Software License and Service Agreement

Before accepting this Agreement, please read all of its contents carefully (especially those portions which are marked in bold and/or underlined). If you have any questions regarding the terms and conditions of this Agreement, please direct your inquiries to the relevant business departments, who will provide you with responses. Should you object to any of the content of this Agreement or should you experience any problems in accurately understanding our interpretation of the terms, please do not proceed with the following procedures.

This software license and service agreement (hereinafter referred to as “this Agreement”) shall be signed by you and Nanjing Yuyue Software Technology Co., Ltd. (hereinafter referred to as “Yuyue Software”).

This Agreement includes the text of the agreement as well as annexes thereto, together with various business specifications, activity rules, notices, announcements, etc. (hereinafter collectively referred to as “rules”) that have been issued or shall be issued by Yuyue Software, including but not limited to Service Agreement, Legal Statements and Privacy Policy, etc. All rules constitute an integral part of the agreement and have the same legal effect as the text of the agreement.

Yuyue Software shall be entitled to formulate and modify this Agreement and/or various rules contained therein from time to time as required. Should Yuyue Software make any changes or amendments, then Yuyue Software shall announce such changes and/or amendments by publishing them on its website. Apart from that, Yuyue Software shall provide no additional notification. Once the amended agreement and rules have been published, they will take effect automatically and become a part of this Agreement. Should you object to any of the relevant changes, the service provider shall immediately cease using the services of Yuyue Software; Should you continue to use the service, then you shall be deemed to have accepted the revised agreement and rules without objection, and to have manifested your agreement to abide by the revised agreement and rules.

1. Definition

i. Licensed software: licensed software refers to the software system developed by Yuyue Software, which can be downloaded from the download platform and only installed and used in the corresponding mobile terminal, including but not limited to the Android version software system.

ii. Services: the services are provided by Nanjing Yuyue Software Technology Co., Ltd. You can use the services in mobile terminals through the licensed software.

2. Service content

i. Yuyue Software provides you with intelligent equipment management services. You can control the intelligent terminals connected to Yuyue Software platform through Yuyue Software APP, realizing the linkage among intelligent devices. The services include functions such as intelligent device management and analysis report. These functions and services may be optimized or modified based on changes in user demand, due to different service versions or unilateral judgment of service providers, or suspended on account of regular or irregular maintenance.

3. Scope of authorization

i. Yuyue Software shall provide you with a non-transferable, non-sublicensable, non-exclusive license for this software, as well as for its installation and use.

ii. You understand that due to the limited availability of software-adaptive platforms and terminals, you shall only be permitted to use the licensed software on system platforms and terminals which are authorized for this purpose. If you install the licensed software on other terminal devices (including desktop computers, laptop computers, or other handheld mobile terminals, televisions and set-top boxes other than authorized terminals, etc.), your hardware or software functions may be damaged.

You understand that the licensed software can only be used for non-commercial purposes, and you shall not install, use or run the licensed software for commercial operation purposes. Should you require commercial reproduction, transmission and sales, such as software pre-installation and bundling, then you must obtain a written authorization and license from Yuyue Software in advance.

iv. Yuyue Software shall change, upgrade, modify or transfer the licensed software and its related functions from time to time, and shall develop new functions or other services for the licensed software system. Should no independent agreement exist regarding the new functions and software services mentioned above, then you can still obtain authorization for corresponding functions or services, to which this Agreement will be applied.

4. Third-party software or services

i. The licensed software may make use of or include software or services provided by a third party (hereinafter referred to as “third party services”), which are set up for your convenience and legally authorized by the third party.

ii. Should Yuyue Software make use of such third party services, then you shall be required to negotiate a separate service agreement with that third party, and to pay the corresponding fees and bear any possible risks when using these services since this software and/or services are being provided by the third party. You understand that Yuyue Software is not entitled to grant you any right to use these services or provide any form of guarantee regarding these services. Yuyue Software cannot provide customer support for these services. Should you require support, you can contact the third party directly. Any disputes which may arise in connection with your use of these services can be resolved through direct negotiation with the third party.

iii. You understand that the licensed software only uses or contains these services at the present time, and that Yuyue Software cannot guarantee that the licensed software shall use or contain these services permanently. Furthermore, Yuyue cannot guarantee that the software or services it provides shall not make use of or contain software of the same type or of a different type used by or contained in the software or services provided by this third party. Yuyue cannot guarantee that the services it provides shall not make use of or contain software or services provided by an additional third party in the future. Once Yuyue Software make use of or contain the aforementioned software or services in Yuyue’s licensed software, the Yuyue software or services in question shall also become subject to this Agreement.

