TARGA TELEMATICS UK TRADING

TERMS AND CONDITIONS FOR THE SUPPLY OF GOODS AND SERVICES

These Terms and Conditions apply to all goods or services supplied by Targa Telematics UK Limited. By placing an order with TargaTelematics UK Limited, you accept these Terms and Conditions.

1. Definitions and Interpretation

1.1 Definitions

• Applicable Laws: Any applicable law, statute, regulation, order, regulatory policy, guidance, industry code, rule of court, directive, or requirement of any regulatory body, delegated or subordinate legislation which apply to the provision of the Services from time to time.
• Business Day: A day (other than a Saturday, Sunday, or public holiday in England) on which banks in London are open for business.
• Charges: Any sums or fees payable by the Customer to Targa pursuant to the terms of this Contract and in respect of the Order as set out in the Order Acknowledgement.
• Commencement Date: As defined in Condition 2.2.
• Conditions: Means Condition 1 (Definitions and Interpretation) to Condition 19 (Governing Law and Jurisdiction) inclusive set out in this document together with any other document to which they refer.
• Confidential Information: Business, commercial, economic, financial, operational, technical, administrative, marketing, planning and staff information and data relating to the Supplying Party or its interests disclosed including any Intellectual Property Rights to the Receiving Party whether before, during or after the provision of the Services, whether in written, oral, pictorial or any other form, and all information, data, know-how, trade secrets, formulae, processes, designs, photographs, drawings, specifications, software programs, samples or other material attributable to or deriving its existence from the provision of the Services, and including but not limited to the content and existence of this Contract. “Supplying Party” and “Receiving Party” shall have the meanings ascribed in Condition 13.
• Contract: Any contract between Targa and the Customer for the supply of Goods and Services formed pursuant to Condition 2.2.
• Control: The beneficial ownership of more than 50% of the issued share capital of a company or the legal power to direct or cause the direction of the general management of the company, and controls, controlled and the expression change of control shall be interpreted accordingly.
• Customer: The person, firm or company purchasing Goods and/or Services from Targa as set out in the Order Acknowledgement.
• Customer Personal Data: Any personal data in relation to which the Customer is the Controller, including any such Personal Data as may relate to the staff, customers, or suppliers of the Customer.
• Data Protection Legislation: All applicable law in any jurisdiction relating to the processing or protection of personal data and privacy, including the Data Protection Act 2018, the UK GDPR, and related regulations.
• Delivery Date: As defined in Condition 3.1.
• Delivery Location: The location for delivery of the Goods or performance of the Services as set out in any Order Acknowledgement.
• Dispute: Any dispute, disagreement or claim arising out of or in connection with this Contract, its subject matter or formation (including non-contractual disputes and claims).
• Force Majeure Event: Any event outside the reasonable control of either Party affecting its ability to perform any of its obligations (other than payment) under the Contract.
• Goods: The hardware device and other attachments provided by Targa which can be installed in the Customer vehicles as necessary for the provision of the Services as set out in the Order Acknowledgement or any Quote (as applicable).
• Insolvency Event: In relation to either Party, that it becomes insolvent or unable to pay its debts as they fall due within the meaning of section 123 of the Insolvency Act 1986 or becomes subject to, or itself takes any steps to invoke, any law, proceedings, procedure or third party action preliminary or relating to its insolvency, winding-up, liquidation, administration or receivership (or any analogous proceedings in any jurisdiction).
• Installation Services: The installation of the Goods by Targa to enable the Customer to receive the Services.
• Intellectual Property Rights: All inventions, patents, utility models, designs, database rights, copyright and trade marks (both registered and unregistered), and all similar or analogous rights throughout the world and all future rights of such nature.
• Losses: Losses (including all direct losses, which may include loss of profit and loss of reputation), claims, damages, liabilities, fines, interest, penalties, costs, charges, expenses, demands and legal and other professional costs (calculated on a full indemnity basis).
• OEM Subscription Services: The services due to support the activation of a vehicle manufacturer’s pre-installed device.
• Order Acknowledgement: The acceptance of an Order containing the Order Information that Targa agrees to provide.
• Order Information: The information relating to the Goods or Services, including value, quantity, delivery details, scope, specification, and charges.
• Order: Any order submitted by or on behalf of the Customer, in relation to the Goods and/or Services to be provided by Targa under the terms of this Contract.
• Quote: Any quotation, proposal or tender provided by Targa for Goods and/or Services containing the Order Information.
• Services: The Software, OEM Subscription Services and those associated services provided to the Customer, including the Installation Services, as more particularly described in the Order Acknowledgement or any Quote (as applicable).
• Software: The online information and electronic software applications provided by Targa as part of the Services.
• Software Documentation: Any materials or documentation provided by Targa in relation to the Software.
• Specification: Any specification for the Goods and/or Services offered by Targa and included in the Order Acknowledgement or which is agreed in writing by the Parties.
• Targa: Targa Telematics UK Limited (company number 2708351) whose registered address is 11 Britannia Business Park, Comet Way, Southend on Sea, Essex, SS2 6GE.
• Targa Materials: All documents, information, items and materials in any form, which are provided by Targa to the Customer in connection with the Goods and/or Services and this Contract.
• VAT: Value added tax chargeable under the Value Added Tax Act 1994 and any similar replacement or additional tax.
• Virus: Any thing or device (including any software, code, file or program) which may prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device.
• Vulnerability: A weakness in the computational logic (for example, code) found in software and hardware components that, when exploited, results in a negative impact to confidentiality, integrity, or availability.

