Terms of Service

1. Agreement to Terms

These Terms of Service constitute a legally binding agreement between you, whether personally or on behalf of an entity (you or your), and Songyuan Guangqian Network Technology Co., Ltd., operating as Wide Grace, with its registered address at Room C0232, Fourth Floor, Commercial Building No. 2, Boxue Road Commercial Complex, Ningjiang District, Songyuan, Jilin, 131000, China (we, our, or us).

By accessing or using our website at widegrace.mom, or by engaging us for any services, you agree to be bound by these Terms of Service. If you do not agree to all of these terms, you are expressly prohibited from using our website and services and must discontinue use immediately.

Supplemental terms and conditions or documents that may be posted on our website from time to time are hereby expressly incorporated into these Terms of Service by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Service at any time and for any reason. We will alert you about any changes by updating the effective date of these Terms of Service, and you waive any right to receive specific notice of each such change.

These Terms of Service apply to all users of the website, including without limitation users who are browsers, clients, vendors, or contributors of content. If you are entering into these Terms of Service on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms.

2. Our Services

Wide Grace provides computer systems design, network architecture, digital infrastructure consulting, and managed operations services. The specific scope, deliverables, timeline, and fees for any engagement will be set forth in a separate written agreement, statement of work, or service order executed by both parties.

We reserve the right to refuse service to anyone for any reason at any time. We may, but have no obligation to, modify or discontinue any aspect of our services without notice at any time. We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of our services.

Descriptions of services on our website are provided for informational purposes only and do not constitute a binding offer. Any service descriptions, pricing, or availability information on our website is subject to change without notice.

3. Intellectual Property Rights

3.1 Our Intellectual Property

Unless otherwise indicated, our website and all content and materials contained therein — including but not limited to text, graphics, logos, icons, images, audio and video clips, digital downloads, data compilations, software, page layout, and the overall design, selection, and arrangement thereof — are our proprietary property or the property of our licensors and are protected by applicable copyright, trademark, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use our website for your personal or internal business purposes. You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any material from our website except as expressly permitted by these Terms of Service.

The name Wide Grace, the domain name widegrace.mom, the Wide Grace logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Songyuan Guangqian Network Technology Co., Ltd. or its affiliates. You must not use such marks without our prior written permission.

3.2 Deliverables and Work Product

Unless otherwise agreed in a written statement of work, upon full payment of all fees due, we grant you a perpetual, non-exclusive, non-transferable license to use the deliverables created specifically for you in the course of an engagement for your internal business purposes. We retain ownership of all pre-existing materials, tools, methodologies, and know-how used in the creation of deliverables, as well as any improvements or modifications thereto.

4. User Conduct and Obligations

You agree not to use our website or services for any purpose that is unlawful or prohibited by these Terms of Service. Specifically, you agree that you will not:

• Use our website in any manner that could disable, overburden, damage, or impair the website or interfere with any other party's use.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the website, the server on which the website is stored, or any server, computer, or database connected to the website.
• Use any robot, spider, scraper, or other automated means to access the website for any purpose without our express written permission.
• Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Use the website to send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms of Service.
• Impersonate or attempt to impersonate Wide Grace, a Wide Grace employee, another user, or any other person or entity.
• Engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the website, or which, as determined by us, may harm Wide Grace or users of the website.
• Use our services to design, build, or deploy any system intended for illegal purposes, including but not limited to systems designed to compromise the security or privacy of third parties.

5. User Content

You retain all rights in any content, data, or materials that you submit, post, upload, or otherwise make available through our website or in connection with our services (User Content). You grant us a limited, worldwide, royalty-free, non-exclusive license to use, reproduce, modify, and process your User Content solely as necessary to provide our services to you and as otherwise required by law.

You represent and warrant that:

• You own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use your User Content as described herein.
• Your User Content does not infringe, misappropriate, or violate any third party's intellectual property rights, privacy rights, publicity rights, or other proprietary or personal rights.
• Your User Content is not false, misleading, defamatory, obscene, or otherwise objectionable.

We have the right, but not the obligation, to monitor, remove, or edit any User Content at any time without notice.

6. Fees, Payment, and Taxes

Fees for our services will be set forth in a separate statement of work, service order, or engagement letter. Unless otherwise specified, all fees are stated in United States Dollars (USD) and are exclusive of applicable taxes.

Payment terms, including due dates, accepted payment methods, and late payment consequences, will be specified in the applicable statement of work. In the absence of specified terms, invoices are due within thirty (30) days of receipt. Overdue amounts shall accrue interest at the rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower.

You are responsible for all sales, use, value-added, withholding, and other taxes (other than taxes based on our net income) arising from the services provided under these Terms of Service.

7. Confidentiality

Each party (Receiving Party) agrees to maintain the confidentiality of all non-public, proprietary information disclosed by the other party (Disclosing Party) in connection with the services, including but not limited to trade secrets, technical specifications, business plans, customer data, and financial information (Confidential Information).

The Receiving Party shall:

• Use Confidential Information only for the purpose of performing its obligations or exercising its rights under these Terms of Service.
• Limit access to Confidential Information to those of its employees and contractors who have a need to know and who are bound by confidentiality obligations at least as protective as those in this section.
• Protect Confidential Information using at least the same degree of care it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully in the Receiving Party's possession without restriction prior to disclosure; (c) is rightfully obtained by the Receiving Party from a third party without restriction; or (d) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.

