Вы находитесь на странице: 1из 9


BY TAKING ANY ST EP TO DOWNLOAD, SET-UP, INSTALL OR USE ALL OR ANY PORTION OF THE "TENCENT WECHAT " PRODUCT (INCLUDING BUT NOT LIMITED TO THE SOFTWARE, FILES AND DOCUMENTATION (SOF TWARE) OR USING TENCENT'S SERVICES IN CONNECTION WITH THE SOFTWARE, INCLUDING BUT NOT LIMITED TO: (I) ACCESS TO RESOURCES; AND (II) ACCESS TO PERSONALIZED CONTENT S THROUGH TENCENT'S WECHAT NETWORK AND/OR OTHER NETWORKS OPERATED BY TENCENT ("S ERVICES"). YOU AND YOUR COMPANY (LICENSEE) ACCEPT AND AGREE TO BE BOUND BY ALL THE T ERMS AND CONDITIONS OF THIS EULA IF YOU ACQUIRE THIS SOFTWARE FOR YOUR COMPANYS US E, YOU REPRESENT THAT YOU ARE AN AUTHORIZED REPRESENTATIVE WHO HAS THE AUTHORITY TO LEGALLY BIND YOUR COMPANY TO THIS EULA. IF LICENSEE DOES NOT AGREE TO THIS E ULA, LICENSEE MAY NOT USE THIS SOFTWARE AND MUST IMMEDIATELY REMOVE THE SOFTWARE FROM THE LICENSEE'S MOBILE DEVICE, MOBILE COMMUNICATION TERMINAL OR COMPUTER. UPDATES TO THIS EULA This EULA may be updated by Crystal Skeleton Limited of P.O. Box 957, Offshore I ncorporations Centre, Road Town, Tortola, British Virgin Islands ("Tencent") fro m time to time. Once this EULA is updated or amended, Tencent will release the u pdated terms of the EULA in the Software or on Tencents web page at http://weixin. qq.com. Once the updated terms of the EULA are released, the updated terms will effectively substitute the original terms of the EULA. The Licensee may login th e Software or website to review the latest version of the terms of this EULA at any time. 1.OWNERSHIP OF THIS SOFTWARE This Software was developed and is owned by Tencent. All the ownership of intell ectual property rights in this Software (including but not limited to any code, image, data, text and add-in programs contained in this Software and in any and all future updates, modifications, revisions and/or derivative works of the Soft ware), and attached supporting documentation belong to Tencent and may not be us ed, reproduced, altered, distributed, exploit or otherwise dealt with by the Lic ensee without written authorization from Tencent, unless said usage, reproductio n, alteration, distribution exploitation and dealing are expressly provided for in this EULA. The Software is protected by law, including without limitation the Copyright Ordinance (Cap. 528) of the Hong Kong Special Administrative Region ( "HKSAR"), International Copyright Treaties and other intellectual property laws and treaties. 2.SOFTWARE LICENSE 2.1 Subject to the terms of this EULA, Tencent grants to Licensee a personal,non -exclusive, non-transferable, limited license to install and use one (1) copy of the Software on one (1) mobile communication terminal, internally for the perso nal, non-commercial purposes described in the documentation of the Software. Use of some third party materials included in the Software may be subject to other terms and conditions typically found in a separate license agreement or Read Me file located near such materials. Except as expressly stated herein, this EULA does not grant Licensee any intellectual property rights in the Software and all righ ts not expressly granted are reserved by Tencent. 2.2 This EULA is valid for an indefinite period until termination pursuant to th is EULA. 3.SOFTWARE ACCOUNT 3.1 The Licensee may use the Software and enjoy various Services provided by Ten cent and/or its Affiliates by registering a WeChat account (WeChat account). The WeC hat account is the property of Tencent. After completing the registration applic

