Terms and Conditions, copyright AIC-IT Ltd

Rev 2c - 24/02/10

1. DEFINITIONS

In these General Terms and Conditions of Supply the following words and phrases shall have the

following meanings;

"Acceptable Use Policies" means the policies set out on the Company's Web Site relating to the use

of the services, as modified or amended from time to time;

"Account" means the Customer's account with the Company for provision of the services;

"Agreement" means these General Terms and Conditions of Supply, the Customer Application, the

Acceptable Use Policies, the Price List, the Privacy Policy and the Specific Terms and Conditions, all

of which, taken together, constitute the agreement between the Company and the Customer for the

supply of the equipment and/or services;

"Broadband" means the broadband service as described at http://www.aic.co.uk/

"Business User" means a Customer who uses the services and/or equipment in the course of any

trade or business;

"Charges" means the charges payable by the Customer in return for the services and/or equipment

in accordance with Clause 8;

"Company" means AIC-IT Ltd (Company Registration Number 3906066) registered office 1-12 Mulberry Green,

Old Harlow, Essex ;

"Company's Web site" means the Web site at http://www.aic.co.uk/, and references to "our Web site"

shall be construed accordingly.

"Customer" means the person, group of persons or other entity whose name and address is or are

set out in the Customer Application;

"Customer Application" means the application form for the supply by the Company of the Equipment

and/or Services, completed by, or in accordance with an order from, the Customer;

"Direct Customer" means a person or entity billed by AIC-IT Ltd

"End User" means the person or entity receiving the benefit of the service. End User and Customer

are interchangeable terms when the customer is a Direct Customer.

"Equipment" means the equipment specified on the Customer Application;

"Insolvency" means in relation to the Customer any of the following (as relevant): the appointment of

any nominee, trustee, supervisor, administrator, administrative receiver, receiver or liquidator

pursuant to the Insolvency Act 1986 (as modified, amended or replaced from time to time); or the

entry into any compromise or arrangement with its creditors or if it commits any act of bankruptcy; or

if an order is made or effective resolution is passed for its winding up (except for the purposes of

amalgamation or reconstruction of a solvent company); or the occurrence or sufferance of anything

equivalent under any jurisdiction other than England or Wales and "Insolvent" shall be construed

accordingly; "Law" means the law of England and Wales, in force from time to time, and shall include

(without prejudice to generality of the foregoing) all criminal law, laws relating to intellectual property and all

laws, rules and/or regulations relating to the publication or transmission of information or data in

electronic form. References to "Law" shall be construed accordingly;

"Location" means the point of delivery of service

"Minimum Cancellation Notice Period" means the minimum period of notice that a Customer must

give the Company to terminate a specific Service or this Agreement, as set out in the General Terms

and Conditions of Supply and/or Specific Terms and Conditions;

"Minimum Service Period" means the minimum Service Period as set out in Clauses 3.2 and 3.3 or

the Specific Terms and Conditions;

"Name" means any name specifically requested by or allocated to the Customer for the provision of

the Services and includes any User Name, Internet domain name or electronic mailbox name;

"Network Connection" means an Internet access service for use by multiple machines;

"Password" means a password issued to the Customer for the Customer's access to the Services;

"Price List" means the Company's price list relating to the Equipment and/or Services set out on its

Web site, as amended from time to time;

"Privacy Policy" means the Company's policy regarding privacy, set out on our Web site, as

amended from time to time;

"Service Period" means the period of an individual Service provided in accordance with this

Agreement;

"Service" means a service provided by the Company to enable the Customer to gain access to the

Internet (and other services and facilities provided by the Company in connection with that service as

described at http://www.aic.co.uk/), as are specified on the Customer Application, and described in

the Company's literature at the date of completion of the Customer Application together with all

services and/or facilities referred to in any Specific

Terms and Conditions; All references to "Services" shall be construed accordingly;

"Specific Terms and Conditions" means the Company's specific terms and conditions (if any)

applicable to any part of the Services referred to on the Customer Application;

"us" or "we" means the Company, and references to "our" shall be construed accordingly;

"User Name" means any user name allocated to the Customer for access to the Services;

"you" means the Customer, and references to "your" shall be construed accordingly.

2. THE SERVICES

2.1 We shall provide you with the Services and/or the Equipment subject to the terms of this

Agreement.

