Alipay Service Agreement

I. Confirmation of Alipay Service Agreement

II. Definitions and Interpretation

III. Services Provided by Alipay

IV. Registration, Use and Cancellation of Account

V. Precautions in Using Alipay Services

VI. Undertaking of Users to Legally Use Alipay Service

VII. User Rights Protection and Information Protection

VIII. Force Majeure, Disclaimer and Limitation of Liability

IX. Supporting Rules and Agreements

X. Protection of Intellectual Property Rights

XI. Governing Law and Jurisdiction

Thank you for choosing Alipay. This Alipay Service Agreement (this “Agreement”) is entered into by and between Alipay.com Co., Ltd. (“Alipay” or “we”) and you.

I. Confirmation of Alipay Service Agreement

1. Please read this Agreement carefully, in particular the provisions in bold. If you have any questions in respect of anything hereof or any information prompted on the page, please DO NOT proceed to the next step. Please contact us via our online customer service on the Alipay Website (as defined below) or our official hotline at 95188 for further explanation and interpretation. By clicking on the page or confirming by other means, you confirm that you agree to accept this Agreement.

2. Any amendments by us to this Agreement shall be announced in advance by announcements on www.alipay.com. The amended Agreement shall take effect on and from the 30th day of such announcement. You are entitled to cease the use of the Services if you do not agree to the updated agreement.Relevant services and corresponding terms may also be amended otherwise upon mutual agreement between the parties hereto.

3. If you have no or limited capacity for civil conduct, please inform your guardian. In this case please read this Agreement and use our service under the guidance of your guardian. If you are not a user within the territory of the People’s Republic of China (for the purposes of this Agreement, excluding Hong Kong and Macao Special Administrative Regions and Taiwan), you shall also comply with the laws of your country or region. You acknowledge that entering into and performing this Agreement does not violate the laws or regulations of the country or region in which you belong, reside or carry out operational activities or other business.

The Chinese version of this Agreement shall prevail if there is any inconsistency between the English version and the Chinese version of this Agreement.

II. Definitions and Interpretation

1. Alipay Account (or the “Account”) means the payment account we open for you after you have obtained a user identifier and have successfully passed the Alipay authentication. If you have not completed the Alipay authentication, you will not be able to use any Balance Service (as defined below).

2. Alipay Login Name means the mobile phone number or email address set by you to log in to the user identifier or the Alipay Account. After you obtain an Alipay Account, the login name of the user identifier shall immediately become the login name for your Alipay Account.

3. Identity Elements means the information elements we use to identify you, including but not limited to your user identifier, Alipay Account, password, digital certificate, SMS verification code, USB key, phone number, mobile phone number, ID number and biometric identification information (such as fingerprint information, facial image information and voiceprint information etc.) and other information.

4. Alipay Website means www.alipay.com and/or Alipay client, except as otherwise provided in this Agreement.

5. Alibaba Platform means the websites and clients under Alibaba Group that support the login by the Alipay Login Name, including but not limited to Taobao Platform, Alibaba China, Alibaba International, Tmall Global, AliExpress, etao.com, Alimama, Alibaba Cloud website, Xiami Music, AliOS, Diandianchong, Cainiao, sm.cn, AliHealth (including liangxinyao.com), 95095 and Hema, as well as other websites and clients that may be opened later.

6. Ant Website means the websites and clients under Ant Financial Group that support the login by the Alipay Login Name, including but not limited to Alipay, Ant Fortune, MYbank, Zhima Credit, Ant Financial Cloud, as well as other websites and clients that may be opened later.

7. Taobao Platform means the websites and clients including Taobao (with the domain name of taobao.com), Tmall (with the domain name of tmall.com), Juhuasuan (with the domain name of juhuasuan.com), and Fliggy (with domain names of alitrip.com, fliggy.com and feizhu.com).

8. Alibaba China means the online information publishing and trading platform for trades among corporations (B-TO-B), including Alibaba China (with domain names of Alibaba.com.cn, alibaba.cn and 1688.com) and other websites and clients.

9. Authorized Authority means bodies that have the right to request inquiries, freezes or deductions of funds in accordance with laws and regulations, including but not limited to public security agencies, procuratorates, courts, customs and tax authorities.

