1. INTERPRETATION In this Contract: "F4WiFi" means FREEDOM4 WiFi Ltd of 5 Roundwood Avenue, Stockley Park, Uxbridge, UB11 1FF, registered in England No. 06549666. "Contract" means, in order of precedence, these Conditions, the Charges and Service Schedule, and the Order Form. "Customer" means the company/person named on the Order Form. F4WIFI may accept instructions from another person who F4WIFI reasonably believes is acting with the Customer's authority or knowledge. "Minimum Period" means the first 12 months of the Service beginning on the Operational Service Date or any other minimum period specified on the Order Form. "Operational Service Date" means the date when the Service is first made available to the Customer or the date when the Customer first starts to use the Service, whichever is the earlier. "Service" means access to multiple Wi-Fi networks who F4WIFI have negotiated access with. "Site" means each physical location of the radio access points offering the Service.

2. COMMENCEMENT OF THIS CONTRACT This Contract begins on the date that the Order Form is signed by the Customer.

3. PROVISION OF THE SERVICE 3.1 F4WIFI will provide the Service to the Customer on the terms of this Contract. 3.2 F4WIFI will use reasonable endeavours to provide the Service by the date agreed with the Customer, but all dates are estimates and F4WIFI has no liability for any failure to meet any date. 3.3 F4WIFI will provide the Service with the reasonable skill and care of a competent telecommunications service provider. 3.4 F4WIFI will use reasonable efforts to provide uninterrupted services. 3.5 Occasionally F4WIFI may: (a) for operational reasons, change the codes or the numbers used by F4WIFI for the provision of the Service or the technical specification of the Service, provided that any change to the technical specification does not materially affect the performance of the Service; (b) give the Customer instructions which it believes are necessary for reasons of health, safety, security or the quality of any telecommunications service provided by F4WIFI to the Customer or any other customer; or (c) temporarily suspend the Service because of an emergency or for operational maintenance or improvements. Service will be restored as soon as reasonably practicable. Before doing any of these things F4WIFI will give the Customer as much notice as possible.

4. DURATION Upon expiry of the Minimum Period the Service will continue to be provided to the Customer on the terms of this Contract unless terminated in accordance with the Conditions.

5. CONNECTION OF EQUIPMENT TO THE SERVICE 5.1 The Customer must ensure that any equipment: 5.1.1 connected to or used with the Service must be connected and used in accordance with any applicable instructions, safety and security procedures; and 5.1.2 attached (directly or indirectly) to the Service is compliant with any relevant legislation.

6. ACCESS TO SITES F4WIFI does not authorise or guarantee access to any of the Sites for the Customer to use the Service or guarantee that Service will continue to be available from a specific Site and Networks.

7. USE OF THE SERVICE 7.1 It is the Customer's responsibility to obtain and keep in force any licence necessary for the Customer to use the Service in any country in which it is provided. 7.2 The Service must not be used in any way that: (a) does not comply with the terms of any legislation or any licence applicable to the Customer or that is in any way unlawful; (b) does not comply with any instructions given under paragraphs 3.5(b) and 5.1 or any other public telecommunications operator or other competent authority, in any country where the Service is provided. 7.3 The Customer must indemnify F4WIFI against any claims or legal proceedings which are brought or threatened against F4WIFI by a third party because the Service is used in breach of paragraphs 7.1 or 7.2. 7.4 F4WIFI will notify the Customer of any such claims or proceedings and keep the Customer informed as to the progress of such claims or proceedings and have due regard to the Customer's representations.

8. INTELLECTUAL PROPERTY RIGHTS 8.1 Where software is provided to enable the Customer to use the Service, F4WIFI grants the Customer a non-exclusive, non-transferable licence to use the software for that purpose. 8.2 The Customer will not, without F4WIFI's prior written consent, copy, decompile or modify the software, nor copy the manuals or documentation (except as permitted by law). 8.3 The Customer will sign any agreement reasonably required by the owner of the copyright in the software to protect the owner's interest in that software.

