Exhibit 10.05
This Amended and Restated
Cooperation Agreement between Xxxxxx Online and Xxxxxx
Games (hereinafter referred to as this “
Agreement”) is entered into on this 10
st day of
September, 2009 in Pudong New Area, Shanghai by and between:
Shanghai Xxxxxx Networking Co., Ltd., located at 000 Xxxx Xxxx, Xxxxxx Xxx Xxxx, Xxxxxxxx; and
Nanjing Xxxxxx Networking Co., Ltd., located at 000 Xxxx Xxxx, Xxxxxx Xxx Xxxx, Xxxxxxxx;
hereinafter collectively referred to as “Xxxxxx Online”; and
Shanghai Shulong Technology Development Co., Ltd., located at Xx. 0 Xxxxxxxx, 000 Xxxx Xxxx,
Xxxxxx New Area, Shanghai; and Nanjing Shulong Computer Technology Development Co., Ltd., located
at Xx. 0 Xxxxxxxx, 000 Xxxx Xxxx, Xxxxxx New Area, Shanghai; and Shanghai Shulong Computer
Technology Development Co., Ltd., located at Xx. 0 Xxxxxxxx, 000 Xxxx Xxxx, Xxxxxx New Area,
Shanghai; hereinafter collectively referred to as “Xxxxxx Games”.
Xxxxxx Online and Xxxxxx Games may hereinafter collectively be referred to as the “Parties”
and, individually, as the “Party”.
Whereas,
| 1. |
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Xxxxxx Online, a user community operator and e-commerce platform service
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1
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provider, is capable of providing internet-entertainment-content end users with user community
services and e-commerce platform services by relying on its xxx.xxx.xxx website and backend
service system. |
| |
| 2. |
|
Xxxxxx Games, an internet-content provider, has the rights to publish and operate the
Cooperation Products hereunder on the internet in the People’s Republic of China (the “PRC”). |
| |
| 3. |
|
Xxxxxx Online has agreed to cooperate with Xxxxxx Games in the operating of Cooperation
Products hereunder in accordance with this Agreement by making use of its user community and
e-commerce service platforms resources. |
| |
| 4. |
|
The Parties entered into that certain Cooperation Agreement (the “Original
Agreement”) dated as of July 1, 2008 (the “Effective Date”) and desire to amend and restate
the Original Agreement in its entirety. |
NOW THEREFORE, the Parties have reached the following cooperation terms and conditions in the
operating of the Cooperation Products hereunder in the cooperation regions upon friendly
negotiation in accordance with the laws and regulations of the PRC.
| 1 |
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Definition and Interpretation |
| |
1.1 |
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Unless otherwise specially specified in the context, the capitalized terms
mentioned in this Agreement shall have the meanings set forth below: |
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“Cooperation Products”
|
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shall mean all online games
products that will be operated in
the cooperation period by Xxxxxx
Games. |
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“Xxxxxx Passport”
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shall mean an account (including
account number and passport) named
as “Xxxxxx Passport” obtained by a
user after it fills out its
registration on the website being
operated by Xxxxxx Online. An end
user may recharge its account with
Xxxxxx Virtual Currency and |
2
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consume
it in all applications. |
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“Xxxxxx Online Users”
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shall mean such users as have
registered Xxxxxx Passport account
numbers. |
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“Xxxxxx Games Users”
|
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shall mean the users of the
Cooperation Products hereunder.
Those Xxxxxx Online Users logging
on and using the Cooperation
Products hereunder shall be deemed
as Xxxxxx Games Users
simultaneously. Xxxxxx Online and
Xxxxxx Games each shall have rights
to the User Data. |
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“User Data”
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shall mean User Basic Data and User
Application Data, collectively. |
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“User Basic Data”
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shall mean the user’s information
registered with Xxxxxx Online,
including but not limited to users’
names, addresses, telephones,
e-mails, Xxxxxx Passport account
names, passports, and so on. |
|
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“User Application Data”
|
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shall mean such data as is derived
from the users’ consumption of
entertainment content available on
Xxxxxx Online. The User Application
Data in respect of the cooperation
specified in this Agreement shall
refer to such data in the
Cooperation Products as is derived
from the use of the Cooperation
Products by the users. The User
Application Data shall not be used
for any other application in the
operating cooperation with Xxxxxx
Online, but the Cooperation
Products hereunder. |
|
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“Xxxxxx Online User Communities”
|
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shall mean the online communities
of Xxxxxx Online Users. |
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“Xxxxxx Online E-commerce Service
Platforms”
|
|
shall mean the e-commerce solutions
provided by Xxxxxx Online on the
basis of Xxxxxx Passport, including
but not limited to the services of
authentication, billing, basic data
mining analysis, customer services,
Xxxx-Xxxx, and so on. |
|
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“Xxxxxx Online Platforms”
|
|
shall mean the combination of
Xxxxxx Online User Communities and
Xxxxxx Online E-commerce Service
Platforms. |
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“Xxxxxx Games Website”
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shall mean the internet websites,
through which Xxxxxx Games can
provide Xxxxxx Games Users with
Cooperation Products hereunder,
interact with such users and
collect game operating information. |
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“Xxxxxx Online Website”
|
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shall mean xxx.xxx.xxx. |
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“Operating”
|
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shall mean the provision of the
Cooperation Products and services
hereunder to and the collection
charges from the end users. |
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“Operating Revenues”
|
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shall mean the revenues recognized
based upon the face value of
pre-paid cards issued by affiliates
of Xxxxxx Online, through the
consumption of Cooperation Products
hereunder by the end users in
accordance with US GAAP. |
|
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“Xxxx-Xxxx”
|
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shall mean the Xxxxxx Online
platform interface bundling various
applications, browsers and desktop
environments. |
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“Xxxxxx Virtual Currency”
|
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shall mean the virtual currency
converted from pre-paid cards
issued by the affiliates of Xxxxxx
Online to the end users. Such
virtual currency can be used for
