Hosting Service Agreement

Last updated: December 1, 2024

1. Parties

This Hosting Service Agreement ("Agreement") is entered into between Rax Limited, LLC ("Provider," "Company," "we," "us") and the customer ("Customer," "Client," "you") who has signed or electronically accepted a service order referencing this Agreement.

2. Services

Provider agrees to provide the following hosting services:

  • Physical rack space for Customer equipment
  • Electrical power as specified in the service order
  • Industrial cooling and environmental controls
  • Physical security and facility access controls
  • Network connectivity
  • Basic monitoring and maintenance

3. Equipment

Customer retains full ownership of all equipment ("Equipment") delivered to Provider for hosting. Customer warrants that all Equipment is legally owned or authorized for use, complies with applicable regulations, and is in proper working condition.

4. Term

This Agreement begins on the Service Start Date specified in the service order and continues for the initial term stated therein. After the initial term, the Agreement automatically renews on a month-to-month basis unless terminated by either party with 30 days written notice.

5. Fees and Payment

Customer agrees to pay all fees as specified in the service order. Hosting fees are due in advance by the 1st of each month. Payment terms, accepted methods, and late fee policies are detailed in our Fees & Penalties schedule.

6. Customer Responsibilities

Customer agrees to:

  • Provide accurate contact and billing information
  • Maintain current payment methods
  • Promptly respond to Provider communications
  • Comply with all applicable laws and regulations
  • Not use services for illegal purposes
  • Maintain appropriate insurance for Equipment

7. Provider Responsibilities

Provider agrees to:

  • Provide services with reasonable skill and care
  • Maintain facility security and environmental controls
  • Provide 24/7 monitoring of facility conditions
  • Notify Customer of significant service disruptions
  • Perform basic maintenance as outlined in service tier

8. Service Level

Provider targets 99.5% power availability. This is a target, not a guarantee. Provider does not guarantee specific uptime, mining rewards, hashrates, or cryptocurrency values. Mining performance depends on many factors outside Provider's control.

9. Mining Rewards

All mining rewards generated by Customer's Equipment belong solely to Customer. Customer is responsible for configuring mining pool connections and wallet addresses. Provider does not custody any cryptocurrency or have access to Customer wallets.

10. Limitation of Liability

To the maximum extent permitted by law, Provider's total liability under this Agreement shall not exceed the fees paid by Customer during the three (3) months immediately preceding the claim. Provider shall not be liable for any indirect, incidental, special, consequential, or punitive damages.

11. Indemnification

Customer agrees to indemnify and hold harmless Provider from any claims, damages, losses, or expenses arising from Customer's use of the services, violation of this Agreement, or infringement of third-party rights.

12. Termination

Either party may terminate this Agreement for material breach with 30 days written notice if the breach is not cured within that period. Provider may immediately suspend services for non-payment or violation of acceptable use policies.

13. Equipment Removal

Upon termination, Customer must arrange for Equipment removal within 30 days. Unclaimed Equipment may be subject to storage fees and eventual disposal as outlined in the Fees & Penalties schedule.

14. Force Majeure

Neither party shall be liable for delays or failures due to causes beyond reasonable control, including natural disasters, wars, government actions, power grid failures, or other force majeure events.

15. Governing Law

This Agreement shall be governed by the laws of the State of New Jersey. Any disputes shall be resolved through binding arbitration in New Jersey.

16. Contact

For questions about this Agreement, please contact us at legal@rax.ae.