The Receiving Party may disclose Confidential Information if required by law, regulation, or court order, provided it gives the Disclosing Party reasonable prior notice (where legally permitted) and cooperates with any efforts to limit or protect against such disclosure.

8. Disclaimer of Warranties

OUR WEBSITE AND ALL INFORMATION, CONTENT, MATERIALS, AND SERVICES PROVIDED THROUGH IT ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS, WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, RELIABILITY, AND WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT:

• Our website or services will meet your requirements.
• Our website will be available on an uninterrupted, timely, secure, or error-free basis.
• The results that may be obtained from the use of our website or services will be accurate or reliable.
• The quality of any services, information, or other material obtained by you through our website will meet your expectations.
• Any errors or defects in our website or services will be corrected.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In such jurisdictions, our warranties are limited to the minimum extent permitted by law.

9. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SONGYUAN GUANGQIAN NETWORK TECHNOLOGY CO., LTD., ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF USE, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, OUR WEBSITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE USE OF OUR WEBSITE OR SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT OF FEES PAID BY YOU TO US DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED AND EVEN IF THE REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

10. Indemnification

You agree to defend, indemnify, and hold harmless Songyuan Guangqian Network Technology Co., Ltd., its affiliates, and their respective directors, officers, employees, agents, contractors, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to reasonable legal and accounting fees) arising out of or relating to:

• Your use of, or inability to use, our website or services.
• Your violation of any term of these Terms of Service.
• Your violation of any third-party right, including without limitation any intellectual property right, privacy right, or proprietary right.
• Your violation of any applicable law, rule, or regulation.
• Any User Content you submit, upload, or transmit through our website or in connection with our services.
• Any claim that your User Content caused damage to a third party.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You agree not to settle any matter without our prior written consent. Your obligation to indemnify shall survive the termination of these Terms of Service and your use of our website and services.

11. Term and Termination

These Terms of Service shall remain in full force and effect while you use our website or services. We may terminate or suspend your access to our website or services at any time, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms of Service.

Provisions of these Terms of Service that by their nature should survive termination shall survive termination, including without limitation ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.

Upon termination, your right to use our website and services will immediately cease. If you wish to terminate a services engagement, refer to the termination provisions in your statement of work or engagement letter.

12. Governing Law and Dispute Resolution

These Terms of Service and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the People's Republic of China, without regard to its conflict of law principles.

Any dispute, controversy, difference, or claim arising out of or relating to these Terms of Service, including the existence, validity, interpretation, performance, breach, or termination thereof, shall first be submitted to good-faith negotiations between the parties. If the dispute cannot be resolved through negotiations within thirty (30) days, either party may refer the dispute to binding arbitration administered by the China International Economic and Trade Arbitration Commission (CIETAC) in accordance with its then-current arbitration rules.

The arbitration shall be conducted in Beijing, China, in the English language, by a single arbitrator mutually agreed upon by the parties. The arbitral award shall be final and binding upon both parties. Each party shall bear its own costs of arbitration; the fees of the arbitrator shall be shared equally.

Notwithstanding the foregoing, nothing in this section shall prevent either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm.

13. Force Majeure

Neither party shall be liable for any failure or delay in performance under these Terms of Service (other than payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, government orders or regulations, epidemic or pandemic, labor disputes, internet or telecommunications failures, power outages, or denial-of-service attacks.

The affected party shall promptly notify the other party of the force majeure event and its expected duration, and shall use reasonable efforts to mitigate the effects and resume performance as soon as practicable. If the force majeure event continues for more than thirty (30) days, either party may terminate the affected services without liability.

14. Miscellaneous

14.1 Entire Agreement

These Terms of Service, together with any applicable statement of work, engagement letter, or service order, constitute the entire agreement between you and us regarding the use of our website and services, superseding any prior agreements, communications, or understandings, whether written or oral.

14.2 Severability

If any provision of these Terms of Service is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to achieve as nearly as possible the original intent of the parties, and the remaining provisions shall continue in full force and effect.

14.3 Waiver

Our failure to enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term. Any waiver must be in writing and signed by an authorized representative of the waiving party.

14.4 Assignment

You may not assign or transfer any of your rights or obligations under these Terms of Service without our prior written consent. We may assign or transfer our rights and obligations under these Terms of Service without restriction, including to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of our assets.

14.5 Relationship of the Parties

Nothing in these Terms of Service shall be construed to create a partnership, joint venture, employment, franchise, or agency relationship between the parties. Neither party has the authority to bind the other or incur obligations on the other's behalf without the other party's prior written consent.

14.6 Notices

All notices required or permitted under these Terms of Service shall be in writing. Notices to Wide Grace shall be sent to serve@widegrace.mom or to our registered address. Notices to you may be sent to the email address or mailing address you provide to us.

14.7 Electronic Communications

By using our website or services, you consent to receive electronic communications from us, including emails and notices posted on our website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

14.8 Headings

The section headings in these Terms of Service are for convenience only and have no legal or contractual effect.

15. Contact Information

For questions, concerns, or notices regarding these Terms of Service, please contact us: