Baidu AI Cloud International User Service Agreement

This Agreement specifically refers to the "Baidu AI Cloud International User Service Agreement" (hereinafter referred to as the "Agreement"), including its annexes and supplemental terms issued for specific countries/regions (which will be published by Baidu AI Cloud International on the relevant platforms as needed). This Agreement sets forth the rules regarding the creation, management, and use of user accounts (hereinafter referred to as "Accounts") when users access and use Baidu AI Cloud International (website: intl.cloud.baidu.com) and the Baidu AI Cloud International Cloud Marketplace (collectively referred to as "Baidu AI Cloud International").

This Agreement is a legally binding agreement between you (hereinafter referred to as "You" or "Customer"), as a registered user of Baidu AI Cloud International, and the Baidu AI Cloud International operating entity (namely Baidu Holdings Limited, hereinafter referred to as "we" or "Baidu AI Cloud"). Your act of registering an account, using the service, or otherwise indicating acceptance of this Agreement shall be deemed as your agreement to be bound by its terms.

The "service" referred to in this Agreement includes but is not limited to:

1. All products, features, and resources accessed and used through your Baidu AI Cloud International account;
2. Your transactions, purchases, and related services that are conducted in Baidu AI Cloud International Cloud Marketplace;
3. Any technical support, customer service, or value-added services provided by Baidu AI Cloud International and its affiliated platforms.

We reserve the right to amend this Agreement and its attachments or additional terms based on business development, legal/regulatory requirements, or technological upgrades. The revised agreement will be published through the official channels of Baidu AI Cloud International. You should periodically review agreement updates, as your continued use of the service constitutes acceptance of revised terms.

1. Applicability of the Agreement

1.1 Agreement Acceptance By registering for a Baidu AI Cloud International account (hereinafter referred to as "account") or using the services provided by Baidu AI Cloud (collectively referred to as "service"), you are deemed to have agreed to all the terms and conditions of this Agreement (hereinafter referred to as "Agreement"). If you do not accept all the contents of this Agreement, please do not register for an account or use the service.

1.2 Acknowledgment of the Binding Agreement Upon completing the account registration and clicking the "I Agree" button, you will be bound by this Agreement and the following ancillary documents: a) "Baidu AI Cloud International Terms of Use"; b) "Baidu AI Cloud International Product and Service Terms"; c) "Baidu AI Cloud International Privacy Policy"; d) Other website rules, service policies, or supplementary agreements issued by Baidu AI Cloud International from time to time (collectively referred to as "Terms").

1.3 Right to Reject Account Registration 1.3.1 Circumstances for Registration Rejection We reserve the right to refuse your account registration at our sole discretion. Without prejudice to the applicability of other terms in this Agreement, the following circumstances may lead us to reject your registration application: a) Your account has previously been terminated due to a violation of this Agreement; b) You may violate any representations, warranties, or obligations under this Agreement.

1.4. Amendment and Effectiveness of the Agreement 1.4.1 Notification Methods for Agreement Amendment We may amend this Agreement or its attachments in the following ways: a) Publishing the updated agreement text on Baidu AI Cloud International; b) Notify you in writing according to Section 12.1 (or other applicable terms) of this Agreement.

1.4.2 Effective Rules for Agreement Amendment Unless otherwise stated by us, material changes to the Agreement shall take effect from the date of its publication. Your continued use of the service or related products after receiving written notification of agreement amendment shall constitute acceptance of the revised agreement.

2. Service Usage Rules

2.1 Scope and Definition of Services You may access, purchase, subscribe to, or use all products and services provided by Baidu AI Cloud International (collectively referred to as "Baidu AI Cloud services"), including but not limited to:

1. Cloud computing products, services, and related API interfaces provided by Baidu AI Cloud;
2. Account features, platform characteristics, and relevant content.

Exclusion of third-party content: Baidu AI Cloud services do not include any content or services provided by third parties on the platform or in conjunction with Baidu AI Cloud services.