purchasing the Cooperation Products |
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hereunder by the end users. |
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“Xxxxxx Games Virtual Currency”
|
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shall mean the virtual currency
obtained by the end users after
they pay RMB or Xxxxxx Virtual
Currency to Xxxxxx Games, which
shall be issued by Xxxxxx Games,
and will be used in each
application (including but not
limited to Cooperation Products
hereunder) of Xxxxxx Games by the
end users of Xxxxxx Games and
Cooperation Products hereunder. |
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“Intellectual Properties”
|
|
shall mean all rights in relation
to copyrights, trademarks, patents,
domain names and trade secrets,
which can reflects the intellectual
labor achievements and are
stipulated by the Copyright Law,
the Trademark Law, the Patent Law,
the Law against Competition by
Inappropriate Means of the PRC, and
other relevant laws, regulations or
rules. |
|
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“End Users”
|
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shall mean such natural persons as
accept the internet services. |
|
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“Affiliates”
|
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shall mean any direct or indirect
subsidiaries or holding companies
of any Party, or direct or indirect
subsidiaries of any such holding
companies. “Holding” refers to the
power to directly or indirectly
direct the management and
strategies of an enterprise,
whether depending on securities
with voting powers, contracts or
otherwise. |
|
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“Cooperation Region”
|
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shall mean the People’s Republic of
China, for the purpose of this
Agreement, excluding Hong Kong,
Macao and Taiwan. |
5
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1.2 |
|
Xxxxxx Online and Xxxxxx Games may collectively be referred to as the “Parties”
and, individually as the “Party”. |
| |
| |
1.3 |
|
For the purpose of this Agreement, the PRC refers to the People’s Republic of
China, excluding Hong Kong, Macao and Taiwan. |
| |
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1.4 |
|
A Day mentioned in this Agreement shall refer to a calendar day. A Business Day
mentioned in this Agreement shall refer to a statutory business day in China. |
| |
| |
1.5 |
|
The headings of each chapter and section in this Agreement are for reading
convenience only, and shall not affect the interpretation to this Agreement. |
| 2 |
|
Migration of Xxxxxx Online Users |
Xxxxxx Online and Xxxxxx Games shall keep close cooperation with each other, and work together
on expanding the user base of the Parties. For this purpose, the rights and obligations of the
Parties are as follows:
| |
2.1 |
|
Rights of Xxxxxx Games |
| |
2.1.1 |
|
Subject to the voluntary acceptance of Xxxxxx Online Users, Xxxxxx Games
shall have the right to provide all Xxxxxx Online Users with the Cooperation
Products hereunder; |
| |
| |
2.1.2 |
|
Xxxxxx Games shall have the right to charge Xxxxxx Online Users in
accordance with its pricing standards; |
| |
| |
2.1.3 |
|
Xxxxxx Games shall have the right to access the information of Xxxxxx
Online Users if necessary; |
| |
| |
2.1.4 |
|
Xxxxxx Games shall have the right to ask for assistance from Xxxxxx
Online for compliance with the national laws and regulations, and the regulations of
the government’s regulatory authorities (such as the regulations on anti-fatigue
system); |
| |
| |
2.1.5 |
|
Xxxxxx Games shall have the right to launch or wind up the operating of
Cooperation Products hereunder at its own discretions; |
| |
| |
2.1.6 |
|
Xxxxxx Games shall have the right to prevent Xxxxxx Online Users in |
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|
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violation of the user agreements from logging on or continuing to use the
Cooperation Products hereunder in accordance with its user agreements. |
| |
2.2 |
|
Obligations of Xxxxxx Games |
| |
2.2.1 |
|
Xxxxxx Games shall allow Xxxxxx Online Users to log on all of the
Cooperation Products hereunder with the Xxxxxx Passport; |
| |
| |
2.2.2 |
|
Unless otherwise agreed by Xxxxxx Online in writing, Xxxxxx Games shall
cause all new users to register the Xxxxxx Passport; |
| |
| |
2.2.3 |
|
Xxxxxx Games shall ensure the stable operating of Cooperation Products
hereunder, and organize an efficient operating maintenance team for the service
quality of the Cooperation Products hereunder; |
| |
| |
2.2.4 |
|
Xxxxxx Games shall ensure that its charges are reasonable and will not
violate relevant national pricing regulations; |
| |
| |
2.2.5 |
|
Xxxxxx Games shall promptly notify Xxxxxx Online of new laws and
regulations promulgated by the PRC and its governmental authorities, and the Parties
shall negotiate on and confirm the assistance methods of Xxxxxx Online; |
| |
| |
2.2.6 |
|
Xxxxxx Games shall make and maintain official websites for the
Cooperation Products hereunder, and ensure the legitimacy and truthfulness of such
websites; |
| |
| |
2.2.7 |
|
If Xxxxxx Games winds up the operating of the Cooperation Products
hereunder, it shall give sufficient notice to Xxxxxx Online Users, and settle the
unconsumed Xxxxxx Game Virtual Currency appropriately; |
| |
| |
2.2.8 |
|
Xxxxxx Games shall submit the end user agreements in respect of the
Cooperation Products to Xxxxxx Online for review. If Xxxxxx Online makes reasonable
amendments, Xxxxxx Games shall accept such amendments accordingly. |
| |
2.3 |
|
Rights of Xxxxxx Online |
| |
2.3.1 |
|
Xxxxxx Online shall have the right to review the Cooperation Products
hereunder. If it finds the fact that any of the Cooperation Products does |
7
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|
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not comply with national laws and regulations, Xxxxxx Online is entitled to notify
Xxxxxx Games in writing to make a correction within reasonable time. If Xxxxxx
Games fails to make such correction within such reasonable time, Xxxxxx Online is
entitled to terminate the cooperation in respect of such product with Xxxxxx Games
without any prejudices to the amount and payment method of the service fees
specified in Article 5 hereof; |
| |
2.3.2 |
|
Xxxxxx Online shall have the right to supervise the service quality of
the Cooperation Products hereunder. If it finds the fact that the service quality of
any of the Cooperation Products does not meet the prevailing level in this industry,
and if Xxxxxx Online Users give strong complaints against such service quality,
Xxxxxx Online is entitled to notify Xxxxxx Games in writing to make a correction
within reasonable time. If Xxxxxx Games fails to make such correction within such
reasonable time, Xxxxxx Online is entitled to terminate the cooperation in respect
of such product with Xxxxxx Games without any prejudices to the amount and payment
method of the service fees specified in Article 5 hereof; |
| |
| |
2.3.3 |
|
Xxxxxx Online shall have the right to examine the end user agreements of
Xxxxxx Games, and to request Xxxxxx Games to make reasonable amendments or
supplements; |
| |
| |
2.3.4 |
|
Xxxxxx Online shall have the right to exercise necessary examination
against the contents on the official websites of the Cooperation Products hereunder.
