Payment of Charges
- In consideration of the provision of the Services by GREENNODE, the Client shall pay the fees and other amounts set out in the Client Service Agreement and any additional fees for additional services agreed to by both Parties in writing (collectively, the “Charges”).Charges for any Additional Service shall be payable from the date on which provision of Additional Service commences.
- The Client shall make payment of the applicable Charges in accordance with the terms of the Agreement and as set out in the invoice.
- The Client shall, whether or not it has completed the Preparation Works or commenced use of the Services, be obliged to pay the Charges in accordance with the Client Service Agreement.
- The Charges shall be paid without any set-off or deduction (save for the setting off pursuant to clause 10.7 of this Agreement).
- Subject to clause 10.5 of this Agreement, the full amount specified in an invoice issued in accordance with clause 10.2 of this Agreement and all Taxes (including without limitation goods and services tax) due on such amounts shall be paid within 15 days after receipt of such invoice, unless otherwise agreed in writing.
- Payment by credit/debit cards and/or via intermediary payment portal
  In case the payment of Charges is conducted via any payment portal (such as Stripe services) and/or the payment information/method of the Client (e.g., information of Credit/Debit cards) is provided for such purpose, subject to the agreed Charges and payment plan as provided in Service Agreement, the Client agrees that GREENNODE and/or any third party payment services providers shall be allowed and authorized to automatically charge the payment to Client’s chose payment information/method at confirmation of purchase of Services and at the start of every new billing period, unless cancelled/terminated in accordance with this Agreement, and in accordance with the following terms and conditions:
  - Automatic payment: By providing Credit/Debit cards payment information, the Client agrees to allow GreenNode and/or authorized intermediary payment service provider to automatically charge Client for services used and each new billing period according to the applicable fees specified on GreenNode's website, unless canceled or terminated as agreed by the Parties.
  - The Client also commits that the provided Credit/Debit card and payment account information provided to GreenNode is accurate, valid and lawful. Client is responsible for promptly updating Credit/Debit card and payment account information if there are changes to ensure continuous and uninterrupted payments.
  - The Client has the right to cancel or decline automatic payments at any time through their account on GreenNode or by contacting GreenNode’s customer service.
  - The Client understands and accepts that by providing Credit/Debit card and payment account information and using automatic payments may bring convenience but may also pose risks such as disclosing personal information and the risk of inaccurate or duplicate payments. Where this a potential risk related to payment value, the Client needs to contact GreenNode's customer service for support.
  - The Client agrees to be responsible for full payment of associated fees and late payment interest (if any) in case the automatic payment (via Client’s Credit/Debit cards) is refused or cannot be performed due to the Client’s faults.
  - The Client commits to ensure the confidentiality of its Credit/Debit cards payment and account information and not share this information with anyone.
  Notwithstanding the above, in case of choosing Credit/Debit cards for payment, the Client agrees that GREENNODE shall automatically charge US$1 (one dollar) and promptly refund such amount to the Client’s bank account, for the purpose of verification of Client’s card information only.
Invoice
- All invoices shall be sent to the Billing Address and marked for the attention of the Billing Authorised Contact Person of the Client as set out in the Client Service Agreement. The Client shall be entitled to amend the address and contact person upon written notice to GREENNODE from time to time. GREENNODE shall invoice the Charges based on the Billing Frequency as set out in the Client Service Agreement.
- Upon receipt of an advance payment or deposit from the customer, GREENNODE shall issue a pro-forma invoice for the advanced amount or deposit, except for charges that are dependent on usage, which shall be invoiced in arrears.
- At the 15th of each month, GREENNODE will issue an invoice to Customer for all charges based on Customer's use of the Services during the Monthly Fee Accrual Period. Customer will pay all Fees in the currency stated in the invoice. All Fees are due as stated in the invoice. Unless required by law, Customer's obligation to pay all Fees is non-cancellable. GREENNODE’s measurement of Customer's use of the Services is final. GREENNODE has no obligation to provide multiple bills.
- All refunds processed against an invoice will be provided in the currency in which the invoice was generated and reflected as a credit memo or a payment in your Payment Currency at stated in clause 10.5 G.
- Each invoice shall be issued in USD.
- GREENNODE will provide the Client, at the Client’s request and costs, with paper and electronic copies of documents and information reasonably necessary to support the GREENNODE’s invoices under the Agreement.
Pass-Through Expenses
- The Client shall pay (or procure payment) of all Pass- Through Expenses.
- GREENNODE may charge an administrative fee on the Pass-Through Expenses which represents GREENNODE’s reasonable administrative costs related to the procurement of the materials and/or services in respect of which such Pass-Through Expenses are payable. GREENNODE shall invoice the Client for all Pass-Through Expenses and/or any administrative fee, upon which the Client shall pay (or procure payment of) the Pass-Through Expenses and/or any administrative fee so invoiced within seven (7) days of the date of such invoice. The Client shall pay (or procure payment of) the Pass-Through Expenses irectly to the third party if the third party invoices the Client directly or upon request by GREENNODE.
