# Terms and Conditions of Use

Welcome to use the WeChat service market MCN area service!

In order to use the WeChat Service Market MCN Area service (hereinafter referred to as the "Service" or "This Function"), you should read and comply with the "WeChat Service Market MCN Area Use Terms of Service" (hereinafter referred to as the "Terms"). Please be sure to carefully read and fully understand the terms, especially the corresponding terms of exemption or limitation of liability, and the separate agreement for opening or using a service, and choose to accept or not accept. Limitations and exclusions may be brought to your attention in bold.

Unless you have read and accepted all the terms of these Terms, you have no right to use this Service. BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE.

If you violate any of these Terms, Tencent has the right to unilaterally limit, suspend or terminate the provision of this service to you at any time in accordance with the violation, and has the right to pursue your relevant responsibilities.

I. Scope of the Agreement

1.1 These Terms are an agreement between you and Tencent regarding your use of the Service,

1.2 This provision isWeChat Official Platform service agreementWeChat Mini Program Platform Terms of Serviceas well asWeChat Open Platform Developer Service AgreementThe supplementary agreement is an integral part of it. In the event of any conflict between these Terms and the above Agreement, these Terms shall prevail. The Terms of Service also include the relevant agreement, service statement, business rules and announcement guidelines, etc., which may be posted by Tencent from time to time. Once the above content is officially published, it is an integral part of this clause, and you should also comply with it.

II. Definitions of terms

2.1 WeChat Service Market: Refers to the platform provided by Tencent for eligible service providers to settle in and provide relevant information and services to WeChat users.

2.2 MCN ZoneRefers to the service market that Tencent provides based on Wechat service market to connect merchants with MCN service providers. The area is mainly used to provide technical services such as information display, information exchange, transaction query and so on for merchants and MCN service providers, so that businesses can choose MCN service providers and their contracting talents for transaction cooperation.

2.3 WeChat Mini Program: It has the meaning set out in the WeChat Mini Program Platform Terms of Service.

2.4 MCN Service ProviderRefers to the Wechat service market, can provide businesses with live broadcast planning, talent, official account operation, graphics and text promotion, video planning and shooting and other content services. Stars, network celebrities, network anchors, self-media celebrities, KOL and other natural persons who have employment or contractual relationships with MCN service providers are also referred to as "talented people" in this clause.

2.5 merchant: Refers to the subject that has opened the WeChat Mini Program live broadcast function and permission or opened other functions or permissions recognized by Tencent, and applies for or uses this service, which is more referred to as "you" in these Terms.

2.6 Tencent Holdings Limited: refers to the Tencent Company and the operating affiliates that may exist in connection with the Service.

2.7 Tenpay Services: refers to the payment and settlement services provided by Tenpay Payment Technology Limited Company (hereinafter referred to as Tenpaid) for MCN service providers and merchants to complete transactions and transfer funds.

III. USE OF SERVICES AND BILLING

3.1 You can use this feature to browse the MCN service providers in the MCN area of people and related services, and to purchase of public services, enjoy the MCN service providers to provide related services.

3.2 You fully understand and know that the MCN Service Provider's talents and related service information displayed in the MCN Zone are actually operated by the MPN Services Provider. The sales, pre-sales, after-sales, invoicing, etc. of relevant services are carried out independently by MCN service providers, and Tencent only provides technical services, does not participate in the actual operation of MCN service providers, and does not assume the obligations or responsibilities related to the transaction.

3.3 When you purchase the services provided by MCN service providers in the MCN area, the money you pay will not be directly paid to the MCN service providers, but will be entered into the Tenpay Transfer Merchant Number provided by Tenpay Company as the funds to be settled. You acknowledge and authorize Tencent to submit payment instructions to Tenpay on your behalf to transfer the funds to be settled and other expenses (if any) that meet the settlement conditions from the Tenpay Transfer Merchant Account to the MCN Service Provider Bank Account.

3.4 After the MCN service provider has completed the service, you should confirm the delivery of the service order in a timely manner. Delivery will be automatically confirmed in accordance with the relevant rules of the WeChat Service Market. Before the 10th day of each calendar month (billing date), Tencent will report to you the total amount of funds to be settled that have been confirmed and delivered in the previous calendar month. And before the 28th of each calendar month (settlement date), send payment instructions to Tenpay Company to pay the proceeds of MCN service provider, and settle the payment through Tenpay Company to the bank card account provided by MCN service provider and verified by Tenpay Company.

3.5 If you request a refund and you comply with the refund rules set out in Section 3.8 of these Terms and on the relevant product page, and if the refund occurs before the Billing Date of the month, After verification and confirmation by Tencent, the order amount will be refunded to you in full. This order will not be settled to MCN service provider. Tencent will send instructions to Tenpay to deduct the corresponding refund amount from the funds to be settled, and the refund amount will be returned to you through Tenpay.

3.6 The settlement speed of the funds to be settled is objectively affected by the payment channel, network environment, system environment, etc. The funds will be transferred to the bank account of the MCN service provider within a commercially reasonable time.

