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HOSTING TERMS & AGREEMENT

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    HOSTING TERMS & AGREEMENT
    Customers using Digiimd services are subject to the following terms and conditions set forth in
    the following DIGIIMD CUSTOMER AGREEMENT. Please read below for a detailed description
    of the requirements and responsibilities of Customer and Digiimd.

    IMPORTANT: Please carefully review Section 4 concerning payment in advance of services,
    Section 5 concerning automatic renewal provisions, and Section 6 concerning changes to
    services.

    DIGIIMD CUSTOMER AGREEMENT

    By submitting an order request and/or by using Digiimd services, Customer agrees to the
    terms and conditions of this Digiimd Customer Agreement (the “Agreement”):

    1. DEFINITIONS

    1.1 "Plans" means proposals for offering various services to be provided by Digiimd, as listed
    online at: http://digiimd.com/?mm=pns&sm=whosting&pl=lh&page_id=126 "Plans" do not
    include the use of Digiimd's trademark.

    1.2 "Customer" means an end user who is utilizing services provided by Digiimd.com.

    1.3 "Digiimd" refers to Digiimd.com or Digiimd Cambodia Ltd. Occasionally Customers may
    receive communication directly from Digiimd depending on the services required.

    2. PRICES

    2.1 All prices for Plans provided by Digiimd to Customer are in US dollars.

    2.2 Customer is responsible for paying all taxes of any nature which become due with regard
    to Digiimd services, except for taxes on Digiimd's income, irrespective of which party may be
    responsible for reporting or collecting such taxes.

    3. ORDER ACCEPTANCE

    3.1 All orders are subject to acceptance by Digiimd. An order will be deemed accepted by
    Digiimd when written confirmation of the order is sent to Customer. Digiimd may refuse to



1   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com
    accept any order, or delay acceptance pending fulfillment of conditions Digiimd may
    choose to impose. Digiimd agrees to provide Customer with reasonable notice via Email or
    fax of any intent to delay or decline the acceptance of any order.

    4. PAYMENT

    4.1 Payment shall be made in US dollars to Digiimd into the account designated by Digiimd,
    or as may otherwise be agreed in writing by the parties. Payments are due upon presentation
    of invoice. Customer is responsible for paying any bank charges, transfer fees or similar
    charges (“Transfer Fees”). In the event Digiimd receives less than its invoice amount due to
    any such Transfer Fees, Digiimd will re-invoice Customer for the shortfall. Should payment in full
    of any invoice not be received by Digiimd within thirty (30) days after presentation, Digiimd
    will impose a debt service charge amounting to one percent (1%) of the unpaid balance for
    each month or fraction thereof for which that amount remains unpaid. In the event that any
    amount remains unpaid thirty (30) days after presentation of an invoice, Digiimd may
    discontinue, withhold, or suspend services to Customer and/or its customer(s) to whom such
    unpaid amounts relate.

    4.2 Payment for all services is due in advance of receiving such services. Customer is
    responsible for tracking payment due dates and maintaining proper payments by said dates.
    Digiimd retains the right to discontinue, withhold, or suspend services for any customer that is
    in past due status. If customer does not properly paid on the recognized account renewal
    date, Digiimd may impose additional fees to resolve, reactivate, or retrieve Customer's
    access to account information.

    5. ACCOUNT RENEWAL AND DISCONTINUATION

    5.1 Digiimd’s standard procedure is to automatically renew an account with the latest
    contract terms and plan allocations (“Automatic Account Renewal”). However, Digiimd will
    issue new invoice for renewal, unless the Customer contacts Digiimd with alternative
    payment information before the payment deadline.

    5.2 Digiimd will provide Customer with notification of the renewal date by email to the
    address listed on file, or by regular mail if previously requested by the Customer. This
    notification will be sent to customer 30 days before expire date. It is the Customer's
    responsibility to inform Digiimd of updates to contact information, including email addresses.

    5.3 Customer may cancel the Automatic Account Renewal by providing Digiimd written
    notice of its decision to discontinue an account as follows:

    A. Thirty days (30) prior to the renewal deadline to avoid automatic renewal for all regular
    web hosting services

    B. Sixty (60) days prior to renewal date for all E-commerce web hosting services.

    If no written cancellation notice is received before the deadline as required by Digiimd,
    Customer will remain responsible for payment for services during the next billing period.




