Регистрация ChimeraTool

PREAMBLE

These General Terms and Conditions (hereinafter: GTC) set out the terms of the legal relationship between Griff Gate Pte Ltd. (hereinafter: Service Provider) and the business users utilizing the ChimeraTool software (hereinafter: User), and contain the rights, obligations, and liability rules that govern the contractual relationship between the Parties.

These GTC apply exclusively to legal entities, sole traders, and other professional organizations acting within the scope of their economic activities. The Service Provider offers the ChimeraTool software (hereinafter: Software or Product) exclusively for business use, and expressly excludes sales to natural persons acting as consumers.

The purpose of these GTC is to provide the Parties with a clear, transparent, and legally valid framework with regard to the licensing of the Software, the use of subscription packages, payment terms, warranty rights and obligations, as well as other rights and obligations of the Parties. Acceptance of the GTC forms an integral part of the ordering process, and by placing an order for the Software and completing registration, the User acknowledges these terms as binding upon itself.

The Service Provider reserves the right to unilaterally amend these GTC, notifying the User in advance of the entry into force of any amendment. The current version of the GTC is available at all times on the website https://chimeratool.cn.

DEFINITIONS

For the purposes of these GTC, the following terms shall have the meanings set out below:

• GTC: These General Terms and Conditions, including all annexes and referenced documents governing the legal relationship between the Parties.
• Service Provider: Griff Gate Pte Ltd., registered office: 30 Petain Road, Singapore 208099, responsible for the distribution of and technical support for the ChimeraTool software.
• User: Any legal entity, sole trader, or other professional organization that uses the Software within the scope of its economic activities and has accepted the terms of these GTC. The User may only act in a B2B (business) capacity; a natural person acting as a consumer may not become a User.
• Parties: The Service Provider and the User collectively.
• Product: All software, subscription packages, feature packages, add-ons, extensions, and other digital content offered and distributed by the Service Provider, which the User may purchase or subscribe to through the Website.
• ChimeraTool / Software: The professional software application developed and distributed by Griff Gate Pte Ltd. for the repair and servicing of mobile devices, available and downloadable through the website https://chimeratool.cn. ChimeraTool encompasses all related updates, patches, and supplementary modules.
• Subscription Packages: Subscription plans offered by the Service Provider for a defined period (generally annual or monthly) and with defined functionality, providing the User with different levels of access to the Software. The available subscription packages and their content are contained in the current price list on the Website.
• Premium Features / Feature Package: The set of additional features of the Software that may be used in addition to the basic subscription package for a separate fee, providing solutions for specialized mobile device repair and servicing tasks beyond the basic functions of the Software.
• Add-ons and Extensions: Additional modules that can be purchased separately for the Software, which do not operate independently but can be installed and used together with the Software, extending the Software's functionality in specific areas.
• Mobile Devices: Smartphones, tablets, and other portable electronic devices for the repair and servicing of which the ChimeraTool software has been developed.
• Website: The internet site operated by the Service Provider at https://chimeratool.cn, providing an interface for learning about, purchasing, downloading, and managing the User Account for the Product.
• Account: The unique access profile created by the User during the registration process on the Website, protected by a username and password, which enables the download of the Product, management of the License, viewing of subscription details, and access to order history.
• Registered User: A User who has created a valid Account on the Website and has successfully completed the registration process, including email address verification.
• Payment Service Provider / FastSpring: FastSpring BV (registered in the Netherlands), which, acting on behalf of the Service Provider, processes payment transactions made through the Website, handles invoicing, and issues electronic invoices to the User. FastSpring has its own general terms and conditions applicable to the payment services it provides.
• Contract: The agreement between the Parties for the licensing of the Product, established under these GTC, which comes into existence upon the Service Provider's dispatch of a fulfillment notification.
• Order / Purchase: The offer submitted electronically by the User on the Website and transmitted to the Service Provider, directed at acquiring the Product, which the User sends by finalizing the order.
• Purchase Price: The amount payable by the User for the selected Product, Subscription Package, Premium Features, Add-ons, and Extensions, as indicated on the Website and confirmed during the ordering process, expressed in USD.
• Prices: The consideration expressed in USD as defined in the current price list on the Website, relating to a given subscription package, Add-on, Extension, or other Product. Prices may include taxes and duties in accordance with the laws applicable at the User's place of establishment.
• Force Majeure Event: Any extraordinary event or circumstance beyond the reasonable control of the Parties, which the Parties could not have foreseen or prevented at the time of entering into the Contract, and which prevents either Party from fulfilling its contractual obligations. Force Majeure Events include in particular: natural disasters, earthquakes, floods, storms, fires, wars, military actions, terrorist acts, civil disturbances, strikes (insofar as they do not affect the obliged party's own employees), governmental measures, global internet service outages, global-level cybersecurity incidents, epidemics, pandemics, or other similar unforeseeable and unavoidable events.

§1. CONTRACTING PARTIES AND GENERAL CONDITIONS FOR ENTERING INTO CONTRACT

1.1. The Contract is exclusively B2B in nature

The Contract established under these GTC is exclusively a business (B2B) legal relationship. The Service Provider offers the Software exclusively to legal entities, sole traders, and other professional organizations that intend to use the Software within the scope of their economic activities, for the purpose of conducting professional mobile device repair and servicing business activities.

By purchasing and using the Software, the User expressly and irrevocably declares that:

• it is acting not as a consumer but as a business user;
• it is entering into the contract on behalf of a legal entity, sole trader, or other business organization and has the authority to do so;
• it intends to use the Software exclusively within the scope of its ordinary business activities involving mobile device repair and servicing.

The Parties expressly establish that consumer protection legislation — including in particular the European Union directives on consumer rights and their national implementations — does not apply to the Contract established under these GTC. To the extent that any applicable legal system would apply a different classification, the Parties establish that the User expressly waives all consumer rights it is not prohibited by law from waiving.

1.2. Declarations of the Service Provider

Within the framework of these GTC, the Service Provider establishes and warrants the following:

• Griff Gate Pte Ltd. is a properly registered and operating business entity under Singapore law, holding a valid operating license to carry out its activities.
• The Service Provider has full authority to license, sell, and distribute the ChimeraTool software.
• The Service Provider establishes that it is not a member of any self-regulatory body or professional association, and is not obliged to undertake compliance with or ensure the application of any code of conduct within the framework of this Contract.
• The Service Provider maintains the applicable permits, registrations, and entries in registers related to its activities in accordance with the relevant Singapore laws.

1.3. Registration process

To use the Software, the User must create a valid Account on the Website. The registration process consists of the following steps:

• Choosing a username: The User selects a unique, non-modifiable username with which they log into the Account and activate the Software. The username must meet the formal requirements defined by the Website.
• Providing an email address: The User registers by providing a valid business email address that they actually use. The email address is the primary channel for communication with the User and for invoice delivery.
• Verification code confirmation: Following registration, the Service Provider sends a verification code to the email address provided. The User must enter this code on the Website to finalize the registration and activate the Account. By confirming the verification code, the User confirms ownership of the email address.

In the case of Resellers, the Service Provider allows an authorized reseller to create Accounts for their own end users through the reseller management interface provided to them. Accounts created in this way are also subject to these GTC, with the simultaneous application of the special provisions applicable to resellers (§5).

The User is obliged to provide accurate, truthful, and up-to-date information during registration. Providing false information may result in the immediate suspension or deletion of the Account and immediate termination of the Contract by the Service Provider.

1.4. User compliance declaration

By registering and purchasing the Software, the User expressly declares and warrants the following:

• The User is a legal entity, sole trader, or other business organization whose scope of activity includes mobile device repair and servicing.
• The User intends to use the Software exclusively for the purposes defined in these GTC, namely for ordinary business activities related to mobile device repair and servicing.
• The User will not use the Software for unlawful purposes, including in particular unauthorized modification of IMEI numbers, processing of illegally obtained devices, servicing of stolen mobile devices, activities violating any manufacturer's servicing prohibition, or any other unlawful activity deviating from the intended use of the Software.
• The User holds all necessary official permits and licenses to carry out mobile device repair activities under the applicable local and national laws.
• The User acknowledges that acceptance of these GTC creates a legally binding agreement, and that the User has read and is able to interpret the terms of the GTC in their entirety.

§2. ORDERING PROCEDURE AND ENTERING INTO CONTRACT

2.1. Product selection

The User may browse the Website to learn about the Products offered by the Service Provider, their content, functionality, and prices. The range of purchasable Products includes in particular:

• ChimeraTool software: The base software, which becomes available to the User through download and license activation.
• Subscription Packages: Subscription plans available in addition to the basic subscription package, with various functionalities and prices, which provide access to the premium features of the Software in defined ways.
• Feature Package (Premium Features): Packages containing specific feature sets of the Software, purchasable alongside the basic subscription.

The product descriptions on the Website are for informational purposes, and the Service Provider may modify them. Detailed descriptions of individual Products are available on the Website. The User is responsible for verifying the content and functionality of a given Product before purchase.

2.2. The ordering process

The User may place an order on the Website by following the steps below:

• Step 1 — Adding to cart: The User selects the desired Product or Products, determines the quantity and desired configuration, and places the selected Product(s) in the virtual shopping cart by clicking the "Add to Cart" or equivalent button. The User may modify the contents of the cart at any time before finalizing the order.
• Step 2 — Login / Identification: Before beginning the payment process, the User logs into their existing Account, or — if they do not yet have an Account — creates a new Account by completing the registration process defined in §1.3.
• Step 3 — Entering payment details: The User enters the payment details required for the transaction (credit or debit card details), which are processed exclusively through the FastSpring BV payment infrastructure in compliance with the relevant security standards. The Service Provider does not store or process the User's bank card details.
• Step 4 — Order confirmation: After reviewing the order summary and the GTC, the User finalizes the order by clicking the "Submit Order" or equivalent button. By doing so, the User makes a binding offer to purchase the Product and declares that they have read and accept these GTC.

2.3. Confirmation and formation of the Contract

Upon receipt of the order, the Service Provider sends an automated confirmation email to the email address provided by the User. This automated confirmation email merely notifies the User of the receipt of the order and does not in itself constitute the formation of the Contract.

The Contract is formed exclusively upon the Service Provider's dispatch of a fulfillment notification, which the Service Provider sends after a successful payment transaction and processing of the order. The fulfillment notification contains the information necessary to download the Software and the data required for license activation. The Service Provider endeavors to send the confirmation and fulfillment notification within 1 (one) hour of receipt of the order; however, the processing time may vary depending on traffic, and the User may not assert any claim for damages after the expiry of 1 hour if delivery of the fulfillment notification is delayed, provided that the delay ceases within a reasonable time.

The Parties establish that:

• the Contract is formed in the English language; any translation of the GTC into another language is for informational purposes only, and in the event of a legal dispute, the English text shall be authoritative;
• the Contract is not filed and is not accessible to either the Parties or third parties in the form of a subsequent query; the User is obliged to retain the contractual documents (order, confirmation, GTC) on their own;
• at the time of placing the order, the User's IP address and other metadata are recorded for the purpose of evidencing acceptance of the GTC, in compliance with applicable data protection rules.

2.4. Payment method

For orders placed through the Website, payment is possible exclusively by credit or debit card, through the payment interface provided by FastSpring BV. The Service Provider does not accept other payment methods (cash, bank transfer, cryptocurrency, PayPal, etc.) in the normal ordering process, except for the reseller payment arrangement regulated in §5, in which case bank transfer is also possible.

FastSpring BV is responsible for the security of payment transactions and the protection of card data in compliance with the applicable PCI-DSS standards. The User must ensure that sufficient balance or credit limit is available on the provided card for the fulfillment of the order.

§3. PRICES AND PAYMENT TERMS

3.1. Determination of prices

All Prices listed on the Product list of the Website are expressed in USD (US dollars). The Prices show the base Purchase Price, which forms the basis of the transaction. If, based on the User's place of establishment, place of business, tax residence, or applicable laws, a value added tax (VAT) or other sales tax obligation arises, the total amount payable increased by the applicable tax amount will be displayed during the payment process, based on the tax calculation mechanism applied by FastSpring BV. The total amount inclusive of tax is contained in the electronic invoice.

The Service Provider reserves the right to unilaterally modify the Prices. Modified Prices are effective for new orders from the date of their publication on the Website. Orders already placed and confirmed are subject to the Prices previously confirmed therein.

3.2. Invoicing

Following a successful payment transaction, FastSpring BV issues and sends an electronic invoice (e-invoice) to the User's email address based on the data provided by the User. The invoice contains the name of the Product, the applicable Purchase Price, any taxes and their amounts, the billing details of FastSpring BV, and the order identifier.

The User is responsible for providing the billing data (company name, address, tax number, etc.) accurately and correctly. The Service Provider excludes liability for billing errors arising from incorrect data entry; the User may take steps to correct billing data through FastSpring BV's customer service.

3.3. Refund policy

Taking into account the specific nature of digital software products and the exclusively B2B nature of the legal relationship, the Service Provider may provide refunds under the conditions set out below.

3.3.1. Conditions for refund

A refund is only possible if all of the following conditions are met simultaneously:

• The Software repeatedly and demonstrably fails to function properly on the User's device, or the Software cannot be installed on the User's device, despite the User having exhausted all reasonable means to resolve the issue (including in particular following the installation guide, updating the operating system and drivers, temporarily disabling antivirus software, running with administrator privileges, and using Support).
• The User reports the problem within 14 (fourteen) calendar days of purchase by opening a support ticket (error report ticket) with the Service Provider's customer service, and the Service Provider is unable to remedy the error within a defined reasonable deadline.

If the above conditions are met, a full refund may be requested within 15 (fifteen) calendar days of purchase, and the Service Provider shall process it in accordance with the applicable rules. No refund claim may be asserted after the expiry of the 15-day deadline.

3.3.2. Excluded cases for refund

In the following cases, no refund is possible under any circumstances:

• Subscription renewals: Refunds for automatically or manually renewed subscription fees are not possible.
• Discounted purchases: Refunds cannot be requested for Products purchased using a promotional offer, coupon code, loyalty discount, or any other discount.
• Multiple subscriptions: If the User has purchased multiple subscriptions, a refund may only apply to the first subscription purchased; refunds for additional subscriptions cannot be requested.
• Change of mind: If the User simply changes their mind after the purchase, or realizes that the Product does not meet their needs, but the Software itself is technically functional, a refund cannot be requested.
• Lost internet connection: If the Software is non-functional due to lack of an internet connection (as the Software requires an internet connection), this does not constitute grounds for a refund.
• Non-compliance with installation guide: If the Software does not work because the User did not follow the installation guide prescribed by the Website or the Software, this does not entitle the User to a refund.
• Lack of administrator rights: If the Software cannot be run on the device due to lack of administrator privileges, and the User did not have the necessary rights for installation, a refund cannot be requested.
• Prior refund: Every User (any person, organization, or their affiliated company identified by email address, username, IP address, or other identifier) is entitled to a maximum of one (1) refund in total during their lifetime. Any further refund request beyond this will be rejected.

3.3.3. Refund procedure

A refund claim may only be submitted through the customer service system on the Website by opening a support ticket. The request must be accompanied by the order identifier, a detailed description of the problem, documentation of the steps taken during troubleshooting, and screenshots of any error messages. The Service Provider will review the request and, with the involvement of FastSpring BV, will arrange for the processing of the approved refund.

§4. PERFORMANCE OF THE CONTRACT AND RIGHT OF USE

4.1. Making the Software available

As performance of the Contract, following a successful payment transaction and the dispatch of the fulfillment notification, the Service Provider makes the ChimeraTool software available to the User for direct download on the website https://chimeratool.cn. The download can be performed by logging into the User's Account, through the Account management interface.

The Software can be installed and run when the system requirements defined in the installation guide are met. The User is obliged to verify that their device meets the minimum system requirements before purchase.

4.2. Login and license activation

To launch and use the Software, the User must log in with their registered username and password. Upon validation of the login credentials, the Software automatically verifies and activates the license assigned to the User. An active internet connection is required for the validity of the license and the continuous operation of the Software, as the Software verifies the license validity online. In the absence of an internet connection, certain features of the Software may be limited or entirely unavailable.

The User is responsible for keeping their login credentials (username, password) confidential and for preventing unauthorized access by third parties. The User is obliged to notify the Service Provider immediately upon becoming aware of unauthorized use of their login credentials. The Service Provider excludes its liability for damages resulting from unauthorized access, provided that the User acted negligently in managing their data.

4.3. Scope of the right of use

Under the Contract, the Service Provider grants the User a limited, non-exclusive, non-transferable, and revocable right of use in respect of the ChimeraTool software, subject to the conditions set out below:

4.3.1. Prohibition of source code access and reverse engineering

The source code of the Software does not form part of the license and is not made available to the User. The User is expressly and unconditionally prohibited from:

• reverse engineering, decompiling, disassembling, or any other activity aimed at obtaining knowledge of the source code of the Software;
• translating the Software into any other programming language (transformation, transliteration);
• creating derivative software, solutions, or products derived from the Software;
• modifying, adapting, or otherwise altering the Software in any way;
• any attempt to hack, manipulate, or circumvent the intended operation of the Software;
• examining the Software through analytical tools for the purpose of obtaining knowledge of the source code.

4.3.2. Purpose-bound use

The right of use extends exclusively to the User's ordinary business activities involving mobile device servicing. Use of the Software for other purposes — including in particular use for the development of other software, reproduction for resale purposes, automated data collection (scraping), or any unlawful purpose — falls outside the scope of the right of use, and may result in immediate termination of the Contract and a claim for damages.

4.3.3. "As-is" use

The Service Provider provides the Software on an "as-is" basis. The Service Provider has no obligation to customize, modify, or extend the Software with any special features to meet the individual needs of the User. The User accepts the Software with the functionality described in the product description on the Website and in the documentation.