3.7 Tencent may modify and change the frequency and limit of payment funds according to business needs, or the frequency, cycle, and method of settlement of funds of users of this function. Before modification or change, Tencent will notify or announce on the corresponding service page, which will be determined according to the actual implementation policy at that time. If you do not agree with the above modifications and changes, you should stop using the corresponding functions, otherwise, your continued use will be deemed to agree to the above modifications and changes.

3.8 Refund Rules:

3.8.1 Before the order confirmation is completed, if you initiate a refund request, the refund shall be confirmed by the MCN Service Provider within the refund confirmation period, if the MCN Service Provider neither refuses the refund nor confirms the refund before the end of the refund confirmation period, the refund shall be deemed to have been successful. If the MCN service provider refuses to refund, it will enter the WeChat service market complaint process, and Tencent will handle it in accordance with the relevant platform rules.

3.8.2 Refunds are not supported after order confirmation.

IV. Your rights and obligations

4.1 When you conduct a service transaction in the MCN area, please carefully understand the introduction of the service by the MCN service provider, and carefully confirm the important information related to the transaction (including but not limited to the information of the person, the price, quantity, time, restrictive requirements, etc.).

4.2 MCN Service Provider will provide you with service consultation and after-sales service, and assist you in answering and handling the problems encountered in the process of transaction and service execution. Any disputes between you and MCN Service Provider in the process of transaction in MCN Zone will be handled by you and MCN Service Provider through independent consultation. If the MCN service provider fails to effectively resolve the transaction dispute, you may choose to apply for Tencent to intervene in the handling of the transaction, and Tencent will coordinate the handling of the transaction in accordance with the relevant national laws and regulations, these Terms and the relevant platform rules, and uphold the principle of fairness and justice.

4.3 Due to the need to purchase the services provided by MCN service providers, you need to provide the MCN service providers with the information of the buyer, address, contact number and other receiving services during the transaction, please fill in or confirm the relevant information truthfully, and be responsible for the authenticity and legality of the information.

4.4 The policies of return and exchange of services, post-sale services, and transaction protection programs are displayed in the service information of the MCN service provider, please refer to the content of the relevant pages in the Special Area of MCNN.

4.5 For the purchased services, you can apply to the MCN service provider to issue a valid invoice of equal value, and ensure that the submitted invoice information is true, accurate and valid, otherwise you will be responsible for the losses caused by it.

4.6 Since the services displayed in the MCN Zone are operated by MCNSERVICE providers themselves, their self-published service information may contain risks and defects. Tencent, as a technical service provider, will use relevant monitoring means to protect your legitimate rights and interests and good experience as much as possible. However, due to the objective situation of network information technology services, Tencent cannot guarantee the actual quality, safety, legality, authenticity and accuracy of the services involved, and you should assess by yourself whether the services provided by MCN service providers meet your needs. Carefully judge, choose and bear the corresponding consequences, the specific services provided by the MCN service provider may require you to sign a separate agreement with the MCN service provider, and you can decide whether to accept the agreement and use the service according to your own situation.

4.7 Your transactions in the MCN area should be based on real and legal purchase needs, do not violate any laws and regulations and relevant agreements and rules, and shall not engage in malicious acts to disrupt the normal transaction order, including but not limited to initiating orders or after-sales requests for improper purposes. Insult or slander MCN service providers or customer service personnel, malicious brush negative reviews, complaints, false transactions, abuse of after-sales service, request to provide illegal content live broadcast and other acts that infringe on the legitimate rights and interests of MCN service providers, third parties or Tencent. If Tencent finds the above situation, in order to maintain the normal trading order and transaction security, Tencent may actively intervene and execute operations such as closing orders and restricting services. If your behavior causes or produces relevant civil compensation, administrative fines and other legal consequences, you shall bear and shall compensate for the actual losses caused to the service provider, third party or Tencent Company.

V. RIGHTS AND OBLIGATIONS OF TENCENT

5.1 You clearly know and understand that Tencent provides technical support services for this service under these Terms, including MCN area construction, web page production, support for MCN service providers and settled in Daren information release and display, merchants select MCN service providers and Daren and conclude transactions and cooperation.

5.2 In order to ensure your transaction security, Tencent has the right to record your order information and data (including receiving service information, order time, payment time, purchase amount, service content, etc.) and keep it for a certain period of time according to the requirements of relevant laws and regulations.

5.3 In order to standardize the service order of the MCN area, Tencent has the right to formulate special rules on user behavior, MCN service provider behavior, transaction process, transaction protection, after-sales solution and other related matters, and will show and inform you in a reasonable way according to law, and you should understand and comply with it in a timely manner.

5.4 You expressly acknowledge and agree that Tencent, as the technical service provider of the MCN Zone of the WeChat Service Market, Only to provide neutral technical support services related to the MCN area, the specific content services provided by MCN service providers and daren, and by their full responsibility, Tencent does not undertake any commitments and guarantees on the effectiveness of webcast or content services.