9. INTELLECTUAL PROPERTY RIGHT INDEMNITIES 9.1 F4WIFI will indemnify the Customer against any claims and proceedings arising from infringement of any intellectual property rights through F4WIFI's provision of the Service to the Customer. As a condition of this indemnity the Customer must: (a) notify F4WIFI promptly in writing of any allegation of infringement; (b) make no admission relating to the infringement; (c) allow F4WIFI to conduct all negotiations and proceedings in respect of any such claims and give F4WIFI all reasonable assistance in doing so (F4WIFI will pay the Customer's reasonable expenses for such assistance); and (d) allow F4WIFI to modify the Service, or any item provided as part of the Service, so as to avoid the infringement, provided that the modification does not materially affect the performance of the Service. 9.2 The indemnity in paragraph 9.1 does not apply to infringements caused by the use of the Service in conjunction with other equipment, software or services not supplied by F4WIFI or to infringements caused by designs or specifications made by, or on behalf of, the Customer. The Customer will indemnify F4WIFI against all claims, proceedings and expenses arising from such infringements. 9.3 The limitations and exclusions of liability contained in paragraph 12 do not apply to this paragraph.

10. CONFIDENTIALITY 10.1 The parties will keep in confidence any information (whether written or oral) of a confidential nature (including software and manuals) obtained under this Contract and will not, without the written consent of the other party, disclose that information to any person (other than their employees or professional advisers, or in the case of F4WIFI the employees of a F4WIFI Ltd Company or their suppliers, who need to know the information). 10.2 This paragraph 10 will not apply to: (a) any information which has been published other than through a breach of this Contract; (b) information lawfully in the possession of the recipient before the disclosure under this Contract took place; (c) information obtained from a third party who is free to disclose it; and (d) information which a party is requested to disclose and, if it did not, could be required by to do so by law. 10.3 This paragraph 10 will remain in effect for 2 years after the termination of this Contract.

11. CHARGES AND DEPOSITS 11.1a The charges for the Service will be calculated in accordance with the Order Form. Charging will begin on the Operational Service Date. Charges for use of the Service will be calculated in accordance with the details recorded by, or on behalf of F4WIFI. 11.1b F4WIFI Business Wi-Fi customers can select any tariff, except any Mobile Worker tariffs, for the user based on the aggregate number of users the customer has. F4WIFI Active Directory customers must select one tariff, except any Mobile Worker tariffs, for all users. 11.1c Any change to a customer or users tariff will only take affect on the first day of the next billing month. 11.1d Inclusive minutes are for each individual user only and cannot be transferred or carried over to the next billing period 11.2 F4WIFI may revise the charges on 28 days notice to the Customer or such other period stated in the Pricing Schedule. 11.3 The Customer will pay the charges within 30 days of the date of F4WIFI's invoice. F4WIFI may charge daily interest on late payments at a rate equal to 4% per annum above the base lending rate of HSBC Bank plc. 11.4 All charges will be invoiced and paid in pounds sterling unless otherwise stated in the Pricing Schedule. Value Added Tax or any other applicable in country sales, use tax or like charge in a country where the Service is provided, which is payable by the Customer will be added to F4WIFI's invoices as appropriate. 11.5 F4WIFI may, at any time, require the Customer to pay a deposit or provide a guarantee as security for payment of future bills.

12. LIMITATION OF LIABILITY 12.1 F4WIFI accepts unlimited liability for death or personal injury resulting from its negligence. Paragraphs 12.2 and 12.3 do not apply to such liability. 12.2 F4WIFI is not liable to the Customer, either in contract, tort (including negligence) or otherwise for any direct or indirect loss of profits, business or anticipated savings, nor for any indirect loss or damage or for any destruction of data. 12.3 F4WIFI's liability to the Customer in contract, tort (including negligence) or otherwise in relation to this Contract is limited to £250,000 for any one incident or series of related incidents and to £500,000 for all incidents in any period of 12 months. 12.4 Each provision of this Contract, excluding or limiting liability, operates separately. If any part is held by a court to be unreasonable or inapplicable, the other parts will continue to apply.

