Terms & Conditions

iOneCloud User Agreement, iOneCloud ECS Service Agreement, ECS Service Level Agreement (SLA)

A. iOneCloud User Agreement

1. Definitions
2. Account Management
3. Services & Support
4. Charges, Payment, and Taxes
5. Service Suspension
6. Your Rights & Obligations
7. iOneCloud’s Rights & Obligations
8. Intellectual Property Rights & Non-disclosure
9. Privacy Statement
10. Disclaimer
11. Force Majeure
12. Liability for Breach of Agreement
13. Limitation of Liability
14. Term & Termination of Agreement
15. Modification of Agreement
16. Application of Laws & Dispute Resolution
17. Miscellaneous

After you select the iOneCloud User Agreement and complete registration according to the instructions on the official website, it is regarded that you agree to all provisions in this agreement and Privacy Policy Statement, Network Access Information Security Responsibility, service agreements corresponding to your subscribed cloud service products, Service Level Agreements (SLA), and other rules and regulations that are updated on the official website from time to time. In the case of any conflict between effective clauses in relevant service agreements or SLA on the iOneCloud website and effective clauses in this agreement, clauses in this agreement shall prevail.

If you complete registration and use iOneCloud services in places other than Phnom Penh, it is regarded that you confirm that this agreement does not conflict with any laws of your home country or region or the country or region where you stay. Meanwhile, you hereby state and guarantee that your purchase and/or use of iOneCloud services comply with stipulations of applicable laws and regulations and you have obtained the related approvals or permits (if necessary). Otherwise, you shall bear all losses and liabilities caused thereby, including but not limited to direct or indirect losses and expenses incurred to iOneCloud and shall protect iOneCloud from any claims and liabilities caused thereby.

For definitions of terms in quotation marks and/or terms written in bold letters, please see Article 1 “Definitions” hereof.

1. Definitions

1.1 “Cloud Service Products” refers to various services provided by iOneCloud through its cloud computing platform (for example, cloud computing infrastructure services, platform services, and application services), including but not limited to dedicated cloud, elastic cloud server, object storage, etc. “Cloud Service Products” does not include “Third-party Contents”.

1.2 “Relevant Information” refers to the guides for developers, getting started guides, user guides, quick query guides, and other technical operation manuals and service descriptions on the iOneCloud website. iOneCloud has the right to update aforesaid guides and descriptions at any time.
1.3 “Cloud Services” refers to various cloud service products (including relevant APIs) and cloud service contents provided on the iOneCloud website, excluding third-party contents.
1.4 “Contents” refers to software (including but not limited to system images), data, text, audio, video, image, or other contents.
1.5 “API” refers to application programming interface.
1.6 “Third-party Contents” refers to contents provided by third parties on the iOneCloud website or contents provided along with services provided to users.
1.7 “My Account” refers to your account registered on the iOneCloud website, which has various attributes such as my order, my subscription, account details, etc.
1.8 “Your Contents” refers to (1) contents operated by you or end users on cloud service products; (2) contents interacting with cloud service products; (3) contents stored on or uploaded to cloud service products by your account or through the occupation or use of your account.
1.9 “Service Level Agreements” refers to all service level agreements (SLAs) concerning cloud service products posted on the iOneCloud website. iOneCloud has the right to update these agreements at any time.
1.10 “Privacy Policy Statement” refers to the Privacy Policy Statement currently posted on the iOneCloud website. iOneCloud has the right to update the statement at any time.
1.11 “Confidential Information of Cloud Services” refers to non-public information of iOneCloud and its affiliated companies, partners, and their employees, contracting parties, and agents and include but not limited to:

1) Non-public information related to technologies, customers, business plans, marketing & promotional activities, and assets and other business activities of iOneCloud and its affiliated companies and partners;
2) Third-party information which iOneCloud and its affiliated companies and partners shall not disclose;
3) Any discussion or negotiation between you and iOneCloud and its affiliated companies and the nature and content of such discussion or negotiation.

1.12 “End Users” refers to your customers, namely any individual citizen, legal person or other organization having access to or using your contents or your businesses.
1.13 “Suspension of Cloud Services” refers to the situation where the cloud service products assigned to your order by iOneCloud computing platform can be displayed only through “My Account” but cannot be managed or maintained, and these resources cannot be accessed and used for a while.
1.14 “Termination of Cloud Services” refers to the situation where the cloud service products assigned to your order by the iOneCloud computing platform cannot be searched or displayed, or managed or maintained on a permanent basis, and these resources cannot be accessed and used on a permanent basis.

2. Account Management

2.1 To access to and use iOneCloud services, you must register an account on the iOneCloud website and link your account to a valid email address. Unless otherwise allowed, an email address can be used to create only one account on the iOneCloud website.
2.2 After the successful opening of an account on the iOneCloud website, you shall properly keep your user’s name and password and use the account in a correct and safe way. You shall bear all legal liabilities arising from your failure to properly keep your user’s name and password.
2.3 If you find that your user’s name or password has been illegally used by anyone else or is involved in any abnormal situations, you shall notify iOneCloud of such a situation in a timely manner and may require iOneCloud to take appropriate measures to suspend login and use of your account.
2.4 You promise that you will open an account on the iOneCloud website hereunder using your real identity, you are a natural person, legal person, or other organizations with full capacity for civil rights and civil conducts, and you will bear legal responsibilities for your provided information in accordance with law and this agreement. iOneCloud has the right to review whether your identity information provided during registration is true and valid or require any third party to conduct such review.
2.5 If you are an entity and your authorized representative signs this agreement, it is deemed that your authorized representative is duly and legally authorized by you, and iOneCloud will not be responsible for conducting any investigations on your act of entrustment/authorization and its consequences.
2.6 In the case of any change of your relevant information in the process of using cloud services, you shall update your information in a timely, accurate, valid, and complete way. If you fail to update relevant information in a timely, accurate, and complete way or notify iOneCloud of such updates, you shall bear all legal liabilities arising from such failure.