2   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com
    5.3 If Customer requests to discontinue an account within an already active contract period,
    the charges for that period will not be refunded.

    5.4 Customers who request the "30-day-money-back-guarantee" (must be for an eligible
    non-ecommerce hosting plan) may be reimbursed the web hosting service fees minus setup
    fees and domain name registration fees. If the Customer received the "free 1 year domain
    name registration" offer, the value of the domain name registration will be withheld from the
    refund amount. This fee is typically $10.00 per year for the domain registration service.

    6. DOWNGRADES, UPGRADES, AND SERVICE CHANGES

    6.1 Requests to change services require written notice prior to the renewal billing date as
    described in Section 5. Digiimd typically handle such requests in conjunction with Customer’s
    request to cancel the Automatic Account Renewal.

    6.2 Digiimd may assess additional fees to handle account downgrades or upgrades.
    Generally Digiimd will asses such additional fess as follows:

    A. For downgrades, Digiimd usually charges $15.00 per account.

    B. For upgrades, Digiimd typically charges a fee equal to the difference between the former
    and new plan setup costs. Upgrades to more extensive solutions, such as dedicated servers,
    may require more substantial setup fees. Additions of add-on features to a plan may also
    require a setup fee.

    7. REFUNDS

    7.1 If the Customer requests to cancel a Web hosting account within the first 30 days of the
    account's activity, they may choose to take advantage of the "30 day money back
    guarantee offer" policy. This policy will refund only web hosting charges paid at the time of
    purchase, minus any setup fees or domain name registration fees. If a new domain name is
    acquired through Digiimd at any time during the account's activity, the Customer remains
    responsible for domain name registration charges of at minimum $10.00 per year. These
    domain registration costs are non-refundable. Customer may continue to own the domain
    name(s) until the specified expiration date(s).

    8. LIMITATION OF DIGIIMD’S OBLIGATIONS AND LIABILITY

    8.1 Digiimd will utilize its best efforts to maintain acceptable performance of services
    contracted for services, but Digiimd makes absolutely no warranties whatsoever, express or
    implied, including warranty of merchantability or fitness for a particular purpose. Digiimd
    cannot guarantee continuous service, service at any particular time, or integrity of data
    stored or transmitted via its system or via the Internet. Digiimd is not liable for the inadvertent
    disclosure of, or corruption or erasure of, data transmitted or received or stored on its system.
    Digiimd is not liable to Customer or any of its customers for any claims or damages which may
    be suffered by Customer or its customers, including, but not limited to, losses or damages of
    any and every nature, resulting from the loss of data, inability to access Internet, or inability to




3   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com
    transmit or receive information, caused by, or resulting from, delays, non-deliveries, or service
    interruptions whether or not caused by the fault or negligence of Digiimd.

    8.2 Digiimd may discontinue servicing any Plan, or may require fulfillment of conditions
    Digiimd may choose to impose as a prerequisite for continuing to service any Plan. Digiimd
    agrees to provide Customer with reasonable notice via Email and fax of any such intent to
    discontinue or impose conditions.

    8.3 Services provided by Digiimd to Customer shall be deemed accepted for all purposes
    thirty (30) days after presentation of invoice for such services, if no written claim or objection
    regarding such services has been received by Digiimd within the thirty (30) day period.

    8.4 Digiimd’s liability to Customer and any end user of any Plan or other Digiimd services is
    limited to the amount paid to and received by Digiimd for services. In no event shall Digiimd
    be liable to Customer, any end user, or any other entity for any special, consequential, or
    other damages, however caused, whether for breach of contract, negligence or otherwise,
    even if Digiimd has been advised of the possibility of such damage.

    8.5 Customer will take all necessary measures to preclude Digiimd from being made a party
    to any lawsuit or claim regarding Digiimd services provided to any Customer or end user.
    Customer hereby agrees to indemnify and hold harmless Digiimd from any and all claims of
    whatever nature brought by any of Customer's customers against Digiimd in excess of the
    remedy set forth in Section 10.4.

