1. SERVICES

1.1 KDDI Europe Limited (who are known in these Terms as "KDDI" and "we") wil lsupply you with facilities to enable you to make and receive voice and data telephone calls in respect of KDDI CALL 127 (the "127 Service"). If you have also subscribed to the KDDI CALLING CARD, KDDI will supply you with the ability to make telephone calls by using your KDDI CALLING CARD (the "Calling Card Service"). You must be a subscriber to the 127 Service in order to subscribe to the Calling Card Service. Together the 127 Service and the Calling Card Service are referred to in these Terms as the "Services".

1.2 These terms do not cover any other services.

1.3 KDDI may vary these terms by providing notice to you. If you decide to use the 127 Service or the Calling Card Service after we have sent you notice of a variation in these Terms, you will be deemed to have agreed to and will be subject to these terms and conditions as varied. Notice may be provided with your bill or by direct mail, prior to connecting your call or by other means.

2. OUR CHARGES

2.1 KDDI may vary any charges or rates, in relation to the Services at any time. We will use reasonable endeavours to inform you in advance of increases in the charges. The call charge rates from time to time are set out in our prevailing price list. We will provide you with a copy of our price list when you sign the KDDI Order Form (the "Order Form") and we will provide you with a current price list on request.

2.2 Call charges: We will invoice you monthly in arrears or at such other frequency as we may determine in our absolute discretion for all call charges, plus applicable taxes (including VAT) less any prepayment made in the preceding month. You must pay us the total invoiced sum on or before the due date specified on the invoice.

2.3 Our right to charge interest: We will be entitled to charge interest on any amounts not paid by you when due, calculated at 2% over the then prevailing base lending rate of Barclays Bank plc. Interest is calculated and accrues daily.

2.4 Late Payment: If in any month you do not pay the invoiced amount when due, you agree that we may debit your credit card with the amount due to us.

2.5 Form of invoices and no set-off: Our invoices will include itemised billing information. You will have no right to offset, deduct or withhold payment of our charges for any reason whatsoever.

2.6 Credit Limit : KDDI may impose a call value limit on your account and/or require payment of a security deposit or interim payment, at its sole discretion and at any time. KDDI may at any time apply your security deposit to meet any cost, loss or anticipated loss or liability incurred by KDDI as a result of failure by you to comply with these Terms or to pay any amount payable by you to KDDI. KDDI may suspend the provision of the Services until you comply with these Terms.

3. DATA PROTECTION

3.1 You authorise KDDI to use personal information, as set out in the Order Form and as defined in condition 3.2 to disclose your personal information to KDDI's agents, related companies, credit reporting agencies, credit providers, carriers, carriage service providers, business referees, employers and relevant regulatory authorities in accordance with the Data Protection Act for the following purposes, which are also set out in the Order Form:

(a) considering or applying KDDI's credit policy to your application for the Services or new KDDI services;

(b) administration and management of your account, including collection of overdue payments;

(c) maintenance of credit records about you;

(d) marketing of KDDI's international and long distance phone services and other KDDI Services; and

(e) investigating and pursuing lost or stolen cards or unauthorised use of your card once you have reported any loss or theft of your card.

3.2 "Personal information" referred to in condition 3.1 includes:

(a) your name, addresses, date of birth and national insurance card number;

(b) details and status of any of your accounts with KDDI or its related companies;

(c) your credit history, including any instances of credit defaults, dishonoured cheques or credit infringements; and

(d) information relating to your phone calls including your telephone number, telephone numbers called, and the times and duration of calls.

3.3 From time to time KDDI may ask you to review and update the personal information it holds (although you are welcome to review and update the information more or less frequently as you wish).

3.4 As KDDI is part of a larger group of companies operating internationally, we will from time to time also make available to other related companies of KDDI and to the parties listed in Condition 3.1, which may be located within Europe, Asia, Australia, and the US, information relating to KDDI's operations, including the personal information you have provided in order to facilitate management and global administration of the Services.

4. YOUR OBLIGATIONS

4.1 Use: The Services are made available to you on condition that you do not resupply or resell or otherwise make them available to any person on any basis, and that you do not use the Services for any improper or unlawful purposes or in any manner which is offensive or unlawful.

4.2 Compliance: You will comply with these Terms and with any reasonable instructions that we give you relating to the use of the Services.

4.3 Access and safety: If we supply you with any equipment, you shall allow KDDI engineers and authorised personnel access to all appropriate sites at mutually agreeable times. Both parties shall each meet the other's reasonable requirements about the safety of your and our respective people on your premises.

4.4 Works authority: You agree, and shall ensure, that we have the authority to carry out works to provide you with the Service at any of your sites in connection with the Service.

4.5 Indemnity: You will indemnify KDDI against any claims, losses, damages, costs, liabilities and expenses (including, without limitation, legal costs and expenses) resulting from any breach of your obligations under these Terms or unauthorised use or misuse by you of the Services.

4.6 Payment: You will be responsible for paying KDDI all sums due, even if you leave the UK or after cancellation or termination of these Terms.

4.7 Your Contact Details: You must promptly tell us about any change to your name, your bankers (if you have offered to pay by direct debit), your contact telephone number or the telephone number to which the Services are provided, and your address to which we send your invoices. You hereby confirm that the details you provide to KDDI are true and accurate as at the date you provide them to us. You agree that a breach by you of this condition 4.7 will constitute a material breach of these Terms including, without limitation, for the purposes of condition 8.2(a).

5. KDDI EQUIPMENT

5.1 We may install at your premises equipment to enable us to provide the Service. You shall provide, without charge or cost to us, appropriate equipment space, environment, ducting and electrical power to install and maintain our equipment at your premises.

5.2 You agree that title in any equipment provided by us shall at all times remain with us. On termination of this agreement, you will ensure that we are allowed prompt access to all relevant premises to remove our equipment.

5.3. You shall have possession of the equipment as bailee and shall keep the equipment in good storage facilities and in such a way as to enable the equipment to be readily identified as the property of KDDI. If you fail to effect any payments due to us in full under this agreement, then we (without prejudice to any other legal remedies we may have) shall at any time after that be entitled to enter any of your sites (without notice to you) and remove our equipment. You grant us access to any of your sites for such purposes.

5.4 Whilst our equipment is on your premises (or the premises of any of your customers), you shall ensure that it is kept safe and secure and is not interfered with by any person

5.5 You agree to give KDDI, and its employees such access to your premises and co-operation and assistance as may reasonably be required by KDDI to reprogram your private branch exchange switches.