SPECIFIC TERMS anD CONDITIONS for Microsoft Azure Cloud Services (“special terms”)

1. All services provided pursuant to this Order Form are subject to the General Terms and Conditions for ICT Services (collectively, “Terms and Conditions”).  In the event of any inconsistency between this Order Form and the Terms and Conditions, the order of precedence shall be: (a) (highest precedence) Order Form; (b) Special Terms and Conditions (if any); (c) (lowest precedence) General Terms and Conditions.

2. Notwithstanding any other provisions of this Order Form and Term and Conditions, Supplier shall have the right and sole discretion to change the Price, Charges and/or any discount terms anytime in accordance with (i) any change of the retail price published on the Microsoft Website https://azure.microsoft.com/en-us/pricing/; and/or (ii) any creation, change or cancellation of discounts offered by Microsoft.

3. BUYER / CUSTOMER acknowledges and accepts that Supplier is an authorized reseller of Microsoft Azure service(s) as set out herein.

4. BUYER / CUSTOMER undertakes to comply with the terms and conditions of

4.1. Microsoft Cloud Agreements by region,

4.2. (which could be accessed at https://docs.microsoft.com/en-us/partner-center/agreements)

4.3. Microsoft Customer Agreement

4.4. (which could be accessed at https://www.microsoft.com/licensing/docs/customeragreement)

4.5. Ingram Micro Agreement

4.6. (which could be accessed at https://hk.cloud.im/legal/) respectively.

5. Any other cancellation of order is subjected to a minimum 15% charge of purchase order or at Supplier's discretion.

6. Supplier will issue a monthly invoice which reflects the monthly payment amount on actual data used of the Customer. All invoices are subject to Terms and Conditions.

7. Security Requirement

7.1. CMI shall be entitled to request a security deposit in the form specified in the Order Form (“Security Requirement”).  BUYER shall provide such security deposit upon execution of the Order Form by BUYER and CMI.

7.2. BUYER shall vary the value of the Security Requirement within seven (7) days of receiving notice from CMI requiring it to do so in the event of either:

a) that BUYER failing to pay Charges owing under the Agreement (that are not subject of a bona fide billing dispute); or

b) CMI having reasonable grounds to believe that BUYER’s financial position has materially changed such that CMI believes that BUYER may fail to pay Charges in the future.

7.3. If BUYER fails to pay any Charges owing under this Agreement (that are not subject of a bona fide billing dispute) when they fall due

a) CMI may apply the Security Requirement, or part of it, in satisfaction of the unpaid Charges; and

b) BUYER shall immediately restore or procure the restoration of the Security Requirement to the required level.

7.4. On termination of Service or the Agreement, CMI may apply the Security Requirement, or part of it, in satisfaction of any unpaid Charges, provided that within thirty (30) days after receiving payment in full for all Charges, the Security Requirement (or any balance) shall be released to the BUYER. CMI reserves the right to retain interest, if any, accruing on the Security Requirement.

7.5. Provision by BUYER of any Security Requirement does not:

a) relieve BUYER of its obligation to pay the Charges to CMI; or

b) affect any right of CMI to suspend or terminate the operation of a Service or the Agreement in whole or in part in accordance with its terms.

8.   Promotional Gifts/Souvenir

8.1.  All marketing activities gifts/souvenirs/credits given are non-refundable, non-exchangeable for cash, non-redeemable for cash, and non-transferrable. CMI will not be responsible for the maintenance or use of the relevant products or marketing activities gifts/souvenirs/credits.

8.2. If Buyer terminates the service in advance before the end of the Contract Term, violates this Order From or fails to meet the commitment amount, CMI has the right to request the Buyer to return all marketing activities gifts/souvenirs/credits given.

8.3. CMI reserves the right at its sole discretion to change or terminate any promotional offers without prior notice. In event of dispute, CMI reserves the right of final interpretation and decision.