These Terms of Service constitute a legally binding agreement between you, whether personally or on behalf of an entity, and Zhijiang Wanniku Trading Co., Ltd., operating as Wan Ni Ku. By accessing or using our website at https://www.wanniku.lat, engaging our computer systems design and IT services, or interacting with us in any professional capacity, you agree to be bound by these Terms of Service and all applicable laws and regulations.
If you do not agree with any provision of these Terms of Service, you must immediately discontinue use of our website and refrain from using our Services. Your continued use of the website or Services following the posting of any changes to these Terms constitutes acceptance of those changes. We recommend that you periodically review these Terms to stay informed of any updates.
These Terms of Service apply to all visitors, users, clients, and any other persons who access or use our website or Services. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms, in which case the terms you and your shall refer to that entity.
For the purposes of these Terms of Service, the following definitions apply. These definitions are intended to provide clarity and should be read in conjunction with the overall context of these Terms.
In these Terms, unless the context otherwise requires, words in the singular include the plural and vice versa, and words importing any gender include all genders. Headings are for convenience only and do not affect the interpretation of these Terms.
By using our website and Services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into a binding contract. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.
If we provide you with account credentials for accessing any client portal, project management platform, or other protected area of our Services, you are responsible for maintaining the confidentiality of those credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.
We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders at our sole discretion. We may also suspend or terminate access to the Services if we reasonably believe that your use poses a security risk, violates applicable law, or is detrimental to our systems, other clients, or the public.
Wan Ni Ku provides professional services in the field of computer systems design and related technical services. Our service offerings include but are not limited to the following categories, each of which may be further detailed in a separate service agreement, statement of work, or project proposal.
We design custom hardware and software system architectures for enterprise environments, including requirements analysis, capacity planning, topology design, component selection, and integration strategy. Deliverables typically include system architecture documents, design specifications, and implementation roadmaps.
We provide end-to-end integration services connecting disparate platforms, legacy systems, and cloud services. This includes API development, middleware configuration, data transformation, workflow automation, and system interoperability testing.
We offer strategic technology consulting including digital transformation planning, technology stack evaluation, vendor assessment, IT governance framework design, and technology due diligence for mergers and acquisitions.
We provide ongoing monitoring, maintenance, and support services for IT infrastructure, including help desk support, patch management, performance optimization, backup and disaster recovery, and security operations.
We develop bespoke software applications, system integrations, and automation solutions tailored to specific client requirements using modern development methodologies, frameworks, and quality assurance practices.
Successful delivery of our Services depends on timely and effective cooperation from the Client. By engaging our Services, the Client agrees to fulfill the following obligations to enable Wan Ni Ku to perform its work efficiently and effectively.
The Client shall provide Wan Ni Ku with all necessary information, documentation, system access, and personnel availability that is reasonably required to perform the agreed Services. The Client acknowledges that delays in providing such access or information may result in project timeline adjustments and additional costs.
The Client shall designate a primary point of contact who has the authority to make decisions, provide approvals, and resolve issues related to the Services. This contact person shall be available for regular status meetings and ad hoc communications as required by the project schedule.
The Client agrees to use our Services in compliance with all applicable laws, regulations, and industry standards. The Client shall not use our Services for any unlawful purpose or in any manner that could damage, disable, overburden, or impair our systems or interfere with the use of our Services by other clients.
The Client shall review deliverables and provide feedback or approval within the timeframes specified in the applicable service agreement. Failure to respond within the agreed timeframe may be deemed acceptance of the deliverable, and Wan Ni Ku may proceed with the next phase of work accordingly.
This section governs the ownership and use of intellectual property created, used, or disclosed in connection with the Services. Clear allocation of intellectual property rights is essential to our professional relationship with every Client.
Each party retains all right, title, and interest in and to its pre-existing intellectual property. Any materials, software, tools, frameworks, methodologies, or know-how that Wan Ni Ku owned or developed prior to the engagement or develops independently of the engagement remain the sole property of Wan Ni Ku.
