An acceptance of a Subscription Proposal will automatically constitute the Client’s full acceptance of these General Subscription Terms and Conditions and, where relevant, any specific terms set out in EXCLUSIVE NETWORKS’ Subscription Proposal.

Any information provided in catalogues, manuals and price lists is indicative only and EXCLUSIVE NETWORKS may make changes to any such information from time to time without notice.

No additions, omissions or modifications to any of the provisions of these Subscription Terms and Conditions shall be binding on EXCLUSIVE NETWORKS unless it has given written agreement.

Any terms or special subscription provisions on the client’s order that conflicts with these Terms and Conditions shall not apply unless EXCLUSIVE NETWORKS has given written express agreement.


CLIENT means any person or business information technology company which places an Order with EXCLUSIVE NETWORKS in connection with the Contract.

END-USER means a user or ultimate beneficiary of the Equipment and/or Services supplied by EXCLUSIVE NETWORKS to the Client and includes to those whom the Client transfers the use or benefit of such Equipment and/or Services, e.g. in relation to a subscription or services agreement.

EQUIPMENT means Hardware and/or Software made available to the Client in connection with the Subscription.

EULA (End-User Licence Agreement) means all the terms and conditions governing the remote use of the Software and/or the Hardware.

EUSA (End-User Support Agreement) means all the terms and conditions governing the use of the Services which may be outsourced to the Vendor (with the exception of the remote use of the Software, which is governed by the EULA).

HARDWARE means physical hardware such as computers, telecommunications devices, storage cases, safety housing and all accessories relating to a computer system.

ORDER means the Client’s written or signed acceptance, without amendment, of EXCLUSIVE NETWORKS’ Subscription Proposal. Such Order shall be considered as a Subscription contract.

SERVICES may comprise:

  • Advice on the Vendor’s selection and choice;
  • Technical assistance by telephone or on-site (which may be wholly or partially sub-contracted to the Vendor);
  • Liaising on the technical and commercial relationship between the Vendor and Client;
  • Where applicable, maintenance and updating of the Hardware and Software supplied by the Vendor and made available to the Client (which may be partially or wholly sub-contracted to the Vendor); and
  • Where applicable, remote availability of the functionalities of a Software as a service in connection with the EULA (in SAAS – Software as a Service mode).

SOFTWARE means a Computer Programme in respect of which the Vendor holds all the relevant proprietary rights.

SUBSCRIPTION PROPOSAL: means EXCLUSIVE NETWORKS’ commercial offer of subscription services to the Client for the hire of Hardware, the subscription to use Software and the performance of related Services which the Client will use but does not take ownership or acquire title.

VENDOR means the manufacturer of the Hardware or the creator of the Software conferring user rights on the Client and/or End-User under the EULA.


The Client will issue any request for subscription to EXCLUSIVE NETWORKS in writing in a form required by EXCLUSIVE NETWORKS.

Upon receipt of the Client’s subscription request, EXCLUSIVE NETWORKS may run a feasibility check and send the Client a Subscription Proposal which contains the details of the anticipated Hardware, Software and Services and the proposed charges.

The Client shall inform EXCLUSIVE NETWORKS that it accepts the Subscription Proposal made to the Client before the time-limit set out in the Subscription Proposal and where not set out, within a maximum of one month. However, EXCLUSIVE NETWORKS’ Subscription Proposal shall lapse where the Euro (€) / Dollar ($) exchange rate changes by more than 3% between the date of issue of the Subscription Proposal and its acceptance by the Client or for any other specific reason set out in the Subscription Proposal.

There will be no valid contract unless and until EXCLUSIVE NETWORKS receives the Client’s written or signed acceptance, without amendment, of the Subscription Proposal.

EXCLUSIVE NETWORKS may nevertheless cancel an Order in the event that the Client is in breach of its obligations referred to in clause XV.


EXCLUSIVE NETWORKS’ Subscription Proposal will detail its components, which may be Hardware, Software, together with any updates, and related Services.

