TERMS AND CONDITIONS OF SERVICE

All customers agree to be bound by terms and conditions of service set forth below upon usage of any services offered by

Olive I.T. Services Ltd.

1. Definitions and Interpretation

1.1

In these terms and conditions the following words have the meanings given:-"Business Day" means any day other than a Sunday or a public or bank holiday in England, Wales, Scotland or Northern Ireland; "Contract" means a contract for the purchase by the Customer of Products or Services from Olive I.T. Services Ltd incorporating these terms and conditions and arising from the acceptance by Olive I.T. Services Ltd of an Order; "Customer" means the person, firm or company ordering Products or services; "Default" shall mean any breach by either party of its obligations under a Contract, any default, act, omission, negligence or statement by either party, its employees, agents or sub-contractors arising out of or in connection with a Contract and in respect of which either party may be legally liable; "Olive I.T. Services Ltd" means owner, employees, affiliates or partners of Olive I.T. Services Ltd; "Intellectual Property Rights" means copyright, patent, trademark, service marks, registered designs, sui generis rights, know-how, confidential information, trade or business names or other similar rights together with applications for any of the foregoing; "Licence Agreement" means any licence agreement relating to use of the Software; "Order" means any written order for Products, or Products and Services, received by Olive I.T. Services Ltd from the Customer; "Services" means any configuration or installation services provided by Olive I.T. Services Ltd as sub-contractor of the Customer to end-users of Products in conjunction with the supply of Products; "Software" means any computer software supplied by Olive I.T. Services Ltd, whether embodied in ROM, RAM, firmware or on disk, tape or other media. "Confidential Information" all information of whatsoever nature (whether oral, written or in any other form) containing or consisting of material of a technical, operational, administrative, economic, marketing, planning, business or financial nature or in the nature of intellectual property of any kind or in the nature of Specifications and relating either to the Products or Services, the Seller or the Buyer (as the case may be); "Delivery Address" the address for delivery of the Products or Services as stated on the Purchase Order; "Price" the price payable for the Products or Services as specified in the Purchase Order and payable in accordance with the terms of this Agreement; "Products or Services" such products or Services to be sold by the Seller to the Buyer as may be determined from time to time by the Seller and Buyer; "Purchase Order" the Buyer's purchase order for the Products or Services; "Specifications" any plans, drawings, data or other information relating to the Products; "On-site visits" any services delivered at the Customer's premises; "Workshop Repairs" any services delivered on Olive I.T. Services Ltd premises; "Data Recovery" any attempt to recover, salvage or retrieve data from any computer storage media such as hard disks, floppy disks, USB disks, flash disks or any other computer-related equipment or media;

1.2

Any reference to a clause shall mean a clause of these terms and conditions unless otherwise stated.

1.3

The use of headings in these terms and conditions shall be for convenience only and shall not affect the interpretation of these terms and conditions.

2. Contract Formation

2.1

All Orders submitted by the Customer to Olive I.T. Services Ltd and accepted by Olive IT Services shall be subject to these following terms and conditions which shall form part of and govern any Contract.

2.2

Usage of any service or receiving any estimate or quotation for any Products and/or Services by the Customer, issued by Olive I.T. Services Ltd -verbally, by phone or in person or in writing including by email- shall be deemed acceptance of these terms and conditions.

3. Price

3.1

All prices for Products or Services stated in any quote, estimate or acceptance of Order are those current at the time of the Customer's enquiry by phone, by email or any other acceptable means.

3.2

All quoted prices are exclusive of VAT and carriage and VAT and/or carriage will be added to the agreed price if applicable. Cost of parts required to carry out a successful repair will be extra and are not included in the labour charge quoted. A minimum standard charge for 1 hour applies to any on-site visit.

4. Payment

4.1

Payment for parts and services must be made by credit/debit card, cheque or cash prior or upon the delivery of the services by Olive I.T. Services Ltd.

4.2.

The customer agrees that payment for services and carriage is non-refundable and parts or equipment fitted or supplied will be replaced only if found faulty and/or covered by the manufacturer's warranty.

4.3

Olive I.T. Services Ltd may at its discretion offer credit terms to the Customer subject to the status of the Customer. Credit terms shall be determined by Olive I.T. Services Ltd and confirmed in writing with the Customer.

4.4

Unless and until credit terms are granted, the Customer will pay for any Products or Services on a "cash with order" basis in which case the Customer should allow at least three (3) Business Days for payment to be credited to Olive I.T. Services Ltd' account. Olive I.T. Services Ltd reserves the right not to release any Products or provide any Services until all such payments are cleared and credited to Olive I.T. Services Ltds' bank account.

4.5

Where credit terms are granted, and unless other terms are granted in writing, the Customer will pay no later than 30 days following the date of Olive I.T. Services Ltds' invoice and Olive I.T. Services Ltd reserves the right to suspend deliveries where payment is delayed.

4.6

If any payments are overdue the Customer may be placed on credit hold and no further Products or Services will be delivered or made available to the Customer until all payments due to Olive I.T. Services Ltd under the Contract have been paid. Olive I.T. Services Ltd may at its discretion, withdraw credit facilities in the event of any breach of this contract by the Customer.

4.7

If payment is not received by the relevant due date Olive I.T. Services Ltd may charge the Customer interest on any overdue amount from the due date of payment to the date of actual payment. Interest will be applied at the rate of four (4) per cent per annum above the Lloyds TSB Bank plc Base Rate from the due date of payment.

4.8

The customer agrees to make all payments due under this contract irrespective of any dispute or claim the Customer may have with Olive IT Services or against any third party.

5. Warranties

5.1

Olive I.T. Services Ltd, to the extent that it is permitted to do so, hereby assigns the benefit of any guarantee or warranty covering any defects in Products received by Olive I.T. Services Ltd under an agreement with the manufacturer or supplier of the relevant Product.

5.2

The warranty of the manufacturer or supplier is in lieu of all other terms or conditions whether express or implied concerning the quality or fitness for purpose of Products and all such other terms and conditions are hereby excluded.

6. Terms of Service

6.1

Olive I.T. Services Ltd will make every possible effort to preserve their customers' data, however they make no guarantees whatsoever that data will be intact after the computer(s) have been repaired and tested. The customer agrees not to hold Olive I.T. Services Ltd responsible for any loss or damage to data as a result of repairs, upgrades or any other services carried out on their computer(s) or network.

6.2

If Olive I.T. Services Ltd cannot fix the problem(s) on-site due to external dependencies such as faulty telephone equipment or provision of internet services, or lack of original disks and/or drivers, the customer is liable to pay the minimum standard service charge. If at least one of the original problems reported by the customer is fixed, the customer is liable to pay the full price agreed at the time of booking.

6.3

If Olive I.T. Services Ltd is unable to fix the original reported problem, but where the fix is possible by replacement of a faulty part(s) and the customer does not agree to the replacement of the faulty part, Olive I.T. Services Ltd reserves the right to charge the Customer a diagnostic fee.

6.4

If Olive I.T. Services Ltd is unable to repair the equipment due to non-supply of parts by manufacturers or suppliers, a diagnostics fee may apply to any equipment under repair. The diagnostics fee will cover the time spent on fault diagnosis and re-assembly of the equipment and cost of collection and return if applicable. The return of the customer's equipment will be subject to prior payment of diagnostics fee and carriage if applicable.

6.5

If the customer's equipment develops a fault in the course of service by Olive I.T. Services Ltd either on-site or off-site, the customer agrees not to hold Olive I.T. Services Ltd responsible for the fault.

6.6

All the customer's equipment once repaired or declared irreparable, must be collected within 14 days from the time the customer is informed. If the customer fails to collect the repaired or unrepaired computer, we reserve the right to charge the customer for storage until the passage of a maximum of 8 weeks. The customer must claim or collect the computer within 8 weeks, otherwise the computer will be recycled for parts and the customer will lose ownership of the computer.

6.7

Where the Customer requires Olive I.T. Services Ltd to carry out any configuration or installation services either for the Customer and /or the end-user, Olive I.T. Services Ltd shall do so as sub-contractor to the Customer and this agreement and the terms contained herein shall constitute the sub-contract.

7. Liability

7.1

Olive I.T. Services Ltd shall a) not be liable for any claims regarding the physical functioning of the equipment/media or the condition or existence of data stored on the media supplied before, during or after services; b) In no event will Olive I.T. Services Ltd be liable for any loss of data or loss of revenue or profits before, during or after services even if Olive I.T. Services Ltd has been advised of the possibility of damages or loss to persons or property.

7.2

The Customer must be aware of the inherent risks of damage to media or equipment that is involved when undergoing data recovery or computer repairs, including without limitation, risks due to destruction or damage to the media or equipment and/or data stored and inability to recover data, or inaccurate or incomplete data recovery, including those that may result from the negligence of Olive IT Services. The customer agrees not to hold Olive I.T. Services Ltd responsible for any damage or loss of equipment or media or data loss.

7.3

Olive I.T. Services Ltd shall not be liable to the Customer whether in contract, tort or otherwise and even if foreseeable by or in the contemplation of Olive I.T. Services Ltd for: (a) any loss of profits, business, revenue, goodwill or anticipated savings, whether sustained by the Customer or any other person; or (b) any special, indirect, or consequential loss whether sustained by the Customer or any other person.

7.4

Any advice or recommendations given to the Customer by Olive I.T. Services Ltd as to application or use of equipment which is not confirmed in writing by Olive I.T. Services Ltd, is followed or acted upon entirely at the Customer's own risk. Accordingly Olive I.T. Services Ltd shall not be liable for any such advice or recommendation which is not so confirmed.

7.5

While Olive I.T. Services Ltd will make every effort to preserve the integrity of any equipment under repair, the Customer agrees not to hold Olive I.T. Services Ltd responsible for any accidental damages to the equipment in its possession including but not limited to surface scratches, deformations and cracks.

8. Intellectual Property Rights

8.1

All Intellectual Property Rights in or relation to the Products (including any manuals and operating documentation relating thereto) or in any materials (including Software) created by Olive I.T. Services Ltd during the course of providing the Services shall vest in Olive I.T. Services Ltd or its suppliers as the case may be and the Customer shall have no title to or interest in any such Intellectual Property Rights except to the extent specifically agreed by Olive I.T. Services Ltd.

9. Confidentiality

9.1

Each party shall treat as confidential all information obtained from the other which is specifically designated as confidential or proprietary and shall not divulge such information to any person (except to such party's own employees and then only to those employees who need to know the same) without the other party's prior written consent.

10. Variations

10.1

Olive I.T. Services Ltd reserves the right to modify these terms and conditions. Any such modification will apply on the effective date specified in the said notice to all services and products provided by Olive I.T. Services Ltd.

11. Law

11.1

All Contracts shall be governed by, and construed in accordance with, English law and the parties submit to the exclusive jurisdiction of the English courts.

12. Waiver

12.1

The waiver by either party of a breach or default of any of the provisions on this Agreement by either party shall not be construed as a waiver of any succeeding breach of the same or other provisions, nor shall any delay or omission on the part of either party to exercise or avail itself of any right, power or privilege that it has, or may have hereunder operates as a waiver of any breach or default by either party.