2.2 You can place your order for Equipment and/or Services by;

(a) completing our online application form at http://www.aic.co.uk/

(b) sending us a completed application form by post or by fax to the address or fax number set out

on our Web site; or

2.3 We shall not be obliged to provide the Services and/or Equipment to you unless and until;

(a) we have sent written notice to you (either by post, fax or e-mail) of our acceptance of the

Customer Application; and

(b) we have received any initial Charges due from you in respect of the Services and/or Equipment.

Acceptance of the services and/or Equipment by you constitutes your automatic acceptance of the

terms and conditions of this agreement.

2.4 We will provide you with transit and routing services for e-mail and general Internet access. We

will (in consideration of the Charges) deliver IP packets to the Customer network boundary only and

will not be, or be held responsible for, the transit, routing and delivery of IP packets to individual

workstations on the Customer network.

2.5 We will endeavour to ensure that the Services are of a high quality. In order to maintain the

quality and safety of the services, and any other services which we provide to our customers, we

may from time to time:

(a) Suspend, close down or restrict the whole or any part of the Services in order to carry out

emergency or other repairs, maintenance and/or improvements or to prevent overload of the network

or to preserve the safety, security or integrity of the Services and any Internet traffic conveyed

(although we will give you as much notice as is reasonably practicable before doing so and will

endeavour to carry out such works during the relevant scheduled maintenance periods as published

by us); and/or

(b) Give you instructions on how to use the Services. You agree to comply with any instructions we

may give you in accordance with this Clause.

2.6 We will notify you as soon as possible if either we or our agents, employees, representatives or

anyone else involved in providing the Services and/or the Equipment, require access to your

premises, to install the Services and/or the Equipment or to carry out repairs, maintenance or

upgrades. Where such notice is received by you, you agree to grant us and/or such other persons

referred to, access to your premises. We will meet your reasonable requirements, and you agree to

meet ours, concerning the safety of people on your premises.

2.7 We may make software available to you that enables you to use the Services. This software

must not be copied or modified by you or anyone else unless allowed by Law. You undertake and

agree that you will access the Services only via use of this software, or in an alternative way

permitted by us, and you will not attempt to circumvent any security measures inherent in the

Services. Where such software is owned by or licensed to us, we will, where possible, grant you a

revocable, non-transferable, non-assignable, non-exclusive license to use it for the duration of the

Agreement (or, if shorter the duration of any licence of the software to us). Where the use of such

software by you requires you to enter a separate licence you agree to do so.

3. SERVICE PERIOD

3.1 We will activate the Services, as soon as possible following completion of the matters referred to

in Clause 2.3 above.

3.2 Subject to Clause 3.3 or where otherwise specified in the Specific Terms and Conditions, and

except where terminated or suspended in accordance with this Agreement, the Services will be

provided for a Minimum Service Period of 30 days from the date of activation.

3.3 Unless otherwise terminated or suspended in accordance with this Agreement or amended in the

contract of supply, the following Services shall be provided for a Minimum Service Period of 12

months from the date of activation:

(a) SSL certificates

(b) Domain name registration/transfer and hosting

(d) SDSL

3.4 On expiry of the periods referred to at Clauses 3.2 or 3.3 above (as appropriate) the services will,

unless terminated on or before the date of such expiry, automatically renew until terminated pursuant

to this Agreement.

4. CHANGES

4.1 We aim to provide the Services for the relevant Service Period. However, we may have to

modify, suspend, vary or discontinue the whole or any part of the Services (including, without

limitation, any codes or access details or technical specifications associated with the services) and

will endeavour to give you as much notice as is reasonably practicable if we need to do so.

4.2 We may have to change the terms and conditions of the Agreement. Where this is necessary we

will publish details of all changes on http://www.aic.co.uk/ before they take effect.

4.3 We will endeavour to let you know about any change referred to in Clause 4.2 at least one month

before it happens. However, if we need to make changes, as soon as possible, for regulatory or legal

reasons, we may be unable to meet that timescale. In those circumstances, we will let you know

about any changes as soon as we can.

4.4 If we have made a change to your significant disadvantage and you decide to terminate this

Agreement early, you will not have to pay Charges in relation to the Services, for the remainder of

the Minimum Cancellation Notice Period.