Xxxxxx Online is entitled to request Xxxxxx Games to make a correction within
reasonable time provided that Xxxxxx Online deems that the legitimacy and
truthfulness of the contents of the said websites is in question. |
| |
2.4 |
|
Obligations of Xxxxxx Online |
| |
2.4.1 |
|
Xxxxxx Online shall make dedicated websites for the Cooperation Products
on its websites; |
8
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2.4.2 |
|
Xxxxxx Online shall arrange the linkages for the Cooperation Products
hereunder with priority in the Xxxx-Xxxx on its websites, and remind Xxxxxx Online
Users of logging on the Cooperation Products with the Xxxxxx Passport; |
| |
| |
2.4.3 |
|
Xxxxxx Online shall try its reasonable commercial efforts to maintain
the Xxxxxx Online User Communities, and to provide the account services in respect
of the Xxxxxx Passport, including but not limited to registration, change, and
recovery of account number; |
| |
| |
2.4.4 |
|
Xxxxxx Online shall ensure the stable operating of its websites; |
| |
| |
2.4.5 |
|
Xxxxxx Online shall actively promote the Cooperation Products hereunder
by making sufficient use of its websites and resources. In the meantime, Xxxxxx
Games shall have the right to promote the Cooperation Products hereunder through
other resources and media. |
| 3 |
|
E-commerce Platform Services |
| |
3.1 |
|
Authentication Services |
Xxxxxx Online shall be responsible for the user authentication services in the operating
cooperation hereunder. The rights and obligations of the Parties are as follows:
| |
3.1.1 |
|
Rights of Xxxxxx Games |
| |
3.1.1.1 |
|
Xxxxxx Games is entitled to examine the authentication services of Xxxxxx
Online, and to request Xxxxxx Online to make a correction within reasonable
time provided that it finds the fact that such authentication services fail to
satisfy the service assurance specified in Appendix 3.1.5 hereto. |
| |
3.1.2 |
|
Obligations of Xxxxxx Games |
| |
3.1.2.1 |
|
Xxxxxx Games shall abide by the user authentication policies of Xxxxxx
Online, and entrust Xxxxxx Online to undertake the authentication services; |
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| |
3.1.2.2 |
|
Xxxxxx Games shall complete the technical interface |
9
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development for the Xxxxxx Passport authentication in respect of the
Cooperation Products in accordance with the technical standards provided by
Xxxxxx Online, and plug the authentication interface into the Xxxxxx
Passport authentication system for the Cooperation Products after such
Cooperation Products are passed upon the test of Xxxxxx Online; |
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3.1.2.3 |
|
Xxxxxx Games shall ensure the stability, security and stability of the
authentication interface; |
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3.1.2.4 |
|
Xxxxxx Games shall ensure the data security of Xxxxxx Online; |
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3.1.2.5 |
|
Xxxxxx Games shall not create any other authentication system rather than
the authentication system specified in this Agreement. |
| |
3.1.3 |
|
Rights of Xxxxxx Online |
| |
3.1.3.1 |
|
Xxxxxx Online shall have the right to test the development achievements for
Xxxxxx Games authentication interface within reasonable time, and to request
Xxxxxx Games to make a correction within reasonable time provided that such
authentication interface does not pass the test of Xxxxxx Online; |
| |
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3.1.3.2 |
|
Xxxxxx Online shall have the right to examine the data communication
stability, security and stability of the interface, and to request Xxxxxx Games
to correct the discovered problems within a reasonable time; |
| |
| |
3.1.3.3 |
|
Xxxxxx Passport data shall be the property of Xxxxxx Online, while Xxxxxx
Games Users data and information shall be shared by both Xxxxxx Online and
Xxxxxx Games. |
| |
3.1.4 |
|
Obligations of Xxxxxx Online |
| |
3.1.4.1 |
|
Xxxxxx Online shall provide Xxxxxx Games and/or its cooperation developers
with the clear and definite technical standards, documentation and technical
supports in respect of the authentication interface; |
| |
3.1.4.2 |
|
Xxxxxx Online shall provide Xxxxxx Games with the services in |
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|
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respect of e-key or security card authentication, anti-fatigue,
account-level management at the request of Xxxxxx Games; |
| |
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3.1.4.3 |
|
Xxxxxx Online shall be responsible for maintenance management in respect of
authentication servers, authentication system and authentication database of
Xxxxxx Online Users, and shall ensure the security and stability of the
authentication servers, authentication system and users database; |
| |
| |
3.1.4.4 |
|
Xxxxxx Online shall keep sufficient authentication data, and promptly
provide authentication data at the request of Xxxxxx Games; |
| |
3.1.5 |
|
For more details on the authentication services, please refer to
Appendix 3.1.5 hereto. |
Xxxxxx Online shall be responsible for the users billing services in the operating
cooperation hereunder. The rights and obligations of the Parties are as follows:
| |
3.2.1 |
|
Rights of Xxxxxx Games |
| |
3.2.1.1 |
|
Xxxxxx Games shall have the right to examine the billing services of Xxxxxx
Online, and to request Xxxxxx Online to make a correction within reasonable
time provided that Xxxxxx Games finds the fact that billing services fail to
satisfy the service assurance specified in Appendix 3.2.5 hereto; |
| |
| |
3.2.1.2 |
|
Xxxxxx Games shall keep sufficient billing data in accordance with section
404 of the Sarbanes — Oxley Act. |
| |
3.2.2 |
|
Obligations of Xxxxxx Games |
| |
3.2.2.1 |
|
Xxxxxx Games shall abide by the billing norms of Xxxxxx Online, and accept
billing services of Xxxxxx Online; |
| |
3.2.2.2 |
|
Xxxxxx Games shall complete the billing interface technology development in
accordance with the technical standards of |
11
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|
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Xxxxxx Online, and plug the billing interface into the charging system for
the Cooperation Products after such completed billing interface technology
is passed upon the test of Xxxxxx Online; |
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| |
3.2.2.3 |
|
Xxxxxx Games shall ensure the data communication stability, security and
stability of the charging system interface; |
| |
| |
3.2.2.4 |
|
Xxxxxx Games shall not establish any other billing system rather than the
billing system specified in this Contract; |
| |
| |
3.2.2.5 |
|
Xxxxxx Games shall have the right to set up reconciliation servers, and
Xxxxxx Online shall provide the interface necessary to ensure the stable
operation of such reconciliation servers of Xxxxxx Games. Any amendments to the
billing system of Xxxxxx Online shall be kept consistent with the
reconciliation servers of Xxxxxx Games on a timely basis. |
| |
3.2.3 |
|
Rights of Xxxxxx Online |
| |
3.2.3.1 |
|
Xxxxxx Online shall have the right to test the billing interface development
achievements of Xxxxxx Games within reasonable time, and to request Xxxxxx
Games to make a correction within reasonable time provided that such billing
interface does not pass the test of Xxxxxx Online; |
| |
| |
3.2.3.2 |
|
Xxxxxx Online shall have the right to examine the data communication
stability, security and stability of the billing interface, and to request
