TERMS AND CONDITIONS OF SALESNOVEMBER 21, 2024

The Terms and Conditions of Sales ("Terms") apply to all transactions conducted by Buyer and Shanghai Puyi Electronic Technology Co., Ltd and/or its affiants and/or all transactions conducted via Vadas's online platform, ("V-Buy"). V-Buy is operated by Shanghai Puyi Electronic Technology Co., Ltd. ("We" or "Vadas").

Please read the other terms, rules and policies (collectively, the "Terms") mentioned in the Terms and Conditions of Sales carefully, in particular the terms in bold and/or underlined. The Terms contain important matters regarding your rights and obligations as well as limitations and exclusions which may be applicable to you. You shall comply with the Terms when you visit any V-Buy, purchase our products or services. If you have any question, comment or suggestion regarding the Terms or the content, please do not hesitate to let us now through the contact information provided in the Terms. We are more than happy to provide you with any possible assistance.

If you do not accept all or part of the Terms, please immediately stop visiting or using V-Buy and stop purchasing our products or using our services through V-Buy (you may still purchase our products or use our services through other channels). If you use our products or use our services through V-Buy, you fully agree to comply with all of the Terms and other applicable laws and regulations to V-Buy.

Additional terms may be applicable to some products and services provided by V-Buy. When you order products or enjoy services through V-Buy, please be sure to also read the additional terms applicable to specific products and services. The Terms shall form an integral part of Terms and Conditions of Sales .

1. Qualification of Ordering

When ordering products from V-Buy , if you are a natural person, you shall reach the statutory age and have full capacity for civil rights and civil conduct; if you are a legal person or other organization, you shall undertake that it is a corporate legal person or other organization duly incorporated and validly existing under applicable laws, and it has obtained all authorizations and approvals required to enter into and perform the Terms.

You understand and acknowledge that, if you register your account with V-Buy by using the enterprise mailbox and use the service of V-Buy, you shall be deemed to represent and have the authority to enter into transactions with Vadas on behalf of the enterprise and you and the enterprise agree to be bound by the Terms.

If you do not meet the above requirements, please do not use or immediately cease to use our services.

2. Conclusion of Contract

2.1 Submission And Effectiveness of Purchase Order

2.1.1 An order is formed and becomes effective when you select the products or services on V-Buy, successfully submit the order and complete the payment in accordance with the conditions agreed in the order.

2.1.2 You reserve the right to correct the input error before submitting the order (unless otherwise specified in specific offering rules applicable to limited edition products or special event products). When you submit order, please be sure to carefully confirm the name, price, quantity, model, specification, dimension, contact address, telephone number, receiver and other information of the purchased products.

2.1.3 You shall pay within one hour of submitting your order. If there are special provisions on payment time in the offering rules of products for special events, such special provisions shall prevail. If we do not receive your payment within the aforesaid time, we have the right to cancel the relevant order submitted by you, regardless of whether the above payment issue arises from the failure to actually make payment or is caused by network transmission delay, congestion in data exchange, system failure, attack by third parties or other circumstances beyond our control.

2.2 Order Cancellation

2.2.1 Once payment is confirmed, your order cannot be cancelled without the specific consent of V-Buy. After cancellation of your order for which you have paid, we will process refund for you. The actual time when the refund is received shall be based on the operating time of the bank or the payment platform.

2.2.2 You acknowledge and agree that we reserve the right to cancel your order without any liability or compensation of any kind and, if you have already made a payment, we will refund you the amount you have paid by the original payment method:

(1) Upon mutual agreement by you and Vadas;

(2) Where we do not receive your payment within one hour from the date you submit your order, or within the payment time otherwise specified in the offering rules of products for special events; Whether the above payment issue arises from the failure to actually make payment or is caused by network transmission delay, congestion in data exchange, system failure, attack by third parties or other circumstances beyond our control;

(3) The delivery address or information you provided is incomplete or obviously wrong (we may proactively try to contact you to complete or correct the delivery address and information provided that you have provided the correct contact information), or we fail to deliver the products to the delivery address you provided;