10. Freeze by Authorized Authority means the freeze made as required by the aforementioned Authorized Authorities. Any frozen balance may not be used for payment, withdrawal or transfer. Any frozen Account may not be logged in or used.

11. Restriction means, in addition to the Freeze by Authorized Authority, all or any part of the functions of the user identifier or Account cannot be used, and the assets related to the user identifier or Account, Account balances or credit lines provided by third parties cannot be used.

12. Payment Suspension means the Restriction measures that forbids the use of the balance of an Alipay Account, for example, the Account cannot be used for services such as payment, withdrawal or transfer.

13. Balance Service means recharge, consumption, collection, transfer and other service that can be used based on the balance of an Alipay Account. Except as otherwise provided in this Agreement, the functions of the Balance Service and the limits on payment and receipt will be adjusted in accordance with the Administrative Measures for Online Payment Business of Non-Banking Payment Institutions and other regulatory requirements.

III. Services Provided by Alipay
The Alipay service is a non-financial institution payment service that we provide to you and a fund transfer service that we are entrusted by you to receive and pay money on your behalf. The Collection and Payment Service means the service we provide to you to collect or make payment on your behalf.

By using the collection service, you may receive payments from others. Specifically, the service means the whole process from the time you entrust us to transfer your funds in your bank account into your Alipay Account, or the time you entrust us to collect the amount paid to you by any third party, to the time we transfer all or part of such amount to and credit your bank account or Alipay Account (including withdrawal) according to your instructions.

By using payment service, you may pay any amount to a designated third party. Specifically, the service means the whole process from the time any amount is debited from your designated account (a non-Alipay Account), to the time when we credit all or part of the above amount to any third party’s bank account or Alipay Account according to the instructions given by you or any authorized party; or the whole process from the time you entrust us to transfer funds from your bank account to your or others’ Alipay Account according to this Agreement, or from the time you entrust us to collect the relevant payment and credit it to your Alipay Account, to the time you entrust us to credit all or part of the above amount to any third party’s bank account or Alipay Account according to the instructions given by you or any authorized party.

After you send us an order for collection or payment, the order shall be irrevocable unless being required by any legal proceedings or in accordance with this Agreement.

The functions of the collection and payment service include:

1. Recharge: You may transfer funds from your bank card to your Alipay Account.

2. Withdrawal: You may transfer the balance of your Alipay Account to any bank account under your name within the People’s Republic of China (for the purposes of this agreement, excluding Hong Kong and Macao Special Administrative Regions and Taiwan) that can receive funds. Unless your Alipay Account is frozen, suspended or otherwise restricted by Restrictions by any Authorized Authorities, subject to the collection and payment limits, we will remit the corresponding amount to the designated bank account within a reasonable period of time after receiving the withdrawal instructions. To ensure the security of your funds, we may conduct a risk review on the withdrawal, which may result in delays in credit time.

3. Transfer: You may use the Alipay service to entrust us to transfer any amount to a payee’s Alipay Account or bank account within the People’s Republic of China (for the purposes of this agreement, excluding Hong Kong and Macao Special Administrative Regions and Taiwan) that can receive funds. In order to ensure the security of your funds and property, when you use the transfer service, please carefully check the information of the payee, including but not limited to the true identity of the payee and whether his/her Alipay Login Name is accurate.

4. Alipay Intermediary Service: Also known as “Alipay Escrow-based Transaction”, which refers to the service that solves the trust problem of online transactions between buyers and sellers, where we will pay the seller the amount we receive from the buyer on behalf of the seller only after the buyer clicks to confirm receipt according to our procedure or is deemed to have confirmed receipt according to the agreement between the buyer and the relevant trading platform.

If there are other special agreements among the buyer, the seller and the relevant trading platform in respect of the payment time of all or part of the transaction amount, we may implement in accordance with the special agreements.

Except as otherwise provided in this Agreement, in the event of a transaction dispute, you irrevocably authorize us to pay all or part of the disputed amount to one or both parties to the transaction according to the evidence.

5. Instant Credited-to-Account Service: It refers to the payment method where we will make the payment to the seller immediately after the buyer’s payment without the buyer’s confirmation of receipt. This service is generally applicable to transactions where you and the counterparty fully trust each other and in this case each of the buyer and seller shall bear its own trading risks and handle disputes on their own.

