Terms of Service

1. Acceptance of Terms

These Terms of Service constitute a legally binding agreement between you, whether personally or on behalf of an entity you represent, and CloudFerry, a brand of Kunming YunFeiJin Trading Co., Ltd., a company organized under the laws of the Peoples Republic of China with its registered address at Attach 1-PL, No. 82 Xiaoba Road, Lianmeng Street, Panlong District, Kunming, Yunnan 650000, China (CN). By accessing the website located at https://www.cloudferry.autos, by submitting a service inquiry, by entering into a service agreement with us, or by otherwise using any of our services in any manner, you expressly acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

If you do not agree with any provision of these Terms, you must immediately discontinue all use of our website and services. These Terms apply to all visitors, users, clients, and any other person who accesses or uses our website or services. We reserve the right to modify these Terms at any time in our sole discretion. Changes will become effective upon posting to our website. Your continued use after any modification constitutes acceptance of the revised Terms. It is your responsibility to review these Terms periodically.

Additional terms and conditions may apply to specific services, projects, or engagements. In the event of any conflict between these general Terms of Service and any specific written agreement executed between you and CloudFerry, the specific written agreement shall prevail to the extent of the conflict. No course of dealing, course of performance, or usage of trade shall modify or supplement these Terms unless expressly agreed in writing by an authorized representative of CloudFerry.

2. Definitions

For the purposes of these Terms of Service, the following definitions apply. CloudFerry, we, us, and our refer to the CloudFerry brand and Kunming YunFeiJin Trading Co., Ltd., including its employees, contractors, agents, and authorized representatives. You and your refer to the individual or legal entity that accesses or uses our website or services. Services means all computer systems design and related services provided by CloudFerry, including but not limited to cloud infrastructure design, systems architecture, data engineering, security operations, DevOps integration, technology consulting, network architecture, and any other professional technology services we may offer from time to time.

Deliverables means all work product, code, documentation, configurations, architecture diagrams, scripts, templates, runbooks, reports, and any other materials created by CloudFerry in the course of providing Services to you. Website means the internet site located at cloudferry.autos and all associated subdomains, pages, and content. Client means any individual or entity that has entered into a service agreement with CloudFerry for the provision of Services. Engagement means any project, retainer, or service arrangement between CloudFerry and a Client. Confidential Information is defined more fully in Section 7 below.

3. Description of Services

CloudFerry provides professional computer systems design and related services to businesses and organizations worldwide. Our Services encompass the full lifecycle of technology system development and operation. Cloud infrastructure design services include the architecture, deployment, and optimization of cloud environments on platforms such as Amazon Web Services, Microsoft Azure, and Google Cloud Platform. Systems architecture services include the design of distributed systems, microservice architectures, event-driven platforms, and integration patterns tailored to your specific requirements.

Data engineering services include the design and implementation of data pipelines, data lake and lakehouse architectures, real-time streaming platforms, and analytics infrastructure. Security operations services include the design and implementation of zero-trust architectures, threat modeling, incident response planning, and compliance automation frameworks. DevOps integration services include CI/CD pipeline engineering, infrastructure-as-code development, observability stack design, and GitOps workflow implementation. Technology consulting services include strategic advisory on technology selection, migration planning, architecture review, and engineering team assessment.

The specific scope, deliverables, timeline, and pricing for any Engagement will be defined in a separate Statement of Work, Service Agreement, or other written instrument executed by both parties. CloudFerry does not guarantee that our Services will be uninterrupted, error-free, or completely secure. We provide our Services on a commercially reasonable efforts basis and will exercise the degree of skill and care ordinarily exercised by reputable professionals providing similar services under similar circumstances.

4. User Obligations and Responsibilities

You agree to provide CloudFerry with accurate, complete, and current information as reasonably required for us to perform our Services. This includes providing timely access to your systems, environments, personnel, and documentation necessary for the successful completion of the Engagement. You acknowledge that delays in providing required information or access may impact project timelines and that CloudFerry shall not be liable for delays caused by your failure to meet your obligations under this section.