Xxxxxx Games to correct the discovered problems within reasonable time; |
| |
| |
3.2.3.3 |
|
The billing data related to Xxxxxx Passport shall be the property of Xxxxxx
Online; however, the data related to Xxxxxx Games Users shall be shared by the
Parties. |
| |
3.2.4 |
|
Obligations of Xxxxxx Online |
| |
3.2.4.1 |
|
Xxxxxx Online shall be responsible for the development of a stable and
reliable billing system; |
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3.2.4.2 |
|
Xxxxxx Online shall provide Xxxxxx Games and/or its |
12
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|
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cooperation developers with billing interface technical standards, billing
system development kit, documentation and technical supports; |
| |
| |
3.2.4.3 |
|
Xxxxxx Games shall provide Xxxxxx Online with billing interface development
supports; |
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| |
3.2.4.4 |
|
Xxxxxx Online shall be responsible for maintenance management in respect of
billing servers, billing system and billing database of Xxxxxx Online Users,
and shall ensure the security and stability of such billing servers, billing
system and billing database; |
| |
| |
3.2.4.5 |
|
Xxxxxx Online shall coordinate Xxxxxx Games to keep, and provide billing
data in accordance with section 404 of the Sarbanes — Oxley Act at the request
of Xxxxxx Games. |
| |
3.2.5 |
|
For more details on billing services, please refer to Appendix 3.2.5
hereto. |
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3.2.6 |
|
Provisions on Conversion between Xxxxxx Virtual Currency and Xxxxxx
Games Virtual Currency |
| |
3.2.6.1 |
|
Xxxxxx Games shall allow Xxxxxx Online Users to recharge the Xxxxxx Passport
by converting pre-paid cards issued by affiliates of Xxxxxx Online into Xxxxxx
Virtual Currency and further converting such Virtual Currency into Xxxxxx Games
Virtual Currency; |
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3.2.6.2 |
|
Xxxxxx Online is responsible for managing the conversion between Xxxxxx
Virtual Currency and Xxxxxx Games Virtual Currency; |
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3.2.6.3 |
|
The conversion methods for Xxxxxx Virtual Currency and Xxxxxx Games Virtual
Currency shall be mutually agreed in a form of an agreement by and between
Xxxxxx Games and Shanghai Sheng-fu-tong E-commerce Co., Ltd. Xxxxxx Online
shall carry out technical development and set up the data system in |
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accordance with the said agreement. |
Xxxxxx Online shall be responsible for providing data services at the request of Xxxxxx
Games in the operating cooperation hereunder. For this purpose, the rights and obligations of
the Parties are as follows:
| |
3.3.1 |
|
Rights of Xxxxxx Games |
| |
3.3.1.1 |
|
Xxxxxx Games shall have the right to request Xxxxxx Online to develop and
provide data reports and data analysis reports based on its reasonable demands. |
| |
3.3.2 |
|
Obligations of Xxxxxx Games |
| |
3.3.2.1 |
|
Xxxxxx Games shall complete the data interface development within the time
agreed by the Parties; |
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3.3.2.2 |
|
Xxxxxx Games shall extract the normative regulations and data in its
possession based on the data provided by Xxxxxx Online; |
| |
3.3.2.3 |
|
Xxxxxx Games shall provide Xxxxxx Online with the data necessary to the data
analysis services, including but not limited to the relationship data
(association, marriage and good friends) and hobbies of users, and character
data (including but not limited to game rating and virtual items data); |
| |
3.3.2.4 |
|
Xxxxxx Games shall provide the written development demand reports in detail
for its reporting development demands. |
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3.3.3 |
|
Rights of Xxxxxx Online |
| |
3.3.3.1 |
|
Xxxxxx Online shall have the right to inspect the data communication
stability and security of the data interface, and to request the Xxxxxx Games
to make a correction against the discovered problems; |
| |
3.3.3.2 |
|
Xxxxxx Online shall have the right to request Xxxxxx Games to make
additional description on the indefinite data service demand reports; |
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3.3.3.3 |
|
Xxxxxx Online shall have the right to reject such data service demands as
cannot be satisfied under the existing technical conditions. |
| |
3.3.4 |
|
Obligations of Xxxxxx Online |
| |
3.3.4.1 |
|
Xxxxxx Online shall provide Xxxxxx Games and/or its partnership developers
with the data interface development standards, and with the development
supports; |
| |
3.3.4.2 |
|
Xxxxxx Online shall provide Xxxxxx Games with the standard data extraction
documentation, and with technical supports; |
| |
3.3.4.3 |
|
Xxxxxx Online shall appoint special engineers to provide Xxxxxx Games with
telephone supporting services, and to assist Xxxxxx Games to complete the data
collection; |
| |
3.3.4.4 |
|
Xxxxxx Online shall provide Xxxxxx Games with financial settlement
statements, player consumption records, recharge records, and trading records
of Xxxxxx Games Virtual Currency; |
| |
3.3.4.5 |
|
Xxxxxx Online shall provide Xxxxxx Games with data analysis and mining
services; |
| |
3.3.4.6 |
|
Xxxxxx Online shall keep well the original data and analysis data used in
the data services, and provide relevant data inquiry services promptly at the
request of Xxxxxx Games. |
| |
3.3.5 |
|
For more details on the data services, please refer to Appendix 3.3.5
hereto. |
Xxxxxx Online shall be responsible for the customer services in the operating cooperation
hereunder. For this purpose, the rights and obligations of the Parties are as follows:
| |
3.4.1 |
|
Rights of Xxxxxx Games |
| |
3.4.1.1 |
|
Xxxxxx Games shall have the right to inspect the customer service quality of
Xxxxxx Online or to do so by random samples,
|
15
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and to request Xxxxxx Online to make a correction against the discovered
problems; |
| |
| |
3.4.1.2 |
|
Xxxxxx Games shall have the right to request Xxxxxx Online to provide
customer data. |
| |
3.4.2 |
|
Obligations of Xxxxxx Games |
| |
3.4.2.1 |
|
Any user disputes caused by Xxxxxx Games or arising out of the Cooperation
Products hereunder shall be settled at the expenses of Xxxxxx Games; |
| |
3.4.2.2 |
|
Xxxxxx Games shall provide Xxxxxx Online with necessary supports for the
customer services in respect of the Cooperation Products hereunder, including
but not limited to providing materials, information and notices in relation to
the Cooperation Products on a timely basis, and ensuring the response speed and
quality of customer service contact points; |
| |
3.4.3 |
|
Rights of Xxxxxx Online |
| |
3.4.3.1 |
|
Xxxxxx Online shall have the right to request Xxxxxx Games to provide
necessary supports; |
| |
3.4.3.2 |
|
Xxxxxx Online shall have the right to obtain updated information and
materials in respect of the Cooperation Products hereunder. |
| |
3.4.4 |
|
Obligations of Xxxxxx Online |
| |
3.4.4.1 |
|
Xxxxxx Online shall be responsible for all customer services in relation to
the Cooperation Products hereunder; |
| |
3.4.4.2 |
|
Xxxxxx Online shall keep well the customer service data, and provide
customer data at the request of Xxxxxx Games. |
| |
3.4.5 |
|
For more details on customer services, please refer to Appendix 3.4.5. |
| |
3.5 |
|
Xxxx-Xxxx Plug-in |
| |
| |
|
|
Xxxxxx Online shall be responsible for plugging the Cooperation Products into the
Xxxx-Xxxx operated by it, and for plugging the Xxxx-Xxxx into the Cooperation Products.