Subject to full payment of all fees due and owing, Wan Ni Ku assigns to the Client all right, title, and interest in and to the Deliverables created specifically for the Client under the applicable service agreement. This assignment excludes any pre-existing intellectual property, third-party components, and general-purpose tools or libraries incorporated into the Deliverables.
To the extent that Wan Ni Ku incorporates its pre-existing intellectual property into Deliverables, Wan Ni Ku grants the Client a perpetual, irrevocable, non-exclusive, royalty-free, worldwide license to use such pre-existing materials solely as part of and in connection with the use of the Deliverables.
The Client grants Wan Ni Ku a limited, non-exclusive, royalty-free license to use the Client Content solely to the extent necessary to perform the Services. This license terminates upon completion of the Services or termination of the engagement.
Both parties recognize that during the course of the engagement, each may have access to Confidential Information of the other party. The protection of such information is critical to maintaining trust and the integrity of our professional relationship.
Each party agrees to hold the Confidential Information of the other party in strict confidence, to use such information only for the purposes of performing obligations under these Terms or the applicable service agreement, and to disclose such information only to those employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein.
Confidential Information does not include information that: is or becomes publicly known through no breach of these Terms by the receiving party; was in the receiving party possession or known prior to receipt from the disclosing party; was rightfully disclosed to the receiving party by a third party without restriction; or is independently developed by the receiving party without use of the Confidential Information.
If a party is required by law, regulation, or court order to disclose Confidential Information, that party shall provide prompt prior notice to the other party, to the extent legally permitted, and shall cooperate with the other party in seeking a protective order or other appropriate remedy.
The confidentiality obligations in this section survive termination of these Terms and any service agreement for a period of five (5) years from the date of disclosure, except for trade secrets, which shall remain confidential for as long as they retain their status as trade secrets under applicable law.
The fees for our Services, payment schedules, and invoicing procedures shall be specified in the applicable service agreement, statement of work, or proposal. The following general terms apply to all engagements unless otherwise agreed in writing.
Wan Ni Ku offers various fee structures depending on the nature of the engagement, including fixed-price project fees, time and materials billing at agreed hourly or daily rates, and recurring retainer arrangements for ongoing managed services. The applicable fee structure will be clearly stated before engagement commencement.
Invoices are issued according to the schedule set forth in the service agreement. Unless otherwise specified, payment is due within thirty (30) calendar days from the date of the invoice. Late payments shall accrue interest at the rate of one and a half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is lower.
The Client shall reimburse Wan Ni Ku for all reasonable, pre-approved out-of-pocket expenses incurred in connection with the performance of the Services, including but not limited to travel, accommodation, third-party software licenses, and specialized equipment procured specifically for the engagement.
All fees and charges are exclusive of applicable taxes, levies, duties, or similar governmental assessments of any nature. The Client is responsible for paying all such taxes, excluding taxes based on Wan Ni Ku net income or property.
Wan Ni Ku reserves the right to suspend the provision of Services if any invoice remains unpaid for more than fifteen (15) calendar days after its due date. Suspension shall not relieve the Client of its obligation to pay all amounts due. Services will resume upon receipt of full payment of all outstanding amounts.
This section sets forth the limitations on the liability of Wan Ni Ku and its affiliates, officers, employees, agents, and subcontractors. These limitations are a fundamental element of the basis of the bargain between the parties and reflect the allocation of risk agreed upon.
To the maximum extent permitted by applicable law, in no event shall Wan Ni Ku be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, business interruption, or cost of substitute services, arising out of or in connection with these Terms or the Services, whether based on contract, tort, strict liability, or any other legal theory, even if Wan Ni Ku has been advised of the possibility of such damages.
The total aggregate liability of Wan Ni Ku for all claims arising out of or relating to these Terms or the Services, whether in contract, tort, or otherwise, shall not exceed the total amount of fees actually paid by the Client to Wan Ni Ku during the twelve (12) month period immediately preceding the event giving rise to the claim.
