, and the subscription period will automatically renew, but the Auto-Renewal Subscription service will terminate after the expiration of next subscription.
You understand and agree that we have the right to adjust or modify the product system, service rules, rules on rights and interests, name, fee rates or charging mode of the Software and services hereunder from time to time. We will use our reasonable efforts to notify you of such adjustments and modifications in advance by means including without limitation notice in message center, email and SMS message. Price changes for Paid Subscriptions will take effect at the start of the next subscription period. As permitted by applicable laws, if you agree to such adjustments and/or modifications, you may proceed by Acceptance of Services or continue to use the Software and services hereunder. If you do not agree to any such adjustment or modification, you shall cease to use the Software and services hereunder or corresponding functions thereof or reject the change by unsubscribing from the Services prior to the price change going into effect. It is your obligation and responsibility to ensure that you read and understand any such notification of price changes.
Rules on Use of Credits
By purchasing Credits, you acknowledge and agree that Credits is a form of digital credit provided solely for the purpose of accessing and utilizing services offered on the Software. Credits may only be redeemed for virtual products and services available on the Software, and may not be converted into U.S Dollars, or transferred, or sold, or redeemed for any products or services beyond the scope of our operation. You are advised to purchase Credits based on your actual needs.
How to purchase Credits
Subscription of paid package
The Software is provided through subscription of paid packages. Each paid package will contain a certain number of Credits. For more details, please refer to the description on the paid subscription webpage of the Software. After registering with and logging in to the Software, you may subscribe to a paid package of the Software based on your actual needs. Once you complete the payment for a paid package, the number of Credits corresponding to such package will be automatically topped up to your account. You may check the number, expiration date and other information of Credits under your account in the “Benefit Management” section of the Software. Credits obtained through the purchase of a package shall be referred to as “Package Credits”.
Purchase of additional Credits
If Credits under the paid package you subscribe to is fully consumed, you may purchase additional Credits (“Additional Credits”). The price of Additional Credits is set forth on the actual purchase page.
When you purchase Credits, please make sure to carefully check the account to be topped up or the mobile phone number linked to the account, and select the relevant operation options with due care. WE WILL NOT MAKE ANY COMPENSATION OR INDEMNIFICATION FOR ANY DAMAGES TO YOUR RIGHTS OR INTERESTS CAUSED BY ANY ERRORS IN ACCOUNT NUMBER, OPERATION OPTION SELECTION, TOP-UP AMOUNT OR OTHERWISE DUE TO YOUR INCORRECT ACCOUNT NUMBER INPUT, IMPROPER OPERATION OR MISUNDERSTANDING IN CHARGING AND PURCHASE MODE.
You may purchase Credits only through the Software and shall not purchase any Credits from any unknown source. If you purchase Credits in a manner or through means not designated by us, we do not guarantee the successful or correct completion of such purchase. WE WILL NOT MAKE ANY COMPENSATION OR INDEMNIFICATION, AND YOU SHALL BE SOLELY LIABLE FOR THE LOSSES CAUSED BY ANY TRANSACTION ON Credits OUTSIDE THE SOFTWARE. In addition, we reserve the rights to terminate part or all authorities granted to your account, freeze the remaining Credits in your account, or prohibit your use of any value-added service, at any time.
You understand and agree that Credits is a digital product. Due to its special properties, once you have successfully purchased Credits, we will not provide any service of refund or reverse conversion of Credits.
Please note that you are prohibited from trading Credits in any manner. Engaging in Credits trading with other Users will constitute a breach hereof, in which case we shall have the right to take appropriate measures without notice to you, including without limitation, freezing or closing your account.
In case of any processing error, whether beneficial to us or to you, caused by system failure or any other reason, we shall have the right to correct such error upon notice to you via website announcement, email, SMS message, or other reasonable means. If the number of Credits you actually receive is less than that you should have received due to such error, we will make up for the shortfall to your account as soon as possible after the processing error is confirmed. If the number of Credits you actually receive is more than that you should have received due to such error, we shall have the right to deduct the excess directly from your account regardless of the nature or cause of the error.
When you use the video generation services provided by the Software, once you choose to conduct video generation with one click, preview, rendering, or export of video, acceleration or otherwise, a certain number of Credits will be consumed.
Rules for calculation of Credits consumption
Where the relevant page of the Software sets forth the number of Credits required for a specific operation, such number shall apply; and
Where the relevant page of the Software does not set forth the number of Credits required, the number of Credits to be consumed will be calculated based on the GPU time consumed for your actual operation as follows: 6 seconds GPU time = 1 Credits, with GPU time shorter than 6 seconds to be counted as 6 seconds, and the number of Credits to be rounded up.
