Service Provider Agreement

Update time: 2024-1-20

This Agreement is between the legal entity (referred to as the "Service Provider" or "you") that agrees to and complies with the provisions of this Agreement and becomes the service provider (as defined below) ofiDataRiver.com(as defined below), andiDataRiver.com (referred to as " iDataRiver ") are concluded together.

The content of this agreement includes the main text of the agreement, attachments, and all various business specifications, activity rules, notices, announcements, etc. (hereinafter collectively referred to as "Rules") regardingiDataRiver that have been issued or may be released in the future byiDataRiver and/or its affiliates. All rules are an integral part of this Agreement and have the same legal effect as the main text of this Agreement.iDataRiver has the right to formulate and modify this agreement and/or rules from time to time as needed. If there are any changes,iDataRiverwill announce it on the website and will not notify you separately. The changed agreement and rules will automatically take effect once they are announced and become part of this agreement. If you do not agree to the relevant changes, you should immediately stop using any iDataRiver services; if you continue to use the services, it will be deemed that you have no objection to the revised Agreement and rules and agree to abide by them.

You can choose to accept this Agreement by clicking Confirm on the web page. This Agreement is effective from the moment you confirm your acceptance.

A. Definition and Explanation

Unless otherwise defined in this Agreement, the following words shall have the following specific meanings in this Agreement:

1.iDataRiver.com: refers to the network platform established by iDataRiver for service providers to provide goods/service transactions to users. iDataRiver only provides a virtual trading place and does not participate in transactions. iDataRiver website:https://idatariver.com/

iDataRiver has multiple market categories, including but not limited to API, virtual services and other categories (iDataRiver will adjust the types and names of market categories from time to time, and the specific market categories are subject to the page display explaining iDataRiver).

iDataRiver will timely adjust the platform name, website address and other display elements based on its own business development, and notify service providers and users through announcements, site letters, emails and other effective methods. These adjustments will not affect the rights and obligations between iDataRiver and service providers and/or users under this agreement.

2. Service provider or you: refers to an enterprise or individual who has validly registered in iDataRiver and conducts online sales and/or releases goods/services for free to users through iDataRiver.

3.User: refers to the enterprise or individual who purchases or obtains the service provider's goods/services for free through iDataRiver.

4.Information: refers to text, pictures, videos, etc. or a combination of the above content published by the service provider on iDataRiver for users to browse and check products/services.

5.Goods/services/projects: refers to the collective name for all products and services released by service providers on iDataRiver.

6.Withdrawal fee : iDataRiver has the right to charge a certain amount of withdrawal service fees from the service provider based on the transaction services it provides for the service provider.

B. Service Provider Management Standards

1.Service providers settle in

(1)Service providers should use iDataRiver accounts and register on the platform through online clicks.

(2)After the service provider successfully settles in, iDataRiver has the right to require the service provider to add new information and improve relevant information at any time.

(3)When the service provider's information or data changes, the corresponding reserved information and data should be changed in a timely manner.

2.Products on shelves

(1)The products/services listed must have clear product introductions that are disclosed to users;

(2)The products/services put on the shelves must be safe and feasible;

(3)The listed goods/services can be purchased for a fee or used free of charge, and the service provider has all the qualifications required to sell or publish the listed goods/services;

(4)Service providers should have legal intellectual property rights or authorization from relevant rights holders for the goods/services they list; if open source software is involved, they should strictly abide by the relevant authorization regulations for open source software;

(5)The product titles, pictures, attributes, prices, service descriptions and other product elements on the shelves should match each other, and there should be no external link addresses embedded in the product service details description page, cases and other pages, and no intentional plagiarism from other service providers who have settled on the platform is allowed. product information;

(6)Products listed must not contain the following information:

• Infringes the intellectual property rights or other legal rights of third parties;
• Contains Trojan horses, hacker programs, etc. that harm network security;
• It is possible to obtain other people's personal or corporate private information such as ID cards, email addresses, mobile phone numbers, and bank accounts;
• Other content that violates laws and regulations;
• Listed products are not allowed to have built-in sales transaction portals for products/services not listed on iDataRiver. Renewal of products must be traded through the iDataRiver platform.

