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Please complete all the boxes in the requested fields below. Your application to become an agent will be auto-confirmed via email. A decision on your application will be considered over the next 48 hours. If successful a confirmation mail will be send to you with a unique agent ID code.

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MARKETING AGENCY RELATIONSHIP BETWEEN (1) Digitech Solutions Global LIMITED AND (2) THE AGENT This agreement ("Agreement") is made BETWEEN (1) Digitech Solutions Global LIMITED whose registered office is at 1 FINWAY, LUTON, LU1 1WE("Digitech Solutions Global"); and (2) The Agent whose details have been registered on the Digitech Solutions Globa; website and who by their sending of orders has agreed to these terms and conditions ("Agent") WHEREAS Digitech Solutions Global provides certain types of telecommunication Services to certain customers (as hereinafter described) and wishes to appoint the Agent as a non-exclusive Agent for the marketing and sales of such Services packages (as may be advised to the Agent by Digitech Solutions Global from time to time) upon the terms of this Agreement and the Agent herein accepts such appointment as hereinafter described. In the event of any conflict between the clauses of this Agreement and any schedules attached hereto, the clauses of this Agreement shall take precedence. NOW IT IS AGREED as follows:- 1.0 DEFINITIONS 1.1 In this Agreement the following terms shall have the following meanings: (a) "Affinity Programme" means, if set out at the relevant schedule, an affinity programme wherein the Customer is contracted to Digitech Solutions Global but Agent is allowed to brand the Services with the Agent's brand upon such terms as the parties agree in writing from time to time. (b) "Associated Company" means, as appropriate, either Digitech Solutions Global's or the Digitech Solutions Global's holding company or any subsidiary thereof ("holding company" and "subsidiary" having the meanings as defined in Sections 736 and 736(a) of the Companies Act 1985); and (c) "Customer" means a Customer of Digitech Solutions Global, introduced under this Agreement; and (d) "the Services" means the Services packages (from time to time applying and defined in the relevant Schedule) which, under the terms hereof, the Agent may market and sell, to the Customer (which Customer has been introduced to Digitech Solutions Global under this Agreement); and (e) "Guidelines" means the guidelines which shall be delivered from time to time by or on behalf of Digitech Solutions Global to the Agent and which at the time of reference is the latest version of the same; (f) "the Procedures" means the procedures to be observed by the Agent in connection with this Agreement including without limitation the procedures for seeking orders with respect to the Services and which at the time of reference is the latest version of the same and all other bulletins sent by Digitech Solutions Global or otherwise issued by Digitech Solutions Global and available to the Agent, which shall be incorporated into this Agreement; (g) "Prospect" means a third party identified by the Agent or Digitech Solutions Global or anyone else, with whom the Agent seeks to introduce to Digitech Solutions Global to become a Customer; and (h) "Digitech Solutions Global Services Literature" means any brochure, user guide, information leaflet and/or instructions published by or on behalf of Digitech Solutions Global in connection with the Services described herein; and (i) "Territory" means the territory or territories specified in Schedule One. 1.2 The headings in this Agreement are for convenience only and shall not affect its interpretation. 1.3 Where appropriate, words denoting the singular shall include the plural and vice-versa. 1.4 Reference to any statute or statutory provision includes a reference to the statute or statutory provisions as from time to time amended, extended or re-enacted. 2.0 APPOINTMENT and DURATION 2.1 The appointment hereunder is a non-exclusive appointment of the Agent for the marketing and recruitment of Customers for and on behalf of Digitech Solutions Global for Digitech Solutions Globals intangible telecommunications Services and such appointment shall take effect from the date hereof and shall continue (subject to clause 7) for a period of twelve months from the date that the Agent first sends an order to Digitech Solutions Global following Digitech Solutions Global having allocated an Agent code to the Agent and thereafter unless either party gives to the other three months prior written notice to terminate at any time. The appointment of the Agent under any Affinity Programme shall only apply if set out at Schedule Two. 2.2 Digitech Solutions Global shall deliver from time to time the latest version of the following to the Agent: 2.2.1 the Guidelines; and 2.2.2 the Procedures; and 2.2.3 the Digitech Solutions Global Services Literature. 