Terms of Use

General.
CDNetworks Enterprise Secure Access service is an enterprise product offered by CDNetworks Inc. and its global affiliates (each separately, and collectively, “CDNetworks” or “us”) to entities that have successfully subscribed to the CDNetworks Enterprise Secure Access service (“Enterprise Secure Access Customer”). If your company is not a CDNetworks Enterprise Secure Access Customer, please DO NOT attempt to download, install, access or use CDNetworks Enterprise Secure Access.

Before you start using CDNetworks Enterprise Secure Access service, CDNetworks believes that you have fully read, understood and accepted the following terms & conditions as well as all the exhibits and annexes (hereinafter collectively referred to as “the Agreement”). Your use of the CDNetworks Enterprise Secure Access service on your mobile device or PC is expressly conditioned on your acceptance of the terms and conditions of this Agreement. By clicking “Next” button and logging in to your CDNetworks Enterprise Secure Access account, you agree to the terms and conditions of this Agreement. If you do not agree to or wish to be bound by this Agreement, please do not access or use CDNetworks Enterprise Secure Access service.

You agree that CDNetworks may modify, amend or update this Agreement from time to time and adjust the relevant services, functions, rules, and product introductions accordingly (including without limitation, the specifications, characteristics, API interface) and such modifications, amendments or adjustments will be posted on CDNetworks Website. You are also advised to regularly check for any amendments or updates at the Website. Your continuous use of CDNetworks Enterprise Secure Access service will signify your acceptance of the changed terms. You can choose to stop using CDNetworks Enterprise Secure Access service if you do not agree with or wish to be bound by the changes.

Account.
At the login screen, you are required to fill in your identity credential information such as Enterprise ID, account name and password to verify your identity.

You should be responsible for all the operations under your account. To put it specifically:

• You only have the right to use the Enterprise Secure Access service provided by CDNetworks within your organization. CDNetworks will identify your instructions through your Enterprise ID and account name. You are responsible for all the activities that occurred under your account and obliged to well keep your account name and password at all times. CDNetworks is not responsible for unauthorized access to your account. Any or all the losses, damages or adverse consequences arising from password leakage shall be solely borne by yourself.
• You should not transfer, share, or allow other persons to use your account in any means, nor shall disclose your account name or password to any person, otherwise the Company reserves the right to suspend or terminate your access to the account.
  You also warrant hereby that you will not use other person’s account name and password on Enterprise Secure Access.
• Where you found any fraudulent use or illegal theft of your account name or password, or any other action lacking authorization, you should notify the administrator of your organization promptly, and stop using the relevant services.
• In case you forget your username or password, you should contact the administrator of your organization at the first time, and retrieve your password according to the instructions.

License Granted.
Subject to your acceptance and compliance with the terms and conditions of this Agreement and your company’s successful subscription to the Enterprise Secure Access service, CDNetworks hereby grants you a revocable, non-exclusive, non-transferable, none-sublicensable right to use the Enterprise Secure Access service on your mobile device (or portable computer) during your company’s subscription period. You hereby represent and warrant that:

• the identity information and contact information you provided to the Company are true and valid. You shall ensure that the e-mail address and mobile phone number provided by you and/or your organization is updated and able for receiving notifications from the Company;
• during your use of the Enterprise Secure Access service, you will at all time comply with all the laws and regulations applicable, meet the requirements of public morality;
• you will respect the intellectual property rights and other legitimate rights of the Company and any third party.

You will not:

• use the Enterprise Secure Access service provided by the Company to work around any technical limitations, or engage in the activities that endangering telecommunications or network security, or disrupting the normal order of the telecom market.
• Such activities including, but not limited to: phishing, hacker, Internet fraud, website(s) containing or may unleash computer viruses, Trojan, and malicious code, and other activities that may attack other websites or servers through virtual server (for instance, scanning, sniffing, ARP cheating, and DOS), or use CDNetworks Enterprise Secure Access service for reptiles and brush operations;
• be in conflict with the laws and regulations of your country or region, or damage the legitimate rights and interests of any third party;
• for yourself or for any third party: (a). copy, alter, modify, reverse engineer, create derivative works from, disassemble, or decompile CDNetworks Materials; (b). interfere with or circumvent the Enterprise Secure Access service or CDNetworks Materials; ©. use the Enterprise Secure Access service other than as permitted under this Agreement; (d). remove or modify any copyright notices, proprietary notices, or references to CDNetworks Materials; or (e). give away, resell, pass through, sublicense, rent, lease, timeshare, rebrand, display, make available, or otherwise transfer the Enterprise Secure Access service or related CDNetworks Materials to any third party.