5.5 In order to protect your legitimate rights and interests, Tencent reserves the right to intervene in the transaction disputes or disputes in the MCN Zone for mediation, and provide necessary assistance to effectively resolve relevant disputes in accordance with the principle of fairness.

5.6 Tencent has the right to supervise the transaction order of the MCN Zone, if it finds that merchants violate relevant laws and regulations, the "WeChat Open Platform Operating Rules," the relevant service terms and operating rules of the Mini Program Platform, Or the agreement between the merchant and the MCN service provider, Tencent has the right to take measures including but not limited to forcibly closing orders, warning, restricting or prohibiting you from using all or part of the functions in accordance with laws and regulations, relevant platform agreements and rules, and depending on the violation. The corresponding measures taken by Tencent in accordance with these Terms and Conditions shall not be regarded as a breach of contract by Tencent. If any losses (including but not limited to business suspension, data emptying, etc.) are caused to you as a result, they shall be borne by you.

5.7 Tencent provides this service to you for free at the moment, but Tencent reserves the right to charge you for it. If Tencent needs to charge you in the future, Tencent will make a notice or announcement on the corresponding service page to ensure that you have the full right to choose. If you do not agree to the relevant paid services, you should stop using this service.

VI. DISCLAIMER

6.1 You acknowledge and agree that by signing these Terms, Tencent does not warrant that the Service will be provided to you. Tencent has the right to independently determine the specific time for the opening, suspension and termination of the Service, the duration of the pilot program and the specific content of the Service according to the product plan and operation situation, and the foregoing decision shall take effect without notice, and Tencent shall not assume any responsibility for this to you. We do not warrant that your use of the Service will be uninterrupted or error-free. You agree that Tencent may remove Content from the Service or suspend or terminate the provision of the Service from time to time without notice. Tencent does not warrant that the Service will be free from network failures, losses, attacks, viruses, interference, hacking or other security intrusions.

6.2 You agree that you voluntarily assume the risk of using the Service. The Service and all product features and services provided to you through the Service are provided as is, and Tencent disclaims all warranties, express or implied, including specific applicability, non-infringement, etc.

6.3 In the process of using this service, if you violate these terms or commitments under these terms or have other illegal, super-authorized, unreasonable use of this service, resulting in any litigation, Claims, disputes, you undertake to protect Tencent, Tencent employees, affiliates, agents, contractors, etc. related to the Service from harm, and guarantee that it will be resolved on behalf of, bear the relevant liabilities and all expenses (including legal fees, related compensation, fines, etc.).

VII. INFORMATION PROTECTION

7.1 Tencent will take reasonable measures to protect the information and related service data you submit to Tencent. Except as provided for by laws and regulations, Tencent will not disclose the above information to third parties. Tencent uses professional encryption to store and transmit relevant information to protect your information security.

7.2 In the process of using this service, you need to fill in or authorize Tencent some necessary information, please keep this information true, accurate, legal, effective and pay attention to timely updates, so that Tencent can provide you with timely and effective help, or better provide services. If the information is incomplete or inaccurate, you may not be able to use the Service or be restricted in its use.

7.3 If you collect, store, process or use other users' personal data and information in the process of using this service, you shall comply with the provisions of laws and administrative regulations on personal information protection.

7.4 In order to provide you with a more convenient experience, after you click on the confirmation, Tencent will show you the contact information (including but not limited to address, buyer, etc.) you previously provided to Tencent, so that you can use it to quickly fill in the MCN area. The information you voluntarily fill in or choose to use is deemed to be your agreement to provide the MCN service providerYou do not choose to use the information, Tencent will not disclose to third parties.

VIII. INTELLECTUAL PROPERTY PROVISIONS

8.1 Unless otherwise stated, all copyrights, patents and other intellectual property rights in the software on which Tencent provides the Service are owned by Tencent. The above and any other intellectual property rights owned by Tencent are protected by law, and you may not use or create derivative works in any form without Tencent's written permission.

8.2 When you purchase the images, trademarks, logos and the text, audio, video, images and other rights involved in the service content provided by MCN Service Provider and the settled people, You agree to grant Tencent a non-exclusive, royalty-free, perpetual, worldwide license to store, use, reproduce and display all or part of the Content uploaded, posted and displayed through the Service in order for Tencent to provide related technical services and display to end users.

IX. Other

9.1 By using this service, you are deemed to have read and agreed to be bound by these terms, and Tencent has the right to modify and adjust them when necessary. You can check the latest version of the terms on the relevant services page. If you continue to use the Service after these Terms are changed, you will be deemed to have accepted the modified agreement. If you do not accept the modified agreement, you should stop using the service.

9.2 本条款签订地、争议解决管辖方式为中华人民共和国广东省深圳市南山区,由本条款签订地有管辖权的人民法院管辖。

9.3 本条款的成立、生效、履行、解释及纠纷解决,适用中华人民共和国大陆地区法律(不包括冲突法)。

Tencent Holdings Limited