5. CONDITIONS OF USE

5.1 You agree that you will promptly provide us with all information that we may reasonably require in

order to provide the Services and perform all of our other obligations under this agreement.

5.2 You agree that you will be responsible for all use of the Services and (unless, we have agreed to

supply it as part of the Equipment) for providing a computer, modem, and all additional equipment

and/or services (including, without limitation, a telephone line, if required), and for obtaining any

permits and/or licences which are necessary for connecting to, and accessing, the Services. You

agree that you are responsible for complying with all terms and conditions (including, without

limitation, terms of payment) relating to any telecommunications service which is required by you to

access the Services.

5.3 You are responsible for ensuring that the Services and/or Equipment are used in accordance

with the Agreement. If you breach the Agreement we may, in our sole discretion, either:

(a) suspend or terminate this Agreement and/or any of the Services without notice or refund;

(b) make an additional charge; or

5.4 If, while using the Services, you discover that another person is using the Services, and failing to

do so in accordance with the Agreement, you must inform us immediately.

5.5 You agree that you will, at all times and for whatever purpose, use the Services and/or the

equipment in compliance with all Laws.

5.6 In addition to Clause 5.5, you agree that you will not use, and will take all necessary precautions

to ensure that nobody else uses, the Services and/or the Equipment:

(a) fraudulently or in connection with any criminal offence;

(b) to send, knowingly receive, upload, download, or use any material which is offensive, abusive,

indecent, defamatory, obscene or menacing, or in breach of copyright, confidence, privacy or any

other rights;

(d) to "spam" or to send or provide unsolicited advertising or promotional material or, knowingly to

receive responses to any spam, unsolicited advertising or promotional material sent or provided by

any third party;

(e) in any way which, in our opinion, is or is likely to be detrimental to the provision of services to you

or any of our customers, or to our business and/or reputation;

(f) in contravention of any licences or third party rights, or in contravention of our Acceptable

Use Policies; or

(g) in a way that does not comply with any instructions provided to you;

5.7 You may use the Services to link to other networks world-wide, provided that you comply, at all

times, with any policies and/or terms and conditions imposed by the operators of such other

networks.

5.8 Except where otherwise provided in any Specific Terms and Conditions:

(a) your Account may only be used to gain access to the Internet by either:

(i) a single person, from up to two Locations at different times; or

(ii) more than one person from a single computer

(b) your Account may not be used by more than one person dialling in from different locations but

using the same User Name; and

5.9 You agree that you will not perform or allow anyone else to perform any unauthorised IP or Port

multicasting, spoofing, broadcasting, vectoring, filtering translation or routing.

5.10 You agree to:

(a) keep any records of your User Name(s) and/or Password(s) in separate places and take all

necessary steps to ensure their security;

(b) keep your User Name(s) and/or Password(s) private and confidential and ensure, at all times,

that it (or they) do not become known to anyone else.

5.11 You agree that you will notify us immediately if you become aware of any change in

circumstances which may lead you to believe that your User Name(s) and/or Password(s) have

become known to anyone else.

5.12 You agree that we may, from time to time, and, where possible, on giving you

reasonable notice, suspend and/or change your User Name(s) and/or Password(s). You also

agree that you will not change or attempt to change your User Name at any time.

5.13 Any managed hardware, and/or routers, which you purchase from us, will be tested by us and

configured to meet your basic network and Internet specifications. We cannot support any alterations

to the configuration of such equipment and any such alterations will invalidate our support obligation

(if any) relating to such Equipment.

5.14 Title to any Equipment, which we have agreed to sell to you will remain with us unless and until

you have paid all sums due to us in respect of such Equipment.

5.15 Any fault with the Services and/or the Equipment, which you detect must be reported to us as

soon as possible either:-

(a) by telephone on 0845 644 5477;

(b) by e-mail sent to us at: aic@aic.co.uk ;

(d) to such other telephone number or email address or at such other Web site as we may notify to

you from time to time for this purpose.

5.16 You agree that we may, at any time, scan any IP addresses allocated to you for anything which

may affect the security of the Services (including open relays and/or open proxies or equivalent).

5.17 If, as part of the Services, you are provided with Web space to enable you to upload your own

Web sites:

(a) You are responsible for (and will hold us harmless against) any and all costs, claims, losses,

expenses, damages, awards, proceedings, demands and other liabilities (howsoever arising) in

connection with any material that either you or anyone else puts on your Web site(s); and

(b) Your contact details must be clearly visible on your Web site(s) and updated as soon as possible

after any change

6. NAMES

6.1 In the event that we provide you with domain name services, the following provisions will apply:

(a) You confirm that you are the owner of, and/or that you have full rights to use, any trade (or other)

name or mark, or any Name, requested by or allocated to you.

(b) We cannot guarantee that any Name requested by you will be available or approved for use.

breach of Clause 6.1 above, we may refuse to allocate or cease to provide you with the name, and

ask you to choose a replacement.

(d) Internet domain names are registered and/or provided to you in accordance with all terms and

conditions issued by the regulatory body responsible for the maintenance of such domain names

including, but not limited to, Nominet, Network Solutions and OpenSRS, copies of whose terms and

conditions are available at:

(i) http://www.nominet.org.uk/nominet-terms and

(ii) http://www.networksolutions.com/en_US/legal/static-service-agreement.jhtml ;

(iii) http://resellers.tucows.com/contracts/

6.2 You agree that all static IP addresses are allocated to you on a rental only basis and will remain

our property at all times.

7. INTELLECTUAL PROPERTY RIGHTS

7.1 If, in our opinion, the display of any material or information, provided by you, is or would be in

breach of any rights (including intellectual property rights) in that material or information, we may

refuse or terminate such display.

7.2 You agree that, all copying, redistribution or publication of any material or information subject to

any rights (including intellectual property rights) of a third party will be carried out by you (or on your

behalf) in accordance with all relevant laws.

8. CHARGES

8.1 Except as otherwise provided in the Agreement, all Charges and other sums due from you in

respect of the Services and/or Equipment shall be set out in the Price List and/or the Customer

Application and/or the invoice relating to such equipment and/or Services.

8.2 You shall pay the Charges (without any set off or deduction of any kind) on either a monthly,

quarterly or annual basis as stated in the Customer Application and/or the Price List and/or the

invoice referred to at Clause 8.1 above.

8.3 All amounts payable by you in accordance with the Agreement shall be exclusive of Value Added

Tax ("VAT"), or any other applicable tax or duty, which shall be payable in addition to all such

amounts due from you.

8.4 Where you are a Business User, with a 30 day credit account, we will send you a VAT invoice

following completion of the provision of the Services. Where you are a Business User with no credit

facility, we will send you a VAT receipt following receipt by us of your payment. Where you are not a

Business User, a payment receipt will be sent to you upon your written request.

8.5 You agree that you will notify us as soon as possible of any change in your credit/debit card or

bank account details. Should you terminate the Services in accordance with this Agreement, it is

your responsibility to terminate any standing order with your bank.

8.6 If you use the Services and/or Equipment otherwise than in the course of a business, trade,

profession or occupation, we may increase the amount payable by you for Services and/or

Equipment by giving you one month's notice in writing. If you are a Business User, we may increase

the amount payable by you for any Services and/or equipment by giving you 14 days notice in

writing.

8.7 You agree to pay for all hardware equipment in accordance with the terms or sale, all hardware

and or software supplied remains the property of the company until payment in full has been cleared.

The company reserve the right to recover hardware or equipment that has not been paid for in full.

9. LIABILITY

9.1 You agree that, in view of their nature, your use of the Services is at your sole risk. Whilst we will

endeavour to ensure that the Services are of a high quality, neither we nor any of our agents,

contractors, licensees, employees or information providers involved in providing the Services, give

any guarantee that the Services will be uninterrupted or free from error. Where necessary for

commercial, technical or other reasons:

(a) a network or service provider connected to the Services may suspend or terminate its connection

to the Services; and

(b) the Services may suspend or terminate their connection to another network or service provider.

9.2 You agree that any such suspension or termination referred to above will not constitute a breach

by us of the Agreement and that the Services are provided on an "as is" basis without guarantee of

any kind.

9.3 You further agree that we will not be held liable for any costs, expenses, losses, damages or

other liabilities (howsoever arising) which you may incur as a result of a suspension of the Services

in accordance with Clause 2.5(a) above.

9.4 You acknowledge that the Internet is separate from the Services and that use of the Internet is at

your own risk and subject to any applicable Laws. We have no responsibility for any goods, services,

information, software, or other materials which you may obtain from a third party when using the

Internet.

