Conditions of Sale

Conditions of Sale (Business to Consumer)

Terms and Conditions of Sale (Business to Consumer)

All orders for Products accepted by Vinnie Reece-Jones trading as Overt Security Installations Ltd are accepted subject to the following conditions which shall form part and govern the contract of sale. Acceptance of Products shall be deemed to be acceptance of these conditions of sale. Any term sought to be imposed by a purchaser either in a document or otherwise that conflicts with or adds to these conditions is not accepted. No agent or representative of Overt Security Installations Ltd has authority to vary these conditions unless

accepted in writing by Vinnie Reece-Jones (Director) of Overt Security Installations Ltd.

1. Definitions

1.1 “Products” shall mean the products, including Hardware and Software, as supplied by Overt Security Installations Ltd. The Products may be modified or discontinued at any time in accordance with Overt Security Installations Ltd continuous product enhancement policy. 1.2 “Hardware” shall mean the physical equipment (not Software) included as part of the Products. 1.3 “Software” shall mean each software program in executable or object code form included as part of the Products. 1.4 “List Price” shall mean the price for the Products as set out in Overt Security Installations Ltd price list. 1.5 “Purchase Order” shall mean a written purchase order using the official stationery of the Purchaser or electronic purchase order placed by the Purchaser using Overt Security Installations Ltd website ordering service. 1.6 “Purchase Price” shall mean the amount to be paid by Purchaser for the Products. 1.7 “Purchaser” shall mean any party that purchases the Products. 1.8 “Designated Facility” shall mean Overt Security Installations Ltd primary trading address at Unit 42/43, 65 South Parade, Sutton Coldfield. West Midlands. B75 1QU. UK; 1.9 “DSR” shall mean the Consumer Protection (Distance Selling) Regulations 2000.

2. Payments, Price and Taxes 

2.1 Overt Security Installations Ltd shall have the right at any time to revise its Purchase Price for any Products. 2.2 All Purchase Prices are Ex works, Overt Security Installations Ltd Designated Facility. 2.3 All invoices are due for payment prior to shipment of the Products; payable to Overt Security Installations Ltd Designated Facility. Payment is to be made in Pounds Sterling. 2.4 Where Overt Security Installations Ltd has the legal obligation to collect taxes, the appropriate amount shall be added to Purchaser's invoice and paid by Purchaser unless Purchaser provides Overt Security Installations Ltd with a valid tax exemption certificate authorised by the appropriate taxing authority.

3. Order and Acceptance

All orders for Products submitted by Purchaser shall be initiated by a Purchase Order. No order shall be binding upon Overt Security Installations Ltd until a Purchase Order has been accepted by Overt Security Installations Ltd in writing and Overt Security Installations Ltd shall have no liability to Purchaser with respect to orders that are not accepted. Overt Security Installations Ltd shall use its reasonable commercial efforts to notify Purchaser, by email, of the acceptance or rejection of an order and of the assigned delivery date for accepted orders within twenty four (24) hours after receipt of the Purchase Order. No partial shipment of a Purchase Order shall constitute the acceptance of the entire order, except the written acceptance of such entire Purchase Order. Overt Security Installations Ltd shall use its reasonable commercial efforts to deliver Products at the time specified either in the Purchase Order or in Overt Security Installations Ltd written acceptance of such Purchase Order. The Purchaser acknowledges that it has, prior to the date of the Purchase Order received all durable information e.g (but not exhaustive) all costs, details, specifications, designs and materials in respect of the Products and has had the opportunity of requesting further information if necessary. The Purchaser has given all material details to Overt Security Installations Ltd relating to the Purchase Order and Products to enable Overt Security Installations Ltd to process and deal with the Purchase Order. If any Purchase Order placed by the Purchaser includes various Products which make up a kit, the Purchase Order may be processed for convenience only as a single supply order and may be given only one supply code. Notwithstanding any discount given by Overt Security Installations Ltd for a Purchase Order comprising multiple Products, the Purchaser will be purchasing each Product separately or as a single package or kit.