1.2 Interpretation

• Words in the singular include the plural and vice versa; reference to any gender includes the others.
• Reference to a person includes a natural person, company or unincorporated body.
• Reference to a Condition is to a Condition of this Contract.
• References to legislation are to that legislation as amended, extended or re-enacted from time to time.
• Any words following the terms including, include, in particular or any similar terms shall be construed as illustrative only.
• Any obligation on a Party not to do something includes an obligation not to allow that thing to be done.

1.3

Headings are for convenience only and shall not affect the interpretation of these Conditions.

1.4

This Contract shall be binding upon, and enure to the benefit of, the Parties and their respective personal representatives, successors and permitted assignees.

2. Basis of Contract

1. The Order constitutes an offer by the Customer to purchase Goods or Services in accordance with these Conditions.
2. The Order shall only be deemed to be accepted when Targa issues an Order Acknowledgement, at which point the Contract shall come into existence (“Commencement Date”). Any samples, drawings, descriptive matter or advertising issued by Targa are for the sole purpose of giving an approximate idea of the Goods and Services described in them and shall not form part of the Contract.
3. These Conditions are the only Conditions upon which Targa is prepared to deal with the Customer and they shall govern the Contract to the entire exclusion of all other terms and Conditions.
4. No terms or Conditions (other than these Conditions) endorsed upon, delivered with or contained in an Order, Order Acknowledgement or other document or any other terms that the Customer seeks to impose or incorporate will form part of the Contract.
5. Any Quote given by Targa shall not constitute an offer and is only valid for a period of thirty (30) days from its date of issue unless expressly stated to the contrary.
6. Targa shall be under no obligation to accept any Order placed by the Customer and may in its sole discretion reject any Order.

3. Provision of Goods

1. Targa shall deliver the Goods to the Delivery Location specified in the Order within the time period set out in the Order Acknowledgement (“Delivery Date”).
2. Delivery shall be deemed completed when Targa places the Goods at the Customer’s disposal at the Delivery Location.
3. Delays in the delivery of any Goods shall not entitle the Customer to:
   • Refuse to take delivery of the Goods;
   • Claim damages; or
   • Cancel an Order.
4. Targa shall have no liability for any failure or delay in delivering any Goods to the extent that any such failure or delay is caused by the Customer’s failure to comply with its obligations under the Contract.
5. If the Customer fails to take delivery of the Goods on the Delivery Date, then, except where that failure or delay is caused by Targa’s failure to comply with its obligations under this Contract or a Force Majeure Event:
   • Targa shall use its reasonable endeavours to arrange for redelivery of the Goods;
   • If the Customer fails to take delivery of any Goods redelivered, Targa shall store such Goods at the Customer’s cost and arrange for future delivery at the Customer’s sole cost and expense.