ation for a WeChat account, the Licensee then has the right to use the account. The WeChat account can only be used by the initial registrant and is prohibited as gift, loan, lease, transfer or sale. Tencent reserves the right to reclaim th e WeChat account for the purpose of business development. 3.2 The Licensee has the right to change, delete the Licensees personal data, regi stration information and content submitted to the WeChat account. The Licensee h ereby acknowledges that deleted data will not be recovered and the Licensee shou ld bear the risk associated with such action. 3.3 The Licensee shall be responsible for the safekeeping of the WeChat account and the password, and be fully and legally responsible for all activities perfor med through the use of the WeChat account and the password. The Licensee should not use accounts and passwords of other Licensee under any circumstances. If the Licensee suspects his or her account is being used by others without permission , the Licensee hereby agrees to immediately notify Tencent. 3.4 The Licensee should comply with the terms of this Agreement, the correct and appropriate use of the Services. If the Licensee violates any provision of this Agreement, Tencent reserves the right to terminate the WeChat service to the Li censee based on this Agreement. Meanwhile, Tencent also reserves the right to re claim the Licensees WeChat account. 3.5 For those Licensee who has not logged in to his/her WeChat account for a lon g time, Tencent reserves the right to reclaim his/her WeChat account in order to avoid waste of resources. The Licensee shall bear the responsibility for the is sues caused. RESTRICTIONS 1. Without the prior written consent of Tencent, the Licensee may not: (i) reproduce the Software in whole or in part; (ii) sell, assign, sub-license, disclose, or otherwise transfer or make availabl e the Software in whole or in part to any third party; (iii) use the Software to provide services to third parties; (iv) implement, use, sell, distribute, transfer or permit any third party to imp lement, use, sell, distribute or transfer the Software and all the intellectual property rights thereof for the purpose of profit making; (v) copy, alter, amend, run by mount or create any derivative works based on the Software or any part or component thereof, data released to any mobile communic ation terminals internal memory by the Software and interactive data between clien t terminal and servers terminal during the Softwares operation for the avoidance of doubt, the forms of such restricted acts include, but not limited to, the creati on of plug-ins, add-on programs, outside hanging or any unauthorized third partys tool/service accessing the Software and correlative systems); (vi) remove, delete or alter any proprietary notices or marks (including without limitation the copyright statements) on the Software; (vii) reengineer, de-compile, disassemble, alter, translate or reverse engineer the Software or any part or component there to applicable laws which permit such activities notwithstanding this contractual prohibition; (viii) amend or destroy the original state of the Software;

(ix) use the Software to take any actions to threaten the security of the networ k, including but not limited to using data or entering server/account without pe rmission; entering public networks or others operating systems and deleting, amend ing or adding the stored information without permission; attempting without perm ission to detect, scan or test the weakness of the Software system or the networ k or attempting without permission to conduct any other activities to damage the network security system; attempting without permission to intervene with or aff ect the normal operation of the Software or the website; intentionally spreading malicious programs or viruses, and taking other actions to damage or intervene with the normal information service of the network; forging part or all of the t itles of TCP/IP packets; (x) log in or use the Software and Services of Tencent by means of a third partys compatible software or system not developed, authorized or approved by Tencent; as to the Software and Services of Tencent, the Licensee uses the plug-ins and o utside hanging not developed, authorized or approved by Tencent; (xi) use the Software without the prior written consent of Tencent to use, lease , lend, copy, revise, link to, cite, compile, issue or publish the information r elated to the Software, or to build mirror websites of said information or to de velop related derivative products, works, services, plug-ins, outside hanging, c ompatibility or interconnection without authorization; (xii) use the Software to publish, deliver, transmit or store any content that c ontravenes the laws of any country, or threatens the national security, social s tability, public order and morals of any country, or to publish, deliver, transm it or store any content that is inappropriate, insulting, defamatory, obscene, v iolent and against the laws, regulations and policies of any country; (xiii) use the Software to publish, deliver, transmit or store content that infr inges other's intellectual property rights, trade secrets or other legal rights; (xiv) use the Software, to issue, deliver or transmit bulk advertisements, unsol icited communications, spam and junk information; (xv) use the Software to deliver, transmit or otherwise accomplish the transmiss ion of the files including pictures, photos, software or other materials, which are under the protection of intellectual property laws, such as (but not limited to), copyright or trademark laws (or right of privacy or right to publicize), u nless the Licensee owns or controls the related rights or have obtained the nece ssary authorization; (xvi) use the Software to use any material or information that contains pictures or photos which have been acquired by infringing existing trademark, copyright, patent, trade secrets or other exclusive rights of other third parties; (xvii) use the Software to amend or forge the instruction, data and data packet in the running of software works, add, delete, decrease or change the functions or running effects of software, spread the Software for the foresaid purposes to the public through information network, or operate them; (xviii) use the Software to apply the Software and Services offered by Tencent t o the running of equipment putting humans and their belongings in danger. The Li censee understands that the Software and Services offered by Tencent are not des igned for the above purposes and to the maximum extent as permitted by applicabl e law, Tencent will not bear any liability or be responsible for the personal in jury or death, grave losses of belongings and destruction of environment due to the above unsuccessful operations arising from the Software and Services; (xix) sell, lease, lend, spread, transfer or sub-license the Software and/or Ser

