User Service Agreement
Updated on December 5, 2020
Version No.: 2020v2
REMINDER
Thank you for signing this User Service Agreement (this "Agreement") with the Platform Operator (as defined below) and use the Platform Services.
Clause headings are inserted only to help you identify the main points of the clauses, and shall not affect or limit the meaning or interpretation of the clauses hereof. To protect your rights and interests, you are advised to read each and every clause carefully.
PLEASE READ CAREFULLY: You shall read this Agreement carefully before clicking "I agree" to continue the sign-up process. Please carefully read and fully understand all clauses herein, especially those concerning the exemption or limitation of liability, the governing law, and the resolution of disputes. You should pay special attention to the liability exemption or limitation clauses which are highlighted in bold and underlined. If you have any questions or concerns about this Agreement, please contact our Customer Service.
SIGN-UP PROCEDURE: By filling in the required information, reading and agreeing to this Agreement, and completing the whole sign-up process according to the prompts on the sign-up or login page, you are deemed to have fully read, understood, and accepted all the content hereof, and reached an agreement with the Platform to become a "user" of Youku.com or the Platform. If you do not agree to this Agreement or any of the clauses hereof as you read through this Agreement, you shall immediately stop the sign-up process.
You may view the content of Youku.com, even if you have not signed in as a user, but you are unable to post any comments or bullet subtitles or to watch paid content.
If you need to log into the Youku Intellectual Property Protection Platform (ipp.youku.com) to file a complaint against any infringing content uploaded by users, you also need to carefully read and follow the User Service Agreement for Youku Intellectual Property Protection Platform.
If you have become a registered user of the Platform before this Agreement takes effect, you will be deemed to have agreed to accept the entire content of this Agreement by accessing and/or using a website of the Platform. If you reject this Agreement, please do not visit or use any website of the Platform.
1. Definitions
"Platform" includes websites such as Youku (http://www.youku.com), Tudou (http://www.tudou.com), Laifeng (http://www.laifeng.com), Soku (http://www.soku.com), and Paike (http://www.paike.com), Youku Video Open Platform (open.youku.com), the Over-the-Top (OTT) TV service platforms on which we provide content services (including the platforms jointly developed by Youku and OTT TV broadcast control integration agencies and OTT TV content license holders and the platforms jointly developed by Youku and smart TV manufacturers), and their clients, such as the Youku app, Tudou app, Laifeng app, Youku Kids app, IKU app, Kumiao app, and paike.com app (including but not limited to the app, APK, SDK, and API on the mobile, PC, and large screen devices). If a separate privacy policy is not available for an audio/video product or service of an Affiliate (see Definitions for details of the scope thereof) that uses the products or services provided by the Platform (e.g., login using a Youku account), the Youku Privacy Policy also applies to such audio/video product or service.
"We" ("us") means the Platform Operators that provide audio and video content services on the Internet, i.e., Youku Information Technology (Beijing) Co., Ltd. and Youku Network Technology (Beijing) Co., Ltd. that run Youku.com, Paike.com, and the clients launched by Youku (Youku app, IKU app, Youku Kids app, Kumiao app, and paike.com app); Shanghai Quan Tudou Culture Communication Co., Ltd. that runs Tudou.com and the Tudou app; Hangzhou Laifeng Technology Co., Ltd. that runs the Laifeng app; and Youku's Affiliate Zhejiang Tmall Technology Co., Ltd. that runs the OTT large-screen TV business for content services provided by Youku.
"Platform Services" means the services that we provide to you on the Platform's websites and clients (including apps\APKs\SDKs\APIs) through the Internet in a variety of forms (including new service forms resulting from future technological development), such as content distribution, communication via information networks, webcast, and OTT TV services.
"Platform Rules" include all the rules, user service agreements, interpretations, announcements, and other content published and to be published on all the websites of the Platform, as well as various rules, implementation rules, product descriptions, announcements, etc. that each platform publishes on its channels, activity pages, help centers, etc.
"Same Single User" refers to a case where users who use the same identity authentication information are assumed to be the same single user, or where the actual controllers of more than one user account are determined to be the same single person by the Platform upon investigation.
"Affiliates" refer to the affiliates of Alibaba Group Holding Limited which are disclosed in the group's latest annual report [http://www.alibabagroup.com/cn/ir/secfilings] and the affiliates to be disclosed in its annual reports.
2. Applicable Scope
2.1 Contracting parties
[Subjects with Equal Status] This Agreement is entered into by and between you and the Platform Operators and becomes contractually binding on you and the Platform Operator.