3. Services & Support

3.1 Services & support provided by iOneCloud to you refer to those services & support defined on the iOneCloud website. iOneCloud has the right to change such contents of services & support, and the latest contents released on the iOneCloud website shall prevail.
3.2 When you subscribe to any cloud service product, you will receive services and support provided based on the SLA corresponding to your subscribed cloud service product.

4. Charges, Payment, and Taxes

4.1 iOneCoud service products shall be charged and paid according to the agreement on prices and payment for corresponding products on the iOneCloud website. iOneCloud shall have the right to change prices or contents of payment, which shall be subject to the latest release on the iOneCloud website.
4.2 The bank charges and other expenses related to payment hereof incurred during performance of this agreement by the Parties hereto shall be borne by the Parties respectively.
4.3 You shall pay for iOneCloud service products provided by iOneCloud for your use in the payment method specified on the iOneCloud website.
4.4 Any possible discounts for iOneCloud service products shall be subject to the latest information in the discount bulletin published on the iOneCloud website.
4.5 The Parties shall, according to the provisions of applicable laws, confirm and pay all taxes related to orders hereunder and expenses levied by other governmental authorities (as well as any fines, interests, and other expenses related to orders). All charges listed in orders hereunder are exclusive of indirect taxes. iOneCloud shall have the right to collect and you shall agree to pay relevant indirect taxes, which iOneCloud is obligated or authorized to collect according to law. You shall provide us with any information we reasonably request so that we can determine whether to collect indirect taxes or not. For any indirect taxes, if you provide us with appropriate and sufficient supporting documents concerning tax exemption or direct tax payment (based on which we can apply for an exemption of indirect taxes), we will not collect the said indirect taxes from you. The charges for iOneCloud services listed hereunder and that listed in orders do not include any deduction or withholding stipulated by law. For any deduction or withholding (including but not limited to cross-board tax withholding), you shall make extra payments to ensure the net amount of the payment that iOneCloud receives is equal to the AR hereunder or under any order.

5. Service Suspension

5.1 iOneCloud is entitled to suspend your access to or use of some or all of iOneCloud service products or take other measures agreed herein promptly after giving a service suspension notice, provided that it confirms that the following circumstances have occurred due to causes attributable to you, including but not limited:

5.1.1 When you access or use iOneCloud service products:

1) You expose iOneCloud service products or any third party to a security risk;
2) You cause adverse influences on iOneCloud service products, systems or contents of other accounts registered on the iOneCloud website;
3) You cause iOneCloud and its affiliated companies or any third parties to bear responsibilities.

5.1.2 You violate any article of this agreement, including but not limited to the article regarding payment delay.
5.1.3 You transfer your assets or dispose of assets in other ways for the interests of your creditors, or you have already become the subject of bankruptcy, restructuring, liquidation, dissolution, or legal actions or proceedings; or
5.1.4 Other circumstances as agreed herein.

5.2 In the event that iOneCloud suspends your access to or use of some or all of iOneCloud service products due to the aforementioned causes:

5.2.1 You still need to pay all expenses incurred before and during the suspension;
5.2.2 You shall pay for any iOneCloud service products that you still use;
5.2.3 You shall not have rights under the corresponding service level agreement during any service suspension period; and
5.2.4 iOneCloud will not delete any of your contents from the iOneCloud website due to the service suspension unless otherwise specified herein.

5.3 In the event that iOneCloud suspends its services due to the aforesaid reasons and you still fail to make remedies within 10 working days after receiving the service suspension notice from iOneCloud, iOneCloud is entitled to terminate your use of corresponding cloud service products.

6. Your Rights & Obligations

6.1 You can use your account to log in to the iOneCloud website, subscribe to cloud service products, and manage such products pursuant to this agreement.
6.2 Unless otherwise specified in this agreement or orders, you are entitled to access or use cloud services according to permits that are restrictive, revocable, non-exclusive, non-excludable, and non-transferrable granted by iOneCloud and its affiliated companies within the validity of cloud service products that you have subscribed to.
6.3 You can access and use the cloud service products provided on the iOneCloud website and, when using cloud service products, you shall comply with the relevant laws, regulations, and rules, as well as this agreement and other related agreements, including the service agreements corresponding to your subscribed cloud service products, the Network Access Information Security Responsibility, Legal Statement, and other policies specified on the iOneCloud website. You shall agree to observe relevant import and export laws and regulations (if applicable).
6.4 You shall make payments in the full amount and on time at the agreed price and by the agreed payment method.Â
6.5 In the event that you allow, help, or offer convenience for any end user to access or use your contents or iOneCloud service products in relation hereto, you shall be liable for all liabilities caused thereby. In the event that you provide customer services to an end user, you shall sign a separate agreement with the end user. iOneCloud will not provide any support or service to or assume any responsibilities for the end user.
6.6 If you need iOneCloud sales personnel to assist you with registration or order placement, you shall submit the Authorization Letter for Enabling iOneCloud Services based on the template provided by iOneCloud.
6.7 You shall assume all responsibilities and obligations related to your contents, including but not limited to the legitimacy of your contents or the legitimacy of authorizations that are obtained from third parties, etc. You shall ensure that your contents contain nothing in violation of any applicable laws, regulations, and international treaties.
6.8 You shall assume legal liabilities for all acts committed in the name of your account. If your account or content incurs losses to iOneCloud or a third party, you shall compensate iOneCloud or the third party for the losses and eliminate effects caused thereby. You are obligated to respond to and protect iOneCloud and its directors, senior employees, employees, agents, partners, and suppliers from any third-party compensation claim (including reasonable attorney’s fee) or litigation caused by: (1) information submission, publishing, transfer, or other operations using your account during the access to and use of iOneCloud services; (2) use of services and participation in activities in the name of your account; (3) your violations of any stipulations contained herein; (4) your infringement on the rights of any third party, for example, infringing on any third party’s intellectual property rights, or spreading slanders, or publishing contents in violation of any non-disclosure agreement; or (5) unauthorized modification or alteration of any iOneCloud service content. The aforesaid obligations shall survive even if you stop using cloud service products or this agreement is terminated.
6.9 You shall understand and agree that iOneCloud has the right to take any one or more of the following measures if iOneCloud finds that your acts violate the relevant laws and regulations or this agreement by itself or based on information from regulatory authorities and complaints from right owners, or upon request of the regulatory authorities: (1) Require you to immediately change or modify your contents; (2) Directly delete or block relevant contents or disconnect links; (3) Limit or suspend your use of services (including but not limited to: directly bringing offline all or some services that you use, withdrawing relevant resources, and limiting operations by your iOneCloud service account); or (4) Terminate your use of iOneCloud service and end the cooperation (including but not limited to bringing offline all services that you use and withdrawing relevant resources). You shall be solely liable for all consequences caused thereby, and shall compensate iOneCloud for any losses (including but not limited to administrative penalties imposed by regulatory authorities).
6.10 In the event that you engage in activities using iOneCloud service products, including but not limited to launching non-business websites, business-related websites, or BBSs as well as news columns, you are required to get such businesses filed with and obtain approvals from the corresponding government authorities, you shall file with the authorities concerned at your discretion and promptly obtain approvals or business licenses in strict compliance with the relevant provisions, and complete the relevant administrative formalities.
6.11 You shall correctly configure and use iOneCloud service products and take certain security measures, including but not limited to encryption techniques, to protect and back up your contents and to prevent unauthorized access of your contents. You shall routinely archive your contents.
6.12 You must comply with requirements of relevant technical documents on cloud service products (including the Developer’s Guide), which are published on the iOneCloud website and updated at any time.
6.13 You shall not use iOneCloud service beyond the scope of this agreement or for the purposes other than that specified herein, including but not limited to creating derivatives of any software in the iOneCloud service by modifying, erasing, tampering, or by other means or conducting reverse engineering, disassembling, or decompiling.
6.14 You shall not, without prior written consent of iOneCloud  rent, lease, lend, pledge, or directly or indirectly transfer or distribute iOneCloud service products to any third party, and you also shall not allow any third party to access and/or use functions of the service products. The following circumstance is an exception: According to provisions of this agreement or relevant agreement, only end users can indirectly access the functions of cloud service products as they receive software application services deployed on cloud service products.
6.15 You shall not commit any act that undermines or tries to undermine network security, including but not limited to malicious scanning of other websites or servers, illegal intrusion to systems, or illegal acquisition of data by means including but not limited to virus, Trojan virus, malicious code, and phishing.
6.16 You shall not attempt to maliciously change the system configuration provided by iOneCloud service or undermine the security of the iOneCloud system.

7. iOneCloud’s Rights & Obligations

7.1 iOneCloud shall take reasonable and feasible measures to help you protect your contents from unexpected or illegal loss, access, or leakage, except that such loss, access, or leakage is caused due to force majeure as specified in Article 10 or your responsibilities specified in Article 6.
7.2 The ownership of iOneCloud service products belongs to iOneCloud. It shall be responsible for basic hardware configuration for iOneCloud service products, routine maintenance of servers, and troubleshooting.
7.3 iOneCloud shall promptly resolve any fault that occurred in the process of your use of iOneCloud service due to a cause other than man-made operation, except for faults caused by you and/or force majeure or by issues beyond the control of iOneCloud.
7.4 iOneCloud shall upgrade iOneCloud service products when necessary or migrate the products to another equipment room. The upgraded iOneCloud service products can support functions of existing iOneCloud service products. iOneCloud will notify you of the aforesaid operations three days in advance, and you are obligated to cooperate with and support iOneCloud in upgrading and migration to another equipment room. You shall bear any consequence incurred due to your reluctance to cooperate in the aforesaid service upgrading or migration to another equipment room.
7.5 You shall understand and agree that iOneCloud has the right to change, suspend, or cancel some cloud service products and some of their features, functions, or API interfaces based on actual needs, such as change of product cycle. You will be notified of the aforesaid changes, suspensions, or similar operations by a notice published on the iOneCloud website or an email sent by iOneCloud.
7.6 No one is allowed to use, copy, modify, change, spread, release, or publish programs or contents of the iOneCloud website without the written authorization of iOneCloud or other right owners concerned.

8. Intellectual Property Rights & Non-disclosure

8.1 The intellectual property rights of cloud service products, cloud computing system software, and relevant technical materials (except third-party system software) provided by iOneCloud to you belong to iOneCloud  you only enjoy the non-exclusive, non-excludable, non-sub-license, non-redistributable, and non-transferrable right to use them only for purpose of this agreement. The general right of use granted by iOneCloud hereunder shall be terminated automatically upon the expiration of this agreement.
8.2 Neither party shall present, use, or allow any third party to present or use any trade name, service mark, brand, and trademark of the other party without the written consent of the other party, unless otherwise specified in this agreement. The Parties hereto shall clearly understand that the trade names, service marks, brands, and trademarks of one party hereto shall be exclusive properties of that party, and no content herein shall constitute permission for the other party to use the aforesaid trade names, service marks, brands, and trademarks.
8.3 The Parties hereto confirm that the system software and application software provided by iOneCloud hereunder may contain third-party software, whose legal use rights or copyrights are obtained by iOneCloud through agreements signed with the third-party supplier. iOneCloud hereby, according to this agreement, grants you the non-exclusive, non-excludable, non-redistributable, and non-transferrable right of use for the purpose of this agreement. The intellectual property rights and ownership of all software hereunder shall still remain with iOneCloud or the third-party supplier concerned, unless otherwise specified herein. You shall not delete, modify or conceal any statement on copyright, trademark, or other exclusive rights as included in any third-party product.
8.4 You shall undertake that the software you use is genuine and legitimate, and your use of such software will not infringe upon the intellectual property rights of any third party in any form. Meanwhile, you shall not involve in the manufacture, use, redistribution, or transfer of fake, pirated, or illegitimate software. If you violate this provision, iOneCloud is entitled to terminate your use of any or all of iOneCloud services, and such termination will not be deemed as a breach of this agreement by iOneCloud  If iOneCloud suffers losses therefrom, you shall assume relevant legal liabilities.
8.5 The Parties hereto shall be obligated to keep confidential any and all technical and business secrets and classified iOneCloud service information obtained from each other during conclusion and performance of this agreement, abide by regulations pertaining to intellectual property rights, anti-unfair competition, and other aspects and respect the intellectual property rights and business secrets of each other during the term of this agreement and thereafter. Without prior written authorization of one party, the other party shall not disclose, transfer, license others to use, exchange, or donate such information to any other organization or individual in any manner or use together or improperly use such information with any organization or individual. The party who violates this article and causes losses to the other party shall assume the relevant legal liabilities, unless the provision of such information is required by the relevant laws or regulations, or unless it is necessary for iOneCloud to provide such information under the request of any administrative organ or judicial organ which makes request in light of its authorities.
8.6 This article (Article 8 Intellectual Property Rights & Non-disclosure) shall survive and be binding on the parties hereto after termination of this agreement or thereafter.

9. Privacy Statement

9.1 Protecting your privacy is a basic policy of iOneCloud.
9.2 iOneCloud respects the privacy of your confidential information and shall keep your confidential information in strict confidence according to law. iOneCloud shall not, without your permission, disclose or share any valid identity information contained in your registration data to or with any third party except for its affiliated companies. You shall understand and agree that iOneCloud can use your registration data in internal business analysis and researches and share it with its affiliated companies for purposes of improving products or providing services to you. Beyond that, iOneCloud shall not disclose to a third party or authorize a third party to use your confidential information, except:

1) Information required to be provided by the relevant laws or regulations;
2) Information required to be provided by administrative organs or judicial organs in line with their authorities;
3) Information to be provided by iOneCloud to a third party with your consent;
4) Information to be provided by iOneCloud so as to take measures to prevent you from violating laws and regulations;
5) Information to be provided by iOneCloud when it takes legal action or applies for arbitration against you to protect its legitimate rights and obligations;
6) Information must be provided to third parties for the purpose of providing relevant services to you; and
7) Information to be provided to external attorneys, accountants, or third-party consultants who have signed non-disclosure agreements so as to meet the reasonable business requirements of iOneCloud.

9.3 iOneCloud shall not view, use, or distribute to other parties your contents without your authorization. You shall agree and acknowledge that iOneCloud may migrate or maintain your contents based on operation and maintenance requirements during its provision of cloud service products and relevant services. You shall acknowledge and agree that the aforesaid migration and maintenance of your contents and any data involved therein (including personal data) are necessary for iOneCloud to provide you with cloud service products and relevant services, and shall not constitute any infringement on your privacy and confidential information. You shall explicitly agree and authorize iOneCloud to migrate and maintain the content of any of your partners and any data involved therein (including personal data) as of the date of execution hereof for the purpose of providing cloud service products and relevant services to you during the term of this agreement, provided that iOneCloud has observed its obligation of non-disclosure and has taken appropriate protective measures. You shall also ensure that the aforesaid authorization has obtained all necessary consents, permits, and approvals and complies with all applicable laws and regulations. You shall understand and acknowledge that iOneCloud and its products cannot provide absolute security to your information, although it has used its best efforts and due diligence to protect your information privacy.

10. Disclaimer

10.1 Given the particularity of computers and the Internet, you shall understand and acknowledge that no event caused by hacking, viruses, technical adjustments of telecommunications operators, or backbone line interruption will be deemed as a breach of this agreement by iOneCloud. You shall acknowledge that the interruption of services provided by iOneCloud during network adjustment and maintenance or the drop in speed of accessing to cloud service products due to Internet congestion is normal and will not be deemed as a breach of this agreement by iOneCloud. You also shall acknowledge that the operation and maintenance performed by iOneCloud after giving prior notice of data backup, business migration or service interruption, including but not limited to troubleshooting, system upgrading, system tuning, and system capacity expansion, which cause unavailability of your services, are normal and will not be deemed as a breach of this agreement by iOneCloud.
10.2 iOneCloud reserves the right to change, upgrade, modify, and migrate any cloud service products and relevant functions and application software of such products at any time at its sole discretion. iOneCloud further reserves the right to develop new modules, functions, software, and services for iOneCloud service. This agreement shall still apply to the provisions of the aforesaid new modules, functions, software, and services, unless otherwise stated by iOneCloud.
10.3 You shall agree that iOneCloud shall be exempted from any damages incurred to you or third parties when using cloud service products due to any delay, inaccuracy, error, or omission during data transfer, for which iOneCloud does not have gross negligence or ill intention.
10.4 Third-party services (including but not limited to application software provided by third parties or third-party applications provided based on the iOneCloud website) can be directly provided to you by other natural persons, legal persons, or other organizations pursuant to separate terms and shall be charged separately. iOneCloud is under no obligation to test or screen any third-party services, and you shall use third-party services at your own risk.
10.5 In the event that a law enforcement agency concerned issues any injunction or similar notice or requirement on your contents or cloud service products you subscribed to during the term of this agreement, you shall understand and acknowledge that iOneCloud may have to observe such injunction or requirement and it will inform you of such injunction or requirement as soon as possible as permitted by laws and the said law enforcement agency. In this case, iOneCloud shall not bear any liabilities for beach of this agreement.
10.6 In the event that any exception of your software impairs Internet stability, including but not limited to a barrage of spams or network attacks from your software, and may cause major network security problems and consequently affect other users, iOneCloud shall have the right to suspend your use of cloud service products, which shall not be deemed as a breach of this agreement by iOneCloud.
10.7 iOneCloud shall not be liable for any and all losses incurred to third parties and your end users who receive iOneCloud services indirectly through you.
10.8 If you request invoices on the subscription of cloud service products, correct invoicing information shall be provided, including but not limited to the mailing address and recipient. You shall be solely liable for any liability or loss caused due to incorrect information that you submit.
10.9 In the event that you fail to provide written confirmation of receipt of invoices or iOneCloud does not receive such confirmation from you within 90 days upon delivery of these invoices, the iOneCloud system will automatically countersign the confirmation, and you shall be deemed to have received the invoices. iOneCloud shall have the right to reject your request on reissuing invoices on the ground of the loss of invoices or others after automatic countersigning by the iOneCloud system.
10.10 As an IT Infrastructure as a Service (laaS) provider, iOneCloud provides no intellectual property assurance and quality assurance for software other than iOneCloud software, and shall assume no liability of compensation for any loss incurred to you directly or indirectly due to causes attributable to such software.
10.11 You shall understand and agree that iOneCloud cannot guarantee that all services it provides are flawless (for example, iOneCloud security products cannot guarantee absolute security for your hardware or software). Even if the services provided by iOneCloud are defective, but such defects exist only because of the then current technical level of the IT industry, then it shall not be deemed as a breach of this agreement by iOneCloud. You shall agree to cooperate with iOneCloud to solve the aforesaid defects. iOneCloud undertakes that it will continuously improve its service quality and level.

11. Force Majeure

11.1 Force majeure means any event unpredictable, unavoidable, and unconquerable for any party hereto, including but not limited to:

1) Natural disasters, catastrophic climates, and fires etc.
2) Wars or quasi-wars, hostilities, terrorist activities, riots, strikes, and industrial disputes etc.
3) Governmental actions, such as confiscation, granting, and withdrawal of administrative permits, and curfew etc.
4) Power outage, hacker attack, and computer viruses etc.

11.2 In the event that the performance of this agreement by the parties hereto is affected by an event of force majeure, the parties agree to extend the term of this agreement within the scope of influences of such event. Neither party shall be liable for any increased cost or loss which the other party sustains by reason of force majeure.
11.3 The party affected by the event of force majeure shall notify the other party of such force majeure event by email or fax. Once the event of force majeure ends or is eliminated, the affected party shall notify the other party thereof by email or fax promptly.
11.4 Either party hereto shall have the right to terminate this agreement if such event of force majeure persists for a period of 120 days or more.
11.5 In no event shall an event of force majeure exempts you from paying for iOneCloud services that you have already used.

12. Liability for Breach of Agreement

12.1 In the event that the cloud service products which you subscribed to are unavailable due to faults of iOneCloud, iOneCloud shall bear liabilities according to relevant provisions of the SLA corresponding to your subscribed cloud service products.
12.2 In the event that this agreement is terminated due to your violation of any article hereof, your obligation of payment hereunder shall survive such termination and you still have to make appropriate payments in a timely manner. In the event that you fail to make payments in time, iOneCloud shall have the right to take legal procedures to recover such payment delayed by you.
12.3 In the event that you violate the price and payment provisions specified on the iOneCloud website, you shall assume the responsibilities and obligations provided for therein.
12.4 In the event that you delay the payment of service fees, you shall pay the liquidated damages equaling to 1% of the expected amount payable per day within 30 days after the due date for payment. iOneCloud shall have the right to refuse to provide the corresponding services until you pay the fees for such services. In the event that you still fail to make payment within 7 days after your order takes effect, iOneCloud shall have the right to cancel such order or terminate this agreement. Such cancellation of order or termination of this agreement shall not exempt you from your obligation for payment and liquidated damages, nor affect iOneCloud’s right to claim compensation.
12.5 In the event that your acts cause other actual losses to iOneCloud  including but not limited to equipment damage or maintenance fees, data, or system recovery fees caused thereby, you shall indemnify iOneCloud from any liquidated damages or compensation to be paid to third parties.

13. Limitation of Liability

13.1 Unless otherwise forcibly specified by laws, all liabilities of compensation assumed by iOneCloud under this agreement and relevant agreements against you shall be limited to the direct and actual losses with explicit evidences. The amount of all compensations and liquidated damages incurred under this agreement and relevant agreements shall not exceed the amount that you have paid for iOneCloud products or services, which caused such losses to you, and iOneCloud can use the equivalent cloud service products to make compensation. If the service period is more than 1 year, the total compensation amount shall not exceed the total service fees you have paid for iOneCloud products or services in that very year, which caused losses to you, and iOneCloud can use equivalent cloud service products to make compensation. iOneCloud shall not be liable for compensating any indirect, punitive, special, and derivative losses (including business loss, revenue loss, profit loss, or loss of data used, or losses of other economic benefits) relating to or arising from this agreement.

14. Term & Termination of Agreement

14.1 This agreement shall come into effect on the effective date until the day it is terminated by you or iOneCloud according to Article 10.4 or Article 13.3 hereof.
14.2 Neither party can terminate this agreement without express written consent of the other party within the term of this agreement, unless otherwise specified herein.
14.3 Unless otherwise specified herein, iOneCloud shall have the right to terminate this agreement at any time in any of the following circumstances by giving you a written notice:

1) iOneCloud is required by laws and regulations or any administrative or judicial organs to terminate this agreement;
2) Any change in law or policies renders it impractical and infeasible for iOneCloud to continue providing you with services;
3) iOneCloud will incur substantial economic and technical burdens or expose to major security risk if it continues providing you with services due to a cause attributable to you;
4) You fail to make payments in full and on time;
5) You violate the Network Access Information Security Responsibility and Legal Statement;
6) You violate the provisions provided in Article 6 of “Your Rights & Obligations” and Article 8 of “Intellectual Property Rights & Non-disclosure”.
In the event that iOneCloud terminates this agreement under any of the aforesaid circumstances, it shall not refund any fees you have paid and it is entitled to demand you to compensate all losses it suffers therefrom.

14.4 You can back up or migrate your data within 7 days upon the expiration of an order. You cannot access your resources 7 days thereafter, and iOneCloud undertakes that it will retain your resources for 10 days (during which you cannot access your resources). If you are willing to continue to use them, you need to pay for a renewal; otherwise, such resources will be released upon expiration of the said 10-day period. iOneCloud shall not be liable for any loss of information incurred thereby.

15. Modification of Agreement

15.1 The Parties hereto agree that iOneCloud shall have the right to modify and/or supplement the terms and conditions of this agreement according to changes in laws and regulations or in market conditions. The modified articles shall be published on the official website of iOneCloud services and take effect forthwith. If you continue to use iOneCloud services after any article hereof has been modified, it shall be deemed that you have accepted such modified articles.
15.2 You shall not modify this agreement without written consent of iOneCloud.

