CIRCUL USER AGREEMENT

Updated: December 15, 2023

These Terms of Use (the “Agreement”) describe the www.circulsense.com that govern your use of the CIRCUL RING  APP and website (the “Service”), the Smart Ring and the Charger (the “Product”). THIS WEBSITE AND MOBILE APPLICATION ARE OWNED AND OPERATED BY CIRCUL SENSE (“CIRCUL”). Your use of the CIRCUL RING APP will be deemed to be your acceptance of this Agreement and your agreement to be bound by the terms of this Agreement. IF YOU DO NOT AGREE TO THIS AGREEMENT, PLEASE DO NOT USE THE CIRCUL RING APP.  CIRCUL reserves the right to amend this Agreement, and the updated terms of this Agreement will be posted on the CIRCUL RING APP, effective from the date of publication. For the purposes of this Agreement, the User means any individual who uses and/or accesses the Service.

Purpose of the Agreement

This User Agreement, the Privacy Statement (which can be found in the “My” > “Settings” section of “CIRCUL RING”) and other policies posted or made available on the Service (collectively, the “Agreement”) are the terms and conditions under which we provide you with access to and access to the Service. Through this Agreement, you will learn about us, how we provide the Service to you, the activities permitted and prohibited by the Service or related services of the Service, measures to respond to problems, and other important information. Please read this Agreement carefully. If you access or use the Service, you are deemed to have entered into a legally binding agreement with us and agree to accept this Agreement. If you do not accept this Agreement, please do not access or use the Service.

Scope of Software Authorization

Users may install, use, display and run the Service on mobile terminal devices for non-commercial purposes. Without the written authorization and permission of CIRCUL, the User shall not install, use or run the Software for commercial purposes, and shall not copy, change, modify, hook up or create any derivative works of the Software or the data released into the memory of any terminal device during the operation of the Software and the interactive data between the client and the server during the operation of the Software, including but not limited to the use of plug-ins, plug-ins or unauthorized third-party tools/services to access the Software and related systems. For commercial sale, reproduction and distribution, such as pre-installation and bundling of software, written authorization and permission from CIRCUL is required.

The User shall not install the Software on other terminal devices without the express permission of CIRCUL without the permission of CIRCUL.

The User may make one copy of the Software for the purpose of using the Software and Services for backup purposes only. The backup copy must contain all copyright information contained in the original software.

Except as expressly authorized in this Agreement, CIRCUL does not grant the User any other rights, and the User’s written consent is required for the use of other rights.

This Product is not a medical device and you expressly agree that the Service does not involve the provision of medical advice by CIRCUL. These services are not intended to diagnose, treat, cure, or prevent any disease or medical condition. These services are for informational purposes only and are not a substitute for the services of a physician or medical professional. You should not ignore or delay seeking medical advice because of any information provided on the Services, nor should you use the Services or any information provided in the Services to diagnose or treat a health problem.

Software upgrades

In order to improve the user experience and improve the service content, CIRCUL has the right to replace, modify and upgrade the version of the Software from time to time, and the Software will enable the “Upgrade Reminder” function for the User by default, and CIRCUL will provide the User with the option to choose whether to activate this function depending on the version of the Software used by the User. CIRCUL does not guarantee the continued availability of the old version of the Software after the release of a new version of the Software.

Account Security

You shall keep your CIRCUL RING account username and password, in-app purchase password, and other information (“Account and Transaction Information”) safe and secure, and shall not share such information with anyone. We recommend that you choose a strong password and keep it safe. You are responsible for keeping your password secure. If you provide your account and transaction details to a third party, you will be solely responsible for any losses, damages, liabilities and claims arising therefrom. YOU MAY NOT USE ANYONE ELSE’S CIRCUL RING ACCOUNT TO ACCESS THE SERVICE. You shall take appropriate measures to protect your account and transaction information from unauthorized use by third parties.

