Advance IT Group Limited / Team Work Smart   END USER AGREEMENT & PRIVACY STATEMENT

1. INTRODUCTION

"Team Work Smart " ["TWS"] is an internet service provided by Advance IT Group Limited ("AITG") and use of the TWS System is at all times subject to the terms and conditions of this Agreement annexed hereto ("The Terms and Conditions"). This Agreement constitutes the entire agreement between you as an authorized user and AITG and by using the TWS System, you confirm your acceptance of, and agree to be bound by, this Agreement.

2. AGREEMENT TO TERMS AND CONDITIONS

This Agreement takes effect on the date on which you first use or test the TWS System or when you pay for the TWS System, whichever is the earliest. From time to time, it will be necessary to update the Terms and Conditions. Wherever reasonably practicable AITG will give 7 days notice of any change and you agree to be bound by the new terms and conditions by your use of the system after the implementation date of such change. We reserve the right to impose immediate implementation of new terms and conditions where necessary for the protection of the TWS System. Should you find any new terms and conditions unacceptable, then you will be granted a refund of any unexpired part of your subscription and you agree that, save for this refund, you will not make any claims whatsoever for compensation in relation to the cancellation or withdrawal of your subscription. You are responsible for the regular review of information posted online in the terms and conditions pages. For the avoidance of doubt, during any free-rental or free trial period of the AITG System, the user shall be governed by this Agreement as if a full user.

3. INFORMATION PROVIDED BY YOU

You warrant that the name, address and payment information that you provide when you subscribe to the TWS System is correct and you agree to notify AITG of any changes in the name, address and/or payment details. You agree that AITG may disclose your name and address whenever there is any complaint about the contents of your pages or in relation to parts, products, goods or services advertised there. You warrant that you are 18 years of age or over and that you possess the legal capacity to enter into this Agreement and to use the TWS System in accordance with this Agreement. You agree to comply with your responsibilities and obligations as stated in this Agreement.

4. USAGE

AITG will not monitor the contents of your pages. Items that you upload against your Work Group are subject to withdrawal forthwith and without notice by AITG upon complaint about their content and where AITG in its absolute discretion deems this necessary. You warrant that the information placed in your entries is accurate and true. You warrant that statements of opinion are made after all due and careful enquiries have been made. You warrant that you are authorized to promote any information contained in your entries. You agree to keep secure your AITG identification, password and other confidential information relating to your account with AITG. AITG cannot guarantee that the system will not be infiltrated by unauthorized persons. Your data may not be secure against such persons and you bear this risk. If you find evidence of infiltration, please inform AITG and we will take all steps reasonably practicable both to try and prevent it and to notify the proper authorities. You agree unconditionally on joining the TWS System that you have 'opted in' to receive email newletters from the system administrators and to be contacted by email from the system administrators for all reasonable purposes. Your email address will not be given to any party outside of this agreement for any purposes unless explicitly agreed by you in writing including by email. Should you choose not to receive email newletters from the system administrators you should request to be removed from the system mailing list in writing to Advance IT Group Limited at the address shown below. You are personally responsible for the use of your account and the secrecy of your password. If you are a corporate user then the company is responsible. In addition, you are deemed to be logging onto the system (i.e. the authorized person for that account is deemed to have logged on) when an account is logged on by using your correct account ID and password. You must also tell us immediately if someone acquires your password or if you find someone else is using your ID. We will change your password for you if this is the case. You must also co-operate with us and the police concerning any legal action taken arising from the misuse of your account by anyone else. You are entirely responsible for the content of your entries. You may not, under any circumstances, use the TWS System to do any of the following :- 1. publish, post, distribute or disseminate defamatory, obscene, indecent or other unlawful material or information. 2. threaten, harass, stalk, abuse, disrupt or otherwise violate the legal right (including rights of privacy and publicity) of others. 3. engage in any unlawful activities. 4. make available or upload files that contain software or other material protected by intellectual property law (or by rights of privacy or publicity) unless you own or control the rights thereto and have received all necessary consents and licences. 5. attempt to make available or upload files that contain a virus or corrupted data. 6. falsify the source or origin of software or other material contained in a file that you make available in your entries. 7. act, or fail to act, in a manner that is contrary to applicable law or regulation. You are entirely responsible for any civil or criminal liability which is incurred as a result of your use of the TWS System. If you post a defamatory or libelous message, it is you that publishes it and you will be liable accordingly. You agree to indemnify us for our legal costs incurred in defending any defamation or libel action caused by your page content and you agree to indemnify us for any damages which are awarded against us by a court of law or which we pay as a result of settling such an action.

5. TERMINATION

Without prejudice to its rights or remedies under the Conditions, in law or in equity AITG shall have the right to terminate the Licence forthwith in the event that the Licensee: (a) is in material breach of its obligations under the Conditions and such breach, provided that it is capable of being remedied, is not remedied within 30 days of a request so to do; or (b) becomes insolvent, enters into liquidation whether voluntary or compulsory (other than for a solvent reconstruction or amalgamation), is unable to pay its debts as they fall due, has a receiver or an equivalent officer appointed in respect of any of its assets, is the subject of an administration order, enters into any arrangement with its creditors or makes a general assignment for their benefit, commits any act of bankruptcy, or ceases to carry on business in the ordinary course. In the event of any termination or expiry of the Licence the Licensee will remain liable to AITG for all outstanding sums due to AITG for the use of TWS System and will immediately cease to use the System. AITG will under no circumstances be liable to refund all or part of the Licence Fee in the event of the cancellation or termination of the Licence.

6. USE OF MATERIAL FOR ADVERTISING

AITG will not distribute uploaded information outside AITG without the subscribers consent but may include information about them in promotional materials and advertising and may make such information available to third parties for promotional or advertising purposes. You agree that files that you have uploaded to AITG may be used in such manner and for such purposes.

