I. Purpose and Updates

1. Purpose

These Smilelinked Terms of Service (hereinafter referred to as the "Terms of Service") govern the access and use of the websites and mobile applications (https://smilelinked.com, https://www.smilelinked.com, collectively referred to as the "Smilelinked Websites") and the Smilelinked services (hereinafter referred to as the "Smilelinked Services"). They also clarify the rights, obligations, and related matters between Smilelinked Services users and SmileLinked HealthTech Limited ("Smilelinked," "we," or "the Company"), whose registered address is RM C03, 9/F KATO FACTORY BLDG, 2 CHEUNG YUE ST LAI CHI KOK, HONG KONG.

These Terms apply to all services provided by Smilelinked by default. However, to comply with relevant laws and regulations and achieve the purposes of each service, separate terms of service and operating policies may apply to individual services.

2. Updates (Changes to Terms of Service)

Smilelinked may revise the Terms of Service from time to time in accordance with its sales policies. Should we make changes, we will notify you through one or more of the following methods:

Unless otherwise specified, revised Terms of Service take effect immediately upon posting. Your continued use of Smilelinked services constitutes acceptance of such changes. If you disagree with the modified terms, you may cease using Smilelinked services and cancel your membership.

Except as otherwise provided herein, the notification methods described in this section apply to all notices or communications required under these Terms of Service.

II. Membership Eligibility

1. Eligibility Requirements

Smilelinked services are available to natural persons or legal entities authorized under applicable law to enter into valid contracts. Minors may not register as Smilelinked service members. Any applicant lacking the capacity to enter into a valid contract may not create a Smilelinked service account. We reserve the right to accept or reject your application to use Smilelinked services.

2. Member Registration

You (including individuals, businesses, companies, and other legal entities) must complete the membership application form provided by Smilelinked, consent to Smilelinked's collection, provision, and use of your personal information, and agree to these Terms of Service to use Smilelinked services. If you do not agree to any of the above, you may not be able to use all or part of Smilelinked services.

3. Account

To become a registered member of Smilelinked services, you must create an account ("Account"). You are solely responsible for all activities occurring under your Account and for maintaining the confidentiality and security of your Account and password, even if such activities are not performed by you or without your knowledge or consent.You further acknowledge and agree that the Smilelinked service is provided on an individual basis, and you may not share your account or password information with any other person. Smilelinked shall not be liable for any losses resulting from unauthorized use of your account.

4. Membership Types

Smilelinked offers two membership types: Free Membership and Paid Membership. You may upgrade from Free Membership to Paid Membership or downgrade from Paid Membership to Free Membership. Changing membership tiers may result in certain services or features being enabled or suspended.

Smilelinked operates on a points system. Upon purchasing a membership or other designated products, the system will credit your account with a specified number of points ("Points") according to the corresponding plan. Points may be used to offset or pay for services listed on the Smilelinked platform.Point balances, validity periods, and usage records are subject to the information displayed in the Account Center. Unless otherwise required by law or specified by Smilelinked, points cannot be redeemed for cash, transferred, or otherwise converted into monetary value. Smilelinked may update point rules as business needs require and will notify you in advance via the methods specified in Article 2 of Chapter 1.

Paid membership pricing varies by specific plan and may include usage fees, payment processing fees, applicable taxes, and surcharges.

All fees must be paid within the specified timeframe. You are responsible for providing accurate and valid credit card information. If payment is not made on time, Smilelinked reserves the right to restrict or terminate your access to all services.

5. Termination of Paid Membership

If you choose to discontinue Smilelinked services, you must provide Smilelinked with explicit notice fourteen (14) days prior to the termination date. Should you opt to delete your account, any remaining purchased points may be refunded only upon prior request to Smilelinked.

III. Smilelinked Services

1. Smilelinked Services

Smilelinked Services constitute a web-based artificial intelligence platform. You may access these services using internet-connected devices such as personal computers, mobile phones, or tablets. Utilizing Smilelinked Services may require compatible devices, periodic software updates, and internet connectivity, and performance may be affected by these factors. Ensuring compliance with these requirements remains your responsibility.