4. Cancellation and Reschedule Fees

Excluding orders for Bespoke Products which are irrevocable, should a Purchaser request to: (i) cancel all or any part of any Purchase Order;

(ii) fail to meet any obligation hereunder, causing cancellation or rescheduling of any Purchase Order or portion thereof; (iii) request a rescheduling of the delivery of Products and the request is accepted by Overt Security Installations Ltd; or (iv) request a configuration change causing rescheduling of the delivery of Products, and the request is accepted by Overt Security Installations Ltd; Purchaser agrees to pay to Overt Security Installations Ltd, should it be requested, the following cancellation / reschedule Fees: Notice Received: (% of List Price) 2 days or more prior to scheduled delivery date: 5%; 1 day or less prior to scheduled delivery date 10%; Recognising that the cancellation or rescheduling of any Purchase Order will cause additional costs to Overt Security Installations Ltd in an amount that cannot be readily determined. The Purchaser agrees that the previously stated fees represent a reasonable estimate of the costs to Overt Security Installations Ltd which would result from such cancellation or rescheduling. Should Purchase Order that is deemed irrevocable be cancelled then the full Purchase Price will be paid by Purchaser. In addition, there shall be no cancellation/ rescheduling fees for correction of any typographical or clerical errors or change of location for delivery PROVIDED THAT the Purchaser informs Overt Security Installations Ltd before 24 hours of the date of shipping Other than for Purchase Orders made in person, the Purchaser shall have the right under DSR to cancel this agreement at any time up to seven (7) working days after the date of receipt of the Product (“the Cancellation Period”). This right does not apply to orders made for Bespoke Products or if you have taken any audio or video recording or computer software out of the sealed package in which it was delivered to you If the Purchaser wishes to cancel this agreement, they must inform Overt Security Installations Ltd in writing within the Cancellation Period. If a Purchase Order comprises multiple Products then, notwithstanding that one supply code may have been used by Overt Security Installations Ltd for convenience, the Purchaser must expressly notify Overt Security Installations Ltd of its intention to cancel all or any part of the Purchase Order by reference to each Product separately. Overt Security Installations Ltd will not be obliged to accept notice of cancellation unless each Product to be returned is identified separately. If notice is given outside of the Cancellation Period it is at Overt Security Installations Ltd entire discretion to accept such notice. Purchasers should keep evidence of any cancellation notice given. The Purchaser must return all Products to Overt Security Installations Ltd undamaged and in the same condition as when received in accordance with their statutory duty under the DSR. All Products returned by the Purchaser shall be at the Purchaser’s own cost. Overt Security Installations Ltd shall be entitled to liquidated damages such sum being equivalent to the cost of repair of any damage caused to or replacement of any Product damaged beyond economical repair where the Purchaser has breached their statutory duty under DSR to return Products. This cancellation policy does not affect the Purchasers statutory rights.

5. Availability of Product

Overt Security Installations Ltd will use its reasonable commercial efforts to comply with the date agreed for dispatch or delivery of the Products where the date is given and intended as an estimate only and is not to be the essence of the contract. If owing to non availability of the Products or any other causes beyond Overt Security Installations Ltd control arise, then Overt Security Installations Ltd shall be at liberty to propose an alternative delivery date and the Purchaser may have the option of cancelling the Purchase Order without penalty.

6. Property

For so long as any amounts remain owing from the Purchaser to Overt Security Installations Ltd (whether immediately due or not) title to the property of the Products shall remain in Overt Security Installations Ltd and ownership will not pass to the Purchaser until Overt Security Installations Ltd has received payment (cleared funds) in full. In the event of the Purchaser reselling the Products, if Overt Security Installations Ltd has not received all amounts owing to it, the Purchaser shall account to Overt Security Installations Ltd for the proceeds of any such sale and meanwhile hold all proceeds of such sale of such Products upon trust of Overt Security Installations Ltd until Overt Security Installations Ltd has received such amounts in full. At any time after the due date for payment from the Purchaser to Overt Security Installations Ltd, and so long as such amounts have not been received by Overt Security Installations Ltd, Overt Security Installations Ltd shall at the Purchasers expense have the right to enter the Purchasers premises and remove from there Products which remain the property of Overt Security Installations Ltd.