[Information of Subjects] The Platform Operator refers to the legal entities operating the Platform, and you may, pursuant to the aforesaid Definitions section, determine an entity among us (see "us" in the Definitions section) with whom you perform this Agreement. Under this Agreement, the Platform Operator may be changed based on the business adjustment of the Platform. The changed Platform Operator will perform this Agreement jointly with you and provide services to you. The change of the Platform Operator will not affect your rights and interests hereunder. A new Platform Operator may also be added upon the provision of a new Platform Service. By using the newly added Platform Service, you agree that such new Platform Operator will perform this Agreement jointly with you. In the event of a dispute, you can determine the entity that performs the contract with you and the party to the dispute according to the specific services you use and the specific behavior objects that affect your rights and interests.
2.2 Supplementary agreement
As the Internet industry develops rapidly, the terms specified in this Agreement signed by and between you and us cannot exhaustively enumerate and cover all the rights and obligations of you and us; and the existing agreed items may not be able to fully meet the future development needs. Therefore, the Privacy Policy of the Platform and the Platform Rules, which are supplementary agreements to this Agreement, are an integral part of this Agreement and have the same legal effect. By using the Platform Services, you agree to the aforesaid supplementary agreements.
2.3 Changes to user agreements
The Platform may update the user agreements, privacy policies, and related platform rules on the Platform (collectively, the "User Agreement"), and will notify and remind you of the agreement updates by means of system prompt, push notification and/or through the contact information that you provide to the Platform. By continuing using the Platform Services upon change of the User Agreement, you agree to accept the changed User Agreement. If you reject the changed User Agreement, please stop using the products and services of the Platform.
You can log on to the Youku homepage (http://www.youku.com) via your mobile or PC device to view the previous versions of the User Agreement and related privacy policies.
3. Account Registration and Use
3.1 User qualification
You acknowledge that you shall have the capacity for civil conduct appropriate to your conduct, as provided in the laws of the People's Republic of China, before you start using/signing up for using the Platform Services.
If you do not have the aforesaid capacity for civil conduct appropriate to your conduct, you shall obtain the informed consent of your legal guardian, and you and your legal guardian shall bear the liability resulting therefrom in accordance with the law. In particular, if you are a minor, please visit and/or use the websites of the Platform with the consent and guidance of your legal guardian.
3.2 Account description
[Account Acquisition] After you fill in the information according to the instructions on the registration page, read and agree to this Agreement, and complete the whole sign-up procedure, you may obtain an account of the Platform ("Youku Account") and become a user of the Platform.
[Account Use] You have the right to log in to the Platform using your member account name, email address, and mobile phone number ("account name") and the password (the account name and password are collectively referred to as the "account") that you have set or confirmed . Since your account is associated with your personal information and the Platform's business information, your Youku Account is for your personal use only. Without the consent of the Platform, any direct or indirect authorization you grant to a third party to use your Youku Account or obtain the information under your account shall be deemed invalid. If the Platform determines that the use of your Youku Account may undermine the security of your account and/or the information security of the Platform according to the procedures and criteria for the determination of breach of contract specified in the Platform Rules, the Platform has the right to determine your actions and the applicable rules, and to deal with it and suspend or stop the provision of the corresponding services accordingly.
[Account Transfer] Since a user account is associated with the user's personal information, you shall not transfer your account, save as otherwise expressly provided in relevant laws, demanded by judicial organs, or consented to by us, and in compliance with the user account transfer procedures specified in the Platform Rules. Once your account is transferred, the rights and obligations under the account shall be transferred together. Your account may not be transferred in any way other than the aforesaid way, otherwise all the liability arising therefrom shall be borne by you.
To enable you to use the services of the Platform better, we advise you to complete the real-name authentication in accordance with the requirements of the Platform and applicable laws and regulations.
[Real-name Authentication] If you already have a Youku Account, but have not completed real-name authentication (e.g., you have not provided your mobile phone number), please bind your personal mobile phone number or any other third-party account (such as the account of the Platform, Alipay, WeChat, QQ, or Weibo) to your Youku Account as soon as possible. If you do not undergo real-name authentication, the Platform reserves the right to stop your use of the account on the Platform. If you do not undergo real-name authentication, you can still browse the content and audios/videos of the Platform, but you will be unable to use the functions such as commenting, posting, and sending bullet subtitles, or to enjoy the relevant rights and services of paid members.
[Inactive Account Recovery] If your account has not been logged in to for a long time or meets the requirements listed below, we have the right to cancel and clean up the account and delete your personal information, and your account will no longer be usable on the Platform, with the associated services being terminated simultaneously. We will notify you by means of website announcement, private message, client push notification, etc. before we clean up such kind of accounts as follows, and we will also provide users with the functions and services of closing their accounts at their discretion:
(1) An account that has passed real-name authentication but is not bound with a personal mobile phone number or other third-party account;
(2) An account that has not been used to log in to the Platform for six consecutive months;
(3) An account in which there is no valid unexpired service.
