TERMS AND CONDITIONS FOR MOBILE SERVICES

1. DEFINIT IONS

a) The Company means Utilities Network Ltd trading as Pennycom Communications.

b) The Customer means the company or private user named on the order form overleaf as the party contracted for the Services

c) Equipment means a mobile phone and/or SIM card or any other hardware used by the Customer in order to use the Services.

d) The Services constitute a basic two-way mobile communication service via whichever carriers or networks the Company may elect to use from time to time and such other services as may be made available to you by us from time to time.

e) SIM Card means a Subscriber Identity Module which enables the Customer to access the Services when used with a compatible mobile phone. Our network provider or its MNO owns each SIM and each SIM remains their property at all times. You are being allowed to use the SIM by us on a limited licence to enable you to access Services, in accordance with the terms of this agreement. We or they may recall the SIM (s) at any time for upgrades, modifications, misuse or when your agreement ends.

f) The Agreement means this contract including all information provided overleaf and the terms and conditions included herein. This agreement does not cover the supply of your Handset and any terms relating to Handsets will be given to you separately.

g) Roaming means the use of the Services to make and receive calls outside of the United Kingdom

h) Premium Rate Calls are calls made to special numbers which normally attract very high call charges

i) The User means the person or persons operating and responsible for any particular element or elements of the Services, such as mobile phones.

j) Voice Mail is a service that enables callers to leave messages for a User that can be saved and subsequently retrieved.

2. DURATION

a) This agreement will commence on the date the Company connects the Services overleaf and continue for a period of 24 months unless otherwise specified overleaf in Section 5 of the Agreement.

b) The Services detailed overleaf will be bound by the terms and conditions of this Agreement. Additional services requested in writing by the customer during the Term of this Agreement will also be bound by these terms and conditions with the exception of the commencement date which will be the date the additional services are connected and the contracted period which will be 24 months from the date of connection of the additional services unless otherwise stated.

3. THE SERVICES

a) The Company will use all reasonable efforts to make the Services available but owing to the nature of telecommunications networks (and in particular mobile networks), it is impossible to guarantee a fault free service. The quality and coverage of the Services depends upon both the telecommunications network to which the Customer is connected and also on the other telecommunications networks to which the called party is connected. The Services may be adversely affected by too many people trying to use the network at the same time, physical features such as buildings and underpasses and by atmospheric conditions or other causes of interference and may fail or require maintenance without notice. Any coverage maps are our best estimate but not a guarantee of service coverage which may vary from place to place.

b) The Company will use reasonable efforts to obtain Roaming access to compatible networks in other countries. However, the ability to use overseas networks will depend upon the arrangements between the foreign operators and the network in the UK . Pennycom will not guarantee the availability of Roaming in any overseas country. Where Roaming is available, call costs will be significantly higher than in the UK .

c) Pennycom may, at its discretion, program any mobile phone that constitutes part of the Services so that the User is unable to make calls to overseas networks or to other special numbers including Premium Rate numbers. If the User wants to use the mobile phone to make such calls, the Customer should contact Pennycom Customer Services department on the number overleaf to arrange this. Pennycom may undertake a credit check before agreeing to allow these facilities and/or may ask the Customer to pay a non-interest bearing deposit as security against any monies that may become due to Pennycom in the future.

d) Pennycom may, at its discretion, limit the number and duration of messages that can be left on any Voice Mail service that is provided as part of the Services. Please note that confidentiality of messages cannot be guaranteed.

e) The recording of abusive or pornographic greeting messages is not allowed. Any instance of this will result in the service being withdrawn by Pennycom.

f) Only equipment which is approved by Pennycom for connection may be used to access the Services. Any attempt to use the SIM in non-authorised equipment may result in serious damage to the equipment and may prevent you from being able to use it, including the making of emergency calls. In these instances, we, our network provider, or its MNO, are not responsible for any such damage or usage problems.

g) The Services may not be used for any criminal or other illegal purposes or for any other purpose which makes unacceptable use of network resources. Any such improper use may result in the Services being withdrawn. All Users must comply with any instructions from Pennycom regarding the appropriate use of the Services.

h) Users must not reverse call charges for any telephone call nor may they accept a reverse charged call. These conditions also apply if the User lends a mobile phone to someone else.

i) On connection of the Services (or at any subsequent time), Pennycom reserve the right to set a credit limit on the amount of call charges any User may incur. In the event that a User exceeds this credit limit the Customer will still be liable for all accrued call charges.

j) On connection of the Services (or at any subsequent time) Pennycom may ask for a security deposit which may be used at any time to pay off accrued charges.

k) The Customer should read and fully understand the Pennycom Welcome Letter and the other related information provided with the Services.

l) You agree that we and our network provider, or its MNO, can process your organisation's information and users personal data, which we collect or which you submit to us during any sales or registration process, for a number of purposes, including to open and manage an account for Services, to deliver products and services ordered by you, for security and emergency service support, for credit checking and fraud prevention, and for product analysis and direct marketing (subject to your preferences) as set out in our 'Privacy Notice' in the Terms for Services