2.2 Geographical Terms and Liabilities

2.2.1 Certain products, services, promotions, activities, or offers may only be available to customers in specific regions, and the relevant terms may vary by product;

2.2.2 You are obligated to carefully read and agree to the relevant terms before participating, purchasing, or using. If you do not agree, you shall immediately cease use or purchase.

2.3 Account Security and Liability

2.3.1 After registering an account, you are fully responsible for the confidentiality of your username and password and all activities under your account;

2.3.2 Sharing your account or allowing unauthorized users to access it may cause harm to Baidu AI Cloud, and you shall compensate for all resulting losses (including loss of profits);

2.3.3 In the event of unauthorized use of your account, or password/security breach, you shall immediately notify Baidu AI Cloud;

2.3.4 Baidu AI Cloud is not liable for losses caused by unauthorized use of accounts or violations of these terms.

2.4 Rights of Service Suspension and Termination Baidu AI Cloud may, at its sole discretion, suspend or terminate all or part of the free services at any time and reserves the right to charge for any service or feature.

2.5 Differentiated Settings for Access Permission Baidu AI Cloud may, at its discretion, restrict, deny, or set differentiated access and usage levels of the service for different users.

2.6 Service Changes and Notification Obligations

2.6.1 Cloud Computing Products and Services:

Baidu AI Cloud may add or remove features, functionalities, applications, or conditions, with additions being subject to this Agreement and relevant terms;

Material changes or termination will be notified to you in advance.

2.6.2 API Interface:

Baidu AI Cloud may modify, reduce, or delete APIs and decide at its sole discretion whether to provide older versions.

2.6.3 Service Level Agreement (SLA):

Baidu AI Cloud may publish revised SLA terms through the platform;

Amendments unfavorable to you will be notified in writing in advance, and your continued use shall constitute acceptance of the revised SLA.

2.7 Service Status and Disclaimer

Baidu AI Cloud services are provided "as is" and "available", and except for specific terms, Baidu AI Cloud shall not be liable for the following circumstances:

Inability to use due to service interruption, modification, or termination;

Delays, inaccuracies, errors, or omissions in the communication, transmission, or delivery of content;

Any damages (direct, indirect, consequential, or otherwise) arising from the use or inability to use the service.

2.8 Third-Party Software Risks If the service involves third-party software applications, you should note that such software is provided by third parties under separate terms, and Baidu AI Cloud has performed no testing or screening for it; you shall bear the risks of using it.

2.9 Agreement Updates and Transfer Rights

2.9.1 Baidu AI Cloud may, at its sole discretion, assign this Agreement in whole or in part to any individual or entity (including affiliates);

2.9.2 Baidu AI Cloud may require updates to the terms through written notification (including those published on the platform), and you may irrevocably agree to and accept such updates;

2.9.3 After the update, Baidu AI Cloud is released from obligations under the original terms and claims up to the update date;

2.9.4 You shall not assign this Agreement in whole or in part to any individual or entity.

2.10 SLA Service Prerequisites Your access to services under the SLA is contingent upon full compliance with these terms.

3. User Responsibilities

3.1 Information Provision and Content Management Responsibilities

a) Commitment to Information Authenticity You agree to provide Baidu AI Cloud with true, accurate, and up-to-date information about yourself, your business, credit cards, bank accounts, and other payment types during the account registration or otherwise, and to ensure the continued validity of such information.

b) Information Maintenance and Updates You are responsible for maintaining and promptly updating all information provided to Baidu AI Cloud to ensure it remains true, accurate, and up-to-date.

c) Additional Information Provision Within the timeframe required by Baidu AI Cloud, you must provide any additional information related to customer service, risk control, anti-fraud, and compliance procedures.

d) Member Content Management You are solely responsible for the development, operation, maintenance, transmission, processing, storage, and use of the content running on Baidu AI Cloud services, the content interacting with the services, and the content submitted or uploaded through your account (hereinafter referred to as “User Content”).

e) Compliance with Laws and Regulations When using Baidu AI Cloud services, you must comply with these terms and all applicable laws and regulations.

f) Content Security and Backup You are responsible for actively maintaining appropriate security, protection, and backup of the content used in the service to ensure data security.

g) End-User Conducts Liabilities You are responsible for any actions by your end users (as defined below) arising from your use of Baidu AI Cloud services and must ensure their compliance with these terms. For the purposes of this Agreement, "End User" means any individual or business entity that accesses or uses the service content or uses the Baidu AI Cloud services directly or indirectly through you. Baidu AI Cloud shall not be liable for any loss or damage arising from or related to any service content or any use of or reliance on it.