4.3.4. Intellectual property rights

All intellectual property rights relating to the ChimeraTool software — including, but not limited to, copyright, trademarks, patents, know-how, and trade secrets — belong exclusively to Griff Gate Pte Ltd. and are not transferred to the User under the Contract. The User acquires only the right of use in respect of the Software as defined in this §4.3. The Contract shall in no way be interpreted as transferring to the User ownership rights, patent rights, trademark rights, or any other intellectual property rights.

4.3.5. Number of devices and slots

The number of mobile devices, so-called "slots", that the User may simultaneously manage depends on the applicable subscription package. The number of slots and the limitations of each subscription package are contained in the current price list and product descriptions on the Website. The User is entitled to use the Software within the limits of the purchased subscription package; exceeding those limits requires an additional subscription or a higher-tier package.

§5. SPECIAL PROVISIONS APPLICABLE TO RESELLERS

5.1. Status of the reseller

Organizations or individuals expressly authorized by Griff Gate Pte Ltd. as resellers are entitled to sell the ChimeraTool software, subscription packages, add-ons, and other Products to end users under the special conditions set out in this §5.

The reseller is an independent, autonomous contracting party, acting in its own name and at its own risk. Under no circumstances may the reseller be considered an agent, representative, employee, or staff member of the Service Provider. The reseller is not authorized to assume obligations, make declarations, enter into contracts, or represent the Service Provider in any form on the Service Provider's behalf, unless the Service Provider has expressly authorized it to do so in advance and in writing.

5.2. Ordering process for resellers

The reseller may only pass on Products to users exclusively through the Website, from the reseller's account, via the interface created for this purpose. The reseller may use the reseller interface designed for this purpose on the chimeratool.cn website after logging in, or may also use the API service of chimeratool.cn, using it exclusively with their own API key.

5.3. Credit management

In the reseller system, credits are assigned to the reseller's Account.
Credits are:

• non-refundable under any circumstances — unused credits cannot be redeemed for cash;
• non-transferable to another reseller, other Account, or third party without the Service Provider's prior, express written consent. Written consent cannot be substituted by a verbal agreement.

5.4. Reseller pricing

The reseller determines the prices offered to end users independently, at its own risk and on its own responsibility, but strictly adhering to the conditions described on the website https://chimeratool.cn/en/docs/resellers-sales-system.

The reseller may only sell against credits and licenses purchased from the Service Provider. The reseller is not authorized to promise, provide, or make any statement to end users regarding discounts or refunds on behalf of the Service Provider.

5.5. End user liability

The reseller bears sole responsibility for contracts concluded with its own end users, for the warranty and guarantee conditions it undertakes, and for all legal obligations arising towards end users. The reseller is obliged to ensure that the general terms and conditions applied in its legal relationship with end users do not conflict with these GTC and do not create adverse consequences for the Service Provider.

The reseller is obliged to ensure that end users are made aware of the terms of use applicable to the Software, in particular the limitations of the right of use set out in §4.3. Any complaint, claim for damages, or other legal dispute by end users relating to the use of the Software shall be asserted primarily against the reseller.

5.6. Prohibition of unlawful use

The reseller expressly undertakes not to sell, promote, advertise, or distribute the ChimeraTool software, subscription packages, add-ons, and other Products to persons or organizations that intend to use the Software for unlawful purposes. Unlawful purposes include in particular:

• unauthorized modification of the IMEI number of mobile devices, in violation of applicable national and international laws;
• repair, use, or sale of mobile devices that are stolen, unlawfully obtained, or originate from other unlawful sources;
• any activity violating any manufacturer's service policy or warranty agreement;
• any other activity contrary to local, national, or international laws applicable to the mobile device industry.

5.7. Reseller's liability for damages

The reseller undertakes to fully indemnify and hold harmless Griff Gate Pte Ltd., its officers, employees, agents, and successors from and against any damage, cost, expense, fine, legal claim, lawsuit, or demand arising from or in connection with:

• the reseller's breach of its obligations under these GTC,
• the reseller's declarations, promises, or contractual undertakings made to end users,
• the reseller's unlawful activities,
• the reseller's negligent or intentional conduct,
• or false, misleading statements made by the reseller in connection with the sale of the Software.

This indemnification obligation shall survive the termination of this Contract.

5.8. Trademark use

The Service Provider grants the reseller a non-exclusive, non-transferable, revocable right to use the "ChimeraTool" trademark and the associated logos, brand identifiers, and other brand elements (collectively: Brand Marks) exclusively for the purpose of promoting and selling the Software, in compliance with the brand guidelines (Brand Guidelines) defined by the Service Provider.

The reseller is obliged to use the Brand Marks only in the form, size, and context approved by the Service Provider. Modification, recoloring, distortion, or any other alteration of the Brand Marks is prohibited. The reseller is not authorized to register the Brand Marks as part of their own trademarks, as a domain name, or as a company name.

