Terms & Hosting Service Agreement

between

SERVICE PROVIDER:                                                                

Munich International Mining LLC
ID Nr.: 402 190 696
Archil Kereselidze St. 9
0119 Tbilisi, Georgia 

and

CUSTOMER:                                                                               

Customer Name as provided in the webshop order
Customer Address as provided in the webshop order

SUBJECT OF THE CONTRACT

Hosting Service Fee:                                   According
to the webshop order

Contract Duration:                                      12
months

Place of Performance:                                          Data Center according to the webshop order

Set-up Fee:                                                   150 € per
Miner

Security Deposit (Hosting Deposit):         175
€ per Miner

Contract Start Date:                                    At the completion of the
webshop order

1.           
ABOUT THE CONTRACT

1.1.     
This Agreement
(hereinafter referred to as the “Hosting Agreement”, “Contract” or
“Agreement”) establishes a legal relationship between Munich
International Mining LLC (hereinafter also referred to as “MIM”,
“Service Provider”, “we”, “us”, or
“our”) and the undersigned Customer (hereinafter also referred to as
“you”, “your”, or “Customer”) who commissions MIM to
provide Hosting Services (hereinafter also referred to as “Hosting
Service”) and accepts these terms. The Customer and MIM are each referred
to individually as a “Party” and collectively as the “Parties”.

1.2.      Definitions:

1.2.1.   
The terms “Miner”,
“Device”, and “Customer Hardware” refer to the ASIC devices
(Application-Specific Integrated Circuits) that are
hosted by MIM and owned by the Customer.

1.2.2.   
The term
“Customer” refers to the natural or legal person who owns the miners
and utilizes MIM’s Hosting Services.

1.2.3.   
The term
“Hosting Balance” refers to the credit balance of the Customer with
MIM, which the Customer has deposited via their personal MIM dashboard
(www.mim.farm) using EUR, USD, USDT, or BTC.

1.2.4.   
The “Hosting
Facility” (hereinafter also referred to as “Facility”) is the
place of performance, as specified on page one under “Place of Performance”,
where the Hosting Services for the Customer Hardware are carried out by MIM in
accordance with the terms of the Agreement.

1.2.5.   
The “Hosting
Service” encompasses all activities performed by MIM that are necessary
for the fulfillment of a Hosting Service Agreement with the Customer. MIM
charges a Hosting Service fee (hereinafter also referred to as “Hosting
Fee”) for the provided Hosting Service.

1.3.     
The Customer
intends to utilize the Hosting Services operated by MIM. For this purpose, the
Customer expressly authorizes MIM to host and operate the Customer’s ASIC
miners.

1.4.     
The Customer’s
hardware, specifically the Customer’s miners covered by this contract, are listed
in the appendices of this contract with model names, performance (TH/s), and
power consumption (Watt/h) according to the manufacturer’s specifications.
Future additions of miners will be documented in additional appendices.

2.           
DURATION OF THE
CONTRACT AND TERMINATION

2.1.     
In this contract,
the duration of the contract is defined on page 1 under “Contract
Duration.” The Contract duration starts with the Contract Start Date
defined on page 1 under “Contract Start Date”.

2.2.     
The Parties have
the right to terminate the contract in writing by November 30 of each year. If
no termination occurs, the contract will automatically renew on January 1 of
the following year for an additional 12 months. In the event of termination,
the contract will end at the expiration of the current contract term.

2.3.     
Extraordinary
termination by MIM must be made in writing and can only occur under special
circumstances. Special circumstances include:

2.3.1.   
Termination of the
contract due to a mutual agreement between both Parties;

2.3.2.   
Termination of the
contract due to force majeure, as defined in Section 11;

2.3.3.   
Termination of the
contract due to laws, regulations, and governmental requirements. In such cases, the Hosting Service will be
discontinued;

2.3.4.   
In the event of a
30-day payment default by the Customer despite written reminders (default
occurring after the deposit has been depleted), MIM has the right to
immediately terminate the contract;

2.4.     
Early termination
by the Customer is only applicable with MIM’s written consent, and MIM is not
obligated to approve such requests. If early termination is approved, the
Security Deposit will be retained by MIM as compensation. The retention of the
Security Deposit is in addition to any outstanding Hosting Fees, repair costs,
or other charges owed to MIM at termination.