2.3 Digitech Solutions Global appoints the Agent to be its representative with respect to seeking orders for the Services upon Digitech Solutions Global?s standard terms and conditions for Services, from time to time applying the latest version of which is found on the Digitech Solutions Global website or otherwise a copy of which is at Digitech Solutions Global?s offices PROVIDED ALWAYS THAT this shall not mean that the Agent shall have any authority to vary the foregoing terms and conditions or otherwise commit to the provision of the Services on behalf of Digitech Solutions Global to the Customer (or a Prospect or any third party) whatsoever, without the express prior written approval of Digitech Solutions Global. 3.0 AGENT OBLIGATIONS 3.1 The Agent hereby undertakes and agrees with Digitech Solutions Global that it shall at all times: (a) subject to the provisions of Clause 3(b) below, for the duration of this Agreement use its best endeavours to promote and extend the supply of the Services by all usual means; and (b) not commit to supply any Customer (or a Prospect or other third party) with any Services unless Digitech Solutions Global has previously accepted the order for Services in the manner set out in Schedule Three and upon Digitech Solutions Global?s standard terms and conditions of Services referred to in clause 2.3. In the event of any conflict between more than one agent as to the solicitation of a particular Customer or Prospect or otherwise where the Customer is already a Customer of Digitech Solutions Global, Digitech Solutions Global shall solely determine to whom or whether any commissions are paid; and (c) whilst representing Digitech Solutions Global, at all times act in the best interests of Digitech Solutions Global and Customers and Prospects and ensure that any Prospects dealt with by the Agent understand fully and clearly the Services and their contractual obligations under Digitech Solutions Global?s standard agreement for the Services referred to in clause 2.3 (as may be amended by Digitech Solutions Global from time to time); and (d) not without Digitech Solutions Global?s prior written consent distribute any material in connection with the Services other than such material provided by or previously approved in writing by Digitech Solutions Global PROVIDED ALWAYS THAT Agent may use text or material previously used by Digitech Solutions Global without Digitech Solutions Global?S prior written consent (without Digitech Solutions Global assigning their copyright in it to the Agent) but Digitech Solutions Global reserves the right to withdraw any such material from time to time by notifying the Agent and (e) as soon as reasonably possible and in any event within 24 hours of taking the relevant order details, provide to Digitech Solutions Global the relevant details (including the Customer or Prospect confirmation) by such method and in such manner as Digitech Solutions Global shall specify from time to time, including the fulfilment (by the Customer or Prospect) of the Digitech Solutions Global standard terms and conditions referred to in clause 2.3 PROVIDED ALWAYS THAT Digitech Solutions Global shall not be liable to provide any Services or be bound by the foregoing agreement, until Digitech Solutions Global have executed the agreement directly with the Customer or Prospect themselves or otherwise caused the Services to be provided; and (f) not to have any power to make contracts (whether written or oral) on behalf of Digitech Solutions Global and not make or give any promises, representations, warranties or guarantees with reference the Services except such as are consistent with Digitech Solutions Global?s Services literature as published by and on behalf of Digitech Solutions Global from time to time; and (g) in all correspondence and dealings relating directly or indirectly to the provision of the Services clearly indicate that it is acting as an Agent of Digitech Solutions Global; and (h) not incur any liability on behalf of Digitech Solutions Global or in any way pledge or purport to pledge Digitech Solutions Global?s credit and not make any change to any Services tariff supplied by Digitech Solutions Global without Digitech Solutions Global?s express prior consent, nor, for the avoidance of doubt, make any charge, demand for payment or seek to collect any payment in respect of or associated with the Services, other than those charges provided by Digitech Solutions Global in writing; and (j) conform and adhere to the material in Clause 2.2(above), and this Agreement generally and have and maintain full legal authority to enter into this Agreement (including complying with any and all statutory or other requirements and obligations); and (k) maintain such sales and distribution personnel, including relevant support to ensure