The Service Provider may revoke the trademark usage right at any time, without giving reasons, with a 30-day notice period, or with immediate effect if the reseller abuses the trademark usage or otherwise violates the terms of these GTC. In the event of revocation of the right, the reseller is immediately obliged to cease all use of the Brand Marks.

§6. WARRANTY, LIMITATION OF LIABILITY, AND EXCLUSION OF LIABILITY

6.1. Legal warranty

Within the framework of these GTC, the Service Provider warrants that:

• it holds full and exclusive authority to license the ChimeraTool software and possesses all rights necessary to grant the User the right to use the Software;
• the Software does not contain intentionally placed malicious code (malware, virus, spyware).

6.2. Software warranty

The Service Provider provides a 30 (thirty) calendar day warranty period for the Software, which runs from the date of dispatch of the fulfillment notification (hereinafter: Warranty Period).

During the Warranty Period, in the case of defects that are demonstrably and reproducibly present and are reported by the User, the Service Provider is obliged to remedy the defect free of charge or to make available a corrected version of the Software within a reasonable deadline. To assert a warranty claim, the User must open a support ticket on the Website, providing a detailed description of the defect and the steps to reproduce it.

6.3. Limitations and exclusions of warranty

The warranty provided in this §6.2 does not cover the following:

• Manufacturer firmware updates: If a mobile device manufacturer releases a firmware update that makes a function previously supported by the Software unavailable or modifies it, the Service Provider is not obliged to restore the lost function, and such loss of functionality does not give grounds for a warranty claim. The compatibility of the Software with specific manufacturers' firmware versions may change as a result of changes made by manufacturers without prior notice.
• Improper or negligent use: If the defect is attributable to the User's negligent, improper use, or use deviating from the documentation, the warranty claim cannot be asserted.
• Non-compliance with documentation: If the cause of the defect arises from non-compliance with the documentation, installation guide, or operating instructions provided by the Service Provider, the warranty does not apply.
• Breach of contract or law by the User: If the defect results from the User's breach of obligations under these GTC, unauthorized or unlawful use, including attempts to make unauthorized modifications to the Software, the warranty does not apply.
• Environmental changes after installation: Malfunctions caused by changes to the User's device or operating environment occurring after the correct installation of the Software — including operating system updates, hardware replacements, and network configuration changes — are not covered by the warranty.
• Virus infection or cybersecurity incident: If the malfunction of the Software is a consequence of a virus infection, malware, hacker attack, or other cybersecurity incident affecting the User's device, the warranty does not apply.
• Unauthorized repair or modification attempts: If the User or a third party has unauthorized altered, modified, or interfered with the Software, its configuration files, databases, or any other component, the warranty becomes void.

6.4. Development and modification of the Software

The Service Provider reserves the right to modify, develop, update, expand, or change specific features of the ChimeraTool software at any time, without prior notice to the User. Development and updates of the Software are generally available to the User free of charge during the valid subscription period, unless a specific development or feature is available for a separate fee (premium features, add-ons).

The Service Provider accepts no liability if a previously available feature is modified or discontinued as a result of a Software update, provided that the affected functionality is substantially maintained and any changes are published on the Website or in the documentation.

6.5. Limitation of liability

6.5.1. Cap on liability

The Service Provider's total liability under this Contract or any claim related thereto — including warranty, contractual, and tortious liability — shall in aggregate not exceed the amount of the one-time Purchase Price actually paid by the User for the Product in question. If the claim relates to a subscription fee, the maximum liability is the amount of the fee for the last paid subscription period.

6.5.2. Excluded types of damage

The Service Provider shall under no circumstances be liable for:

• Indirect and consequential damages: Any damage that arises not directly from the breach of the Contract but as a consequence thereof, in an unforeseeable manner.
• Loss of profit: Any revenue, profit, or business benefit that the User failed to realize due to the malfunction or unavailability of the Software.
• Business loss: Loss arising from the termination of a business relationship, loss of clients, deterioration of market position, or missed business opportunity.
• Data loss: Damage resulting from the loss, corruption, or destruction of the User's data, except where the data loss was directly caused by the Service Provider's gross negligence.
• Damages arising from breach of GTC: Damages caused to third parties as a result of the User's breach of obligations under the GTC, for which the User bears sole responsibility.
• Intellectual property infringement: Damages arising from the User's unauthorized use, reproduction, or distribution of content protected by copyright, trademark, patent, or other intellectual property rights.
• Damages arising from compromised user data: Damages resulting from the compromise of the User's login credentials, data leakage, or a security incident within the User's sphere of responsibility.