[Account Cancellation]
Please refer to Section 9 (5) for account closure and deletion of personal information.
3.3 Registration information management
3.3.1 Authenticity and legality
[Authentic Information] When using the Platform Services, you shall provide your information (including your name, email address, contact number, and contact address (for the delivery of prizes, if any)) accurately and completely following the prompts on the pages of the Platform so that we can contact you if necessary. You understand and agree that you have the obligation to maintain the authenticity and validity of the information you provide.
[Legality of Member Account Name, Nickname, Bio, and Profile Picture] The Account Name, nickname, and profile picture you set shall not violate the provisions of the national laws and regulations and the Platform Rules with respect to the management of account names; otherwise, we may suspend, close, or otherwise handle, your account name and report such violation to the competent authority.
You understand and undertake that your registration information, such as account name, nickname, profile picture, and bio, shall not contain any illegal or improper information, nor shall it involve the illegal use of or be falsely associated with the identity of any entity or public figure; and that, during the account registration, you must comply with the seven bottom lines, i.e., laws and regulations, the socialist system, national interests, citizens' legitimate rights and interests, public order, social morality, and authenticity of information.
[Real-name Authentication Query] You agree and authorize that, for the purpose of providing better services and ensuring account security, we may initiate inquiries about your identity authenticity, credit report, mobile phone number validity status, and other information with the National Citizen Identity Information Center, telecom carriers, financial service institutions, and other reliable entities based on the information you provide, such as mobile phone number and ID card number.
3.3.2 Update and maintenance
You shall update the information you provide in a timely manner. In the case that we need to verify the information of some users as expressly required by law, we will check and verify your information from time to time in accordance with the law, and you shall provide the latest, authentic, and complete information in a cooperative manner.
If we are unable to contact you according to the latest information you provided, or you fail to provide relevant information in a timely manner as per our requirements, or the information you provide is obviously false, you will bear all the losses and adverse consequences thus incurred to you, others, and us. The Platform shall bear the corresponding responsibility as expressly provided by law.
3.4 Account security specifications
[Obligation to Keep Accounts Secure] Your account shall be customized and kept by you. The Platform will not require you to provide your account password at any time. You are advised to keep your account secure, and make sure that you log out of and leave the Platform following the correct procedure at the end of each login session.
[Bear Liability for Your Use of the Account] In case of any losses or consequences resulting from your intended disclosure of your account, or attacks, fraud, or other acts committed by others, both parties shall bear their respective risks and responsibilities in accordance with the law. The Platform shall bear the corresponding responsibility as expressly provided by law.
Your account shall be for your personal use only and shall not be lent to or shared with others. When your account is used without your authorization, you shall immediately notify the Platform; otherwise, the unauthorized use will be deemed as your personal action, and you will solely bear all the losses and consequences arising therefrom.
Unless we are at fault, you shall be liable for all the consequences of the actions under your account (including but not limited to signing agreements online, releasing information, purchasing products and services, and disclosing information).
[Routine Maintenance Instructions] If you discover that your account has been used to log into the Platform without authorization or other circumstances that may lead to account theft or loss, you are advised to inform us immediately. You understand that it takes a reasonable amount of time for us to respond to any request from you and, unless we are at statutory fault, we shall not be liable for the consequences incurred before such response.
4. Platform Services and Specifications
4.1 Platform Services
[Service Overview] The Platform provides you with services, including but not limited to:
(1) The services that are provided on the websites and related clients of Youku (http://www.youku.com), Tudou (http://www.tudou.com), Laifeng (http://www.laifeng.com), Soku (http://www.soku.com), Dianliu, etc., such as Youku app, Tudou app, Laifeng app, Youku Kids app, Dianliu app, IKU app, and Kumiao app;
(2) The services, such as content provision, content distribution, and content consumption, that are provided to users on the clients of the websites that we directly own or operate, which clients include but are not limited to those clients (including but not limited to app, APK, SDK, API, and those that may exist in the future) for all devices such as PCs, tablets, mobile phones, TVs (including smart TVs), and set-top boxes;
(3) Youku Tudou (paid) membership service ("Membership Service");
(4) Youku game service ("Game Service");
(5) Video upload and sharing service ("Content Upload Service");
(6) Laifeng live broadcasting service ("Live Broadcasting Service");
(7) Soku search service ("Search Service");
(8) Dianliu short video service ("Dianliu");
(9) Big screen content provision by the OTT TV service platforms on which we provide content services (including the platforms jointly developed by us and OTT TV broadcast control integration agencies and OTT TV content licensees and the platforms jointly developed by us and smart TV manufacturers); and
(10) Other technologies and/or services provided by the Platform ("Other Technologies and Services").
(The above services are collectively referred to as the "Platform Services".)