the most efficient and productive marketing of the Services and in order not, in Digitech Solutions Global?s sole opinion, to hinder the continuation of the use of the Services, by the Customer; and (l) promote the Services on a reasonable scale in a form, manner and content consistent with Digitech Solutions Global?s literature as amended from time to time and not to bring Digitech Solutions Global or it?s brand into disrepute and to bring the Services to the attention of as many Prospects as possible, PROVIDED ALWAYS THAT such advertising and marketing is to be carried out at the sole expense of the Agent unless otherwise first agreed in writing with Digitech Solutions Global and the Agent shall not for the term of this Agreement and twelve months after its termination or expiry (for any reason whatsoever) solicit, contract or otherwise induce any Customer of Digitech Solutions Global away from Digitech Solutions Global and shall not compete with Digitech Solutions Global with respect to any such Customers; and (m) not permit any person or organisation on its behalf to sell the Services unless first expressly approved by Digitech Solutions Global in writing in which event all responsibility and liability shall vest and remain with the Agent and the Agent herein undertakes and confirms that such appointment, if agreed, shall only be made with such sub-agent, if the obligations contained herein are imposed upon such sub-agent and the Agent provides immediately to Digitech Solutions Global the sub-agent sales code used by the Agent, including the sub-agent full name, correspondence address and e-mail addresses including all telephone contact number details PROVIDED ALWAYS THAT Digitech Solutions Global shall have no direct relationship or liability in respect of any such sub-agent and PROVIDED FURTHER THAT if such sub-agent is authorised by Digitech Solutions Global hereunder and the Agent fails to make payment to such sub-agent of any sums paid by Digitech Solutions Global for Customers from such sub-agent, Digitech Solutions Global has the unilateral right to assign such sub-agent to another third party agent of Digitech Solutions Global or for Digitech Solutions Global to deal directly with such sub-agent upon Digitech Solutions Global?S standard terms of agency; and (n) inform Digitech Solutions Global immediately of any changes or planned or foreseeable changes in the Agent?s organisation or methods of doing business which might affect the performance of the Agent of it?s obligations hereunder; and (o) comply for the duration of this Agreement with all applicable government or other directions, regulations, codes of practice or registrations concerning the marketing and provision of the Services; and (p) if so requested by Digitech Solutions Global within thirty (30) days of the end of each calendar quarter throughout the duration of this Agreement furnish Digitech Solutions Global with a forecast of the anticipated volume of sales (by calling line identity) of the Services for the following 12 month period within the Territory; and in addition to any other payments that the Agent may need to make to Digitech Solutions Global hereunder, in the event that such forecasts are higher than the volume that the Agent in fact generates for any period, Digitech Solutions Global herein reserves the right to offset, deduct or withhold payments of commissions to the Agent (or otherwise invoice the Agent), in a sum or sums that reflect the actual costs that Digitech Solutions Global have suffered as a consequence of Digitech Solutions Global relying on such forecast by the Agent AND PROVIDED FURTHER THAT if the foregoing forecast is incorrect, Digitech Solutions Global are not liable or responsible for provisioning any Services in respect of such forecast where Digitech Solutions Global resources are not adequate as a consequence thereof. (q) not to sell the Services other than in the Territory set out in Schedule One as may be varied from time to time by Digitech Solutions Global; and (r) not refer directly or indirectly to Digitech Solutions Global or the Digitech Solutions Global Services in its marketing literature, in its dealings with the press or in trade literature or elsewhere except in terms previously approved by Digitech Solutions Global either in writing (or verbally, confirmed in writing); and (s) relative to the Services, in all its marketing and publicity material and in dealings with third parties, the Agent shall make it clear that it is an authorised Agent of Digitech Solutions Global and not otherwise connected to or associated with Digitech Solutions Global; and (t) at its own expense send such of it?s personnel at such times as Digitech Solutions Global consider necessary on training sessions conducted by or on behalf of Digitech Solutions Global in order to understand the Services and all relevant and supporting information in