User Behavior Requirements

You shall be responsible for your use of the CIRCUL RING Products and related services, and unless permitted by law or with the  prior written permission of CIRCUL RING, you shall not use the CIRCUL RING Products and related services in any of the following ways:

Use any unauthorized or permitted plug-ins, plug-ins, systems or third-party tools to interfere with, destroy, modify or otherwise affect the normal operation of the CIRCUL RING products and related services.

USE OR USE CIRCUL RING PRODUCTS AND RELATED SERVICES TO CARRY OUT ANY ACTS THAT ENDANGER THE SECURITY OF COMPUTER NETWORKS, INCLUDING BUT NOT LIMITED TO:

l Remove all copyright, trademark, or other proprietary notices on the Software and other copies or take it for yourself or transfer it to another person. and modifying, deleting, or circumventing the technical measures set up by the Software to protect intellectual property rights.

l Provide programs and tools that are specially used to engage in activities that endanger network security, such as invading the network, interfering with the normal functions and protective measures of the network, and stealing network data

l Clearly knowing that others are engaged in activities that endanger network security, provide them with assistance such as technical support, advertising and promotion, payment and settlement:

l Use unauthorized data or access unauthorized servers/accounts

l Entering the public computer network or other people’s computer systems without permission and deleting, modifying, or adding stored information;

l Attempt to probe, scan, test the vulnerability of the CIRCUL RING system or network without permission, or otherwise undermine the network security;

l Attempt to interfere with or disrupt the normal operation of the CIRCUL RING system or website, deliberately disseminate malicious programs or viruses, and other acts that disrupt or interfere with the normal network information services;

l Forge TCP/IP packet names or partial names;

l reverse engineer, disassemble, compile or otherwise attempt to discover the source code of the CIRCUL RING Products and Services;

l MALICIOUS REGISTRATION OF CIRCUL RING ACCOUNTS, INCLUDING BUT NOT LIMITED TO FREQUENT AND BATCH REGISTRATION OF ACCOUNTS;

l Violation of laws and regulations, this Agreement, the relevant rules of the Company and other acts that infringe upon the legitimate rights and interests of others;

l Users access or use the Software and Services through third-party compatible software or systems not developed, authorized or approved by CIRCUL, or create, publish or disseminate the above tools;

l Use the Software to publish, transmit, transmit, or store content that violates your local laws;

l infringe our intellectual property rights or that of any third party when accessing and/or using the Service;

l Use the Software to publish, transmit, and disseminate advertising information and spam information in batches;

l OTHERWISE USE THE SOFTWARE AND OTHER SERVICES PROVIDED BY CIRCUL IN ANY UNLAWFUL MANNER, FOR ANY UNLAWFUL PURPOSE, OR IN ANY MANNER INCONSISTENT WITH THE USE PERMITTED HEREIN.

l distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, play, transmit, transmit, or otherwise use the Service;

l Submit or otherwise make available to anyone in any form all or part of the content of the Service (including object code and source code) without our prior written permission;

l develop, support, or use software, devices, scripts, robots, or any other means or processes (including crawlers, browser plug-ins, or any other technology or human work) to scrape the Services or otherwise copy user information and other data from the Services;

l Use the Service to engage in any illegal commercial transactions, such as trafficking in arms, drugs, illegal substances, pirated software, or other contraband;

l providing gambling information or using any means to induce others to gamble;

l Ask for someone else’s login information or access someone else’s account;

l Engaging in money laundering, cash-out, or pyramid schemes;

l attempt to violate this Agreement (or any part thereof), or facilitate or encourage such conduct;

Applicable specifications for the information content of CIRCUL RING

You undertake and agree to access and use the Services in a lawful and ethical manner and in accordance with this Agreement. You understand and agree that you may not use the Service to transmit any information or otherwise engage in any activity that is false, defamatory, infringing, harmful, pornographic, infringing, offensive, hazing, harassing, scandalous, hateful, inflammatory, threatening, profane, obscene, invasive of privacy, or otherwise objectionable, including, but not limited to, promoting illegal activity, having explicit depictions, advocating violence, and any discriminatory, unlawful, causing or likely to cause personal or property loss or injury, Information and conduct that may give rise to civil or criminal liability under applicable law (including, but not limited to, any information that you do not have the right to post or transmit, or where such posting or transmission violates any confidentiality obligations and/or third party intellectual property rights).

