Coolcut Software

END USER LICENSE AGREEMENT

IMPORTANT: THIS IS A LICENSE, NOT A SALE

Dear users, this EULA is an agreement between you (hereinafter also referred to as User) and Guangzhou Aipai Network Technology Co., Ltd., which has legal effect. Before you visit or use Coolcut, you should carefully read all the content in this EULA, especially the disclaimer clauses and restrictions on your rights. If you do not agree to this agreement, please do not use and actively cancel the services provided by Guangzhou Aipai Network Technology Co., Ltd.. Your use behavior will be regarded as your complete acceptance of this agreement.

IMPORTANT: COOLCUT'S PRIVACY POLICY EXPLAINS HOW WE COLLECT,TREAT YOUR PERSONAL DATA AND PROTECT YOUR PRIVACY WHEN YOU USE OUR SOFTWARE AND SERVICES. BY USING OUR SOFTWARE AND SERVICES, YOU AGREE THAT COOLCUT CAN USE SUCH DATA IN ACCORDANCE WITH OUR PRIVACY POLICY. YOU ALSO AGREE TO BE BOUND BY THE PRIVACY POLICY OR PRIVACY NOTICE PUBLISHED BY COOLCUT ON ITS WEBSITE. BY DOWNLOADING, ACCESSING, INSTALLING OR USING THE SOFTWARE, DOCUMENTATION, COLLECTIONS FROM COOLCUT EFFECTS STORE (collectively “SOFTWARE”), YOU ALSO AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS OF THIS AGREEMENT.

TERMS AND CONDITIONS:

1.CONFIRMATION

1.1 This EULA is an agreement signed between the end user (you) and Guangzhou Aipai Network Technology Co., Ltd.. Guangzhou Aipai Network Technology Co., Ltd. provides you with various services under the Coolcut platform in accordance with this agreement. For the convenience of description, Guangzhou Aipai Network Technology Co., Ltd. are referred to as Coolcut under this agreement.

1.2 User referred to in this EULA include registered users and unregistered users. Anyone who has not registered a Coolcut account and logs in to Coolcut to browse related information will automatically become a "non-registered user" of Coolcut when he clicks on the relevant Coolcut webpage. EULA and all Coolcut terms of service except for user registration regulations.

1.3 If you use the services provided by Coolcut on behalf of a company, you must hereby specifically promise that you have the right to represent the company, and your acceptance of this EULA will automatically be regarded as the acceptance of this EULA by the company you represent. This EULA constitutes a prerequisite for your use of the services provided by Coolcut. Unless prohibited by law, your access or use will be deemed as your complete acceptance of this EULA and its revised version at any time.

1.4 Coolcut reserves the right to update this EULA at any time without prior notice. Once the revised content is published on Coolcut, it will replace the original agreement terms and form an integral part of these terms. If you continue to access or use Coolcut after the terms have been changed, you are deemed to have accepted the modification of the EULA.

2. LICENSED SOFTWARE

The "Licensed Software" includes all of the contents of the files, disk(s), CD-ROM(s), DVDs, or other media for which this EULA is provided, including but not limited to: third party computer information or software that the Licensor has licensed for inclusion in the Licensed Software; written materials or files relating to the Licensed Software ("Documentation"); fonts; modified versions, updates, additions, and copies of the Licensed Software, if any.

3. GRANT OF THE LICENSE

Subject to the terms and conditions of this Agreement, Coolcut hereby grants you (an individual) the limited, revocable, personal, non-exclusive, and non-transferable right to download, install and activate the Software on one device solely for your personal, private and non-commercial use, unless you have purchased a commercial or business license from Coolcut. Sharing the Software with others, or allowing others to view the contents of this Software, is in violation of the License. You may not make the Software available over a network, or in any way provide the Software to multiple users, unless you have purchased a multi-user license from Coolcut in advance. Coolcut reserves all rights not expressly granted to You in this Agreement.