The Platform Services are for your personal use on the Platform only, and any act of separating our services from the Platform by illegal means such as malicious cracking shall not fall within our services as stipulated in this Agreement. The violator shall be liable for all legal consequences arising therefrom, and we will take legal actions against the violator in accordance with the law.
You can legally download, register, log in, and use our services only via the websites of the Platform. It is illegal if you obtain our services (including but not limited to accounts, points, experience points, point rewards, redemption items, gifts, and downloads) via any other channel, in any other way, or by any other means, and we will not acknowledge the validity of such services. Once such illegal case is discovered, we have the right to immediately take measures such as deletion, cancellation, clearing, and account ban, and you shall solely bear all adverse consequences caused thereby. We reserve the right to take legal actions against relevant responsible parties.
[Software Upgrade] We have the right to notify you of the modification, replacement, or upgrade of any software related to the Platform Services by announcement (including but not limited to pop-up page, website announcement, and private message). If you do not agree to or accept the modification, replacement, or upgrade of the software related to the Platform Services, please directly refuse, stop, or cancel the use of the software; otherwise you will be deemed to agree to and accept the modification, replacement, or upgrade of the software, and such agreement and acceptance shall still be subject to this Agreement.
[Use of Service Derivatives] You understand and acknowledge that, with respect to the use records, subscriptions, collections, points, experience points, progress points, levels, identifiers, coupons, virtual rewards for points, virtual redemption items, virtual gifts, downloads, and other derivatives that you have obtained using an account of a website of the Platform or the Platform, you acknowledge that you do not own such derivatives (unless otherwise announced by the Platform), and we authorize you to use them in accordance with the Platform Rules. The Platform shall bear the corresponding responsibility as expressly provided by law.
You agree and warrant that you shall not use the Platform Services or their derivatives (including but not limited to accounts, points, levels, goods for points, event gifts, downloads, and other services) to seek illegal profits by means of reselling, exchange, mortgage, and other transactions where prices are charged; and that you will not use the Platform Services or their derivatives to infringe upon the legitimate rights and interests of other persons, and you are prohibited from stealing or illegally using other persons' accounts, points, point rewards, etc. using network vulnerabilities or malicious software, or by other illegal means.
[Third-party Payment Instrument Risk] You understand and acknowledge that, if any commercial risks that may arise after you pay or recharge your account on the Platform through a third-party payment tool (including but not limited to the circumstances where you fail to receive membership benefits upon recharge through a third party due to a criminal activity in which a criminal uses your account or bank cards or other valuable cards to get refund for the recharge; and where you recharge your account via a third-party black industry channel or purchase the membership benefits of the Youku platform at far below the market value via an informal third-party channel) are likely to cause corresponding economic losses to you, we will bear corresponding responsibility according to the circumstances, and to the extent expressly, permitted by law after fully fulfilling our obligations under this Agreement and comply with the law.
4.2 Service specifications
[Content Upload by User] You may upload, publish, or transmit relevant content, including but not limited to texts, software, programs, graphics, pictures, sounds, music, videos, audio/video, links, and other information or materials ("content"), on the Platform (except for OTT TV service platforms and other relevant platforms where content shall not be uploaded and published for policy control purposes) through the Platform Services, provided that you shall bear the legal liability for such content. The Platform shall bear the corresponding responsibility as expressly provided by law.
[Authorized Use] By uploading, publishing, or transmitting content on the Platform, you are deemed to be the copyright owner of such content, unless the contrary is proved. Unless otherwise agreed by both parties, your use of the Platform Services to upload, publish, or transmit content means that you have the right and agree to grant us the worldwide, permanent (unless you voluntarily delete or request the Platform to remove the above videos), and royalty-free right to store, use, release, reproduce, modify, adapt, publish, translate, create derivative works for, disseminate, perform, display, or otherwise use such content; to incorporate all or part of such content into any other form of work, media, or technology; to commercialize the content you upload or publish; to provide information download, video on demand (VOD), data transmission, and mobile video services (including but not limited to SMS, MMS, WAP, IVR, streaming, 3G, mobile video, and other wireless services), and related services such as publicity and promotion to your computer terminals, mobile communication devices (including but not limited to portable communication devices such as mobile phones and smart tablets), handheld digital audio/video playback devices, TV receivers (analog signal receivers, digital signal receiver, digital TVs, IPTVs, OTT TVs, playback devices with Internet access, etc.) through wired or wireless networks; and to sublicense relevant content you uploaded to other third parties for use in the above manners after giving a prior notice to you and obtaining your express consent.
[User Information Association] To facilitate your use of other related services of the Affiliates, you authorize us to give the information provided and generated during your account registration and use of the Platform Services to the Affiliates and other relevant service providers, or to obtain the information provided and generated during your registration and use of the related services from the Affiliates and other relevant service providers, and to correlate such information, so that you can enjoy a consistent experience and service on the websites and service platforms of us and our Affiliates.