3.2 Clauses of Prohibited Conducts

a) Restrictions on Account Transfer You shall not sell, transfer, lease, lend, or sublicense your Baidu AI Cloud account to others without the prior written consent of Baidu AI Cloud.

b) Fraud and Illegal Activities You shall not engage in any deceptive, misleading, or fraudulent activities against Baidu AI Cloud, other users, other users of Baidu AI Cloud International, any other third party, or for any illegal purpose.

c) Intellectual Property Rights Protection You shall not infringe or otherwise abet or encourage infringement of any third party's intellectual property rights (as defined below) or other proprietary/publicity/privacy rights or other rights recognized by law.

d) Identity Impersonation and Fraudulent Activities You must not impersonate any individual or entity, misrepresent yourself or your relationship with any individual or entity, or otherwise engage in fraudulent statements or conduct.

e) Compliance with Laws and Regulations You shall not violate any applicable laws, regulations, ordinances, or rules (including but not limited to those related to data compliance, export control, consumer protection, unfair competition, anti-discrimination, or false advertising).

f) Restrictions on Virtual Currency Activity You shall not use Baidu AI Cloud services for any activities related to Bitcoin mining, generating, or creating other virtual currencies or similar tools.

g) Restrictions on Content Submission You must not submit or provide any of the following content to Baidu AI Cloud:

• Information that is defamatory, libelous, unlawfully threatening, or unlawfully harassing;
• Obscene or indecent content, or any content that contains or implies any pornographic or sex-related goods, or any other content promoting pornography or harmful to minors;
• Content that advocates discrimination based on race, gender, religion, nationality, disability, sexual orientation, or age;
• Any computer viruses or other destructive devices and code that may damage, interfere with, intercept, or expropriate any software or hardware systems, data, or personal information; or
• Content that is objectionable on grounds of public interest, public morality, public order, public safety, or national harmony, or that is prohibited under applicable laws.

h) Protection of System Integrity You shall not compromise the integrity of computer systems or networks used by Baidu AI Cloud and/or any users of Baidu AI Cloud services, nor attempt to gain unauthorized access to such computer systems or networks.

i) Restrictions on Software Modification You shall not modify, change, tamper with, repair any software included in Baidu AI Cloud services, or create derivative products or works thereof, or otherwise attempt to change the software's functionality.

j) Restrictions on Reverse Engineering and Decompilation You shall not conduct reverse engineering or decompilation for any part of Baidu AI Cloud services.

k) Restrictions on Source Code Access You shall not obtain or attempt to obtain the source code or underlying algorithm of any software within Baidu AI Cloud services.

l) Restrictions on Fee-Avoidance Activities You must not access or use Baidu AI Cloud services in a manner that avoids applicable fees.

m) Restrictions on Resale and Re-licensing Without Baidu AI Cloud's explicit written authorization, you may not resell, distribute, or re-license any Baidu AI Cloud services, including but not limited to using the services for commercial purposes or providing the services to third parties.

4. Terms of Rights for User Content

4.1 User Content and Intellectual Property Ownership

a) Retention of User Content Rights You retain all rights you may have in any user content. Baidu AI Cloud will access or use your user content only when necessary to maintain or provide Baidu AI Cloud services, or to comply with applicable laws and regulations. Unless expressly stated otherwise in this Agreement or other applicable agreements governing your use of Baidu AI Cloud services, this Agreement grants neither party any rights to the other party's content or intellectual property.

b) Clarification of Intellectual Property Ownership Between you and Baidu AI Cloud, you retain all intellectual property rights in user content, while Baidu AI Cloud owns all intellectual property rights in Baidu AI Cloud services.