Provision of Hardware and Software:

EXCLUSIVE NETWORKS provides the Hardware from various Vendors for which it acts as an authorized distributor. The technical specification and documentation relating to any such Hardware are the responsibility of the Vendor and are provided by EXCLUSIVE NETWORKS “as is”.

Each Vendor shall grant to the End-User a right to use each Software provided or Software which has been integrated into the provided Hardware.

The conditions under which this right to use is granted and the obligations of the Client and/or End-User with respect to the Vendor of the Equipment concerned are set out in a licence (EULA) provided by the Vendor and are set out again as an appendix to the Subscription Proposal, invoice, or to these Terms and Conditions. The Client expressly undertakes to forward the EULA to the End-User, ensure it is signed and accepted by the End-User.

In the absence of any specific licence terms, the right to use Hardware or Software provided, or which is an integral part of Hardware provided by EXCLUSIVE NETWORKS, is limited to the operational implementation of one copy only of such Software, and the Client shall have no right to reproduce, modify or correct any part of the Software. EXCLUSIVE NETWORKS shall not have any responsibility however arising for any issues that may affect the Hardware or Software nor any temporary interruption (in particular to carry out correction, updates or for any other reason) by the Vendor.

Performance of related Services:

In the event that the Equipment provided is subject to maintenance or update services by the Vendor, EXCLUSIVE NETWORKS shall offer such performance or update to the Client. The installation of any updates shall be the sole responsibility of the Client.

EXCLUSIVE NETWORKS may also supply, either directly, via the Vendor or a third party provider, additional services such as installation, which will be set out in a separate order on terms set out in the Subscription Proposal and which shall be invoiced in addition to the cost of the Subscription services.

Intellectual property:

The provision of Equipment ordered to EXCLUSIVE NETWORKS does not transfer any Intellectual Property Rights to the Client (or End-User) and requires the Client (or End-User) to comply with any intellectual property rights that are the property of the Vendor of the Hardware or Software concerned. EXCLUSIVE NETWORKS is not responsible for the production, installation or maintenance of Software that it has not supplied.


The Subscription taken out by the Client is for the minimum period of time mentioned in EXCLUSIVE NETWORKS’ Subscription Proposal as accepted by the Client.

If this first Subscription period is for a term equal to or greater than one year, after it expires, the Subscription will be automatically renewed for fixed successive periods of one year.

If this first period is for less than one year, the Subscription will be automatically renewed for fixed successive periods of one month.

Each party has the right to refuse to renew the Subscription by notifying the other party in writing at least one month before the initial contract or each extended period expires.

Refusal to renew is free; it does not have to be justified and it does not entitle the other party to compensation.


The charges set out in EXCLUSIVE NETWORKS’ Subscription Proposal is for the provision of the Equipment and the performance of the Services ordered by the Client. The method of payment shall be as stated in the Subscription Proposal and may not be changed at any point throughout the duration of the contract.

Orders for special services or products that do not appear on EXCLUSIVE NETWORKS’ Subscription Proposal shall be invoiced separately.

If the subscription with EXCLUSIVE NETWORKS gives the Client the option to activate multiple licences for the same Software, each new licence activated by the Client shall be automatically invoiced at the price set out in the Subscription Proposal.


Acceptance of these Terms and Conditions constitutes express acceptance by the Client to receive electronic invoices (issued at time of sale) from EXCLUSIVE NETWORKS instead of paper invoices.

Unless stated otherwise in the Subscription Proposal, the charges are payable to EXCLUSIVE NETWORKS on a quarterly basis in advance. The first quarterly payment shall be made on receipt by the Client of the Equipment and/or the access keys required for the subscription, irrespective of when it is/they are activated and/or used by the Client.

Payment shall be due for any quarter that has commenced.

All charges mentioned in the Subscription Proposal are exclusive of any applicable value added tax and all taxes, duties, imposts and levies due from time to time, which shall be payable in addition.

All other amounts owed in addition to the Subscription charges are payable on the Client’s acceptance of EXCLUSIVE NETWORKS’ Subscription Proposal.