Without the written permission of CIRCUL RING, you shall not, or authorize or permit any third party to do the following with respect to the information content in CIRCUL RING’s products and related services:

l Copying, reading and adopting the information content of CIRCUL RING products and related services for commercial purposes including but not limited to publicity, increasing the number of readers and pageviews;

l Editing, arranging, arranging, and displaying the information content of CIRCUL RING products and related services on channels other than the source pages of CIRCUL RING products and related services without authorization

l Using any form of identification methods, including but not limited to special logos, special codes, etc., to cause adverse effects such as traffic, reading volume, transfer, hijacking, etc., to the information content of CIRCUL RING products and related services by itself or to assist a third party;

The User understands and agrees that:

Subject to applicable laws and regulations, we have the right to take necessary measures to ensure your compliance with this Agreement and applicable laws, or orders or requirements of courts, government orders, administrative agencies or other government agencies for the purpose of operating and improving the Service (including but not limited to fraud prevention, risk assessment, investigation and customer support).

l CIRCUL RING will determine whether the user is suspected of violating the above terms of use, and will suspend or terminate your license or take other restrictive measures that may be taken in accordance with this agreement.

l CIRCUL RING will directly delete any information published by the user when using the licensed software that is suspected of violating the law or infringing on the legal rights of others or violating this agreement.

l In the event that the User’s violation of the above Terms of Use causes damage to a third party, you shall be solely liable in your own name and shall indemnify CIRCUL RING from any losses or additional costs incurred thereby.

l In the event that the User violates the relevant laws and regulations or the provisions of the Agreement, causing CIRCUL RING to suffer losses, or is subject to claims by a third party, or is subject to penalties imposed by administrative authorities, the User shall compensate CIRCUL RING for the losses and/or expenses incurred thereby, including reasonable attorney’s fees, investigation and evidence collection costs.

Description of Third-Party Services

The User understands and agrees that the Software may contain services provided by CIRCUL’s affiliates or third parties, and that CIRCUL only provides relevant functional modules in the system for the convenience of the User and provides an entry point for the use of third-party services.

Regardless of whether the third-party service is pre-installed in the software system service, or is activated or ordered by the user, the user understands and agrees that CIRCUL does not make any express or implied guarantee or guarantee for the legality and validity of the actions of the third-party service provider or user, as well as the legality, accuracy, effectiveness and security of the third-party service.

CIRCUL does not supervise third-party services, does not have any control over them, and does not provide any kind of warranties or guarantees, let alone liability, for third-party services.

Any dispute or controversy between the User and the third-party service provider shall be resolved by the User and the third-party service provider through negotiation in accordance with the business process and business specifications of the third-party service provider, and CIRCUL shall not be held responsible.

Service Risks and Disclaimers

The use of the Service may be interrupted, delayed, or interrupted for unknown periods of time due to reasons beyond our control. The CIRCUL Parties shall not be liable for any claim arising out of or in connection with such interruptions, delays, interruptions or similar failures.

The Service is not a medical device and you expressly agree that the Service does not involve the provision of medical advice by CIRCUL RING. These services are not intended to diagnose, treat, cure, or prevent any disease or medical condition. These services are for informational purposes only and are not a substitute for the services of a physician or medical professional.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE CIRCUL PARTIES SHALL NOT BE LIABLE FOR ANY LIABILITY, LOSS, DAMAGE, OR COMPENSATION ARISING FROM YOUR OR ANY OTHER PERSON’S INABILITY TO ACCESS OR USE THE SERVICE AS A RESULT OF:

Our maintenance or upgrade of the system or software and hardware results in the suspension or termination of the Service;

l delays or failures in communications of systems or networks not owned or controlled by us;

l suspension, cancellation or termination of a contract or other agreement between us and any third-party payment service provider;

l errors or outages due to hacking or similar security impacts;

l Other causes beyond our reasonable control.