[Exemption of Liability for Uploaded Content] You understand and know that, as the content and information you access when using the Platform Service come from a variety of sources, we are not accountable for the accuracy, authenticity, availability, security, integrity, and legitimacy of such content and information. You understand and acknowledge that you may be exposed to incorrect, unpleasant, inappropriate, or repellent content and information, and you will not hold us accountable. We do not endorse, recommend, or express opinions on any content and information uploaded, published, or transmitted by users on the Platform; nor do we bear any liability for the errors or defects in any content and information and the resulting losses or damages, and you shall use the content and information at your own risk. The Platform shall bear the corresponding responsibility as expressly provided by law.
[Advertising and Promotional Information] You agree that we will place commercial advertisements or any other type of commercial information (including but not limited to advertising at any location on the Platform, and advertising in the content you upload or disseminate) in various ways during our provision of services, and you agree to accept the promotional or other relevant business information that we send you by email, private message, SMS, website announcement, or other means. If you no longer agree to accept the above SMS, emails, and messages that the Platform sends to you, please inform the Platform explicitly by unsubscribing by SMS or email or in writing.
[Network Transmission Acceleration] To improve the efficiency of information transmission and enhance user experience, you agree that we will adopt new technologies other than server-client transmission technology, and know that we may access information using the information and content of your terminal devices for this purpose.
[Legal Compliance] You agree to abide by the following laws and regulations during the use of the Platform Services: the Cybersecurity Law of the People's Republic of China, the Law of the People's Republic of China on Guarding State Secrets, the Copyright Law of the People's Republic of China, the Regulations of the People's Republic of China on the Security Protection of Computer Information Systems, the Regulations on the Protection of Computer Software, the Administrative Provisions for Electronic Bulletin Services on the Internet, the Regulations on the Protection of the Right of Communication Through Information Network, and other laws and regulations related to computer and the Internet. In any case, if we have evidence that your actions may violate the above laws and regulations, we have the right to determine your actions and the applicable rules, and deal with it accordingly. In the event of such violation, we may terminate the provision of services to you without prior notice.
4.3 Prohibited content
You understand and warrant that you shall, in the content you upload, publish, or transmit on the Platform (including your account name and other information), abide by the Constitution, laws, and administrative regulations, insist on the orientation of serving the people and socialism, maintain the correct orientation for public opinion, give play to the role of public opinion in supervision, promote the formation of a positive, healthy network culture where people are encouraged to strive for excellence and to develop stronger virtues, and safeguard national and public interests. The Platform has the right to manage the information you upload, publish, or transmit. If, in such information, the information that is prohibited by laws and administrative regulations from being published or transmitted is found or the following contents are involved, the Platform will immediately stop transmitting the information, take measures such as elimination, prevent the spread of the information, keep relevant records, and report to the relevant competent authorities:
(1) Violating the basic principles set forth in the Constitution;
(2) Jeopardizing national unity, sovereignty, and territorial integrity;
(3) Divulging state secrets, jeopardizing state security, or damaging the honor and interests of the state;
(4) Inciting ethnic hatred or discrimination, undermining ethnic unity, or infringing ethnic customs or practices;
(5) Promoting cults or superstitions;
(6) Disturbing social order, and destroying social stability;
(7) Inducing minors to commit crimes and promoting violence, pornography, gambling, or terrorist activities;
(8) Insulting or slandering others, or infringing upon other individuals' reputation, privacy, intellectual property rights, or other legitimate rights and interests;
(9) Endangering social morality, or harming the excellent cultural traditions of the nation; and
(10) Containing other content prohibited by laws, administrative regulations, and relevant national regulations.
[Consequences of Uploading Illegal and Infringing Content] If the content you upload, publish, or transmit contains the above information or content that violates laws and regulations, or infringes upon the legitimate rights and interests of any third party, you will directly bear all the adverse consequences resulting therefrom. The Platform shall bear the corresponding responsibility as expressly provided by law. If any adverse consequences are thus caused to us, you shall be responsible for eliminating the negative effects and compensating us for all losses arising therefrom, including but not limited to reasonable expenses resulting from rights protection, such as compensation for property damage and reputation damage, attorney fees, and transportation expenses, or other reasonable expenses required by all platforms.