2.5.     
Upon expiration of
the contract term, the Customer must request the removal or return of their
miners within 15 days, provided there are no outstanding liabilities owed by
the Customer to MIM. The Customer may engage MIM to ship the miners to an
address chosen by the Customer for a fee. This fee includes all related expenses
and actual transportation costs incurred. The Customer assumes all risks
associated with the miners once they have left the Facility. If the Customer
fails to take action to remove or ship the miners within the 15 days after the
contract ends, MIM reserves the right to charge a fee of 1 € per miner per day
until the miners are removed. If the Customer fails to take appropriate action
within 45 days after the contract ends or continues to have outstanding
liabilities to MIM, MIM is entitled to use or dispose of the miners at its
discretion.

3.           
LIMITATIONS AND OBLIGATIONS

3.1.     
The Customer
undertakes not to provide MIM with false information or misrepresent themselves
in any way.

3.2.     
The Customer is
responsible for the taxation of the cryptocurrencies generated by their miners.
MIM cannot be held responsible for the negligence or non-compliance of
applicable laws and regulations by the Customer.

3.3.     
MIM provides no
warranties or guarantees regarding the profitability, performance, or output of
the Customer’s miners. The Customer understands that mining returns are
inherently volatile and assumes all associated risks with such variations.

3.4.     
MIM will make
every effort to commence operation of the Customer hardware at the expected
online time. However, MIM assumes no responsibility for delays in the operation
of Customer hardware for reasons beyond MIM’s control, including delays in the
receipt of Customer hardware (e.g., manufacturer and supplier shortages,
holidays, customs delays, etc.), and cases of force majeure.

4.           
MINING HOSTING
SERVICE

4.1.     
MIM assumes
responsibility for and carries out the Hosting Service for the Customer’s
miners at the Facility. For this purpose, MIM invoices the Customer a Hosting
Fee, as addressed in Section 5 of the contract. The Hosting Services by MIM
include:

4.1.1.   
Providing shelf or
rack space at the Facility;

4.1.2.   
24×7 monitoring
(both system-side and by on-site personnel) and continuous maintenance of
Customer hardware;

4.1.3.   
Maintenance of
software and firmware;

4.1.4.   
Customer support
via email by the MIM team;

4.1.5.   
Warranty cases will be handled by MIM, but transport costs may be invoiced to the Customer. Repairs outside of warranty will be carried out in consultation with the Customer, and associated costs will be invoiced separately.

4.2.     
Standard: MIM will configure the Customer’s miners to operate
on a mining pool selected by MIM.

4.3.     
Optional: The Customer has the option to run their miners on a
mining pool of their choice with corresponding configuration. In this case,
Section 4.2 does not apply. The following conditions apply to this option:

4.3.1.   
The Customer must
request this option in writing via email to MIM in advance.

4.3.2.   
The Customer must
timely provide MIM with the mining pool data so that MIM can configure the
Customer hardware accordingly.

4.3.3.   
The Customer is
responsible at all times for the selection of the mining pool as well as
monitoring the pool performance. Additionally, it is the Customer’s
responsibility to instruct MIM to make necessary changes to the mining pool
settings and/or configurations.

4.3.4.   
The Customer must
ensure that their Hosting Balance with MIM is at least equal to the expected
monthly Hosting Fees of their miners. If the
Hosting Balance is insufficient, service suspension will apply as outlined in
Section 7. The sum of the expected monthly
Hosting Fees can be calculated using the following formula:

Expected
monthly Hosting Fee = Hosting Fee x
Number of miners x Power consumption (manufacturer’s specifications) x 24 hours
x 30.4 days

4.3.5.   
The Customer
retains control and responsibility for the mined mining rewards of their
miners. MIM has no access to the mined bitcoins or cryptocurrencies of the
Customer.