(4) Your order is identified by Vadas as abnormal or suspected fraudulent order;

(5) The order is obviously unfair or contains any other material misunderstanding;

(6) Impersonate any other person or use any other person's account or identity to make purchases;

(7) You are under legal age;

(8) Out of concerns for your personal safety or property security;

(9) we are unable to perform the order due to force majeure (which means any act or event that is unforeseeable, unavoidable or insurmountable by us, including but not limited to typhoon, earthquake, flood, hailstorm, fire, explosion, epidemic and other disasters, strike, war, disturbance, riot, terrorist attack, threat and other social disorders, and telecommunication, network or system problems such as network transmission delay, congestion in data exchange, system failure and attack by the third party) or other circumstances beyond our control;

(10) You have infringed upon other users' legitimate rights and interests or undermined the operation order of V-Buy in the purchase of the products or otherwise acted inappropriately as reasonably determined by Vadas;

(11) Any act in breach or circumvention of the Terms, other relevant terms of V-Buy or violation of the principle of fairness, honesty and good faith as reasonably determined by Vadas;

(12) Other circumstances as provided in the Terms and permitted by laws and regulations to cancel the order.

3. Transportation and Delivery

3.1.1 You acknowledge and agree that Vadas will deliver the products to you only after you have made payment for the products you ordered in accordance with the order and such products are in stock.

3.1.2 In the event that the products involve transportation, you or the consignee designated by you shall receive the products upon arrival of the products in accordance with the provisions under this Terms. In the event that Vadas is responsible for express delivery, logistics or door-to-door delivery of products, the products shall be deemed as received and delivered upon the signature of the receipt document by you or the consignee designated by you; In the event that you or the third party designated by you picks up the products at the designated place, once you or the consignee designated by you signs the pickup order or receipt order or affix the receipt seal (which may indicate the receipt of products), the products shall be deemed as received and delivered. Upon the receipt and delivery of products, the property of products shall belong to you, and you shall be liable for the risks of destruction or loss of the products. you shall be liable for additional costs arising from your failure or delay in receiving and delivery and signing for the receipt of the products upon the arrival of the products at the delivery address.

3.1.3 You shall guarantee that the consignee has effectively gone through reasonable product receiving formalities: (1) the designated receivers shall affix your authorized seal on the receiving document, or the consignee shall sign on the receipt document on your behalf to confirm the receipt of the products; (2) the consignee shall present their identification certificates or work certificates for verification by you.

3.1.4 After the entering into of the Terms, during the pickup period or within the normal delivery period, you shall not reject or return the qualified products within contractual quantity to be delivered by Vadas; In the event that you has to suspend the pickup due to force majeure or business reason, it shall be permitted to suspend with Vadas's consent.

3.1.5 We will try our best to deliver the products within the expected delivery time limit informed by us. After the delivery of the products, we will provide you with the corresponding logistics delivery information for your reference.

3.1.6 Where the products fail to be delivered to you due to your fault, the subsequent delivery must be completed within the new time limit as agreed by you and us and the delivery fee will be charged again.

3.1.7 We shall properly pack the products according to the characteristics of the products and your specific requirements. We shall take other necessary protective measures for the products which are not suitable for package.

4. Price and Payment

4.1.1 All product prices shown by V-Buy are in RMB. Unless otherwise specified, the price includes applicable VAT, delivery fee, customs duty, inspection fee, 3C fee (if applicable). Unless you can successfully submit an order directly and make payment as agreed in the order upon confirmation, the relevant price information is for reference only, and shall not be deemed as an offer or acceptance in any legal sense.

4.1.2 Please understand that we cannot guarantee that the prices offered by V-Buy are the same as the prices you obtain through other channels. Subject to applicable laws and regulations, we may adjust the prices of products at any time based on operating conditions or other reasons. Your purchase shall be based on the actual price shown in the system at the time of successful order submission of such products.

4.1.3 The actual delivery by V-Buy may change in supplier, quantity, price, etc. In the event of any such change, V-Buy staff will communicate with you in a timely manner and V-Buy will handle it according to the method required for communication and confirmation with you. If you acknowledge the products sent by V-Buy, your acknowledgment shall be deemed as confirmation of change in the order.