16. Application of Laws & Dispute Resolution

16.1 The formation of this agreement, its validity, interpretation, performance, and resolution of dispute in connection herewith shall be governed by the laws of Cambodia.
16.2 Any dispute relating to this agreement shall be resolved through amicable negotiations between the Parties hereto. If such negotiation fails, the parties agree to submit the dispute to the Cambodia court for resolution through litigation.

17. Miscellaneous

17.1 iOneCloud shall have the right to transfer its rights or obligations hereunder in whole or in part to any third party, provided that such transfer does not affect your rights hereunder. Based on the aforesaid provisions, this agreement shall be binding on and inure to the benefits of the Parties hereto and their respective successors and assignees.
17.2 All notices of iOneCloud hereunder can be sent through the bulletin on the iOneCloud website, email, or letter. It shall be deemed that these notices are received by recipients on the date of sending. Notices released through email shall become valid immediately after being sent. Please update your email address in a timely manner. When a notice is sent to the email address linked to your account, it is deemed that you have received the notice, regardless of whether you have actually received it or not.
17.3 If any provision in this agreement becomes partly or completely invalid or unenforceable for any reason, the remaining provisions of this agreement shall be valid and have binding force.
17.4 You shall further acknowledge and represent that you have carefully read and fully understood terms of this agreement, and you have requested and obtained sufficient explanations from iOneCloud for terms about which you have doubts, and you are willing to be bound by the aforesaid terms.

B. iOneCloud ECS Service Agreement

1. Definitions
2. Purchasing of Services
3. Terms of Services
4. Price and Payment
5. Delivery of Services
6. Assurance of Services
7. Customer Rights and Obligations
8. iOneCloud Rights and Obligations
9. Intellectual Property Rights and Confidentiality
10. Modifications to the Agreement
11. Liability for Breach of Agreement
12. Agreement Term and Termination
13. Governing Laws and Dispute Resolution
14. Miscellaneous

The Service Agreement (“this Agreement”) is entered into and concluded by and between iOne Co., Ltd (“iOneCloud”) and you or the entity you represent (“you”). This Agreement supplements the iOneCloud User Agreement you signed when ordering the Elastic Cloud Server (ECS) service. In the event of a conflict between the terms in this Agreement and iOneCloud User Agreement or other agreements (“related agreements”) concluded between you and iOneCloud, the terms and conditions of this Agreement shall prevail within the confines of the conflict. Definitions of quoted terms not defined in this Agreement are subject to the related agreements.

This Agreement comes into effect on the day you order and pay for the service under this Agreement (“Effective Date”).

1. Definitions

1.1 This Agreement includes the service agreement terms and your order and settlement bills under such terms.
1.2 “Elastic Volume Service (EVS)” is the virtual block storage device associated with ECSs. It is available on the iOneCloud computing platform using computer virtualization technology.
1.3 “Elastic Cloud Server” refers to the scalable computing service on the iOneCloud computing platform. The service includes the CPU, memory, image, EVS, and Virtual Private Cloud (VPC).
1.4 “My Account” is the user’s account on the iOneCloud service website for your account, orders, and more.
1.5 “Elastic Cloud Server Suspension” means that while the ECSs, EVS disks, IP addresses, and bandwidth resources assigned to your orders on the iOneCloud computing platform, they currently cannot be managed, maintained, accessed, and used.
1.6 “Elastic Cloud Server Termination” means that the ECSs, EVS disks, IP addresses, and bandwidth resources assigned to your orders on the iOneCloud computing platform cannot be managed, maintained, accessed, or used permanently.

2. Purchasing of Services

2.1 The ECS is available for order on the iOneCloud service website (https://www.ionecloud.com.kh).

3. Terms of Services

3.1 The subject matters of this Agreement are the products and services specified in your ECS order.

4. Price and Payment

4.1 The price(s) and payment method(s) under this Agreement are subject to your ECS order.
4.2 iOneCloud reserves the right to modify the preceding price(s) and payment method(s) when necessary. iOneCloud will announce this modification on the iOneCloud service website. The price and quantity of your ECSs are subject to your order.

5. Delivery of Services

5.1 After your order is approved, iOneCloud will enable the ECS as defined in the service order. iOneCloud shall be deemed to have delivered the services agreed upon in this Agreement if you can log in to the iOneCloud service website using your account and perform the following operations:

5.1.1 View the products in your order on My Account;
5.1.2 Manage and maintain the products in your order by following the ECS guidelines provided by iOneCloud;
5.1.3 Log in to the enabled ECS using the correct password. The ECS specifications and model are consistent with your order.

6. Assurance of Services

6.1 After you purchase the ECS, iOne will provide services defined in the ECS Service Level Agreement (“SLA”). iOneCloud has the right to update the SLA when necessary and will post the updated SLA on the iOneCloud service website.

7. Customer Rights and Obligations

7.1 Once the ECS is enabled, you may use the ECS functions and features.
7.2 When using ECS functions and features, you shall comply with the relevant laws and regulations, rules of cloud product usage, and this Agreement and related agreements, including but not limited to the cloud product SLA, Network Access Information Security Responsibility, Legal Announcement, Privacy Policy Statement, and other policies specified on the iOneCloud service website.
7.3 You are entitled to use certain software and relevant files developed and owned by Microsoft or its licensors (“Microsoft software”) as a part of iOneCloud ECS. In using Microsoft software, you accept the following additional terms required by Microsoft or its licensors:
7.4 You shall make the payment(s) in full amount at the agreed price and with the agreed payment method in a timely manner.
7.5 In the event you decide to terminate your subscription with iOneCloud’s ECS, you are adviced to download or transfer your files & data to another media earlier than 7 days before the end of contracted date to avoid losing your data files. iOneCloud will not be responsible for any loss of data or files after the official termination date.
7.6 Without prior written consent by iOneCloud, you shall not sublease, resell, or transfer the ECS provided by iOneCloud or use the ECS product as a proxy server. Otherwise, iOneCloud has the right to take any measure, including but not limited to suspending or terminating ECS delivery, to stop your actions. You shall assume any and all consequences incurred therefrom.

