VTLFiber

1. VTL shall provide Client with the labor necessary for the normal installation of Internet equipment at the location set forth. In consideration for the installation, Client shall pay VTL a one-time installation fee of which shall be due upon Client execution hereof.

2. Payment for service should be in the form of Check, Deposit or Bank wire transfer, or MPESA.

3. Client understands that the services included in this contract are limited to the installation as per the VTL quotation. VTL shall not be responsible for additional installation tasks not specifically listed in the VTL quotation which may be deemed desirable or necessary by Client or the installer. Client shall be responsible for the additional charges for any such additional work, cable or equipment subsequently requested by Client. The Network Router remains the property of VTL. It shall be returned to VTL upon termination of service.

Router is the property of the client and all warranty and support is though manufacturer of router.

4. Limited Warranty on Equipment and Labor, limited to the first 90 days after activation. After expiration of Warranty period all service work will be billed per/incident + Materials.

5. IN NO EVENT WILL VTL BE LIABLE FOR ANY

DAMAGES, WHETHER ARISING FROM TORT OR

CONTRACT, INCLUDING, BUT NOT LIMITED TO, LOSS OF

DATA, LOST

PROFITS, COST OF COVER, OR OTHER SPECIAL,

INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES

ARISING OUT OF THE SERVICES OR ANY EQUIPMENT

PROVIDED BY VTL OR IT’S CONTRACTORS, HOWEVER

CAUSED AND ON ANY THEORY OF LIABILITY. THIS

LIMITATION WILL APPLY EVEN IF VTL HAS BEEN

ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. VTL’S

TOTAL LIABILITY UNDER THIS AGREEMENT SHALL BE

LIMITED TO THE AMOUNT OF ONE (1) MONTHS

SERVICE FEES PAID BY CLIENT UNDER THE APPLICABLE

SERVICE ACTIVATION FORM. THE PROVISIONS OF THIS

AGREEMENT ALLOCATE THE RISKS BETWEEN VTL AND

CLIENT. VTL’S PRICING REFLECTS THIS ALLOCATION OF

RISK AND THE LIMITATION OF LIABILITY SPECIFIED

HEREIN.

6. Client understands that the Connection operates through an Ethernet connection. The Ethernet card or USB/Ethernet device shall be provided and installed by Client, at Client’s expense.

7. VTL shall not be responsible or liable for any of the following:

•Any obstruction(s) that might be erected or grow between the antenna at Client’s location and the POP which causes degradation or loss of service.

•Debris or ice on the antenna located at Client’s location.

•Re-aiming the antenna located at Client’s location more than 90 days after its installation.

•Repair or restoration of any structure or surface altered or penetrated by VTL during the installation or removal of the antenna, mast, tripod, wiring or any other VTL Equipment located at Client’s location.

8. Client understands that wireless Internet connectivity requires direct radio line of sight, and that any obstruction between the POP and the antenna located at Client’s location may block the signal and cause the failure of the Connection. In the event that foliage disrupts service, VTL will attempt to reconfigure the equipment to restore service. Client may incur

charges for any extra hardware and service labor at that time.

9. Client acknowledges that installation fees are non-refundable after the Connection becomes operational (the “Activation Date”).

10. Permitting & Landlord Approval It shall be Client’s responsibility to obtain any required permits, consents or, for the installation of VTL Equipment on property not owned by Client, Landlord approval in the form set forth below. Landlord consents to the installation, maintenance and removal of equipment required for the Connection. Signature of Landlord for Approval

11. This Agreement is deemed to be entered into the republic of Kenya and the parties agree that any dispute arising under this Agreement shall have its venue in Kenya and any such dispute shall be governed by and constructed in accordance with the laws of the Kenya.

12. VTL may assign this Agreement without Client's prior consent and all of VTL's rights, title, and interest herein shall inure to the benefit of such assignee, its successors and assigns. This agreement shall not be assignable by Client except with the written consent of VTL. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

13. Neither party shall disclose any of the terms and conditions of this Agreement without prior written consent of the other, provided, however, in any of its sales/ marketing materials, VTL may refer to Client as its customer.

14. VTL may modify these terms and conditions upon written notice published on its web site. VTL will attempt to notify Clients via email of modified terms and conditions. Client's continued use of service after such notice shall constitute Client's acceptance of the modification of this Agreement.

15. This Internet Equipment Installation & Service Agreement hereunder, shall be for the Term set forth in this Agreement. Upon the expiration of the Term, this Agreement shall automatically renew for 1 year basis unless either party provides written notice to the other party at least sixty (60) days prior to the end of the Agreement. Any termination following written notice shall be effective on the last day of the month during which timely notice has been received.

16. In the event that Customer terminates this Agreement prior to the expiration of the Term, Customer shall pay to VTL a termination fee equal to the entire monthly fees payable under the remaining term of this Agreement. Upon termination, VTL has the option, but shall not be obligated, to remove all Equipment from the Location and resell or reuse such Equipment.

17. If any provision of this Agreement, or the application of such provision to any person or circumstance, shall be held invalid, the remainder of this Agreement, or the application of such provision to persons or circumstances other than those as to which it is held invalid, shall not be affected thereby.

18. All notices, elections and waivers required or otherwise given hereunder shall be in writing and shall be served, unless otherwise provided, on the parties or their respective attorneys, if any, personally; by mail with postage prepaid and deposited into the Republic ok Kenya mail; by facsimile transmission; or by electronic mail at the addresses set forth below. If mailed or

transmitted as aforesaid, notices, elections and waivers shall be deemed given on the date of such mailing or transmission (except as elsewhere provided herein).