6. Late Payment Service: If the buyer chooses any fund source related to the Late Payment Service (such as the “Ant Credit Pay”), we will provide payment service in accordance with the agreement with the fund source. When using the Late Payment Service, any amount under the transaction will be paid by us on behalf of the buyer to the seller’s Account when the buyer pays or confirms receipt.

7. Foreign Exchange Purchase and Settlement Agency Service: If you use Alipay for cross-border payment or collection, we will, through our partner bank, provide you with the service of purchasing foreign exchange or receiving and settling inbound foreign exchange on your behalf. If you use the foregoing service, Alipay will show you on the payment page or otherwise the foreign exchange quotation provided by the partner bank and pay or receive for you the RMB funds converted at the quoted foreign exchange rate described above. For the specific terms of the foregoing service, please refer to Foreign Exchange Purchase and Settlement Agency Service Agreement.

IV. Registration, Use and Cancellation of Account

A. Registration

1. You can use part of the Alipay service after you obtain a user identifier. You can further apply and obtain an Alipay Account after passing the Alipay authentication to use more services. For the specific authentication process, please refer to the instructions provided by the Alipay Website. For the purposes of risk control, Alipay may decide whether to grant you a user identifier or Account.

2. You may log in directly to any Alibaba Platform and Ant Websites with your Alipay Login Name without re-registration.

B. Use

1. The Identity Elements are the basis for us to identify you. Please keep them properly. The operations performed and instructions given by using the Identity Elements are deemed to be performed and given by you. In case of any fraudulent use, misappropriation or illegal use of the Account, password or other information caused by you, you shall be solely liable for any risks and losses as a result thereof.

2. Based on different terminals and your using habits, we may take different verification measures to identify you. For example, when your Alipay Account is logged in for the first time on a new device, we may identify you by password and verification code. In addition, in order to further protect your Account and fund security, we will help you add a digital certificate to the device you use to log in to your Alipay Account, ensuring that you also meet the regulatory requirements for Identity Elements verification.

3. In order to protect your fund security, please set a different password for your mobile phone and other devices from the passwords of your user identifier and Account. If you discover that someone else fraudulently use or misappropriate your user identifier, Account or Alipay Login Name and password, or if your mobile phone or other relevant device is lost, please notify us immediately in an effective manner; you may also apply to us for suspension or termination of the Alipay service. We will synchronize the above information to the Alibaba Platform and Ant websites to protect your legitimate rights. When you finish logging in to any Alibaba Platform or Ant Website, please log out the website in correct steps. Since we need reasonable time to take actions on your request, if we fail to take effective measures within a reasonable time, which results in your increased loss, we will be liable for the increased part of the loss, provided that we shall not be liable for anything arising out of any instructions executed before the action is taken, except in the case of willful or material default on the part of Alipay.

4. The user identifier and Account are for your own use only. Please DO NOT transfer, lend, give or inherit your user identifier and Account, provided that the relevant property rights and interests in the Alipay Account can be inherited according to law.

5.The nickname, profile photo, signature, message and note you set up when using relevant Alipay services must comply with applicable laws and regulations, public order and good custom, and social morality, and shall not infringe upon any legitimate rights and interests of other third parties. Otherwise, we may cancel your nickname, profile photo, signature, message and note.

6.If you have no transaction record within 6 months from the date of opening your Alipay Account, we have the right to suspend your Alipay services until your identity is re-verified.

7.Based on the needs of operational and transaction security, we may suspend or restrict some functions of the Alipay service, or add new functions.

8. In order to maintain a good network environment, we sometimes need to understand the true background and purpose of your use of Alipay services. If we require you to provide relevant information or materials, please cooperate and provide as required.

9. For your transaction security, when using the Alipay service, please verify the identity information of the counterparty in advance (such as whether the counterparty has full civil capacity) and carefully decide whether to use Alipay service to trade with the counterparty.