4. Installation Services

1. The Customer shall ensure it has all necessary permissions, information, consents, approvals and documents to enable Targa to provide the Installation Services.
2. Targa shall use its reasonable endeavours to provide the Installation Services in advance of any agreed go live date, provided such date has been communicated and agreed by Targa in the Order Acknowledgement.
3. Targa shall use reasonable endeavours to observe all health and safety rules and regulations and any other reasonable security requirements that apply at the Delivery Location.
4. All Goods provided by Targa shall remain the sole and exclusive property of Targa until such time as the Goods have been paid for in full. The risk in the Goods shall pass to the Partner upon completion of the Installation Services by Targa.
5. Targa shall not be liable for any failure to provide the Installation Services or meet any go-live date specified in the Order Acknowledgement, to the extent that the failure or delay is as a result of any event outside of Targa’s reasonable control.

5. Quality of Goods

1. Targa warrants that on delivery, and for a period of twenty four (24) months from the date of delivery (Warranty Period), the Goods shall:
   • Conform with the Specification;
   • Be free from material defects in design, material and workmanship.
2. Subject to Condition 5.3, if:
   • The Customer gives notice in writing to Targa during the Warranty Period within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in Condition 5.1; and
   • Targa is given a reasonable opportunity of examining such Goods;
   • Targa shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
3. Targa shall not be liable for the Goods’ failure to comply with the warranty set out in Condition 5.1 if:
   • The Customer makes any further use of such Goods after giving a notice in accordance with Condition 5.2;
   • The defect arises because the Customer failed to follow Targa’s instructions as to the storage, commissioning, installation, use or maintenance of the Goods;
   • The defect arises as a result of Targa following any drawing, design or specification supplied by the Customer;
   • The Customer alters or repairs such Goods without Targa’s written consent;
   • The defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions;
   • The Goods differ from the Specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
4. Except as provided in this Condition 5, Targa shall have no liability to the Customer in respect of the Goods’ failure to comply with the warranty set out in Condition 5.1.
5. These Conditions shall apply to any repaired or replacement Goods supplied by Targa.

6. Targa’s Obligations

1. In relation to the Services each Party will:
   • Cooperate with the other Party in all matters relating to the Services;
   • Use personnel who are suitably skilled and experienced to perform the tasks assigned to them;
   • Obtain and maintain all necessary licences and consents and comply with all Applicable Law.
2. Targa shall use commercially reasonable efforts to make the Software available ninety nine per cent (99%) of the time (Uptime Availability).
3. Targa does not warrant that:
   • Use of the Software will be uninterrupted or error-free; or
   • The Software will be free from Vulnerabilities or Viruses.
4. Targa shall not be liable for any failure to achieve the Uptime Availability as a result of any (i) planned maintenance performed outside of normal business hours; or (ii) unplanned maintenance provided that Targa has used its reasonable endeavours to provide the Customer with reasonable advance notice.
5. If Targa’s compliance with the Uptime Availability or the performance of its obligations under the Contract or any Order is prevented or delayed by any act or omission of the Customer, its agents, subcontractors, consultants or employees then the Uptime Availability shall not apply and Targa shall be allowed an extension of time equal to the delay caused.
6. Any time incurred by Targa in investigating alleged faults or non-conformities with the Service notified to it by the Customer, which are later found not to have existed, may be charged to the Customer in accordance with Targa’s then-current standard rates.
7. If the Customer can prove to Targa’s reasonable satisfaction that, due to Targa’s own act or omission, Targa has failed to provide the Goods and/or Services in accordance with the terms of the Contract or at all, then Targa may at its option remedy such breach by performing in full and/or by re-performing the relevant part of the Goods and/or Services free of charge or by repaying or crediting to the Customer that part of the Charges paid by the Customer to Targa relating to the relevant part of the Services which have not been performed.