2. Scope of Use

You understand and agree that Smilelinked is neither a medical institution nor a healthcare provider. Smilelinked services do not provide medical advice or diagnosis and cannot replace any form of expert or professional opinion. Smilelinked recommends that users seek professional advice or consult medical experts while using Smilelinked services.

You agree to use Smilelinked services solely for the purposes permitted by these Terms of Service and within the scope of applicable laws and regulations in the jurisdiction where you reside.

If your use of Smilelinked services or other actions threaten Smilelinked services or other Smilelinked systems, Smilelinked reserves the right to take any measures, including suspending your access, to protect the system. If you repeatedly threaten Smilelinked or other Smilelinked systems, we reserve the right to permanently prohibit your access.

3. Restrictions and Limitations

A. Smilelinked may restrict or suspend a user's access to or use of the Smilelinked service under the following circumstances:

  1. When service errors are highly likely to occur;
  2. The service is wholly or partially unavailable during certain periods due to planned or unplanned downtime, maintenance, or technical issues;
  3. Service operations become impossible due to force majeure events as described in Article 9, Section 3;
  4. Smilelinked must comply with applicable laws and regulations of the relevant jurisdiction;
  5. Membership is terminated.

B. Smilelinked shall not be liable for service interruptions not caused by Smilelinked. You agree not to use Smilelinked services for the following activities:

  1. Uploading, downloading, posting, sending, transmitting, storing, or otherwise providing any illegal, privacy-infringing, or otherwise objectionable content;
  2. Impersonating or misrepresenting yourself as another person, organization, or Smilelinked employee, or falsely stating your affiliation with any individual or entity when registering an account or using Smilelinked services;
  3. Engaging in any copyright or other intellectual property infringement (including uploading content you are not authorized to upload), or disclosing any trade secrets or confidential information in violation of confidentiality agreements, employment agreements, or non-disclosure agreements;
  4. Illegally collecting health information without the patient's explicit consent;
  5. Posting, sending, transmitting, or otherwise providing any unsolicited or unauthorized emails, advertisements, promotional materials, spam, or chain letters, including bulk commercial advertisements and informational announcements;
  6. Upload, post, send, transmit, store, or otherwise make available any material containing viruses or other computer code, files, or programs designed to damage, interfere with, or limit the proper functioning of the Smilelinked Service (or any part thereof) or other Smilelinked software or hardware;
  7. Interfere with or disrupt the Smilelinked Service (including through automated means such as scripts or web crawlers), any server or network connected to the Smilelinked Service, or violate any related Smilelinked policies or requirements, including these Terms of Service;
  8. Causing damage to the Smilelinked Service or its equipment (including spreading potentially malicious code), hacking (hijacking the operation of the Smilelinked Service), monitoring hardware, software, or equipment, or otherwise restricting or prohibiting others from using the Smilelinked Service;
  9. Plotting or engaging in any illegal activities;
  10. Removing, obscuring, or modifying copyright, trademark, or other proprietary notices on the Smilelinked website;
  11. Collecting or storing personal or health information of other Smilelinked service users for any illegal or prohibited activity under these Terms.

4. Beta Services

Smilelinked may occasionally offer Beta Services to users, who may choose to participate at their discretion. Use of Beta Services constitutes acceptance of the terms applicable to such Beta Services.

During the Beta period, any data entered into the service and any customizations made to the service will be permanently deleted upon the Beta service's termination. Users cannot migrate data entered or customizations created during the Beta period to Smilelinked's official service. Therefore, to preserve Beta-period data, it must be exported before the Beta service ends; otherwise, the data will be permanently lost. Users may not raise any objections or claims against Smilelinked regarding such data loss.