19. This Agreement contains the entire understanding between and among the parties and supersedes any prior understandings and agreements among them respecting the subject matter of this Agreement.

20.Credit Request and Settlement Procedures

20.1 In the event of a deficiency with the Service, the Customer must contact the Supplier ‘s Network Operations Centre (NOC) or Customer Service Centre (CSC). The granting of Service Credits is contingent upon the Customer having opened a Trouble Ticket with the NOC/CSC. For the purpose of calculating Service Credits, the start of the problem occurrence will be considered to begin when the Trouble Ticket is opened with NOC/CSC. If the Customer does not initiate a Trouble Ticket with Supplier, Supplier will not be obligated to issue, and the Customer will not be eligible to receive, Service Credits for the non-compliance. The duration of the service outage period will be determined by the parties, acting reasonably, based upon the parties’ internal records and the NOC/CSC Trouble Ticket. All Service Credits will be calculated based on the MRC for the affected port(s) during the relevant Billing Month and applied to the same affected port(s). For greater clarity, Service Credits will be calculated as a percentage of the MRC and the Billing Month for the specific port affected by Service deficiency and shall not be based on the aggregate amount of the monthly billing to Customer for all ports.

20.2. If Supplier fails to meet a target objective, as set out herein, in a given calendar month, the Customer shall have the right to request a Service Credit. Any request for Service Credits must be in writing and must be received by the Supplier account manager no later than thirty (30) days after the applicable Service failure. Each valid and approved Service Credit will be applied to an invoice of the Customer within two billing cycles after Supplier's receipt of Customer's request for the Service Credit. Service Credits are exclusive of any applicable taxes charged to Customer or collected by Supplier.

20.3.The Service Credit for multiple target objective failures resulting from a single incident or during one specific time frame shall not be aggregated but shall be limited to the one particular Service Credit that provides the maximum credit to the Customer.

20.4.Notwithstanding anything in this Service Level Agreement to the contrary, the total amount of Service Credits credited to a Customer in connection with Network Outages, Latency and Packet Loss in any calendar month shall not exceed 100% of the MRC invoiced to Customer for such month.

20.5.Notwithstanding anything in this Service Level Agreement to the contrary, the total amount of Service Credits credited to a Customer in connection with Network Outages, Latency and Packet Loss in any 20-month period shall not exceed 50% of the MRC paid by Customer for such 20- month period.

20.6.Supplier’s failure to achieve or maintain the above target objectives is not a breach or material default of the Agreement, and the award of Service Credits shall be the Customer’s sole remedy and Supplier’s sole liability for any such failure or corresponding degradation, interruption or loss of Service.

21.Exclusions

21.1. Receive any Credits pursuant to the Customer Site unavailability, or

21.2.exercise any right of termination for anything which is caused or is associated with, in whole or in part, the exclusions set out below:

21.2.1.Construction of additional facilities which are required in order to connect the Customer Site to the Network and/or the Local Loop(s);

21.2.2.Anything which is associated with or caused by Planned Maintenance events or cable cuts on the Network which are not otherwise due to the fault or negligence of VTL;

21.2.3.Anything attributable to circuits comprising a part of the Service that are provided by a third party, including Local Loops and local access facilities procured by the Customer;

21.2.4.Anything which is due to the Customer's use of bandwidth in excess of the committed bandwidth.

Service Downtime shall not include any unavailability resulting from:

21.3. scheduled downtime for Planned Maintenance;

21.4. interruptions or delays resulting from any third-party services;

21.5.any supplies, power, applications, equipment or local access facilities provided by the Customer or their suppliers, which is required in the provision of the Services;

21.6.any incident that affects the availability during any period when the Customer elects not to allow Planned Maintenance on the Service at the request of VTL, acting reasonably;

21.7. the Customer's applications, equipment, or facilities;

21.8.interruptions due to the failure of equipment provided by the Customer or other third party on behalf of the Customer;

21.9. acts or omissions of the Customer, its agents, contractors or suppliers, (including the provision of inaccurate information knowingly or unknowingly), or user of the Service or any other Customer- caused outages or disruptions;

21.10. Suspensions due to non-payment of any amount payable by the Customer to VTL under this Schedule;

21.11. Outages or failures occurring outside of VTL’s Backbone Network (i.e., at peers);

21.12.“Trouble not found”, a reported event that cannot be validated or duplicated by VTL;

21.13. Access Network not provided by VTL;

21.14.any act or omission of a third-party provider of the Access Network; or

21.15. Force majeure.

22.Content Regulatory Compliance

22.1.The Customer hereby agrees that the relevant permissions, approvals, licenses and/or related consents that may be required by the relevant government authority of the source and/or destination country/ies shall be obtained, as applicable, as per the local laws in such country and a copy of such permissions, approvals, licenses and/or related consents shall be available for inspection by VTL prior to the commissioning of the Service.

22.2. In the event that, the Customer is sourcing content from a third party in relation to the Service, the Customer shall be responsible for providing the permissions, approvals, licenses and/or related consents of such third party. The Customer further indemnifies Liquid Telecon from any costs, damages and/or penalties caused due to any non-compliance with this provision.

22.3. The Customer authorizes VTL to monitor the Service at VTL’s Network Operating Centre facilities.