For this purpose, the rights and obligations of the Parties are as follows: |
16
| |
3.5.1 |
|
Rights of Xxxxxx Games |
| |
3.5.1.1 |
|
Xxxxxx Games shall have the right to request Xxxxxx Online to provide the
linkage, login and charge services in respect of the Cooperation Products on
the Xxxx-Xxxx with priority; |
| |
3.5.1.2 |
|
Xxxxxx Games shall have the right to request Xxxxxx Online to update the
Xxxx-Xxxx version when the Cooperation Products are increased or the version of
the Cooperation Products is updated; |
| |
3.5.1.3 |
|
In the event that the Xxxx-Xxxx conflicts with the stability of some game
products after the Xxxx-Xxxx is plugged, Xxxxxx Games may settle the
compatibility and stability of such game products with Xxxxxx Online with
priority for the Xxxx-Xxxx plug-in after certain stability standards are
achieved. |
| |
3.5.2 |
|
Obligations of Xxxxxx Games |
| |
3.5.2.1 |
|
Xxxxxx Games shall assist Xxxxxx Online to plug the Xxxx-Xxxx into the
Cooperation Products and plug the Cooperation Products into the Xxxx-Xxxx. Any
development, improvement, update and maintenance to and for the Cooperation
Products by Xxxxxx Games shall not affect the Xxxx-Xxxx plug-in, and Xxxxxx
Games shall inform Xxxxxx Online of such development, improvement, update and
maintenance forthwith; |
| |
3.5.2.2 |
|
Xxxxxx Games shall complete the Xxxx-Xxxx plug-in and interface development
subject to the time agreed by the Parties. |
| |
3.5.2.3 |
|
Xxxxxx Games shall provide any assistance necessary and reasonable to the
update of the Xxxx-Xxxx version. |
| |
3.5.3 |
|
Rights of Xxxxxx Online |
| |
3.5.3.1 |
|
Xxxxxx Online shall have the right to plug the Xxxx-Xxxx into the
Cooperation Products hereunder, and to determine the service items in the
Xxxx-Xxxx; |
| |
3.5.3.2 |
|
Xxxxxx Online shall have the right to change, interrupt or wind |
17
| |
|
|
up any of the service items and contents in the Xxxx-Xxxx at its own
discretions. |
| |
3.5.4 |
|
Obligations of Xxxxxx Online |
| |
3.5.4.1 |
|
Xxxxxx Online shall provide the login, authentication and charge services in
respect of the Cooperation Products through the Xxxx-Xxxx; |
| |
3.5.4.2 |
|
Xxxxxx Online shall provide Xxxxxx Games with standard software development
kit, standard test process, and plug-in documentation matched with the
software; |
| |
3.5.4.3 |
|
Xxxxxx Online shall appoint special engineers to provide Xxxxxx Games with
telephone supporting services, and to assist Xxxxxx Games to complete the
Xxxx-Xxxx plug-in development; |
| |
3.5.4.4 |
|
Xxxxxx Online shall provide special test environments, in which the
development staff of Xxxxxx Games can carry out the tests; |
| |
3.5.4.5 |
|
Xxxxxx Online shall be responsible for the maintenance, operating, R&D and
updates of the Xxxx-Xxxx, and for ensuring the end users to log on the
Cooperation Products through the Xxxx-Xxxx; |
| |
3.5.4.6 |
|
Xxxxxx Online shall inform Xxxxxx Games of the updated version of the
Xxxx-Xxxx on a timely basis; |
| |
3.5.5 |
|
For more details on Xxxx-Xxxx Plug-in, please refer to Appendix 3.5.5. |
| 4 |
|
Operating of Cooperation Products and Server Maintenance |
| |
4.1 |
|
Xxxxxx Games shall be responsible for providing servers, bandwidth and other
resources necessary to the operating of the Cooperation Products, and for the
installation, tests and maintenance of necessary server software; |
| |
| |
4.2 |
|
Xxxxxx Games shall undertake to keep the server hardware in good condition in the
Term of this Agreement, and to ensure the security of the server software, hardware and
data. |
18
| 5 |
|
Revenues Distribution and Payment |
| |
5.1 |
|
In consideration for (A) Xxxxxx Games’ commitment to use Xxxxxx Online’s services
on an exclusive basis; (B) Xxxxxx Games’ commitment to do so for a period of 60 natural
months; and (C) Xxxxxx Games’ Operating Revenues from the Cooperation Products exceeding
RMB200 million per month, Xxxxxx Online is entitled to gain 15.5% of the Operating
Revenues. |
| |
| |
5.2 |
|
One clearing cycle is from 0:00 a.m. on the first day of the current month to 0:00
a.m. on the first day of the next month. The Parties shall check the operating revenues
for the immediately preceding month by the 15th day of each month. Xxxxxx
Online shall provide Xxxxxx Games with a formal service invoice valued with the royalties
confirmed by the Parties by the 20th day of each month. Xxxxxx Games shall pay
such royalties for the immediately preceding month in a lump sum to Xxxxxx Online within
ten (10) business days upon receipt of the said invoice. |
| |
| |
5.3 |
|
If there is any discrepancy between the figures given by the Parties, and if the
discrepancy ratio is not more than 5% (inclusive), the figures of Xxxxxx Online shall
prevail. If the said discrepancy ratio is above 5%, the Parties shall make a settlement
subject to the figures given by Xxxxxx Online in the first instance, and then return the
overcharge or demand payment of the shortage after the root causes are found out. |
| |
6.1 |
|
The User Data of Xxxxxx Online Users shall be the property of Xxxxxx Online,
provided however, that the User Data of Xxxxxx Games Users shall be co-owned and shared
by the Parties; |
| |
| |
6.2 |
|
Xxxxxx Games shall have the right to manage and use its User Application Data at
its own discretions; however, it shall not use the User Basic Data unless agreed upon by
the Parties, nor make Xxxxxx Online Users become |
19
| |
|
|
the non-Xxxxxx Online Users by forcing
or soliciting Xxxxxx Online Users to have secondary registration, nor provide the user basic data to any third party in
any way, excluding the user application data (including but not limited to names,
ratings, items, relationship and empirical values of the characters) in the user data of
Xxxxxx Games; |
| |
6.3 |
|
Xxxxxx Online shall have the right to collect, manage and use its user data at its
own discretions. |
Xxxxxx Games shall solely and exclusively cooperate with Xxxxxx Online, and shall not have
similar cooperation with any third party in the Term of this Agreement.
This Agreement shall be in force for five years (60 months) (the “Term”) from the Effective
Date. This Agreement shall be extended for another twelve months automatically provided that
no Party gives a written objection three months prior to the expiration of the Term of this
Agreement.
| 9 |
|
Statements and Warranties |
| |
9.1 |
|
Xxxxxx Online shall state and warrant that: |
| |
9.1.1 |
|
It is an independent legal person incorporated and existing according to
law; |
| |
| |
9.1.2 |
|
It has the qualifications to exercise the cooperation hereunder, and its
business scopes cover such cooperation, and it has independent and lawful disposal
rights over such cooperation, including but not limited to the rights to operate the
Xxxx-Xxxx and Xxxxxx Online websites; |
| |
| |
9.1.3 |
|
Its authorized representative has been duly authorized to enter into
this Agreement for and on behalf of it; |
| |
| |
9.1.4 |
|
Its signature of this Agreement shall neither violate any legal
|
20
| |
|
|
documents binding upon it, nor infringe lawful rights of any third party, nor make
the other Party assume any liabilities to any third party (unless otherwise
specified in this Agreement); |
| |
9.1.5 |
|
This Agreement constitutes the effective, binding and enforceable legal
obligations against it; |
| |
| |
9.1.6 |
|
It is in strict compliance with relevant laws, regulations and policies
of China; |
| |
9.2 |
|
Xxxxxx Games shall state and warrant that: |
| |
9.2.1 |
|
It is an independent legal person incorporated and existing according to
law; |
| |
| |
9.2.2 |
|
It has the qualifications to exercise the cooperation hereunder, and its
business scopes cover such cooperation, and it has independent and lawful disposal
rights over such cooperation, including but not limited to the rights to operate the
Cooperation Products hereunder and Xxxxxx Games websites; |
| |
| |
9.2.3 |
|
Its authorized representative has been duly authorized to enter into
this Agreement for and on behalf of it; |
| |
| |
9.2.4 |
|
Its signature of this Agreement shall neither violate any legal
documents binding upon it, nor infringe lawful rights of any third party, nor make
the other Party assume any liabilities to any third party (unless otherwise
specified in this Agreement); |
| |
| |
9.2.5 |
|
This Agreement constitutes the effective, binding and enforceable legal
obligations against it; |
| |
| |
9.2.6 |
|
It is in strict compliance with relevant laws, regulations and policies
of China; |
| |
| |
9.2.7 |
|
Xxxxxx Games owns legitimate intellectual rights and/or relevant
authorizations in the Cooperation Products hereunder, which have not (will not)
infringed the lawful rights and benefits of any third party. |
21
| |
| |
10.1 |
|
Xxxxxx Games shall indemnify and hold Xxxxxx Online and/or its affiliates, employees, shareholders and directors harmless against and from all losses, including
but not limited to the compensations of the above persons to third parties (obligees,
end users, etc.), administrative penalties against the above persons by relevant
governmental authorities, and reasonable investigation fees, court fees and attorney’s
fees paid by the above persons for the said matters, arising out of or in relation to
the operating of the Cooperation Products, including but not limited to that the
contents of the websites of the Cooperation Products and other advertising information
of Xxxxxx Games are in violation of laws and regulations, and that the end user disputes
in respect of the Cooperation Products are caused due to the reasons of Xxxxxx Games,
and that the Cooperation Products infringe the intellectual properties of a third party
due to the reasons of Xxxxxx Games, and that the above persons are involved in any
disputes, claims, liabilities, arbitrations and suits due to the failure of Xxxxxx Games
to obtain the governmental license for the operating of the Cooperation Products
hereunder. |
| |
| |
10.2 |
|
Xxxxxx Online shall indemnify and hold its affiliates, employees, shareholders and
directors harmless against and from all losses, including but not limited to the
compensations of the above persons to third parties (obligees, end users, etc.),
administrative penalties against the above persons by relevant governmental authorities,
and reasonable investigation fees, court fees and attorney’s fees paid by the above
persons for the said matters, arising out of or in relation to Xxxxxx Passport accounts,
including but not limited to that the above persons are involved in any disputes, claims,
liabilities, arbitrations and suits due to the end user disputes arising out of Xxxxxx
Passport accounts, which are caused by the authentication, billing and customer services
by virtue of the reasons of Xxxxxx Online. |
| 11 |
|
Intellectual Properties |
22
Each Party owns the names, trademarks, signs, icons and images of virtual characters on and of
its own websites and/or products, and/or owns intellectual
properties in the same. The existence of this Agreement shall not create any assignment of the
above rights of each Party to the other Party in whole or part.