The Service is provided on an “as is” and “as available” basis without warranty or endorsement of any kind. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE CIRCUL PARTIES DO NOT ACKNOWLEDGE ANY WARRANTIES, CONDITIONS OR OTHER AGREEMENTS, EXPRESS OR IMPLIED, AND MAKE NO GUARANTEES, UNDERTAKINGS, REPRESENTATIONS OR WARRANTIES IN RESPECT OF:

(a) the completeness, accuracy, reliability, or timeliness of any content available under or through the Service;

(b) the existence of defects, bugs, viruses, bugs or other harmful elements in the Service or the server that hosts it;

(c) whether defects in the operation or functionality of the Service will be corrected;

(d) warranties relating to certain features of the Service, or the reliability, quality, or accuracy of any information obtained by you while using or accessing the Service;

(e) whether the Service is secure and error-free;

(f) whether the Service is reliable, high-quality, accurate, available or capable of meeting your needs, producing or achieving a particular result or outcome.

The User agrees that CIRCUL has the right to suspend, interrupt or terminate the provision of all or part of the Services to the User based on the requirements of judicial, regulatory and supervisory authorities or for its own business reasons. CIRCUL does not accept any liability in this regard.

The User understands and agrees that CIRCUL will use its commercially reasonable efforts to ensure the security of the User’s data storage in the Software and Services, but that CIRCUL cannot provide complete guarantees and the User understands that CIRCUL is not responsible for the deletion or storage or backup failure of data in the Services.

Termination or Suspension of Services

We may temporarily or permanently suspend, cancel or restrict your access to all or part of the Service at any time in accordance with applicable law, without liability to any person or third party. We will endeavour to notify you before taking any of the foregoing actions. However, under certain circumstances (including but not limited to the following), we may immediately restrict, cancel or terminate your access to all or part of the Services, permanently or temporarily, without prior notice to you:

your breach of, or we have reason to believe that you are about to violate, this Agreement, including any covenants, policies or guidelines contained therein;

engage in fraudulent or illegal activity by you or anyone acting on your behalf, or provide false or misleading information to us;

respond to requests from law enforcement or government agencies in accordance with valid legal process;

Perform emergency system or hardware maintenance updates;

For unforeseen technical, security, or business reasons.

Liability for breach of contract

CIRCUL has the right to determine whether the User’s behavior complies with the provisions of this Agreement, and if it believes that the User has violated the relevant laws and regulations or the provisions of this Agreement and relevant rules, CIRCUL has the right to take such measures as CIRCUL deems appropriate against the User, such as deleting the violating information, restricting, suspending, terminating the User’s use of the Software and Services, pursuing the User’s legal liability, and other measures that CIRCUL deems appropriate according to the severity of the User’s violation. The User shall be solely responsible for any loss suffered by CIRCUL (including but not limited to the receipt of any claim from any third party or the penalty imposed by any administrative authority).

Changes to the Agreement

CIRCUL reserves the right to amend the terms of this Agreement if necessary, and in the event of a change to the terms of the Agreement, the revised terms will be posted on the relevant page. If you do not agree with the changes, you should cancel the service on your own initiative. If the user continues to use the service, it will be deemed to have accepted the changes to the terms of the agreement.

CIRCUL reserves the right to modify or change the fee-based services, charging standards, charging methods, service fees and terms of service as necessary. In the course of providing the Services, CIRCUL may start charging certain fees to the Users of certain Services now or in the future, and if the Users refuse to pay such fees, they may not continue to use the relevant Services after the charges have begun.

Governing Law and Dispute Resolution

The validity and interpretation of the terms of this Agreement shall be governed by the laws of the country in which it is located. In the absence of relevant legal provisions, international business practices and/or business practices are used by reference. The User and CIRCUL agree that any dispute arising out of or in connection with the Service shall be resolved through negotiation between the two parties, and if the negotiation fails, either party may submit to the court of competent jurisdiction in the place where this Agreement is signed.