4.4 Prohibited actions
You understand and warrant that you will not perform the following prohibited actions in respect of the Platform Services, nor will you allow anyone to use your account to perform the following actions:
(1) Illegally use the identity of another person, or falsely claim to be associated with any individual or entity (including setting up a false account name or accessing another user's account) at the time of registering an account or using the Platform Services;
(2) Make misleading titles or otherwise manipulate the content, leading others to mistakenly believe that such content is transmitted by us;
(3) Upload, publish, email, or otherwise transmit content that is not allowed to be transmitted (such as internal data and confidential information);
(4) Send any unsolicited or unauthorized spam, advertising or promotional messages, or any other commercial communications;
(5) Use the Platform Services for any commercial purpose or for the benefit of any third party without our express permission;
(6) Track or otherwise harass others;
(7) Engage in any illegal or potentially illegal activities or transactions (we have the right to determine your actions and the applicable rules and deal with it accordingly), including teaching people how to commit crimes, selling any illegal drugs, money laundering, committing fraud, etc.;
(8) Gamble, provide gambling data, or induce others to participate in gambling activities by any means;
(9) Use or exploit our intellectual property rights (including our trademarks, brands, logos, any other proprietary data, or the layout or design of any web page), or otherwise infringe upon any of our intellectual property rights (including attempting to reverse engineer the Platform's clients or software used);
(10) Access the Platform Services, or collect or process content made available through the Platform Services by using any automatic program, software, engine, web crawler, web page analysis tool, data mining tool, or similar tools;
(11) Engage in any "framing", "mirroring", or other techniques to simulate the appearance or functionality of the Platform Services;
(12) Interfere or attempt to interfere with the access by any user or any other party to the Platform Services;
(13) Deliberately disseminate viruses, network worms, Trojan horses, corrupted files, or other malicious codes or items;
(14) Share or publish personally identifiable information of other persons without the express consent of such persons;
(15) Explore or test whether the Platform's service or system or other user's system is vulnerable to injection attacks, or otherwise circumvent (or attempt to circumvent) any security function of the Platform's service or system or other user's system;
(16) Decompile, reverse compile, or reverse engineer the software used by the Platform Services, or attempt to do any of the foregoing;
(17) Open multiple accounts for the purpose of destruction or abuse, or maliciously upload duplicate or invalid bulk data and information;
(18) Use the Internet to engage in activities that infringe upon the reputation, privacy, intellectual property rights, or other legitimate rights and interests of others;
(19) Violate, whether intentionally or unintentionally, any applicable Chinese law, regulation, rule, ordinance, or other legally effective norms;
(20) Modify, tamper with, block, or partially block advertisements on the Platform Services and related functions (such as blocking pre-rolls in videos, and blocking banner or pop-up advertisements on website pages); and
(21) Destroy technical measures for copyright protection of the Platform, or steal content of the Platform without permission, e.g., distributing the copied content, and enabling non-members to access and watch content that is available to members only.
5. Privacy Policy
By using the services provided by us, you agree that we collect, store, use, disclose, and protect your personal information in accordance with the privacy policy published on the Platform.
We attach great importance to the protection of users' personal information. According to applicable legal and regulatory requirements, if a network product or service has the function of collecting user information, its provider shall expressly indicate such function to and obtain consent from users. We hereby expressly inform you through a separate Privacy Policy of why, how, and to what extent we will collect and use your personal information, the channels for querying and correcting information, and the consequences of refusing to provide information. Through the privacy policy, we wish to clearly introduce to you how we deal with your personal information. Therefore, we advise you to read the Privacy Policy completely to help you better protect your privacy.
If you do not agree to any content of the Privacy Policy, you shall immediately stop using the Platform Service. By using any of the services provided by the Platform, you agree that we legally collect, use, and protect your personal information in accordance with the Platform's Privacy Policy.
The term "personal information" used in the Privacy Policy means various information recorded electronically or otherwise that can identify a specific natural person, either alone or in combination with other information.
In case of any changes to the Privacy Policy, we will update the Privacy Policy in time, and will inform you of such changes by system prompts, push notifications, and/or through the contact information that you provide to the Platform.
If you have any questions about the privacy policy or any complaint about the protection of your personal information, you can contact us through the contact information published on the Platform. 400-810-0580 (for free services) 400-810-3568 (for membership services).
6. Third-party Links
The Platform Services may contain links to other websites or resources. We have no right to control, review, or modify the content, privacy policies, and activities of the aforementioned websites or resources. Normally, we are not responsible for the content of services or resources of other websites linked to the Platform Services, except as otherwise expressly provided by law. We recommend that you carefully read the terms of service and privacy policies of other websites or resources before leaving the Platform and visiting such websites or resources.
7. Intellectual Property Rights
Unless otherwise agreed upon by the parties or stated by us, all intellectual property rights (including but not limited to copyrights, trademarks, patents, and trade secrets), and related rights in all the content, except for the content in which users are entitled to the copyright by law, technologies, software, programs, data, and other information (including but not limited to text, images, pictures, photographs, audios, videos, charts, colors, layouts, and electronic documents) on the Platform shall vest in and be owned by us or our Affiliates. No one may reproduce, disseminate, display, mirror, upload, download, modify, rent, or otherwise use such content without our permission.