| |
12.1 |
|
This Agreement shall be effective and binding upon the Parties as soon as it
is entered into. No Party can terminate this Agreement provided that none of the
following circumstances occurs: |
| |
12.1.1 |
|
Any Party fails to perform its obligations hereunder for three (3) consecutive
months due to the Force Majeure; in such case, the other Party is entitled to notify
such Party of recovering the performance of this Agreement within thirty (30) days. In
the event that the Party so affected by the Force Majeure (the “Affected Party”) is
unable to recover the performance of this Agreement within thirty (30) days upon the
sending of the said notice, the Party sending such notice is entitled to notify the
Affected Party of the termination of this Agreement fifteen (15) days in advance; |
| |
| |
12.1.2 |
|
In the event that any Party materially breaches this Agreement (the “Breaching
Party”), the Party who has not breached this Agreement (the “Non-breaching Party”) is
entitled to notify the Breaching Party of correcting the breaches within thirty (30)
days. In the event that the Breaching Party fails to correct its breaches within
thirty (30) days upon the sending of the said notice, the Non-breaching Party is
entitled to notify the Breaching Party of the termination of this Agreement fifteen
(15) days in advance; |
| |
| |
12.1.3 |
|
In the event that any Party is declared to be bankrupt or insolvent (the “Bankrupt or
Insolvent Party”), the other Party is entitled to notify the Bankrupt or Insolvent
Party of ending such bankruptcy or |
23
| |
|
|
insolvency within thirty (30) days. In the event
that the Bankrupt or Insolvent Party is unable to end its bankruptcy or insolvency
within thirty (30) days
upon the sending of the said notice, the Party sending such notice is entitled to
notify the Breaching Party of the termination of this Agreement fifteen (15) days
in advance; or |
| |
12.1.4 |
|
In the event that some key terms in this Agreement are in violation of China’s laws,
or the Parties fail to reach a consensus on the modification of such terms within
thirty (30) days, any Party is entitled to notify the other Party of the termination
of this Agreement fifteen (15) days in advance. |
| |
12.2 |
|
This Agreement can be terminated upon the consensus of the Parties. |
| 13.1 |
|
Xxxxxx Games has acknowledged that the user information of Xxxxxx Online is the
trade secrets of Xxxxxx Online under the confidential measures of Xxxxxx Online, which is
not known to the public and can create economic benefits for Xxxxxx Online. Xxxxxx Games
shall warrant that: |
| |
13.1.1 |
|
It will not obtain the information of Xxxxxx Online Users through any improper
means, including but not limited to requesting or otherwise soliciting Xxxxxx Online
Users to provide Xxxxxx Passport information or make new registrations when they log
on the Cooperation Products; |
| |
| |
13.1.2 |
|
It will not disclose, use the information of Xxxxxx Online Users, nor otherwise
allow others to obtain the information of Xxxxxx Online Users through the said
means; |
| |
| |
13.1.3 |
|
It will not violate this section, nor disclose, use or allow others to use the
trade secrets under its possession. |
| |
13.2 |
|
Without prior written consents of the other Party, any Party shall not |
24
| |
|
|
disclose any
provision, the signature and performance of this Agreement, and any information obtained
from the other Party and its affiliates during the signature and performance of this
Agreement, to a third party (excluding the
disclosure imposed by the laws, regulations, governmental authorities, stock exchanges
or other regulatory authorities, and excluding the disclosure to its legal counsels,
accounting consultants, business consultants and other consultants and authorized
employees). |
| |
13.3 |
|
The invalidity or unenforceability of any provision of this Agreement shall not
affect the validity of the confidential sections. |
| |
13.4 |
|
The confidential sections shall survive during the Term of this Agreement and two
(2) years after this Agreement is terminated. |
| 14 |
|
Liability for Breach of Agreement |
Unless otherwise specified in this Agreement, the direct or indirect violation of any
provision of this Agreement, or the failure to perform its obligations hereunder, or the failure
to do so promptly or sufficiently by any Party shall constitute the breach of this Agreement. In
such case, the Non-breaching Party is entitled to notify the Breaching Party to remedy its breach
and to eliminate the consequences arising out of such breach by taking sufficient, effective and
timely measures, and to claim its direct losses from such Breaching Party.
| 15 |
|
Dispute Resolution and Governing Law |
| |
15.1 |
|
The conclusion, validity, interpretation, performance, amendments, termination and
dispute resolution of, to and arising out of this Agreement shall be governed by the laws
of the PRC. |
| |
15.2 |
|
Any dispute arising out of this Agreement shall be resolved through friendly
negotiation in the first instance. In the event that the said dispute cannot be resolved
within thirty (30) days after any Party notifies the other Party of resolving such
dispute in writing through friendly negotiation, any Party is entitled to institute such
dispute to the People’s Court at the |
25
| |
|
|
signature place of this Agreement. |
| |
16.1 |
|
Without prior written consents of the other Party, any Party shall not assign its
rights and obligations hereunder in whole or part. |
| |
| |
16.2 |
|
The failure to exercise its rights hereunder by any Party shall not be deemed to
waive such rights, nor affect the exercise of such rights in future by such Party. |
| |
| |
16.3 |
|
This Agreement is made in five (5) copies, two (2) of which will be held by Xxxxxx
Online, and three (3) of which will be held by Xxxxxx Games. |
(No Text In The Following)
26
IN WITNESS WHEREOF, this Agreement has been duly executed by the authorized representatives of
the Parties as of the day and the year first above written.