Note:The complexity of the selected scenes, the frame rate, the duration and definition of the video, the frequency of modifying the preview, the complexity of the video packaging, and the format will affect the consumption of GPU time, and accordingly the consumption of Credits, and the actual number of Credits consumed is subject to the consumption record of the Software.
Please be aware that your Credits will be deducted in such number corresponding to the GPU time consumed by you as calculated by the backend of the Software based on your operations on the platform during your creation of the video in accordance with the conversion rules above, or in such other number as indicated on other value-added services you have selected. You may check the detailed consumption record of Credits under your account through "Personal Center – Consumption Record" in the Software; the administrator of a company may check the detailed consumption record of Credits under each member's account under the company through "Personal Center – Team Management" in the Software.
Package Credits under a package shall remain valid as long as, and may only be used within, the Package Validity Period. Upon expiration of the paid package purchased by you, the remaining Package Credits in your account will expire and become invalid accordingly, and may no longer be used by you. Therefore, you are advised to reasonably arrange the use of your Package Credits within Package Validity Period.
Additional Credits, if any, shall survive the expiration of the corresponding package and will not be forfeited. However, if the relevant functions of the Software become unavailable due to expiration of the package, the relevant Additional Credits will be temporarily frozen. If, after expiration of the package, you purchase a new paid package with the same account, the Additional Credits in your account that has been temporarily frozen will be released and may be used together with the Credits under the new package.
If you purchase a new package during the Validity Period of the current package, the new package will become effective on the day immediately following the expiration of the current package; the Package Credits under the current package cannot be carried over to the new package and will expire and be forfeited upon expiration of the current package; and the Package Credits under the new package cannot be used until the new package becomes effective.
Where applicable, Credits with earliest expiration date in your account will be first consumed in the Software. You may check the consumption of different types of Credits in the “Benefit Management” section of the Software.
Rights and Obligations
Your Rights and Obligations
You are aware of, and agree to use the Software and services hereunder in compliance with, this Agreement, policies, rules and regulations governing the Software, the Rendora User Agreement, the Rendora Privacy Policy and the relevant management rules and procedures shown on the purchase transaction page of the Software.
If you are an individual under the age of 13 (thirteen), you may not access or Use the Software and services or accept this Agreement. If you are an individual above the age of 13 (thirteen) and under the age of 18 (eighteen), you should read this Agreement under the guidance of your parent or legal guardian and obtain his/her consent before purchasing the Software and services. Otherwise, please stop using the Software.
If you are a guardian, please be sure to understand that the individual under your guardianship may only use the services provided by the Software after obtaining your explicit consent. As a guardian, you are required to safeguard your payment device, account number and password to prevent the individual under your guardianship from making payment or using other functions through your account with the platform without your consent. In the event that you allege misuse of your account by the individual under your guardianship for payment of the Software and associated functions, you are required to provide relevant evidence.
You shall pay the corresponding fees in accordance with provisions specified on the purchase transaction page and the terms of service of the Software.
You agree to conduct business activities in compliance with laws, and shall not engage in any illegal or non-compliant activity, during your use of the Software and services hereunder.
You shall properly keep, use, maintain and take confidentiality measures for your account information (including without limitation account name and password) for paid services, and shall not share your account or related service information with any third party. WE WILL NOT BE LIABLE FOR ANY LEAKAGE OF YOUR ACCOUNT PASSWORD DUE TO REASONS NOT ATTRIBUTABLE TO THE SOFTWARE, OR FOR ANY LOSS CAUSED BY YOUR FAILURE TO PROPERLY KEEP, USE, OR MAINTAIN YOUR ACCOUNT INFORMATION.
If the Software and services hereunder involve use of any licensed third-party software or hardware, you agree to be bound by the license agreement therefor.
You understand and agree that, during the License Term of the Software and services hereunder, we will use the contact information provided by you (including by notice in message center of the Software, SMS message or email) to notify you of the availability or expiration of relevant services and remind you to make payment for renewal.
Your purchase orders for paid services of the Software may be checked through “Personal Center – Order & Invoice” in the Software.
You understand and agree that additional invoicing information may be required for issuing invoice for your purchase of the Software and services hereunder. You may apply for invoicing following the procedures displayed on our platform or by contacting our customer service.