You agree to use our website and Services only for lawful purposes and in compliance with all applicable laws, regulations, and industry standards. You shall not use our Services to transmit any material that is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable. You shall not attempt to gain unauthorized access to any portion of our systems, to interfere with the proper working of our website or services, or to bypass any security measures we have implemented.

You are responsible for maintaining the confidentiality of any credentials, API keys, or access tokens provided to you in connection with our Services. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. You are responsible for all activities that occur under your account, whether authorized by you or not. CloudFerry shall not be liable for any loss or damage arising from your failure to comply with these security obligations.

You represent and warrant that you have all necessary rights, licenses, and permissions to provide us with any materials, data, code, or content that you share with us during an Engagement, and that our use of such materials in performing the Services does not infringe upon the intellectual property rights of any third party.

5. Intellectual Property Rights

All intellectual property rights in the Deliverables created by CloudFerry during an Engagement shall, unless otherwise agreed in writing, be assigned to you upon full payment of all fees due under the applicable Service Agreement. This assignment is subject to CloudFerry retaining a perpetual, irrevocable, worldwide, royalty-free license to use, reproduce, and modify any pre-existing tools, libraries, templates, frameworks, methodologies, and know-how that we incorporated into the Deliverables and that we developed independently of the Engagement.

You retain all rights, title, and interest in and to any pre-existing materials, data, code, or content that you provide to us in connection with the Services. You grant CloudFerry a limited, non-exclusive, royalty-free license to use such materials solely as necessary to perform the Services under the applicable Engagement. This license terminates automatically upon completion or termination of the Engagement.

All content on the CloudFerry website, including text, graphics, logos, icons, images, audio clips, digital downloads, and software, is the property of CloudFerry or its content suppliers and is protected by international copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, create derivative works of, publicly display, or otherwise exploit any website content without our prior written consent.

The CloudFerry name, the CloudFerry logo, and all related names, logos, product and service names, designs, and slogans are trademarks of CloudFerry or its affiliates. You may not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on our website are the trademarks of their respective owners.

6. Payment Terms

Fees for Services will be specified in the applicable Statement of Work or Service Agreement. Unless otherwise stated, all fees are quoted and payable in United States Dollars (USD). Payment terms, including invoicing schedule, payment due dates, and accepted payment methods, will be defined in the applicable Engagement document. Standard payment terms require payment within thirty calendar days from the date of invoice unless a different period is specified in writing.

Late payments may accrue interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is lower. CloudFerry reserves the right to suspend or terminate Services if payment is not received within fifteen calendar days after a written notice of non-payment has been delivered to you. You shall be responsible for all costs of collection, including reasonable attorneys fees, incurred by CloudFerry in collecting any past-due amounts.

All fees are exclusive of applicable taxes, duties, levies, and assessments. You are responsible for paying all sales, use, value-added, goods and services, withholding, and similar taxes imposed on the Services, except for taxes based on CloudFerrys net income. If you are required by law to withhold any taxes from your payment to CloudFerry, you shall gross up the payment so that CloudFerry receives the full amount that would have been payable had no withholding been required.

7. Confidentiality

Confidential Information means any information disclosed by one party to the other in connection with the Services, whether orally, in writing, or in electronic form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, but is not limited to, business plans, financial information, customer data, technical specifications, source code, architecture designs, security configurations, trade secrets, and any information subject to non-disclosure obligations owed to third parties.

Each party agrees to use the other partys Confidential Information solely for the purpose of performing its obligations under these Terms and the applicable Engagement, and to not disclose such Confidential Information to any third party without the disclosing partys prior written consent. Each party shall protect the Confidential Information of the other party using the same degree of care that it uses to protect its own confidential information of like kind, but in no event less than reasonable care.

The confidentiality obligations in this section do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving partys possession without restriction prior to disclosure; (c) is rightfully obtained by the receiving party from a third party without restriction; (d) is independently developed by the receiving party without use of or reference to the disclosing partys Confidential Information; or (e) is required to be disclosed by law, regulation, or court order, provided that the receiving party gives the disclosing party prompt notice of such requirement and reasonably cooperates with the disclosing partys efforts to obtain a protective order.

