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Enhanced Ajax Services: General Terms and Conditions for Services providers (dealers) / Installers

Last Updated on: 31 March 2026

1. Acceptance of Terms

These Enhanced Ajax Services: General Terms and Conditions for Service providers (dealers) / Installers (“T&C”) is a binding legal agreement (“Agreement”) between Ajax Systems (hereinafter also “Ajax”), and Service providers (dealers) / Installers, both individually referred to as the “Party” and collectively as the "Parties”.

By activating and using the Enhanced Ajax Services in the official Ajax applications, Service providers (dealers) / Installers is accepting these T&C and entering into this Agreement; Service providers (dealers) / Installers and its signatory represent and warrant that Service providers (dealers) / Installers and its signatory have the legal capacity and authority to enter into this binding Agreement to adhere to the terms of this Agreement, and that Service providers (dealers) / Installers will act in accordance with this Agreement, the terms hereof and with all applicable laws.

2. Definitions

When used in this Agreement the following terms shall be applicable to both the singular and plural forms of the terms defined:

“Affiliates” means any legal entity that directly or indirectly Controls, is Controlled by, or is under common Control with a Party. For the purposes of this definition, “Control” means the ownership (directly or indirectly), or the power to otherwise direct the management or policies of such a person, as well as legal entities where the Party is a founder, participant or holds a similar position.

“Agreement” means this agreement and any documents included by reference. Each may be amended by agreement from time to time in accordance with the terms of this agreement.

“Ajax Systems” for the purposes of this T&C shall mean AJAX SYSTEMS TECH FZCO, Company Registration Number DMCC202798, with its registered office at Dubai, UAE and other relevant company(ies) of AJAX SYSTEMS Group of companies and if applicable other company (i) where beneficial owner of AJAX SYSTEMS Group is or will be acting as beneficial owner and (ii) which is commissioned to obtain fees for Enhanced Ajax Services on behalf of Ajax Systems.

“Corporate Card” means a bank card activated by the Service provider (dealer) / Installer in the Ajax application for the processing payments to use the Enhanced Ajax Services.

“Effective Date” of this Agreement is the date of its acceptance by the Service providers (dealers) / Installers.

“Payment Providers” means the third-party payment provider(s) authorised by Ajax to issue invoices (including, but not limited to, in their own name as a reseller) or/and receive payments from the Service providers (dealers) / Installers for the Enhanced Ajax Services.

“Service providers (dealers) / Installers” means legal entities and / or individual entrepreneurs, authorised by Ajax who enable, activate and manage Enhanced Ajax Services, and provide access to the customers on connecting to Enhanced Ajax Services, make payments (including via “Payments Providers”) and fees to Ajax and commit any other activity as specified below in accordance with this Agreement.

“Enhanced Ajax Services” means information technology services including, but not limited to, the provision of access to proprietary software-as-a-service (SaaS) platforms protected by copyright, and / or other services that may be provided online during the term and pursuant to the terms and conditions of this Agreement. Invoices may contain (but not necessarily) details of Enhanced Ajax Services.

“Territory” means the following geographic area or areas: as a general rule shall be only the country of incorporation of the Service providers (dealers) / Installers (unless otherwise agreed additionally between the Ajax and particular Service providers (dealers) / Installers).

“Trademark” means any “AJAX” trademark and/or logo, used to describe the products or services of Ajax Systems.

3. APPOINTMENT and TERRITORY

3.1 Ajax hereby authorise Service provider (dealer) / Installer to provide its customers with the access to Enhanced Ajax Services in the Territory.

3.2. Service provider (dealer) / Installer agrees that its authorisation mentioned in the Article 3.1. of the Agreement is limited within the Territory. Thus, Service providers (dealers) / Installers may interact with its customers (i.e. end-users of Enhanced Ajax Services) in relation to Enhanced Ajax Services within the Territory only.

4. COMMITMENTS OF THE PARTIES

4.1. Service providers (dealers) / Installers COMMITMENTS

4.1.1. The Service providers (dealers) / Installers agrees that its commitments under this Agreement include the following:

4.1.1.1. to provide its customers with the access and connection to Enhanced Ajax Services in the Territory;

4.1.1.2. to make payments to Ajax directly or via Payment Provider authorised by Ajax according to the Section 5 of the Agreement.

4.1.1.3. to provide Ajax with feedback on user (/customer) experience in relation to Enhanced Ajax Services (where possible).

4.2. AJAX COMMITMENTS

4.2.1. Ajax agrees that its commitments under this Agreement include the following:

4.2.1.1. to provide reliable technical support for Service providers (dealers) / Installers (to the extent related to Enhanced Ajax Services);

4.2.1.2. to provide such resources for Service providers (dealers) / Installers as virtual academy, access to AJAX PRO Desktop, and technical support (to the extent relates to Enhanced Ajax Services) during Ajax standard business hours.

5. FEES AND PAYMENTS

5.1. Ajax uses its authorised third-party payment provider(s) (hereinafter - the “Payment Providers”) to complete the payments and transactions between the Parties. Ajax cooperates with such Payment Providers under the contractual obligations by concluding the necessary binding agreements.

5.2. Service provider (dealer) / Installer uses Corporate Card to make all necessary prepayments for activating / using the prepaid Enhanced Ajax Services in Ajax applications.

5.3. The Payment Providers issue invoices to the Service providers (dealers) / Installers upon completion of the payments for the Enhanced Ajax Services.

5.4. The Service provider (dealer) / Installer shall provide the correct information about itself (to the extent of data stipulated in the application form for activation of Enhanced Ajax Services in Ajax applications). Ajax shall not be liable for any incorrect details provided by the Service provider (dealer) / Installer in the application form for activation of Enhanced Ajax Services in Ajax applications. Should the Service provider (dealer) / Installer supply incorrect details, Ajax and its Payment Providers providers reserve the right not to reissue the invoice(s).

5.5. All payment(-s) are made in the currency stipulated in the invoice issued by the Ajax or Payment Provider.

6. INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY

6.1. “Intellectual Property Rights” means any copyright, design, trademark, trade secret, technical information, know-how, or patent rights and any registrations or applications for any of the foregoing belonging to Ajax or its Affiliates. All right, title and interest to the Intellectual Property Rights is and shall remain with Ajax or its Affiliates. In connection with granting non-exclusive right of Enhanced Ajax Services provision, Ajax hereby also grants the Service providers (dealers) / Installers with a non-exclusive, non-transferable, under no extra charge (Fees payable by Service providers (dealers) / Installers to Ajax under this Agreement are determined taking into account this license) license to use Trademark for the purpose of marketing, sales, advertisement and promotion of Enhanced Ajax Services within the Territory in a manner, form and venue approved by Ajax. Upon expiration or termination of this Agreement, such license shall be automatically cancelled and revoked.

6.2. Ajax reserves the right to take whatever action it deems necessary to protect Intellectual Property Rights of Ajax and / or its Affiliates against imitations, counterfeiting and unfair competition. Service providers (dealers) / Installers shall immediately notify Ajax of any infringement of the Intellectual Property Rights and shall give all reasonable assistance to Ajax and / or its Affiliates in taking action against such infringement. In connection with the foregoing, Service providers (dealers) / Installers further agrees as follows:

  1. not to use (by itself or by Affiliates) or permit to use any trademark, trade dress, words, names, symbols, or designs of Ajax as part of its corporate or trading name or style, or on any of its products and/or used for the services provision, which could reasonably be expected to be considered confusingly similar thereto;
  2. never attempt to apply, register or own in any country: any trademark, trade name, domain name, keyword, or social or business networking/media account or identification name confusingly similar to any trademark of Ajax or its Affiliates.
  3. never attempt to infringe, dispute, contest, attack or impair the validity or ownership of Ajax or its Affiliates Intellectual Property Rights, nor take any action to the detriment of Ajax or its Affiliates interest therein or which would or could dilute the value of the goodwill attached to the trademarks;
  4. not to effect the removal, renewal or alteration of any trademarks, trade names, notices affixed to Enhanced Ajax Services or any related services.