5. Service specifications

i. You shall regulate the use of the licensed software. While doing so, please be advised that the following constitute contraventions of the regulations concerning use of the licensed software:

1) Engaging in any act that violate laws, regulations and/or policies, or which constitute a disruption or disturbance of public order and good customs, and/or which cause harm to public interests.

2) Any unauthorized leasing, lending, copying, modification, linking, reprinting, assembly, publication and/or establishment of a mirror site for the licensed software and information related thereto, as well as the development of related derivative products, works, services, plug-ins, add-ons, compatibility and interconnection, etc. which uses the assistance of the licensed software.

3) Any logging in or use of the licensed software through third-party compatible software or system that has not been developed, authorized or recognized by Yuyue Software and its affiliates, as well as any use of plug-ins and add-ons that have not been developed, authorized or certified for the licensed software by Yuyue Software and its affiliates.

4) Any deletion of the copyright information and content on the licensed software and other copies thereof, any well as any modification, deletion or avoidance of any technical measures adopted or established by Yuyue Software in the application products for the protection of intellectual property rights.

5) Any leasing, lending or sublicensing of the licensed software to a third party without the written consent of Yuyue Software, as well as any simultaneous use of the multiple licensed versions and/or separate transfer of these licensed versions after obtaining the license for the upgraded version of the licensed software.

6) Any copying, disassembly and/or modification of the licensed software or any part thereof and/or fabrication of its derivative works; any copying, modification, mounting and running of the licensed software or of any data released in the terminal during operation of the licensed software and the interactive data between the terminal and the server during operation of the licensed software; creation of any derivative works, including those involving the use of plug-ins, add-ons or unauthorized third-party tools and/or services to access the licensed software and related systems.

7) Engaging in any kind of activity or behavior that endangers the security of the information network, including damaging or destroying the licensed software in any way or overloading the licensed software or rendering it inoperable or interfering with the use of the licensed software by a third party; Any accessing or entering the computer systems of another person without permission and/or any deletion, modification and/or addition of stored or saved information; any deliberate dissemination, distribution or spread of malicious programs or viruses and/or other acts that interefere with and cause the destruction of normal network information services.

8) Any use of licensed software for the publication, transmission, dissemination and/or storage of content that infringes the legal rights of other persons such as legal rights to intellectual property rights and legal rights to trade secret rights; the engaging in any unlawful, illegal and/or criminal activity, including but not limited to fraud and misappropriation of the accounts and funds of other persons.

9) Any modification or falsification of instructions, data and/or data packets during operation of the licensed software; any increase, deletion or modification of functions or operation effects of the licensed software, as well as any dissemination or operation of the licensed software with the above purposes to the public through the information network.

10) Any unlawful or illegal use of the licensed software, its use for any illegal purpose, or any use of the licensed software which is in any way inconsistent with this Agreement.

ii. You understand and agree that:

1) Yuyue Software shall determine whether you have been suspected of violating the usage regulations described above. Yuyue Software shall suspend or terminate your use license and/or take additional applicable restrictive measures in accordance with the determination result.

2) Should you be suspected of releasing information in violation of the law or in contravention of the legal rights of other persons, or if you are suspected of violating this agreement, then Yuyue Software shall directly delete the information released by you.

3) Should any third party be harmed or suffer damages as a result of your violation of the usage regulations described above, then you shall bear full legal responsibilities, independently and in your own name, and you shall ensure that Yuyue Software suffers no losses or increased costs as a result of your actions.