4.2 Definition and Scope of "Intellectual Property"

a) Basic Intellectual Property Rights "Intellectual Property" means all rights, title, and interests in and to any and all intellectual property rights, including but not limited to copyrights, patents, trademarks, service marks, logos, trade dress, trade names, internet domain names, design rights, computer software rights, database rights, semiconductor topography rights, utility model rights, and rights in know-how, whether or not registrable, and includes any applications for registration thereof, as well as all rights or forms of protection having equivalent or similar effect anywhere in the world and on all platforms and media, whether now known or hereafter devised. This definition encompasses any registration applications, as well as all rights or forms of protection with equivalent or similar effect worldwide across all platforms and media (whether now known or hereafter invented).

b) Rights Related to Licenses "Intellectual Property" also refers to all rights granted under licenses, consents, commands, regulations, or other provisions related to any rights described in clause (a) above.

c) Similar Rights That May Arise in the Future "Intellectual Property" further includes all rights with the same or similar effect or nature as those in clauses (a) and (b), whether such rights exist now or may arise in the future.

d) Rights to Income, Royalties, etc. "Intellectual property" covers all rights to income, royalties, damages, claims, and payments now or hereafter due or payable.

e) Rights to Bring Infringement Actions "Intellectual Property" also refers to all rights to take legal action against past or future infringements of any aforementioned rights in accordance with the law.

5. Investigations and Enforcement

5.1 Rights to Investigate Violations

Baidu AI Cloud reserves the right to investigate any potential violations of this Agreement by end users or you. This authority aims to ensure compliance in service usage and maintain the normal operational order of the Baidu AI Cloud platform.

5.2 Rights to Report Violations and Handle Content

a) Reporting of Violations If Baidu AI Cloud believes there are activities violating this Agreement or any jurisdictional regulations or laws, it reserves the right to report to relevant law enforcement, regulatory, governmental agencies, and any other appropriate third parties. This measure aims to facilitate law enforcement and safeguard public interests.

b) Rights to Access, Disclose, and Delete Content To comply with applicable laws, legal processes, or legitimate government requests, or to address any claims or potential claims against Baidu AI Cloud or its shareholders, subsidiaries, or affiliates, Baidu AI Cloud has the right to access, disclose, and/or delete any content you publish or submit on Baidu AI Cloud International, including but not limited to any user content. Baidu AI Cloud will prudently execute this right based on specific circumstances to ensure the balance and protection of both parties' legitimate rights and interests.

6. Fees, Payments, and Tax Terms

6.1 Responsibility for Payment

Unless otherwise stipulated in the product and service terms, this Agreement, or agreed in writing by Baidu AI Cloud, any fees or taxes payable under this Agreement shall be paid by you in accordance with Baidu AI Cloud's current payment and tax terms. You shall pay fees incurred from using relevant services through the payment types supported by Baidu AI Cloud International.

6.2 No Set-off

Unless agreed in writing by Baidu AI Cloud, any amounts you have paid shall not be subject to set-off. This provision is intended to ensure the clarity and irrevocability of transaction payments.

6.3 Updates to Fees and Tax Terms

The fees and tax terms for Baidu AI Cloud services may be updated from time to time on Baidu AI Cloud International based on actual circumstances and will take effect upon their publication. Please regularly review relevant updates to ensure timely awareness and compliance with the latest fee and tax regulations.

6.4 Settlement Methods

6.4.1 Prepaid Settlement

• If you purchase a prepaid service, Baidu AI Cloud will provide the corresponding service only after you have paid the full service fee.
• If you fail to pay service fees promptly, orders will automatically expire 7 days after placement.
• If you wish to continue using the service after its expiration, you must pay the renewal fee in advance to extend the service.
• You are required to top up your account in advance before using Baidu AI Cloud products and services. When purchasing a service, Baidu AI Cloud will deduct the corresponding service fees from your account. If the balance in your account is insufficient to pay for the service, Baidu AI Cloud reserves the right to refuse to provide the service to you.

