Information Services Agreement

Parties

Party A and Party B, based on equality, mutual benefit, good faith, and fair dealing, agree to the following terms governing the information services provided by Party B to Party A and undertake to comply with them.

Article One　Subject Matter and Services

1. At Party A's request, Party B shall provide information services, including AI systems integration, software development, cloud services, IoT data platforms, or subscriptions to proprietary SaaS modules (the “Services”).
2. The specific service items, specifications, deliverables, milestones, and service levels shall be set out in the quotation confirmed by both parties and Schedule One, “Statement of Services,” each of which forms part of this Agreement.
3. If the quotation, schedules, and this Agreement conflict, the provision more favorable to Party A, where Party A is a consumer, shall prevail unless an individually negotiated term provides otherwise.

Article Two　Term

1. One-time build project: from the signing date through acceptance and the end of the warranty period.
2. SaaS subscription or maintenance service: from the agreed effective date for ＿＿ months, or as otherwise stated in a schedule. If neither party objects before expiry, the parties may renew on the original terms as agreed. If the Company changes the fees, it shall notify Party A 30 days before the renewal takes effect; if Party A does not agree, Party A may terminate upon expiry of the original term.

Article Three　Service Fees and Payment

1. The service fees, currency, taxes, and payment terms shall be stated in the quotation and Schedule Two, “Fees and Payment Details.” Unless otherwise stated, all amounts are in New Taiwan dollars, exclude tax, and are subject to 5% business tax.
2. A one-time project may be billed in installments, such as signing, interim, and acceptance payments. SaaS subscriptions and maintenance services are billed on the agreed monthly or annual cycle.
3. Party B shall issue and deliver a uniform invoice to Party A as required by law.
4. If Party A fails to pay when due and remains in default after Party B gives at least 7 days' notice to cure, Party B may suspend the Services and charge default interest on the overdue amount at the statutory rate.
5. For payment by remittance, Party B designates the following account—Account name: Sainso Technology Co., Ltd.; Bank: Changhua Sixth Credit Cooperative, Puxin Branch; Financial institution codes: 0162 (Changhua Sixth Credit Cooperative) / 0128 (Puxin Branch); Account number: 1242000009697. Party A shall retain the remittance receipt and provide it upon Party B's request for reconciliation.

Article Four　Party A's Duty to Cooperate

1. Party A shall timely provide the data, accounts, system access, contact personnel, and assistance necessary for the Services and shall ensure that all data it provides is lawful and accurate.
2. If delay results from Party A's failure to cooperate, the delivery schedule shall be extended accordingly, and Party B shall not be responsible for the delay.

Article Five　Party B's Obligations

1. Party B shall provide the Services with the care of a prudent manager and in accordance with this Agreement and professional standards.
2. Party B shall assign qualified personnel and timely notify Party A of service progress and material matters.

Article Six　Delivery and Acceptance

1. After Party B delivers work product for a milestone, Party A shall complete acceptance within ＿＿ working days, or within 7 working days if no period is agreed.
2. During the acceptance period, Party A shall identify in writing and with specificity any item that does not conform to the agreement. Party B shall correct it within a reasonable period and resubmit it for acceptance.
3. If Party A raises no objection during the acceptance period and has actually used the work product, the work product shall be deemed accepted.

Article Seven　Service Levels and Maintenance

1. Service levels for SaaS subscriptions and maintenance, including availability, support hours, response times, and repair times (SLA), shall be governed by the applicable schedule. If none are agreed, Party B shall use commercially reasonable efforts to keep the service operating normally.
2. If service must be suspended for system maintenance, updates, or force majeure, Party B shall give Party A reasonable advance notice except in emergencies.