4) Should you violate any relevant laws or provisions of this Agreement, thereby causing losses or damages to Yuyue Software, or making Yuyue Software claimed by any third party or subjected to any sanctions or punitive measures imposed upon by any administrative department or supervisory body, then you shall provide compensation to Yuyue Software for the losses, damages and/or expenses incurred by Yuyue Software, including reasonable attorney’s fees and fees for investigation and ascertainment and collection of evidence.

6. Specifications regarding information content

i. You hereby promise not to use the service provided by Yuyue Software for any illegal or improper activities, including but not limited to the following acts:

a. Any uploading, transmission or sharing of information which contains any of the following:

1) Opposing the basic principles established by the Constitution;

2) Endangering national security, revealing or disclosing state secrets, subverting state power and undermining national unity;

3) Impairing the honor of the state and the interests of the state;

4) Inciting ethnic hatred, ethnic discrimination and undermining national unity;

5) Destroying national religious policy and propagating cults and feudal superstitions;

6) Spreading rumors, disrupting social order and undermining social stability;

7) Spreading obscenity, pornography, gambling, violence, murder, terror or abetting crimes;

8) Insulting or slandering others and infringing upon their legal rights;

9) Containing contents that are false, fraudulent, harmful, threatening, which infringe upon the privacy of of others, or which are harassing, slanderous or libellous, vulgar, obscene, morally repugnant or which otherwise infringe upon or contravene the rights of others;

10) Publishing or disseminating other content which is restricted or prohibited in accordance with Chinese law or with Chinese regulations, rules, provisions as well as legally effective norms;

b. Falsely pretending to represent or assuming the identity of any person or organization, or making false statements or falsely claiming to be related to or affiliated with any person or organization;

c. Falsifying the title of a document or program or manipulating the identification data thereof in other ways likely to lead persons to mistakenly believe that the content was transmitted by Yuyue or by a company affiliated therewith;

d. Uploading, transmitting or sharing, without entitlement or right to engage in such uploading, transmittting or sharing, any content that is known, acknowledged and/or recognized in accordance with any applicable law, contract, agreement or legal relationship (such as internal data and/or exclusive and confidential data known or disclosed in accordance with the provisions of an employment relationship or agreement and/or contract or agreement regarding confidentiality);

e. Uploading, transmitting or sharing contents which, it is suspected, infringe upon the rights of others (including but not limited to intellectual property rights such as copyright, or rights to a patent and/or trademark or trade secret);

f. Tracking or harassing others in any other fashion or transmitting a large or undue amount or quantity of information to friends or other users by means of the service provided by Yuyue Software;

g. Uploading, transmitting or sharing any advertisement, promotional information, sales materials, “junk mail”, “spamming letters”, “chain letters”, “direct sales” or any other form of phishing materials; an exception to this exists with respect to enumerated special areas or special functions used for the purposes described above;

h. Because this service was not designed for certain specific purposes, it cannot be applied to certain important fields, which include but are not limited to nuclear facilities and medical facilities, nor can the service used by the military or for purposes of transportation and communication, etc. Yuyue Software bears no legal responsibility in the event that operation of the above should fail for reasons involving software or provision of services resulting in casualties, personal injury, loss of or damage to property or environmental damage;

i. Engaging in any activity or behavior beyond the normal internal or external communication and exchange of information among friends or users;

j. Engaging, for any purpose, in the communication and exchange of internal or external information with any person or persons other than friends or users with whom communication and exchange is normal or customary (including but not limited to the transmission of information for purposes such as advertising, junk mails, harassment or violation of laws and regulations), initiating or creating a good relationship with other users by any means such as adding or inducing others to add a contact (here, a good relationship includes, but shall not be limited to one-way and two-way good relationships, which is also the same case below).

k. Transmitting a large or undue amount or quantity of information to friends or other users by means of this service;

l. Any conduct that violate the requirements of the “seven bottom lines”, including applicable laws and regulations, the socialist system, national interests, the legitimate interests of citizens, public order, social morality and the authenticity and/or genuineness of information;

m. Engaging in any conduct that violates Chinese laws, regulations, rules, policies and/or the integrity of normative documents.

