CONTRACT – BUSINESS TERMS & CONDITIONS(Company Reg. No: – 07958208) 1. DEFINITIONS The following expressions shall have the following meanings:1.1 “Consultancy” means Armoryze Consultancy Services Private Ltd of 21 Lulworth Close, Harrow, HA29NR 1.2 “Client” or “Customer” means any person or Company who purchases Services from the Consultancy; 1.3 “Proposal” means a quotation, Statement of Works or other similar proposal document describing the Services provided by Consultancy to the Client detailing the scope of works which shall be accepted by the Client. 1.4 “Services” means the consultancy services as described in the Proposal; 1.5 “Terms and Conditions” means the terms and conditions of supply of Services as set out in this document and any subsequent terms and conditions agreed in writing by the Consultancy; 1.6 “Agreement” means the contract between the Consultancy and the Client for the provision of the Services incorporating these Terms and Conditions; 1.7 “Intellectual Property Rights” means any patent, trademark, service mark, registered design, copyright, design right, right to extract or exploit information from a database, database rights, know-how, confidential information or process, any application for any of the above, and any other Intellectual Property Right recognized in any part of the world whether or not presently existing or applied for; 1.8 “Arbitrator” is the party nominated to resolve a dispute between the Consultancy and the Client. 2. GENERAL 2.1 These Terms and Conditions shall apply to the Agreement for the supply of Services by the Consultancy to the Client and shall supersede any other documentation or communication between parties. 2.2 Any variation to these Terms and Conditions must be agreed in writing by both parties. 2.3 Nothing in these Terms and Conditions shall prejudice any condition or warranty, express or implied, or any legal remedy to which the Consultancy may be entitled in relation to the Services, by virtue of any statute, law or regulation. 3. PROPOSAL 3.1 The Proposal for Services is attached to these Terms and Conditions. 3.2 The Proposal for Services shall remain valid for a period of 30 days from the date mentioned in Statement of Works (SoW). 3.3 The Proposal must be accepted by the Client in its entirety. 3.4 The Agreement between the Consultancy and the Client, incorporating these Terms and Conditions, shall only come into force when the Consultancy confirms acceptance in writing to the Client. 4. SERVICES AND DELIVERY 4.1 The Services are as described in the Proposal. 4.2 Any variation to the Services must be agreed both parties in writing. 4.3 The Services shall commence on receipt of a countersigned Contract and Purchase Order and continue until terminated by either party giving not less than 7 days’ notice in writing or unless terminated according to the terms of this Agreement. 4.4 The Services shall be carried out at the place of work of the Consultancy or the Client or any other location that the Consultancy deems appropriate. 4.5 Dates given for the delivery of Services are estimates only and not guaranteed. Time for delivery shall not be of the essence of the Agreement and the Consultancy shall not be held liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery. 5. PRICE AND PAYMENT 5.1 The price for Services is as specified in the Proposal and is exclusive of VAT and any other charges as outlined in the Proposal. 5.2 The terms for payment are as specified in the Proposal. 5.3 All direct costs and expenses incurred by the Consultancy in connection with the provision of the Services will be re-charged at cost or according to standard charges as described in the Proposal and are payable by the Client on production of the appropriate receipts. 5.4 For customers who do not have a credit account with Armoryze, payment is due prior to the order being processed.5.5 For customers that have a credit account, the Client must settle all payments for Services as per due date specified in the invoice. 5.6 The Client will pay interest on all late payments at a rate of 8.00% per annum above the base lending rate of Bank of England. 5.7 The Consultancy is also entitled to recover all reasonable expenses incurred in obtaining payment from the Client where any payment due to the Consultancy is late. 5.8 The Client is not entitled to withhold any monies due to the Consultancy. 5.9 The Consultancy is entitled to vary the price to take account of: 5.8.1 any additional Services requested and pre-approved by the Client which were not included in the original Proposal; 5.8.2 any additional work required to complete the Services and pre-approved by the Client which was not anticipated at the time of the Proposal; and any variation must be intimated to the Client in writing by the Consultancy. 6. CLIENT OBLIGATIONS 6.1 The Client agrees to cooperate with the Consultancy and shall provide any support, information and facilities to the Consultancy as may be required. 6.2 The Client agrees to refrain from directly or indirectly recruiting any person employed or engaged by the Consultancy for the purpose of providing the Services for a period of six months following completion of the Services. The Consultancy shall agree not to directly or indirectly recruit any person employed by the Client for a period of 12 months following the end date of the engagement. 