NUEIP Terms of Service

Article 1: Acknowledgment and Acceptance of Terms

Please read the following Terms of Service (hereinafter "Terms") carefully before using this Service.

1. The Service refers to the NUEIP cloud services and related services (including service consultation and use) provided by NUEIP Technology Co., Ltd. (hereinafter "the Company"), including but not limited to the website located at www.nueip.com and its related subdomains, as well as the NUEIP mobile application (collectively referred to hereinafter as "the Service").
2. In these Terms, "you" or "User" refers to users of the Service. You may, with the prior written consent of the Company, authorize employees or other persons approved by the Company to use the Service. You shall ensure that any person you designate or authorize to use the Service, including but not limited to employees, agents, or any other persons so designated or authorized (collectively referred to as "Authorized Accounts"), complies with the provisions of these Terms. You shall bear full responsibility for the conduct of Authorized Accounts, including any breach of these Terms; any breach by an Authorized Account shall also be deemed a breach by you.
3. By using the Service, you represent that you have read, understood, and agreed to all provisions of these Terms. The Company may revise these Terms as necessary for actual operational needs, and such revisions shall take effect upon publication. Please review the updated Terms periodically. If you continue to use the Service after a revision takes effect, you shall be deemed to have agreed to such revisions.
4. Non-Competition and Development Restrictions: Without the prior written consent of the Company, you shall not engage in any conduct that may harm the Company's interests or use the Service to develop competing products, including but not limited to reverse engineering (such as referencing or copying the business logic, interface design, or functional architecture of the Service to develop or optimize competing products or proprietary systems, or any other similar conduct).

Article 2: Service Description and Use Policy

1. The Service is a software-as-a-service (SaaS) delivered via the Internet.
2. Identity Authenticity Guarantee and Right of Revocation: When applying for or using the Service, Users shall warrant the authenticity of all enterprise information, contact information, and any other data provided. If the Company discovers that a User's identity is false, that false information has been provided, or that another party's identity has been misappropriated, the Company may, without prior notice, reject the application, suspend or terminate account access, and delete all associated data, without incurring any obligation to compensate or indemnify.

Article 3: Browser Support and Environment Requirements

1. Recommended Browser Environment: To ensure optimal performance and data security, Users should use the following recommended browsers and ensure that the browser version is the latest official release or within the two preceding major versions.
   1. Google Chrome (recommended)
   2. Microsoft Edge
   3. Apple Safari
   4. Mozilla Firefox
2. Security Encryption Standards: All features of the Service utilize TLS 1.2 or higher encryption protocols. If the User's browser or operating system does not support such protocols, normal connection to or use of the Service will not be possible.
3. Disclaimer: If a User employs a browser version not listed above (e.g., Internet Explorer or outdated versions) or a device that does not support the specified TLS protocol, resulting in page display errors, feature failures, transmission interruptions, or information security risks, the Company shall bear no responsibility for maintenance, correction, data compensation, or damages.

Article 4: Account Security and User Responsibilities

1. Account Safekeeping Obligation: Users shall maintain the security of their account credentials and exercise commercially reasonable management measures to prevent unauthorized use. Except where attributable to the Company, all operations conducted using a User's account and password (regardless of whether performed by the User or authorized personnel) shall be presumed to fall within the scope of the User's authorization, and the User shall bear corresponding responsibility. Upon discovering unauthorized use, suspected hijacking, or any other security anomaly affecting the account, the User shall immediately notify the Company to enable the Company to implement appropriate protective or restrictive measures.
2. Data Legality: Users shall comply with these Terms and ensure the accuracy, quality, and legality of all data uploaded.
3. Prohibition on Resale and Unauthorized Use: Users shall not sell, resell, rent, lend, transfer, or otherwise make the Service available to any third party outside the scope permitted under these Terms; nor shall Users use the Service to store or transmit infringing, defamatory, threatening, unlawful, or malicious code.