8. iOneCloud Rights and Obligations

8.1 iOneCloud shall be responsible for enabling the ECS, maintaining the network environment, and providing related technical support.
8.2 In the event that you fail to make the agreed payment(s) due to untimely renewal, iOneCloud has the right to suspend or terminate ECS delivery.
8.3 In the event that the ECS is terminated, iOneCloud is entitled to withdraw the corresponding ECS resources. You shall assume any and all liabilities and consequences incurred by the withdrawal.

9. Intellectual Property Rights and Confidentiality

9.1 ECS intellectual property rights, cloud computing system software (excluding third-party software), and related technical documents are ascribed to iOneCloud. Your right to use services and products provided by iOneCloud is not exclusive, excludable, sublicensable, or redistributable. Once the service period specified in the order ends, any and all authorizations granted by iOneCloud to you for using the services and products are automatically terminated.
9.2 Without one Party’s prior written consent, the other Party shall not present, use, or allow any third party to present or use the aforementioned Party’s any trade name, service mark, brand, and trademark. You and iOneCloud shall clearly understand that the trade name, service mark, brand, and trademark of one Party are its proprietary assets, and any content in this Agreement does not constitute permission for the other Party to use them.
9.3 Both Parties acknowledge that the system software and application software provided by iOneCloud under this Agreement may include third-party software, whose legal use rights or copyrights were obtained by iOneCloud in agreement with the third-party vendor. Your right to use such third-party software is restricted, vested in you by iOneCloud  and is not exclusive, excludable, sublicensable, or redistributable. Unless otherwise specified in this Agreement, the intellectual property rights and ownership of all software under this Agreement are ascribed to iOneCloud or related third-party vendors. You shall not delete, modify, or hide any notice of copyright, trademark, or other exclusive right included in any third-party product.
9.4 Both Parties shall keep confidential any and all technical secrets and business secrets obtained during the conclusion and performance of this Agreement and relevant orders and respect all intellectual property rights and business secrets in strict accordance with laws and regulations on intellectual property rights, anti-unfair competition, and other relevant laws and regulations, during and after the period of this Agreement. Without prior written consent by one Party, the other Party shall not disclose, transfer, license, exchange, donate, or share such secrets with any other individual or organization, or co-use or abuse such secrets with any such individual or organization. Any Party who breaches this clause and causes losses to the other Party shall assume the relevant legal liabilities unless the provision of such information is required by laws, regulations, administrative institutions, or judicial organs.
9.5 This clause (referring to Clause 9 “Intellectual Property Rights and Confidentiality”) shall remain binding on both Parties to this Agreement after this Agreement ends.

10. Modifications to the Agreement

10.1 Modifications to this Agreement shall comply with the conventions of the ECS ordering process.

11. Liability for Breach of Agreement

11.1 If iOneCloud breaches this Agreement, iOneCloud shall assume the liability specified in the ECS Service Level Agreement (SLA), which is the only liability assumed by iOneCloud against you.
11.2 iOneCloud is not liable for compensating any consequential, punitive, derivative, and special losses. Special losses include those from business, revenue, profit, data, or any other economic benefit.
11.3 If iOneCloud provides the ECS for your usage in accordance with the SLA for the duration of the free trial, the compensation clauses in the SLA and iOneCloud User Agreement do not take effect during the free trial. In the event of a conflict between this clause and the related agreements, this clause shall prevail.
11.4 iOneCloud has the right to recover any payment delayed by you through legal procedures and claim against you for any loss incurred therefrom.

12. Agreement Term and Termination

12.1 This Agreement shall come into effect as of the Effective Date until you or iOneCloud terminates this Agreement according to the terms herein.
12.2 If iOneCloud User Agreement is terminated, this Agreement shall be terminated accordingly.
12.3 This Agreement is terminated when all order validity periods under this Agreement expire.
12.4 If the validity period of an order is not specified, this Agreement may be terminated provided that you initiate a service termination or unsubscribe request on My Account in accordance with this Agreement.
12.5 iOneCloud is entitled to terminate this Agreement in any of the following circumstances:

12.5.1 iOneCloud is required by laws, regulations, or any governmental authority to terminate this Agreement;
12.5.2 iOneCloud has deemed that continued service provision will create heavy economic or technical burden on or major security risk to iOneCloud;
12.5.3 A change in law or policy renders continued service provision impractical for iOneCloud;
12.5.4 You fail to make related payment(s) in time and in full;
12.5.5 You violate the Network Access Information Security Responsibility, Legal Announcement, or Privacy Policy Statement;
12.5.6 You breach the terms of this Agreement.

12.6 You shall back up related ECS contents regularly. Once this Agreement is terminated, iOneCloud has the right to remove such contents from the ECS portfolio. iOneCloud is not liable for any loss of such information as the result of your negligence in backing up the data.
12.7 If any term of this Agreement becomes partially invalid, completely invalid, or not enforceable for whatever reason, other terms of this Agreement shall remain valid and binding.

13. Governing Laws and Dispute Resolution

13.1 The establishment, effect, interpretation, performance, and dispute resolution of this Agreement shall be governed by laws and regulations of Cambodia.
13.2 Any dispute of this Agreement shall be resolved through mediation between you and iOneCloud. If such mediation fails, both Parties agree to submit the dispute to Cambodia court for resolution through litigation.

14. Miscellaneous

14.1 You acknowledge that you have carefully read, understood, and completely agreed on this Agreement, you have requested and obtained full explanations from iOneCloud for terms about which you have doubts, and you are willing to fulfill the terms of this Agreement.