9.5 You also acknowledge that we may exercise editorial control over the content of our servers, but

that we do not have the resources to ensure, nor are we capable of checking, the full content of our

servers at all times. Neither we, nor any of our agents, contractors, licensees, employees and

information providers, involved in providing the Services, are able to control the content of the

Internet. You, therefore, agree that we shall not be held responsible for the publication, transmission

or reception of any defamatory material or information of any kind, other than information which is

inserted by us. You specifically acknowledge that we have given no warranties as to the quality,

content or accuracy of information received through, or as a result of the use of, the Services.

9.6 You agree and acknowledge:

(a) that you are in a better position than us to foresee and evaluate any potential damage or loss

which you may suffer in connection with the Equipment and/or the Services and/or any other service

provided to you under the Agreement;

(b) that we cannot adequately insure our potential liability to you; and

shall exclude liability in accordance with the Agreement.

9.7 In no circumstances whatsoever will we be liable to you (whether in contract, or for breach of

duty, or negligence or otherwise) for any indirect, incidental or special loss or damage or any loss of

business or of contracts, profit, opportunity, goodwill, reputation, or anticipated savings, or for any

loss or corruption of data which arises out of or in connection with any use of, or inability to use, the

Services and/or the Equipment.

9.8 In any event:

(a) Our liability to you for any failure of the Services or other event in any Minimum

Cancellation Notice Period shall not exceed the Charges payable in respect of such Minimum

Cancellation Notice Period.

(b) Our aggregate liability to you of any sort (including for breach of contract and negligence) in

connection with this Agreement shall not exceed the amount of Charges paid by you to us in

accordance with this Agreement.

9.9 Nothing in this Agreement will limit our liability under Part I of the Consumer Protection Act 1987

or for death or personal injury caused by our negligence.

10. YOUR RESPONSIBILITIES

10.1 You agree that you will be responsible for and hold us and our agents, contractors, licensees,

employees and information providers, involved in providing the Services and/or Equipment, harmless

from and against any and all losses, claims, damages, costs, demands, expenses and other

liabilities which we suffer as a result of any breach by you of the terms of this Agreement, and from

and against any claim brought by a third party alleging that the use of the Services and/or the

Equipment, by you or under your Account, has infringed any intellectual property or other right of any

kind, or any applicable legislation or regulation (whether international or domestic) but excluding any

liability which we face as a result of criminal prosecution.

10.2 You agree to pay all costs, damages, awards, fees (including legal fees), judgements and other

sums awarded against, or agreed to be paid by, us in relation to such claims referred to at Clause

10.1 above. You further agree that you will, as soon as possible, notify us of, and forward to us all

correspondence received by you in relation to, such claims.

10.3 You also agree that we shall have full authority to defend, compromise or settle such claims

referred to at Clause 10.2 above, and that you will, at your expense, provide us with all reasonable

assistance necessary to defend such claims.

10.4 You agree that you are entirely responsible for any form of automated dialling system which you

have set up (including, but not limited to, the reliability of such system and any call costs which may

be incurred as a result of its use).

10.5 You agree that the configuration of your internal network remains your responsibility. Any

interruption to the Services resulting from such configuration shall not be regarded as an interruption

in or suspension of the provision by us of the Services.

10.6 You agree that any equipment connected to or used with the Services will bear the European

Consumer Equipment Standards "CE" mark. You will be responsible for ensuring that all such

equipment is technically compatible with the Services and is used in compliance with all relevant

instructions and safety and security procedures.

11. SUSPENSION AND TERMINATION

11.1 You agree that we may suspend or terminate the Services and/or your Account and/or

terminate the Agreement at any time, without prior notice or refund to you, and without affecting any

of our accrued rights or claims, either:

(a) where we reasonably believe that the Services are being used in breach of Clauses 5.5, 5.6 or

5.9;

(b) for non-payment (when due) of the Charges or any other sum due from you under the Agreement

or any other agreement with us;

(d) where you have breached the Agreement in any other way on three or more occasions; or

(e) where you are or you become Insolvent or suffer any distress or execution or other legal process

to be levied or enforced or sued upon or against any part of your property, assets or revenue and

which is not discharged or stayed within 7 days, or you cease or threaten to cease to carry on

business. You also agree that where this Agreement or your Account is terminated for any reason

the Services will automatically terminate.