6.3. Simultaneously with the execution of this Agreement, and as condition hereto, Service providers (dealers) / Installers hereby executes the following undertaking:

6.3.1. Service providers (dealers) / Installers will be obliged and undertakes to oblige its employees not to disclose the confidential information including, but not limited to any information about Parties’ activity, terms and conditions of this Agreement and the information obtained in the course of conclusion, fulfilment of the Agreement and/or in regard with the Agreement (except the cases directly foreseen in the applicable laws of the Parties of the Agreement).

6.4. The Parties also agreed that technical and business information relating to Ajax's or its Affiliates inventions or products, research and development, production, operations, manufacturing and engineering processes, know-how, design rights, trade secrets and all related documentation, any data, information provided to the Service providers (dealers) / Installers (its employees) in written, electronic, visual, graphic or any other form, is also considered as confidential information possessed by Ajax and should not be disclosed by the Service providers (dealers) / Installers (hereinafter together referred as the “Confidential Information”).

6.5. Providing of the Confidential Information by the Service providers (dealers) / Installers and/or any of its employees to the third party will be allowed only under the condition of receiving of the prior written approval issued by Ajax unless such information is requested by a competent authority according to the applicable laws of the Parties of the Agreement and/or is required for the fulfilment of the Agreement.

In case of receipt of any information/documents request from any authority concerning and/or including the Confidential Information and/or requiring to disclose any Confidential Information, Service providers (dealers) / Installers undertakes to inform Ajax of such a request within 2 (two) business days and obtain the consent from Ajax with regard to the response wording, documents and/or information to be provided to respective authority.

6.6. The conditions of the non-disclosure of Confidential information will remain in force (including for the Service providers (dealers) / Installers’s employees involved in fulfilment of this Agreement who will be dismissed) within the validity period of the Agreement and within 5 (five) years from the moment when the Agreement is terminated irrespective of the reason of that termination.

6.7. The information is not considered as the Confidential Information if it meets at least one of the following requirements:

  • it was already known to the Service providers (dealers) / Installers before the conclusion of the Agreement;
  • it was received legally from the third party, who, to the best knowledge of the Service providers (dealers) / Installers is not prohibited from transmitting the information to the Service providers (dealers) / Installers by a contractual, legal, fiduciary or other obligation to Ajax;
  • it was published by Ajax and is not considered as the breach of the provisions of the Agreement;
  • it required by law, regulatory or governmental body or a valid and effective order of a court of competent jurisdiction to be disclosed, provided however that in such circumstances, the Service providers (dealers) / Installers shall, where practicable, inform Ajax of the existence, terms and circumstances surrounding such a request prior to its disclosure, and the Confidential Information to be disclosed by the Service providers (dealers) / Installers pursuant to this Clause shall be limited to only that portion of the Confidential Information which is mandatorily and legally required to be disclosed.
  • it is allowed to be disclosed under a written approval of Ajax, which was received prior to disclosure.

6.8. Service providers (dealers) / Installers and its employees are obliged to abstain from disclosure of the Confidential information as well as guarantees to take all necessary measures for non-disclosure of the Confidential information by its employees and/or third parties involved by the Service providers (dealers) / Installers in the fulfilment of the Agreement.

6.9. Service providers (dealers) / Installers shall be obliged to immediately notify Ajax about loss of the Confidential Information storage devices, as well as about reasons and circumstances of such a loss and other facts that may lead to disclosure of the Confidential Information.

6.10. Should the Service providers (dealers) / Installers or any of its employees fail to fulfil its own obligations in relation to confidentiality and storage of Confidential Information, the Service providers (dealers) / Installers shall indemnify Ajax in full amount of all losses, lost profits and non-pecuniary damage caused by such non-fulfilment. The Service providers (dealers) / Installers also bears liability, provided by the laws of Poland.