respect thereto and for the avoidance of doubt the Agent shall not be liable for the actual and direct costs of the training session, save for the Agent?s own out of pocket expenses associated with travel and subsistence; and (u) ensure that it?s employees and those of any sub-agents possess the necessary skills, experience and qualifications to perform their jobs in a professional manner in accordance with the obligations contained herein; and (v) afford Digitech Solutions Global representatives direct and prompt access to Prospects to ensure compliance with appropriate quality criteria as set out in this Agreement and otherwise, if Digitech Solutions Global determine, for Digitech Solutions Global to complete and sale of Services; and (w) not remove, tamper with or obliterate any Digitech Solutions Global trade mark, Services mark or trade name or logo and not to misrepresent the Services; and (x) the Agent herein agrees that Digitech Solutions Global reserves the right to withdraw or modify any package, incentive programme or Schedules One, Two, Three or Four at any time with written notice and without any liability to the Agent as a consequence thereof; and (y) the Agent shall comply with all Ofcom regulations concerning their business in connection with this Agreement, including any which may relate to the use of power diallers and all other statutory requirements in respect of Data Protection in the United Kingdom; and (z) and if the Agent is running a call centre for the purposes of attracting Customers to the Services; the Agent shall only do so with the express prior approval from Digitech Solutions Global as to the customer operative script with any Prospects or Customers, including Digitech Solutions Global approval as to the legal process concerning the contractual sign-up of such Prospects and shall herein warrant to Digitech Solutions Global that they shall comply fully with such agreed processes. 4.0 PAYMENT 4.1.1 Digitech Solutions Global shall make such payments to the Agent in such amounts and at such times as are set out in Schedule Three, by such method as Digitech Solutions Global shall deem appropriate from time to time. Digitech Solutions Global shall endeavour to pay within 30 days of the date of the Agent?s invoice, which invoice shall be rendered for such amounts no more than once per calendar month as Digitech Solutions Global shall advise the Agent for such purposes and following Digitech Solutions Global?s receipt of payment from the Customer or from a third party in respect of the Customer?s usage; and 4.1.2 Digitech Solutions Global shall only be liable to make payments to the Agent where Digitech Solutions Global have been paid by the Customer or a third party in respect of the Customer?s usage in full for the Services and only where such Customer was introduced by the Agent and completed all relevant documentation properly such that the Customer receives the Services PROVIDED ALWAYS THAT where the Customer has received the Services in circumstances where the Agent has failed to comply fully with it?s obligations hereunder, the Agent shall not be entitled to any commission payments whatsoever in respect of such Customer (or Customers); and 4.1.3 Digitech Solutions Global shall not be liable to pay any commissions to the Agent (or reserves the right to offset, deduct or otherwise withhold payment (or separately invoice for re-payment by the Agent to Digitech Solutions Global) in circumstances where: (a) commissions have been paid by Digitech Solutions Global to the Agent, in respect of a period after the expiry or termination of this Agreement ; or (b) where it is alleged by a Customer or Prospect that the Agent has caused Services to be provided to the Customer or Prospect in circumstances where the Customer or Prospect has not given their express prior consent to the receipt of such Services and in respect of the foregoing, Digitech Solutions Global shall have the right to claim from the Agent (in their absolute and sole discretion) both all commissions paid to the Agent in respect of such Customer or Prospect and all sums invoiced by a third party service provider in connection with the Services to the Customer or Prospect including any other costs associated with the provision thereof. 4.1.4 All payments due from the Agent to Digitech Solutions Global hereunder shall be due and payable within 30 days of the Agent being notified of the amounts due to Digitech Solutions Global and time shall be of the essence in respect of the payment by the Agent to Digitech Solutions Global hereunder. Digitech Solutions Global reserves the right to offset such sums from any sums otherwise due to the Agent. 5.0 TRADE NAMES, TRADE MARKS AND SERVICES MARKS 5.1 Each party grants to the other on the terms set out in this Agreement a non-exclusive, non-transferable licence to use such trade names, trade marks or Services marks (as set out in Schedule Four) as may be required by the other in respect of the Services hereunder, and such licence shall be on a non-exclusive basis and to be co-terminus with this Agreement. 