- In relation to materials or services paid for on a Pass- Through Expenses basis, the Client may at any time, by giving notice to GREENNODE:
  - obtain such materials or services directly from a third party;
  - designate a third-party source for such materials or services; or
  - designate particular materials or services GREENNODE will obtain.
Charges adjustments
- GREENNODE reserves the right to increase the Charges under the Client Service Agreement should the electricity tariff or charges paid by GREENNODE Colocation Supplier increase during the Client Service Agreement.
- The Charges may only be adjusted in accordance with the mechanisms contained in the Agreement, being:
  - the provisions of clause 9 of this Agreement;
  - the provisions of this clause 10.4; and
  - the provisions in the Client Service Agreement.
Resolution of disputes in relation to Charges
If the Client, in good faith, disputes all or any portion of an invoice, the following provisions shall apply:
- the Client shall pay to GREENNODE, within 15 days after the date of the relevant invoice, all amounts not disputed in good faith by the Client and all Taxes (including without limitation goods and services tax) due on any such undisputed amounts.
- the Client shall notify GREENNODE of any disputed amounts within seven (7) days after the ends of end date of the month and shall describe in reasonable detail the Client’s reasons for disputing each amount. The Client acknowledges that it is reasonable for GREENNODE to require the Client to dispute charges within the aforesaid period, and the Client therefore waives the right to dispute any charges after the aforesaid period;
- within seven (7) days after GREENNODE has received the notice under clause 10.5(b) of this Agreement from the Client, the Parties shall seek to reach agreement on the amounts that are the subject of the dispute;
- where the Parties are unable to reach an agreement within the period stipulated in clause Error! Reference source not found.(c) of this Agreement, either Party may refer the dispute for determination under this Agreement at clause 19.3;
- Upon the Parties reaching agreement under clause 10.5(c) of this Agreement or determination having been made under clause 10.5(d) of this Agreement, the Client shall pay to GREENNODE the amount so agreed under clause 10.5(c) of this Agreement or determined under clause 10.5(d) of this Agreement, If GREENNODE, having reviewed the dispute in good faith, determines that certain billing inaccuracies are attributable to GREENNODE, GREENNODE will not issue a corrected invoice, but will instead issue a credit memo specifying the incorrect amount in the affected invoice. The customer will be required to apply the credit memo amount to the next invoice payment. Refunds given by GREENNODE for billing inaccuracies under this Section will only be in the form of credit for the Services. Nothing in this Agreement obligates GREENNODE to extend credit to any party.
- if the dispute of all or any portion of the invoice is not a bona fide dispute by the Client, the Client shall pay GREENNODE the disputed amount and the Interest accrued based on Clause 10.6 on the disputed amount for the period from the date of the original invoice to the date of payment of the disputed amount and Interest, within 7 days of demand by GREENNODE.
Late Payment
If the Client defaults in the payment when due of (i) any undisputed amount payable under the Agreement, (ii) any amount agreed between the Parties pursuant to clause 10.5(c) of this Agreement or (iii) any amount determined pursuant to clause 10.5(d) of this Agreement, Greennode may elect to charge client interest at the rate of 1.5% per month (or the highest rate permitted by law, if less) on all late payments. The interest is calculated from the original date that payment of such amount is due until the date such amount is paid in full to GREENNODE, within 15 days on demand by GREENNODE. Any exercise by GREENNODE of its rights under this clause is without prejudice to any other rights and remedies available to GREENNODE under the Agreement or otherwise.
Cusomter will reimburse GREENNODE for their reasonable expenses (including Attorneys’ fees) incurred in collecting late payments except where a delinquent amount is due to CPS’s billing inaccuracies. If any payment is greater than 30 days past due, then GREENNODE may suspend the provision of services until Cusomter’s account is current.
Setting-off
- The Client may request in writing for all the then- available Service Credits (if any) to be set-off against the Charges.
- GREENNODE shall have the right to set off any amounts due under the Agreement which are not paid by the Client against any amounts owed to the Client pursuant to the Agreement or any other agreement between the Parties.
Regulatory and Legal Changes
Other than in the case of clause 10.4(a) and/or such term in the Client Service Agreement relating to power charges above, in the event of any change in applicable law, regulation, decision, rule or order that materially increases GREENNODE’s costs or adversely affects GREENNODE’s delivery of a Service, GREENNODE and Client agree to negotiate regarding the rates to be charged to Client to reflect such increase in cost or the revisions to the Agreement necessary to equitably adjust for such adverse effect. In the event that the Parties are unable to reach agreement within thirty (30) days after GREENNODE’s delivery of written notice requesting negotiation, then (i) GREENNODE may pass such increased costs through to the Client upon thirty (30) days’ notice and/or revise the Agreement as appropriate to equitably adjust for such adverse effect, and (ii) the Client shall enter into documentation necessary to reflect such adjustments in (i), upon request by GREENNODE.
Tax
Any tax amount arisen under this Agreement shall be stipulated under Clause 17 of this Agreement.