6.11. Service providers (dealers) / Installers agrees and acknowledges that the provisions of this Article 6 are reasonable in regard to the necessity and interest of Ajax or its Affiliates to protect its Intellectual Property Rights and/or Confidential Information and that any breach of the terms contained in this Article 6 shall be deemed a material breach of this Agreement and in addition to any other remedies which may be available to it, Ajax or its Affiliates shall be entitled to enforce its rights hereunder by specific performance or other injunctive or equitable relief so as to protect all of its rights in and to its Intellectual Property Rights and/or Confidential Information.

6.12. For the avoidance of any doubt, this Agreement explicitly prohibit publishing, sharing with any third parties any financial data in relation to this Agreement.

7. MARKETING MATERIALS & ENHANCED AJAX SERVICES DESCRIPTIONS

7.1. Ajax will provide all necessary marketing materials in e-format to the Service providers (dealers) / Installers (if applicable). Service providers (dealers) / Installers has a right to use Ajax pictures, videos, articles which were provided by Ajax under this Agreement for the promotion. Such use is possible only during the period of validity of this Agreement. Herewith all the marketing materials shall remain the property of Ajax all the time. Service providers (dealers) / Installers has no rights to transfer relevant marketing materials neither to its customers, nor to other persons. They may request relevant marketing materials from Ajax directly (and Ajax has the right to decide on whether to provide relevant marketing materials or not).

7.2. Ajax shall provide the Service providers (dealers) / Installers with Enhanced Ajax Services descriptions in English language in an electronic format.

8. OTHER OBLIGATIONS

8.1. Service providers (dealers) / Installers shall support efforts and activities of Ajax, particularly, in relation to the Enhanced Ajax Services (such as webinars, training activities, so called “roadshows” activities etc.).

8.2. Service provider (dealer) / Installer shall provide its correct details in the application form for activation of Enhanced Ajax Services in Ajax applications. Should the Service provider (dealer) / Installer supply incorrect details, Ajax and its Payment Providers providers reserve the right not to reissue the invoice(s).

8.3. The Service provider (dealer) / Installer also accepts and agrees that the terms (periods) of activating and providing the access to Enhanced Ajax Services are specified in the invoices provided to the Service providers (dealers) / Installers. Details regarding the terms and conditions for providing Enhanced Ajax Services may also be specified in the accounts of Service providers (dealers) / Installers within the official Ajax applications.

8.4. Service providers (dealers) / Installers shall maintain, at its own expense and liabilities, such facilities, and hire and train such personnel, as may be required to carry out the obligations under this Agreement.

8.5. In the event of any changes to this Agreement, Ajax shall notify the Service provider (dealer) / Installer of such changes by sending an email notification, or by informing the Service provider (dealer) / Installer through notifications in the Ajax applications. If the Service provider (dealer) / Installer continues using the Enhanced Ajax Services, this will be considered as acceptance of the announced changes by the Service provider (dealer) / Installer. The Service provider (dealer) / Installer hereby agrees that he has the responsibility to monitor changes, so Ajax kindly asks the Service providers (dealers) / Installers to check this Agreement in Ajax applications periodically.

8.6. Service providers (dealers) / Installers shall, at its expense, obtain and possess any and all business licenses and governmental approvals that may be necessary for sale of Enhanced Ajax Services, comply with all registration requirements and comply with all governmental laws, regulations, and orders that may be applicable to Service providers (dealers) / Installers by reason of its execution of this Agreement. Service providers (dealers) / Installers is completely responsible inter alia for compliance with all legitimate requirements in relation to collecting payments from Service providers (dealers) / Installers, customers in relation to Enhanced Ajax Services.

8.7. Service providers (dealers) / Installers shall work to ensure any customers and/ or other persons contracted by it, who to some extent interact with Enhanced Ajax Services, are properly licensed and have required permits in order to arrange activities they are contracted for.