Xxxxxx Online:
Shanghai Xxxxxx Networking Co., Ltd. (Seal)
Signed by Authorized Representative:
Nanjing Xxxxxx Networking Co., Ltd. (Seal)
Signed by Authorized Representative:
Xxxxxx Games:
Shanghai Shulong Technology Development Co., Ltd. (Seal)
Signed by Authorized Representative:
Nanjing Shulong Computer Technology Development Co., Ltd. (Seal)
Signed by Authorized Representative:
Shanghai Shulong Computer Technology Development Co., Ltd. (Seal)
Signed by Authorized Representative:
27
Appendix 3.1.5 Authentication Services
Section One Interface Development
| |
a) |
|
Authentication Plug-in Method: the Parties may negotiate on and confirm the
login solutions for the Cooperation Products. The optional solutions are as follows: |
| |
i. |
|
SDK Dynamic Library: Namely PTSDK (Authentication),
FCMSDK (Anti-fatigue). The game server sides can be used alternatively; |
| |
| |
ii. |
|
COM Components: Namely PTCOM, applicable to use such
components on the websites and online games; |
| |
| |
iii. |
|
CAS: Namely SDCAS, WEBGAME can be plugged into Xxxxxx
One-stop Service through this method; |
| |
| |
iv. |
|
Xxxx-Xxxx: Namely IGW, the client-side games can be
plugged into the authentication services through this method. |
| |
b) |
|
Interface Test: Each Party will provide test environment to the other
Party. Xxxxxx Online shall complete the test for the plugged Cooperation Products within
reasonable time in accordance with its test standards, and such Cooperation Products will
go live after the test is completed. |
Section Two Authentication Service Items:
| |
a) |
|
Xxxxxx Passport Registration: Xxxxxx Online shall be responsible for
providing the Cooperation Products users with Xxxxxx Passport registration services; |
| |
| |
b) |
|
Xxxxxx Passport Management: Xxxxxx Online will provide all kinds of
amendment operation based on Xxxxxx Passport, including supplements and amendments of
information, amendments of passport, recovery of passport, supplements of anti-fatigue
information. |
| |
| |
c) |
|
Xxxxxx Passport Authentication: Xxxxxx Online shall be responsible for
providing the Cooperation Products users with Xxxxxx Passport |
28
| |
|
|
authentication services; |
| |
| |
d) |
|
Anti-fatigue: Xxxxxx Online shall be responsible for anti-fatigue
strategies and services in respect of the Cooperation Products, and for ensuring that the
anti-fatigue functions of the Cooperation Products meet the national standards; |
| |
| |
e) |
|
Secondary Authentication (E-key, Security Card): If the Cooperation
Products users have Xxxxxx e-key or security cards, Xxxxxx Online may provide such users
with authentication services and supporting services in respect of the e-key or security
cards; |
| |
| |
f) |
|
Account-level Management: Based on the contributions of the Cooperation
Products users to the Cooperation Products, Xxxxxx Online shall provide the user rating
system, and assist Xxxxxx Games to provide the game players with personalized services in
accordance with such system. |
Section Three Authentication Service Assurance:
Xxxxxx Online shall ensure that the authentication services can achieve the following service
standards:
| |
a) |
|
Registration Response Time: <1.8s |
| |
| |
b) |
|
Authentication Response Time: <1.8s |
| |
| |
c) |
|
Response Time for Secondary Authentication: <1.8s |
| |
| |
d) |
|
Stability of Authentication Platform: 99.9% in whole year |
Section Four Service Team Allocation:
Xxxxxx Online shall arrange the following service team for the authentication services for
the Cooperation Products:
| |
a) |
|
Project Manager: One Person |
| |
| |
b) |
|
Architect: One Person |
| |
| |
c) |
|
Operation Director: One Person |
| |
| |
d) |
|
Program Director: One Person |
| |
| |
e) |
|
C++ Engineer: Three Persons |
29
| |
f) |
|
WEB Engineer: Three Persons |
| |
| |
g) |
|
Database Engineer: Three Persons |
| |
| |
h) |
|
Operation Engineer: Four Persons |
30
Appendix 3.2.5: Billing Services
Section One Interface Development
| |
a) |
|
Xxxxxx Online shall provide Xxxxxx Games and/or its partnership developers with
standard development kit, cross-platform web services, standard JAP and COM controls, and
plug-in documentation and technical supports marched with the software; |
Section Two Billing Service Items:
| |
i. |
|
Purchase of Properties: The game players can purchase the properties from
the game center by using Xxxxxx Games Virtual Currency, and the billing system will
reduce Xxxxxx Games Virtual Currency accurately based on the purchased properties; |
| |
| |
ii. |
|
Virtual currency conversion between users: When the game players convert
their virtual currency, the billing system will reduce Xxxxxx Games Virtual Currency
of one game player and increase Xxxxxx Games Virtual Currency of the other game
player subject to the order of the game system; |
| |
| |
iii. |
|
Time-length Deduction: Xxxxxx Online will make appropriate deduction
based on the game time-length consumed by the game players; |
| |
c) |
|
Reporting Services: Xxxxxx Online will daily provide Xxxxxx Games with the data on
the consumption user number (times) with, recharge user number (times), revenues from the
consumption and recharge for the immediately preceding day; |
| |
| |
d) |
|
Reconciliation Services: Xxxxxx Online will daily provide Xxxxxx Games with
consumption list, recharge list and trading list of all game players for the immediately
preceding day. |
Section Three Billing Service Assurance:
31
99.9% stable operation every year; linkage disposal capability of more than 2000 game servers;
more than 1200 times per second for balance authentication; 700 times per second for concurrent
transactions; supports to 4.00 million concurrent online users; capacity expansion based on the
increase of Xxxxxx Games Users
Section Four Service Team Allocation:
Xxxxxx Online shall arrange the following service team for billing services for the
Cooperation Products:
| |
e) |
|
Project Manager: One Person |
| |
| |
f) |
|
Project Vice-manager: One Person |
| |
| |
g) |
|
Product Engineer: One Person |
| |
| |
h) |
|
Application Development Engineer: Seven Persons |
| |
| |
i) |
|
Database Development Engineer: Four Persons |
| |
| |
j) |
|
System Maintenance Engineer: Three Persons |
| |
| |
k) |
|
Test Engineer: One Person |
32
Appendix 3.3.5 Data Services
Section One Service Items:
| |
a) |
|
Reporting Services: |
| |
| |
|
|
Xxxxxx Online shall provide the following reporting services at the request of Xxxxxx
Games: |
| |
i. |
|
Reporting development; |
| |
| |
ii. |
|
Display of reporting data |
| |
b) |
|
Personalized Data Inquiry: Xxxxxx Online shall provide business data
inquiry at the request of Xxxxxx Games; |
| |
| |
c) |
|
Data Analysis and Mining: Xxxxxx Online shall provide Xxxxxx Games with the
guidance of data observation. |
Section Two Service Assurance:
| |
|
|
Xxxxxx Online shall ensure the data services to meet the following standards: |
| |
| |
a) |
|
Response Time: Xxxxxx Online shall provide Xxxxxx Games with the data
inquiry results in strict compliance with the response time agreed by the Parties; |