(7)The prohibited and restricted information listed in this agreement shall not be published; service providers shall not maliciously submit services or products that do not comply with the publication specifications; including but not limited to information that hinders the security of Internet operation; information or content that infringes upon the legitimate rights and interests of others.

(8)If the service provider engages in a business type that requires licensing or approval, or if the service provider provides goods/services in a manner that requires special business qualifications, the service provider shall be responsible for all required licenses, qualifications or other documents to ensure that The legality and compliance of its business activities on iDataRiver.

C. Platform Services

1.The platform services provided by iDataRiver for service providers include but are not limited to: display of goods/services/projects, release of information, self-service management of online transaction processes, collection and payment of sales of goods/services/projects, business promotion, etc. (the The specific launch time of the service will be determined by iDataRiver); and provide corresponding network environment and technical support for the above services.

2.iDataRiver reserves the right to charge fees from service providers for all or part of the services it provides, or for new iDataRiver-related services in the future, including but not limited to withdrawal fees.

3.In order to encourage service providers to develop in iDataRiver, iDataRiver will provide service providers with preferential policies of reduction or exemption of service fees from time to time. The service provider understands and agrees that such preferential policies shall not be deemed as a waiver/or partial waiver by iDataRiver of its right to charge for the services provided at any time. iDataRiver will notify the service provider in advance of the latest charging policies and rules through website announcements, email notifications, etc. The service provider has the right to refuse to accept it in the form of written objections. If the service provider refuses to accept the aforementioned charging policies and rules and/or adjustments to the charging policies and rules, it should exit iDataRiver and terminate its cooperation with iDataRiver; if the service provider does not raise any objection and continues to use any iDataRiver service, it will be deemed that the service provider fully accepts the charging policy. and rule adjustments and agree to comply with them; if you raise an objection but do not exit iDataRiver and continue to use any iDataRiver service, it will also be deemed that the service provider fully accepts the charging policy and rule adjustments and agrees to comply with them.

4.Once the collection and payment function for goods/services is activated, the service provider irrevocably entrusts iDataRiver to collect the sales payment for the goods/services sold from users on its behalf:

The service provider should fill in the payment account information and ensure its accuracy. Otherwise, Party B has the right to refuse settlement. If payment collection fails due to account error or invalidity, the service provider shall be solely responsible.

5.When service providers sell goods/services to users through iDataRiver, iDataRiver collects them uniformly. That is, the fees paid by users for purchasing goods/services from service providers will be uniformly paid to the iDataRiver system collection account through iDataRiver's self-service transaction system, and settled in accordance with the Relevant regulations require settlement with service providers.

6.The service provider acknowledges that the settlement data shall be subject to the transaction data recorded in the iDataRiver background.

7.If the service provider violates this agreement or relevant rules, or encounters complaints from sellers, iDataRiver has the right to suspend settlement fees until the service provider corrects its breach of contract or properly resolves the dispute between it and the user.

8.If iDataRiver suffers losses due to the service provider's breach of contract, and iDataRiver is still unable to make up for the losses after deducting all the service provider's settleable expenses, the service provider shall also pay separately.

9.pay taxes

Service providers should pay taxes in accordance with local regulations on their income from iDataRiver, and iDataRiver does not assume the withholding obligation.

D. Service Provider/Your Rights and Obligations

1.The service provider/you guarantee that the goods/services provided comply with iDataRiver's format requirements, technical specifications and safety specifications for goods/services, obey iDataRiver's management and guidance, and abide by and implement iDataRiver rules. If the service provider and iDataRiver sign other written agreements, memorandums or related documents regarding iDataRiver's business cooperation, the service provider shall also abide by the relevant agreements in the above documents.

2.The service provider/you guarantee that the source and use of the goods/services provided are legal, do not infringe upon the legitimate rights and interests of others, and do not contain any type of malicious computer programs or viruses; you shall not interfere or attempt to interfere with iDataRiver, other applications or any part thereof in any way or The normal operation of functions; the data content in the goods/services should be obtained through legal channels, the rights should be clear and undisputed, and third parties can be authorized to use.