5.2 The Agent shall use such Digitech Solutions Global trade names, trade marks or Services marks as may be required by Digitech Solutions Global for the purposes of sales and marketing of the Services (and for no other purpose unless the Agent receives Digitech Solutions Global?s express prior written consent, such consent to be given upon the terms of this Agreement) and shall observe Digitech Solutions Global?s reasonable directions including the use of such trade names, trade marks or Services marks in all literature, publicity material, sales and promotions campaigns and the like for which the Agent shall submit details to Digitech Solutions Global for prior approval which approval shall not be unreasonably withheld or delayed. In the event that the Agent is operating under an Affinity Programme, the Agent shall be entitled to use their own trade marks in respect of the Services, provided that such use is in accordance with such terms as the parties shall agree from time to time and makes clear that the underlying Services are being provided by Digitech Solutions Global. It is expressly agreed and understood that all contracts with customers for the Affinity Programme shall be made with Digitech Solutions Global upon the terms set out at Schedule Two and for such purposes any brands of the Agent used for such Affinity Programme shall be licensed to Digitech Solutions Global and be styled as a trading name of Digitech Solutions Global for the term of this Agreement. 5.3 The parties recognise the other?s proprietary rights in its trade names, trade marks or Services marks and undertakes not to do any act either alone or jointly with others which may jeopardise or in any way infringe the relevant party?s title to its trade names, trade marks or Services marks or which might invalidate any registration of such marks, whether in the United Kingdom or any where else in the World. 5.4 The Agent shall give Digitech Solutions Global written notice promptly should the Agent become aware of any use or proposed use by any other person, firm or company of a trade name, trade mark or Services mark or other promotional advertising which might infringe Digitech Solutions Global?s trade names, trade marks or Services marks. 5.5 Upon termination or expiry of this Agreement for any reason whatsoever the parties shall immediately cease to make use of the other?s trade names, trade marks or Services marks and shall do and execute all such acts, deeds and things that the other shall require for the purpose of cancellation of the non-exclusive licence granted hereunder. 6.0 EXCLUSION OF LIABILITY AND INDEMNITY 6.1 Nothing in this Agreement shall limit or restrict or be deemed or construed so as to limit or restrict the liability of Digitech Solutions Global for death or personal injury to any person caused by its negligence. 6.2 Subject always to the provisions of Clause 6.1 above the total liability hereunder of Digitech Solutions Global in contract, tort or otherwise (including negligence) shall not exceed the amounts paid by Digitech Solutions Global to the Agent under this Agreement from time to time. 6.3 The Agent shall indemnify Digitech Solutions Global (and keep indemnified notwithstanding the termination or expiry of this Agreement) and otherwise hold Digitech Solutions Global harmless against all claims and proceedings brought by any third party arising from or incidental to any claim by any Customer in respect of any matter which that Customer claims the Agent misrepresented in respect of the Services (save where such misrepresentation was first approved by Digitech Solutions Global in writing) or any claim by a third party against Digitech Solutions Global where such third party has applied (but been turned down by Digitech Solutions Global) for Services. 6.4 Digitech Solutions Global shall not be liable hereunder, in contract, tort or otherwise (including negligence) for any indirect or consequential losses whatsoever or otherwise howsoever arising including without limitation, loss of profits, business, contracts, anticipated savings or any other loss whatsoever and in this Clause 6.4, "anticipated savings" means any saving that the Agent anticipated making as a consequence (whether directly or indirectly) of entering into this Agreement. The provisions of this Clause 6 shall continue to apply notwithstanding the expiry or termination of this Agreement for any reason whatsoever. 