This entrusted purchase contract of supercomputing server (the “Contract”) is entered into between the User/You (hereinafter referred to as “User” or “You”) and FuFu Technology Limited (hereinafter referred to as “BitFuFu”, “We” or “Company”, with the User/You, collectively referred to as the “parties” and respectively a “party”) in relation to the entrusted purchase of Products (as defined below). Once the User/You click or check “Agree to this Contract”, the User/You shall be deemed to have read, understood and agreed all the terms and conditions of this Contract which shall constitute a document which is legally binding on both parties.
BitFuFu may modify this Contract at any time by publishing the amended contract on this website/platform or providing the User/You with a copy of the amended contract (“Amended Contract”). The Amended Contract shall take effect from the time of its release. After the release of the Amended Contract, if the User/You continue to use BitFuFu platform/website, it is deemed that the User /You accept the Amended Contract.
- If BitFuFu is unable to perform its obligations under this Contract due to Force Majeure (as defined below), BitFuFu shall not be liable for any damage or liability suffered by the User /You due to Force Majeure.
- The User/You is aware of the following risks of the Product and blockchain currency industry, and assumes the possible losses at its own will:
a) There are regulatory risks in the blockchain currency industry, which may result in a significant increase or decrease in the price or value of blockchain currency and the risks of inability to change into real currency. Please note that it is possible that the price of blockchain currency could drop to zero;
b) The computing power of the whole network may increase significantly, resulting in a significant decline in Product output;
c) The Product has the risk of suffering from loss and damage during operation, accident and transportation;
d) There may be accidents such as power failure and network disconnection in the IT Room (as defined below), which may lead to the risk of Product shutdown;
e) The IT Room may stop operation due to Force Majeure, and the Products need to be transferred to other IT Rooms, resulting in the risk of downtime for a period of time;
f) The risks of shortage of IT Room and the fluctuation of the electricity price;
g) The risks network or service disruption or data loss or identity theft as a result of hacker or virus attacks;
h) Exchange risks. If the Product is unavailable for purchase due to insufficient stock, BitFuFu should refund Your payment in full. When refunding, the total amount of USD paid shall be the total refundable amount, and the refund shall be made in the original payment current at the exchange rate at the time of the refund.
The risks associated with the Products and the blockchain currency industry listed in this Risk Clause (the “Industry Risks”) are not exhaustive and other risks may arise in the future that could result in the User/You not receiving any revenue, suffering financial loss, or termination of the services we provide, and BitFuFu shall not be liable for any damage or liability suffered by the User/you arising from or resulting from any potential Industry Risks.
The User/You entrusts BitFuFu to purchase the HASH supercomputing server (hereinafter referred to as “Product”) as agreed in this Contract.
II. Purchase of Product
- The User/You entrusts BitFuFu to purchase the Products confirmed by BitFuFu, of which details, product model, price, quantity, warranty and other contents shall be subject to the content displayed and confirmed by the platform.
- After the execution of this Contract, the User/You shall operate as specified by BitFuFu or as directed by the webpage which is navigated to or displayed by the platform.
- Only after the User/You enter into this Contract and perform the relevant obligations in this Contract and as required by the BitFuFu platform, can Products be deemed in the state of being ready for operation. The User/You shall entrust BitFuFu for the delivery of Products and the subsequent operation management, product output, among other services, specifically in accordance with the timing and method required by BitFuFu and the Supercomputing Server Co-hosting Contract, which is made by and between the User/You and BitFuFu.
- If BitFuFu fails to purchase the product due to the insufficient stock, BitFuFu should refund the User/You the payment. When refunding, the total amount of USD paid shall be the total refundable amount, and the refund shall be made in the original payment currency at the exchange rate at the time of the refund.
III. Parties’ Rights and Obligations
- The User/You shall covenant that the User/You has all requisite power and authority to execute and perform this Contract. BitFuFu is entrusted by the User/You to purchase Products on behalf of User/You and shall feedback to the User/You with relevant delivery date, product quality, product model, among other information.
- The User/You confirm and agree that after the execution of this Contract, the User/You shall be liable for all risks and liabilities caused by delayed delivery of products, damaged products, changes in product model or computing power, insufficient quantity of Product or computing power, unilateral termination of contract and refund by the seller except where such aforementioned events result from willful misconduct of BitFuFu.