Payment must be made according to the terms of the Subscription Proposal or, otherwise, by direct debit.

Payment shall not be made in cash.


Any delivery dates given to the Client in respect of the Equipment and/or activation of the Service are indicative only as EXCLUSIVE NETWORKS depends on its suppliers.

EXCLUSIVE NETWORKS is entitled to postpone, suspend or cancel the supply of any Service in case of serious circumstances, in particular the following circumstances:

– the Client does not make payment in accordance with these terms;

– the Client fails to promptly provide EXCLUSIVE NETWORKS with technical, financial or commercial information or specifications required for shipping;

– in the event of Force Majeure or events such as strike, lock-out or other industrial disputes, epidemic or pandemic, war, requisition, fire, flood, accidents with equipment, significant shortage of parts or transport disruption or delays, or any cause resulting in partial or total unemployment at EXCLUSIVE NETWORKS or its suppliers. Any actual or potential export ban by the government of the country of origin of the Hardware or Software shall also be considered a force majeure event.

Any time required for obtaining any clearances, administrative authorizations or completing all formalities shall be in addition to the estimated times of service given to the Client.


EXCLUSIVE NETWORKS shall deliver the Equipment specified in the Subscription Proposal to the address specified in the Subscription Proposal.

Neither EXCLUSIVE NETWORKS nor the freight agent or the carrier shall be responsible for any loss, breakdown or damage to the goods, unless written evidence has been provided and notified by the client to EXCLUSIVE NETWORKS and the carrier in writing within 2 days of receipt of the Equipment.

The Client is responsible at its own cost for promptly providing all access and facilities required at the delivery address to receive delivery of heavy and cumbersome equipment, and EXCLUSIVE NETWORKS shall not bear the cost thereof.


Any risks relating to the Equipment provided including, without limitation, the risk of loss, theft or damage passes to the Client on delivery and shall remain with the Client unless and until the Equipment is returned to EXCLUSIVE NETWORKS at the end of the contract.

The Client shall take care of, maintain and keep the Equipment in good and substantial repair throughout the Subscription.

The Client shall immediately carry out all maintenance operations, checks and updates as recommended or requested by EXCLUSIVE NETWORKSfrom time to time until the Client returns the Equipment provided to EXCLUSIVE NETWORKS. Any breach of this clause shall constitute a material breach as set out in clause XVII.

On receipt of the Equipment and throughout the Subscription unless and until the Equipment is returned, the Client shall insure the Equipment provided, or have it insured by the End-User, with reputable insurance companies, against the risks of damage, theft or fire, stating that EXCLUSIVE NETWORKS is the owner of the Equipment and its interest is noted on the insurance policy. The Client shall supply proof of the insurance policy taken out by the Client or the End-User to EXCLUSIVE NETWORKS within a maximum of 30 days of request.

The Client is aware that it is not authorized to modify the source code of the Software provided under the Subscription.


Any warranty in respect of the Hardware and Software provided is set out and provided by the relevant Vendor in accordance with the relevant EULA.

The warranties shall only apply to faulty parts which EXCLUSIVE NETWORKS considers are not as a result of incorrect use or handling by the Client.

The warranty does not apply where any work is carried out on the Equipment, for any reason whatsoever, without EXCLUSIVE NETWORKS’ or the Vendor’s approval.

EXCLUSIVE NETWORKS’ sole obligation in respect of the warranty is to arrange for the repair or replacement by the Vendor of the product or part acknowledged as faulty.

Any return of Hardware or any component under the warranty is subject to the prior written agreement of EXCLUSIVE NETWORKS. For such purpose, the Client shall contact EXCLUSIVE NETWORKS’ telephone helpline.

If the Hardware or any component is acknowledged as faulty, EXCLUSIVE NETWORKS shall send the Client a product return reference number. The Client shall return any product that is acknowledged as faulty to Exclusive Networks in its original packaging, accompanied by its product return reference number.