You understand and agree that you may purchase the Software and services hereunder through the Software’s official website, our certified distributors or other channels designated by us. After the purchase is completed, we only grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Software and services hereunder and such right to access and use is limited only to you (if you are an individual purchaser) or your authorized user (if you are an entity/organization). Without our consent, you shall not allow others (including without limitation, by licensing, transfer, lease, lending, sharing, or sale) to access and use the Software and/or services hereunder, nor conduct any of the following acts; otherwise, we shall have the right to take measures including but not limited to limiting/disabling certain functions, suspending or terminating related services and closing account (your corporate account/your personnel’s sub-account), without refunding the amounts you have paid, and you shall be solely liable for consequences of your temporary or permanent inability to use some/all of functions of the Software, or inability to log in to or use other products and/or services with your account in the Software as a result thereof, and shall compensate us for any and all losses caused thereby:
To activate the Software and services hereunder for yourself or others for purposes other than personal use (such as for making profit or business operation);
To activate the Software and services hereunder for yourself or others via any robot software, spider software, crawler, spam software or other similar program or software;
To activate the Software and services hereunder for yourself or others through any means that are improper or contravene the principle of good faith;
To activate the Software and services hereunder for yourself or others through means not designated by the Software;
To activate the Software and services hereunder for yourself or others through any means infringing upon the legitimate rights or interests of us, the Software or others; and
To activate the Software and services hereunder for yourself or others in breach of this Agreement or otherwise in violation of relevant laws, administrative regulations or state policies.
Our Rights and Obligations
We will make available to you the Software functions and services as shown on the purchase transaction page of the Software in accordance with the agreed terms hereunder.
During the License Term, we will maintain the online customer service team and system to answer your questions about the use of the Software.
During the License Term, we will make our commercially reasonable efforts to provide you with technical support as promised, provided that we shall not be liable for any impact or loss resulting from your use (including but not limited to human error and negligent management).
Special provisions on the Software and services hereunder: You understand that after you purchase and activate the Software and services hereunder through any of the channels designated by us, specific services actually available to you may vary depending on, among others, device and operating system used by you and/or due to other third-party reasons, and you agree to waive any claim against us and exempt us from any liability arising therefrom.
Refund
You understand and fully acknowledge that you have fully experienced or learned the paid functions and services of the Software prior to your purchase thereof, and hereby confirm that all of your purchases are based on a full understanding of the relevant functions of the Software and the needs that they are intended to serve. You understand and acknowledge that the paid functions and services of the Software are online or virtual commodities, and that your payment shall be payment of the price of such online or virtual commodities purchased by you. Upon your successful payment, the paid functions and services of the Software purchased by you will immediately become effective. You may not request a refund except in the case of any material breach hereof by us, such as material defects in the paid functions and services, resulting in your complete inability to use them, or under the circumstances where a refund is required by this Agreement or by applicable laws or regulations.
Term of Agreement
This Agreement shall be deemed to become effective upon your confirmation of acceptance of this Agreement or completion of payment on the purchase transaction page, and shall remain in effect until terminated as required by applicable laws or the Expiration Date of the Validity Period as agreed for the package/version purchased by you. Upon expiration of this Agreement or the License Term of the Software, we will cease to provide you with any of the paid functions and services included in the package purchased by you.
We will provide you with all of such functions and services as specified on the paid subscription page at the time of effectiveness of this Agreement. You fully understand that the functions and services of Software available shall be subject to relevant descriptions in the Software, and may be optimized or modified based on the change of your needs, as needed for upgrading of the Software, or otherwise at our sole discretion.
Before the expiration of this Agreement, we will notify you, including by notice in message center of the Software, SMS message or email, using contact information provided by you. If you intend to continue to use the Software and services hereunder, please renew your purchase in a timely manner before expiration.
Suspension or Termination of Provision of the Software and Related Services
We may suspend or terminate the provision of the Software and services hereunder to you without any liability:
upon mutual agreement by you and us;
if you voluntarily so choose, including without limitation by non-payment for renewal upon expiration of the License Term;
in the event of your material breach of this Agreement, any policies, rules or regulations governing the Software, the Rendora User Agreement, the Rendora Privacy Policy or the relevant management rules and procedures shown on the purchase page of the Software, including without limitation: (a) your failure to fulfill your payment obligation in accordance with this Agreement; or (b) your breach of your undertakings made under this Agreement, the Rendora User Agreement, the Rendora Privacy Policy;
as required by the competent authorities or in case of force majeure events; or
under other circumstances where such suspension or termination is required by laws, regulations, policies or competent authorities or as agreed in this Agreement.