4.1.4 You may choose the following payment methods to make payment:

(1) Alipay;

(2) WeChat Pay;

(3) Other payment methods then effective by V-Buy.

Please be aware that additional fees for electronic funds transfers, holding accounts, etc., may be imposed by any agreement you may have with your bank, payment platform or other institution. We reserve the right to limit the use of the above payment methods or to permit the use of only one or more payment methods therefrom.

4.1.5 If you need to issue an invoice, please make an application in the orders system of V-Buy or contact our customer service. We will issue an electronic general VAT invoice for retail. The amount of the invoice shall be the amount of the order for the products.

5. Transfer of Ownership and Risk

Upon the receipt and delivery of products, the property of products shall belong to you, and you shall be liable for the risks of destruction or loss of the products. You shall be liable for additional costs arising from your failure or delay in acknowledging the products upon the arrival of the products at the delivery address.

6. After-sale Guarantee

6.1.1 If you have any question regarding the services or purchased products, etc., you may refer to the contacts for after-sale services specified in V-Buy. See after-sale services for details.

6.1.2 You shall timely inspect the products in accordance with the inspection standards agreed by you and us; In the event of any functional defect of the products found by you in the inspection, you shall raise an objection, provide relevant documents and explain the situation to us within 7 business days upon the delivery of the products. In the event of a quality defect of the products confirmed by us, we shall replace the defective products as agreed. In case of replacing products, you shall return original products together with their original packages and attachments to us.

7. Trade Compliance

You understand and acknowledge that some of our products are subject to applicable export control laws and may not be transferred to certain end users, countries/regions, or for certain end uses without required license and our written consent. Therefore, you represent and warrant as follows:

7.1.1 You undertake that, in the performance of the Terms and/or related purchase orders, you and each of your affiliates, agents and sub-contractors involved in the performance of the Terms and/or related purchase orders, and the end user of products shall comply with all export controls, economic sanctions and other related laws and regulations that are applicable to the Terms, the parties and the products of the Terms, including but not limited to China, the United States and European Union (hereinafter referred to as "Trade Controls Laws").

7.1.2 You warrant that yourself, all your direct or indirect shareholders, affiliates or management, and the end user of products have not been designated onto any restricted lists under economic sanctions or export controls of any country (hereinafter referred to as "Restricted List"), including but not limited to Entity List and Military End-User List administered by the U.S. Department of Commerce Industry and Security Bureau, Specially Designated Nationals ("SDN") administered by U.S. Treasury Department office of Foreign Assets Control, and applicable sanctions lists of European Union and China.

7.1.3 You and your affiliate, agent or sub-contractors shall not export, reexport, transfer, or otherwise supply, any products, directly or indirectly, to any embargoed or comprehensively restricted countries/regions, such as Iran, Syria, Cuba, Iraq, North Korea, the Crimea Region, Donetsk People's Republic, Luhansk People's Republic, Russia, Belarus, Burma, Cambodia and Venezuela.

7.1.4 You undertake and warrant that neither you nor the end user of products will directly or indirectly use products for Supercomputer End Uses as defined under U.S. Export Administration Regulations ("EAR").

7.1.5 You and your affiliate, agent or sub-contractors shall not export, reexport, transfer, or otherwise supply, any products, directly or indirectly, to any entities designated on Restricted Lists, or use the products for any Military End Uses or Military-Intelligence End Uses as defined under EAR.

7.1.6 You and your affiliate, agent or sub-contractors shall not export, reexport, transfer, or otherwise supply, any products without necessary prior authorizations from competent government agencies.

7.1.7 You undertake that the products shall not be used for any support for terrorism, nuclear technology, biological and chemical weapons, missiles, weapons of mass destruction, etc.