7. Customer Obligations

1. The Customer shall:
   • Ensure that the terms of the Order Acknowledgement are complete and accurate;
   • Co-operate with Targa in all matters relating to the Goods and/or Services;
   • Provide Targa, its employees, agents, consultants and subcontractors, with access to the Customer’s premises as reasonably required;
   • Provide Targa with such information and materials as Targa may reasonably require;
   • Prepare the Customer’s Delivery Location for the supply of the Services;
   • Comply with all Applicable Laws, including health and safety laws;
   • Obtain and maintain all necessary licences and consents;
   • Hold all Targa Materials in safe custody at its own risk;
   • Not do or omit to do anything which may cause Targa to lose any licence, authority, consent or permission;
   • Notify Targa in writing immediately upon the occurrence of a change of Control of the Customer.
2. If Targa’s performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
   • Targa shall have the right to suspend performance of the Services if the Customer fails to remedy the Customer Default within thirty (30) days after receiving notice from Targa;
   • Targa shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from Targa’s failure or delay to perform any of its obligations as set out in this Condition 7.2;
   • The Customer shall reimburse Targa on written demand for any costs or losses sustained or incurred by Targa arising directly or indirectly from the Customer Default.

8. Commencement and Duration

1. Either Party may terminate this Contract at any time, in whole or in part, on giving not less than three (3) months’ written notice to the other Party.
2. Without affecting any other right or remedy available to it, either Party may terminate this Contract with immediate effect by giving written notice to the other Party if:
   • The other Party commits a material breach of any provision of this Contract which breach is irremediable or, if such breach is remediable, fails to remedy that breach within a period of thirty (30) days after being notified in writing to do so;
   • The other Party repeatedly breaches any of the provisions of this Contract;
   • The other Party suffers an Insolvency Event.
3. Without affecting any other right or remedy available to it, Targa may terminate this Contract with immediate effect by giving written notice to the Customer if:
   • The Customer fails to pay any amount due under the Contract on the due date for payment;
   • There is a change of Control of the Customer.
4. Targa shall have the right to terminate, or suspend the supply of Services, or all further deliveries of Goods under the Contract or any other contract between the Customer and Targa immediately upon written notice to the Customer if:
   • Targa has reasonable grounds to believe that any of the Goods or Services are being used fraudulently, unlawfully or by an unauthorised third party; or
   • The Customer breaches any term of this Contract.
5. In any case where either Party would be entitled to terminate this Contract, instead of terminating this Contract as a whole, the non-breaching Party may elect to terminate individual elements of the Goods and/or Services only.
6. If either Party chooses to exercise its right of partial termination, the provisions of Condition 9 shall apply only to those Goods and/or Services which have been terminated, and the provisions of this Contract shall remain in full force and effect in respect of all other Goods and/or Services.

9. Consequences of Expiry and Termination

1. On termination of the Contract:
   • The Customer shall immediately cease all use of the Services;
   • The Customer shall forthwith make payment of all sums due and owing to Targa;
   • The Customer shall return all of the Targa Materials and any Services or Goods which have not been fully paid for;
   • Any licences granted to the Customer by Targa under the Contract shall immediately terminate;
   • Any rights, remedies, obligations or liabilities of the Parties or of any other person that have accrued up to the date of termination shall not be affected;
   • Any provision of the Contract which expressly or by implication is intended to come into or continue in force on or after the expiry or termination for any reason of the Contract shall remain in full force and effect.

10. Payment

1. The Charges shall be paid by the Customer to Targa at the rates and in accordance with any terms set out in the Order Acknowledgement.
2. The Customer shall pay each undisputed invoice submitted by Targa:
   • Within thirty (30) days of the date of the invoice;
   • In pounds sterling; and
   • In full and in cleared funds to a bank account nominated in writing by Targa.
3. Unless otherwise expressly agreed with Targa in writing, all Charges are quoted exclusive of VAT or any other applicable tax or duty.
4. If the Customer fails to pay any undisputed payments due under the Contract by the due date, Targa shall be entitled to charge interest on the unpaid amount at the rate of four per cent (4%) per annum above the then current base rate of Bank of England.
5. Where the Customer fails to pay any undisputed Charges due under the Contract by the due date, Targa shall be entitled to suspend supply and/or performance of the portion of Services to which the Charges relate.

11. Intellectual Property Rights

1. In relation to the Goods and Services:
   • Targa and its third party licensors shall retain ownership of all Intellectual Property Rights in the Services, Goods and Targa Materials;
   • Targa grants the Customer a fully paid-up, worldwide, non-exclusive, royalty-free licence during the term of this Contract to use the Services, Goods and Targa Materials solely for the purpose of making use of the Goods and Services.
2. In respect of the Services, Goods and Targa Materials, the Customer shall not:
   • Attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software;
   • Attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of such Software;
   • Access all or any part of the Goods or Software in order to build a product or service which competes with the Services;
   • License, sell, rent, lease, transfer, assign, distribute, or otherwise commercially exploit, or otherwise make the Services and/or Goods available to any third party other than in accordance with the terms of this Contract without the prior written consent of Targa.