Article Eight　Intellectual Property

1. Intellectual property rights in data, materials, and existing systems provided by Party A remain with Party A or the original rightsholder.
2. For deliverables created by Party B in performing this Agreement and custom-made exclusively for Party A, after Party A pays the corresponding fees in full, the economic rights in the works shall vest in Party A or Party A shall receive a license within the agreed scope, as set out in the applicable schedule.
3. Intellectual property rights in Party B's pre-existing tools, frameworks, libraries, common components, and proprietary SaaS platforms remain with Party B. Party B grants Party A a non-exclusive right to use the portions necessary for Party A's use within the scope of the Services.
4. Third-party software and open-source components shall be used under their original license terms.

Article Nine　Confidentiality

1. Each party shall keep confidential the other party's trade secrets, technology, customer data, personal data, and other confidential information learned through performance. Neither party may disclose or use such information outside the purpose of performance without the other party's written consent or as required by law.
2. This Article survives termination or expiry of this Agreement.

Article Ten　Personal Data Protection

1. Each party shall comply with the Personal Data Protection Act (個人資料保護法) and related laws when collecting, processing, and using personal data.
2. If Party A engages Party B to process personal data, Party B shall process it only on Party A's instructions and within the purposes of the Services and shall implement appropriate security measures. See the Company's Privacy Policy for general information on personal-data processing.

Article Eleven　Information Security

1. Party B shall implement reasonable technical and organizational measures, such as encryption in transit, access controls, and access logs, to protect the Services and related data.
2. Upon learning of a material information-security incident, Party B shall promptly notify Party A and assist with necessary response measures.

Article Twelve　Amendments

1. Changes to the scope, specifications, or fees for the Services require the parties' written agreement, including by email.
2. Party B may not unilaterally change agreed Services or terms to Party A's detriment. If standard-form terms must be revised, Party B shall give Party A reasonable advance notice. If Party A does not agree, Party A may terminate and receive a refund under Article Fourteen.

Article Thirteen　Termination and Rescission

1. If either party breaches this Agreement and fails to cure after the other party gives written notice allowing a reasonable period of at least 14 days, the other party may rescind or terminate this Agreement.
2. For SaaS subscriptions and maintenance services, Party A may terminate by giving Party B 30 days' written notice, effective at the end of the then-current period.
3. After termination or rescission, Party B shall, at Party A's request, return or delete Party A's data and provide necessary transition assistance.

Article Fourteen　Refunds

1. If this Agreement is terminated or rescinded for reasons attributable to Party B, Party B shall refund pro rata the fees paid by Party A for Services not yet provided or unused subscription periods.
2. If this Agreement is terminated for reasons attributable to Party A or at Party A's convenience, Party B may charge for completed work and necessary costs already incurred, and shall refund pro rata any remaining fees collected for Services not provided.
3. A refund shall be made through the original payment method or another method agreed by the parties within 30 days after termination or rescission takes effect.

Article Fifteen　Warranty

1. A one-time build project carries a warranty of ＿＿ days after acceptance, or 90 days if no period is agreed. During the warranty period, Party B shall correct at no charge any nonconformity with agreed functionality caused by a software defect.
2. The warranty excludes failures not caused by Party B's deliverables, unauthorized modifications by Party A or a third party, misuse, and issues caused by changes to third-party services or environments.

Article Sixteen　Damages and Limitation of Liability

1. A party shall be liable for damages suffered by the other party due to causes attributable to the first party.
2. Except in cases of Party B's willful misconduct or gross negligence, or where mandatory law, including the Consumer Protection Act, provides otherwise, Party B's aggregate liability under this Agreement is limited to the total fees Party A actually paid Party B for the Services during the ＿＿ months, or 6 months if no period is agreed, preceding accrual of the claim.
3. This Article shall not be construed to release Party B in advance from liability for willful misconduct or gross negligence.

Article Seventeen　Force Majeure

If a party cannot perform due to force majeure, including natural disaster, war, epidemic, government order, power or telecommunications outage, or interruption of a third-party cloud service, that party is excused from performance while the event continues and shall promptly notify the other party. If the event continues for more than 30 days, either party may terminate this Agreement, and refunds shall be handled under Article Fourteen.