7.1.8 Without prejudice to any other rights or remedies which may be available under the Terms or applicable laws, if, at any time, you violates the provisions in Article 7 of the Terms, you shall assume liabilities of breach of contract, and we reserves the right to cease or suspend further delivery of products up to termination of the Terms and/or related purchase orders. Additionally, in the case where we reasonably believes that continuing dealings with you may result in compliance risks or adverse effects, we shall have the right to suspend performance up to termination of the Terms and/or related purchase orders. You acknowledges and agrees that we shall not be liable for any losses or liabilities (regardless whether based on contract or tort) arising therefrom.

8. Privacy Policy

We respect and protect your privacy. The collection, use, sharing and protection of your personal information is described in our Privacy Policy. The Privacy Policy forms an integral part of these Terms.

9. Prohibited Activities

If we have reasonable reasons to identify any of the following prohibited activities on your part, the relevant order will be identified as abnormal and for which we have the right to cancel the relevant order and will also have the right to no longer allow your account to be opened for purchases and may close that account with the relevant V-Buy permanently:

(1) Malicious inventory locking (for example, after purchasing a large quantity of products within a short time period, all purchase orders are cancelled without reasonable cause or all purchased products are returned, as a result of which other consumers are not able to purchase the products due to the shortage of those products);

(2) Malicious order cancellation (for example, without reasonable cause, an unusually large quantity or number of orders cancelled within a certain time period);

(3) Malicious rejection to receive the products (for example, without reasonable cause, an unusually large quantity or number of products refused to receive the ordered products within a certain time period);

(4) Malicious returns of the products (for example, any case in which counterfeit products are returned, or fewer products are returned within a certain time period or different items are returned in certain quantity or number of times within a certain time period); or

(5) Other actions that we determine as malicious detriment to the interests of V-Buy.

10. Intellectual Property

All ownership rights and intellectual property rights in and to all content published, publicized or displayed by V-Buy (other than content published by users) shall belong to us and our affiliates and their licensors. All elements in V-Buy, including, but not limited to, the overall design, scripts, codes, applications and content, data or information, are protected by trade dress, copyright, ethics, trademark and all other applicable intellectual property rights. Trademarks and all other marks, illustrations, images and logos (whether registered or not) appearing on our products, accessories or packaging are the exclusive property of us, our affiliates or the licensors. No right or license is granted to you with respect to the foregoing.

11. Account

If you use V-Buy and related services and register an account, you shall provide true, accurate, complete and valid information to complete the registration of the account for which you shall be legally responsible. If you log in to V-Buy with a third-party account (such as WeChat account), you shall also comply with the relevant agreements and rules on the management of such third-party account (such as WeChat account). You are responsible for maintaining the confidentiality of your account and password and restricting the use or access of third parties to your computer or mobile device. You agree to be responsible for all activities that take place under your account and password. Any change in basic information and data (including, without limitation, supplement, correction and deletion) shall be promptly updated on the V-Buy platform or notified of the update by V-Buy, otherwise V-Buy shall not be liable for any loss caused by it (for instance, failure to notify timely of change of address results in possession of products sent to original address; the fund in the account is embezzled due to the failure to timely inform the authorized person of the change, etc.). You understand and agree that we have the right to terminate your account, restrict your access to V-Buy or its functions and services, or delete all or part of your user content if you violate laws, regulations or the Terms, or otherwise harm the interests of us and our affiliates.

12. Indemnification

You agree to indemnify, defend and hold harmless us and our affiliates and their senior officers, directors, attorneys, employees, contractors, agents, licensors, service providers, subcontractors and suppliers, from and against any and all loss, liability, cost, damage and expense (including reasonable attorney's and court cost) arising out of or resulting from your use of V-Buy and any breach of the Terms or any violation of laws or regulations.

13. Disclaimer of Warranties

13.1.1 To the fullest extent permitted by law, we make no warranties, representations and endorsements, express or implied, including, without limitation, warranties of title, merchantability, non-infringement and fitness for a particular purpose, satisfactory quality, with respect to the information accessed from or through V-Buy. The information on V-Buy is for general informational purposes only, and does not constitute advice. It is your responsibility to verify any information contained in V-Buy prior to relying on such information.