The limitations in this section shall not apply to liability arising from death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by applicable law.
The parties acknowledge that the limitations of liability set forth in this section are reasonable and that the fees payable under these Terms have been calculated in reliance upon these limitations. The Client agrees that Wan Ni Ku would not be able to provide the Services at the agreed fees without these limitations.
The Client agrees to indemnify, defend, and hold harmless Wan Ni Ku, 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 related to the following.
The Client shall indemnify Wan Ni Ku against claims arising from the Client breach of these Terms of Service, including any breach of the Client representations, warranties, or obligations set forth herein, or any violation of applicable law by the Client or its personnel.
The Client shall indemnify Wan Ni Ku against claims alleging that the Client Content or any data, materials, or instructions provided by the Client to Wan Ni Ku infringe, misappropriate, or violate the intellectual property rights or privacy rights of any third party.
The Client shall indemnify Wan Ni Ku against claims arising from the operation of the Client systems, networks, applications, or other technology assets, except to the extent such claims result directly from Wan Ni Ku gross negligence or willful misconduct in performing the Services.
Wan Ni Ku provides the Services with professional skill and diligence in accordance with generally accepted industry standards. However, the nature of technology services involves inherent uncertainties, and the following warranties and disclaimers define the scope of our commitments.
Wan Ni Ku warrants that the Services will be performed in a professional and workmanlike manner consistent with industry standards for computer systems design and IT services. Any claim for breach of this warranty must be made in writing within thirty (30) days after completion of the relevant Services.
Except as expressly set forth in these Terms or the applicable service agreement, the Services are provided on an AS IS and AS AVAILABLE basis. Wan Ni Ku expressly disclaims all warranties of any kind, whether express, implied, statutory, or otherwise, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
Wan Ni Ku does not warrant or guarantee that the Services will achieve any specific business outcome, performance improvement, or financial result. The Client acknowledges that technology systems are subject to many variables beyond Wan Ni Ku control, and that Wan Ni Ku cannot guarantee uninterrupted or error-free operation of any system.
The information and materials on our website are provided for general informational purposes only. While we strive to keep the content accurate and up to date, we make no representations or warranties of any kind about the completeness, accuracy, reliability, suitability, or availability of the website content.
These Terms of Service shall remain in effect for as long as you use our website or receive Services from Wan Ni Ku. The terms governing individual service engagements are defined in the applicable service agreement, along with the specific termination provisions.
Unless otherwise specified in the applicable service agreement, either party may terminate a service engagement for any reason upon providing thirty (30) calendar days written notice to the other party. Upon termination, the Client shall pay Wan Ni Ku for all Services performed and expenses incurred through the effective date of termination.
Either party may terminate a service engagement immediately upon written notice if the other party materially breaches these Terms or the applicable service agreement and fails to cure such breach within fifteen (15) calendar days after receiving written notice of the breach, or if the other party becomes insolvent, files for bankruptcy, or ceases operations.
Upon termination, Wan Ni Ku shall deliver to the Client all completed Deliverables and work in progress for which payment has been received. The Client shall return or destroy all Confidential Information of Wan Ni Ku in its possession. Provisions of these Terms that by their nature should survive termination shall do so, including those related to intellectual property, confidentiality, limitation of liability, indemnification, and governing law.
In the course of providing our Services, we may recommend, integrate, or deploy third-party products, software, platforms, or services on behalf of the Client. The following provisions govern our relationship with respect to third-party offerings.
Wan Ni Ku does not endorse, warrant, or assume responsibility for any third-party product or service. Any third-party software or service is governed by the terms and conditions, licenses, and privacy policies of the respective third-party provider. The Client is responsible for reviewing and complying with those third-party terms.
Unless otherwise agreed in writing, the Client is responsible for all license fees, subscription charges, and other costs associated with third-party products or services deployed or recommended as part of the engagement. Wan Ni Ku may facilitate procurement but is not a reseller of third-party products.