8. Service Availability and Modifications

CloudFerry strives to maintain high availability of our website and service delivery infrastructure. However, we do not guarantee that our website or any associated services will be available at all times or without interruption. We may need to perform scheduled maintenance, apply security patches, upgrade systems, or respond to emergency incidents, any of which may result in temporary unavailability. We will use commercially reasonable efforts to schedule planned maintenance during off-peak hours and to provide advance notice where practical.

CloudFerry reserves the right to modify, suspend, or discontinue any aspect of our Services, including our website content, service offerings, features, and pricing, at any time without prior notice. We also reserve the right to limit the availability of our Services to any person, geographic area, or jurisdiction at our sole discretion. Any material changes to the Services that affect an ongoing Engagement will be communicated to you and, where such changes materially adversely affect your rights, you will have the right to terminate the affected Engagement without penalty.

We may from time to time update our technology stack, development tools, deployment platforms, and operational procedures. These updates are part of our commitment to continuous improvement and generally do not require client consent unless they materially affect the deliverables or timeline of an ongoing Engagement. We will notify you in advance of any changes that could reasonably be expected to materially impact your project.

9. Limitation of Liability

To the fullest extent permitted by applicable law, CloudFerry, its affiliates, officers, directors, employees, agents, and subcontractors shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, loss of revenue, loss of data, loss of goodwill, business interruption, or cost of procurement of substitute services, arising out of or in connection with these Terms, the use of our website, or the provision or failure to provide Services, regardless of the legal theory under which such damages are sought, and even if CloudFerry has been advised of the possibility of such damages.

CloudFerrys total aggregate liability for any and all claims arising out of or in connection with these Terms or any Engagement shall not exceed the total amount of fees actually paid by you to CloudFerry during the twelve-month period immediately preceding the event giving rise to the claim. This limitation applies to all causes of action, whether in contract, tort (including negligence), strict liability, or otherwise, and shall survive any termination or expiration of these Terms.

The limitations of liability set forth in this section are fundamental elements of the basis of the bargain between you and CloudFerry. The Services and website are provided on an as-is and as-available basis, and CloudFerry makes no representations or warranties of any kind, express or implied, regarding the Services or website, including any warranty of merchantability, fitness for a particular purpose, title, or non-infringement. Some jurisdictions do not allow the exclusion of certain warranties or the limitation of liability for certain types of damages, so some of these limitations may not apply to you.

10. Indemnification

You agree to defend, indemnify, and hold harmless CloudFerry, its affiliates, and their respective officers, directors, employees, agents, and subcontractors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys fees) arising out of or in connection with: (a) your breach of these Terms of Service; (b) your violation of any applicable law, regulation, or third-party right; (c) any materials, data, or content you provide to us in connection with the Services; (d) your use of the Services or any Deliverables in a manner not contemplated by the applicable Engagement; or (e) any claim that materials you provided infringe the intellectual property rights of a third party.

CloudFerry shall have the right to participate in the defense of any such claim at its own expense. You shall not settle any claim that imposes any obligation on or requires any admission of liability by CloudFerry without our prior written consent. This indemnification obligation shall survive the termination or expiration of these Terms and any applicable Engagement.

11. Third-Party Links and Services

Our website and Services may contain links to third-party websites, services, and resources that are not owned or controlled by CloudFerry. These links are provided for your convenience only. CloudFerry has no control over, assumes no responsibility for, and makes no representations or warranties regarding the content, accuracy, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that CloudFerry shall not be liable for any damage or loss arising from your use of or reliance on any third-party content, goods, or services.

When you engage with third-party services that integrate with or are recommended by CloudFerry as part of a Service Engagement, your relationship with that third party is governed by the terms and conditions of that third party. CloudFerry is not a party to such agreements and disclaims all liability arising from your use of third-party services, even if we assisted in their selection or configuration.