Article 5: Information Security Protection and Data Processing

1. Security Protection and Service Commitment: The Company is committed to ensuring the security and integrity of User data by employing industry-standard technical measures, including TLS 1.2 or higher encryption protocols, server-side firewalls, and regular backups, and shall use commercially reasonable efforts to provide stable service seven (7) days a week, twenty-four (24) hours a day. The following circumstances are excepted:
   1. Planned Maintenance: When system equipment requires necessary maintenance or construction work, the Company will notify Users in advance.
   2. Force Majeure and Emergency Situations: When force majeure events occur (such as natural disasters, telecommunications line interruptions, etc.), or when sudden hardware failures or security incidents require immediate response.
2. Access Restriction Obligation: Except for the purpose of providing technical support, resolving system issues, or as required by law or competent authorities, the Company will not proactively disclose personal data stored by Users in the system (see Article 2 of the NUEIP Privacy Policy for details).
3. Privacy Policy: The Company may, for reasonable brand promotion or marketing purposes, list a User's company name as a client reference or case study in marketing materials (e.g., on the official website, product brochures, or media coverage). If a User wishes to keep its name confidential for privacy reasons, the parties may execute a separate written agreement. All other matters relating to the protection and use of personal data shall be governed by the Company's "NUEIP Privacy Policy."

Article 6: Rights and Declarations Regarding AI-Generated Content

1. Use of AI Output: Any content, recommendations, or results generated through the AI features provided by the Service (hereinafter "AI Output") may be used by Users within the scope permitted by applicable law. However, AI Output is automatically generated by the system based on algorithms and User-provided input data, and the Company does not guarantee that AI Output produced by different Users will be unique.
2. User Input Obligations: Any input content provided by Users to the AI features (including but not limited to text, data, audio/visual materials, or files) shall comply with the provisions of Article 7 of these Terms ("User Obligations and Prohibited Conduct"). Users shall ensure they have the legal right to use their input content and shall not infringe upon the intellectual property rights of third parties or violate applicable laws and regulations.
3. Accuracy and Disclaimer: Users acknowledge that AI Output is generated algorithmically and may contain inaccurate, incomplete, or misleading information. The Company makes no warranties regarding the accuracy, completeness, reliability, or fitness for a particular purpose of any AI Output. AI Output is provided for reference only and does not constitute professional, financial, medical, or legal advice. Users shall independently verify and assess the applicability of AI Output and shall be responsible for the results of their use thereof.

Article 7: User Obligations and Prohibited Conduct

1. Compliance Obligation: Users undertake to comply with applicable laws and regulations of the Republic of China and generally accepted internet usage norms. Users shall not use the Service to engage in any conduct that infringes upon the rights of others or is otherwise unlawful.
2. User Responsibility: Users shall use the Service appropriately and ensure that any content uploaded, inputted, stored, or transmitted through the Service complies with applicable laws and regulations and does not infringe upon the intellectual property rights, privacy rights, or other lawful interests of any third party.
3. All content comprised within the Service, including but not limited to text, images, files, information, data, website structure, website layout, web design, and code, is owned by the Company or other rights holders under applicable intellectual property laws. Users shall not infringe upon such intellectual property rights in any manner, including but not limited to unauthorized use, reproduction, copying, distribution, public display, or any other infringing conduct.
4. Prohibited Improper Conduct: Users shall not engage in the following conduct, including but not limited to the situations listed below. If a User violates this Article, the User shall be solely responsible for all related legal liability and shall indemnify the Company and any third parties for any resulting damages.
   1. Technical Sabotage: Including reverse engineering, disassembly, decompilation, or distribution of malicious programs against the Service, or any unauthorized access to, interference with the normal operation of, or violation of the integrity of the system (such as malicious stress testing or vulnerability scanning).
   2. Infringing and Unlawful Content: Including accessing, storing, or transmitting defamatory, false, illegal, or public-order-threatening content, or content that infringes upon the intellectual property rights, reputation, privacy, or other rights of third parties.
   3. Abuse of System Resources: Using the Service by means of automated programs (bots, crawlers, etc.) or other abnormal methods, or deliberately occupying system resources (such as bandwidth, storage space, or computing resources), thereby harming the interests of the Company or other Users.
   4. Unauthorized Use of Data: Collecting, processing, using, or disclosing the personal data of others without lawful authorization, or otherwise violating applicable personal data protection laws and regulations.
5. Indemnification: Users warrant that all operations performed and data uploaded through the Service are legally authorized. If, due to a User's improper use of the Service, breach of these Terms, or infringement of third-party rights, the Company or its affiliates, officers, directors, employees, or agents suffer any damages, or any third party brings any claim, action, or demand against any of the foregoing, the User shall bear full legal liability and shall indemnify all resulting losses and expenses (including but not limited to reputational damages, litigation costs, attorneys' fees, and amounts payable to third parties). This indemnification obligation shall remain in effect after the termination of the Service or cancellation of the account.