4. LICENSE RESTRICTIONS

4.1 Licensee may not and agrees not to or enable others to modify, adapt, translate, sublicense, rent, lease, or loan all or any portion of the Licensed Software or Documentation.

4.2 Licensee may not and agrees not to or enable others to create any derivative works from all or any portion of the Licensed Software or Documentation; and Licensee may not reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Licensed Software.

4.3 Licensee may not and agrees not to or enable others to use a previous version of the Licensed Software after receiving a media replacement or upgraded version as a replacement to a prior version (in such case Licensee must destroy the prior version).

4.4 Licensee may not and agrees not to or enable others to use the Licensed Software in the operation of any business, aircraft, ship, nuclear facilities, life support machines, communication systems, or any other equipment in which the failure of the software could lead to personal injury, death, or environmental damage.

4.5 Licensee may not and agrees not to or enable others to remove or obscure Licensor's copyright or trademark notices, or the copyright and trademark notices of any third parties that Licensor has included in the Licensed Software or Documentation.

4.6 Licensee may not and agrees not to or enable others to use the Licensed Software to host applications for third parties, as part of a facility management, timesharing, service provider, or service bureau arrangemen.

4.7 Licensee may not and agrees not to or enable others to use the Licensed Software in any manner that is illegal or not authorized by this EULA.

4.8 Licensee may not use any other music tracks, elements, pictures, videos which are not provided by Coolcut within the Software unless you have got a license or permit or proper authority to use them.

4.9 Licensee may not use any effects, music tracks, elements, pictures, videos in the Software (including effect packs from Effects Store) commercially or in any other manner not provided in this Agreement.

5. COOLCUT SERVICES

5.1 Coolcut provision of services including but not limited to:

5.1.1 Coolcut home URL https://coolcut.tv/ and any pages belong to this home site.

5.1.2 Software or any other network and communication environment for users directly owned or operated by Coolcut.

5.1.3 The servers directly owned or operated by Coolcut provide users with information network storage space;

5.1.4 Any other technologies or services provided by Coolcut.

5.2 Coolcut provides information network storage space and related platform services according to user instructions. The user uploads "content" by using the Coolcut service. The "content" is defined as the video, audio or any other form of content including information and data that is uploaded, posted, emailed or transmitted by any other means through the Coolcut service mentioned in the preceding paragraph, Text, software, music, audio, photos, graphics, video, information or other materials themselves and corresponding links.

5.3 The user hereby expressly states and warrants that for all content uploaded to Coolcut, he has or obtained all necessary rights and assumes all legal responsibilities, including but not limited to: the right or the legally authorized use or the legally authorized use of Coolcut All patents, trademarks, trade secrets, copyrights, performers' rights and other private rights related to the uploaded content.

5.4 Coolcut hereby reminds you that you may come into contact with unpleasant, inappropriate or offensive content when using the service, and you hereby agree to waive any recourse against Coolcut arising therefrom. However, Coolcut has the right to stop transmitting any of the foregoing content and take corresponding actions in accordance with the law, including but not limited to suspending all or part of your use of Coolcut's services, keeping relevant records, and reporting to relevant authorities.

5.5 The behavior of the user must abide by the norms. Do not use the services provided by Coolcut to conduct any illegal, obscene, pornographic and other activities that violate public order and good customs, including but not limited to illegal pyramid schemes, fraud, infringement and reactionary activities, etc. Coolcut has the right to rely on its own independent judgment without prior notice Immediately delete the related content of such activities and stop the use of accounts engaged in such activities.

5.6 Unless otherwise agreed between the user and Coolcut, you agree that Coolcut's services are for your personal, non-commercial use only. You may not copy, copy, sell, or use Coolcut services to conduct investigations, or any part of the Coolcut service or its use and acquisition. Advertisements or use Coolcut services for any other commercial purposes, unless Coolcut has other guidelines or rules for specific services. Without the written consent of Coolcut, users are not allowed to use Coolcut's services for sales or other commercial purposes.