Wan Ni Ku shall not be liable for any failure, interruption, or deficiency in Services caused by or attributable to any third-party product or service. The Client sole recourse for any issue with a third-party product is against the third-party provider.
This section outlines the procedures for resolving disputes that may arise between the parties in connection with these Terms of Service or the provision of Services.
These Terms of Service and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of the People Republic of China, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
The parties shall first attempt to resolve any dispute informally through good-faith negotiations. If the dispute is not resolved within thirty (30) calendar days, either party may refer the matter to mediation administered by a mutually agreed mediation institution. Each party shall bear its own costs of mediation, and the parties shall share equally the fees and expenses of the mediator.
If mediation fails to resolve the dispute within sixty (60) calendar days of referral, the dispute shall be finally settled by binding arbitration administered in accordance with the rules of the China International Economic and Trade Arbitration Commission (CIETAC). The arbitration shall be conducted in English and the seat of arbitration shall be Beijing, China. The arbitration award shall be final and binding, and judgment on the award may be entered in any court having jurisdiction.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief from a court of competent jurisdiction to prevent immediate and irreparable harm, particularly in cases involving intellectual property infringement or breach of confidentiality obligations.
Wan Ni Ku reserves the right to modify, update, or replace these Terms of Service at any time at its sole discretion. When we make changes, we will revise the Last Updated date at the top of this page and post the updated Terms on our website. We may also provide additional notice as appropriate for material changes.
Changes to these Terms will become effective immediately upon posting for new visitors and users. For existing Clients with active service engagements, material changes will become effective thirty (30) calendar days after we provide notice, unless the changes are required by applicable law or are necessary to address a security or operational emergency.
Your continued use of the website or Services after the effective date of any changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of the website and, in the case of active service engagements, provide written notice of termination within the thirty-day notice period.
This section contains miscellaneous provisions that apply to these Terms of Service and the relationship between the parties. These provisions are integral to the enforceability and interpretation of the entire agreement.
These Terms of Service, together with any service agreement, statement of work, or other document expressly incorporated by reference, constitute the entire agreement between the parties concerning the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.
If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
No waiver of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure by Wan Ni Ku to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
The Client may not assign or transfer these Terms, or any rights or obligations hereunder, without the prior written consent of Wan Ni Ku. Wan Ni Ku may assign or transfer these Terms without restriction, including in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.
Neither party shall be liable for any failure or delay in performance arising from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, government actions, Internet or utility failures, epidemics, pandemics, or any other event that could not have been reasonably foreseen or prevented.
The relationship between Wan Ni Ku and the Client is that of independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship between the parties. Neither party has the authority to bind the other or incur obligations on the other behalf without prior written consent.
All notices required or permitted under these Terms shall be in writing and shall be delivered by email (with confirmation of receipt) or by internationally recognized courier service. Notices to Wan Ni Ku shall be sent to mail@wanniku.lat. Notices to the Client shall be sent to the email address or physical address provided during engagement.
Unless otherwise expressly stated, nothing in these Terms is intended to confer any rights or remedies on any third party, and no person other than the parties hereto shall have any right to enforce any provision of these Terms.
If you have any questions, concerns, or feedback regarding these Terms of Service, or if you need to send any legal notices, please contact us using the information below. We are committed to addressing all inquiries promptly and professionally.
Company: Zhijiang Wanniku Trading Co., Ltd.
Address: Group 4, Caijiaxi Village, Gujiadian Town, Yichang 443000, China
Email: mail@wanniku.lat
Phone: +13312838998
Website: https://www.wanniku.lat
For service-related inquiries, project management matters, or technical support, please contact your designated project manager or account representative directly. For general business inquiries, our standard response time is within two (2) business days. Legal notices must be sent via email with a read receipt requested or through physical mail with tracking and delivery confirmation.