Notwithstanding the provisions of the "Representations, Warranties, Sole Remedy, and Disclaimer" section and the "Smilelinked Liability" section herein, during the Beta Service period, the Service is provided "as is." Without limiting the foregoing, Smilelinked, its affiliates, and licensors do not warrant that: (A) your use of the Beta Services will meet your requirements; (B) your use of the Beta Services will be uninterrupted, timely, secure, or error-free;(C) The accuracy of usage data provided during the Beta testing period. Notwithstanding anything to the contrary in the "Limitation of Liability" section, during the Beta Service period, you shall be solely responsible to Smilelinked and its affiliates for any damages arising from your use of the Services, breach of this Agreement, or performance of indemnification obligations. Users should review the documentation for applicable Services during the Beta Service period and familiarize themselves with its functionality prior to use.

5. Free Trial

Smilelinked may offer users a limited free trial period. If you register for a free trial on Smilelinked's or its affiliates' websites, Smilelinked will provide the corresponding service free of charge until the earlier of:

(a) The expiration of the trial period for which you registered; (b) The start date of any paid subscription you purchase for that service; (c) Termination of the trial by Smilelinked at its sole discretion.

Additional trial terms may appear on the trial registration page. Any such additional terms are incorporated by reference into this Agreement and are legally binding.

IV. Payment and Refunds

1. Purchase Application and Consent to Provide Personal Information

A. Payment and refunds for Smilelinked services are governed by the E-Commerce Consumer Protection Act. You may apply to purchase Smilelinked services through the following or similar methods, and Smilelinked will explain matters related to the purchase application in an easily understandable manner:

  1. Search for and select relevant products or services;
  2. Enter relevant information such as your email address;
  3. Confirm the terms of service and related information;
  4. Agree to the Terms of Service and confirm or decline the matters described in Section C above (e.g., by clicking a mouse button);
  5. Submit the purchase request for the product or service and consent to Smilelinked's confirmation or verification of the request.

B. If Smilelinked needs to provide your personal information to a third party, it will inform you of the following: 1) The recipient of the personal information; 2) The purpose for which the recipient will use the personal information; 3) The items of personal information being provided; 4) The period for which the recipient will retain and use the personal information. Your consent must be obtained for the provision of personal information (and consent must be re-obtained if any of the above matters change).

C. If Smilelinked entrusts a third party to process user personal information for business operation purposes, it will notify you of the following: 1) Information about the entrusted party; 2) Details of the entrusted work involving personal information processing, and obtain your consent (including if changes occur). However, if necessary for fulfilling service contracts or user convenience, Smilelinked may notify you through its personal information processing policy in accordance with the E-Commerce Consumer Protection Act, without requiring separate notification and consent procedures.

2. Subscription

2.1 General Terms

Unless otherwise specified on the applicable subscription page: (a) Paid services and access rights are purchased on a subscription basis, with the term determined by the period stated on the subscription payment page or in Smilelinked's online/offline sales opportunities with partners; (b) Additional paid services may be purchased during the subscription period at the same price as the original subscription, prorated based on the remaining subscription period; (c) Any new subscription will expire on the same date as the original subscription.

2.2 Fees and Payments

Smilelinked charges fees on a monthly or annual basis. Smilelinked may bill more frequently if it reasonably suspects fraud or delinquency risks in a user account. Users must pay applicable fees using payment methods supported by Smilelinked, as specified on the Smilelinked service. All amounts payable under these Terms shall be paid to Smilelinked without set-off, counterclaim, or deduction.Fees for any new services or features shall take effect upon Smilelinked's posting of updated fees within the Service, unless otherwise notified. For existing services you are using, Smilelinked may increase or introduce new fees upon at least 30 days' prior notice.

If a user's payment fails, access to the Service will be suspended immediately and cannot be resumed until valid payment information is provided.

2.3 Taxes

Smilelinked subscription fees exclude all taxes, levies, duties, or similar governmental charges (collectively, "Taxes"), including but not limited to value-added tax, sales tax, use tax, or withholding tax. Users are responsible for all Taxes related to purchases under this Agreement.If Smilelinked is legally required to withhold or collect taxes on behalf of the user under this clause, Smilelinked will issue an invoice to the user, and the user shall pay such amount unless the user provides Smilelinked with valid tax exemption documentation issued by the applicable tax authority. For the avoidance of doubt, Smilelinked is solely responsible for taxes levied on its income, property, and employees.

2.4 Seats

Additional accounts ("Seats") may be added when subscribing to Smilelinked services. Subscription terms for new Seats shall follow the terms published on the Subscription Plans and Pricing page.

3. Points

3.1 General Description

Smilelinked issues points to accounts through its membership system for use within the platform. Points may be applied to offset subscription periods, service fees, or product prices. Points are generated based on different membership plans, operational policies, or marketing campaigns, with relevant rules to be announced separately.

3.2 Free Points

  1. Free points are distributed by Smilelinked at no cost under policies such as marketing promotions and customer appreciation initiatives.
  2. Using free points grants corresponding free subscription periods or discount amounts, subject to the terms outlined in this chapter (Payment and Refunds).
  3. Free points may have expiration dates or usage restrictions, which Smilelinked will specify upon issuance. Members must use points within their validity period; expired points will not be reinstated.
  4. Free Points cannot be redeemed for cash.

3.3 Paid Credits

  1. Paid Points are points obtained by members through purchasing membership plans or additional purchases as mutually agreed upon.
  2. Paid credits may be used to offset paid subscription periods or other paid services within the Smilelinked platform, subject to the relevant terms of this chapter (Payment and Refunds).
  3. Paid points generally have no expiration date, subject to the rules published at the time of purchase.
  4. If paid points remain unused, members may request a refund for the corresponding amount in accordance with the refund rules outlined in Section 4.5 of these Terms.
  5. If points are credited to an incorrect account due to member error, Smilelinked will provide a correction method within the unused portion.
  6. Key information regarding credit issuance is as follows: - Issuing Party: Smilelinked HealthTech Limited. - Issuance Method: Issued according to the plans published on the Smilelinked official website and its partners, or as specified in the procurement agreement - Usage Conditions (deductible amounts, eligible products, etc.): Points may be applied toward or redeemed for designated subscriptions and services within Smilelinked Solutions - Members may use points to offset subscription plan costs or extend subscription periods within their accounts - Authorized Channels: Points may be used with Smilelinked Solutions and its contracted partners - Refund Process: To request a refund for paid points, members must submit an application via the official website following the procedures outlined in Section 4.5 "Refunds" of these Terms - Risk Disclosure: Points represent platform benefits and are not covered by any payment settlement insurance. Smilelinked guarantees fulfillment based on its own creditworthiness. - Customer Support & Dispute Resolution: For points-related issues, contact Smilelinked Customer Service Center

4. Provision of Goods, etc.

A. Unless otherwise agreed upon between Smilelinked and you regarding the provision time, after deducting points, Smilelinked shall take necessary measures to enable you to use Smilelinked services.

5. Refunds

A. If Smilelinked is unable to provide the goods or services you requested due to technical issues or other specific reasons stipulated in these Terms, Smilelinked shall immediately notify you and refund the payment or take necessary measures to process the refund within 10 business days from the payment date.

B. After purchasing a subscription plan, you may cancel the purchase and request a refund at any time. For monthly subscriptions, the subscription will be canceled immediately upon requesting a refund, but the subscription period will continue until the end of the current billing month.

For annual subscriptions, upon requesting a refund, the remaining balance after deducting the subscription fee prorated to the date of the refund request will be refunded within 10 business days.

C. When members have not yet used paid credits, they may submit a request through the Smilelinked website's help page to cancel the credit purchase and receive a refund for the corresponding amount. Upon review, Smilelinked will refund the amount paid for and unused paid credits.

D. Smilelinked will refund the corresponding goods, services, or points fees within 10 business days of receiving the user's refund request.If a refund is delayed due to Smilelinked's reasons, Smilelinked will pay you overdue interest according to the standards stipulated by applicable laws such as the Consumer Rights Protection Law of the People's Republic of China, and will promptly contact the payment channel to assist in suspending or canceling the relevant deduction. For legitimate cancellation or refund requests, Smilelinked will not charge you any penalty fees or additional loss fees.

E. Refunds for credit card payments are subject to the policies of Smilelinked's payment processor, Stripe. The cancellation window for credit card payments is 180 days from the payment date. Credit card refunds cannot be processed after 180 days. For refund requests exceeding 180 days, Smilelinked will transfer the corresponding amount to your account and may contact you to obtain information necessary for processing the refund.

F. Free credits are non-refundable.

G. Should you encounter any payment or refund-related issues while using Smilelinked services, please seek resolution through the Help page on the Smilelinked website.

V. Payment Terms

Pursuant to Section 4.2.3, the service fee for Smilelinked services ("Service Fee") is set in your account and may be periodically adjusted at Smilelinked's sole discretion. Any taxes or duties incurred in your country due to the Service Fee shall be borne by the paying member.

VI. Content Ownership

1. Ownership and Licensing

The Smilelinked service allows you to upload, submit, store, send, receive, and/or share specific information related to the Smilelinked service, including 3D scan images, CT data, videos, images, photographs, and other materials ("Content"). Any Content you upload, submit, store, send, receive, and/or share on Smilelinked's designated cloud servers remains your property, and Smilelinked claims no ownership rights.

You retain all rights to any Content uploaded, submitted, stored, sent, received, and/or shared through the Smilelinked Service and are solely responsible for protecting those rights. Smilelinked assumes no responsibility for any Content you upload, submit, store, send, receive, and/or share through the Smilelinked Service.However, by uploading, submitting, storing, sending, receiving, and/or sharing content through the Smilelinked service, you grant us the right and license to use such content for the operation and improvement of Smilelinked service features.

2. Representations and Warranties

You are solely responsible for the content you upload, submit, store, send, receive, and/or share on the Smilelinked service, including its legality, reliability, and appropriateness.By uploading, submitting, storing, sending, receiving, and/or sharing content through the Smilelinked service, you represent and warrant that: (i) the content belongs to you and you have the right to use and grant us the rights and licenses described in these Terms; (ii) uploading content through the Smilelinked service does not infringe upon any individual's or entity's privacy rights, publicity rights, copyrights, contractual rights, or other rights.

VII. Ownership of Rights Related to the Smilelinked Service

1. Intellectual Property

You acknowledge and agree that Smilelinked owns all legal rights, title, and interest in the Smilelinked Service, including but not limited to the graphical interface,user interfaces, scripts, and software used to implement the Smilelinked Service, as well as any software provided to you as part of the Smilelinked Service ("Software"), whether such intellectual property is registered or not and wherever located in the world, and all other materials stored, displayed, or accessible on the Smilelinked website or mobile application.

You further agree that the Smilelinked Service (including the Software or any part thereof) contains proprietary and confidential information protected by applicable laws, including but not limited to copyright and patent laws. Except for using the Smilelinked Service in accordance with these Terms of Service, you may not use the Software or other proprietary information and materials in any manner. Except as expressly permitted herein, you may not reproduce any part of the Smilelinked Service in any form or by any means.

VIII. Information Collected by Smilelinked

1. Member Data

"Member Data" refers to any information generated or accessed during the use of the Smilelinked Service, such as image scans, data files, text, graphics, photographs, messages, and other materials.You understand that all Member Data, whether publicly posted or privately transmitted, is the sole responsibility of the person from whom such data originated. This means you, not Smilelinked, are entirely responsible for any Member Data you upload, download, email, transmit, store, or otherwise make available through the Smilelinked Service.Smilelinked does not control Member Data generated, used, or accessed through the Smilelinked service and makes no guarantees regarding its accuracy, completeness, or quality. You understand and agree that your use of the Smilelinked service and any Member Data is entirely at your own risk.