7. Shipping

All Products delivered pursuant to the terms of this agreement shall be packed for shipment in Overt Security Installations Ltd standard shipping cartons, marked for shipment to purchasers address as stated on Purchase Order. Unless otherwise instructed in writing by Purchaser, Overt Security Installations Ltd shall select the carrier. All freight, insurance, and other shipping expenses, as well as any special packing expense, shall be paid by Purchaser. Overt Security Installations Ltd will ship to Purchaser's primary place of residence unless Overt Security Installations Ltd has received in writing, instructions to ship to another location. Upon delivery of the Products to the Purchasers address, then risk of loss to the Products shall pass to Purchaser. If the shipping address is different from the Purchaser’s payment billing address, Overt Security Installations Ltd reserve the right to only ship to the billing address.

8. Liability

8.1 No liability for any claim for damage or non-functionality shall be accepted unless Overt Security Installations Ltd is notified in writing by the Purchaser within two (2) days of delivery. This period may be extended at the sole discretion of Overt Security Installations Ltd. If

any Product is found to be faulty or the Purchaser seeks to return any Product or Products other than in accordance with the DSR and the Products supplied form part of one single Purchase Order Overt Security Installations Ltd will only be obliged to deal with each Product on a separate basis. As an example if multiple Products are purchased from Overt Security Installations Ltd to make up a kit then notwithstanding that each Product has been supplied to make up a kit, if only one Product is found to be faulty Overt Security Installations Ltd will only be obliged to deal with that specific Product and shall not be liable to accept a return of any other Products supplied under the same Purchase Order unless there is proper reason for doing so. 8.2 No liability for any claim for missing items shall be accepted unless Overt Security Installations Ltd is notified in writing by the Purchaser within one (1) day of delivery. If you do not receive goods ordered by you within 30 days of the date on which you ordered them, we shall have no liability to you unless you notify us in writing at our contact address of the problem within forty (40) days of the date on which you ordered the goods. 8.3 The Purchaser accepts an obligation to process all claims against the Products warranty following Overt Security Installations Ltd warranty procedures. 8.4 The Purchaser shall be responsible for all carriage, telephone, postal and other incidental charges incurred during the Products Warranty period. 8.5 Overt Security Installations Ltd shall have no liability for any claim based upon: (i) the combination, operation or use of the Products with equipment, devices or software not supplied or specified by Overt Security Installations Ltd; (ii) the alteration or modification of the Products not made by Overt Security Installations Ltd. 8.6 OVERT SECURITY INSTALLATIONS LTD  LIABILITY ARISING OUT OF THE SALE OF THE PRODUCTS SHALL BE LIMITED TO THE AMOUNT PAID BY THE PURCHASER FOR THE PRODUCTS. IN NO EVENT SHALL IT BE LIABLE TO PURCHASER OR ANY OTHER ENTITY FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT OVERT SECURITY  INSTALLATIONS LTD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. Nothing in these terms and conditions shall exclude or limit Overt Security Installations Ltd liability for (i) death or personal injury caused by negligence (as such term is defined by the Unfair Contract Terms Act 1977); (ii) fraud; (iii) misrepresentation as to a fundamental matter; or (iv) any liability which cannot be excluded or limited under applicable law.

9. Limited Product Warranty

9.1 Overt Security Installations Ltd warrants that the Hardware will be free from Material Defects for a period of twenty four (24) months from the date of delivery to Purchaser. Overt Security Installations Ltd will perform warranty service at Overt Security Installations Ltd Designated Facility, provided Purchaser returns the Products in accordance with Overt Security Installations Ltd shipping

instructions. Overt Security Installations Ltd sole responsibility under this warranty shall be, at Overt Security Installations Ltd option, to

either repair or replace the Products. All defective Products, or defective components thereof, returned under this warranty shall become Overt Security Installations Ltd property. If Overt Security Installations Ltd determines that the original Products did not contain a Material Defect, Purchaser shall pay Overt Security Installations Ltd all costs of handling, transportation, and repairs at Overt Security Installations Ltd prevailing rates. 9.2 Overt Security Installations Ltd warrants that any magnetic or compact diskettes on which Software is recorded will be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date the program is delivered to Purchaser. If a defect in any such diskette should occur during this period, the diskette may be returned to Overt Security Installations Ltd and Overt Security Installations Ltd will replace the diskette without charge. Overt Security Installations Ltd shall have no responsibility to replace

diskettes if the failure of the diskettes results from accident, abuse or misapplication of the diskettes. 9.3 EXCEPT FOR THE EXPRESS WARRANTIES STATED HEREIN, OVERT SECURITY CCTV INSTALLATIONS DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES

ON PRODUCTS FURNISHED HEREUNDER, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND

FITNESS FOR A PARTICULAR PURPOSE. 9.4 The Products are not represented or warranted byOvert Security Installations Ltd to be fault tolerant and are not designed, manufactured or intended for use or resale in any High Risk Application including but not limited to: on-line control equipment in hazardous environments requiring fail-safe performance; the operation of nuclear facilities; aircraft navigation or communication systems; air traffic control; direct life support systems or similar. Overt Security Installations Ltd specifically disclaims any express or implied warranty of fitness for use in High Risk Applications.

10. Laws

10.1 The rights and obligations of the Purchaser shall be subject to such United Kingdom laws and regulations as shall from time to time govern the license and delivery of technology abroad by persons subject to the jurisdiction of the United Kingdom. Purchaser shall certify that it shall not, directly or indirectly, export, re-export or tranship the Products or any parts or copies thereof in such manner as to violate such laws and regulations in effect from time to time. Purchaser shall indemnify and hold harmless Overt Security Installations Ltd from and against any and all losses, claims and expenses incurred by Overt Security Installations Ltd as a result of the breach of the Purchasers obligations under this section. 10.2 These terms and conditions shall be governed by and construed under the laws of England. 10.3 If any part of these terms and conditions shall be found to be unlawful it shall not affect the validity or enforceability of the remainder of the conditions.

11. MISCELLANEOUS

You may not assign, sub-license or otherwise transfer any of your rights under these terms and conditions. If any provision of these terms and conditions is found by any court of competent jurisdiction to be invalid, the invalidity of that provision will not affect the validity of the remaining provisions which shall continue to have full force and effect. Only the parties to these terms and conditions may seek to enforce them under the Contracts (Rights of Third Parties) Act 1999.

Terms and Conditions of Sale (Business to Business)

All orders for Products accepted by Vinnie Reece-Jones trading as Overt Security Installations Ltd are accepted subject to the following conditions which shall form part and govern the contract of sale. Acceptance of Products shall be deemed to be acceptance of these

conditions of sale. Any term sought to be imposed by a purchaser either in a document or otherwise that conflicts with or adds to these

conditions is not accepted. No agent or representative of Overt Security Installations Ltd has authority to vary these conditions unless accepted in writing by Vinnie Reece-Jones (sole proprietor) of Overt Security Installations Ltd.

1. Definitions

1.1 “Products” shall mean the products, including Hardware and Software, as supplied by Overt Security Installations Ltd. The Products may be modified or discontinued at any time in accordance with Overt Security Installations Ltd continuous product enhancement policy. 1.2 “Hardware” shall mean the physical equipment (not Software) included as part of the Products. 1.3 “Software” shall mean each software program in executable or object code form included as part of the Products. 1.4 “List Price” shall mean the price for the Products as set out in Overt Security Installations Ltd price list. 1.5 “Purchase Order” shall mean a written purchase order using the official stationery of the Purchaser or electronic purchase order placed by the Purchaser using Overt Security Installations Ltd website ordering service. 1.6 “Purchase Price” shall mean the amount to be paid by Purchaser for the Products. 1.7 “Purchaser” shall mean any party that purchases the Products. 1.8 “Designated Facility” shall mean Overt Security Installations Ltd primary trading address at Unit 42/43, 65 South Parade, Sutton Coldfield. West Midlands. B75 1QU. UK; 1.9 “DSR” shall mean the Consumer Protection (Distance Selling) Regulations 2000

2. Payments, Price and Taxes

2.1 Overt Security Installations Ltd shall have the right at any time to revise its Purchase Price for any Products. 2.2 All Purchase Prices are Ex works, Overt Security Installations Ltd Designated Facility. 2.3 All invoices are due for payment prior to shipment of the Products; payable to Overt Security Installations Ltd Designated Facility. Payment is to be made in Pounds Sterling. 2.4 Where Overt Security Installations Ltd has the legal obligation to collect taxes, the appropriate amount shall be added to Purchaser's invoice and paid by Purchaser

unless Purchaser provides Overt Security Installations Ltd with a valid tax exemption certificate authorised by the appropriate taxing authority.