In of the event of such suspension or termination, we reserve the right, but are not obligated to, notify you, including special reminder. If you cannot log in to the Software or use the services hereunder, you may consult our customer service personnel.
In the event of any such suspension or termination as set forth in Article 6.1 hereof:
we shall not bear any liability to you or any third party unless otherwise provided by applicable laws;
the amounts paid hereunder will not be refunded, unless otherwise specifically stipulated herein; and
with respect to any outstanding transaction concerning the Software, we will decide, at our reasonable discretion, on whether to continue or terminate such transaction, and will decide on whether to make a refund or to make a deduction as liquidated damages as appropriate in light of actual situations.
If you voluntarily close your account or your organization is dissolved, we may delete relevant data created and saved by you.
Disclaimer
YOU SHALL CAREFULLY REVIEW THE FUNCTIONS AND SERVICES OF THE SOFTWARE TO BE PURCHASED, THEIR TERM, QUANTITY, AND PRICE, ALONG WITH OTHER RELEVANT INFORMATION PRIOR TO MAKING PAYMENT THEREFOR. YOU AGREE THAT WE ARE NOT LIABLE IN ANY WAY FOR ANY DAMAGE TO YOUR RIGHTS OR INTERESTS CAUSED BY ANY ERROR, EXCESS, OR OMISSION IN YOUR CHOICE DUE TO YOUR IMPROPER OPERATION.
OUR SOFTWARE AND ANY CONTENT THEREIN ARE PROVIDED BY US ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICE AND THE INFORMATION, CONTENT OR MATERIALS INCLUDED THEREIN. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE AND ANY CONTENT THEREIN IS AT YOUR SOLE RISK.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SOFTWARE. WITHOUT LIMITING THE FOREGOING, WE DO NOT REPRESENT THAT THE SOFTWARE, ANY CONTENT THEREIN OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SOFTWARE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SOFTWARE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SOFTWARE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
Liability for Breach
Please particularly note that during your use of the Software and services hereunder, it will be deemed as your breach hereof if you:
breach any provision of this Agreement;
violate any laws, regulations, rules, ordinances or norms with legal force;
jeopardize or affect our provision of the Software and related services to any third party;
commit any act detrimental to cyber security;
cause any adverse impact on the Software or related services or activities provided or conducted by us and related third parties (including our authorized parties and business partners), or infringe upon the legitimate interests of us and/or related third parties and/or other users;
are found by a competent authority to have infringed upon the legitimate rights and interests of any third party;
use the Software and services hereunder to obtain illegal benefits, including but not limited to illegal gains obtained through resale, transfer, sub-licensing or otherwise beyond the scope of authorization; or
commit any other act that infringes upon our legitimate interests.
Upon discovery of your breach of this Agreement, we shall have the right to take one or more of the following measures:
To delete, block or deny access to relevant information by technical means; and
To restrict/disable certain functions, suspend or terminate the provision of the Software and services hereunder, close your User account/sub-accounts, and take other measures.
If the provision of the Software and services hereunder is suspended or terminated due to your breach, we shall not be required to refund any paid amount to you, and you shall solely bear any and all losses in connection with your account (including but not limited to loss of user data in whole or in part), and compensate us for any direct or indirect losses (including but not limited to attorney’s fees and legal costs) caused by your breach.
Liability for Indemnity
You shall indemnify us and/or our Affiliates against all losses suffered (including direct economic losses, loss of goodwill, and indirect economic losses such as compensation, settlement payment, attorney’s fee or legal cost paid to others) due to your breach hereof.
You shall be solely liable for any damage to any third party caused by your breach hereof. If we have paid any compensation to such third party on your behalf for whatever reasons, you shall indemnify us the amount of such compensation immediately upon receipt of our notice.
In no event shall our aggregate liability to you for any reason under this Agreement (whether in contract, tort or otherwise) exceed the higher of: (i) USD 10,000 and (ii) the total fees paid by you to us for use of the Software and services hereunder during the twelve (12) months immediately prior to the event or circumstance giving rise to such liability.
Amendment
We shall have the right to update and amend this Agreement as needed in case of changes in applicable laws and regulations, for our business operation or due to other reasons, and will use our reasonable efforts to notify you in a reasonable manner of any material amendment to this Agreement. If you continue to use the Software and services hereunder after such amendment, you will be deemed to have accepted the amended terms of this Agreement. If you do not agree to the amended terms hereof, you may choose to cease your use of the Software and services hereunder.
How to Contact Us
Should you have any question during your purchase and use of the Software and services hereunder, please feel free to contact us through the following channel:
Email: support@rendora.ai.
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