The Platform's logo, "优酷", "youku", "土豆", "tudou", and any other text, graphics, or any combination thereof, as well as the Platform's other logos, emblems, and product and service names, are the trademarks of us or our Affiliates in China or other countries. Without our written authorization, no one may display, use, or otherwise process such trademarks in any way, nor shall you indicate to others that you have the right to display, use, or otherwise process such trademarks.
We have full intellectual property rights in our proprietary content, original content, and other exclusive or sole content obtained through authorization. Without our permission, no entity or individual may reprint, disseminate, or provide streaming services, or otherwise infringe upon our intellectual property rights, otherwise they will bear all legal liabilities arising therefrom.
As part of the content displayed on the Platform is videos uploaded independently by users or copyright owners, if you discover any products that may be involved in copyright infringement disputes, please inform us through the complaint channels specified in the Copyright Statement in the footer of Youku.com or Tudou.com.
8. Users' Breach of Contract and Penalties
8.1 Determination of breach of contract
You are deemed to have breached this Agreement if:
(1) You violate relevant laws and regulations when using the Platform Services; or
(2) You breach this Agreement or the supplementary agreement hereto (see Section 2.2 hereof).
To adapt to the development of the Internet and meet the demand of massive users for efficient and high-quality services, you understand and agree that we may specify the procedures and standards for determining a breach of contract in the Platform Rules. For example: we may determine whether you are in a breach of contract by comparing your user data with massive user data; and you have the right to provide sufficient proof and reasonable explanation as to your data exceptions, otherwise, you will be deemed to have breached the contract.
8.2 Penalties for breach of contract
[Information Handing] If any content or information you publish on the Platform constitutes a breach of contract, the Platform reserves the right to delete, block, or otherwise handle such content or information according to relevant rules, or to suspend the use of, seize, cancel, or otherwise handle your account. The Platform will bear the corresponding responsibility as expressly provided by law.
[Restriction on Your Actions] If the action you perform on the Platform, or the action that is not performed on the Platform but has an impact on the Platform and its users, constitutes a breach of contract, we may, according to the corresponding rules, restrict your account's participation in activities, suspend the provision of all or part of the services to you, or otherwise penalize you, and deduct liquidated damages. If your action constitutes a fundamental breach of contract, we may seize your account and terminate the provision of services to you.
[Reporting Illegal Information and Actions to Competent Authorities] If your action on the Platform violates relevant laws and regulations, we may report and submit your usage records and other information to the relevant competent authorities in accordance with the law.
8.3 Liability for indemnification
You shall indemnify us and/or our Affiliates for all losses arising from your action (including direct economic losses, loss of goodwill, and indirect losses such as indemnities, settlement amount, attorney fees, and court costs paid to third parties).
If we and/or our Affiliates receive a claim from a third party due to your action, we and/or our Affiliates may recover all losses from you after fulfilling obligations such as monetary payment to such third party.
8.4 Special provisions
[Force Majeure] We are responsible for providing the Platform Services to you on an "as is" and "as available" basis. We shall assume obligations as provided by law, provided that we shall not bear any liability other than those expressly provided by law with respect to the damage caused to you due to the maintenance or connection failure of information network equipment, failure of computer, communication, or other systems, hacking, computer virus, power failure, strike, riot, fire, flood, storm, explosion, war, government action, order from a judicial or administrative authority, or for any third-party reason.
[Extraterritorial Action] We do not guarantee that the Platform Services that we control and provide through facilities within the territory of the People's Republic of China are appropriate and feasible in other countries or regions, and any users who use the Platform Services in other jurisdictions shall, on their own, ensure their compliance with local laws and regulations. We shall bear the corresponding responsibility as expressly provided by law.
9. Changes to the Agreement
We will modify or supplement this Agreement according to changes to national laws and regulations and/or the adjustment to the Platform Services, and notify you in the manners specified in Section 10 hereof of such modification or supplement hereto ("Change").
If you do not agree to the Change, you shall stop using the Platform Services from the effective date of the Change. By continuing using the Platform Services after the Change takes effect, you acknowledge that you agree to the effective Change.
10. Notice
10.1 Valid contact information
You agree that we will serve various notices on you in the following reasonable ways:
(1) The official documents and correspondence publicized;
(2) Private messages, pop-up messages, and messages pushed by the clients;
(3) Emails, SMS, letters, etc., sent according to the contact information that you provide to the Platform.
When you register as a user of the Platform and accept the Platform Services, you shall provide authentic and valid contact information (including your email address, contact number, and contact address) to us. If your contact information changes, you are obligated to promptly update the relevant information and to keep you reachable.
The member account (including sub-account) generated during your registration as a user of the Platform and used to log in to the Platform to receive private messages or system messages will also serve as your valid contact information.