The replaced product shall (Hardware or Hardware component) immediately be sent back to EXCLUSIVE NETWORKS by the Client. EXCLUSIVE NETWORKS provides the replacement product to the Client in place of the replaced product.

This warranty is in lieu of and replaces all other warranties.


The Client acknowledges that it is acting in the course of its business, and as such it has full knowledge of the Equipment set out in the agreement between the parties and it is fully informed of the purpose and use for which the Hardware or Software is intended.

EXCLUSIVE NETWORKS shall have no liability for the Equipment’s incompatibility with any other Hardware or Software with which it is intended to run. In particular, EXCLUSIVE NETWORKS shall have no liability for any issues, whether direct or indirect, temporary or permanent, which the installation of the Equipment may have on an already-installed system.

The Client shall use the Software in accordance with the terms of each user licence applicable to the Software.

The Client shall be solely responsible for dealing with any litigation or dispute concerning the intellectual property rights relating to the Software and shall not seek EXCLUSIVE NETWORKS’ liability in this respect, including by requiring involvement in a claim or court proceedings.

Except for the provision of the Equipment, EXCLUSIVE NETWORKS shall only have a reasonable effort obligation when performing its obligations. EXCLUSIVE NETWORKS’s liability shall be limited to direct and immediate losses as a result of EXCLUSIVE NETWORKS’ non-performance or delayed performance of its obligations. The Parties agree that the following shall constitue indirect losses: financial loss, damage to reputation, loss of profits, turnover or expected savings, commercial harm, data loss, whether caused directly or indirectly by the use or operation of the Hardware or Software, their malfunctions, errors or unavailability.

In all events, the Parties agree that the total amount of damages that the Client could claim against EXCLUSIVE NETWORKS, however arising, shall be limited in aggregate to the total amount (excluding taxes) of Subscription charges that the Client has to pay under the Contract. EXCLUSIVE NETWORKS shall not be liable to Client for any indirect, special, incidental or consequential damages of any nature whatsoever.

The Client acknowledges that for updates or the installation of fixes, EXCLUSIVE NETWORKS is unable to make these available to the Client prior to receiving such updates and fixes from the Vendor and cannot be held liable for any delays incurred nor the consequences of any such delays.


In accordance with the Finnish Interest Act (Korkolaki, 633/1982 as amended), any late payment shall automatically result, without the need to first send a written notice requiring payment, in charging late-payment interest at an annual rate of 8% above the the base rate (as affirmed from time to time by the Finnish Ministry of Finance), but at 8% a year for any period when that base rate is below 0%.

If the Client does not make payment more than a month after receipt of a written notice requiring payment, this shall be deemed to constitute a material breach within the meaning of clause XVII.

EXCLUSIVE NETWORKS may, at its discretion, suspend on a tempory and permanent basis the service and functionalities of the Equipment provided.

In the event that EXCLUSIVE NETWORKS is forced to claim payment of invoices, even simply by registered letter, fixed damages of €40 shall be payable by the Client.

When the collection costs incurred exceed the amount of the fixed damages, EXCLUSIVE NETWORKS may request additional payment, upon submission of supporting documentation.


The Client is authorized in the context of its business to make the Equipment received from EXCLUSIVE NETWORKS available to its own clients (End-Users) in connection with the Subscription.

The Client shall, prior to supplying Equipment or services received under the Subscription to any third party, give EXCLUSIVE NETWORKS the full contact details of the End-Users.

The Client shall procure its own clients also comply with all of the obligations arising from these Terms and Conditions and in particular the obligations relating to:

–    the care, maintenance and protection of the Equipment provided,

–      regulations on transfer and export of the Hardware or Software,

–      complying with ethics and legislation relating to anti-bribery, corruption and embargos,

–      the EULA and EUSA by the End-User and obtaining their express agreement,

–      the protection of personal data.

Any breach of any of the obligations under these Terms and Conditions by a client or partner of the Client (End-User) shall be deemed to be a personal breach by the Client. The Client shall thus indemnify and keep indemnified EXCLUSIVE NETWORKS against all consequences thereof.