7.0 TERMINATION 7.1 Without prejudice to its other rights and notwithstanding any other provision of this Agreement, Digitech Solutions Global shall be entitled immediately to terminate this Agreement by notice to the Agent in the event that:- 7.1.1 the Agent shall default in the due performance or observance of any of its material obligations under this Agreement and (in the case of a remedial breach) fails to remedy the breach within thirty (30) days of being requested by written notice so to do; or 7.1.2 if the Agent shall fail to meet such sales targets as are varied from time to time and notified to the Agent by Digitech Solutions Global in writing (whether remedial or not); or 7.1.3 if the Agent shall be alleged guilty of fraud or other misconduct or the same shall be proven in Digitech Solutions Global?s reasonable opinion; or 7.1.4 if an interim order is applied for or made, or a voluntary arrangement approved, or if a petition for a bankruptcy order is presented or a bankruptcy order is made against the Agent or if a receiver or trustee in bankruptcy is appointed of the Agent?s estate or (the Agent being a company) if any voluntary arrangement is proposed or approved or an administration order is made, or a receiver or administrative receiver is appointed of any of the Agent?s assets or undertaking or a winding-up resolution or petition is passed or presented (otherwise than for the purposes of reconstruction or amalgamation), or if any circumstances arise which entitle the court or a creditor or any other person or body to appoint a receiver, administrative receiver, administrator, liquidator or to present a winding-up petition or make a winding-up order or any other similar type of arrangement or there is any change in control over the assets or ownership of any shares of equal to or greater than 51% (fifty one) of the voting control of the Agent or their business. 8.0 EFFECTS OF TERMINATION 8.1 Termination or expiry of this Agreement for any reason shall have the following consequences:- 8.1.1 the provisions of this Agreement of a continuing nature shall continue to apply notwithstanding the termination or expiry of this Agreement for any reason whatsoever; and 8.1.2 the Agent shall no longer benefit from the relevant Schedule in respect of commission payments, from the date of termination or expiry of this Agreement for any reason whatsoever. 8.1.3 in the event of termination of this Agreement by reason of a breach by one of the party?s of its obligations hereunder, this shall not deprive the other party of its right to sue the first party for damages. 9.0 EXCLUSION OF PARTNERSHIP 9.1 Nothing in this Agreement shall be deemed to constitute a partnership between Digitech Solutions Global and the Agent. The Agent shall not bind or commit Digitech Solutions Global with respect to the supply of the Services. The Agent shall not hold itself out as the agent of Digitech Solutions Global or in any other capacity other than: 9.1.1 as an authorised Agent for the Services on behalf of Digitech Solutions Global and subject to the terms of this Agreement, the Agent trading as an independent contractor; and 9.1.2 a representative of Digitech Solutions Global, with no power to bind Digitech Solutions Global and from which the Agent may only introduce such third parties to Digitech Solutions Global for Services and to which Digitech Solutions Global are not bound to accept such third parties for the provision thereof. 10.0 NOTICES 10.1 Any notice or other communication sent by post may be served by sending it be pre-paid registered or recorded delivery post to the address specified for the relevant party in this Agreement or to such other address as may be notified by either party to the other. Any such notice or communication sent by pre-paid, registered or recorded delivery post shall be deemed to have been served upon receipt thereof. Any notice sent by telex or facsimile transmission shall be deemed to have been delivered on the same day of its dispatch. 11.0 ENTIRE AGREEMENT 11.1 This Agreement represents the entire understanding between the parties in relation to the subject matter hereof and supersedes all other agreements and representations made by either party, whether oral or written and this Agreement may only be modified if such modification is in writing and signed by a duly authorised representative of each party hereto. 11.2 This Agreement shall prevail over any inconsistent terms or conditions referred to in correspondence or elsewhere and any conditions or stipulations to the contrary are hereby excluded and extinguished. 12.0 ASSIGNMENT 12.1 Digitech Solutions Global shall have the right to assign or otherwise delegate all or any of its rights and obligations hereunder to any Associated Company, or to any other person upon notification to the Agent. 12.2 The Agent shall not assign, delegate or otherwise deal with all or any of its rights and obligations under this Agreement without Digitech Solutions Global's express prior written consent. 13.0 WAIVER 13.1 The failure on the part of either party to exercise or enforce any right conferred by this Agreement shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or of any other right on any later occasion. 