7. CONSULTANCY OBLIGATIONS 7.1 The Consultancy shall supply the Services as specified in the Statement of Works Proposal. 7.2 The Consultancy shall perform the Services with reasonable skill and care and to a reasonable standard and in accordance with recognized codes of practice. 7.3 The Consultancy shall have the authority to delegate any obligations to other employees or subcontractors but undertakes to notify the Client of any significant changes to personnel. 8. CONFIDENTIALITY 8.1 The Client shall keep secret and confidential all information relating to the business or affairs of the Consultancy, the Consultancy’s subsidiaries and customers. 8.2 The Consultancy shall keep secret and confidential all information relating to the business or affairs of the Client, the Clients subsidiaries and the Clients customers. 8.3 The Consultancy shall ensure that any other parties to whom work has been delegated will sign an appropriate secrecy undertaking. 9. INTELLECTUAL PROPERTY RIGHTS 9.1 The Consultancy shall take all reasonable steps to ensure that they, or others to whom work has been delegated, refrain from causing damage to the Intellectual Property Rights belonging to the Client. 9.2 The Client shall not distribute any Intellectual Property Rights belonging to the Consultancy to any third party without the written consent of the Consultancy. 9.3 Any Intellectual Property Rights created as a result of the Services shall belong to the Consultancy unless provision has been made to the contrary in the Proposal. 9.4 The Client and the Consultancy shall not infringe the Intellectual Property Rights of any third party during the term of this Agreement. 10. TERMINATION 10.1 The Agreement shall continue until the Services have been provided in terms of the Proposal or any subsequent date as mutually agreed in writing by both parties or until terminated by either party in accordance with these Terms and Conditions. 10.2 The Client may terminate the Agreement if the Consultancy fails to comply with any aspect of these Terms and Conditions and this failure continues for a period of 2 weeks after notification of non-compliance is given. 10.3 The Consultancy may terminate the Agreement if the Client has failed to make over any payment due within 2 weeks of the sum being requested.10.4 Either party may terminate the Agreement by notice in writing to the other if: 10.4.1 the other party commits a material breach of these Terms and Conditions and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or 10.4.2 the other party commits a material breach of these Terms and Conditions which cannot be remedied under any circumstances; or 10.4.3 the other party passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect; or 10.4.4 the other party ceases to carry on its business or substantially the whole of its business; or 10.4.5 the other party is declared insolvent, or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or a liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets. 10.5 In the event of termination, the Client must make over to the Consultancy any payment for work done and expenses incurred up to the date of termination. 10.6 Any rights to terminate the Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of the Agreement as at the date of termination. 11. ARBITRATION 11.1 Any dispute arising under this Agreement will be referred to and decided by the Arbitrator. 11.2 The Arbitrator will be appointed by application to be confirmed. 11.3 A party wishing to refer a dispute to the Arbitrator shall advise the other party of this intention in writing at any time during the term of this Agreement. The dispute must then be referred to the Arbitrator within seven (7) days of this intention being intimated. 11.4 The Arbitrator shall act impartially and be free to take the initiative in ascertaining the facts and the law. The Arbitrator must reach a decision within twenty-eight (28) days of referral or such longer period as the parties may agree. 11.5 During the period of arbitration, both parties must continue with their obligations as stated in this Agreement. 11.6 The decision of the Arbitrator is binding on both parties unless and until revised by legal proceedings or agreement by both parties. 12. WARRANTY Both parties warrant their authority to enter into this Agreement and have obtained all necessary approvals to do so.13. LIMITATION OF LIABILITY 13.1 The Consultancy shall not be liable under any circumstances to the Client or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the Client howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise. 13.2 Nothing in these Terms and Conditions shall exclude or limit the liability of the Consultancy for death or personal injury, however the Consultancy shall not be liable for any direct loss or damage suffered by the Client howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the sum insured under the professional indemnity insurance policy held by the Consultancy in the insurance year in which the Clients claim is first notified. 