Article Eighteen　Notices

Notices shall be delivered to the address, telephone number, or email address stated in this Agreement. A party shall promptly notify the other of any change in contact information. If it fails to do so and a notice cannot be delivered, the notice is deemed delivered when sent to the last contact information provided.

Article Nineteen　Online Contracting and Electronic Signatures

1. This Agreement may be signed online in electronic form. Under the Electronic Signatures Act (電子簽章法), electronic signatures and electronic records accepted by both parties have the same legal effect as signatures and seals on paper.
2. The online contracting process is described below under “Online Contracting Process.” The parties agree that the signing platform's records, timestamps, and related emails constitute evidence of signature and intent.
3. Party A may still choose to execute this Agreement on paper with signatures and seals; its rights are unaffected by choosing an electronic or paper process.

Article Twenty　Consumer Complaints and Dispute Resolution

1. If Party A is a consumer and has a complaint or dispute concerning the Services, it may contact Party B's customer service by telephone at 04-2391-4106 or email at info@sainso-tech.com. Party B shall appropriately process and respond within 15 days after receipt.
2. If the dispute is not resolved, Party A may submit a complaint to the consumer service center or consumer ombudsman of the special-municipal, county, or city government where Party B or Party A is located, or apply to a consumer dispute mediation commission for mediation.

Article Twenty-One　Governing Law and Jurisdiction

This Agreement is governed by the laws of the Republic of China. Unless mandatory law provides otherwise, the parties agree that the Taiwan Taichung District Court has jurisdiction as the court of first instance over litigation arising from this Agreement. If Party A is a consumer, this agreement on jurisdiction does not affect Party A's right to bring an action in the court of its domicile under the Consumer Protection Act and the Code of Civil Procedure (民事訴訟法).

Article Twenty-Two　Miscellaneous

1. The schedules to this Agreement, including the Statement of Services, Fees and Payment Details, and Online Contracting Process, form part of this Agreement and have the same effect as its main text.
2. If any provision of this Agreement is held invalid, the remaining provisions remain effective.
3. Any matter not addressed by this Agreement shall be handled under the laws of the Republic of China and the principle of good faith.
4. This Agreement is executed in two counterparts, or one electronic copy retained by each party, with each party retaining one counterpart as evidence.

Online Contracting Process

The Company offers online contracting. Under the Electronic Signatures Act, online signing has the same legal effect as signatures and seals on paper. The process is as follows:

1. Confirm services and quotationThe parties confirm the Services, fees, and service period.
2. Send electronic agreementThe Company sends a dedicated online-signing link by email, containing the full Agreement and schedules.
3. Review onlineYou may review or download the Agreement online and receive a review period of no fewer than five days.
4. Sign onlineComplete the electronic signature on the signing page. A business client may upload its seal file. The signature has legal effect under the Electronic Signatures Act.
5. Complete executionAfter the Company applies its seal, the system automatically emails the fully signed PDF to both parties for their records.
6. Begin ServicesThe Services begin on the agreed schedule after signing is complete.

If you prefer signing on paper, you may download the blank agreement above, print and execute it, and return it to the Company.

Signatures

The parties shall sign and affix their seals below—a company shall affix its company and responsible-person seals, while an individual shall sign and affix a seal—or sign electronically through the online process above. This Agreement takes effect when both parties complete signing or sealing.

Schedule One　Statement of Services (Blank)

• Services and scope: ＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿
• Deliverables and milestones: ＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿
• Service level (SLA)/availability: ＿＿＿＿＿＿＿＿
• Schedule: ＿＿＿＿＿＿＿＿＿＿＿＿

Schedule Two　Fees and Payment Details (Blank)

• Fee items and amounts (before tax): ＿＿＿＿＿＿＿＿　Business tax (5%): ＿＿＿＿　Total including tax: ＿＿＿＿
• Payment method and installments: ＿＿＿＿＿＿＿＿＿＿＿＿
• SaaS subscription cycle and fee: ＿＿＿＿＿＿＿＿
• Maintenance fee: ＿＿＿＿＿＿＿＿