You commit to indemnify and hold the Company as well as its affiliates, directors, shareholders, partners, and employees harmless from and against any claims, liabilities, losses or damages arising out of or in connection with any breach of the above by you.
CDNetworks reserves the right to deactivate your account, suspend or terminate the Enterprise Secure Access service in the case that you violated the laws and regulations applicable or you are in breach of this Agreement.

CDNetworks’ Responsibility.

1. CDNetworks will provide Enterprise Secure Access service to you subject to the terms and conditions herein and be responsible for the routine maintenance and failure recovery except the failure or unavailability is caused by you or due to the events of force majeure or events beyond the reasonable control of the Company;
2. CDNetworks may upgrade the Enterprise Secure Access service or release updates to the Enterprise Secure Access service from time to time in order to provide better services for you. If any such upgrade may cause interference with your use of Enterprise Secure Access service, CDNetworks will announce or notify you in advance.
3. The Company promises to keep your information in strict confidential, will not disclose your information to any third party or authorize any third party to use your information, except that:

• it is permitted by the terms and conditions of this Agreement, or other agreements between your company and CDNetworks;
• in order to provide products, services and information to you;
• it is required to be provided subject to the laws and regulations and/or request brought by administrative or judicial organs;
• you agreed with so;
• it is submitted by the Company solely for solving the accusation or for lodging a complaint;
• it has to be submitted for taking necessary and reasonable actions to prevent serious breach of laws or suspected criminal acts;
• disclosed to CDNetworks Affiliates.

DISCLAIMER.
THE SERVICES ARE PROVIDED “AS IS”. EXCEPT TO THE EXTENT PROHIBITED BY LAW, OR TO THE EXTENT ANY STATUTORY RIGHTS APPLY THAT CANNOT BE EXCLUDED, LIMITED OR WAIVED, CDNETWORKS: (A). MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING THE ENTERPRISE SECURE ACCESS SERVICE AND (B). DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED OR EXPRESS WARRANTIES (I) OF MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE; (II) ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE; (III) THAT THE ENTERPRISE SECURE ACCESS SERVICE WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF HARMFUL COMPONENTS, AND (IV) THAT ANY CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR ALTERED.

Scope and Limitation of Liability.

• CDNetworks shall only be responsible for the liabilities specified in this Section.
• Any unavailability of Enterprise Secure Access service shall be reported by the administrator of your organization to CDNetworks.
• CDNetworks shall not be responsible for the service unavailability due to the events of force majeure or reasons not attributable to the Company. CDNetworks will not be liable for: (i). any loss of your data; (ii). service unavailability due to the unreasonable configuration of your system or other reasons attributable to you and/or the administrator of your organization; (iii). losses of you or any third party due to the acts or omissions of other third parties; or (iv). losses of the third party who indirectly receives CDNetworks’ service through you.
• CDNetworks shall not be liable for any indirect, punitive, special, or consequential losses (including, but not limited to: loss of business, loss of profit, loss of data, or other economic benefits losses) arising out of or in connection with this Agreement however it causes and irrespective of resulting from breach of contract or tort, even if such losses have been notified in advance. Further, in the case the exclusive remedies provided hereunder fails to achieve their purpose, the Company shall still be excluded from its liability for the above losses.

Privacy and Personal Information Protection.
Once you accept this Agreement or begin using CDNetworks Enterprise Secure Access service, you agree that the Company may use or disclose your personal information according to the following terms:

• Account and Password.
  When you register as a user of the Enterprise Secure Access service, we will require you to set up the account and password to identify you. You can only use your account with your password, please safe keep your password. If the password is leaked, your personal identification information may be leaked, which may result in adverse consequences to you. Please contact the administrator of your organization as soon as practicable if your account and password are potentially or realistically in dangerous for any reason. All consequences arising from account or password leakage should be borne by yourself.
• Account Information.
  When you register your account or under the activation process, you are required to provide your Enterprise ID and e-mail address. You consent that during your use of Enterprise Secure Access service, CDNetworks may send you notifications through your e-mail address.
• Login Record.
  In order to ensure the safety of your use of CDNetworks Enterprise Secure Access service and to improve the quality of the Service, CDNetworks will record and preserve the relevant login information and your use of CDNetworks Enterprise Secure Access service. We promise not to provide such information to any third party (unless otherwise agreed by the Parties or required by laws and regulations or disclose to our Affiliates).
• Security.
  CDNetworks uses the security measures supported by existent technology to protect the information from lost, being abused or altered, which including backing up data to other servers and encrypting user passwords. Notwithstanding the foregoing, CDNetworks makes no warranty to the absolute safety of such information.

Intellectual Property Rights.

• Except for third party products or services, all contents on CDNetworks Enterprise Secure Access service, including without limitation, the works, pictures, archives, information, materials, architectures, and page designs are all owned by CDNetworks or its Affiliates according to law. The rights including trademark right, patent right, copyright and business secret right.

• Unless with the written consent of CDNetworks or its Affiliates, nobody may use, modify, copy, publicly disseminate, alter, spread, distribute or publish the programs or contents of CDNetworks Enterprise Secure Access service.

• It is your obligation to respect the intellectual property rights. We deemed that your entry into of this Agreement implies that you have accepted the foregoing terms and conditions. In case of any breach, you shall be liable for all the damages and the Company reserves the right to terminate this Agreement.

Miscellaneous.

• The entire agreement is consisted by the terms in this Agreement and the rules in the CDNetworks Enterprise Secure Access Service Usage Policy and other documents. The concept of the nouns can be mutually referenced. In case of any discrepancy, the terms in this Agreement shall prevail.
• Your use of CDNetworks Enterprise Secure Access service indicates that you have understood and accepted all the components thereof.
• Except as set forth otherwise, this Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement.
• This Agreement shall be governed in all respects by the laws of the State of California. The Parties will work together in good faith to amicably settle any dispute or difference that arises between the Parties in respect of any aspect of this Agreement. The Parties agree that any and all disputes arising out of or relating to this Agreement that are not resolved by their mutual agreement shall be initiated only and exclusively before the courts of Santa Clara County, CA, with California substantive and procedural laws prevailing (except those that pertain to conflict of laws).
• The failure by us to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.
• Where any part of this Agreement is deemed by the competent court as invalid, the validity of the remainder provisions shall not be affected. The non-performance of any provision of this Agreement shall not affect the validity of the other provisions.
• You shall not use, in advertising or publicity, the name of CDNetworks, its Affiliates or any of its directors, officers, employees, consultants, or agents or any trade name, trademark, service mark, logo or symbol (“Marks”) of CDNetworks or its Affiliates, except with the express prior written consent of CDNetworks (such consent not to be unreasonably withheld).
• The Parties hereby confirm that: it is completely reciprocal and fair for both Parties to choose to be bound by this Agreement. Either party may freely decide to enter into this Agreement or not without coercion. Entering into this Agreement is the thorough decision of both Parties. There is no circumstance in which either party unilaterally increases the other party’s liability or evades its own obligations. Either party that enters into or commits to comply with this Agreement shall be regarded as giving up its doubts about the fairness of this Agreement.

DEFINITION AND INTERPRETATIONS.

• “Affiliate” means an entity that directly or indirectly controls, is controlled by, or is under common control with a Party. For purpose of the foregoing, “control” shall mean the ownership of more than fifty percent (50%) of the (i). voting power to elect the directors of the said entity; or (ii). ownership interest in the said entity.

• “API” means an application program interface.

• “Applicable Law” means any laws, statutes or ordinances, and any regulations, rules, circulars issued by any governmental authority, taxing authority pursuant to such laws, statutes and ordinances in any jurisdiction.

• “CDNetworks Materials” means: (i) CDNetworks Technology; (ii) any software, tools, designs, documentation, brochure, information, data, know-how, ideas, works or similar items that are independently developed or otherwise obtained by CDNetworks and being provided you for the provision of the Services; and (iii) all Intellectual Property Rights and proprietary rights in, and any enhancements, improvements, modifications, or derivative works to the foregoing.

• “CDNetworks Technology” means CDNetworks’ (and/or its licensor’s) proprietary technology used by CDNetworks to provide the Services.