Where the contract includes the provision of Software or its updates, the Client shall obtain from the end-client (End-User) its undertaking to use it in accordance with the licence(s) to use it will have regularized with the Vendor. The Client must obtain unreserved signature of the EULA from its own client or partner (End-User) and shall keep this undertaking. The Client shall not be entitled to claim any discount, extension, rebate, reduction in price, nor termination or damages from EXCLUSIVE NETWORKS in the event of a breach of the EULA, even if this leads to a ban on use of the Software.

The Client undertakes to obtain from its clients (End-Users) appropriate consent so that their personal data may be lawfully provided to EXCLUSIVE NETWORKS.

The Client also undertakes to obtain from its clients (End-Users) appropriate consent to enable EXCLUSIVE NETWORKS to use consumer and usage data relating to the Equipment to optimise the service or make sales offer.


The Equipment provided by EXCLUSIVE NETWORKS may be subject to export restrictions, in particular as regards dual use (civilian/military) goods and technologies, due to local, European Union or United States regulations, among others. In the European Union, the transfer of such goods and technologies may depart from the principle of free circulation

These obligations may in particular take the form of export licences to be obtained from the Ministry of Foreign Affairs (Finland) and/or the BIS (United States) and the archiving of the documents relating to these export operations.

The Client acknowledges and accepts that the Hardware and Software hired from EXCLUSIVE NETWORKS are subject to the laws and regulations relating to export checks that are applicable in Finland, the European Union, and the United States.

The Client undertakes not to export, re-export or transfer the Hardware or Software received from EXCLUSIVE NETWORKS, nor allow overseas clients to have the benefit of the service subscribed with EXCLUSIVE NETWORK, even temporarily, directly or indirectly, without obtaining the prior import or export authorization required from the relevant authorities (United States, European or Finnish).

The Client undertakes to provide to EXCLUSIVE NETWORKS when making its initial request to take up the offer, the name of the client (End-User), their order number and the final destination of the order. Failing this, the Client shall procure that the End-User signs the End-User Certificate which EXCLUSIVE NETWORKS shall send the Client. The Client must inform its own clients that, for those products which have a United States exportlicence, the End-User may be subject to a check by the United States authorities.

In all events, the Client is responsible for full compliance with the export control regulations and EXCLUSIVE NETWORKS shall not be held liable for the Client’s failure to comply with the obligations arising from these provisions and the related regulations.

In respect of European Union and Finnish regulations that may apply, the Client may consult the following official website:

In respect of United States regulations that may apply, the client may consult the following official website:

EXCLUSIVE NETWORKS reminds the Client that if it is located in Finland (or in the EU), for dual use products or technologies, exporting outside the EU or the intra-EU transfer of may require compliance with three regulations (EU, Finnish and US) which cannot substitute for each other; for the avoidance of doubt, complying with one does not remove the need to comply with all others.

Any breach of the terms of this clause shall be deemed to constitute a material breach within the meaning of clause XVII.

The Client shall also indemnify and keep indemnified EXCLUSIVE NETWORKS against all consequences arising out of or in connection with non-compliance with this prohibition, including without limitation arising from any violation of the Finnish, European Union or the US laws relating to export checks on dual use (civilian/military) technologies.


The Client agrees and undertakes to comply with (i) the highest commercial standards, (ii) all applicable law in its territory and (iii) not to damage or bring into disrepute EXCLUSIVE NETWORKS’ reputation through the Hardware and Software the latter’s provides. Without limiting the above, the Client shall provide detailed and current information about the features, performance and potential uses of the Products made available by EXCLUSIVE NETWORKS. The Client also undertakes to obtain and renew all necessary consents for the use of the Equipment in the country in which it is set.

The Client also undertakes to comply with and to ensure compliance with the intellectual property rights protecting the hardware provided by EXCLUSIVE NETWORKS as well as the software for which a licence is granted.