3. Order and Acceptance

All orders for Products submitted by Purchaser shall be initiated by a Purchase Order. No order shall be binding upon Overt Security Installations Ltd until a Purchase Order has been accepted byOvert Security Installations Ltd in writing and Overt Security Installations Ltd shall have no liability to Purchaser with respect to orders that are not accepted. Overt Security Installations Ltd shall use its reasonable commercial efforts to notify Purchaser, by email, of the acceptance or rejection of an order and of the assigned delivery date for accepted orders within twenty four (24) hours after receipt of the Purchase Order. No partial shipment of a Purchase Order shall constitute the acceptance of the entire order, except the written acceptance of such entire Purchase Order. Overt Security Installations Ltd shall use its reasonable commercial efforts to deliver Products at the time specified either in the Purchase Order or in Overt Security Installations Ltd written acceptance of such Purchase Order. The Purchaser acknowledges that it has, prior to the date of the Purchase Order received all durable information e.g (but not exhaustive) all costs, details, specifications, designs and materials in respect of the Products and has had the opportunity of requesting further information if necessary. The Purchaser has given all material details to Overt Security Installations Ltd relating to the Purchase Order and Products to enable Overt Security Installations Ltd to process and deal with the Purchase Order. If any Purchase Order placed by the Purchaser includes various Products which make up a kit, the Purchase Order may be processed for convenience only as a single supply order and may be given only one supply code. Notwithstanding any discount given by Overt Security Installations Ltd for a Purchase Order comprising multiple Products, the Purchaser will be purchasing each Product separately or as a single package or kit.

4. Cancellation and Reschedule Fees

Excluding orders for Bespoke Products which are irrevocable, should a Purchaser request to: (i) cancel all or any part of any Purchase Order; (ii) fail to meet any obligation hereunder, causing cancellation or rescheduling of any Purchase Order or portion thereof; (iii) request a rescheduling of the delivery of Products and the request is accepted by Overt Security Installations Ltd; or (iv) request a configuration change causing rescheduling of the delivery of Products, and the request is accepted by Overt Security Installations Ltd; Purchaser agrees to pay to Overt Security Installations Ltd, should it be requested, the following cancellation / reschedule Fees: Notice Received: (% of List Price) 2 days or more prior to scheduled delivery date: 5%; 1 day or less prior to scheduled delivery date 10%; Recognising that the cancellation or rescheduling of any Purchase Order will cause additional costs to Overt Security Installations Ltd in an amount that cannot be readily determined. The Purchaser agrees that the previously stated fees represent a reasonable estimate of the costs to Overt Security Installations Ltd which would result from such cancellation or rescheduling. Should Purchase Order that is deemed irrevocable be cancelled then the full Purchase Price will be paid by Purchaser. In addition, there shall be no cancellation/ rescheduling fees for correction of any typographical or clerical errors or change of location for delivery PROVIDED THAT the Purchaser informs Overt Security Installations Ltd before 24 hours of the date of shipping Other than for Purchase Orders made in person, the Purchaser shall have the right under DSR to cancel this agreement at any time up to seven (7) working days after the date of receipt of the Product (“the Cancellation Period”). This right does not apply to orders made for Bespoke Products or if you have taken any audio or video recording or computer software out of the sealed package in which it was delivered to you If the Purchaser wishes to cancel this agreement, they must inform Overt Security Installations Ltd in writing within the Cancellation Period. If a Purchase Order comprises multiple Products then, notwithstanding that one supply code may have been used by Overt Security Installations Ltd for convenience, the Purchaser must expressly notify Overt Security Installations Ltd of its intention to cancel all or any part of the Purchase Order by reference to each Product separately. Overt Security Installations Ltd will not be obliged to accept notice of cancellation unless each Product to be returned is identified separately. If notice is given outside of the Cancellation Period it is at Overt Security Installations Ltd entire discretion to accept such notice. Purchasers should keep evidence of any cancellation notice given. The Purchaser must return all Products to Overt Security Installations Ltd undamaged and in the same condition as when received in accordance with their statutory duty under the DSR. All Products returned by the Purchaser shall be at the Purchaser’s own cost. Overt Security Installations Ltd shall be entitled to liquidated damages such sum being equivalent to the cost of repair of any damage caused to or replacement of any Product damaged beyond economical repair where the Purchaser has breached their statutory duty under DSR to return Products. This cancellation policy does not affect the Purchasers statutory rights.