6.4.2 Postpaid Settlement

• If you purchase a pay-as-you-go or per-use service, you may activate the service first. Baidu AI Cloud will automatically calculate the usage of the previous billing cycle based on the service type, in periods such as hours, days, weeks, or months (as specified on the relevant product page and the description when you placed the order), and deduct the corresponding service fees from your Baidu AI Cloud account balance.
• If your Baidu AI Cloud account balance is insufficient to cover the service fees, Baidu AI Cloud reserves the right to demand payment of overdue penalties and/or interest from the date of the first failed deduction (i.e., the day after the end of the corresponding settlement period when the balance was insufficient), and may terminate any related services you have subscribed to at any time.
• For specific billing rules and charge items, please refer to the information published on Baidu AI Cloud International.

6.5 Confirmation of Usage Records

If your usage of Baidu AI Cloud Service is recorded in our backend, you agree that such backend records shall prevail to ensure the accuracy and traceability of service usage.

7. Payment Credit (Credit Quota)

7.1 Acceptance of Credit Quota Service and Acknowledgment of Terms

In the course of your acceptance of this service, if we provide you with a payment credit (credit quota) service, you must clearly understand and agree to the following related terms to ensure clear definition and fulfillment of both parties’ rights and obligations.

7.2 Commitment to Payment of Fees Within the Credit Term

You solemnly undertake to pay all fees due in full and on time within the agreed credit term. This commitment is an important foundation of the cooperation between the parties and a key element in maintaining the credit system.

7.3 Liability and Handling of Late Payments

If you fail to make payments by the agreed deadline, it shall be deemed a breach of contract. Under such circumstances, we reserve the right to unilaterally terminate the relevant services provided to you and to pursue your liability for breach of contract. Liability for breach of contract includes, but is not limited to, requiring you to immediately pay unpaid fees, late fees, and any other resulting losses to safeguard our legitimate rights and interests.

7.4 Execution of Credit Quota Adjustment and Early Repayment Notification

If changes in your creditworthiness or other objective circumstances (including but not limited to industry risks) necessitate adjustments to your credit terms or early repayment, you shall agree that we have the unilateral right to make such decisions and will promptly notify you through appropriate means. You confirm that you will comply with and implement the relevant decisions without any objection, to maintain the stability of bilateral cooperation and the fairness of the credit system.

8. Term, Account Termination, or Suspension

8.1 Effective Date of Agreement

This Agreement shall take effect from the date of your successful registration of a Baidu AI Cloud International account.

8.2 Rights and Circumstances for Account Suspension or Termination

Without prejudice to any rights and remedies Baidu AI Cloud is entitled to under the law (including but not limited to those stipulated in Baidu AI Cloud's payment and tax terms), if Baidu AI Cloud unilaterally determines that you or your end users engage in any of the following acts, Baidu AI Cloud has the right to suspend or terminate your account immediately after notifying you, or to restrict or constrain your rights to the account:

• Breach of terms: You or your end users violate any terms of this Agreement.
• Security or system stability risks: You use Baidu AI Cloud Services in a manner that may pose security or system stability risks to Baidu AI Cloud International or any third party.
• Liability risks: Your use of Baidu AI Cloud services causes or will cause Baidu AI Cloud or its affiliates to incur liability.
• Fraud, deception, or illegal activities: You engage in any fraudulent, deceptive, or illegal activities.
• Subject to insolvency proceedings: You become subject to any bankruptcy, reorganization, liquidation, dissolution, or similar proceedings.

8.3 Fees During Account Suspension

If Baidu AI Cloud suspends your right to use the account or any services, you remain liable for all fees incurred up to the date of suspension for using the services. At the same time, you shall continue to bear the fees of Baidu AI Cloud services that you continue to access or are entitled to use.

8.4 Termination of License Rights upon Service or Account Termination

Upon termination of your service or account, any rights granted to you by Baidu AI Cloud under licenses related to your use of Baidu AI Cloud services shall be immediately terminated, ensuring clear delineation of both parties' rights.