In case of material breach by the Client, the Subscription may be immediately terminated without compensation at EXCLUSIVE NETWORKS’ initiative.

In particular, and without limitation, breaches of the following contract obligations shall be deemed to constitute a material breach:

–    Payment of any of the amounts due to EXCLUSIVE NETWORKS;

–      The obligations to take care, maintenance and repair of the Hardware and Software hired;

–      The regulations applying to export of Hardware or Sofware or transfer of services directly or indirectly to beneficiaries abroad.

–      The obligation to provide EXCLUSIVE NETWORKS with the contact details of beneficiaries of the Subscription services or users of the Hardware and/or the Software;

–      The obligations relating to ethics and laws relating to anti-bribery, corruption and embargoes

–      If the Client is subject to an embargo.

In the above-mentioned cases, within eight days after sending a notice that remained unanswered, EXCLUSIVE NETWORKS shall be entitled to immediately terminate the contract, or prompty suspend the provision of the service in all forms and to require the return of the Hardware and Software delivered. Liquidated damages equal to the outstanding charges until the contract is terminated plus 10% shall be payable by the Client. This amount will further be increased with any amounts due and unpaid and the costs necessary to dismantle and return the Equipment as set out in clause XVIII.

The Client may also be entitled to terminate this contract in advance and without damages, eight days after sending a notice that remained unanswered, if EXCLUSIVE NETWORKS breaches one of its essential obligations, such as:

–      Failure to promptly supply to the Client all fixes necessary that have been supplied to EXCLUSIVE NETWORKS by the Vendor;

–      Complete interruption of the Software with no solution provided by the Vendor;

–      Breach of ethic rules.

The amount of liquidated damages payable by EXCLUSIVE NETWORKS cannot be greater than the total of charges (excluding VAT) that the Client still has to pay under the contract.


On any termination of the contract, however arising, the Client shall immediately return the Hardware to EXCLUSIVE NETWORKS, in good operational and general condition and state of repair, to the location in Finland notified by EXCLUSIVE NETWORKS. The costs of dismantling, packaging and return shall be borne by the Client.

The Client shall undertake to permanently and securely delete all data relating to the Hardware stored on drives, disks and other electronic media and any other copy. As standard deletion functions for operating systems, such as the recycle bin or formatting the hard drive are insufficient, the Client undertakes to use specific software which permanently overwrites data by successive deletions of such data. EXCLUSIVE NETWORKS may request written confirmation from the Client that the data has been deleted. The data shall thereafter be deemed deleted before the return of the aforementioned Hardware, and neither EXCLUSIVE NETWORKS nor the Vendor may be considered liable for the use of the aforementioned data by a third party if the Client has not in fact carried out the deletion.

If the Client does not return the Hardware on its own initiative at the extinction of the Subscription and/or there is a delay in returning it of more than eight days, the Client shall pay monthly liquidated damages at a rate equal to a pro-rated amount for the last charge. Any monthly period commenced during the period of delay in returning the equipment shall be payable in full.

Return of Software: Without prejudice to the rights acquired by the Client from the Vendor, in the event of termination of the contract, the Client shall: a) cease using the Software and related documentation and uninstall it, b) return the Software to EXCLUSIVE NETWORKS, or such persondesignated by EXCLUSIVE NETWORKS, and return all documentation and copies relating to the Software in the media provided in each case.

The Client is responsible for the retrieval of the Hardware and Software from its own clients and the return of these to EXCLUSIVE NETWORKS on termination of the contract.

The charges relating to the Subscription will remain payable by the Client until the return of all of the Equipment to EXCLUSIVE NETWORKS. Any quarter which has already commenced is payable.

If the Hardware or Software are damaged, EXCLUSIVE NETWORKS may at its option either:

  • Require the Client to pay for the repairs;
  • Require the Client to pay liquidated damages equal to 100% of the value of new products equivalent to the damaged products.