13. MATTERS BEYOND THE REASONABLE CONTROL OF EITHER PARTY 13.1 If either party is unable to perform any obligation under this Contract because of a matter beyond that party's reasonable control such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes (whether or not involving that party's employees) or acts of local or central Government or other competent authorities, or events beyond the reasonable control of that party's suppliers, that party will have no liability to the other for that failure to perform. 13.2 In the event of: (a) a refusal or delay by a third party to supply a telecommunications service to F4WIFI and where there is no alternative service available at reasonable cost; or (b) the imposition of restrictions of a legal or regulatory nature which prevent F4WIFI from supplying the Service then F4WIFI will have no liability to the Customer for failure to supply the Service. 13.3 If any of the events detailed in paragraphs 13.1 or 13.2 continue for more than 3 months either party may serve notice on the other terminating this Contract.

14. ESCALATION AND DISPUTE RESOLUTION 14.1 If a dispute arises between the parties to this Contract, the parties will use their reasonable endeavors to settle the dispute in accordance with the following procedures: (a) a dispute which has not been settled by the Customer's representative and the F4WIFI representative within 7 days of the matter being raised, may be escalated by either party to the first level by written notice to the other party; (b) if the dispute is not resolved at the first level within 7 days of escalation either party may refer the dispute to the second level. The parties representatives and the people to whom a dispute must be escalated at the first and second levels are as notified by either party to the other, from time to time. 14.2 If a dispute is not resolved after the procedures set out in paragraph 14.1 have been followed then, if the parties agree, the dispute will be referred to a mediator: (a) the mediator will be appointed by agreement of the parties. In the event of a failure to agree within 3 days of a proposal by one party, the mediator will be appointed by the Centre for Dispute Resolution (CEDR); (b) within 14 days of the appointment of the mediator the parties will meet with the mediator in order to agree the procedure to be adopted for the negotiations; (c) all negotiations connected with the dispute will be conducted in confidence and without prejudice to the rights of the parties in any further proceedings; (d) if the parties reach agreement on the resolution of the dispute the agreement will be put in writing and once signed by the parties will be binding on them; (e) if the parties are not prepared to agree to the dispute being referred to a mediator, or fail to reach agreement within 2 months of the mediator being appointed then either party may exercise any remedy that it has under this Contract.

15. TERMINATION OF THIS CONTRACT BY NOTICE 15.1 Either party may terminate this Contract or the Service provided under it on 1 months' notice to the other. 15.2 If the Customer terminates this Contract or the Service either before the Operational Service Date or during the Minimum Period other than because F4WIFI has increased the charges or has materially changed the Conditions of this Contract under paragraph 17.2 to the Customer's detriment, the Customer must pay F4WIFI the termination charges specified in the Pricing Schedule

16. BREACHES OF THIS CONTRACT 16.1 Either party may terminate this Contract: (a) immediately on notice if the other party commits a material breach of this Contract, which is capable of remedy, and fails to remedy the breach within a reasonable time of a written notice to do so; or (b) immediately on notice if the other party commits a material breach of this Contract which cannot be remedied; or (c) on reasonable notice if the other party is repeatedly in breach of this Contract and fails to remedy the breach within a reasonable time of a written notice to do so; or (d) immediately on notice if the other party is the subject of a bankruptcy order, or becomes insolvent, or makes any arrangement or composition with or assignment for the benefit of their creditors, or goes into voluntary (otherwise than for reconstruction or amalgamation) or compulsory liquidation, or a receiver or administrator is appointed over their assets, or if the equivalent of any such events under the laws of any of the relevant jurisdictions occurs to the other party. 16.2 If F4WIFI is entitled to terminate this Contract under paragraph 16.1, F4WIFI may, on giving prior notice where practicable, suspend the Service without prejudice to such rights. Where the Service is suspended under this paragraph the Customer must pay the charges for the Service until this Contract is terminated. 16.3 If this Contract is terminated by F4WIFI during the Minimum Period because of an event specified in paragraph 16.1 the Customer must pay F4WIFI, without prejudice to any other rights F4WIFI may have, the Early Termination Charge. 16.4 If either party delays in acting upon a breach of this Contract that delay will not be regarded as a waiver of that breach. If either party waives a breach of this Contract that waiver is limited to that particular breach.