14. INDEMNITY The Client shall indemnify the Consultancy against all claims, costs and expenses which the Consultancy may incur and which arise directly or indirectly from the Clients breach of any of its obligations under these Terms and Conditions. 15. FORCE MAJEURE Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations. 16. ASSIGNMENT The Client shall not be entitled to assign its rights or obligations or delegate its duties under this Agreement without the prior written consent of the Consultancy. 17. RELATIONSHIP OF PARTIES Nothing in the Agreement shall be construed as establishing or implying a partnership or joint venture between the parties or suggest that either of the parties are agent for the other. 18. THIRD PARTY RIGHTS Nothing in these Terms and Conditions intend to or confer any rights on a third party.19. SEVERANCEIf any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated. 20. WAIVER The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions. 21. NOTICES Any notice to be given by either party to the other may be served by email, fax, personal service or by post to the address of the other party given in the Proposal or such other address as such party may from time to time have communicated to the other in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent, if sent by fax shall be deemed to be served on receipt of an error free transmission report, if given by letter shall be deemed to have been served at the time at which the letter was delivered personally or if sent by post shall be deemed to have been delivered in the ordinary course of post. 22. ETHICS – COMPLIANCE WITH LAWThe Client (including the Client’s executives, directors, employees and agents) undertakes to comply with the applicable anti-corruption laws, including, and without limitation, the USA Foreign Corrupt Practices Act, the UK Bribery Act and the “Sapin II” act (collectively, the “Anti-Corruption laws”). The Client shall refrain, in particular, from: (a) taking any measures or allowing or authorising any action by a third party in violation of the Anti-Corruption laws; (b) using any sums of money, or other consideration, paid by the other Party, for illegal purposes, including for purposes infringing the Anti-Corruption laws, with the aim of helping the other Party to obtain, or unduly conserve, a market or an agreement or any undue advantage; and (c) directly or indirectly, offering, promising, giving, requesting or accepting anything whatsoever either from a civil servant or public agent, undertaking or company controlled by the government, political party or any other private individual or corporate entity, with the aim of unduly obtaining a commercial or financial advantage or influencing any acts or decisions. Each Party, acting in good faith, shall refrain from taking any measures that they believe infringe the laws or commercial policies applicable to the business relations between the parties. To the Client’s best knowledge, none of its executives, directors or employees are: (a) civil servants or public agents; (b) employed by an undertaking or company controlled by the government; or (c) the active representative of a political party. The Client certifies that neither it nor its executives, directors or employees have been formally accused and/or pronounced guilty of an infringement or fraud with respect to the regulations applicable in terms of corruption. The Client undertakes to inform the Consultancy immediately in the event of a change in the situation. Notwithstanding any other contrary provisions of these terms of sale, the Consultancy may terminate commercial relations immediately should the Customer fail to comply with the provisions of this clause; it being, nonetheless, stipulated that the Customer should indemnify, protect and absolve the Consultancy in the event of damages. In addition, the two parties agree to fully comply with all the laws applicable to the sale and distribution of the products purchased, pursuant to these GTCs of sale.The Client also undertakes to comply with the applicable legislation in terms of the protection of personal data and privacy and to gain the consent of its customers for forwarding their personal data to the Consultancy in such a way as to allow them to make legal use of it, inter alia, for commercial and marketing purposes. Generally speaking, the customer undertakes to comply with the law.23. CUSTOMER COMPLAINTS AND ISSUE RESOLUTION24.1 Contact Information: For any complaints or issues regarding our services, customers can contact the Armoryze team via email at info@armoryze.co or phone at 0208 427 1131.24.2 Resolution Process: Complaints will be acknowledged within 2 business days. The Consultancy will strive to resolve complaints swiftly and effectively, and inform the customer of the resolution within 28 business days.24.3 Escalation and Feedback: If issues are not resolved to the customer’s satisfaction, they can be escalated for further review. Feedback is always welcome to help improve our services.24. GOVERNING LAW These terms and conditions of sale and all matters relating to them shall be governed by the laws of England and Wales. In the event of a disagreement over all, or part, of these terms and conditions of sale, as for any that may arise over the performance of any order, jurisdiction is assigned to the Courts of England and Wales. CONTRACT – BUSINESS TERMS & CONDITIONS(Company Reg. No: – 07958208) 1. DEFINITIONS The following expressions shall have the following meanings:1.1 “Consultancy” means Armoryze Consultancy Services Private Ltd of 21 Lulworth Close, Harrow, HA29NR 1.2 “Client” or “Customer” means any person or Company who purchases Services from the Consultancy; 1.3 “Proposal” means a quotation, Statement of Works or other similar proposal document describing the Services provided by Consultancy to the Client detailing the scope of works which shall be accepted by the Client. 