5. Availability of Product

Overt Security Installations Ltd will use its reasonable commercial efforts to comply with the date agreed for dispatch or delivery of the Products where the date is given and intended as an estimate only and is not to be the essence of the contract. If owing to non availability of the Products or any other causes beyond Overt Security Installations Ltd control arise, then Overt Security Installations Ltd shall be at liberty to propose an alternative delivery date and the Purchaser may have the option of cancelling the Purchase Order without penalty.

6. Property

For so long as any amounts remain owing from the Purchaser to Overt Security Installations Ltd (whether immediately due or not) title to the property of the Products shall remain in Overt Security Installations Ltd and ownership will not pass to the Purchaser until Overt Security Installations Ltd has received payment (cleared funds) in full. In the event of the Purchaser reselling the Products, if Overt Security Installations Ltd has not received all amounts owing to it, the Purchaser shall account to Overt Security Installations Ltd for the proceeds of any such sale and meanwhile hold all proceeds of such sale of such Products upon trust of Overt Security Installations Ltd until Overt Security Installations Ltd has received such amounts in full. At any time after the due date for payment from the Purchaser to Overt Security Installations Ltd, and so long as such amounts have not been received by Overt Security Installations Ltd,  shall at the Purchasers expense have the right to enter the Purchasers premises and remove from there Products which remain the property ofOvert Security Installations Ltd

7. Shipping

All Products delivered pursuant to the terms of this agreement shall be packed for shipment in Overt Security Installations Ltd standard shipping cartons, marked for shipment to purchasers address as stated on Purchase Order. Unless otherwise instructed in writing by Purchaser, Overt Security Installations Ltd shall select the carrier. All freight, insurance, and other shipping expenses, as well as any special packing expense, shall be paid by Purchaser. Overt Security Installations Ltd will ship to Purchaser's primary place of residence unless Overt Security Installations Ltd has received in writing, instructions to ship to another location. Upon delivery of the Products to the Purchasers address, then risk of loss to the Products shall pass to Purchaser. If the shipping address is different from the Purchaser’s payment billing address, Overt Security Installations Ltd reserve the right to only ship to the billing address.

8. Liability

8.1 No liability for any claim for damage or non-functionality shall be accepted unless Overt Security Installations Ltd is notified in writing by the Purchaser within two (2) days of delivery. This period may be extended at the sole discretion of Overt Security Installations Ltd. If any Product is found to be faulty or the Purchaser seeks to return any Product or Products other than in accordance with the DSR and the Products supplied form part of one single Purchase Order Overt Security Installations Ltd will only be obliged to deal with each Product on a separate basis. As an example if multiple Products are purchased from Overt Security Installations Ltd to make up a kit then notwithstanding that each Product has been supplied to make up a kit, if only one Product is found to be faulty Overt Security Installations Ltd will only be obliged to deal with that specific Product and shall not be liable to accept a return of any other Products supplied under the same Purchase Order unless there is proper reason for doing so. 8.2 No liability for any claim for missing items shall be accepted unless Overt Security Installations Ltd is notified in writing by the Purchaser within one (1) day of delivery. If you do not receive goods ordered by you within 30 days of the date on which you ordered them, we shall have no liability to you unless you notify us in writing at our contact address of the problem within forty (40) days of the date on which you ordered the goods. 8.3 The Purchaser accepts an obligation to process all claims against the Products warranty following Overt Security Installations Ltd warranty procedures. 8.4 The Purchaser shall be responsible for all carriage, telephone, postal and other incidental charges incurred during the Products Warranty period. 8.5 Overt Security Installations Ltd shall have no liability for any claim based upon: (i) the combination, operation or use of the Products with equipment, devices or software not supplied or specified by Overt Security Installations Ltd; (ii) the alteration or modification of the Products not made by Overt Security Installations Ltd. 8.6 OVERT SECURITY INSTALLATIONS LTD LIABILITY ARISING OUT OF THE SALE OF THE PRODUCTS SHALL BE LIMITED TO THE AMOUNT PAID BY THE PURCHASER FOR THE PRODUCTS. IN NO EVENT SHALL IT BE LIABLE TO PURCHASER OR ANY OTHER ENTITY FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT OVERT SECURITY  INSTALLATIONS LTD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. Nothing in these terms and conditions shall exclude or limit Overt Security Installations Ltd liability for (i) death or personal injury caused by negligence (as such term is defined by the Unfair Contract Terms Act 1977); (ii) fraud; (iii) misrepresentation as to a fundamental matter; or (iv) any liability which cannot be excluded or limited under applicable law.