13.1.2 We do not warrant or represent that the information and/or the process contained in the website is accurate, complete or up-to-date; or that any defects in V-Buy will be corrected; or that the website or the servers on which services for the website are provided do not contain viruses or other harmful components. In addition, We cannot warrant or assure that V-Buy will not experience interruption or errors or that such errors will be identified or corrected. To the fullest extent permitted by law, we make no warranties or representations concerning the correctness, accuracy, suitability, usefulness, timeliness, reliability or otherwise of the content when you use V-Buy. You understand and agree that you download or otherwise obtain V-Buy Content at your own risk and that you are solely responsible for any loss of data for your mobile device, computer system or other device or other similar loss or harm caused by accessing V-Buy.

13.1.3 We shall not be responsible for any injury or damage that you may suffer as a result of your use or inability to use V-Buy's functionality. Nothing in the Terms shall affect your basic rights as a consumer.

13.1.4 V-Buy shall ensure the normal operation of V-Buy but shall not be liable for any failure in normal operation of V-Buy, failure in completing online transactions or loss or damage of relevant information and records due to force majeure or other reasons beyond the control of V-Buy.

14. Limitation of Liability

To the maximum extent permitted by applicable law, we shall not be liable for any direct, special, incidental, indirect and consequential damages, including any loss of profits, loss of reputation or loss of data, arising out of the use of V-Buy or inability to use the products purchased through V-Buy, the conduct (whether online or offline) of other V-Buy users, or participation in our events, or any user content or any other activities in connection with the use of the platform, even if we have been advised of the possibility of such damages. Unless such loss or damage is caused by our gross negligence, fraudulent conduct or wilful illegal conduct.

15. Third Party Links

We make no warranty of any kind in respect of any non-our website(s) which you may access via guidance or a hyperlink provided by V-Buy. V-Buy contains hyperlinks for your convenience only. We make no representation or warranty in respect of the accuracy, availability, suitability or security of such information not provided on our website. Such links will take you outside of our service and are beyond our control. Each site you may link to may have its own separate terms and privacy statement. We are not responsible for the content and activities on third-party sites and therefore cannot be held liable for them. Any visit/access to third-party sites is therefore entirely at your own risk. Please note that these sites may pass their own cookies to users which collect or ask for personal information. It is therefore recommended that you opt-in to review such site' terms of use and/or the privacy statement before using such sites.

16. Use of V-Buy

16.1.1 It is prohibited to use V-Buy to post or transmit any material that is, or may become, of an infringing, intimidating, fraudulent, misleading, inciting, defamatory, invasion of privacy, obscene, pornographic, abusive, discriminatory or unlawful, or any material that may constitute an offence or encourage any other person to commit an act which may be considered an offence, violate the rights of any third party or give rise to civil liability or to any law. We may, at our sole discretion, block your access to V-Buy, or delete relevant links or content at any time, including where we believe that your use of V-Buy would be in breach of the Terms and/or applicable laws. It is prohibited to use V-Buy for advertising or any commercial solicitation.

16.1.2 You shall at all times comply with the Terms and all applicable laws and regulations in your use of V-Buy and its content.

16.1.3 You acknowledge and agree that you shall not do, or permit or assist a third party to:

(1) Copy, reproduce, publish, transmit, distribute, upload, post, publicly display, encode, translate, modify, sell, license or otherwise distribute V-Buy or its content, or create derivative works of V-Buy or its content, including, without limitation, mirroring, framing or linking to any third party's computer, server or website;

(2) Use V-Buy to post or transmit any material that is, or may become, of an infringing, intimidating, fraudulent, misleading, inciting, defamatory, invasion of privacy, obscene, pornographic, abusive, discriminatory or unlawful, or any material that may constitute an offence or encourage any other person to commit an act which may be considered an offence, violate the rights of any third party or give rise to civil liability or to any law;

(3) Access or use V-Buy for any commercial purpose, including any advertising or advertising revenue generation on your own or any third-party website, platform or other online space or channels;