5.7 All rights of any software used by Coolcut to provide network services (including but not limited to any images, photos, animations, videos, recordings, music, text and additional programs and accompanying help materials contained in the software) belong to this The copyright owner of the software. Without the permission of the copyright owner of the software, you shall not reverse engineer, decompile or disassemble the software, or discover the original code in other ways, otherwise you should bear the corresponding legal responsibility to the copyright owner of the software for this.

5.8 If Coolcut service has other regulations or agreements, you will follow those regulations or agreements.

6. INSTALLATION

Licensee may install one copy of the Licensed Software on a single device. The Licensee must be the primary user of the device on which the Licensed Software is installed. This Agreement shall apply to all installations of the Licensed Software. Installation of the Licensed Software on two or more devices is prohibited. The Licensee may purchase and install multiple licenses if Licensee wants to install software on two or more devices. Licensee shall be solely responsible for all expenses incurred in Licensee's installation and use of the Licensed Software.

7. ACTIVATION

The Licensed Software contains technological measures that are designed to prevent its unlicensed or illegal use. The Licensed Software may contain enforcement technology that limits Licensee's ability to install and uninstall the Licensed Software on a machine to no more than a finite number of times, for a finite number of devices and for a defined period in time designated by the purchased License. The Licensed Software may require activation during installation and in the Documentation. If any of such applicable activation procedure(s) is not followed, the Licensed Software may only operate for a finite period of time. If activation is required, but the Licensee doesn't complete activation within the finite period of time set forth in the Documentation or explained during installation, the Licensed Software will cease to function until activation has been completed, by which time functionality will be restored. If Licensee has any problem with the activation process, Licensee may contact the Licensor customer service for support.

8. TERM

There are several kinds of License which Licensee may choose to purchase. If the Licensee choose to purchase a lifetime license, you may use it until terminated. If you choose to purchase a license for a specific period of time, you can only use it during the specific period. You may terminate the license at any time by destroying the Software, together with all copies thereof. The License will be terminated automatically or otherwise cease to be effective if you fail to comply with any term(s) or condition(s) of this Agreement. You shall destroy and cease using the Software, together with all copies thereof immediately after the termination of the License.

9. LICENSE TRANSFER

Licensee may not rent, lease, lend, sell, assign, sub-license, redistribute or transfer the Licensed Software or the License granted by this EULA without prior written consent of the Licensor.

10. SOFTWARE UPDATES

Coolcut may provide users with Software Updates and/or Content Updates from time to time at no charge during the Term of this Agreement. The Coolcut may, at its sole discretion, decide if user can get Software Updates and/or Content Updates free of charge or the user has to pay for the Updates. For the purposes hereof, "Update" means a new version of the Licensed Software containing technical modifications, updated information, altered functionality, or any other changes that are intended by Coolcut to improve or to add, delete or otherwise modify any aspect of the Licensed Software. "Content Update" shall mean an update of the content used by the Licensed Software that might need to be updated from time to time. If the Licensed Software is an Update to a previous version, user must possess a valid License to the previous version. Any update provided by the Coolcut to User is made on a License exchange basis such that User agrees, as a precondition for receiving an Update, that user will terminate all of user's rights to use any previous version of the Licensed Software. However, User may continue to use the previous version only to assist in transitioning to the Updated version. Once an Update has been released, the Coolcut may cease service or support for prior versions, without any notice to user. Software Updates and/or Content Updates may be provided via the Licensed Software or on the Coolcut websites. This License does not permit user to obtain and use a Software Upgrade and/or a new Licensed Software version. The Licensed Software may require Content Updates in order to work effectively. The Coolcut may add new functions, music track, elements, pictures, videos, or delete original functions, music track, elements, pictures, and videos in the Update Software or Upgrade Software.