Article 8: Payment Terms and Fee Settlement

1. Fee Schedule and Adjustments: The fee schedule applicable to the Service shall be as set forth in the quotation, purchase order, or individual contract executed between the Company and the User. The Company reserves the right to adjust its rates as necessary for operational purposes, and any rate adjustment shall take effect on the date of public announcement or notice. However, for Users with existing contracts that are within their contractual term, unless otherwise provided in the contract, new rates shall apply only upon renewal following expiration of the current contract term.
2. No-Refund Policy upon User-Initiated Termination: The Service is a cloud-based software-as-a-service (SaaS) operating on an annual subscription model. Users may not terminate the contract early during the contract term; if a User terminates or ceases using the Service during the contract term on its own initiative, fees already paid shall not be refunded.
3. Payment Obligation and Overdue Processing: The Company shall collect fees from Users in the manner agreed upon. If a User fails to pay fees by the due date, and continues to fail to do so following a demand by the Company (including but not limited to by telephone, email, or written notice), the Company may take the following measures as appropriate:
   1. Service Suspension: The Company may suspend all or part of the Service. During any period of suspension, the User's payment obligation shall remain in effect.
   2. Service Termination: If fees remain outstanding after a further demand, the Company may terminate the Service forthwith. The User shall remain obligated to pay all outstanding fees accrued through the date of termination.
   3. Service Restoration: Once the User has paid all outstanding fees within the stipulated deadline, the User shall notify the Company and provide proof of payment. The Company may restore the Service upon confirming receipt of payment.

Article 9: Service Interruption

1. Circumstances of Service Interruption: The Company is committed to maintaining stable service; however, the Company may suspend or interrupt all or part of the Service under the following circumstances without incurring any liability for damages:
   1. Planned Maintenance: When the Company performs system equipment maintenance, updates, servicing, construction, or migration, it shall notify Users in advance.
   2. Force Majeure: Due to natural disasters, war, changes in government laws or regulations, strikes, power restrictions, interruptions in telecommunications or internet service providers (ISPs), cyberattacks, or other causes not attributable to the Company.
   3. Emergency Response: When immediate repair, isolation, or other necessary measures must be taken in response to sudden security incidents, hardware failures, or to prevent the escalation of damages.

Article 10: Service Termination and Data Return

1. Data Backup Obligation: Users shall be responsible for backing up their own stored data during the period of Service use. While the Company provides a system backup mechanism, such mechanism is solely intended for overall system disaster recovery and does not guarantee the ability to restore any individual User's data as of any specific point in time.
2. Data Return and Download: Following the termination or expiration of the Service agreement, or the deactivation of an account, the Company shall provide a thirty (30)-day data retention period. Users may export or download their data through the system's built-in features during this period.
3. Data Deletion: Upon expiration of the data retention period, the Company may delete all of the User's data without prior notice. Once deleted, data cannot be recovered, and Users shall bear all related responsibilities.
4. Survival of Contract Terms: Following termination of the Service, the provisions of Article 1, Section 4 (Non-Competition and Development Restrictions), Article 6 (Rights and Declarations Regarding AI-Generated Content), Article 7 (Indemnification), and Article 11 (Jurisdiction) shall remain in full force and effect.

Article 11: Jurisdiction

1. Governing Law: The interpretation and application of these Terms shall be governed by the laws of the Republic of China.
2. Court of Jurisdiction: Any disputes arising from the Service or these Terms shall be subject to the exclusive jurisdiction of the Taiwan Shilin District Court as the court of first instance.