• “Confidential Information” the following shall be deemed “Confidential Information” for purposes of this Agreement: (i). the provisions of this Agreement; (ii). CDNetworks Materials; and (iii). all information provided to a Party (the “Receiving Party”) by the other Party (the “Disclosing Party”) where given the nature of the information or circumstances of the disclosure, would reasonably be considered confidential, including without limitation, technical, operational, marketing, billing, pricing and commercial information in relation to the supply of Services.
  Notwithstanding the foregoing, Confidential Information shall not include information or materials that are: (i). publicly available prior to the date received by the Receiving Party or subsequently came to be publicly available through no wrongful act or omission of the Receiving Party; (ii). lawfully disclosed to the Receiving Party by a third party under no obligation to the Disclosing Party known to such third party and without restriction on use or disclosure; or (iii). independently developed by the Receiving Party or any of its employees, consultants, or agents without reference to the Confidential Information of the Disclosing Party.

• “Force Majeure Event” means any cause beyond a Party’s reasonable control, including, without limitation, any act of God or nature, act of war, earthquake, typhoon, flood, fire or other similar casualty, embargo, riot, terrorism, epidemic, condemnation, inability to procure materials or transportation facilities, failure of power, court order, failure of the Internet, failure of a supplier or other cause, whether similar or dissimilar to the foregoing, not resulting from the actions or inactions of such Party and whether physical or electronic.

• “Governmental Authority” means any governmental or quasi-governmental body, irrespective foreign or domestic, including any department, agency, commission, bureau or other administrative or regulatory bodies, courts, public utilities and telecommunication authorities.

• “Governmental Authority” means any governmental or quasi-governmental body, irrespective foreign or domestic, including any department, agency, commission, bureau or other administrative or regulatory bodies, courts, public utilities and telecommunication authorities.

• “Intellectual Property Rights” means: (i) any and all intellectual property rights and proprietary rights provided under copyright, patent rights, trade or service marks, logos, design rights, rights in or relating to databases, rights in or relating to Confidential Information, know-how and any other intellectual property rights (registered or unregistered) throughout the world, including those which may provide a right in either ideas, formulae, algorithms, concepts, inventions, designs, software, or know-how generally, or the expression or use of such ideas, formulae, algorithms, concepts, inventions, designs, software, or know-how; and any and all applications, registrations, licenses, sub- licenses, franchises, agreements, or any other evidence of a right in any of the foregoing.

++Exhibits: ++

In order to protect your rights and interests in using CDNetworks Enterprise Secure Access Service, you understand and accept that:

1. During your use of CDNetworks Enterprise Secure Access service, the rules for using CDNetworks Enterprise Secure Access service shall include this Usage Policy, and messages (text messages or e-mails) sent to you by CDNetworks. Your use of CDNetworks Enterprise Secure Access service indicates your acceptance of these rules. You acknowledge and agree that CDNetworks may at its sole discretion amend the relevant rules for enhancing the Service and such amendments do not need to have your prior consent. Service rules should be subject to page notifications (including without limitation, group text messages, phone calls, or announcements on the website) at the time you use the Enterprise Secure Access service. Your agreement and compliance with the service rules are the prerequisite for using of CDNetworks Enterprise Secure Access service.

2. CDNetworks may notify you about the service progress and the following steps through appropriate methods (including without limitation, e-mails, group text messages, or website announcements). CDNetworks makes no warranty and assumes no responsibility regarding your receipt or the effectiveness of your receipt of the foregoing information and notices. Please log into to Enterprise Secure Access to check in time during the subscription. CDNetworks takes no responsibility for any disputes or losses arising from your failure to check, modify or confirm the status or to submit the relevant applications in time.

3. During your use of CDNetworks Enterprise Secure Access service, it is prohibited to use the international networking to endanger state security, disclose state secrets, infringe the rights and interests of any third party, or engage in illegal and criminal activities.

4. During your use CDNetworks Enterprise Secure Access service, it is prohibited to engage in any of the following activities that endanger the network security:
   (i). access to computer information networks or use computer information network resources without permission;
   (ii).delete, modify or increase the function of computer information networks without permission;
   (iii).delete, modify, or add the applications and data stored, processed or transmitted in the computer information networks without permission;
   (iv).deliberately produce and disseminate destructive programs such as computer viruses;
   (v).other activities that harm the network.