(f) “where, at any time, an agreed method of payment is unavailable for collection under this

agreement.”

11.2 If your communications network does not conform to the standards set out in Clause 5.6, to

either our or any of our other customers' detriment we may, without prejudice to our other rights

under Clauses 5.3 and 11.1, suspend your access to the Services until you have given a suitable

undertaking as to use.

11.3 You acknowledge and agree that our resources, used in providing the Services, are limited and

that any reckless or wasteful use of the Services by you may affect those resources and the services

provided to our other customers. You agree that we may suspend or terminate your access to the

Services where we decide, acting reasonably, that you are using the Services in a reckless or

wasteful manner.

11.4 You agree that, notwithstanding the provisions of Clauses 3 and 11.1 (but without affecting our

other rights to terminate under this Agreement), we may terminate all or any of the Services at any

time, on 14 days notice, and on repayment to you of a proportion of the Charges which reflects the

period agreed for provision of the Service(s) which has yet to expire at the point of termination. Any

refund that is due to you, will be made by us following the cancellation of the Service(s), and will be

made direct to your credit card or bank account (notified to us for this purpose) by BACS transfer.

Should you fail to provide suitable bank or credit card details to allow a refund to be made, you will

lose the right to such refund.

11.5 Any suspension of the Services by us in accordance with this Agreement will not constitute a

termination of the Agreement and we may require you to pay a reconnection fee to recommence the

Services together with the relevant Charges.

11.6 You may terminate all or any of the Services, at any time after the Minimum Service Period,

subject to the Minimum Cancellation Notice Period. Should you wish to terminate a Service in

accordance with this Clause, you must, give written notice to us in accordance with Clause 16.

Where you terminate within the Minimum Service Period you will be liable to pay the Charges due in

respect of that Minimum Service Period.

11.6b Where a broadband cease (termination) arises as a consequence of a Migration Authorisation

Code not being obtained and/or used in moving the service away from AIC-IT Ltd, a cease charge of

£25.00 +vat will be applied. Termination of an active “in flight” application will be charged £70 + vat

11.7 We may terminate all or any of the Services by notice equal to the Minimum Cancellation Notice

Period (to expire at any time on or after the Minimum Service Period) without our incurring any

liability.

11.8 Unless otherwise stated in the Specific Terms and Conditions, the Minimum Cancellation Notice

Period is 30 days (to expire at any time on or after the Minimum Service Period).

12. ASSIGNMENT

12.1 We may transfer, assign or sub-contract the whole or any part of our rights and obligations

under the Agreement. You agree that you will not assign, sub-contract, sell, transfer, lease, licence

or charge by way of security any of your rights or obligations under the Agreement. Breach of this

restriction in any way (whether successful or not), will result in your Account being terminated.

13. PERSONAL DATA

13.1 You agree that both we and our employees may hold all names and other information in the

Customer Application, in a computerised database. You agree that such data may be processed and

may, in certain circumstances, be supplied to and processed by our suppliers, to enable the

provision and maintenance of the Equipment and/or Services.

13.2 If you request an IP assignment of eight or more real IP addresses we may add your contact

details to the Reseaux IP Europeans database.

13.3 You acknowledge that we may, from time to time, be required under regulations and/or

legislation to co-operate with and/or disclose data to, government or other bodies and/or authorities.

14. FORCE MAJEURE

14.1 You agree that we shall not be liable for any and all losses, (including loss of data) damages,

costs, claims and other liabilities which arise as a result of any delay or interruption in, or any nondelivery,

or missed delivery or failure of the Equipment and/or Services due to circumstances beyond

our or any of our suppliers' reasonable control (including, but not limited to, fire, lightning, explosion,

war, disorder, flood, industrial dispute, sabotage, weather conditions or acts of local or central

Government or other competent authorities).

14.2 Should any event, referred to at Clause 14.1 above, continue for more than 90 days, then either

we or you may terminate the Agreement forthwith.

15. WAIVER

15.1 Neither failure nor delay by either you or us in exercising any of your or our rights under the

Agreement shall amount to a waiver of any such right, or operate so as to bar the exercise or

enforcement of such right at any time in the future.