(4) Use any automatic or manual programs to access, obtain, copy or monitor V-Buy or any relevant parts of V-Buy, and/or reproduce in any way the structure or appearance of V-Buy and its content or circumvent any copy protection devices, or obtain or attempt to obtain any materials, documents or information made available on the website including by way of deep links, crawlers, "robot" technology, "spider" technology or similar technology;

(5) Access or attempt to access any part, forum or feature of V-Buy, or any other system or network connected to V-Buy or any of our servers to which you do not have access, by way of hacking, stealing passwords or any other illegal techniques or means;

(6) Detect, scan or test vulnerabilities of V-Buy or any other computer or network connected to V-Buy;

(7) Violate the protection, security or certification measures of V-Buy;

(8) Reverse search or track or attempt to track any information about any other users or visitors or any other customers of V-Buy, or carry out any similar activities;

(9) Use V-Buy or any services or information provided by V-Buy for any illegal purpose or any purposes other than as provided in this Article, or carry out any illegal activities or other activities which violate our rights or those of others;

(10) Take any action which causes the load on V-Buy or any infrastructure connected to V-Buy or any system or network connected to V-Buy to be excessive or materially disproportionate;

(11) Use any equipment, software, mechanical device or any other technology to interfere or attempt to interfere with the normal operations of V-Buy or with any transaction conducted on V-Buy or with the use of V-Buy by any other person;

(12) Use any loophole, error or defect of V-Buy to defraud, steal or illegally appropriate any points, subsidies, concessions or other user benefits (if any), or obtain any benefit or advantage beyond the normal consumption scope.

Once we become aware of such actions, we will take measures such as deleting your account, cancelling your order, and writing back on data, etc, without any liability.

17. User Content

17.1.1 Any content, files, papers, feedback, comments, suggestions, ideas, data, information, images, pictures and general materials that you submit to V-Buy or that refer to or relate to the use of V-Buy or any part or component of V-Buy ("User Content") shall be considered non-confidential and non-proprietary. We have the right to use the User Content without restriction, including, without limitation, to preserve, store, copy, reproduce, publish, post, transmit, distribute, display, modify, translate or incorporate the User Content into other materials and to commercially exploit the User Content in any way. We have the right to use any idea, concept, know-how or technology that we acquire as a result of the User Content for any purpose without restriction, including without limitation developing, manufacturing and marketing products based on such information. The user who submits, creates and/or implements the User Content in question is not entitled to any compensation. Therefore, we require that you do not send us any content, projects or information that you consider confidential or proprietary through V-Buy.

17.1.2 You acknowledge and agree that we are only a passive channel for the dissemination of User Content and that we assume no liability to you or any third party for the User Content or its accuracy. We have no obligation to monitor on an ongoing basis the User Content you publish or to make mediation between you and other users. Without limiting the generality of the foregoing, you acknowledge and agree that any opinions, comments, evaluations, suggestions and other information expressed in or contained in any User Content do not represent our views or attitudes. You shall bear all risks in using any User Content on your own.

17.1.3 You represent and warrant that any User Content that you upload or disseminate is created by you or has been lawfully authorized by the right holder, and shall not contain any of the following contents:

(1) Opposing the basic principles determined by the Constitution;

(2) Endangering national security, divulging state secrets, subverting state power or damaging national unity;

(3) Harming the national honour or interests;

(4) Inciting hatred or discrimination among ethnic groups or damaging ethnic unity;

(5) Sabotaging national religious policies or propagating heretical teachings or feudal superstitions;

(6) Disseminating rumours, disturbing social order or damaging social stability;

(7) Disseminating obscenity, pornography, gambling, violence, homicide or terror or instigating others to commit crimes;

(8) Insulting or defaming others or infringing upon others' legitimate rights and interests; and

(9) Other contents prohibited by laws and administrative regulations.

You shall be responsible for your words and acts on the Internet. If you upload or disseminate reactionary, pornographic or other information that violates national laws on V-Buy, the records in the system of V-Buy may be used as evidence of your violation of relevant laws.