3.The service provider/you guarantee not to use relevant data (including but not limited to any user information, user transaction information, and user usage data for service provider products) obtained through iDataRiver technical interfaces, public channels, and cooperation based on this agreement. For commercial purposes outside of this agreement (including but not limited to independent development of applications, independent sales, cooperation with any other third party); we will not illegally obtain user information for transactions or obtain improper benefits.

4.The service provider/you guarantee that you will not use the resources and services provided by iDataRiver to upload, download, store, or publish the following information or content: information that hinders the security of Internet operation; information or content that infringes upon the legitimate rights and interests of others.

5.The responsibility for any disputes, penalties, lawsuits, etc. arising from the goods/services provided by the service provider shall be borne independently by the service provider, and the service provider shall be responsible for taking effective measures to exempt iDataRiver and/or its affiliates from liability or to compensate iDataRiver and/or or all losses suffered by its affiliates.

6.The service provider agrees that all rights to the iDataRiver operating data (including but not limited to user registration information, user usage data for goods/services) generated based on the cooperation under this agreement belong to iDataRiver. The service provider undertakes not to save, use or authorize others to use the aforementioned operational data for any purpose without the prior written approval of iDataRiver.

7.Without the permission of iDataRiver, service providers are not allowed to guide users to conduct transactions outside iDataRiver. In the case where the service provider has already charged the user for a certain product/service, if the service provider withdraws from the cooperation under this agreement or terminates the provision of services for any reason, it shall carry out withdrawal settlement and follow-up work in accordance with iDataRiver's requirements. Service providers should, in line with the principle of safeguarding the rights and interests of users, continue to provide applications or services to users who have purchased goods/services until the transaction is completed, or provide reasonable compensation to the user. If the service provider cannot provide reasonable compensation or reach a settlement plan with the user, iDataRiver has the right to provide compensation to the user, and the compensation costs shall be borne by the service provider.

8.Service providers must guide users to complete transactions online on iDataRiver and shall not require or guide users to conduct offline transactions in any explicit or implicit manner.

9.The service provider/you promise to provide goods/services to users on the premise of complying with this Agreement and other management regulations of iDataRiver, and guarantee to perform the following obligations to users with respect to the goods/services it provides:

(1) Inform the service items and basic quotations of the goods/services provided, and shall not make untrue or exaggerated descriptions, reduce service items, charge for free items, or other behaviors that harm the interests of users;

(2) Provide 7*24 hours of off-site technical support services every week, including email support and online support;

(3) Ensure service security and stability. If the service fails to run and users cannot use it, the service provider should provide solutions or alternatives within 24 hours;

(4) For goods/services that do not require users to confirm their orders, small amount options should be provided for users to test;

(5) For refund requests, the service provider and the user will negotiate and handle it themselves, and iDataRiver will not participate;

(6) Provide users with reliable customer service and answer user questions and disputes related to products/services.

E. Rights and Obligations of iDataRiver

1.iDataRiver Rights

(1) iDataRiver has the right to manage and guide service providers, and handle service providers accordingly in accordance with the provisions of the "Management Standards". The service provider understands and agrees that iDataRiver has the right to revise the "Management Standards" based on market conditions. The revised "Management Standards" will be notified to the service provider in the form of website announcements, site letters or emails. The service provider will be deemed to have accepted the notification when it reaches the service provider. If the service provider has objections to iDataRiver's revision of the "Management Standards", it may stop selling goods or services on iDataRiver.

(2) During the validity period of this agreement, iDataRiver may adjust iDataRiver’s name, entrance, website, business scope, etc. due to adjustments to its own business policies. The Service Provider agrees that if the aforementioned adjustments are insubstantial or have no adverse impact on the Service Provider's rights and obligations under this Agreement, such adjustments shall not be considered modifications or changes to this Agreement.

(3) All intellectual property rights and related rights and interests of iDataRiver and all its programs belong to iDataRiver and have nothing to do with the service provider.

(4) The service provider is the only responsible party for the goods/services it sells. iDataRiver declares that it is not responsible for the compensation and other liabilities involved in the service provider's sale of goods/services. Any disputes, controversies, losses, infringements, breach of contract liabilities, etc. between service providers and users shall be resolved by the service providers and users themselves. If a service provider is complained by a user and believes that it has violated the provisions of this Agreement or relevant rules, iDataRiver has the right to take measures including but not limited to the following: If a user complains directly to iDataRiver, iDataRiver will first guide it to the service provider for resolution, and the service provider User complaints should be responded quickly and properly handled; for disputes where the service provider and the user have not reached an agreement on how to handle the dispute, and the user continues to complain to iDataRiver or the service provider directs the user dispute to iDataRiver for handling, iDataRiver has the right to use ordinary or non-professional methods The knowledge level standard conducts a superficial review of the evidence materials submitted by the service provider and the user, and uses the materials to judge whether the service provider has provided users with high-quality, reasonable, and safe services. However, iDataRiver does not guarantee that the processing results meet the expectations of both parties, nor does it guarantee shall not bear any form of responsibility for the outcome of the dispute. iDataRiver does not assume any responsibility for damage caused by iDataRiver's incorrect judgment due to evidence submitted by the service provider or user, and the service provider agrees to claim compensation from the beneficiary on its own. iDataRiver has the right to decide whether to take measures such as refunding users, and the service provider has no objection to this; iDataRiver has the right to suspend settlement fees until the service provider corrects the breach of contract, or until the service provider properly handles the dispute with the user.

(5) If iDataRiver and/or its affiliates suffer losses due to the service provider's breach of contract or irregularities, iDataRiver has the right to directly withhold the corresponding fees from the service provider's settlement payment; if the settlement payment is insufficient to make up for the loss, iDataRiver The right to continue to pursue compensation.

(6) If the service provider violates any rules, iDataRiver has the right to terminate this agreement and hold the service provider responsible for breach of contract as appropriate.

2.iDataRiver’s obligations

(1) iDataRiver should ensure the normal operation of iDataRiver to facilitate transactions by service providers.

(2) iDataRiver will provide relevant technical support to service providers to help service providers improve their operational capabilities.

F. Intellectual Property Rights

1.All content on the iDataRiver website, including but not limited to works, pictures, files, information, materials, website structure, website screen arrangement, and web design, are the intellectual property rights owned by iDataRiver and/or its affiliates in accordance with the law, including but not limited to Trademark rights, patent rights, copyrights, trade secrets, etc. Without the prior written consent of iDataRiver and/or its affiliates, no one may use, modify, copy, publicly disseminate, change, distribute, publish or publicly publish iDataRiver website programs or contents. In addition, Service Provider shall not use, publish or reproduce iDataRiver's name or brand (including but not limited to iDataRiver and/or its affiliates, either alone or in combination) for any marketing, advertising, promotional or other purposes without iDataRiver's prior written consent. Brands, affiliated logos and patterns of the above brands or any similar company names, trademarks, product or service names, domain names, logos, logos, logos or specific descriptions that enable third parties to identify iDataRiver and/or its affiliates. Service providers in The responsibilities and obligations under this paragraph shall continue to be effective and fully binding after the termination of this Agreement).

2.Service providers must ensure that they have legal proprietary intellectual property rights (including but not limited to copyrights, patent rights, trademark rights, etc.) for the goods/services and related materials they sell in iDataRiver, or have obtained legal and sufficient authorization to assume their responsibilities. All legal responsibilities and risks regarding the legality of intellectual property rights. iDataRiver has the right to require service providers to provide relevant intellectual property certification materials for verification at any time.

3.The service provider hereby grants iDataRiver a free license to use the rights (and has the right to sublicense the rights), giving iDataRiver the right to use (in whole or in part), copy, revise, adapt, publish, translate, distribute, perform and display The service provider's brand, logo and other various information published on iDataRiver.com or making derivative works thereof, and/or incorporating the above information into other works in any form, media or technology now known or developed in the future.

G. Data Protection

1.All rights to iDataRiver’s operating data belong to iDataRiver. The aforementioned operational data includes but is not limited to: user information, user lists, user relationships, user usage data, transaction data, order data, etc. Without the prior written consent of iDataRiver, service providers may not use user lists and user relationships to send information to users, and may not save, back up, leak, use or authorize others to use the aforementioned operational data for any purpose. After this agreement is terminated naturally or is terminated in advance, the service provider has no right to require backup of the aforementioned operational data.

2.The service provider should only obtain the information necessary to sell its goods/services, and the information collected by the service provider during the sale or service process can only be used in the process of providing after-sales service to a specific user. The service provider shall not use the collected information. It may not be used for any purpose other than the service, and the information may not be sold, transferred or disclosed to any third party. The aforementioned information includes but is not limited to the user's ID, contact information, etc.

3.The service provider understands that confidential information such as iDataRiver user data and technical information is the core asset of iDataRiver, and its leakage will cause unpredictable consequences to iDataRiver. If the service provider violates its confidentiality obligations, the service provider shall compensate iDataRiver for all losses suffered thereby and pay iDataRiver liquidated damages of one million U.S. dollars (USD 1 million).

H. Scope and Limitation of Liability of iDataRiver

1.iDataRiver will try its best to provide corresponding security measures based on existing technology to ensure the security and normal operation of the services under this agreement. However, due to possible computer viruses, network communication failures, system maintenance and other factors, as well as possible force majeure events, iDataRiver hereby clearly states that it does not make any express or implied guarantees for the service, including but not limited to the availability of the service. Applicability, no errors or omissions, continuity, accuracy, reliability, suitability for a specific purpose, the service provider agrees that the above situations will not be regarded as a breach of contract by iDataRiver.

2.The signing of this agreement and the entry of the service provider do not mean that iDataRiver has any influence on the service provider’s identity, performance capabilities, service releases, transactions, or the authenticity, accuracy, legality, validity and completeness of the information uploaded by the service provider. does not assume any express or implied warranty or guarantee, nor does it mean that iDataRiver becomes a participant in the transaction between the service provider and the user. For any complaints, disputes, disputes, compensation, etc. caused by the service provider's actions, the service provider shall independently bear all legal responsibilities in its own name.

3.The service provider understands and agrees that all risks and consequences of the goods/services sold online or released for free through iDataRiver will be borne by the service provider independently, and iDataRiver does not assume any responsibility or consequences arising therefrom.

4.iDataRiver has no responsibility or liability for any inaccurate, untrue, incomplete or invalid content posted on iDataRiver.

5.iDataRiver does not have any rights to the goods/services provided by the service provider to users through iDataRiver, and its copyright and other intellectual property rights belong to the legal owner of the goods/services. iDataRiver does not make any express or implied guarantees regarding the intellectual property rights of the goods/services provided through iDataRiver. At the same time, iDataRiver is not responsible for any form of loss or damage caused by users to themselves and others due to the use of goods/services.

6.iDataRiver does not make any changes to the goods/services provided by the service provider for users, and does not make any express or implied guarantees for the accuracy, safety and legality of the goods/services provided through iDataRiver; at the same time, iDataRiver does not assume any responsibility for the user's use of the goods/services. These goods/services cause any form of loss or damage to yourself and others.

7.iDataRiver requires that if all products/services launched on iDataRiver involve open source software, the service provider should strictly abide by the relevant licensing regulations for open source software. If a legal dispute arises due to the service provider's violation of the open source software licensing agreement, the service provider shall bear its own responsibility.

I. Liability for breach of contract

1.Except as otherwise provided in this Agreement, if either party breaches its representations, commitments, guarantees or obligations under this Agreement and causes the other party to suffer any lawsuits, disputes, claims, penalties, etc., the breaching party shall be responsible for solving the problem and compensating for the breach of contract. Party suffered losses as a result. If a party breaches the contract, the non-defaulting party may require the defaulting party to cease the breach within a specified time limit and eliminate the impact by means of written notice, and the non-defaulting party shall have the right to immediately terminate this Agreement. If both parties are at fault, each party shall bear its respective liability for breach of contract based on the actual degree of fault. However, for losses caused by iDataRiver’s fault, iDataRiver’s liability is capped at the total income derived from that specific business during the cooperation period.

