1. Acceptance of Terms
These Terms of Service (Terms) constitute a legally binding agreement between you and 儋州拂夕科技有限公司, operating as Dawn Whisper (we, us, or our), a company registered in the Peoples Republic of China. By accessing or using our website at www.dawnwhisper.autos or engaging our computer systems design and related services, you agree to be bound by these Terms.
If you do not agree to all of these Terms, you must not access our website or use our services. These Terms apply to all visitors, users, clients, and others who access or use our website and services.
2. Company Information
Legal Name: 儋州拂夕科技有限公司
Operating Name: Dawn Whisper
Industry: Computer Systems Design and Related Services
Registered Address: Luyuan District, Green Garden Community Building 20 Unit 3 Room 1205, Danzhou, Hainan 571700, China
Contact Email: touch@dawnwhisper.autos
Contact Phone: +1 (319) 402-0935
3. Description of Services
Dawn Whisper provides computer systems design and related services, including but not limited to:
- Systems architecture design and consulting.
- Cloud infrastructure planning, deployment, and management.
- Custom software development and integration.
- Performance engineering, optimization, and load testing.
- Cybersecurity assessment, threat modeling, and compliance guidance.
- Technology strategy consulting and engineering process advisory.
The specific scope, deliverables, timeline, and fees for any project engagement will be defined in a separate written agreement, statement of work, or service proposal executed by both parties. In the event of a conflict between these Terms and an executed project agreement, the project agreement shall prevail.
4. Use of Our Website
By using our website, you agree that:
- You will use the website only for lawful purposes and in compliance with all applicable laws and regulations.
- You will not use the website to transmit any material that is defamatory, offensive, or otherwise objectionable.
- You will not attempt to gain unauthorized access to any portion of the website, the server on which it is hosted, or any server, computer, or database connected to the website.
- You will not introduce any viruses, malware, or other harmful code to the website.
- You will not use any automated means, including bots, scrapers, or spiders, to access or collect data from the website without our prior written consent.
5. Intellectual Property
5.1 Our Intellectual Property
All content on this website, including text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, and software, is the property of Dawn Whisper or its content suppliers and is protected by applicable intellectual property laws. The Dawn Whisper name, logo, and all related marks are trademarks of 儋州拂夕科技有限公司.
You may view, download, and print pages from the website for your personal, non-commercial use only. You must not reproduce, duplicate, copy, sell, resell, or otherwise exploit any portion of the website or its content without our express written permission.
5.2 Project Deliverables
Ownership and licensing of intellectual property created during a project engagement shall be governed by the terms of the applicable project agreement. Unless otherwise agreed in writing, upon full payment for services rendered, we assign to the client all rights, title, and interest in the custom deliverables created specifically for that engagement, subject to our retained rights in any pre-existing materials, tools, frameworks, and methodologies used in the course of delivery.
6. Client Responsibilities
When engaging our services, you agree to:
- Provide accurate and complete information about your requirements, existing systems, and business context.
- Designate a point of contact with authority to make decisions and provide timely feedback.
- Grant reasonable access to systems, data, and personnel necessary for us to perform the agreed services.
- Review deliverables and provide feedback within agreed timeframes.
- Make timely payments in accordance with the agreed payment schedule.
7. Confidentiality
Both parties agree to maintain the confidentiality of all non-public information disclosed during the course of our engagement. Confidential information includes, but is not limited to, business plans, technical specifications, source code, customer data, financial information, and trade secrets.
Confidentiality obligations shall survive termination of the engagement for a period of three (3) years, or indefinitely with respect to trade secrets. These obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, is independently developed without reference to confidential information, or is required to be disclosed by law.
8. Limitation of Liability
To the fullest extent permitted by applicable law:
- Our website and its content are provided on an as-is and as-available basis without warranties of any kind, either express or implied.
- We do not warrant that the website will be uninterrupted, error-free, or free of harmful components.
- In no event shall Dawn Whisper, its directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages arising from or related to your use of the website or our services.
- Our total aggregate liability for any claims arising from a project engagement shall not exceed the total fees paid by you for that specific engagement during the twelve (12) months preceding the event giving rise to the claim.
9. Indemnification
You agree to indemnify, defend, and hold harmless Dawn Whisper, its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from:
- Your use of our website in violation of these Terms.
- Your breach of any applicable law or regulation.
- Your infringement of any third-party intellectual property rights.
- Any claim that materials or data you provided to us infringe the rights of a third party.
10. Payment Terms
Payment terms for services shall be specified in the applicable project agreement or statement of work. Unless otherwise agreed:
- Invoices are payable within thirty (30) calendar days from the invoice date.
- Late payments may incur interest at a rate of 1.5% per month, or the maximum rate permitted by applicable law, whichever is lower.
- We reserve the right to suspend services if payment is overdue by more than fifteen (15) calendar days beyond the due date.
- All fees are exclusive of applicable taxes, which shall be the responsibility of the client unless otherwise stated.
11. Termination
Either party may terminate a project engagement in accordance with the termination provisions of the applicable project agreement. In the absence of specific termination provisions:
- Either party may terminate an engagement by providing thirty (30) calendar days written notice.
- Either party may terminate immediately if the other party commits a material breach and fails to remedy it within fifteen (15) calendar days of receiving written notice of the breach.
- Upon termination, the client shall pay for all services rendered up to the date of termination.
12. Third-Party Services
Our services may involve the use of or integration with third-party platforms, tools, cloud services, or APIs. We are not responsible for the availability, performance, security, or terms of any third-party service. Your use of third-party services is governed by the respective terms and policies of those providers.
13. Disclaimer of Warranties
Except as expressly set forth in a written project agreement, all services and deliverables are provided as-is without warranty of any kind. We specifically disclaim all implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that any software or system we design or build will operate uninterrupted or error-free.
14. Force Majeure
Neither party shall 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, government action, epidemic or pandemic, Internet or utility failures, and labor disputes. The affected party shall notify the other promptly and take reasonable steps to mitigate the impact.
15. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the Peoples Republic of China. Any dispute, controversy, or claim arising from or relating to these Terms or our services shall be resolved as follows:
- Negotiation: The parties shall first attempt to resolve the dispute through good-faith negotiations within thirty (30) days of written notice of the dispute from either party.
- Mediation: If negotiation fails, the parties may agree to submit the dispute to mediation administered by a mutually agreed mediation center in Hainan Province.
- Litigation: If mediation fails or is declined, either party may submit the dispute to the exclusive jurisdiction of the competent courts of Hainan Province, China.
16. Changes to These Terms
We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to this page with an updated effective date. Your continued use of the website after any changes constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically. Material changes will be communicated through a notice on our website.
17. General Provisions
- Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
- No Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
- Assignment: You may not assign or transfer your rights or obligations under these Terms without our prior written consent.
- Entire Agreement: These Terms, together with any applicable project agreement, constitute the entire agreement between you and Dawn Whisper regarding the subject matter hereof.
- Relationship: Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.
18. Contact Information
For questions, concerns, or notices regarding these Terms, please contact us:
Dawn Whisper (儋州拂夕科技有限公司)Luyuan District, Green Garden Community Building 20 Unit 3 Room 1205
Danzhou, Hainan 571700
China
Email: touch@dawnwhisper.autos
Phone: +1 (319) 402-0935