You are solely responsible for obtaining all necessary rights and licenses from Smilelinked and/or third parties required for your use of Member Data. You agree that you possess the lawful right and authority to access, use, and disclose any Member Data to Smilelinked, and you authorize Smilelinked to access, process, and use Member Data to the extent necessary to fulfill its obligations under these Terms.

As part of the Smilelinked Service, Smilelinked may need to transmit, store, copy, delete, or edit Member Data to cloud services designated by Smilelinked. Additionally, Smilelinked may index Member Data as necessary for retrieval, protection, and backup purposes. By using the Smilelinked Service, you authorize Smilelinked to manage your Member Data and related data.

You understand and agree that Smilelinked may use data derived from or related to Member Data to improve Smilelinked services or develop new services, including but not limited to generating projection data from 2D data or depth data from 3D data.

2. Personal Information

Except as otherwise described in these Terms, personal information you provide to us or that we collect will be used and protected as described in the Smilelinked Privacy Policy ("Privacy Policy").

3. Anonymized Information

"Anonymized Information" refers to data that cannot be re-identified with other information within reasonable time, cost, and technical constraints. Users may provide or disclose Anonymized Information to Smilelinked and other users while using Smilelinked services, such as photographs that cannot identify patient identities under any technical means.

Smilelinked does not guarantee that individuals within anonymized information provided or disclosed by users are necessarily anonymous. All risks arising from insufficient anonymization are borne solely by the user. You are responsible for confirming the adequacy of anonymization before providing or disclosing such information.

You understand and agree that Smilelinked reserves the right to use anonymized information for the development of new products and/or services.

IX. Termination

These Terms of Service remain in effect until terminated by you or us. Smilelinked may also terminate (or suspend) your right to use Smilelinked services or your account at its sole discretion, including but not limited to instances where you violate these Terms of Service. We retain the sole discretion to determine whether you have violated any restrictions outlined herein.

You may terminate your membership and delete your account at any time. Upon account termination, you will permanently lose access to Smilelinked services, and any fees paid prior to termination are non-refundable. Account termination does not relieve you of any fees or liabilities incurred prior to termination.

Smilelinked may, at its sole discretion, terminate or suspend your account and/or all or part of your access to Smilelinked services at any time without prior notice if:

Additionally, Smilelinked may terminate your account after providing at least 30 days' advance notice via email under the following circumstances:

If these Terms of Service expire or terminate for any reason: (a) Smilelinked shall not be liable to you or any third party for any loss resulting from account termination; (b) all liabilities incurred by you to Smilelinked prior to the effective date of expiration or termination shall remain valid; (c) the license and right to use the Smilelinked services and intellectual property granted to you shall immediately terminate;(d) You may lose all access to the Smilelinked service and any part thereof (including account and membership data); (e) Smilelinked's obligation to provide services to you shall immediately cease, except for services expressly required to continue after expiration or termination under these Terms.

Other provisions that by their nature should survive termination of these Terms shall continue in full force and effect. For example, your obligations to pay or indemnify us, any limitations on our liability, and provisions regarding ownership or intellectual property rights shall survive termination.

X. Disclaimers, Limitation of Liability, Indemnification, and Trade Restrictions

Certain jurisdictions do not permit service providers to exclude or limit liability. To the extent that applicable law expressly prohibits the exclusion or limitation of liability, some of the following provisions may not apply to you.

1. Disclaimer

Smilelinked will use reasonable skill and due care in providing the Smilelinked Services, and the following disclaimers are made expressly subject to this warranty.

Smilelinked does not warrant or represent that your use of the Smilelinked Services will be uninterrupted or error-free. You agree that Smilelinked may suspend or terminate the Services from time to time or as otherwise provided in these Terms.