2.If the service provider fails to perform relevant obligations in accordance with the agreement, iDataRiver has the right to require the service provider to bear corresponding responsibilities in accordance with relevant rules. At the same time, iDataRiver has the right to deal with the service provider accordingly. The service provider clearly understands and agrees that iDataRiver has the right to unilaterally determine the behavior of the service provider based on ordinary or non-professional knowledge standards, and handle or terminate services to the service provider in accordance with the rules applicable to the unilateral determination results, without the need to seek permission. its consent or advance notice. After iDataRiver processes the service provider in accordance with relevant rules, it does not exempt the service provider from its legal liability.

3.The service provider clearly understands and agrees that if the service provider violates relevant laws and regulations or the provisions of this agreement and relevant rules, iDataRiver and/or its affiliates may suffer any losses, be subject to claims from users, any third party, or be liable to any administrative department. Penalty, the service provider shall fully compensate iDataRiver and/or its affiliates, which shall include reasonable attorney fees and other reasonable expenses paid by iDataRiver and/or its affiliates to recover losses.

4.If the service provider breaches the contract, iDataRiver has the right to suspend or terminate the provision of services to the service provider until it unilaterally terminates the cooperation under this agreement in advance without obtaining the consent of the service provider or giving advance notice. If any rules provide otherwise for liability for breach of contract, both parties agree to abide by the provisions of such rules.

J. Effectiveness, termination and transfer of the agreement

1.Effectiveness and validity period of the agreement

This Agreement shall take effect upon confirmation of acceptance by the Service Provider through the web page. The contract is valid for 1 year. However, the provisions of this Agreement regarding intellectual property rights and data protection are permanently effective and will not be terminated by the cancellation or termination of this Agreement.

2.Agreement termination circumstances

The service provider understands and agrees that iDataRiver may terminate this agreement by giving fifteen (15) days' written notice in advance without liability for breach of contract; if the"iDataRiver Terms of Service" is terminated for any reason, this agreement will be terminated at the same time; the service providerIf you apply to withdraw from iDataRiver due to your own business operations and reach an agreement with iDataRiver on the aftermath of withdrawal, this agreement can be terminated. If any of the following circumstances occurs, iDataRiver has the right to immediately terminate this agreement and impose penalties on the service provider in accordance with relevant rules:

(1) The service provider seriously breaches any commitment or guarantee in this agreement, including but not limited to any agreement under this agreement;

(2) The service provider seriously violates any terms, notices, etc. ofthe "iDataRiver Terms of Service"or other rules;

3.Consequences of termination of agreement

Regardless of the reason for the termination of this Agreement, the service provider must fully and independently bear any obligations and liabilities arising from actions performed before the termination of the agreement; after the termination of the agreement, iDataRiver does not need to continue to provide services to the service provider.

4.iDataRiver has the right to transfer all rights and obligations under this Agreement to a third party without the prior consent of the service provider. At that time, iDataRiver will issue a transfer notice to the service provider through website announcements and other means.

K. Others

1.If any provision of this Agreement is deemed invalid or unenforceable, the above provisions may be severed and the remaining provisions shall remain legally binding. The headings of this Agreement are for convenience of reading only and do not define, limit, explain or describe the scope or boundaries of specific terms.

2.This Agreement contains the general specifications that service providers need to comply with when operating on iDataRiver. During the performance of this agreement, iDataRiver may sign other supplementary agreements, attachments, memorandums or written documents with the service provider regarding certain specific cooperation matters. Such supplementary agreements, attachments, memorandums or written documents belong to the special terms of this agreement. If there is any inconsistency or conflict between this Agreement and the Special Terms, the Special Terms shall have priority; if there is no content stipulated in the Special Terms, the relevant provisions of this Agreement shall apply.