7. Privacy policy and data

i. Protecting your personal information is very important for Yuyue Software, which is why we have formulated a Legal Statements and Privacy Policy for the purpose of making important disclosures regarding content related to your vital interests, such as the ownership and protection of intellectual property rights and the collection, use, sharing, storage and protection of your information. In order to better protect your personal information, Yuyue Software recommends that you read the Legal Statements and Privacy Policy in its entirety.

8. No guarantee and limitation of liability

i. Unless explicitly stipulated in accordance with laws or regulations, Yuyue Software shall endeavor to the best of its ability to ensure that the licensed software and its related technologies and information are safe, effective, accurate and reliable. However, you must understand that Yuyue Software cannot make a guarantee in this particular regard in view of the limitations posed by the existing technologies.

ii. You understand that Yuyue Software cannot be held responsible or liable for any losses or damages caused directly or indirectly by force majeure or for losses or damages which are occasioned as a result of relationships and dealings with third-parties.

iii. You agree that you shall bear responsibility and liability with respect to any personal injuries or incidental and/or indirect damages you may sustain and which are caused by or related to any of the following circumstances, including but not limited to loss of profits, loss of data, damages caused by business interruption or other commercial damages or losses:

1) Using or failing to use the licensed software;

2) Use, by a third party, of the licensed software or modifications and/or changes to your data without your approval;

3) any and all loss or expense caused by or resulting from use of the licensed software;

4) Your own misunderstanding or lack of comprehension of the licensed software;

5) Any and all other losses related to the licensed software that may be caused or occasioned by any reasons other than Yuyue Software.

iv. Any other software derived from licensed software that has been developed and officially released by any company, agency or person other than Yuyue Software or without Yuyue Software’s authorization or consent is illegal. Downloading, installing and using such software may lead to unpredictable risks. Yuyue Software bears no connection or relationship with any legal or other liability and/or disputes which may arise in connection with such risky act. Yuyue Software hereby reserves its right to suspend or terminate the use license and/or provision of all other services in the event that such act occurs.

v. Yuyue Software may make recommendations to you regarding corresponding information, such as ingredients, food and sports goals, according to relevant information such as nutrition ingredients, sports and balanced diets. However, you hereby acknowledge and agree that such information is provided for reference purposes only and, accordingly, shall not be regarded as professional or as constituting professional opinions or conclusions. At the same time, you shall be expected to evaluate the rationality of the information by yourself and to assume proper precautions and wear any applicable protective gear when you engage in sports activity.

vi. In order to provide you with abundant information and resources regarding medical science popularization, Yuyue Software will show you the information pages provided by third parties. Responsibility for any related services shall be borne by the applicable third party. Yuyue Software cannot make any commitments in this regard, nor shall Yuyue Software be required to assume any liability in this respect.

At the same time, the views contained in this medical science information resource must not be regarded as constituting a service in any sense, nor should they be interpreted as constituting a suggestion or advice concerning diagnosis and treatment of any kind. The information contained in this medical science information resource is not intended to replace the clinical diagnosis of a doctor or physician by any means; You cannot diagnose and/or treat diseases by relying on opinions contained in the medical and health information resources. At the same time, in view of the technical complexity as well as the iterative and individual specificity of medical science, the possibility that the popularized medical science information resources might contain omissions, errors and ambiguities cannot be ruled out, and we therefore ask that you please review this information carefully.

9. Intellectual property rights

i. Yuyue Software owns the software copyright, patents, trademarks, trade secrets and other related intellectual property rights to the licensed software, including various documents related to the licensed software as well the intellectual property rights therein.

ii. The relevant identification, logos and names of the licensed software shall be understood to constitute the intellectual property rights of Yuyue Software and its affiliated companies, and these rights are protected by relevant applicable laws and regulations. You shall not copy, imitate, use or publish the above identification information, nor shall you modify or delete any logo or identity information connected with the application product in a fashion which reflects Yuyue Software and its affiliated companies without the explicit authorization of Yuyue Software.

iii. Without the prior written consent of Yuyue Software and its affiliated companies, you shall not implement, utilize or transfer or permit any third party to implement, utilize or transfer the above intellectual property rights for any profit or non-profit purpose.