12. Data Protection

1. The Customer shall be solely responsible for obtaining all necessary consents required pursuant to the Data Protection Legislation in respect of the processing of the Customer Personal Data by Targa or its subcontractors.
2. The Customer and Targa acknowledge that for the purposes of the Data Protection Legislation, the Customer is the Controller and Targa is the Processor in respect of any Customer Personal Data.
3. The Customer acknowledges and agrees that Targa may be required to process the Customer Personal Data in connection with the provision of the Services under this Contract and any Order(s).
4. To the extent that Targa is required to process any Customer Personal Data in relation to the Contract, Targa shall:
   • Only process that Customer Personal Data for the purposes of, and in accordance with, this Contract;
   • Notify the Customer promptly in the event of a security incident affecting or relating to the Customer Personal Data;
   • Implement reasonable technical and organisational precautions and measures;
   • Only transfer the Customer Personal Data outside of the UK/EEA where it has provided appropriate safeguards;
   • Ensure that access to Customer Personal Data is limited to those employees and personnel who need access;
   • Ensure that all of its employees and personnel who are involved in the processing of the Customer Personal Data are subject to obligations of confidentiality;
   • Promptly assist the Customer to respond to requests for exercising data subject rights;
   • Assist the Customer (at the Customer’s cost) in ensuring compliance with the obligations under the Data Protection Legislation;
   • Unless otherwise strictly required by law, upon termination of the Contract or otherwise at the Customer’s choice, delete or return to the Customer all Customer Personal Data;
   • Make available to the Customer all information necessary to demonstrate compliance;
   • Allow for and contribute to reasonable audits;
   • Immediately inform the Customer if, in Targa’s opinion, any instruction of the Customer infringes the Data Protection Legislation.
5. Neither Party shall, through its acts or omissions, place the other Party in breach of any Data Protection Legislation.
6. The Customer agrees and acknowledges that Targa may appoint the third party sub-processors listed on the webpage found at Condition 12.3.6 to process the Customer Personal Data in relation to the Services.
7. The Customer warrants that where it shares any Customer Personal Data with Targa in connection with the Contract it shall ensure that it:
   • Only share such Customer Personal Data fairly, lawfully and in a transparent manner;
   • Provides a clear privacy notice to each of the Data Subjects.
8. The Customer acknowledges that Targa is reliant on the Customer for direction as to the extent to which Targa is entitled to use and process the Customer Personal Data.

13. Confidentiality

1. Each Party (“Receiving Party”) shall keep the Confidential Information of the other Party (“Supplying Party”) confidential and secret, and only use it as necessary to perform its obligations under this Contract.
2. Each Party may disclose the other Party’s Confidential Information:
   • To its employees, officers, representatives, contractors or advisers who need to know such information;
   • As may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
3. No Party shall use any other Party’s Confidential Information for any purpose other than to exercise its rights and perform its obligations under or in connection with the Contract.
4. The obligations of Condition 13 shall not apply to any information which:
   • Was known or in the possession of the Receiving Party before it was provided;
   • Is, or becomes, publicly available through no fault of the Receiving Party;
   • Is provided to the Receiving Party without restriction or disclosure by a third party;
   • Was developed by the Receiving Party without direct access to, or use or knowledge of the Confidential Information supplied by the Supplying Party;
   • Is required to be disclosed by order of a court of competent jurisdiction.
5. This Condition 13 shall survive termination of this Contract.