We will serve various notices on you according to one or more of your contact methods, and you must pay prompt attention to such notices as the content thereof may have a material beneficial or adverse effect on your rights and obligations.
You have the right to obtain commercial information such as advertising information and promotional offers on products in which you are interested through the mobile phone number or email address you provide at the time of registration. If you are unwilling to receive such information, you have the right to unsubscribe to it through the unsubscribing function we provide.
10.2 Service of notice
We send you notices through the aforementioned contact methods. Written notices sent electronically, including but not limited to announcements on the Platform, SMS sent through the contact number you provide, emails sent to the email address you provide, and private messages and system messages sent to your account, shall be deemed to have been served on you once transmitted successfully, while a written notice sent in paper form shall be deemed to have been served on you on the postmark date after it is mailed to the contact address provided.
For any disputes arising from trading activities on the Platform, you agree that we and the judicial authorities (including but not limited to people's courts) may serve you complaint and legal documents (including but not limited to litigation documents) by modern communication means, such as SMS or email, or by mail. The contact methods, such as mobile phone number and email account, that you specify to receive legal documents are the mobile phone number and email address that you provide when you register or update your information on the Platform, and the complaint or legal documents shall be deemed to have been served on you after being sent by the Platform and the judicial authorities through the aforesaid contact methods. The mailing address you specify is your legal contact address or the valid contact address you provide.
You agree that the judicial authorities may use one or more of the above service methods that meet the requirements provided by procedural laws to serve you legal documents. When the judicial authorities use multiple methods to serve you legal documents, such documents shall be deemed to have been served at the time when they are served in the earliest manner.
You shall ensure that the contact information provided is accurate, effective, and updated in real time. If the provided contact information is inaccurate, or you have not notified us of the changed contact information in time, and thus the legal documents cannot be delivered or are not delivered in time, you shall bear the legal consequences that may arise.
11. Termination of the Agreement
11.1 Circumstances of termination
[Termination by User] You have the right to terminate this Agreement in any of the following manners:
(1) When the cleaning conditions such as account cancellation posted on a website of the Platform are met, you cancel your account through the website.
(2) You stop using the services and explicitly state your unwillingness to accept the Change before the Change takes effect.
(3) You explicitly express that you do not wish to continue using the Platform Services, and the conditions for termination posted on the Platform are met.
[Termination by the Platform] We may notify you of the termination of this Agreement in the manners as specified in Section 10 hereof under the following circumstances:
(1) You breach this Agreement, and we terminate this Agreement pursuant to the breach clause hereof.
(2) You transfer your own account, embezzle other people's account, publish prohibited content and information, defraud other people of property, take improper means for profit, or commit any other illegal act, and we seize your account in accordance with the Platform Rules.
(3) Apart from the above circumstances, we seize your account in accordance with the Platform Rules as you have repeatedly violated the relevant provisions of the Platform Rules and the circumstances are serious.
(4) Your account has been canceled or otherwise cleared by us under this Agreement.
(5) You infringe upon the legitimate rights and interests of others or commit any other serious violation of law or breach of contract on the Platform.
(6) Other circumstances where we shall terminate the services in accordance with applicable laws and regulations.
11.2 Handling upon termination of the Agreement
[Disclosure of User Information] Upon termination of this Agreement, we have no obligation to disclose any information pertaining to your account to you or a third party designated by you, unless expressly stipulated by law.
[The Platform's Rights] Upon termination of this Agreement, we have the following rights:
(1) We may delete or anonymize your personal information as required by applicable law, or may continue to keep other content and information that you retain on the Platform according to the time limit and in the manner prescribed by law.
(2) We reserve the right to take legal actions against you under this Agreement with respect to your past breaches of contract.
[Transaction Handling] Upon termination of this Agreement, we may close your transaction orders generated during the term of this Agreement, and may, at our sole discretion, refund or deduct related expenses as liquidated damages.
12. Governing Law, Jurisdiction, and Miscellaneous
[Governing Law] The conclusion, entry into force, interpretation, amendment, supplement, termination, and implementation of, and the dispute resolution under, this Agreement shall be governed by the laws of the People's Republic of China. In the absence of relevant provisions in laws, commercial and/or industry practices shall apply as reference.
[Jurisdiction] Disputes arising out of or in connection with your use of the Platform Services shall be settled by you and us through negotiation. If no agreement is reached through negotiation, either party may file a lawsuit with the people's court at the place where the defendant is located.
[Severability] Where any term of this Agreement is deemed to be annulled, invalid, or unenforceable, such term shall be deemed severable and shall not affect the validity and enforceability of the remaining terms hereof.
The Chinese version of this agreement shall always prevail in case of any inconsistency between the Chinese version and the English version.