10. For all the transactions that you have conducted on Taobao Platform/Alibaba China, since you have authorized Taobao Platform/Alibaba China to handle such transactions in accordance with the Taobao Platform Service Agreement, Taobao Platform Rules (including the Taobao Rules, the Taobao Platform Dispute Resolution Rules, the Taobao Platform Special Merchandise/Transaction Dispute Resolution Rules, the Taobao Timeout Instructions, the Tmall Rules, and the Fliggy Rules, the same below), the Alibaba Terms of Service, the Alibaba China Rules (including the Alibaba China Rules, the Handling Rules on Release of Prohibited Information, and the Transaction Dispute Resolution Rules, the same below) and other rules (and any supplements, amendments or changes thereto, regardless of the actual name thereof, the same below) formulated by Taobao Platform/Alibaba China, we will no longer handle any transaction related issues on the Taobao Platform/Alibaba China. Also, in order to resolve transaction disputes and prevent transaction risks, you irrevocably authorize us to pay all or part of the disputed amount to one or both parties to the transaction and impose other Restrictions on your Alipay Account as instructed by Taobao Platform/Alibaba China.

C. Cancellation
1. When you need to terminate the use of Alipay services, you can apply for cancellation of your user identifier or Alipay Account in accordance with our process and page prompts. Please acknowledge and agree that:

(1) You may apply for cancellation of your user identifier or Account manually or by self-service, provided, however, that if you use any security products we provide, please apply for cancellation in the security product environment.

(2) The user identifier or Account that you apply to cancel is in normal status, that is, the information of your user identifier or Account is up-to-date, complete, and correct, and the user identifier or Account has not been subject to any Restrictions including Payment Suspension and Freeze by Authorized Authority. If you are a corporate user and the Account you apply to cancel has an associated Account, the Account shall not be cancelled before such associated Account is cancelled.

(3) In order to protect the legitimate interests of you and other users, when you apply to cancel the user identifier or Account, we will perform risk assessment to ensure that your user identifier or Account shall be free of any outstanding transaction or other outstanding rights or obligations, and there shall not be any other circumstance that may give rise to a dispute due to such cancellation. If your account has a balance or is associated with assets such as Yu’E Bao, Jifenbao and Red Packet, then prior to cancellation you are expected to withdraw, transfer, spend all of the available funds in your account or otherwise.

2. Should any of the following circumstances arise, we may cancel your user identifier or Account:
(1) According to the Administrative Measures for Online Payment Business of Non-Banking Payment Institutions, we must not open any Alipay Account for any financial institution or other institution engaged in financial services including credit, financing, wealth management, guarantee, trust and currency exchange. If you are one of such institutions and you hold an Alipay Account, you agree to withdraw or transfer all funds or otherwise use all funds in the Alipay Account according to our procedures as soon as possible, and authorize us to cancel such Alipay Account, provided that you will still be able to use the payment service we provide to you based on your bank account.

(2) If you have committed any fraud, published or sold counterfeit goods, infringed the legitimate rights of others or materially violated any rules of any Alibaba Platform or Ant Website on any Alibaba Platform or Ant Website, entitling the Alibaba Platform or Ant Website to, pursuant to applicable rules, inform Alipay to cancel the user identifier or Account under your name, we may, upon receipt of the notice, cancel the user identifier or Account under your name and you will no longer be able to log in to any Alibaba Platform or Ant Website with such Alipay Login Name of the user identifier or Account and all services of all Alibaba Platform and Ant Websites will be terminated concurrently; moreover, we may also synchronize your violation thereof to other Alibaba Platform and Ant Websites.
(3) The user identifier or Account is required to be cancelled as provided elsewhere in this Agreement.

If, due to the circumstances stated in subparagraphs (1) – (3) above, your user identifier or Account is cancelled, we will temporarily keep for you the associated wealth management products or the balance remaining in such user identifier or Account and help you recover the same after verifying your identity.

3. Upon cancellation of your user identifier or Account, you will not be able to use our services. The rights and obligations of both parties will be terminated (except as otherwise agreed herein or as unable to be terminated according to its nature). The cancellation may also result in the following consequences：

(1) all rights and interests associated with the user identifier or Account (such as Alipay cards or coupons) will become invalid;

(2) if there is any breach, infringement or other misconduct or any pending contracts before the cancellation of your user identifier or Account, you shall still be liable for the corresponding responsibilities;

(3) once any cancellation is successful, none of the account record and account functions can be restored or provided.