4.4.     
MIM will make
every effort to maintain continuous Hosting Services with an expected annual
uptime of 95%. Exclusions include scheduled maintenance on the power grid by
the provider or events beyond MIM’s control, such as, but not limited to,
hardware failures, disruptions caused by repairs to the Customer’s miner, or
Facility power grid failures due to force majeure. MIM cannot guarantee
uninterrupted service under such circumstances.

5.           
PAYMENT TERMS

5.1.     
MIM provides the
Customer with a Hosting Service. In return, MIM charges the Customer Hosting
Fees during the contract period.

5.2.     
The price for the
Hosting Fees corresponds to the amount stated on page 1 of the contract under
“Hosting Service Fee”. The fees relate to services provided by MIM
and exclude fees for additional services not specified in this Agreement.

5.3.     
Monthly Hosting
Fees are calculated based on the actual power consumption of the miners and
billed depending on the mining pool configuration:

5.3.1.   
The Customer’s
miners operate on a mining pool selected by MIM (Section 4.2.): Monthly Hosting
Fees are deducted until the fifteenth working day of the following month either
from the Customer’s mining earnings or from their Hosting Balance with MIM. The
Customer’s mining proceeds are transferred monthly by MIM to the wallet address
provided by the Customer by the fifteenth working day of the following month.

5.3.2.   
The Customer’s
miners operate on a mining pool selected by the Customer (Section 4.3.):
Monthly Hosting Fees will be invoiced to the Customer until the fifteenth
working day of the following month. The invoiced amount will be deducted by MIM
directly from the Customer’s Hosting Balance.

5.4.     
The Customer is
responsible for covering transaction fees for payments to MIM. This includes
fees for crypto-to-crypto transfers, crypto-to-fiat conversions, and
fiat-to-fiat transfers.

5.5.     
MIM reserves the
right to change the Hosting Fees during the contract term with at least one
week’s written notice under the following conditions:

5.5.1.   
Increased
operational costs, resulting only from electricity price increases, land lease
adjustments, or utility cost increases directly linked to the Facility. Additionally, changes of more than 7.5% in EUR/USD
exchange rate.

5.5.2.   
Regulatory
changes, such as, but not limited to, new laws, taxes, or restrictions, leading
to higher costs.

Upon
request, MIM will provide evidence of cost increases during the contract term.

6.           
SECURITY DEPOSIT

6.1.     
The Security
Deposit serves as collateral for the Customer’s obligations under this
Agreement and is stated on page 1 under “Security Deposit”. The Security
Deposit must be paid with the order of the Customer’s miners and will be
included in the same invoice.

6.2.     
MIM reserves the
right to apply the Security Deposit toward any unpaid Hosting Fees or
liabilities. If the deposit is partially or fully used, the
Customer must replenish the deposit to its original amount within ten (10) days
of receiving notice from MIM. Failure to do so may result in further actions,
as outlined in Section 7.2.

6.3.     
Upon termination
of this Agreement or upon the sale of the Customer’s ASIC miners, MIM will
refund any unused portion of the Security Deposit to the Customer within thirty
(30) days, provided no outstanding liabilities remain.

7.           
SUSPENSION OF
HOSTING SERVICE AND SETTLEMENT IN CASE OF PAYMENT DEFAULTS

7.1.     
In the event of
non-payment of Hosting Fees or other liabilities, MIM reserves the right to
utilize the Customer’s Security Deposit, as detailed in Section 6, to settle
any outstanding amounts.

7.2.     
If the Customer’s
Hosting Balance is insufficient to cover monthly Hosting Fees, or if the
Customer fails to replenish the Security Deposit, MIM reserves the right to
temporarily suspend the Hosting Services. MIM will notify the Customer of the
suspension in writing. Hosting Services will only be reinstated once the
outstanding amounts are fully paid or the Security Deposit is replenished.