1.4 “Services” means the consultancy services as described in the Proposal; 1.5 “Terms and Conditions” means the terms and conditions of supply of Services as set out in this document and any subsequent terms and conditions agreed in writing by the Consultancy; 1.6 “Agreement” means the contract between the Consultancy and the Client for the provision of the Services incorporating these Terms and Conditions; 1.7 “Intellectual Property Rights” means any patent, trademark, service mark, registered design, copyright, design right, right to extract or exploit information from a database, database rights, know-how, confidential information or process, any application for any of the above, and any other Intellectual Property Right recognized in any part of the world whether or not presently existing or applied for; 1.8 “Arbitrator” is the party nominated to resolve a dispute between the Consultancy and the Client. 2. GENERAL 2.1 These Terms and Conditions shall apply to the Agreement for the supply of Services by the Consultancy to the Client and shall supersede any other documentation or communication between parties. 2.2 Any variation to these Terms and Conditions must be agreed in writing by both parties. 2.3 Nothing in these Terms and Conditions shall prejudice any condition or warranty, express or implied, or any legal remedy to which the Consultancy may be entitled in relation to the Services, by virtue of any statute, law or regulation. 3. PROPOSAL 3.1 The Proposal for Services is attached to these Terms and Conditions. 3.2 The Proposal for Services shall remain valid for a period of 30 days from the date mentioned in Statement of Works (SoW). 3.3 The Proposal must be accepted by the Client in its entirety. 3.4 The Agreement between the Consultancy and the Client, incorporating these Terms and Conditions, shall only come into force when the Consultancy confirms acceptance in writing to the Client. 4. SERVICES AND DELIVERY 4.1 The Services are as described in the Proposal. 4.2 Any variation to the Services must be agreed both parties in writing. 4.3 The Services shall commence on receipt of a countersigned Contract and Purchase Order and continue until terminated by either party giving not less than 7 days’ notice in writing or unless terminated according to the terms of this Agreement. 4.4 The Services shall be carried out at the place of work of the Consultancy or the Client or any other location that the Consultancy deems appropriate. 4.5 Dates given for the delivery of Services are estimates only and not guaranteed. Time for delivery shall not be of the essence of the Agreement and the Consultancy shall not be held liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery. 5. PRICE AND PAYMENT 5.1 The price for Services is as specified in the Proposal and is exclusive of VAT and any other charges as outlined in the Proposal. 5.2 The terms for payment are as specified in the Proposal. 5.3 All direct costs and expenses incurred by the Consultancy in connection with the provision of the Services will be re-charged at cost or according to standard charges as described in the Proposal and are payable by the Client on production of the appropriate receipts. 5.4 For customers who do not have a credit account with Armoryze, payment is due prior to the order being processed.5.5 For customers that have a credit account, the Client must settle all payments for Services as per due date specified in the invoice. 5.6 The Client will pay interest on all late payments at a rate of 8.00% per annum above the base lending rate of Bank of England. 5.7 The Consultancy is also entitled to recover all reasonable expenses incurred in obtaining payment from the Client where any payment due to the Consultancy is late. 5.8 The Client is not entitled to withhold any monies due to the Consultancy. 5.9 The Consultancy is entitled to vary the price to take account of: 5.8.1 any additional Services requested and pre-approved by the Client which were not included in the original Proposal; 5.8.2 any additional work required to complete the Services and pre-approved by the Client which was not anticipated at the time of the Proposal; and any variation must be intimated to the Client in writing by the Consultancy. 6. CLIENT OBLIGATIONS 6.1 The Client agrees to cooperate with the Consultancy and shall provide any support, information and facilities to the Consultancy as may be required. 6.2 The Client agrees to refrain from directly or indirectly recruiting any person employed or engaged by the Consultancy for the purpose of providing the Services for a period of six months following completion of the Services. The Consultancy shall agree not to directly or indirectly recruit any person employed by the Client for a period of 12 months following the end date of the engagement. 