V. Precautions in Using Alipay Services

In order to effectively protect your legitimate rights and interests when you use our services, please note the following:

A. Authentication

1. During the process of registering and using our services, please provide legal, true, valid, accurate and complete information (which may include identity card, passport, business license, account opening permit and other certificates, contact information, occupation, correspondence address, etc., depending on the specific verification needs). In order to promptly notify you of any changes in the funds in your Account and to better protect your account security, please notify us promptly in case of any changes in such information. In order to verify your information in a timely and effective manner, you agree that we may check your information with a third party to the extent necessary in accordance with laws, regulations and regulatory requirements or the Alipay Privacy Policy. You shall ensure that your Alipay Login Name, user identifier or Account-linked e-mail address or mobile phone number is owned by you. If you use others’ e-mail address or mobile phone number, in order to avoid any inconvenience to or adverse effects on the actual holder of the e-mail address or mobile phone number and also for your fund security, we may remove and disassociate the email or mobile phone number from your user identifier or Account.

2. In order to meet relevant regulatory requirements, and for your financial security, if you are an individual user, please cooperate with us to verify your valid identity or other necessary documents, and keep the color photo on your valid identity documents and complete relevant authentication and security verification in the following circumstances:

(1) you apply for recharge, collection or payment with a single amount of RMB10,000 or above or an equivalent of USD1,000 or above in a foreign currency;

(2) total amount of recharge, collection and payment under all the Alipay Accounts under your name has reached RMB50,000 or above or an equivalent of USD10,000 or above in foreign currency within 30 days;

(3) the balance of all the Alipay Accounts under your name has been RMB5,000 or above or an equivalent of USD1,000 or above in foreign currency for 10 consecutive days;

(4) you use our service to buy or sell financial products or services;

(5) you purchase Alipay registered prepaid card or apply for recharge by the registered prepaid card;

(6) you purchase the unregistered prepaid card of RMB10,000 or above at a time, or recharge your Alipay Account for RMB10,000 or above accumulatively with unregistered prepaid card;

(7) you request to change your identity information or your identity information has expired;

(8) your transaction behavior or situation for transaction is abnormal;

(9) your identity information or related materials are suspected;

(10) there are other circumstances in which we shall check or retain your identity documents or other necessary documents.

3. In order to meet relevant regulatory requirements, please provide your identity information at such time as required by us to complete the authentication. Otherwise, you may not be able to collect, withdraw, pay with the balance, purchase wealth management products or take other actions and we may carry out Payment Suspension on your Account balance or cancel your Account.

B.Under any of the following circumstances, we may suspend or cease providing Alipay services for user identifier and/or Alipay Account under your name, or carry out Payment Suspension on your balance, and may restrict the functions of the products or services you use (including imposing Restrictions on the funds and in-transit transactions under such user identifiers and/or Account such as Payment Suspension, cancellation of transactions and account adjustment, or imposing Restrictions on the method, size and frequency of the transactions); under severe circumstances, we may also cancel your user identifier and/or Alipay Account:

(1) you have violated any provisions of laws and regulations or any agreements under this Agreement;

(2) it is required by applicable laws and regulations or any Authorized Authority;

(3) there is any abnormality in the operation or capital flow of your user identifier or Account;

(4) your user identifier or Account may be at risk (e.g. your Alipay Account has not been used for a long time and is subject to certain potential security risk);

(5) when you participate in any market activities, you have violated any activity rules the principle of good faith, including making bulk registration of user identifiers or Accounts, credit speculation, inconsistency between actual transaction and application or cheating;

(6) you may have inappropriately made profit as a result of any transfer by others by mistake to your Alipay Account or other similar situations;

(7) you have been complained by others who have provided certain evidence;

(8) you may have operated another person’s user identifier or Account by mistake, or authenticated another person’s user identifier or Account;

(9) you have agreed with a third party that the Taobao Platform Service Agreement, Taobao Platform Rules, Alibaba Terms of Service and Alibaba China Rules shall apply in carrying out transactions and that you authorize the third party to handle any issues in accordance with the aforementioned rules, and the third party has complained that you have violated the aforementioned rules.

Except as specified in above (1), (2) and (9), if you apply to resume the service or to release the above Payment Suspension or Restrictions, please provide us with relevant information and identification documents for us to verify.

