Customer is required to sign the full CSA before installing/downloading our code in any real project or environment. 

THIS USER AGREEMENT IS BETWEEN YOU AND XI’AN HUAMEI SOFT CO.,LTD. (“HUAMEI SOFT”) GOVERNING YOUR USE OF THE SERVICES. YOUR USE OF THE SERVICES SHALL CONSTITUTE AN ACCEPTANCE BY YOU OF THE TERMS OF THIS USER AGREEMENT. 

Limited warranty. 

The Huamei Soft Extensions are provided on an “as is” and “as available” basis, and we provide no warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability or fitness for a particular purpose, and we expressly disclaim all such warranties. These disclaimers will apply except to the extent applicable law does not permit them. Without derogating from the generality of the foregoing, Huamei Soft does not warrant that the Huamei Soft Extensions will meet your requirements or that access to or operation of the Huamei Soft Extensions will be uninterrupted, error-free, or completely secure. For the sake of clarity, Huamei Soft makes no warranties, and expressly disclaims all warranties, relating to the Microsoft Services and the availability thereof. 

Defense of claims. a. Defense. (i) We will defend you against any claims made by an unaffiliated third party that the Huamei Soft Extensions infringe that third party’s U.S. patent, copyright, or trademark or make unlawful use of its trade secret. (ii) You will defend us against any claims made by an unaffiliated third party that (1) any Customer Data, Customer Solution, or Non-Microsoft Products, or services you provide, directly or indirectly, in using the Huamei Soft Extensions infringes the third party’s patent, copyright, or trademark or makes unlawful use of its trade secret; or (2) arises from a violation of this Agreement. 

b. Limitations. Our obligations in section a. won’t apply to a claim or award based on: (i) the Microsoft Services, (ii) any Customer Solution, Customer Data, third-party products, modifications you make to the Huamei Soft Extensions, or services or materials you provide or make available as part of using the Huamei Soft Extensions; (iii) your combination of the Huamei Soft Extensions or the Microsoft Services with, or damages based upon the value of, Customer Data, or a Non-Microsoft Product, data, or business process; (iv) your use of a Huamei Soft or Microsoft trademark without our or Microsoft’s, as applicable, express written consent, or your use of the Huamei Soft Extensions or the Microsoft Services after we or Microsoft notify you to stop due to a third-party claim; or (v) your redistribution of the Huamei Soft Extensions or the Microsoft Services to, or use for the benefit of, any unaffiliated third party. c. Remedies. If we reasonably believe that a claim under Section a.(i) may bar your use of the Huamei Soft Extensions, we will seek to: (i) obtain the right for you to keep using such Huamei Soft Extensions; or (ii) modify or replace such Huamei Soft Extensions with functional equivalents and notify you to stop use of the prior versions of the Huamei Soft Extensions. If these options are not commercially reasonable, we may terminate your rights to use the Huamei Soft Extensions and then refund any advance payments made with respect to the Huamei Soft Extensions. d. Obligations. Each party must notify the other promptly of a claim under this Section. The party seeking protection must (i) give the other sole control over the defense and settlement of the claim; and (ii) give reasonable help in defending the claim. The party providing the protection will (1) reimburse the other for reasonable out-of-pocket expenses that it incurs in giving that help and (2) pay the amount of any resulting adverse final judgment or settlement. The parties’ respective rights to defense and payment of judgments (or settlement the other consents to) under this Section 7 are in lieu of any common law or statutory indemnification rights or analogous rights, and each party waives such common law or statutory rights. 


Limitation of liability. a. Limitation. The aggregate liability of each party for all claims under this Agreement is limited to direct damages up to the Fees paid under this Agreement during the 12 months before the cause of action arose. b. EXCLUSION. Neither party will be liable to the other for loss of revenue or indirect, special, incidental, consequential, punitive, or exemplary damages, or damages for lost profits, revenues, business interruption, or loss of business information, even if the party knew they were possible or reasonably foreseeable. c. Exceptions to limitations. The limits of liability in this Section apply to the fullest extent permitted by applicable law but do not apply to: (1) the fulfillment of each party’s indemnification obligations; or (2) violation of the other party's intellectual property rights.