vices or gain profits from using the Software and/or Services regardless of whet her the above acts were committed for the purpose of achieving direct economic o r money earnings; (xx) use the Software and other Services offered by Tencent in any other illegal manner, for any illegal purpose or in any form inconsistent with this EULA. 4.TERMINATION OF LICENSE 4.1 Notwithstanding anything contrary to this EULA and to the maximum extent as permitted by law, Tencent shall have the right to terminate this EULA on thirty (30) days written notice to the Licensee without giving reasons for such termina tion and without incurring penalties of any nature whatsoever. 4.2 If the Licensee breaches any of the stipulations in this EULA, in above, Ten cent may, at its sole and absolute discretion, immediately terminate, suspend in part or in whole, or restrict the Licensees right to use of the Software without notice. 5.SOFTWARE UPDATES AND SERVICE 5.1 If Licensee is receiving an update or an upgrade to, or a new version of the Software, ("Update") Licensee must possess a valid license to such previous ver sion of the Software in order to use the Update. All Updates are provided to Lic ensee on a license exchange basis. Licensee agrees that by using an Update, Lice nsee voluntarily terminates Licensees right to use any previous version of the Sof tware. Alternatively, Licensee may choose to continue using previous versions of the Software. Tencent has no obligation to provide support, maintenance, Update s, or modifications under this EULA. 5.2 The Software activates automatically the function of upgrade reminder. Depending on the version of the Software, the Licensee may have an option to activate thi s function. After issuing Updates or new versions of the Software, Tencent will not guarantee the continuous availability of the previous version(s) of the Soft ware. 5.3 Tencent reserves the right to unilaterally change or restrict part of the fu nctional effects of the Software for the purpose of business development, and Te ncent assumes no liability whatsoever in respect of any damages suffered by the Licensee as a result of such change or restriction. 5.4 Tencent reserves the right to amend or suspend its Service for the Software at any time and without prior notice to the Licensee. Tencent shall not be respo nsible to the Licensee or any third party for Tencents exercise of its right to am end or suspend the Service. 6.NO WARRANTY To the maximum extent permitted by applicable law, the Software is offered on an as-is basis and no warranty, either express or implied, is given. Tencent expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to implied warranties of merchantability, fitness for a particular purpose and non-infringement. 7.EXCLUSION OF INCIDENTAL, CONSEQUENTIAL, AND OTHER DAMAGES 7.1 To the maximum extent permitted by applicable law, in no event shall Tencent , its Affiliates (as defined below), employees, officers or agents be liable for any special, incidental, punitive, indirect, or consequential damages whatsoeve r (including but not limited to, damages for loss of profits or confidential or