14. Limitation of Liability

1. Nothing in this Contract limits or excludes the liability of either Party:
   • For death or personal injury caused by its negligence;
   • For fraud or fraudulent misrepresentation;
   • For any other act, omission or matter, liability for which may not be legally excluded or limited.
2. Subject to Condition 14.1 neither Party shall be liable to the other Party in any circumstances for:
   • Loss of profits or revenue;
   • Loss of business or contracts;
   • Loss of anticipated savings or goodwill;
   • Losses arising from loss or corruption of data;
   • Any consequential, special or indirect losses.
3. Subject to Conditions 14.1 and 14.2, each Party’s total aggregate liability to the other Party for all and any Losses under the Contract shall not exceed:
   • In relation to the Goods, the Charges applicable to those Goods which are the subject of the Losses;
   • In relation to the Services, fifty per cent (50%) of the Charges in the twelve (12) month period starting on the Commencement Date or each subsequent anniversary of the Commencement Date.
4. Except as expressly set out in the Contract, all representations, warranties, guarantees, indemnities, terms or Conditions, including any given prior to the date of the Contract, and whether expressed or implied by statute, common law, trade practice or otherwise, are excluded to the fullest extent permitted by law.

15. Dispute Resolution

1. Each of the Parties may by notice (“Dispute Notice”) require that a Dispute be referred directly to a senior executive from each of the Parties at any time. The Parties shall use their respective reasonable endeavours to resolve the Dispute within thirty (30) Business Days from receipt of the Dispute Notice.
2. Save in relation to injunctive relief, neither Party may commence any court proceedings in relation to any Dispute until it has attempted to settle the Dispute in accordance with Condition 15.1.

16. Anti-Bribery and Modern Slavery

1. Neither Party shall, nor shall any of its officers, employees or representatives (“Associated Parties”), directly or indirectly, offer, give or agree to offer or give any payment, gift or other advantage which would violate anti-corruption or bribery legislation in the UK or would otherwise be considered unethical, illegal or improper.
2. Each Party represents, warrants and undertakes that it and its Associated Parties have not engaged in any Corrupt Act prior to the Commencement Date.
3. Both Parties agree to comply with all Applicable Laws relating to slavery and human trafficking including the Modern Slavery Act 2015.
4. Each Party represents, warrants and undertakes that neither it nor any other person in its supply chain uses trafficked, bonded, child or forced labour.
5. A Party may immediately terminate this Contract in the event of any breach of this Condition 16 by the other Party.

17. General

1. Force Majeure: Neither Party shall be liable for any delay or failure in performing its obligations under the Contract (other than payment obligations) caused by a Force Majeure Event.
2. Assignment: The Customer shall not assign, delegate, sub-contract, transfer, charge or otherwise dispose of all or any of its rights and responsibilities under the Contract without the prior written consent of Targa.
3. Entire Contract: The Contract, and any documents referred to therein, constitute the whole Contract between the Parties and supersede all previous arrangements.
4. Relationship: Nothing in the Contract is intended to create any partnership or joint venture between the Parties.
5. Third Party Rights: The Contract does not confer any rights on any person or Party (other than the Parties to the Contract).
6. Waiver: No failure or delay by a Party to exercise any right or remedy shall constitute a waiver.
7. Variations: Any variations to the Contract shall only be effective if in writing and signed by a duly authorised representative(s) of both Parties.
8. Severance: If any provision of the Contract is found to be invalid, unenforceable or illegal, the other provisions shall remain in force.
9. Counterparts: This Contract may be executed in any number of counterparts.
10. Rights and remedies: The rights and remedies provided under this Contract are in addition to and not exclusive of any rights and remedies provided by law.

18. Notices

1. Any notice or similar communication given under the Contract must be in writing and signed by or on behalf of the Party giving it.
2. Any notice sent pursuant to this Condition 18 shall be delivered by hand, by pre-paid post, or by email.
3. A notice is deemed to have been received: if delivered by hand at the time of delivery; if sent by pre-paid post, forty eight (48) hours from the date of posting; or if sent by email, at the time of transmission unless sent after 17:00 in the place of receipt.
4. Any notice or communication given under this Contract shall not be validly served if sent by SMS, instant messaging or via mobile phone.
5. The provisions of this Condition 18 shall not apply to the service of any proceedings or other documents in any legal action.

19. Governing Law and Jurisdiction

1. This Contract and any Disputes are governed by and construed in accordance with the laws of England and Wales.
2. The Parties irrevocably agree that the courts of England and Wales have exclusive jurisdiction to settle any Disputes arising out of or in connection with this Contract.

End of Terms & Conditions