C. Alipay Service Rules

1. If you have set your own payment order, we will provide service to you according to the payment order set by you, except for the cases in which you have otherwise authorized or agreed, or timeout for the bank card channel to respond or failure of deduction; if you have not set any payment order, for a good payment experience, we may provide services according to your payment habits or our recommended settings, such as sorting the payment channels based on your payment habits and you may set the payment order in Alipay at any time afterwards.

2. When you pay with the “QR Code Payment” function, you will be able to complete the payment without password if the payment amount is within a certain amount. We will deduct the amount confirmed by the merchant from your assets (deduction channel depends on the actual circumstances). In cases where the merchant such as a hotel or leasing center requires a deposit, you have agreed upon using the “QR Code Payment” function that: the merchant may freeze part of your assets (deduction channel depends on the actual circumstances) as its deposit and that you have authorized the merchant to deduct your final consumption amount (including damages for breach of contract, if any) from the deposit and to release the remaining deposit concurrently. Such freeze shall include the freeze of an amount in your Alipay Account equal to the deposit, the freeze of any currency fund share corresponding to the Yu’E Bao service, the freeze of your Ant Credit Pay’s credit line, and the freeze of any amount in your bank card that is linked to Alipay after withholding.

3. If you activate the Payment by Face Recognition function at the Alipay App or on a device that supports the “Payment by Face Recognition”, we will activate the “Smile to Pay” service for you. You may use face verification to make a payment order or authorization order for a designated merchant.

4. The collection and payment limit, the daily cumulative transfer limit and the maximum number of transfers that you are able to use may depend on the country/region where you use the payment service, regulatory requirements, payment circumstances, bank credit control, our risk control, Identity Elements verification and other reasons. Please refer to the notes or announcements on the webpage of Alipay Website for details.

5. You agree that all usage records and transaction statistics of your user identifier or Account shall be subject to our system records. If you have any objection to the data, you may raise the objection to us promptly, and we will actively verify the data based on the relevant evidence provided by you.

6. When you use Alipay to make payment, there may be unsuccessful deduction in the following circumstances:

(1) the balance in the Account you specified is insufficient;

(2) restrictions on the authority of use, including Payment Suspension and Freeze by Authorised Authority, has been imposed on the user identifier or Account you have specified;

(3) the amount of payment exceeds the payment limit specified by the regulatory authorities, Alipay or the bank.

7. The intellectual property other than your personal privacy information such as the texts, pictures, videos, audios and graphics that you provide and publish shall be owned by you or the relevant rights holders. In order to provide better services to all users, we and our affiliates may use or authorise other third parties to use your non-personal privacy information. You hereby understand and agree that we and our affiliates may store, use, copy, revise, edit, publish, present, translate and distribute your non-personal privacy information or produce any derivatives therefrom and incorporate the same into other works in or with any form, media or technologies existing or later developed or authorize other third parties to use such information.

8. In order to provide better service to you, when you use Alipay, please comply with the provisions hereunder, the notes on operation on the Alipay Website and the notes we send to your mobile phone.

9. We will notify you in the form of website announcement, email, SMS, phone call, message or client notification. We may, for example, inform you of the progress of the transaction, or remind you to carry out relevant operations. Please pay attention to our notices promptly.

10. You shall bear the risks of currency depreciation, exchange rate fluctuations and loss of income and profit when you are using our services. You shall only have the right to pay and withdraw any amount that we collect or make a payment on your behalf (excluding funds subject to Freeze by Authorized Authority, Payment Suspension or other Restrictions). You shall not be entitled to any proceeds (such as interest and other yield) generated from the amount we collect or pay on your behalf (including funds subject to Freeze by Authorized Authority, Payment Suspension or other Restrictions). In order to provide better service for you, we shall be entitled to any proceeds (such as interest and other yield) generated from the amount we collect or pay on your behalf.

11. Service consultation and complaints

In the process of using our services, if you encounter any problems, please contact us by calling 95188 or through online customer service. In order to protect the legitimate rights and interests of you and others, and to maintain a pleasant network environment, if you are complained by others or you lodge a complaint about others, we may provide your name and identity card number, contact information and content of the relevant complaints to the consumer protection authority and regulatory authority for the purpose of promptly resolving complaints and disputes. In cases where it is necessary to protect your or others’ life, property and other important legitimate rights and interests but it is difficult to have your consent, we may provide your name and identity card number, contact information and content of the relevant complaints to the counterparty to the dispute, except as expressly prohibited by laws and regulations.