9. Limited Product Warranty

9.1 Overt Security Installations Ltd warrants that the Hardware will be free from Material Defects for a period of twenty four (24) months from the date of delivery to Purchaser.Overt Security Installations Ltd will perform warranty service at Overt Security Installations Ltd Designated Facility, provided Purchaser returns the Products in accordance with Overt Security Installations Ltd shipping instructions. Overt Security Installations Ltd sole responsibility under this warranty shall be, at Overt Security Installations Ltd option, to either repair or replace the Products. All defective Products, or defective components thereof, returned under this warranty shall become Overt Security Installations Ltd property. If Overt Security Installations Ltd determines that the original Products did not contain a Material Defect, Purchaser shall pay Overt Security Installations Ltd all costs of handling, transportation, and repairs at Overt Security Installations Ltd prevailing rates. 9.2 Overt Security Installations Ltd warrants that any magnetic or compact diskettes on which Software is recorded will be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date the program is delivered to Purchaser. If a defect in any such diskette should occur during this period, the diskette may be returned to Overt Security Installations Ltd  andOvert Security Installations Ltd will replace the diskette without charge. Overt Security Installations Ltd shall have no responsibility to replace diskettes if the failure of the diskettes results from accident, abuse or misapplication of the diskettes. 9.3 EXCEPT FOR THE EXPRESS WARRANTIES STATED HEREIN, OVERT SECURITY INSTALLATIONS LTD DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES ON PRODUCTS FURNISHED HEREUNDER, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 9.4 The Products are not represented or warranted by Overt Security Installations Ltd to be fault tolerant and are not designed, manufactured or intended for use or resale in any High Risk Application including but not limited to: on-line control equipment in hazardous environments requiring fail-safe performance; the operation of nuclear facilities; aircraft navigation or communication systems; air traffic control; direct life support systems or similar. Overt Security Installations Ltd specifically disclaims any express or implied warranty of fitness for use in High Risk Applications.

10. Laws

10.1 The rights and obligations of the Purchaser shall be subject to such United Kingdom laws and regulations as shall from time to time govern the license and delivery of technology abroad by persons subject to the jurisdiction of the United Kingdom. Purchaser shall certify that it shall not, directly or indirectly, export, re-export or tranship the Products or any parts or copies thereof in such manner as to violate such laws and regulations in effect from time to time. Purchaser shall indemnify and hold harmless Overt Security Installations Ltd from and against any and all losses, claims and expenses incurred by Overt Security Installations Ltd as a result of the breach of the Purchasers obligations under this section. 10.2 These terms and conditions shall be governed by and construed under the laws of England. 10.3 If any part of these terms and conditions shall be found to be unlawful it shall not affect the validity or enforceability of the remainder of the conditions.

11. MISCELLANEOUS

You may not assign, sub-license or otherwise transfer any of your rights under these terms and conditions. If any provision of these terms and conditions is found by any court of competent jurisdiction to be invalid, the invalidity of that provision will not affect the validity of the remaining provisions which shall continue to have full force and effect. Only the parties to these terms and conditions may seek to enforce them under the Contracts (Rights of Third Parties) Act 1999.