7. CONSULTANCY OBLIGATIONS 7.1 The Consultancy shall supply the Services as specified in the Statement of Works Proposal. 7.2 The Consultancy shall perform the Services with reasonable skill and care and to a reasonable standard and in accordance with recognized codes of practice. 7.3 The Consultancy shall have the authority to delegate any obligations to other employees or subcontractors but undertakes to notify the Client of any significant changes to personnel. 8. CONFIDENTIALITY 8.1 The Client shall keep secret and confidential all information relating to the business or affairs of the Consultancy, the Consultancy’s subsidiaries and customers. 8.2 The Consultancy shall keep secret and confidential all information relating to the business or affairs of the Client, the Clients subsidiaries and the Clients customers. 8.3 The Consultancy shall ensure that any other parties to whom work has been delegated will sign an appropriate secrecy undertaking. 9. INTELLECTUAL PROPERTY RIGHTS 9.1 The Consultancy shall take all reasonable steps to ensure that they, or others to whom work has been delegated, refrain from causing damage to the Intellectual Property Rights belonging to the Client. 9.2 The Client shall not distribute any Intellectual Property Rights belonging to the Consultancy to any third party without the written consent of the Consultancy. 9.3 Any Intellectual Property Rights created as a result of the Services shall belong to the Consultancy unless provision has been made to the contrary in the Proposal. 9.4 The Client and the Consultancy shall not infringe the Intellectual Property Rights of any third party during the term of this Agreement. 10. TERMINATION 10.1 The Agreement shall continue until the Services have been provided in terms of the Proposal or any subsequent date as mutually agreed in writing by both parties or until terminated by either party in accordance with these Terms and Conditions. 10.2 The Client may terminate the Agreement if the Consultancy fails to comply with any aspect of these Terms and Conditions and this failure continues for a period of 2 weeks after notification of non-compliance is given. 10.3 The Consultancy may terminate the Agreement if the Client has failed to make over any payment due within 2 weeks of the sum being requested.10.4 Either party may terminate the Agreement by notice in writing to the other if: 10.4.1 the other party commits a material breach of these Terms and Conditions and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or 10.4.2 the other party commits a material breach of these Terms and Conditions which cannot be remedied under any circumstances; or 10.4.3 the other party passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect; or 10.4.4 the other party ceases to carry on its business or substantially the whole of its business; or 10.4.5 the other party is declared insolvent, or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or a liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets. 10.5 In the event of termination, the Client must make over to the Consultancy any payment for work done and expenses incurred up to the date of termination. 10.6 Any rights to terminate the Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of the Agreement as at the date of termination. 11. ARBITRATION 11.1 Any dispute arising under this Agreement will be referred to and decided by the Arbitrator. 11.2 The Arbitrator will be appointed by application to be confirmed. 11.3 A party wishing to refer a dispute to the Arbitrator shall advise the other party of this intention in writing at any time during the term of this Agreement. The dispute must then be referred to the Arbitrator within seven (7) days of this intention being intimated. 11.4 The Arbitrator shall act impartially and be free to take the initiative in ascertaining the facts and the law. The Arbitrator must reach a decision within twenty-eight (28) days of referral or such longer period as the parties may agree. 11.5 During the period of arbitration, both parties must continue with their obligations as stated in this Agreement. 11.6 The decision of the Arbitrator is binding on both parties unless and until revised by legal proceedings or agreement by both parties. 12. WARRANTY Both parties warrant their authority to enter into this Agreement and have obtained all necessary approvals to do so.13. LIMITATION OF LIABILITY 13.1 The Consultancy shall not be liable under any circumstances to the Client or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the Client howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise. 13.2 Nothing in these Terms and Conditions shall exclude or limit the liability of the Consultancy for death or personal injury, however the Consultancy shall not be liable for any direct loss or damage suffered by the Client howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the sum insured under the professional indemnity insurance policy held by the Consultancy in the insurance year in which the Clients claim is first notified. 