6.5.3. Full exclusion of liability in case of unlawful use

The Service Provider fully excludes its liability for any damage suffered or caused by the User or the reseller in connection with the use of the Software for unlawful purposes, its application to devices of unlawful origin, or any violation of applicable laws. This exclusion applies both to claims asserted by the User and to recourse claims related to damages caused by the User to third parties.

6.5.4. Limits of exclusion

The limitation and exclusion of liability set out in this §6 does not apply to:

• damages caused by the fraudulent conduct of the Service Provider or its employees;
• personal injury or death caused by the negligence of the Service Provider or its employees, to the extent that the applicable governing law does not permit the exclusion of such liability.

§7. MISCELLANEOUS PROVISIONS

7.1. Data protection and data processing

The Service Provider processes the personal data of Users in accordance with the Privacy and Data Protection Policy. The Privacy and Data Protection Policy forms an inseparable part of these GTC and is available at all times on the Website.

By registering and placing an order, the User consents to the Service Provider processing their personal and business data necessary for the performance of the Contract, invoicing, technical support, and the provision of software updates. The detailed rules of data processing, including the purpose, legal basis, duration, and the User's rights, are contained in the Privacy and Data Protection Policy.

7.2. Governing law

These GTC and the Contract formed on their basis, including their interpretation, validity, effect, performance, and termination, shall be governed by the laws of the Republic of Singapore, regardless of conflict of law rules that might prescribe the application of another legal system.

The Parties expressly exclude the applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG) to this Contract, to the extent it would otherwise apply.

7.3. Jurisdiction and dispute resolution

The competent courts of the Republic of Singapore shall have exclusive jurisdiction over any dispute, disagreement, or claim arising from these GTC or the Contract formed on their basis. The Parties expressly submit to the jurisdiction of the Singapore courts and waive any objection to the jurisdiction of any other court.

Prior to initiating litigation, the Parties are obliged to make a good faith effort to resolve the dispute through negotiation and agreement. If negotiations do not yield results within 30 days, either Party may refer the matter to a court.

7.4. Amendment of the GTC

The Service Provider is entitled to unilaterally amend these GTC. The Service Provider shall notify the User in advance of any amendment, at least 30 days before the amended GTC enters into force, by email and/or by publication on the Website. The amended GTC shall enter into force on the 30th day following its publication.

If the User does not terminate the Contract before the amended GTC enters into force, and continues to use the Software after its entry into force, the User shall be deemed to have accepted the amended GTC. In the event of termination due to an amendment to the GTC, the User may claim a proportionate refund of the pre-paid, unexpired subscription fee for the current period.

7.5. Trade secrets and confidentiality

The Parties are obliged to treat as confidential all information to which they have had access in connection with this Contract and which the other Party has designated as confidential, or which they ought to have known, acting with due diligence, to be non-public. The protection of trade secrets extends to the source code of the Software, development roadmaps, business strategy, client lists, pricing policy, and other commercially sensitive information.

The confidentiality obligation remains in effect after the termination of the Contract, without time limitation, until the information in question becomes publicly known for reasons independent of the obliged party's conduct.

The User is in particular obliged to ensure that information relating to the Software, the operating principles of the Software, results achieved, and other confidential information related to the Software are not made accessible to third parties, and are not used for purposes outside the Contract.

7.6. Customer service and response times

The Service Provider provides customer support to Users under the following conditions:

• Availability: Customer support is available through the support ticket system (ticketing system) accessible on the Website.
• Working hours: Customer support operates Monday to Friday (on Singapore working days); tickets may be submitted on weekends and Singapore public holidays, but their processing will commence on the next working day.
• Response time: The Service Provider endeavors to respond to incoming support tickets within a maximum of 3 (three) working days. This timeframe does not constitute a guarantee; during periods of exceptional traffic, response times may be longer.
• The official language of customer support is English. The Service Provider may respond to inquiries in other languages, but the official language of case handling is English. If the interpretation of a request received in a language other than English is uncertain, the Service Provider shall consider the English version as authoritative.

7.7. Severability

If any provision of these GTC is found to be invalid, ineffective, or unenforceable, this shall not affect the validity and effectiveness of the remaining provisions. The invalid provision shall be replaced — in the manner best reflecting the Parties' intention — by a valid provision that achieves the Parties' original intention to the greatest extent possible.

7.8. Waiver of rights

The fact that a Party does not exercise a right arising from the GTC in a given instance does not mean that it has permanently waived that right, and does not prevent the Party from exercising the same right in a future instance.