other information, for business interruption, for personal injury, for loss of p rivacy, for failure to meet any duty including of good faith or reasonable care, for negligence, and for any other pecuniary or other loss whatsoever) arising o ut of or in any way related to the use of or inability to use the Software or an y part or component thereof, or otherwise under or in connection with any provis ion of the EULA, even in the event of the fault, tort, strict liability, breach of contract, or breach of warranty of Tencent, and even if Tencent or its Affili ates, employees, officers or agents has been advised of the possibility of such damages. For the avoidance of doubt, in no event shall Tencent or its Affiliates , employees, officers or agents be responsible or liable for any use of the Soft ware by Licensee for the distribution of contents relating to obscenity, gamblin g, defamation, threats and information which inflicts hatred or dissension on in dividuals and/or certain groups of community based on ethnic group, religion, ra ce, and group-based interest. 7.2 In this EULA, "Affiliates" shall mean any other person or entity which direc tly or indirectly Controls, is Controlled by, or is under direct or indirect com mon Control with Tencent from time to time. "Control" shall mean: (a) the owners hip or control (whether directly or indirectly) of more than thirty percent (30% ) of the voting share capital of the relevant undertaking; or (b) the ability to direct the casting of more than thirty percent (30%) of the votes exercisable a t general meetings of the relevant undertaking on all, or substantially all, mat ters; or (c) the right to appoint or remove directors of the relevant undertakin g holding a majority of the voting rights at meeting of the board on all, or sub stantially all, matters and "Controls" and "Controlled" shall be construed accor dingly. 7.3. As with all mobile communication terminal software, the Software, as it is being used by the Licensee, could become susceptible to harassments in respect o f security and use. Licensee hereby agrees and acknowledges that Tencent or its Affiliates, employees, officers or agents will not bear any liability for such h arassments, including but not limited to: (i) other software downloaded and installed by the Licensee containing viruses, such as Trojan Horse, which threaten the security of the personal information an d data and as a result, adversely affect the normal use of the Software; (ii) the mobile communication terminal is infected by a virus or is damaged as a result of the browsing or visiting by Licensee of malicious web pages; or (iii) the Licensee fails to normally download files due to the reasons of the su pplier of the files to be downloaded, the network, the software and hardware use d by the Licensee, and other reasons. 7.4 Tencent and/or its Affiliates, employees, officers or agents shall bear no l iability for the Licensee's all possible losses caused by a third party's commun ication line error, technical problem, network or mobile communication terminal failure, system instability, and other force majeure events. 7.5 All software derived from the Software that are not developed and formally r eleased by Tencent or not authorized by Tencent are illegal. The download, insta llation or use of said illegal software may bring about unpredictable risks to t he Licensee. Tencent shall not be responsible for any legal liability and disput e arising from said download, installation or use. 8. LICENSEE'S WARRANTIES 8.1 Except as expressly set out in this EULA or as permitted by any applicable m andatorylaw, Licensee warrants, represents and undertakes that it shall:

(i) bear the risks for the use of this Software and possess the rights and condi tionsrequired; (ii) for the running of this Software;, and the Licensee must ensure that it has the right to use the Symbian, Java, s60v3, s60v5 and Android series operating s ystems; (iii) use the Software in accordance with the provisions of this EULA and all ap plicable laws. 9.PERSONAL INFORMATION 9.1 The Licensee agrees and acknowledges that personal information means such in formation that can directly or indirectly identify the Licensee, including the f ollowing: the Licensees name, ID card no., mobile number, IP address, e-mail and c ertain information regarding the Licensee's use, internet browsing and surfing h abits. The non-privacy information means the basic recorded information explicit ly and objectively reflected at Tencent servers terminal, such as the Licensees oper ating state to the Software. 9.2 Tencent respects the privacy of the Licensees personal information and Tencent will take reasonable measures to protect the Licensees personal information. Unle ss with the Licensee's consent, save for the purpose(s) of complying with laws, requests by courts or government departments, or purposes as listed in Clause 9. 3 for which Licensee has given consent, Tencent will not make the Licensees person al information public or disclose them to a third party. The Licensee hereby agr ees and acknowledges that usage of the Software to visit websites could result i n the collection of the Licensee's personal information by the websites, and tha t Tencent its Affiliates, employees, officers or agents shall not be responsible or liable for the data privacy practices of those websites, including without l imitation the collection, handling, use, processing and retention of the License e's personal information. The Licensee further agrees and acknowledges that, in order to operate and improve the technologies and quality of Services of Tencent , Tencent might have to collect and use the Licensees non-personal information and /or provide third parties with such information. 9.3 The Licensee hereby agrees, consents and acknowledges that Tencent may colle ct, use, handle, process and/or the transfer the Licensee's personal information for the following purposes: (i) to carry out the Software verification service; (ii) to carry out the Software upgrade service; (iii) to improve the security of the Licensee's use of the Software and provide customer support; (iv) to carry out commercial activities including, but not limited to, value-add ed services offered to a third party, advertising, advertising positioning, mark eting, joint registration of other services, sales promotion or any other activi ty; (v) To implement the Privacy Protection Statement of Tencent as annexed in Sched ule 1 hereto (for the avoidance of doubt, the Licensee hereby agrees and consent s to the terms of said Privacy Protection Statement); 9.4 In the event the Licensee uses specific functions of Tencents Software, or whe n the Licensee requests Tencent or its partners to offer particular services, Te ncent or its partners may have to provide the Licensee's personal information to the relevant third parties.

9.5 To the to release rvices and em message

maximum extent as permitted by applicable law, Tencent has the right advertisements and/or information for propaganda during or through Se such advertisements and/or information may appear in the form of syst or popup window, etc.

10.CONSENT TO THE USE OF MOBILE COMMUNICATION TERMINAL RESOURCES. 10.1 The Software requires all Licensees to use the Software jointly and to main tain the benefit and functionality provided by the Software. The Licensee hereby acknowledges, consents and agrees that the Software may make use of the License e's resources, such as the processor of the Licensee's mobile communication term inal and the bandwidth, for the limited purpose of allowing other Licensees of t he Software to communicate with the Licensee and share the Software and the Serv icesServices. Where applicable, the costs of such use by the Software of the Lic ensee's resources (including without limitation costs of service providers) shal l be solely borne by the Licensee. The Licensee hereby agrees and acknowledges t hat the Licensee's enjoyment and/or experience in using the Software for communi cating with other Licensees could be affected depending on the actions of other Licensees beyond the control of Tencent and for which Tencent, its Affiliates, e mployees, officers or agents shall not be responsible in any way. 10.2 The Licensee acknowledges that Tencent will use its commercially reasonable effort to protect the Licensee's mobile communication terminal resources and th e privacy and completeness of the Licensee's communications via the mobile commu nication terminal. However, the Licensee acknowledges and agrees that Tencent wi ll not provide any warranty therefor. 11. LIMITATION OF LIABILITY 11.1 Notwithstanding any damages that Licensee might incur for any reason whatso ever and to the maximum extent permitted by applicable law, the entire liability of Tencent and any of its suppliers under any provision of this EULA and licens ees exclusive remedy for all of the foregoing shall be limited and in no event wil l Tencent or its suppliers total cumulative liability exceed HK$5. 12. INDEMNIFICATION 12.1 By accepting the EULA, Licensee agrees to indemnify and otherwise hold harm less Tencent, its officers, employee, agents, subsidiaries, Affiliates, and othe r partners from any direct, indirect, incidental, special, consequential or exem plary damages arising out of, relating to, or resulting from Licensees use of the Software or any other matter relating to the Software or this EULA. 12.2 For the avoidance of doubt, if the Licensee's breach of this EULA (includin g but not limited to the acts stipulated in Clause 34.1 above) or relevant terms of Service brings about any third party's claims, demands or losses to Tencent, including attorney's fee, the Licensee hereby agrees to indemnify and hold Tenc ent harmless from all losses caused by said claims, demands or losses. 13.INTELLECTUAL PROPERTY 13.1 The Software is protected by copyright laws and international copyright tre aties, as well as other intellectual property laws and treaties. Licensee hereby acknowledges that all intellectual property rights in the Software (including b ut not limited to any images, text, audio, video, and "applets" incorporated int o the Software) throughout the world belong to Tencent, that rights in the Softw are are licensed (not sold) to Licensee, and that Licensee has no rights in, or to, the Software other than the right to use it in accordance with the terms of this EULA. Licensee acknowledges and agrees that Licensee has no right to access