17.1.4 You agree to indemnify and hold us and its affiliates harmless from any and all claims, losses, liabilities, costs and damages that we or its affiliates suffer or become liable for as a result of the User Content uploaded or disseminated by you or your use of the site or content (including direct economic losses, loss of goodwill and indirect economic losses such as indemnification, settlement amount, attorney's fee and legal cost paid by any third party).

17.1.5 If we find that any User Content uploaded or disseminated by you does not comply with the Terms or is involved in any other illegal circumstances, we will have the right to take measures such as deleting, blocking the relevant user content and disconnecting links; if there are other bad circumstances or serious consequences, we will also have the right to take measures such as freezing or cancelling user accounts, cancelling transactions or blocking IP addresses, and take filing and reporting measures according to legal procedures.

17.1.6 You agree to immediately notify us in writing (see details below) of any User Content (or other content) in breach of the Terms. You agree to provide us with sufficient information to assist us in investigating whether such User Content (or other content) is in breach of the Terms. We will diligently investigate such content in good faith and take action as determined in our sole and absolute discretion. However, we do not undertake or warrant that we will block or delete such User Content or other content, in whole or in part.

18. Modifications To Terms

We may change, modify, amend, add or delete any part of the Terms at any time without prior notice to you, depending on changes to national laws and regulations and as required to maintain trading order, protect consumer's rights and interests, adjust the functions or services of V-Buy. Modifications to the Terms will be announced by publishing a notice on the website of V-Buy. Therefore, we ask you to review the Terms periodically. If you do not agree to any such modification, you must immediately stop accessing or using V-Buy. If you continue to use the V-Buy after we issue the notice of such modification, you will be deemed to have accepted and agreed to such modification.

19. Severability

Each provision of the Terms will be interpreted separately and independently. If any provision is found to be invalid, useless or unenforceable, that provision shall be deemed independent of the remaining provisions of the Terms and the enforceability of the remaining provisions will not be affected.

20. Account Cancellation and Termination

20.1.1 If you wish to apply for the cancellation and termination of your account, you may contact our Customer Service. Upon verification and conformation of your identity, we will cancel your account and, upon your request, remove your personal information from the systems used in carrying out regular business functions.

20.1.2 We reserve the right to terminate your account if any of the following circumstances occurs:

(1) We will terminate your account in accordance with relevant provisions due to your breach of the Terms;

(2) You embezzle other people's account, disturb the market order, seek profits by improper means, and commit acts detrimental to the security of V-Buy or infringing upon our legitimate rights and interests;

(3) You infringe upon other people's legitimate rights and interests or commit other acts that seriously violate laws and regulations.

We will cease to provide services to you after your account is cancelled or terminated for any reason. In the meantime, we have the right to legally keep back-up copies of relevant information and records, which may include your personal information, in a background system as required by applicable laws and regulations; provided, however, that we do not undertake to keep or file any personal data or content submitted or stored by you at V-Buy in a manner to your satisfaction.

20.1.3 We may decide to maintain or shut down at our own discretion any or all of V-Buy based on our operation. If it is shut down at our own discretion, we will publicize relevant information in a conspicuous position of V-Buy to be shut down thirty days in advance (or other time permitted by law) in accordance with law. If your account is cancelled or terminated for any reason, Terms 10, 11, 12, 13, 17, 19, 20, 22 and any other terms which by their nature are to survive, will continue to apply after the termination of your account. We will continue to perform those that are legitimate and valid transaction orders generated by you during the existence of these terms. The termination of your account will not affect any of our rights that may have accrued or any of your duties or obligations that may have accrued before the termination.

21. Contact Us

In order to improve your shopping experience, if you have any suggestion or complaint or question concerning our services, V-Buy or the Terms, you may contact our Customer Service (021- 64183796) during service hours (9: 00-18: 00).

22. Applicable Law and Dispute Resolution

These terms are governed by the laws of the People's Republic of China (for this purpose, excluding Hong Kong SAR, Macau SAR and Taiwan). Any dispute or controversy arising from or in connection with these terms shall be settled through friendly consultation in the first place. If the dispute is not solved by friendly consultation, such dispute shall be submitted to the competent PRC court at our place.