D. Our Undertakings and Representations

1. Alipay is not a bank. All transfers of funds involved under this Agreement are realized through the bank. You hereby accept the reasonable time for the transfer of funds.

2. Pursuant to the applicable laws and regulations, we are unable to provide any guarantees or advances for any services under this Agreement.

3. We will manage the funds you entrust us to collect or pay on your behalf strictly in accordance with laws and regulations or the regulatory requirements by the Authorized Authorities. Please note that the balance of funds recorded in your Alipay Accounts is different from your bank deposits and is not protected by the Deposit Insurance Regulations. The balance is essentially the prepaid value that you entrust us to keep with its ownership belonging to you. In spite of the fact that the monetary fund corresponding to such prepaid value belongs to you, it is deposited in the bank under our name but not under your name, and the order to transfer the fund shall be sent by us to the bank.

E. Trading Risk Warning

1. When using our services, if you or your counterparty fails to comply with this Agreement, the descriptions on relevant websites, the operation instructions and rules for transactions or on the payment pages, we have the right to refuse to provide services for you and your counterparty and we shall not be liable for any damages.

2. Please note in particular that if it is indicated on any page of the Alipay Website or by other means that the relevant service is provided by a third party, please negotiate with the third party in case you have any questions or disputes when you are using the service.

3. When you use our service to purchase financial products, for your benefit, please carefully read the financial product agreement and page prompts, confirm the selling agencies and product information, and carefully evaluate the risks before purchasing.

F. Service Fees

When you use our services, we have the right to charge you for the service. For specific service charges, please refer to the fee announcements listed on the Alipay Website or product page when you use our services or other written agreements you have entered into with us. Before the first service charge or adjusting our service charge standard, we will notify you thereof in advance at www.alipay.com in the form of a website announcement, and the adjusted service charge standard will become effective 30 days after expiration of the announcement period; if you do not agree with the adjusted service charge standard, you have the right to cease the use of the relevant services. Unless otherwise stipulated or agreed, you agree that we have the right to deduct such service fees directly from the amount you have entrusted to us to collect or pay on your behalf, from the balance of any of your Alipay Accounts or from other assets.

G. Credit Points

You may earn level points and available points by using Alipay to pay for your consumption on shopping, pay utility bills, carrying out financing and wealth management activities, or participate in activities with points rewards. You agree that Alipay and the providers of the aforementioned services will provide the points-related information to the provider of points service so that the provider can provide you with the corresponding services.

VI. Commitment of Users to Legally Use Alipay Service

1. You are required comply with the applicable laws and regulations of the People’s Republic of China and the laws and regulations of the countries or regions in which you belong, reside or carry out operational activities or other business, and shall not use our services for illegal purposes (including for trading prohibited or restricted goods) or use our services in any illegal way.

2. You shall not use our services to engage in any infringement of the legitimate rights and interests of others or in any violation of the laws and regulations of the People’s Republic of China, otherwise we shall have the right to investigate, delay or refuse to settle or cease providing any services, and you shall be liable for any relevant legal responsibilities and be liable to indemnify us or any other party against any loss incurred by us or such other party arising thereof.

3. Paragraphs 1 and 2 above shall apply to, including but not limited to, the following circumstances:

(1) any infringement of the legitimate rights and interests of others, including reputation right, privacy right, trade secrets, trademark rights, copyrights and patent rights;

(2) any breach of confidentiality obligations;

(3) any fraudulent use of our services in the name of others;

(4) any alleged involvement in illegal transactions, including money laundering, terrorist financing, gambling, trafficking in firearms, drugs, banned drugs, pirated software, obscene goods, and other items that we deemed to be prohibited for trading using our services;

(5) any provision of gambling information or inducing others to participate in gambling in any way;

(6) any unauthorized use of others’ bank cards, or use of credit cards or Ant Credit Pay to cash out;

(7) any transaction that is inconsistent with the transaction claimed by you or your counterparty, or any untrue transaction;

(8) any behaviors that may infringe our service systems and data.

4. The Account is for your personal use only. You are required to fully understand and be clearly aware of the relevant legal responsibilities and disciplinary measures for renting, lending, selling or purchasing Accounts, and undertake to open and use your Account in accordance with the laws and regulations.

5. You understand that our services depend on the accurate running and operation of the system. In the event of any system errors, malfunctions, or improper profits by you or us, you agree that we may take appropriate corrective measures such as correction of errors and deductions of funds.

6. You shall not use reverse engineering methods to crack our systems and programs, nor shall you copy, modify, compile, integrate or tamper such systems and programs (including but not limited to source programs, target programs, technical documents, client-to-server data and server data) or revise or increase or decrease the functionality of our systems.

7. You can not use or allow a third party to use Alipay services (including the websites related to Alipay services) or obtain data related to Alipay services through non-official programs of Alipay, machines, scripts, crawlers or other automated methods. You can only use Alipay services manually on your own.

VII. User Rights Protection and Information Protection

1. Commitment on Customer Rights Protection

We have always adhered to the “customer first” principle and strive to bring you small but beautiful changes. In order to protect your legitimate rights and interests when your use the service, we undertake to protect your rights and interests in accordance with the Undertaking of Ant Financial on Customer Rights Protection. Please refer to the Undertaking of Ant Financial on Customer Rights Protection for details.

2. Protection of User Funds

We have always attached great importance to the protection of your funds. We keep our proprietary funds and users’ funds separately and undertake not to misappropriate or utilize any of the user funds. When you use our services, if you suffer any capital loss as a result of any misappropriation of your Alipay Account, we will provide you with financial protection in accordance with the Alipay Security Assurance Rules.

3. Information protection

We attach great importance to the protection of your information. If you are an individual user, please refer to the Alipay Privacy Policy for details of the protection and regulation of your personal information. If you are a corporate user, we will protect your trade secrets in accordance with the law and will not provide it to any person without your consent.

VIII. Force Majeure, Disclaimer and Limitation of Liability

A. Disclaimer

We shall not be liable for any failure to provide normal service due to the following reasons:

1. our system is down for maintenance or upgrade;

2. force majeure events such as typhoons, earthquakes, floods, lightning or terrorist attacks;

3. any malfunction of your electronic device’s hardware and software, telecommunication lines, and power supply lines;

4. your improper operation or your use of our services in any way unauthorized or not approved by us;

5. viruses, Trojans, malicious program attacks, network congestion, system instability, system or equipment failure, communication failures, power failures, banking reasons, third-party services defects or government behavior.

Notwithstanding the provision in the preceding clause, we will take reasonable actions to actively procure the restoration of our services.

B. Limitation of liability

We may provide services to you and your (transaction) counterparty concurrently, and you agree to expressly waive any actual or potential conflict of interest for such actions we may have and not to claim that we have legal flaws in our provision of services on such grounds.

IX. Ancillary Rules and Agreements

For better use of Alipay services, you are also required to read and comply with the the Alipay Campaign Rules, the “Alipay” Client Software License and Service Agreement, the Alipay Privacy Policy, the Agency Service Agreement on Purchase and Settlement of Foreign Exchange, the Jifenbao Rules, the Alipay Security Assurance Rules, the Undertaking of Ant Financial on Customer Rights Protection, the General Rules on Biometric Service and other rules published on the Alipay Websites. Any part of the foregoing agreements or rules that are held invalid shall not affect the force and effect of the remaining agreements or rules.

X. Protection of Intellectual Property Rights

1. The intellectual property rights, including but not limited to trademark rights, patent right, copyrights and trade secrets, in respect of the content on our and our affiliates’ systems and on the Alipay Website, including but not limited to works, pictures, archives, information, materials, website structure, website layout and web design, shall be legally owned by us or our affiliates.

2. Please do not use, modify, reverse compile, copy, publicly distribute, change, disseminate, issue or publicly publish any programs or content of the Alipay Website without the written consent of us or our affiliates.

3. You are obliged to respect intellectual property rights. In case of any violation by you, you shall be liable for any damages.

XI. Governing Law and Jurisdiction

The validity, interpretation, alteration, enforcement and dispute resolution of this Agreement shall be governed by the laws of the People’s Republic of China. Any disputes arising out of this Agreement shall be resolved in accordance with the laws of the People’s Republic of China and shall be resolved under the jurisdiction of the People’s Court where the defendant resides.