7.3.     
Should the
Customer fail to respond to two written notices regarding outstanding
liabilities within a fourteen (14) day period, MIM may take further actions,
including but not limited to:

7.3.1.   
Utilizing the
Customer’s ASIC miners for self-mining until the outstanding liabilities are
settled, or

7.3.2.   
Taking ownership
of the ASIC miners to settle the debt.

7.4.     
During any
suspension of Hosting Services initiated by the Customer or due to non-payment,
MIM reserves the right to charge a rack rental fee of 1 € per miner per day.
The rack rental fee will continue to accrue until either the outstanding
balance is cleared.

8.           
POWER CURTAILMENT AND EMERGENCY

8.1.     
The Customer
acknowledges and understands that MIM may be obliged to participate in Power
Curtailment as required by the power company or local grid operator at the
Facility. Power Curtailment allows the local grid operator to reduce or shut
off the power supply to the Facility in response to emergency load situations
and load curtailment. MIM shall not be held liable for any losses or damages
resulting from actions taken by the local grid operator in accordance with the
Power Curtailment. In the event of a Facility shutdown due to Power
Curtailment, MIM will inform the Customer.

8.2.     
In the event of an
emergency, as determined at MIM’s reasonable discretion, MIM will immediately
notify the Customer in writing via email. The Customer and MIM will collaborate
to find a solution to address the emergency, with appropriate actions to be
taken based on mutual agreement. Such actions may include rearranging,
removing, or relocating the equipment, but only after receiving the Customer’s
confirmation.

9.           
LIABILITY LIMITATION

9.1.     
MIM shall not be
liable in any way for the non-performance of an obligation if such
non-performance is caused by an event beyond the control of MIM.

9.2.     
MIM shall not be
liable for changes in the regulatory, legal, or technical environment
applicable to cryptocurrencies or cryptocurrency mining.

9.3.     
MIM shall not be
liable for any damage to the Customer’s miners caused by factors beyond MIM’s
control, including, but not limited to, environmental conditions, equipment
failure, power surges, or improper handling by the Customer. MIM is also not
responsible for damages caused by manufacturer defects or malfunctions in the
Customer’s hardware. The Customer assumes all risk for damage caused by
external factors or own mismanagement of their equipment.

9.4.     
Notwithstanding
any contrary provisions in this Agreement, neither party shall be liable for
(I) lost profits; (II) business losses; (III) loss of revenue; (IV) data loss,
interruptions, or failure of Customer device usage; (V) any consequential or
indirect damages; or (VI) the costs of substitute services, additional,
special, reliance, exemplary, or punitive damages (if applicable), even if the
possibility of such damages has been advised. However, this shall not apply to
losses or damages arising from gross negligence, fraudulent behavior, or
intentional misconduct of a party. These limitations of liability shall apply
to all claims and causes of action, whether based on contract, tort, strict
liability, or any other legal theory.

9.5.     
The Customer
agrees to indemnify, defend, and hold harmless MIM and its officers, managers,
partners, shareholders, members, agents, employees, affiliates, attorneys,
heirs, successors, and assigns from any and all claims, demands, suits,
proceedings, and losses arising out of or in connection with the following: (i)
legal, regulatory, or governmental actions against the Customer or involving
the Customer; (ii) maintenance or operation of Customer hardware due to
Customer error; (iii) losses by the Customer, its officers, managers, or
partners; and (iv) any breach or non-compliance by the Customer of any
provision or agreement pursuant to this Agreement.