the Software in source code form. 13.2 The Licensee further agrees and acknowledges that all the contents in any a dvertisements and commercial information provided by Tencent for the Licensee vi a the Software are protected by copyright laws and international copyright treat ies, as well as other intellectual property laws and treaties. The Licensee may only use content from said advertisements or commercial information with the wri tten consent of Tencent, and shall not copy, amend or compile said advertisement s or commercial, or create derivative products based on the same without Tencent 's authorization. 13.3 Tencent, , the Tencent logo, and other Tencent names and logos are the trademar ks of Tencent, use of which for any purposes by the Licensee without the written consent from Tencent is strictly prohibited. Tencent reserves all rights to cla im remedies against the Licensee, including without limitation damages and injun ctive relief, in respect of any unauthorized use of Tencent's intellectual prope rty. 14.ENTIRE AGREEMENT The EULA constitutes the entire agreement between Tencent and Licensee and gover ns Licensees use of the Software, superceding any prior agreement between Licensee and Tencent relating to the subject matter hereof. If any provision of this EUL A is held by a court of competent jurisdiction to be contrary to law, such provi sion will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining pr ovisions of the EULA will remain in force and effect. 15.ASSIGNMENT Licensee may not assign this EULA, and any attempted assignment will be null and void. 16.GOVERNING LAW This EULA will be governed by and construed in accordance with the laws of HKSAR without regard to conflict of laws principles. 17.DISPUTE RESOLUTION 17.1 Any dispute or controversy under this EULA shall firstly be resolved throug h amicable negotiation. If no agreement is reached through such negotiations, th e parties hereby agree to refer the dispute or controversy to arbitration pursua nt to Clause 17.2 below.. 17.2 Subject to Clause 17.1 above, the parties agree that any dispute, controver sy or claim arising out or relating to this EULA, or the breach, termination or invalidity thereof, shall be settled by final and binding arbitration in Hong Ko ng under the Hong Kong International Arbitration Centre Administered Arbitration Rules in force when the Notice of Arbitration is submitted in accordance with t hese Rules. The place of arbitration shall be in Hong Kong at the Hong Kong Inte rnational Arbitration Centre ("HKIAC"). 17.3 The tribunal for any arbitration shall consist of three arbitrators with ea ch party appointing one arbitrator and the two arbitrators thus appointed shall choose the third arbitrator who will act as the presiding arbitrator of the Trib unal. 17.4 The language to be used in the arbitral proceedings shall be English.

17.5 The applicable law shall be the laws of the HKSAR. 18.LANGUAGE This EULA is written in English, although it may be translated into another lang uage at sole discretion of Tencent or by the requirement of law, the English ver sion shall prevail. 19.ENQUIRIES If the Licensee has any questions or comments as regards this Software, please i nquire with the Customer Service Center of Tencent, the contact details of which are as follows: Customer Service Hotline of Tencent: 0755-83765566. Service Website: www.qq.com.