14.0 AMENDMENTS 14.1 This Agreement shall only be amended by instrument in writing signed by the duly authorised officer of each party hereto except that those documents set out in Clause 2.2 (above) or the Schedules may be changed by Digitech Solutions Global at any time, upon previously notifying the Agent. 15.0 CONFIDENTIALITY and NON-COMPETE 15.1 The Agent (including its directors, officers, employees and consultants) shall treat all information supplied to the Agent under or as a consequence of this Agreement in strictest confidence unless (other than by the act, default or negligence of the Agent) the same is in the public domain. Confidential information shall include any information concerning the business and affairs of Digitech Solutions Global, the Services, materials and documentation, Customers and Prospects, which shall all be regarded as part of the proprietory rights of Digitech Solutions Global. The confidentiality obligations shall continue to apply notwithstanding the termination or expiry of this Agreement for any reason whatsoever. 15.2 The Agent shall not (and nor shall it?s officers, shareholders, employees, directors or other associated parties) themselves, either directly or indirectly, for the term of this Agreement and one year thereafter seek to compete with Digitech Solutions Global in the Territory in respect of the Services and the Agent shall not for the same term (or the duration for which Digitech Solutions Global shall provide (or agree to provide) any Services to Customer, whichever is the longer) seek to induce, solicit or otherwise facilitate any Customer (or Prospect identified by the Agent under this Agreement) or employee, consultant, officer and director of Digitech Solutions Global, to a similar or materially similar competing products or organisations as the Services 16.0 LAW AND JURISDICTION 16.1 This Agreement shall be governed and construed and interpreted in accordance with English law. The parties hereby agree to submit to the exclusive jurisdiction of the English courts in respect of any dispute arising out of or in connection herewith. SCHEDULE ONE TERM, TERRITORY and MARKET SEGMENT 1. Term Subject to the provisions contained elsewhere in this Agreement, the term of this Agreement shall be twelve (12) calendar months from the date of the first order provided hereunder and thereafter shall automatically continue unless terminated by either party by giving to the other three months prior notice of termination at any time. 2. Territory The Territory for this Agreement shall be the World SCHEDULE TWO SERVICES DESCRIPTION a) Cheaper Call Rate SCHEDULE THREE COMMISSIONS Monthly Revenue Commission <<�99.99 0% >�100.00 15% - For the 1st three months of trading* as a Cheaper Call Rate Agent a discretionary commission rate of 8% will be payable on revenue less than �100. (Holiday period for business build up) - No commission will be payable to Agents generating less than �100 revenue per month after initial 3 months trading. - Minimum commission payment is �50. All lower amounts of commission will be accrued and paid once the cumulative balance reaches �50. - Bonus Commission: for a limited period only (1st July 05 - 30th September 05) we will pay an additional bonus commission of up to 5%* where revenue is greater than �250 per month. (**Unless the monthly revenue is at a level that triggers a commission level in excess of 15%, the total commission payable will be capped at 15%) It is expressly understood and agreed that no commissions shall be paid to the Agent of the revenues received by Digitech Solutions Global in connection with the Customers introduced under this Agreement are less than fifty pounds per calendar month (as determined by Digitech Solutions Global). Revenues are for such purposes, under the Services, the actual net sums received by Digitech Solutions Global from the third party service provider providing the Services to the Customers. Anytime following 6 months after the date of this Agreement, in the event that net churn is greater than 25% (twenty five percent), being for the avoidance of doubt, a loss of 25% or more of the revenues (as aforesaid) received by Digitech Solutions Global from the third party service provider in respect of the Customers introduced by the Agent, when compared to the revenues received by Digitech Solutions Global in respect of Customers in the preceeding three month period, Digitech Solutions Global shall have no obligation to pay commissions to the Agent for the remainder of the term of this Agreement. SCHEDULE FOUR TRADE and SERVICES MARKS The following marks shall be licenced to the Agent, subject to the terms of this Agreement:- Digitech Solutions Global [""site name here"" [with arrows] and the Digitech Solutions Global logo] AGENT [Marks only for affinity]
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