7. CHARGES

You agree to pay all charges for your use of the TWS System at the price in effect at the beginning of your subscription period or the anniversary thereof. Current charges will be explained on contacting AITG directly. AITG reserves the right to change prices or institute new charges for use of the TWS System at any time upon not less than thirty (30) days notice. All changes will be notified electronically by email within a reasonable period directly to you and a new Terms and Conditions page published on the TWS web site if the Terms and Conditions have changed. Payment of your account balance is due at inception and subsequently on the anniversary thereof. Where payment is not made within 30 days of receipt of an invoice, your account may be suspended or terminated at our discretion.

8. ADVERTISING ON THE AITG SYSTEM

If you advertise or offer to sell parts, products, goods or services via your entries, you undertake to provide the said parts, products, goods or services in conformity with any description and warranties made. You agree to comply with all relevant advertising and broadcast regulations, consumer credit law, Trades Description law and all other applicable law. If you advertise or offer to sell parts, products, goods or services via your entries, you undertake to provide the said parts, products, goods or services in conformity with any description and warranties made. You agree to comply with all relevant advertising and broadcast regulations, consumer credit law, Trades Description law and all other applicable law.

9. EXCLUSION OF WARRANTIES AND LIMITATION OF LIABILITY

AITG makes no express or implied representations or warranties to you including, without limitation, in respect of the usability, condition or operation of the TWS System. AITG will use all reasonable endeavors to attempt to maintain an uninterrupted and error-free TWS System, however, AITG make no representations or warranties regarding the services provided by them and do not warrant that use of the TWS System will be uninterrupted or error-free, or that the TWS System will meet any particular criteria or performance. AITG will use all reasonable endeavors to attempt to maintain and safeguard your data on its system, however, AITG accepts no responsibility for any loss or damage thereto. Your use of the TWS System is at your own risk. You accept full responsibility for such use and the risk of any loss resulting from your use of the TWS System and the content of your pages. You accept full responsibility for safeguarding your own data. Notwithstanding anything to the contrary in this Agreement, in the event that AITG is deemed liable to you for breach of this Agreement, you agree that AITG's liability is limited to the amount actually paid by you for your subscription. You hereby release AITG from any and all obligations, liabilities and claims in excess of this limitation. AITG accepts no responsibility whatsoever for anything posted in connection with the use of the TWS System (except by one of our employees) and you agree by using the TWS System that AITG will not be liable for any direct or indirect, loss or damage which is incurred in connection with the use of the TWS System even if AITG have been advised of this possibility. You hereby waive any claims with respect thereto, whether based on contractual, tort or other grounds and you agree to indemnify AITG and hold AITG harmless from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable legal defence and other legal costs) incurred as a result of your actions or materials or information transmitted by you in connection with your use of the TWS System. This means that you may have to pay us where claims are made against us or the TWS System by other callers or third parties. You agree to indemnify AITG from and against any and all liabilities, expenses (including legal fees) and damages arising out of claims based upon or relating to the use of your entries, including any claim of libel, defamation, violation of rights of privacy or publicity, loss of service, non-supply, fraud, infringement of intellectual property or other rights or other claims whatsoever. AITG will notify you as soon as reasonably practicable of any claim for which AITG seeks indemnification at the currently supplied address. AITG will afford you the opportunity to participate in the defence of such claim, provided that your participation will not be conducted in a manner prejudicial to AITG's interests, as reasonably determined by AITG and/or their lawyers or advisers. AITG makes no express or implied representations or warranties to you including, without limitation, in respect of the usability, condition or operation of the TWS System.

10. NOTICES AND CONSENTS

Notices given by AITG to you will be given by Email or by a general posting on AITG'S home pages, or by conventional mail. In any matter requiring AITG's prior consent, such consent must be given in writing by an authorized representative of AITG. Notices given by you to AITG may be given by Email, fax or conventional mail and will be confirmed by conventional mail.

11. ASSIGNMENT OF RIGHTS

Neither party will assign this Agreement or any benefits or interests arising under this Agreement without the prior written permission of the other party unless by reason of Advance IT Group Limited entering into a joint venture with or being acquired by a third party.

12. GENERAL TERMS AND LAW

AITG reserves the right to undertake normal system housekeeping such as creating back-ups and does not accept responsibility for ensuring that the said back ups are effective. Your data security is your own responsibility. If AITG suspect illegal activity, we may notify the authorities and reserve the right to do anything which our lawyers advise us to do in the protection of the TWS System. This Agreement is governed by English law and you consent to the exclusive jurisdiction of the English courts in all disputes arising out of or relating to your use of the TWS System. You acknowledge that no joint venture, partnership, employment or agency relationship exists between you and AITG as a result of your use of the TWS System. You agree not to hold yourself out as a representative, agent or employee of AITG. You agree that AITG will not be liable by reason of any representation, act or omission to act to you. AITG's performance under this Agreement is subject at all times to existing laws and nothing contained in this Agreement is in derogation of AITG's right to comply with law enforcement requests or requirements relating to a subscribers use of the TWS System or information provided to or gathered by AITG with respect to such use.

13. SEVERABILITY

If any of the provisions of this Agreement is judged to be illegal or unenforceable, the remainder shall continue in full force and effect.

14. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between AITG and you with respect to your use of the TWS System, and it supersedes all prior or contemporaneous communications and proposals, whether oral or written, between AITG and you with respect thereto. Each party confirms that it has not relied on any representation not recorded in this document inducing it to enter into this Agreement. In the event of any inconsistency between the provisions of this End User Agreement and the printed Terms and Conditions the Terms and Conditions shall prevail.

..............................................................................................................