    9. PROPERTY RIGHTS

    9.1 Digiimd owns all right, title and interest in Digiimd’s trade names, service marks, inventions,
    copyrights, trade secrets, patents, and know-how relating to the design, function, or
    operation of Plans and of the hardware and software systems and resources necessary to
    provide the individual service elements of which they consist. This Agreement does not
    constitute a license to Customer to use Digiimd 's trade names or service marks. The use by
    Customer of the other property rights mentioned here is authorized only for the purposes of
    marketing and selling Plans.

    10. CONFIDENTIALITY

    10.1 Customer acknowledges that by reason of its relationship with Digiimd, it may have
    access to certain information and materials relating to Digiimd’s business, plans, customers,
    software technology, and marketing strategies that is confidential and of substantial value to
    Digiimd (“Confidential Information”), which value would be impaired if such Confidential
    Information were disclosed to third parties. Customer agrees that it will not use in any way, for
    its own account or for the account of any third party, nor disclose to any third party, any such
    Confidential Information revealed to it by Digiimd. Customer further agrees that it will take
    every reasonable precaution to protect the confidentiality of such information. In the event
    of termination of this Agreement, there shall be no use or disclosure by Customer of any such
    Confidential Information in its possession, and all confidential materials shall be returned to
    Digiimd or destroyed. The provisions of this section shall survive the termination of this




4   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com
    Agreement for any reason. Upon any breach or threatened breach of this section, Digiimd
    shall be entitled to injunctive relief, which relief shall not be contested by Customer.

    11. RELATIONSHIP OF THE PARTIES

    11.1 The relationship between Digiimd and Customer is that of vendor and vendee. They shall
    not be construed as being joint ventures, franchiser/franchisee, or employer/employee. This
    Agreement is a commercial agreement between businesses, not a consumer agreement.
    Customer has no authority, apparent or otherwise, to contract for or on behalf of Digiimd, or
    in any other way legally bind Digiimd in any fashion, nor shall Customer be authorized to
    make any representations about Digiimd or its services other than to set forth Digiimd '
    responsibilities as outlined in this Agreement.

    12. DISPUTES

    12.1 The parties shall attempt to resolve all disputes arising out of this Agreement in a spirit of
    cooperation without formal proceedings. Any dispute which cannot be so resolved (other
    than the collection of money due on unpaid invoices) and other than the injunctive relief
    referred to in Section 12 shall be subject to arbitration upon written demand of either party.
    The arbitration shall take place before an arbitration panel chosen as follows: The parties shall
    each choose an arbitrator, and the two arbitrators shall choose a third arbitrator and
    determine the third arbitrator's compensation. Each party shall have one veto over the
    choice of the third arbitrator. The three arbitrators shall schedule an informal proceeding,
    hear the arguments, and decide the matter by secret majority vote. Unless the arbitrators
    decide otherwise, each party shall pay the costs of its own arbitrator, and shall pay half of
    the other costs of the arbitration proceeding. Each party shall have the right to have the
    proceedings transcribed. The arbitrators shall not have the authority to award punitive
    damages or any other form of relief not contemplated in the contract. The majority of
    arbitrators shall render a written opinion setting forth the basis on which they arrived at the
    decision regarding each issue submitted to arbitration; the dissenting arbitrator, if any, shall
    not issue a dissenting opinion. Regarding each issue submitted to arbitration, the decision
    shall be final and binding only to the extent it is accompanied by a written explanation of the
    basis upon which it was arrived at. Judgment upon the award, if any, rendered by the
    arbitrators may be entered in any court having jurisdiction thereof. Should any legal action
    permissible under this Agreement be instituted to enforce the terms and conditions of this
    Agreement, in particular the right to collect money due on unpaid invoices, the prevailing
    party shall be entitled to recover reasonable attorney's fees and expenses incurred at both
    the trial and appellate levels.

    13. TERM, TERMINATION

    13.1 This Agreement is effective throughout the term of the services required by Customer,
    including any automatic renewal periods unless terminated in one of the following ways:

    A. By either party, by notifying the other in writing subject to the notice provisions in Section 5.




5   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com
    B. By Digiimd, upon thirty (30) days' written notice, if Customer breaches any material and
    substantial provision of this Agreement and has not cured by the end of the thirty (30) days.