C. ECS Service Level Agreement (SLA)

Terms in the ECS Service Level Agreement (“this Agreement”) are as defined in the iOneCloud User Agreement, iOneCloud ECS Service Agreement, or other agreements (“related agreements”), unless otherwise stated in this Agreement.
1. Definitions

1.1 “Service Availability Time” is the availability of Elastic Cloud Server (ECS) in months.
1.2 “Service Year” is the 365-day period prior to your submission of an SLA compensation request.
1.3 “Service Unavailability” is evidence from the ECS system access log that ECS was inaccessible for fifteen (15) or more consecutive minutes because of iOneCloud. Any unavailability caused by daily system maintenance (including cutover, maintenance, and upgrade), third parties, force majeure, or by yourself, is not considered Service Unavailability.
1.4 “Service Unavailability Time” is the duration of Service Unavailability that is at least fifteen (15) consecutive minutes. Any unavailability time caused by daily system maintenance, third parties, force majeure, or by yourself, is not considered Service Unavailability Time. Any Service Unavailability Time shall be counted and included in the compensation application only once and shall not be used for the next compensation application.
1.5 “Service Availability Rate” is a percentage of monthly service availability using the following formula: Monthly Service Availability Rate = (Service Availability Time in a month/Total minutes in a month) x 100%.
1.6 “Force Majeure” is the “force majeure” mentioned in Clause 11 in the iOneCloud User Agreement signed between you and iOneCloud.
2. Service Scope
2.1 The scope of ECS service provided by iOneCloud is subject to the conventions in the iOneCloud ECS Service Agreement.
3. Service Commitment
3.1 The ECS service provided by iOneCloud is subject to the conventions in the iOneCloud ECS Service Agreement. The ECS operation guide is subject to the ECS user guide published on iOneCloud’s official website. iOneCloud reserves the right to update service functions and related documents when necessary and shall announce the updating or upgrading of service versions or functions.
3.2 By making reasonable commercial and technical effort, iOneCloud promises you an average weekly maintenance period of less than ninety nine (99) minutes in each service year from the date iOneCloud enables the ECS service. iOneCloud shall notify the user of the system unavailability during routine maintenance three (3) days in advance by published announcement, text message or email, phone call, or other appropriate means. Maintenance time caused by you, third parties, or force majeure is not counted in the Service Maintenance Time.
3.3 iOneCloud promises you a Service Availability Rate of up to 99% for ECS by making reasonable commercial and technical effort. You understand and acknowledge that the Service Availability Rate of different services may vary. For details of the Service Availability Rate of a service, see the Service Level Agreement of that service.
3.4 iOneCloud shall make reasonable technical effort to enable you to offline-migrate data into and out of the service environment using files in open virtualization format (OVF)-compliant VHD or other formats.
3.5 iOneCloud shall make reasonable technical effort to take measures including but not limited to data isolation and access control to ensure that user data and hosts are isolated from and invisible to the data and hosts of other users.
3.6 iOneCloud makes technical and commercial effort to enable users to choose their own bandwidth spectrum. The spectrum resource and fee information can be found on the purchaser page on the iOneCloud official website. iOneCloud has the right to adjust the network link and bandwidth, which are subject to the information on the official website.
3.7 Using reasonable technical and management effort, iOneCloud promises to provide reasonable assistance if a security event occurs or is suspected.
3.8 Using reasonable technical and management effort, iOneCloud shall take control measures such as fault monitoring and fast fault locating to ensure rapid service recovery and normal service operation.
3.9 Using reasonable technical and commercial effort, iOneCloud provides charging methods for different services. The actual charging and usage measurement methods for each service are subject to information on the iOneCloud official website.
4. Compensation Methods
4.1 Should iOneCloud fail to fulfill the commitment on the Service Availability Rate specified in Clause 3.3 herein, iOneCloud shall compensate you with a hundredfold equivalent of the Service Unavailability Time, but with a total accumulated compensation within the total loss of paid service during the service year. iOneCloud may convert the compensation time into equivalent monetary amount and refund it to you.
4.2 In case of delay or failure of service provisioning, change of configuration, deletion, or incorrect charging by iOneCloud, iOneCloud shall compensate losses you incur with Service Unavailability Time, but with a total compensation time within double the Service Unavailability Time in the same year. iOneCloud may convert the compensation time into equivalent monetary amount and refund it to your account.
Loss time = Fault resolution time – fault start time
The total accumulated compensation shall be within the total loss of paid service during the service year.
5. Disclaimer
5.1 Unavailability caused by the following shall not be counted in the Service Unavailability Time:

5.1.1 Force Majeure, including but not limited to typhoon, flood, fire, drought, earthquake, storm, snowfall, mudslide, and landslide; war, riot, blackout, act of government, strike, embargo, and market change;
5.1.2 Necessary maintenance measures as notified in advance by iOneCloud;
5.1.3 Causes by you or any third party, including but not limited to:

1. Internet backbone network failure due to various reasons;
2. Consequence of your content or applications being attacked or infected with viruses in the network;
3. Your failure to comply with contract clauses and laws and regulations concerned;

6. Customer Service Hours
6.1 iOneCloud accepts customer complaints on a 5 (days) x 7 (hours) basis and fault reporting on a 7 (days) x 24 (hours) basis.
6.2 iOneCloud shall respond to customer complaints and fault reporting in accordance with Clause 7.2 and Clause 7.3.
7. iOneCloud’s Commitment to Customer Service
7.1 You may complain about iOneCloud service quality by dialing the complaint and fault reporting phone number published on the iOneCloud official website.
7.2 iOneCloud promises to reply within three (3) hours during work hours (Monday to Friday from 9:00 to 17:00 Cambodia local time, Cambodia official holidays excepted) of receiving a complaint.
7.3 iOneCloud promises to reply within twelves (12) hours of receiving a fault report.
8. Miscellaneous
8.1 If the iOneCloud ECS Service Agreement is suspended or terminated, this Agreement shall be suspended or terminated accordingly.
8.2 If this Agreement is inconsistent or conflicts with related agreements, this Agreement shall prevail, but only to such inconsistencies and conflicts.
8.3 iOneCloud has the right to change the service indicators in the SLA when necessary, and notify users of said changes by announcement on the iOneCloud official website or email.
8.4 You acknowledge that you have carefully read, understood, and completely agreed with this Agreement, you have requested and obtained full explanations from iOneCloud for terms about which you have doubts, and you are willing to fulfill the terms of this Agreement.