10.       
CONFIDENTIALITY CLAUSE

10.1. 
Both parties
acknowledge that they and their employees or representatives may have access to
confidential information of the other party in the performance of this
Agreement. All contents of this Agreement and any information disclosed to the
parties during the signing and term of this Agreement that are not publicly
available shall be deemed confidential under this Agreement. Neither party
shall use or reproduce confidential information except to the extent necessary
to fulfill obligations under this Agreement. Confidential information shall not
be disclosed to third parties without express permission, except to employees
who require knowledge of the confidential information. Both parties shall take
reasonable measures to protect confidential and proprietary information.

10.2. 
Should either
party breach the confidentiality agreement, it shall be obligated to reimburse
all damages incurred by the other party. Furthermore, the aggrieved party
reserves the right to terminate the Agreement in such a case.

10.3. 
Both parties agree
to treat all confidential information as confidential even after the
termination of this Agreement. Upon termination or expiration of this
Agreement, both parties shall, upon written request, return, destroy, or delete
all confidential information and any copies thereof in their possession or
under their control to the requesting party.

11.       
FORCE MAJEURE

Force
majeure refers to any event beyond the reasonable control of either party, not
caused by the fault or negligence of the parties, and that is unavoidable. This
includes, but is not limited to: inability of local
power supply companies to provide the Facility with sufficient power, failure
of internet providers to provide network connectivity, damages to miners due to
inadequate or improper power supply, natural
disasters (e.g., floods, earthquakes, storms), lightning strikes, fires, explosions,
acts of war, civil unrest, terrorism, epidemics, vandalism, theft, sabotage,
government restrictions or limitations (including restrictions on
cryptocurrency mining or electricity usage), and any delays or omissions by
governmental authorities that cannot be avoided despite reasonable care and
compliance with applicable laws.

12.       
LEGAL DISPUTES

12.1. 
In the event of a
dispute, the Parties agree to make a good faith effort to resolve the issue
through direct negotiation. Both Parties shall provide a written summary of
their positions within ten (10) business days of identifying the dispute and
hold a meeting or conference call within ten (10) business days thereafter to
attempt to resolve the matter.

12.2. 
If the dispute
cannot be resolved through negotiation, either Party may request mediation
within five (5) business days of the failed negotiation. The mediation will be
facilitated by a mutually agreed-upon neutral mediator and shall occur within
thirty (30) business days of the request. Mediation shall be non-binding unless
the Parties agree otherwise in writing.

12.3. 
If mediation is
unsuccessful or if the Parties fail to agree on a mediator, either Party may
pursue legal action. However, the Parties agree that legal action should only
be taken as a last resort, after exhausting both negotiation and mediation.

12.4. 
If immediate legal
action is necessary to prevent material harm, the Parties may bypass
negotiation and mediation. This includes situations where a delay in legal
action would cause significant prejudice to one of the Parties.

12.5. 
This Agreement
shall be governed by the laws of Georgia, and the Parties agree to the
jurisdiction of the courts in Tbilisi, Georgia, for any legal proceedings
arising from this Agreement.

13.       
SEVERABILITY CLAUSE

Should any
provision of this Agreement be invalid, unenforceable, or unlawful, this shall
not affect the validity and enforceability of the remaining provisions of this
Agreement. The invalid or unenforceable provision shall be replaced by a valid
and enforceable provision that most closely aligns with the purpose and intent
of the invalid or unenforceable provision in a legally permissible manner. The
same applies to contractual gaps or in the event that the Agreement contains
provisions that prove to be unworkable.

14.       
SIGNATURES

This Hosting
Service Agreement is valid and legally binding even without the customer’s
signature. By placing an order through our website or webshop, the customer
fully accepts our General Terms and Conditions (GTC) and the provisions of this
Contract. Consent to our GTC and this Contract is given by completing the
order, and no further written confirmation or signature from the customer is
required.

Appendix I: Payment and
Contact Information

Important Notices:

1.      When conducting
transactions using USDT or BTC, proof of the transaction is required by sending
the transaction ID (for example, a screenshot) via email to MIM in order to
allocate the payment.

2.      For larger
transactions using USDT or BTC, we recommend making a test transfer to the
respective wallet address first.