| |
| |
b) |
|
Stable Operating Ratio: The stable operating ratio of the servers shall
achieve 100%. |
Section Three Service Team Allocation:
| |
a) |
|
BO Reporting Development Team: |
| |
i. |
|
Job Duties: Responsible for the development and maintenance of
BO reports |
| |
| |
ii. |
|
Number of Members: Three Persons |
| |
b) |
|
Extract, Transfer and Load (ETL): |
| |
i. |
|
Job Duties: Responsible for giving data extract standards,
controlling the quality of data sources, and clearing, integrating and
confirming the accuracy of the extracted data; |
| |
| |
ii. |
|
Number of Members: One Person |
33
| |
c) |
|
Data Warehouse (DW) Team: |
| |
i. |
|
Job Duties: Make development and maintenance based on DW
database |
| |
| |
ii. |
|
Number of Members: Two Persons |
| |
d) |
|
Data Analysis Inquiry Team: |
| |
i. |
|
Job Duties: Responsible for data inquiry, analysis and mining,
and providing game project teams, sales staff, finance staff with data
supports, and data supports for the strategies of high-level management |
| |
| |
ii. |
|
Number of Members: Five Persons |
34
Appendix 3.4.5: Customer Services
Section One Customer Service Contact points:
| |
|
Xxxxxx Games shall arrange the following contact points: |
| |
i. |
|
Contact points for new game business |
| |
| |
ii. |
|
Contact points for daily game maintenance |
| |
| |
iii. |
|
Contact points for emergency |
| |
i. |
|
IT maintenance contact points |
| |
| |
ii. |
|
System development contact points |
| |
|
|
Xxxxxx Online shall arrange the following contact points: |
| |
| |
a) |
|
Business Contact: |
| |
i. |
|
Game Business Manager |
| |
| |
ii. |
|
Training Director |
| |
| |
iii. |
|
Director on Duty |
| |
i. |
|
Business Manager |
| |
| |
ii. |
|
Project Director |
Section Two Customer Service Items:
| |
|
Xxxxxx Online shall provide the following seating services: |
| |
i. |
|
Business consulting and processing, introduction on new business, market
researches, order processing, acceptance of complaints, return visit to customers,
customer maintenance, and so on; |
| |
| |
ii. |
|
Diversified user service methods: such as telephone services, forum
services, e-mail services, fax services, return visit services, reception services,
self-help services, and so on |
35
| |
d) |
|
Automatic Question & Answer System: |
| |
|
Xxxxxx Online shall provide the Automatic Question & Answer System services for the
Cooperation Products as follows: |
| |
i. |
|
Answer the questions of an asker through the auto-match method; |
| |
| |
ii. |
|
Equip with simple man-machine dialogue functions. |
Section Three Customer Service Assurance:
| |
e) |
|
Xxxxxx Online shall ensure the contacts by telephone, forum, e-mail, fax, return
visit and reception for the Cooperation Products Users; |
| |
| |
f) |
|
Xxxxxx Online shall ensure at least 7000 person-time telephone services per day, at
least 3000 person-time e-mail and forum services per day, at least 160000 person-time
internet services per day and 150 person-time visit services per day. |
Section Four Service Team, Technology and Premises Settings:
| |
i. |
|
Shanda Online shall provide at least 180 telephone lines, at least 100
seats and at least 450 full-time customer service persons. |
| |
| |
ii. |
|
Two customer service directors and one quality control person shall be
appointed for twenty customer service persons; |
| |
| |
iii. |
|
All service persons have passed the position qualification
authentication. |
| |
i. |
|
No. 1 plug-in in whole country/Shanghai |
| |
| |
ii. |
|
Interactive Voice Response (IVR), 7*24-hour supports |
| |
| |
iii. |
|
Automatic Call Distribution (ACD), the telephone will jump automatically
if the line is engaged |
| |
| |
iv. |
|
Full telephone recording, intelligent outbound contact solution |
| |
| |
v. |
|
Accessible by remote seats |
| |
| |
vi. |
|
Collection of customer information, statistics of telephone traffic and
creation of reports |
36
| |
vii. |
|
Complete basic hardware supports, including PBX, ACD and CTI |
| |
| |
viii. |
|
CRM application system |
| |
| |
ix. |
|
Recording system |
| |
| |
x. |
|
Monitor reporting system |
| |
i. |
|
Working areas, conference rooms, training rooms and staff lounge in the
customer service center |
Section Five User Indexes
| |
j) |
|
Xxxxxx Online undertakes that its customer services shall meet the following
user indexes: |
| |
i. |
|
Telephone services satisfied by customers (number of users satisfying the
telephone services/total number of voting users *100%) >95%; |
| |
| |
ii. |
|
Response ratio (number of settled matters within specified time/total
number of submitted matters x100% (24 hours for common customers, 3 hours for VIP,
72 hours for batch processing)) >95%; |
| |
| |
iii. |
|
Telephone response ratio (number of answer calls within 3 seconds after
the telephones ring/total number of telephones allocated to the seats
*100% >98%; |
| |
| |
iv. |
|
Service complaint ratio (complaint volumes/total service volumes
*100%) <1%; |
| |
| |
v. |
|
Average waiver ratio (year) (waiver volume/total incoming call volume
*100%): |
| |
1) |
|
Common Users: 45% |
| |
| |
2) |
|
VIP Users: 2% |
37
Appendix 3.5.5: Xxxx-Xxxx Plug-in
Section One Xxxx-Xxxx Service Items:
| |
i. |
|
Shanda Passport: Register Xxxxxx Passport, log on games through Xxxxxx
Passport, support secondary authentication (including but not limited to
e-key/security cards), support anti-fatigue, and provide account management services
such as passport amendment; |
| |
| |
ii. |
|
Recharge: Recharge function of Xxxxxx Passport; |
| |
| |
iii. |
|
Remit account: Remit account from Xxxxxx Passport to game accounts; |
| |
| |
iv. |
|
Customer Service: Caihong Automatic Question & Answer System; |
| |
| |
v. |
|
Openness: Customize the Cooperation Products Users to add other internet
contents and services and to develop other internet contents and services; |
| |
| |
vi. |
|
Message Services: Support news dissemination functions in the Cooperation
Products. |
| |
b) |
|
Data Services: Xxxxxx Online will regularly provide login data relating to
Xxxx-Xxxx, and online data at the request of Xxxxxx Games. |
| |
| |
c) |
|
Product Development: Xxxxxx Online may provide the Xxxx-Xxxx version and
customize the updated services at reasonable request of Xxxxxx Games. |
Section Two Xxxx-Xxxx Service Assurance:
| |
a) |
|
System Assurance: 99.9% stable operation every year; handling capability of
2000 times per second; complete tracking system for the number of online persons; support
the concurrent Xxxx-Xxxx use by 1.00 million users |
| |
| |
b) |
|
The response speed for the game customer sides and resource consumption can
achieve certain standards after Xxxx-Xxxx is connected to the games, such as Delphi
technology games.
|
38
Section Three Service Team Allocation
| |
a) |
|
Application plug-in supports: Two Persons |
| |
| |
b) |
|
Test and version control services: One Person |
| |
| |
c) |
|
User Service Supports: One Person |
| |
| |
d) |
|
Operating Service Supports: Three Persons |
39