The personal data of the Client, its legal representatives and/or any other signatory to the contract – limited and as necessary for the performance of the contract – shall be collected and handled in a lawful and transparent manner. This data will be retained for a maximum period of 5 years from the end of the contract and shall be handled in such a way as to ensure appropriate security.

The person concerned has the right to withdraw his/her consent, to access his/her personal data and to request its rectification, deletion or restriction, to oppose the process and transfer of his/her data, to request the deletion of his/her personal data, if its retention is no longer necessary in respect of the purposes for which it was collected, and to request the portability of his/her personal data. These requests must be sent by post to EXCLUSIVE NETWORKS’ head office addressed to the Data Protection Officer, who will have a period of one month from receipt to respond to the request. The person concerned may refer any request concerning his/her personal data to the Office of the Data Protection Ombudsman in Finland.


The Client (including its officers, directors, employees and agents) shall comply with all applicable anti-corruption laws, including without limitation, the USA Foreign Corrupt Practices Act, the UK Bribery Act, the Criminal Code of Finland (Rikoslaki, 39/1889 as amended) and other relevant Finnish regulations (together, the “Anti-Corruption Laws”). The Client shall in particular refrain from: (a) taking any measures or permitting or authorizing any action by a third party in violation of the Anti-Corruption Laws; (b) using any sum of money or any other consideration paid by the other party for illegal purposes, including for purposes which are in breach of the Anti-Corruption Laws, with the aim of assisting the other party in wrongfully obtaining or retaining an agreement or contract or any wrongful advantage; and (c) directly or indirectly offering, promising or giving to, or seeking or accepting from a civil servant or public sector employee of a government-controlled entity, political party or any other physical or legal person anything with the aim of wrongfully obtaining a commercial or financial advantage or influencing any action or decision. Each Party shall in good faith refrain from taking any measures they believe violate the laws or commercial policies applicable to the business relationship between the parties. To the Client’s best knowledge, none of its officers, directors or employees are: (a) civil servants or public sector employees; (b) employed by a government-controlled company; or (c) active representatives of a political party. The Client confirms that neither it, its officers, directors nor employees have been formally accused and/or found guilty of fraud offences under applicable anti-corruption regulations. The Client shall immediately inform EXCLUSIVE NETWORKS in the event of a change in circumstances.

Notwithstanding any other provision to the contrary in these Terms and Conditions, EXCLUSIVE NETWORKS may immediately terminate the commercial relationship in the event of the Client’s failure to comply with the provisions of this clause; furthermore, the Client shall indemnify and keep indemnified EXCLUSIVE NETWORKS against losses in case of damage. The parties also agree to comply fully with all laws applicable to the sale and distribution of the products hired in accordance with these Terms and Conditions.

The Client also undertakes to comply with all applicable laws regarding the protection of personal data and privacy and in particular to obtain the consent of its clients to transmitting their personal data to EXCLUSIVE NETWORKS so that the latter may make lawful use of it, in particular for commercial and marketing purposes.

Generally, the Client undertakes to comply with all applicable laws.


EXCLUSIVE NETWORKS expressly reserves the right to assign the contract to a third party or to assign the debt arising out of the contract to a third party upon notifying the Client thereof. The Client agrees as of now and unreservedly to such a transaction and undertakes to sign at EXCLUSIVE NETWORKS’ or the assignee’s first demand all document required to regularize the transaction. The transaction may be simply and validly notified to the Client by registered letter with acknowledgment of receipt. The assignee shall not have any obligation with respect to the Client insofar as the obligations in relation to the contract shall remain borne by EXCLUSIVE NETWORKS.

The Client shall not without EXCLUSIVE NETWORKS’ prior written consent transfer all or part of the benefit of the Subscription.


These Terms and Conditions shall be governed by and construed in accordance with the laws of Finland, excluding its choice of law provisions.

Any dispute, controversy or claim arising out of or relating to these Terms and Conditions, or the breach, termination or validity thereof, and all those that arise out of or in relation to the relationship between EXCLUSIVE NETWORKS and Client, shall in first instance be settled by the District Court of Helsinki.