You expressly understand and agree that the Smilelinked Services are provided on an "as is" and "as available" basis. Smilelinked and its officers, directors, employees, agents, partners, and licensors 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.Specifically, Smilelinked and its officers, directors, employees, agents, partners, and licensors do not warrant that: (i) the Services will meet your requirements; (ii) your use of the Services will be timely, uninterrupted, secure, or error-free; (iii) any information obtained through the Services will be accurate or reliable; or (iv) defects or errors in any software provided as part of the Smilelinked Services will be corrected.

Smilelinked does not warrant that the Smilelinked Services are free from loss, damage, attack, viruses, interference, hacking, or other security threats, and assumes no liability for such risks.

Any materials uploaded, downloaded, or otherwise obtained through the Smilelinked Service are done at your own discretion and risk. You are solely responsible for any damage to your device or computer, or loss of data, resulting from downloading any such materials. You further acknowledge that the Smilelinked Service is not designed for scenarios or environments where it could cause personal injury or severe physical or environmental damage.

You understand and agree that Smilelinked has no obligation to implement security measures under the health information laws of any jurisdiction. If you use the Smilelinked Service to upload, download, post, send, transmit, store, or otherwise provide health information, you do so entirely at your own risk.

For EU users, Smilelinked shall not be liable for any violations of the GDPR during your use of the Smilelinked Service. You acknowledge and agree that all responsibilities and obligations for protecting customer information rest solely with you.

When using patient oral images (including CAD formats, image formats, and all related information) for Smilelinked services, you confirm that you have obtained appropriate authorization from the patient for the use of such data. If adequate authorization is not obtained, you warrant that you have properly processed the data in accordance with legal requirements (such as anonymization) and acknowledge that any resulting liability rests solely with you.

Note: To maintain accuracy, the above translation aligns with the original terms. However, legal environments and requirements may vary across jurisdictions. To comply with legal obligations, consult legal professionals.

2. Limitation of Liability

You expressly understand and agree that Smilelinked and its officers, directors, employees, agents, partners, and licensors shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to loss of profits, goodwill, use, or data; cost of procurement of substitute goods or services; punitive damages; or other intangible losses (even if Smilelinked has been advised of the possibility of such damages), arising out of:(i) the use or inability to use the Smilelinked Services; (ii) any changes to or temporary or permanent discontinuation of the Smilelinked Services;(iii) unauthorized access to or alteration of your transmissions or data; (iv) deletion, corruption, failure to store, and/or failure to send or receive your transmissions or data on the Smilelinked Services; (v) statements or conduct of any third party on the Smilelinked Services; or (vi) any other matter relating to the Smilelinked Services.

3. Indemnification

You shall defend, indemnify, and hold harmless us and our affiliates, officers, directors, employees, suppliers, consultants, and agents from and against any claims, liabilities, damages, and expenses (including, without limitation, attorneys' fees) asserted by any third party arising out of or related to: (a) your access to and use of the Smilelinked Service;(b) Your violation of these Terms of Service or that of any account user authorized by you; (c) Your infringement of any intellectual property or other rights of any person or entity; (d) The nature and content of all free or paid membership data processed by the Smilelinked Service; (e) Any services or products purchased or obtained by you through the use of the Smilelinked Service.

Smilelinked reserves the right to settle any claim or cause of action in its sole discretion without your prior consent.We reserve the right to assume the defense and control of any matter subject to indemnification by you at your expense, and you agree to cooperate with our defense. You may not settle any matter involving us as a defendant and requiring indemnification by you without our prior written consent. We will use reasonable efforts to notify you upon becoming aware of any such claim, suit, or proceeding.

4. Trade Restrictions

You acknowledge that the Smilelinked Service and related products, information, documentation, software, technical data, and derivatives thereof (collectively, "Restricted Data") may be subject to export control and economic sanctions laws and regulations of the People's Republic of China and other applicable jurisdictions.You represent and warrant that: (i) you are not located in a country or region subject to Chinese legal restrictions; (ii) you are not controlled by any entity listed on Chinese or other applicable control lists; (iii) you will not use Restricted Data for any purpose prohibited by relevant laws. You shall independently comply with all trade restrictions related to the transmission, use, and export of Restricted Data.