8.5 Matters Following Termination of the Agreement

If this Agreement is terminated for any reason, you shall proceed with the following:

• Deletion of information: You shall delete any information, text, images, graphics, video clips, audio, directories, files, databases, or lists provided to you through Baidu AI Cloud services that you hold.
• Loss of access to and deletion of user content: You will lose access to any user content provided to Baidu AI Cloud, and Baidu AI Cloud may, at its sole discretion, delete such content unless retention is required by applicable law.
• Survival of content license: Even in the event of suspension or termination, the license you grant to Baidu AI Cloud to use the content shall remain in effect.
• Survival of specific provisions: Any provisions that are intended to survive the termination of this Agreement shall remain in full force and effect after its expiration or termination, ensuring a clear basis for post-termination cooperation.

9. Statements and Warranties

9.1 Statement on User’s Legal Capacity and Agreement Execution

You declare and warrant that you have the legal capacity to enter into this Agreement, ensuring its legal validity and enforceability.

9.2 Statement on Rights in User Content

You further declare and warrant that, concerning the rights related to the content, you, your end users, or your licensors possess all of the following rights:

• Ownership of user content: Possession of any rights, ownership, and interests in the user content to ensure its legality and integrity.
• Rights to grant license: Possession of all necessary rights in the user content to grant Baidu AI Cloud the rights under this Agreement so that Baidu AI Cloud can provide the services as agreed.

9.3 Statement on Legality and Compliance of User Content

You solemnly declare and warrant that the user content complies with the following regulatory requirements:

• No violation of agreement or law: None of your user content shall violate this Agreement or any applicable laws, thereby ensuring the legality and compliance of the content.
• Non-infringement of third-party rights: User content shall not infringe upon the rights of other third parties (including any intellectual property rights), thereby safeguarding the legitimate interests of third parties and the healthy development of the Baidu AI Cloud service ecosystem.

9.4 Statement on Account Operation and Service Usage

You declare and warrant that you possess the following permissions and capabilities regarding account operations and service usage:

• Authority to operate account: You are authorized to operate your account on Baidu AI Cloud International, ensuring its security and proper use.
• Authority to use services: You are authorized to use, purchase, or subscribe to any Baidu AI Cloud services to enjoy the services provided by Baidu AI Cloud.

10. Indemnification

You shall defend, indemnify, and hold harmless Baidu AI Cloud, its affiliates, licensors, and their respective employees, officers, directors, and representatives from any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to the following circumstances:

a) Your or your end users' use of Baidu AI Cloud services;

b) Your breach of this Agreement;

c) You or your end users' violation of any applicable laws;

d) You or your end users are suspected of infringing (including infringement of any intellectual property rights) or misappropriating any third-party rights to user content, or infringing third-party rights through the use, development, design, creation of advertisements, or marketing of user content; and/or

e) Any disputes between you and/or your end users.

Baidu AI Cloud will promptly notify you of any claims related to the above terms; however, failure to provide timely notification shall only affect your indemnification obligations if such delay materially impairs your ability to defend against the claim. Baidu AI Cloud reserves the right to control the defense and settlement of claims at any time.

11. Disclaimer and Limitation of Liability

11.1 To the maximum extent permitted by applicable law, Baidu AI Cloud services are provided on an "as-is" and "available" basis. Baidu AI Cloud hereby expressly disclaims any form of express, implied, or statutory warranties, including but not limited to warranties related to the condition, quality, durability, performance, accuracy, reliability, merchantability, fitness for a particular purpose, non-infringement, or any warranties that the services will be uninterrupted, error-free, free of harmful components, secure, or will not cause damage, loss of functionality, or data loss.

11.2 To the maximum extent permitted by applicable law, Baidu AI Cloud makes no statements or warranties regarding the validity, accuracy, reliability, quality, stability, completeness, or timeliness of any information on or provided through its International. Users shall exercise their judgment and bear the risks associated with using such information.

11.3 Baidu AI Cloud International may provide users with services or products offered by independent third parties. Baidu AI Cloud International makes no warranties or statements for such services or products. Under no circumstances shall Baidu AI Cloud and its affiliates be liable for the quality, performance, or any related issues of such services or products.