14. INDEMNITY The Client shall indemnify the Consultancy against all claims, costs and expenses which the Consultancy may incur and which arise directly or indirectly from the Clients breach of any of its obligations under these Terms and Conditions. 15. FORCE MAJEURE Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations. 16. ASSIGNMENT The Client shall not be entitled to assign its rights or obligations or delegate its duties under this Agreement without the prior written consent of the Consultancy. 17. RELATIONSHIP OF PARTIES Nothing in the Agreement shall be construed as establishing or implying a partnership or joint venture between the parties or suggest that either of the parties are agent for the other. 18. THIRD PARTY RIGHTS Nothing in these Terms and Conditions intend to or confer any rights on a third party.19. SEVERANCEIf any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated. 20. WAIVER The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions. 21. NOTICES Any notice to be given by either party to the other may be served by email, fax, personal service or by post to the address of the other party given in the Proposal or such other address as such party may from time to time have communicated to the other in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent, if sent by fax shall be deemed to be served on receipt of an error free transmission report, if given by letter shall be deemed to have been served at the time at which the letter was delivered personally or if sent by post shall be deemed to have been delivered in the ordinary course of post. 22. ETHICS – COMPLIANCE WITH LAWThe Client (including the Client’s executives, directors, employees and agents) undertakes to comply with the applicable anti-corruption laws, including, and without limitation, the USA Foreign Corrupt Practices Act, the UK Bribery Act and the “Sapin II” act (collectively, the “Anti-Corruption laws”). The Client shall refrain, in particular, from: (a) taking any measures or allowing or authorising any action by a third party in violation of the Anti-Corruption laws; (b) using any sums of money, or other consideration, paid by the other Party, for illegal purposes, including for purposes infringing the Anti-Corruption laws, with the aim of helping the other Party to obtain, or unduly conserve, a market or an agreement or any undue advantage; and (c) directly or indirectly, offering, promising, giving, requesting or accepting anything whatsoever either from a civil servant or public agent, undertaking or company controlled by the government, political party or any other private individual or corporate entity, with the aim of unduly obtaining a commercial or financial advantage or influencing any acts or decisions. Each Party, acting in good faith, shall refrain from taking any measures that they believe infringe the laws or commercial policies applicable to the business relations between the parties. To the Client’s best knowledge, none of its executives, directors or employees are: (a) civil servants or public agents; (b) employed by an undertaking or company controlled by the government; or (c) the active representative of a political party. The Client certifies that neither it nor its executives, directors or employees have been formally accused and/or pronounced guilty of an infringement or fraud with respect to the regulations applicable in terms of corruption. The Client undertakes to inform the Consultancy immediately in the event of a change in the situation. Notwithstanding any other contrary provisions of these terms of sale, the Consultancy may terminate commercial relations immediately should the Customer fail to comply with the provisions of this clause; it being, nonetheless, stipulated that the Customer should indemnify, protect and absolve the Consultancy in the event of damages. In addition, the two parties agree to fully comply with all the laws applicable to the sale and distribution of the products purchased, pursuant to these GTCs of sale.The Client also undertakes to comply with the applicable legislation in terms of the protection of personal data and privacy and to gain the consent of its customers for forwarding their personal data to the Consultancy in such a way as to allow them to make legal use of it, inter alia, for commercial and marketing purposes. Generally speaking, the customer undertakes to comply with the law.23. CUSTOMER COMPLAINTS AND ISSUE RESOLUTION24.1 Contact Information: For any complaints or issues regarding our services, customers can contact the Armoryze team via email at info@armoryze.co or phone at 0208 427 1131.24.2 Resolution Process: Complaints will be acknowledged within 2 business days. The Consultancy will strive to resolve complaints swiftly and effectively, and inform the customer of the resolution within 28 business days.24.3 Escalation and Feedback: If issues are not resolved to the customer’s satisfaction, they can be escalated for further review. Feedback is always welcome to help improve our services.24. GOVERNING LAW These terms and conditions of sale and all matters relating to them shall be governed by the laws of England and Wales. In the event of a disagreement over all, or part, of these terms and conditions of sale, as for any that may arise over the performance of any order, jurisdiction is assigned to the Courts of England and Wales.