- The User/You shall deploy the Products in the IT room designated by BitFuFu, and both parties shall sign a Supercomputing Server Co-hosting Contractto specify the agreement on the Products output. The purchase method of the Product under this Contract shall be group purchase. The User/You participate the co-purchase and co-hosting of the certain batch of the Product initiated by BitFuFu. The operation fee (including but without limitation, the electricity fee, maintenance fee, maintenance transportation fee and transportation fee with respect to migration of the IT room) (the “Operation Fee”) for the aforesaid Products shall be borne by the User/You in accordance with this Contract. The User/You shall not be entitled to unilaterally terminate the Hosting Services (as defined in the Supercomputing Server Co-hosting Contract) prior to the satisfaction of the conditions for termination of the Hosting Services contemplated in this Contract.
- The User/You shall pay the purchase fees of the Product to BitFuFu at a price shown and confirmed by the platform. After the execution of this Contract, without the prior written consent of BitFuFu, the User/You shall not request for refund, return the Products or otherwise. If the User/You request or apply for partial or complete refund, return of the Products or otherwise, BitFuFu has the right to reject without being subject to any liabilities.
IV. Delay in Product Operation
- If [the operation of the Products is delayed] over ten days (the tenth day inclusive) resulting from IT room construction delay and unavailability of the IT room, BitFuFu shall promptly notify the User/You and actively seek a solution. In the event that BitFuFu fails to actively resolve the aforesaid problems, the User/You shall be entitled to terminate this Contract and adopt one of the followings methods:
a) Authorize BitFuFu to sell
b) Take away the mining machine via self-pick-up.
If the User/You choose to terminate this Contract pursuant to the Article IV.1, the User/You shall pay the Operation Fee (if any) incurred prior to the termination of this Contract.
If User/You choose to take away the mining machine via self-pick-up, User/You shall be in accordance with the rules of BitFuFu and solely bear the transportation fees and the relevant fees arising from such choice.
V. Force Majeure
“Force Majeure” shall mean any objective conditions that cannot be foreseen, avoided or overcome, including but without limitation, natural disasters, such as flood, volcano eruption, earthquake, landslide, fire, storms and severe weather rated by the government departments as occurring once in a century or above, social unusual events such as war, strike, turmoil, etc., and government actions such as government intervention, restriction, prohibition, and power failure and network disconnection resulting from inspections or bans by the electricity and communication network authorities, network or service disruption or data loss or identity theft as a result of hacker or virus attacks, etc.
If either party is unable to perform or delays to perform its obligations under this Contract in whole or in part due to Force Majeure, the party affected by the Force Majeure shall notify in writing the other party within three days from the date of the occurrence of the Force Majeure and provide the evidence to explain the reasons for such failure to perform its obligations under this Contract in whole or in part or delay of performance within ten days from the date of the occurrence of such Force Majeure.
The party affected by the Force Majeure shall take all necessary measures to minimize the losses and to promptly resume performance hereunder whenever the causes of such Force Majeure are excused, except where the performance of this Contract has been rendered impossible or unnecessary. The party affected by the aforesaid Force Majeure shall not be held liable for any such non-performance or partial performance and the other party shall not request for any damages.
VI. Dispute Resolution
- The formation, validity, performance, interpretation and dispute resolution of this Contract shall be governed by the laws of Hong Kong (excluding conflict law).
- Any dispute, controversy or claim (the “Dispute”) arising out of or relating to this Contract, or the breach, termination or validity hereof, shall be resolved by the parties through friendly negotiation. In case no settlement is reached through negotiation, either party may submit the Dispute to Hong Kong International Arbitration Centre (HKIAC) for arbitration. The award of the arbitral tribunal shall be final and binding upon the parties thereto.
VII. Liability for Breach
- If the User/You agree/sign/approve/check and confirm this Contract online, it shall constitute a legal document binding on both parties. The User/You shall not unilaterally change, rescind or terminate this Contract in any form without the consent of the parties; otherwise, the User/You shall bear all the consequences.
- In case that the User/You are in breach of this Contract, BitFuFu shall be entitled to immediately suspend or terminate the service provided to the User/You and take all necessary legal measures as allowed by applicable laws.
- After this Contract comes into effect, any scanned copy, photocopy, facsimile copiesand online electronic version of this Contract shall have the same legal effects as the original.
- The User/You agree to fully assume the relevant tax obligations arising from the use of the services provided by BitFuFu.
- If this Contract is entered into in Chinese, English and any other language, the Chinese version shall prevail in case of any inconsistency.
- This Contract shall take effect upon the User's use of the services provided by BitFuFu and shall be terminated when BitFuFu proposes or agrees to terminate this Contract or the services provided under this Contract.
(By clicking the following button, you will be deemed to have fully accepted this Contract and have confirmed, acknowledged and fully understood all contents and risks of this Contract.
◎I have read and agreed to the content of this Contract. I am willing to undertake all the obligations and responsibilities arising from this Contract and agree to all the content of this Contract.)