10. Termination of agreement and liability for breach of contract

i. You understand that you are required to use the licensed software in accordance with the specifications and within its authorized scope, and to maintain respect and compliance with the intellectual property rights to the software and its contents, and to fulfil the obligations contained in this Agreement, and that your observation and compliance with these conditions constitute the prerequisites in order for you to obtain the licensed software from Yuyue Software. Should you commit a serious or substantial violation or contravention of this Agreement, Yuyue Software shall terminate the license.

ii. Your use of the software shall depend on the supporting services provided by companies affliated with Yuyue Software. Should you violate or contravene the terms, agreements, rules, notices and/or other relevant provisions of Yuyue Software or of companies affiliated therewith resulting in the termination of services by any of the websites listed above, you may not be able to make normal use of the licensed software and Yuyue Software shall be entitled to terminate the license.

iii. You understand that Yuyue Software is required to maintain platform order and to protect the rights and interests of consumers. Should Yuyue Software learn that you have violated or breached a commitment made to Yuyue Software and/or one or several of its affiliated companies, resulting in a notification to Yuyue Software to take its own steps toward resolution of the matter in accordance with the terms of the agreement or agreements in question, Yuyue Software shall restrict/limit your use license as well as take other measures to protect other controllable rights and interests which are the property of Yuyue Software in accordance with your commitment or agreement, including suspension or termination of your use license.

iv. Should you violate this Agreement or another agreement which you have signed with Yuyue Software, Yuyue Software will notify its affiliated company and direct that company to restrict your rights and interests. Measures taken may include requesting the affiliated company to suspend or cease provision to you of some or all of its services, and to inform the public of your breach of the contract or agreement in accordance with the law applicable to the website which it operates or actually controls.

v. The licensed software can be obtained from the download platform. You shall be required to comply with any agreements which you must enter into in order to use the download platform, system platform and terminal manufacturer in accordance with the the rules and restrictions connected with use of the licensed software. Should the above-mentioned third party confirm that you have violated or contravened the agreement, requiring Yuyue Software to take legal, remedial or other measures, then Yuyue Software shall be entitled to terminate your use license in accordance with the requirements of the third party involved.

vi. Once this license has been terminated, you shall immediately cease all use of the licensed software and destroy all copies of the licensed software.

vii. Should you violate the provisions of this Agreement, thereby causing or incurring losses or damages to Yuyue Software or to other users, then you shall be required to bear all liability with regard to any and all obligations regarding compensation resulting from your violation. If, on the other hand, Yuyue Software should assume this responsibility, then you shall agree to compensate Yuyue Software for those relevant expenses and losses which it incurs, including but not limited to reasonable attorneys’ fees.

11. Governing law and separability

i. The validity, interpretation, modification, execution and dispute resolution of this Agreement shall be governed by laws of the People’s Republic of China. If there is no relevant law, then reference shall be referred to general international business practices and/or industry practices.

ii. Any disputes arising out of or in connection with this Agreement shall be resolved through friendly negotiation with Yuyue Software, or submitted to a competent court of the people for adjudication in the jurisdication where the defendant is located.

iii. Should any of the clauses or provisions contained in this Agreement be deemed invalid, ineffective, inoperable or unworkable by a competent court of the people possessing valid jurisdication, then the the validity, effectiveness, operability or workability of the remaining clauses in the Agreement or any part thereof shall not be affected thereby. You as well as Yuyue Software shall nevertheless be required to perform in accordance with the Agreement, and in good faith.

12. Miscellaneous

i. Yuyue Software shall be entitled to change or modify the subject that provides software services to you according to business adjustment requirements, and the changed or modified subject shall perform this Agreement together with you and continue to provide you with services. The above change or modification will not affect your rights and interests under this Agreement. Should a dispute arise, you and the opposing party shall be entitled to ascertain/determine the subject of performance according to the specific services you are using as well as the specific behavior objects which create an impact on your rights and interests.

All titles contained in this Agreement have been presented for purposes of easy reading and of catching the attention of the onlooker. As such, these titles bear no actual meaning or significance and therefore cannot be used as a basis for interpretation of this Agreement.