ONE CONNECTIVITY LTD

Phone Systems and Maintenance Authorisation and Fulfilment Agreement

Phone Systems and Maintenance

One Connectivity Limited is willing to provide, and The Company (you) wish to receive, various services in accordance with the terms and conditions contained in this agreement.

Terms and Condition for the lease/rental of all equipment in this agreement please refer ONLY to the Terms and Conditions as provided by Clear Asset Finance including Direct Debit payment schedule.

1. Provision of Service

1.1 One Connectivity shall use all reasonable endeavours to provide each service to The Company from the date the service is approved.

1.2 One Connectivity shall use reasonable endeavour for 24 hours in every day and each and every day of the year to provide support to The Company in line with the One Connectivity Support Structure.

1.3 One Connectivity are entitled to change technical specification, make alterations to the service (providing this does not materially affect the performance of the service)

1.4 One Connectivity reserve the right to refuse future additional orders for service if the total value of charges in any applicable period exceed The Company’s credit limit.

1.5 One Connectivity do not warrantee that the service will be fault free or free of interruption.

1.6 The Company shall report such faults in line with the support structure.

1.7 One Connectivity may change the conditions of service in order to reflect contractual changes impose upon One Connectivity by its suppliers including British Telecom.

1.8 One Connectivity shall be entitled to subcontract, transfer or reassign any obligations it may have under this agreement Exclusions to the One Connectivity Standard Cover Plan; (i) fault due to company error, (ii) the equipment has been subject to abnormal physical or electrical stress, (iii) damage to the equipment due to accident, neglect, misuse, tampering by The Company or an act of God.

2. Use of Service

2.1 The Company must not use a service or allow or permit its users to use the service in a way that does not comply with the terms of any legislation, is any way unlawful or fraudulent, or to carry out fraud or a criminal offense, to make nuisance calls or spam, threaten, harass, violate or infringe the rights of others.

2.2 The Company must not in our reasonable opinion materially affect the quality of our telecommunications service including the sending and receiving of data as the adversely affect the network.

2.3 The Company must not make available or upload files that contain software or other material not owned or licensed by The Company, or knowingly make available or upload files containing a virus, or falsify the true ownership of software.

2.4 The Company must not act in a way with a view to avoiding incurring or paying charges.

2.5 The Company must not disclose any passwords provided to them by One Connectivity.

2.6 The Company must not act in a way that brings the name of One Connectivity or our suppliers into disrepute, or which places One Connectivity or our suppliers in breach of the Communications Act 2003.

2.7 The Company undertake to diligently and properly enforce clause 2, sections; 1 to 2.6 and understand the failure to do so could result in the suspension or termination of the services it receives from One Connectivity.

3. Equipment Obligations

3.1 The Company undertakes that all apparatus which is attached directly or indirectly to the service/s supplied conform to the relevant standards.

3.2 The Company must not allow any persons apart from One Connectivity employees or agents to service or in any way interfere with the equipment during the term of this agreement.

3.3 Exclusion of service; Cordless handsets and batteries, non-system terminals, example SLT handsets, additional programming unless remote access is available.

3.4 The Company acknowledges that One Connectivity is not the manufacturer of the equipment and accordingly the warrantee of the equipment lies with the manufacturer, Temporary replacement equipment may be supplied to The Company at the discretion of One Connectivity. The equipment must be returned upon the request of One Connectivity.

4. Charges, Bills and Payments

4.1 The Company agree to pay any additional payments that may become due during the period covered resulting from additional alterations to the equipment not covered in the maintenance agreement. One Connectivity also reserve the right to charge for additional call outs for faults external to the equipment covered in this agreement.

4.2 All prices quoted are exclusive of VAT. VAT will be added to your One Connectivity bill accordingly. 4.3 Direct Debits will be collected by One Connectivity on the 28th of each and every month thereafter for the duration of this agreement.

5. Termination

5.1 In the event that The Company disconnects or transfers away from One Connectivity/Provider prior to the expiry of the minimum term, One Connectivity shall be entitled to charge The Company an administrative charge which will be calculated as follows from The Authorisation and Fulfilment Agreement; (a) O.C Contributions (found in section 1 of this agreement) divided by (c) Contract Duration (found in section 3 of this agreement), multiplied by the duration of months remaining up until the minimum term is achieve.

6.  General

6.1 In the event that any provision of this agreement is held to be void, illegal or unenforceable the relevant provision shall be deemed not to be or never to have been or formed part of this agreement and the remaining provisions of this agreement shall continue in full force and effect.

This agreement shall be governed, construed and take effect in all respects in accordance with English Law and the exclusive jurisdiction of the English courts.

The One Connectivity Standard Cover Plan–

Phone System Maintenance

Monday to Friday 08.30am to 5.30pm excluding Bank holidays All faults must be reported immediately in accordance with One Connectivity’s Support Structure. (Phone and or /e-mail)