XI. General Provisions

1. Electronic Communications

You agree to receive all communications, agreements, and notices ("Communications") sent by us in connection with the provision of the Smilelinked Service electronically, including via email or posting on the Smilelinked Service. You agree that all electronic Communications provided by us satisfy any legal requirement that such Communications be in writing or be delivered in a particular manner, and you agree to keep your account contact information current.

2. Assignment of Rights and Obligations

You may not assign any rights or obligations under these Terms or delegate any responsibilities without Smilelinked's prior written consent. If permitted, these Terms shall bind any assignee or successor. Any attempt to transfer rights, responsibilities, or obligations under these Terms without express permission is void.Smilelinked may freely assign its rights, responsibilities, and obligations under these Terms at any time without notice to you.

3. Force Majeure

Smilelinked shall not be liable for any failure or delay in performing its obligations under these Terms due to events beyond its reasonable control, except for payment of amounts already due. Such events include, but are not limited to, denial-of-service attacks, strikes, shortages, riots, insurrections, fires, floods, storms, explosions, natural disasters, wars, terrorist acts, governmental actions, labor disputes, earthquakes, major material shortages, and internet connectivity issues.If affected by force majeure, Smilelinked will notify you within a commercially reasonable time and use commercially reasonable efforts to resume performance as soon as possible. Obligations not performed due to force majeure will be performed as soon as practicable after the event ceases.

4. Governing Law

These Terms and any disputes arising between you and Smilelinked shall be governed by the laws of the HongKong, excluding any conflict of laws principles that might lead to the application of the laws of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to any transactions conducted through or involving Smilelinked services.

5. Jurisdiction and Venue

Any claim or dispute arising out of or relating to the Smilelinked Services between you and Smilelinked, if not subject to arbitration or not qualifying for small claims court, shall be submitted to the People's Court of Nanjing City, People's Republic of China, with jurisdiction. You hereby consent to the jurisdiction of such court and waive any objection to the personal jurisdiction and venue of the Nanjing courts.

6. Entire Agreement

These Terms of Service and any documents expressly incorporated by reference constitute the final, complete, and exclusive agreement between you and Smilelinked regarding the subject matter hereof. These Terms supersede all prior oral or written communications between the parties regarding such subject matter (including any confidentiality agreements related to the Smilelinked Services) and exclude any additional terms you may attempt to impose or incorporate, as well as any terms implied by course of dealing, usage, or trade.Smilelinked hereby rejects any additional or conflicting terms in your purchase orders or other ordering documents and expressly agrees only to these Terms of Service as provided by Smilelinked. Unless expressly permitted herein, all modifications or amendments must be in writing and signed by Smilelinked to be effective.

7. Language and Translation

Smilelinked may provide translated versions of these Terms of Service or other terms and policies for informational purposes only. In the event of any inconsistency or conflict between a translation and the English version, the English version shall prevail.

8. Waiver

No waiver by you or Smilelinked of any breach of any provision shall constitute a waiver of any other breach. The failure of either party to insist upon strict performance of any covenant or obligation under these Terms shall not be construed as a waiver of the right to require strict performance at any time thereafter, nor shall it constitute a modification of these Terms.

9. Severability

If any part of these Terms of Service is found to be illegal, unenforceable, or invalid, the remaining parts shall remain in full force and effect. If any license granted to you is substantially limited or found to be illegal, unenforceable, or invalid, such license shall terminate immediately.

10. Changes to Terms

We reserve the right to update, modify, or replace any part of these Terms of Service at our sole discretion.The latest version of the Terms will be posted on the Smilelinked service, and you are responsible for reviewing any changes periodically. If changes include material content affecting your rights or obligations, we will notify you by reasonable means, including via in-service notifications or email. Your continued use of the Smilelinked service after changes take effect constitutes acceptance of the new Terms; if you disagree, you may cease using the Smilelinked service.