11.4 Baidu AI Cloud shall not be liable for any special, indirect, punitive, incidental, or consequential damages, including but not limited to loss of profits or funds, business interruption, or loss of information. Such losses, whether arising from contract, negligence, tort, or other causes, or resulting from the following matters, shall not fall within the liability scope of Baidu AI Cloud:

• Use or inability to use Baidu AI Cloud services;
• Any defects in goods, samples, data, information, or services purchased or obtained from third-party service providers through Baidu AI Cloud International;
• Unauthorized access to user data or personal information by third parties;
• Any statements or actions by users of Baidu AI Cloud International; or
• any matters related to the services, regardless of how it arises.

11.5 Except for the warranties, statements, conditions, and commitments expressly stipulated in this Agreement, Baidu AI Cloud hereby excludes all other forms of express or implied warranties, statements, conditions, and commitments to the maximum extent permitted by law. For all claims arising from or related to the use or inability to use Baidu AI Cloud services or the International, the aggregate liability of Baidu AI Cloud, its employees, agents, affiliates, representatives, or anyone acting on its behalf to the user shall, unless otherwise excluded or limited, be limited to the highest among the following three amounts:

• The amount paid by the user to Baidu AI Cloud or its affiliates for Baidu AI Cloud services within one calendar year;
• USD 100;
• The amount specified in the Terms of Service Level Agreement (SLA) that is related to the user's use of specific Baidu AI Cloud services.

The aforementioned terms do not exclude the user's right to prove actual damages. Any claims against Baidu AI Cloud regarding matters described in these terms must be filed within one (1) year from the date of the cause of action; otherwise, they will not be accepted.

12. Notification

12.1 We may send you notifications under this Agreement by posting on Baidu AI Cloud International or via email to your account. The notification shall take effect upon its publication, and email notifications shall take effect from the date the email is sent.

12.2 You must send us the notification by personal delivery, courier, or registered mail to the following address: Suite 301 - 302, 3/F, Great Eagle Centre, 23 Harbour Road, Wan Chai, Hong Kong.

13. General Provisions

13.1 Agreement Supersedence

This Agreement (including the other agreements referred to in Section 1.2) constitutes the final and complete agreement between the parties for the same purpose, superseding any prior written or oral agreements regarding such purpose.

13.2 Independent Contractor Relationship

The relationship between you and Baidu AI Cloud is that of independent contractors, and the execution and performance of this Agreement are not intended to, nor do they create, any legal relationship such as agency, partnership, joint venture, or employer-employee.

13.3 Severability

If any provision of this Agreement is adjudged by a court or tribunal of competent jurisdiction to be invalid or unenforceable, such judgment shall not affect the validity or enforceability of the remaining provisions of this Agreement, which shall remain in full force and effect.

13.4 Non-Enforcement Does Not Constitute Waiver

Baidu AI Cloud's failure to enforce any of its rights or take action against any breach by you shall not constitute a waiver of such rights by Baidu AI Cloud, nor shall it affect Baidu AI Cloud's right to take action against subsequent or similar breaches.

13.5 Obligation to Effectuate Agreement

You shall take all necessary and reasonable measures to ensure this Agreement becomes effective and is fully performed.

13.6 Force Majeure and Third-Party Factor Exemption

Unless otherwise expressly provided in the terms and conditions of the relevant Baidu AI Cloud services, under no circumstances shall Baidu AI Cloud be liable for any delay, failure, or interruption in the delivery of content or services via Baidu AI Cloud International that is directly or indirectly caused by acts of nature or forces or causes beyond Baidu AI Cloud’s reasonable control (including but not limited to internet failures, computer malfunctions, computer viruses, cyberattacks, telecommunications or any other equipment failures, power outages, epidemics, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, wars, government actions, orders from domestic or foreign courts or tribunals, or nonperformance by third parties).

13.7 Applicability of Law and Jurisdiction

This Agreement shall be governed by the laws of Hong Kong, China, without regard to its conflict of laws provisions. The parties to this Agreement hereby submit to the exclusive jurisdiction of the Hong Kong courts, and any disputes arising from this Agreement shall be submitted to the Hong Kong courts for resolution.