4. CHARGES AND PAYMENT

a) Upon connection of the Services the Customer is liable to pay to Pennycom charges including but not limited to the following:

i) a once only connection fee;

ii) a monthly (or other periodic) line rental charge (billed in advance or in arrears dependent on the Services);

iii) the call charges (billed after the calls are made);

iv) any other charges in respect of the Services provided to Users e.g. charges for the voice mail service, insurance, etc. which will be billed as Pennycom will advise.

b) Pennycom may, at its discretion, also charge carriage on the delivery of any Equipment.

c) All fees and charges must be paid by the Customer within 14 days following the date of any invoice, unless otherwise stated on this Agreement.

d) The Customer agrees to pay charges in connection with the Services by direct debit and authorises Pennycom to deduct each month sufficient funds from a nominated bank account to pay for the Services requested and/or used by the Customer each month.

e) All charges for the Services are set out in Pennycom's tariff schedule which is available upon request.

f) Any sums owed and not paid within the agreed period will attract interest charges at the rate of 6% above the base rate of Barclays Bank. Pennycom may also collect any overdue amounts from a debit or credit card. In addition Pennycom reserves the right to pass on to the Customer any costs incurred in the collection of any overdue amount, including legal fees and/or agency charges, plus an administration fee.

g) All calls are charged in increments of one second and rounded up to the nearest whole one penny or to the minimum call charge if the cost of the call is below the minimum call charge

h) Value Added Tax (where applicable) will be added to all our charges.

i) For any direct debit which is refused due to insufficient funds or due to a change of bank details of which we were not advised, Pennycom will apply a charge of £25.00 to the next invoice.

j) If the Customer is contracted to a minimum monthly call spend as detailed in Section 3 of this Agreement, and at the end of the contract period has not surpassed the spend commitment, then the Customer will be liable to pay the difference between the total committed amount of spend for the contract period and the actual amount spent during the life of this Agreement.

k) Where Pennycom provides any equipment to the Customer as part of this contract title to the equipment will not pass to the Customer until the Customer has paid for the equipment or the end of the contract term, whichever occurs sooner.

5. LOSS OF MOBILE PHONE

In the event of a lost or stolen mobile phone it is the Customers sole responsibility to immediately advise Pennycom. Upon receipt of such notice Pennycom will prevent further use of the phone. The Customer is responsible for all charges accrued up to the time that Pennycom is notified of the theft or loss and for the monthly (or other periodic) line rental charges thereafter until this Agreement is terminated.

6. SUSPENSION OF THE SERVICES

a) Pennycom may suspend the Services with immediate effect and without notice if, in Pennycom's reasonable opinion, any of the following is occurring or has occurred:

i) the Services are being used in an unauthorised way or for criminal activities;

ii) the Customer is in breach of this agreement (e.g. you fail to pay any charges when due);

iii) a credit limit is exceeded;

iv) the Agreement has been entered into fraudulently or fraudulent or improper use of the equipment is taking place;

v) the security of a User's SIM card has been prejudiced;

vi) Pennycom is notified of a lost or stolen mobile phone;

vii) there is an indication that any charges due payable may not be paid;

viii) a direct debit instruction is refused or cancelled;

ix) an activity is taking place that we believe may damage or affect the operation of the telecommunications networks;

x) other reasons that may be out of our control

b) In the case of suspension of the Services this Agreement does not automatically terminate and the Customer is still liable for all monthly (or other periodic) line rental charges due during any period of suspension.

c) The Company recommends that insurance cover for any monthly (or other periodic) line rental charges is taken out.

d) Notwithstanding the terms of clause 6a above, should any of the Services not be available for a continuous period of 3 days for any of the following reasons:-

i) there is a technical failure of the networks;

ii) a network is being tested, modified or maintained; or

iii) access is denied to Pennycom

the Customer will receive a credit against the monthly (or other periodic) line rental charge, which will represent that part of the monthly (or other periodic) line rental charge for relating to the period of non availability. This clause does not apply in the event of fraudulent or unauthorised activity. In these instances all charges that would have been due to the end of the contract will be due for payment immediately.

7. VARIATION OF CHARGES AND TERMS

a) Pennycom reserves the right to increase or decrease charges and to introduce new charges from time to time. Pennycom will provide at least 14 days prior notice of any such changes, should the changes affect the Services provided to the Customer.

b) Should there be any changes in the law or regulations appertaining to the provision of the Services, Pennycom reserves the right to make subsequent changes to these terms and conditions to ensure we are in line with statutory requirements.

c) Should the terms of supply under which Pennycom acquires the Services change, Pennycom at its discretion may then alter the terms of this Agreement to reflect such changes as enforced by suppliers

d) Should Pennycom be required to change any voice mail number, mobile phone number or any other

number related to the Services or to use a different network or carrier for the Services, we will provide reasonable notice to the Customer of such a change.

e) If you carry on using Services after the variation commences, you will be deemed to have accepted the variation.