17. CHANGES TO THIS CONTRACT 17.1 (a) Except in the circumstances described in paragraphs 3.5(a), 11.2 and 17.2, if either party wishes to vary this Contract it must notify the other party in writing, detailing the proposed change and the reason for it. (b) The parties will discuss the proposed change. (c) Within a reasonable time of receipt of a proposed change, or the date of the discussions under paragraph 17.1(b), the receiving party will notify the other party in writing whether the proposed change is feasible and the likely financial, contractual, technical and other effects of the proposed change. (d) Within a reasonable time of notification of the effects of a proposed change the receiving party will advise the other party whether it wishes this Contract to be amended to incorporate the change. (e) Where the parties agree a change to this Contract it will be recorded in writing and will form part of this Contract when signed by both parties 17.2 Where this Contract is entered into in a country where F4WIFI is obliged by law or by its agreement with a public telecommunications operator to trade with all its customers for the Service on the same or particular terms then paragraph 17.1 will not apply and F4WIFI may amend this Contract on 28 days notice to the Customer.

18. EXPORT CONTROL Provision of the Service to the Customer may be subject to export control law and regulations. F4WIFI does not represent that any necessary approvals and licenses will be granted. The Customer will provide reasonable assistance to F4WIFI to obtain any necessary consents. If, through no fault of F4WIFI, any necessary consents are not granted, then F4WIFI can terminate this Contract or the provision of the Service under it (as appropriate) without any liability to the Customer.

19. TRANSFER OF RIGHTS AND OBLIGATIONS Neither party may transfer any of its rights or obligations under this Contract, without the written consent of the other, except that F4WIFI may transfer its rights or obligations (or both) to a F4WIFI Company without consent.

20. ENTIRE AGREEMENT 20.1 This Contract contains the whole agreement between the parties and supersedes all previous written or oral agreements relating to its subject matter. 20.2 The parties acknowledge and agree that: (a) they have not been induced to enter into this Contract by any representation, warranty or other assurance not expressly incorporated into it; and (b) in connection with this Contract their only rights and remedies in relation to any representation, warranty or other assurance are for breach of this Contract and that all other rights and remedies are excluded. 20.3 The provisions of paragraphs 20.1 and 20.2 shall not affect the parties rights or remedies in relation to any fraud or fraudulent misrepresentation. 20.4 A person who is not party to this Contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Contract, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

21. NOTICES Notices given under this Contract must, except for notices given under paragraph 3.5 be in writing and may be delivered by hand or by courier, or sent by first class post, fax. or e-mail to the following addresses: (a) to F4WIFI at the address of the F4WIFI office shown on the Order Form or any alternative address which F4WIFI notifies to the Customer; (b) to the Customer at the address to which the Customer asks F4WIFI to send invoices, the address of the Site or, if the Customer is a limited company, its registered office.

22. SEVERABILITY If any provision of this Contract is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction, such provision shall be severed and the remainder of its provisions will continue in full force and effect as if this Contract had been executed with the invalid, illegal or unenforceable provision omitted.

23. LAW AND JURISDICTION This Contract is governed by the law of England and Wales and both parties submit to the exclusive jurisdiction of the English courts.