12. Termination

These Terms of Service shall remain in full force and effect until terminated by either party in accordance with this section. You may terminate your agreement to these Terms at any time by ceasing all use of our website and Services and by providing us with written notice of termination. Termination of these general Terms does not automatically terminate any ongoing Engagement, which shall be governed by the termination provisions of the applicable Service Agreement.

CloudFerry may terminate or suspend your access to our website and Services immediately, without prior notice or liability, for any reason, including without limitation if you breach any provision of these Terms, if you engage in conduct that we determine to be harmful to our interests or the interests of other users, if you fail to pay fees when due, or if required to do so by law or regulatory authority.

Upon termination, all rights and licenses granted to you under these Terms shall immediately cease. Provisions that by their nature should survive termination, including but not limited to intellectual property rights, confidentiality obligations, limitation of liability, indemnification, and governing law, shall survive any termination. Termination shall not relieve you of your obligation to pay any fees accrued or payable to CloudFerry prior to the effective date of termination.

13. Governing Law and Jurisdiction

These Terms of Service and any dispute or claim arising out of or in connection with them, their subject matter, or their formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Peoples Republic of China, without giving effect to any conflict of laws principles that would result in the application of the laws of any other jurisdiction.

Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the competent courts located in Kunming, Yunnan Province, Peoples Republic of China, and each party irrevocably submits to the personal jurisdiction and venue of such courts. Notwithstanding the foregoing, CloudFerry may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, Confidential Information, or other legitimate business interests.

The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply to these Terms or any Engagement. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be severed and the remaining provisions shall continue in full force and effect.

14. Dispute Resolution

CloudFerry values its relationships with clients and users and is committed to resolving disputes in a fair, efficient, and cost-effective manner. Before initiating any formal legal proceedings, each party agrees to first attempt to resolve any dispute informally by providing written notice of the dispute to the other party and engaging in good-faith negotiations for a period of at least thirty calendar days.

If the parties are unable to resolve the dispute through informal negotiation, either party may submit 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 Kunming, Yunnan Province, in the English language, by a single arbitrator mutually agreed upon by the parties. If the parties cannot agree on an arbitrator, the appointment shall be made by CIETAC in accordance with its rules.

The arbitrators award shall be final and binding, and judgment on the award may be entered in any court having jurisdiction. Each party shall bear its own costs and attorneys fees in connection with the arbitration, and the parties shall share equally the fees and expenses of the arbitrator and CIETAC, unless the arbitrator determines that a different allocation is appropriate. Nothing in this section shall prevent either party from seeking temporary injunctive relief from a court of competent jurisdiction to preserve the status quo pending arbitration.

15. General Provisions

These Terms of Service, together with any applicable Service Agreement, Statement of Work, or other written instrument executed by the parties, constitute the entire agreement between you and CloudFerry regarding the subject matter hereof and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral. No waiver of any breach or default under these Terms shall be deemed a waiver of any subsequent breach or default.

CloudFerry may assign or transfer its rights and obligations under these Terms to any affiliate or successor entity without your consent, provided that the assignee agrees to be bound by these Terms. You may not assign or transfer your rights or obligations under these Terms without CloudFerrys prior written consent, and any attempted assignment without such consent shall be null and void.

CloudFerry shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, utility failures, internet disruptions, government actions, pandemics, or any other force majeure event. In such circumstances, the affected party shall promptly notify the other party and use reasonable efforts to resume performance as soon as practicable.

Any notice required or permitted under these Terms shall be in writing and shall be delivered by email to the addresses specified in the applicable Engagement document or, for general inquiries, to touch@cloudferry.autos for notices to CloudFerry, or to the email address you provided to us for notices to you. Notices shall be deemed effective on the date of delivery if sent during normal business hours, or on the next business day if sent outside normal business hours.

16. Contact Information

For questions, concerns, or notices regarding these Terms of Service, please contact CloudFerry using the information below. We are committed to responding to all inquiries promptly and professionally.

We recommend that you retain a copy of these Terms for your records. The most current version of these Terms will always be available on our website at https://www.cloudferry.autos/terms-of-service.html.