8. TERMINATION OF THIS AGREEMENT

a) The Company is entitled by notice in writing to terminate this Agreement without prejudice to any claim or right the Company may otherwise make or exercise where:

i) the Customer is in breach of any term, condition or provision of the Agreement or other legal requirement;

ii) the Customer engages in any activity (or allows any activity to take place) that in Pennycom's reasonable opinion may damage or affect the operation of the telecommunications networks that support the Services;

iii) the Customer becomes bankrupt or makes any arrangement with creditors or goes into liquidation or becomes subject to an administration order or a receiver is appointed over any of the Customers assets;

iv) due to circumstances outside of the Company's control we are no longer able to provide the Services to you on permanent basis.

b) Upon termination of this Agreement:

i) all equipment will be disconnected;

ii) the Customer will no longer be entitled to use any mobile phone number that was provided as part of the Services;

iii) all sums due under this Agreement will immediately become due for payment this includes any fixed charges that would have been due if the Agreement had continued;

iv) Pennycom will repay any deposit provided by the Customer under this Agreement, provided that all outstanding sums of money due to Pennycom have been paid. No interest will be due payable by Pennycom in respect of the period during which we have held the deposit.

9. LIABILITY AND EXCLUSIONS

Except where provided otherwise in these conditions, the Company shall be under no liability of whatsoever kind however caused, whether or not due to negligence or wilful default of the company or its servants or agents arising out of or in connection with the Services. All conditions, warranties or other terms, whether express or implied, statutory or otherwise, except with regard to the Company's title to the Equipment are hereby expressly excluded providing that nothing in this paragraph shall exclude or restrict any liability of the company for death or personal injury resulting from the negligence of the company or its servants or agents and in any event, the company liability shall be limited to direct loss and shall not include indirect or consequential loss of any kind.

10. MISCELLANEOUS (including early termination)

a) This agreement cannot be assigned in whole or in part by the Customer to a third party

b) Pennycom may assign all or any of its rights or obligations in relation to this agreement to a third party.

c) None of the conditions of this Agreement may be varied without the Company's written consent.

d) These contract conditions and the form overleaf, duly signed by the customer, form the entire Agreement between the Company and the Customer.

e) The provisions of this Agreement are severable, and if any provision or part of the Agreement is ruled to be invalid or unenforceable by any court or other body of competent jurisdiction the other provisions and/or the remainder of the relevant provision will be unaffected by such a ruling.

f) Failure by either party to enforce any rights under this agreement shall not prevent the other party from taking further action as it sees fit.

g) Pennycom reserves the right to use information held by credit reference agencies to support decisions regarding extending credit terms and for fraud prevention. We may disclose information about the Customer and the Customers account to credit reference agencies. Such agencies may share this information with their customers. In addition, Pennycom may pass these details to other people or agencies in relation to enquiries concerning the prevention and detection of crime or the apprehension or prosecution of offenders or as may be required by law or legal proceedings, and finally Pennycom may disclose the Customers name, address and mobile phone number to third parties in order for them to operate a directory service.

h) In using the Services, the mobile telephone number of the calling party may be sent through the networks and may be identified by the called party. In certain circumstances calls may be diverted to PENNYCOM for administration purposes or for the investigation of fraud. Pennycom may at its discretion apply a charge for any such diversion.

i) The Customer is obliged to keep confidential any lock or pin code(s) associated with any mobile phone, your voice mail access number or any other equipment included in the Services, and any other personal identification or security number.

j) If either party needs to send notices to the other party these must be in writing and can be delivered by electronic mail or first class post to the e-mail/address stated on the order form. If notices are sent by post, they shall be deemed to have arrived at their destination 48 hours after posting.

k) Calls to Pennycom may be monitored or recorded.

l) In the event that the Customer wishes to transfer the mobile telephone number (or numbers) to an alternative reseller or carrier, and that reseller or carrier confirms to Pennycom that they are willing to accept such a transfer, the Company will charge an administration fee of £30 (inclusive of VAT) per mobile number to be transferred. The total amount due for the transfer must be paid to Pennycom prior to any transfer taking place.

m) Should the Customer wish to transfer a mobile number per clause 10i above, or cancel a mobile number or mobile handset or SIM card prior to the end of the contracted term for the Equipment the Customer will be liable to pay an early termination fee in addition to any rentals that would have been due, equal to £12.50 per mobile handset and/or SIM card to be cancelled for each month remaining on this Agreement.

n) This Agreement is subject to English law and any court action must be brought in the English courts. In addition, the Customer may have the right to refer certain disputes to arbitration in accordance with arbitration procedures set up by the network operator under its license, details of which are available from Pennycom upon request.

11. REGISTERED ADDRESS,

Samar House, North Way , Andover ,

Hants , SP10 5AZ