11. INTELLECTUAL PROPERTY OWNERSHIP

The Licensed Software and any authorized copies that user makes are the intellectual property of, and are owned by, the Coolcut, and by third parties whose intellectual property has been licensed to the Coolcut. The structure, organization, and code of the Licensed Software are the valuable trade secrets and confidential information of the Coolcut and such third parties. The Licensed Software is protected by law, including without limitation, the copyright laws of the People's Republic of China and the United States and other countries, and by international treaty provisions. Except as expressly provided in this EULA, user is not granted any intellectual property rights over the Licensed Software. User may not make or publish any public statement concerning the Licensed Software or the Coolcut without the prior express written consent of the Coolcut.

12. LIMITATION OF LIABILITY

In no event will the Coolcut, or the Coolcut's affiliates, its employees, agents be liable for any damages, claims, or costs whatsoever, or for any consequential, indirect, special, punitive, incidental damages, or any loss of profits or savings, even if a representative of the Coolcut or one of the Coolcut's affiliates has been advised of the possibility of such loss, damages, claims, or costs, or for any claim by any third party. These limitations and exclusions apply to the extent permitted by applicable law in licensee's jurisdiction. The aggregate liability of the Coolcut, and the Coolcut affiliates, its employees, agents under or in connection with this EULA, shall be limited to the fees licensee has paid for the licensed software, if any.

If the software is subject to a threatened, potential or actual claim of infringement of another's right for which Coolcut may be liable, the licensee will make prompt and reasonable efforts to stop using and delete the software upon receiving the company's written notice (including by email), Coolcut may provide licensee with a replacement or updated or modified software free of charge. In such circumstance, Coolcut shall not bear other liabilities to you.

13. INDEMNIFICATION

User will indemnify and hold Coolcut harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including attorney's fees) arising from or relating to User's illegal or improper uses of the licensed software from any third party. User's obligations under this section shall survive the expiration or termination of this agreement.

14. SUPPORT

Coolcut is not obligated by this EULA to provide user with any technical support services relating to the Licensed Software; however, user may request additional support services for an additional charge or get free e-mail support as the Coolcut may offer from time to time during the term of this EULA. E-mail support includes business priority technical assistance for installation and troubleshooting, and upgrade and maintenance coverage.

15. TERMINATION BY COOLCUT

Subject to the terms and conditions stipulated in Article 8, Coolcut shall be entitled to terminate this EULA effective immediately upon serving written notice on the User in the following circumstances; if User commits a material breach of any of its obligations under this EULA which is not capable of remedy or if User commits a material breach of any of its obligations under this EULA which is not remedied within fifteen (15) calendar days after receipt of a notice from Coolcut. Termination of this EULA shall not affect any rights, obligations or liabilities of either party which have accrued before termination or which are intended to continue to have effect after termination.

16. GOVERNING LAW AND DISPUTE RESOLUTION

This agreement will be governed by the laws of the People's Republic of China without giving effect to the conflict of laws. Any disputes arising out of or in connection with this agreement shall be settled by the Guangzhou Court of International Arbitration in according with its effective rules to the extent not prohibited by local law in your jurisdiction.

ACKNOWLEDGMENT BY INSTALLING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE FORE GOING AND THAT YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU ALSO AGREE THAT THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF AGREEMENT BETWEEN THE PARTIES AND SUPERSEDES ALL PROPOSED OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN THE PARTIES RELATING TO THE LICENSE DESCRIBED HEREIN.

17. USERS' OPINIONS AND SUGGESTIONS ON ANY PART OF THE SERVICE OR ANY PART OF THIS USER AGREEMENT CAN BE CONTACTED WITH COOLCUT THROUGH THE USER SERVICE DEPARTMENT.

You should carefully decide whether to accept the above terms based on your own circumstances. If you are willing to register as an Coolcut user, it is deemed that you have accepted all the above terms and conditions without any objection.

May 14, 2020