    D. By Digiimd, immediately upon giving written notice to Customer, in the event that (i) any
    cash, bank draft, cheque or bank transfer payment delivered by Customer to Digiimd in
    payment for Products is returned unpaid and Customer fails to remedy such nonpayment
    within five (5) business days; (ii) Customer becomes more than thirty (30) days in arrears in
    payment of its account with Digiimd; (iii) bankruptcy or insolvency proceedings are instituted
    against Customer, which are not vacated within sixty (60) days from the date of filing; (iv)
    Customer institutes voluntary bankruptcy or insolvency proceedings, or otherwise admits
    insolvency; or (v) Customer makes an assignment of all or part of its assets for the benefit of
    creditors.

    E. By Digiimd immediately, if Customer attempts to assign all or any part of this Agreement
    without Digiimd 's prior written approval;

    F. By Digiimd immediately, if Customer fails to cause Digiimd to be informed in writing
    immediately on the happening of any event specified in this section;

    G. By Customer, immediately upon giving written notice to Digiimd, if: (i) bankruptcy or
    insolvency proceedings are instituted against Digiimd, which are not vacated within sixty (60)
    days from the date of filing; (ii) Digiimd institutes voluntary bankruptcy or insolvency
    proceedings, or otherwise admits insolvency; (iii) Digiimd makes an assignment of all or part of
    its assets for the benefit of creditors; or (iv) Digiimd fails to cause Customer to be informed in
    writing immediately on the happening of any event specified in this section.

    The provisions of this paragraph survive any termination of this Agreement.

    14. PARTIAL INVALIDITY

    14.1 If any provision of this Agreement is held to be invalid by a court of competent
    jurisdiction, then the remaining provisions shall nevertheless remain in full force and effect.
    Digiimd and Customer agree to renegotiate in good faith any term held invalid and to be
    bound by mutually agreed substitute provision.

    15. APPLICABLE LAW, JURISDICTIONAL MATTERS

    15.1 This Agreement takes effect when accepted by Digiimd in Cambodia. It is to be
    governed by and construed under the laws of Cambodia. The courts of Cambodia shall
    have exclusive jurisdiction to adjudicate any non-arbitrary dispute arising out of this
    Agreement.

    15.2 Customer hereby expressly consents to:

    A. The jurisdiction of the courts of Cambodia and




6   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com
    B. Service of process being effective upon it by registered mail sent to the address set forth in
    Customer’s order form, as may be changed from time to time by written notice actually
    received by Digiimd.

    16. NOTICES

    16.1 Except with respect to service of process, all notices may be sent by email, fax, or
    express mail to the email address, fax number, or mailing address most recently provided and
    will be effective upon transmission. Evidence of successful transmission shall be retained.

    17. ENTIRE AGREEMENT; MODIFICATIONS

    17.1 This Agreement between Digiimd and Customer sets forth the entire agreement and
    understanding between the parties and merges all prior discussion between them.

    17.2 Digiimd may make changes to this Agreement upon thirty (30) days' written notice to
    Customer, advising of the change and the effective date thereof. Utilization of Digiimd
    services by Customer and/or its customers following the effective date of such change shall
    constitute acceptance by Customer of such change(s). Otherwise, this Agreement may not
    be modified except by written consent of both parties.



    BY SUBMITTING AN ORDER, REQUEST AND/OR USING DIGIIMD SERVICES, CUSTOMER AGREES TO
    THE TERMS AND CONDITIONS OF THIS DIGIIMD CUSTOMER AGREEMENT, INCLUDING PAYMENT
    IN ADVANCE FOR ALL SERVICES AND AUTOMATIC RENEWAL PROVISIONS.




7   Digiimd Cambodia Ltd: No. 6A, St. 490, Phsa Doeum Tkov, Chamcamon, Phnom Penh, Cambodia.
    Tel.: +855 (0) 81 232 324, E-mail: info@digiimd.com, Website: www.digiimd.com

				
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