7.9. Force Majeure

Neither Party shall be liable for the non-performance or delayed performance of its obligations under these GTC if the non-performance or delay is attributable to a Force Majeure Event. The affected Party is obliged to notify the other Party of the occurrence of a Force Majeure Event immediately, but no later than within 5 working days. Following the cessation of the Force Majeure Event, the affected Party is obliged to fulfill its obligations without delay.

If the Force Majeure Event persists for more than 60 calendar days, either Party shall be entitled to terminate the Contract in writing without liability for damages, with the obligation to make a proportionate refund of pre-paid subscription fees for the unexpired period attributable to such cause.

7.10. Entire Agreement

These GTC and their annexes constitute the entire agreement between the Parties regarding the use of the Software, and supersede all prior oral or written agreements, negotiations, offers, and statements relating to the same subject matter. Provisions deviating from the GTC are only valid if they are recorded in writing, signed by the duly authorized representatives of both Parties.

7.11. Contact and notices

All notices, claims, and declarations relating to these GTC, the Contract, or the Software must be sent in writing, by electronic means. The User may send notices to the Service Provider through the customer service system on the Website or at the contact email address indicated on the Website. The Service Provider sends notices to the User at the email address provided during registration.

ANNEX 1 — PRIVACY AND DATA PROTECTION POLICY

Privacy and Data Protection Policy of Griff Gate Pte Ltd.

(applicable to users of the ChimeraTool software)

A1.1. Identity of the data controller

The controller (data controller) of your personal and business data is:

Griff Gate Pte Ltd.
30 Petain Road, Singapore 208099
Website: https://chimeratool.cn

A1.2. Categories of data processed

The Service Provider processes the following data in relation to Users:

• Identification data: username, email address, company name where applicable, billing address.
• Financial data: order history, amounts paid; processing of bank card data falls exclusively within the competence of FastSpring BV and is not handled by the Service Provider.
• Technical data: IP address recorded during the order and login, Software installation and activation data, device identifier (device ID) of the device used.
• Communication data: the content and timestamps of correspondence between the User and the Service Provider's customer support.
• Usage data: anonymized or pseudonymized data relating to the use of the Software, necessary for Software development, statistical purposes, and bug fixing.

A1.3. Purposes and legal basis of data processing

• Performance of the Contract: Data processing necessary for the performance of the Contract concluded with the User, including account management, license activation, invoicing, and technical support (legal basis: performance of a contract).
• Compliance with legal obligations: Data processing arising from tax, accounting, and other statutory obligations (legal basis: compliance with a legal obligation).
• Legitimate interest: Development of the Software, maintaining its security, prevention of abuse, and investigation of infringements (legal basis: legitimate interest).
• Consent: Sending newsletters, marketing communications, and promotional offers exclusively with the User's prior, express consent (legal basis: consent).

A1.4. Duration of data processing

The Service Provider processes the User's data during the term of the Contract and thereafter as follows:

• Contractual data: for 5 (five) years following the termination of the Contract, to the extent necessary for the resolution of potential legal disputes.
• Billing and financial data: for the mandatory retention period prescribed by law (generally 7 years).
• Technical and log data: for a maximum of 2 (two) years, for security and development purposes.
• Data processed on the basis of consent: until the withdrawal of consent.

A1.5. Data sharing and third parties

The Service Provider may share the User's data with third parties in the following cases:

• FastSpring BV: To the extent necessary for processing payment transactions and issuing invoices.
• Software development partners and service providers: Within the framework secured by data processing agreements, necessary for the operation and development of the Software.
• Authorities and courts: Based on a statutory obligation or a regulatory/judicial order.
• Business successor: In the event of the sale or transfer of the Service Provider's business, data may pass to the successor, with prior notification to Users.

The Service Provider does not sell or make available the User's data to third parties for marketing purposes.

A1.6. Data security

The Service Provider applies appropriate technical and organizational measures to protect the User's data against unauthorized access, loss, destruction, alteration, or unauthorized disclosure.

A1.7. User rights

Under applicable data protection legislation, the User is entitled to:

• Right of access: The User may request information about the data processed about them.
• Right to rectification: The User may request the correction of inaccurate data.
• Right to erasure: The User may request the deletion of their data if the legal basis for processing has ceased.
• Right to restriction of processing: In certain cases, the User may request the temporary restriction of data processing.
• Right to data portability: The User may request the delivery of data provided by them in a machine-readable format.
• Right to object: The User may object to data processing based on legitimate interest.
• Withdrawal of consent: In cases of data processing based on consent, the User may withdraw their consent at any time, without affecting the lawfulness of processing carried out before the withdrawal.

To exercise data protection rights, the User may submit a request through the customer service system on the Website. The Service Provider will respond to the request within 30 days.