16. NOTICES

16.1 You agree to keep the contact details which you have provided to us up to date. Any notice or

other information to be served by us on you in accordance with this Agreement will be validly sent if

in writing and sent by either e-mail or first class post to your last known email or postal address. Any

notice sent by first class post will be deemed served two days after posting. Any notice sent by email

will be deemed served on the day that it is sent.

16.2 Any notice to be served on us must be in writing and sent either by pre-paid first class post to

our registered office or to such other address as may be specified by us to you for this purpose from

time to time. Any notice sent in accordance with this sub-clause will only be deemed served if and

when you have received a written acknowledgement from us.

17. GENERAL

17.1 This Agreement represents the entire agreement and understanding between you and us with

regard to the supply of the Equipment and/or Services, to the exclusion of all prior agreements,

arrangements and understandings. The Agreement contains express promises and obligations on

our part. You agree that any other term which might be implied or incorporated into the Agreement,

by statute, at common law or otherwise, is excluded, to the fullest extent permitted by law.

17.2 You acknowledge and agree that in entering into the Agreement you have not relied upon any

oral or written representation, statement or understanding (whether negligently or innocently made)

by any of our employees, agents, sub-contractors or representatives other than as expressly set out

in the Agreement.

17.3 You further acknowledge and agree that you will have no remedy in respect of any untrue

representation innocently or negligently made by us or any of our employees, agents, subcontractors

or representatives prior to entering into the Agreement upon which you may claim to

have relied in entering into the Agreement whether such representation was made orally or in writing.

17.4 The only remedy available to you for a breach by us of the Agreement shall be for breach of

contract under the terms of the Agreement.

17.5 Nothing in the Agreement shall exclude or limit our liability for fraudulent misrepresentation.

17.6 The Agreement shall be governed by and construed in accordance with the laws of England

and Wales and you agree to submit to the exclusive jurisdiction of the Courts of England and Wales.

In the event that the Agreement is translated into any other language, the English language version

shall prevail.

17.7 If any provision, clause or sub-clause of the Agreement is held by any competent authority to be

void, voidable, illegal, invalid or otherwise unenforceable, but would be valid and/or enforceable if

any part of such provision, clause or sub-clause were deleted or modified, then that provision, clause

or sub-clause shall apply with such deletion or modification as may be necessary to make it valid

and/or enforceable.

17.8 If any part of the Agreement or the application of it to any person shall, for any reason, be

adjudged by a competent authority to be invalid, void, voidable, illegal or unenforceable such

judgement shall not affect the remainder of the Agreement which shall continue in full force and

effect.

17.9 References to the singular include the plural and vice versa. References to one gender include

all other genders and vice versa.

17.10 A person who is not a party to the Agreement has no rights under the Contracts (Rights of

Third Parties) Act 1999 to enforce any term of the Agreement, but this does not affect any right or

remedy of any third party which exists or is available apart from that Act.

18 Partners

18.1 Partners acting as Sales Agents will receive commissions upon receipt of a correct invoice

under AIC's standard payment terms.

18.2 Partners acting as Wholesale Customers shall be responsible for billing the end user and liable

for all debts incurred as part of the service supplied to the End User

18.3 In the event of an act of Insolvency AIC-IT Ltd reserve the right to transfer Customer relationships

from the Partner to AIC-IT Ltd directly, thus making the End User a Direct Customer.

18.4 In the event that two consecutive outstanding invoices relating to a single service remain unpaid

then AIC-IT Ltd reserve the right to transfer Customer relationships from the Partner to AIC directly,

thus making the End User a Direct Customer.

18.5 In the event that three or more invoices relating to a single service are paid greater than seven

days late in any twelve month rolling period then AIC reserve the right to transfer Customer

relationships from the Partner to AIC directly, thus making the End User a Direct Customer.

18.6 In all cases the Partner will remain liable for all debts incurred should either 18.3, 18.4 and 18.5

be invoked.

18.7 AIC remains a partner focused organisation and will only apply remedies 18.3, 18.4 and

18.5 if no other options are available and after full discussion with the Partner.

Recent Revision History

Rev 1 – 23/02/06 New format for T&C’

Rev 2a- 1/1/10 Clause 1, Change of registered address

Rev 2b – 11/01/10 Addition of clause 11.6b regarding cease charges

Rev 2c – 24/02/10 Changes to clause 11.6 & 11.6b regarding cease charges