8.8. Indemnity. Service providers (dealers) / Installers agrees to indemnify and hold Ajax, its officers, directors, employees, successors, and assigns harmless against any losses, damages, or expenses of whatever form or nature, including lawyers’ fees and other costs of legal defence, whether direct or indirect, that they, or any of them, may sustain or incur as a result of any actions, omissions, or admissions of the Service providers (dealers) / Installers, or any of its officers, employees, directors, agents, Service providers (dealers) / Installers, or other persons contracted or appointed by them or by the Service providers (dealers) / Installers, as well as customers, including, but not limited to: (1) any breach of any provisions of this Agreement, (2) negligence or other tortious conduct, (3) representations or statements made by the Service providers (dealers) / Installers, or any of the persons mentioned in this section (in particular, but not limited to any of its officers, directors, employees or agents, Service providers (dealers) / Installers or other persons appointed by it), or its representatives that are not specifically authorized by Ajax in writing, (4) any violation of applicable laws, regulations, or orders in the process of execution of this Agreement, (5) any claims or losses arising as a result of the Service providers (dealers) / Installers’s failure to comply with any provisions of this Agreement, including but not limited to claims from Service providers (dealers) / Installers, other contracted persons, and customers who have experienced difficulties with Ajax Enhanced Services, other basic Ajax services, or Ajax products due to the direct and/or indirect fault of the Service providers (dealers) / Installers, particularly in cases of untimely payments under this Agreement (including but not limited to those described in Article 4.1.1.2). In addition, the Service providers (dealers) / Installers unconditionally waives any and all rights of recourse and/or subrogated actions against Ajax.

8.8.1. The Parties hereby mutually agree that Ajax shall not be liable for any losses, damages, or expenses of whatever form or nature of the Service providers (dealers) / Installers and / or customers that may sustain or incur as a result of misfunctioning of the Enhanced Ajax Services beyond the reasonable control of Ajax (such as, but not limited to, the lack of connectivity services, technical and/or signal misfunctioning covered by the third-party operator).

8.9. Non-solicitation clause.

Non-solicitation clause. During the term of the Agreement and also during 2 (two) years after termination of the Agreement, the Service providers (dealers) / Installers agrees to (i) refrain from soliciting employees of Ajax and/or any other company where shareholder(s)/ beneficial owner(s) of Ajax are or will be acting as shareholder(s)/beneficial owner(s) and (ii) do not solicit contractors of Ajax.

For the purposes of this article, the employees of Ajax and/or any other abovementioned company shall mean current employees of Ajax and employees who during the last 2 (two) years had labour relations with Ajax and/or any other abovementioned company at least during 1 (one) calendar day. In case of breach of the abovementioned obligation, the Service providers (dealers) / Installers shall indemnify Ajax against any losses (including losses of expected gain or profit) and damages during 20 (twenty) calendar days after finding of violation of the above rules.

For the purposes of this article, “do not solicit contractors of Ajax” shall mean do not solicit, induce or attempt to induce any person if such inducements cause or may reasonably cause cessation or reduction of services provision, to Ajax, or adversely affect the terms of cooperation with Ajax by such persons.

9. TECHNICAL AND OTHER TERMS OF SERVICES

9.1. Service providers (dealers) / Installers shall comply by itself as well as work to ensure each customer and/ or other person in the relevant reselling chain, who to some extent interacts with Enhanced Ajax Services, comply with the Enhanced Ajax Services: Technical Terms of Services (hereinafter - “Technical T&C”) in the extent applicable to the relevant role. The effective version of Technical T&C may be amended from time to time by Ajax.

The full text of the Technical T&C could be found by links:

9.2. Service providers (dealers) / Installers shall properly communicate Technical T&C to the customers.

9.3. In case the Service providers (dealers) / Installers has identified and/or was informed and/or notified by the customer and/or any other party regarding violation of the Technical T&C by any party, the Service providers (dealers) / Installers in question shall immediately notify Ajax thereof.

9.4. Ajax has the right on its sole discretion to limit, suspend and / or completely or partially terminate the provision of the Enhanced Ajax Services and/or its component(s) to the relevant customers in case(s) of: (i) any violation of this T&C by the Service providers (dealers)/Installers and / or, (ii) any violation of the Technical Terms by the Service providers (dealers)/Installers / customers and / or, (iii) any unlawful actions, misuse and/or any illegal use of the provisions of Enhanced Ajax Services and/or its component(s) based on the essence of this Agreement by the Service providers (dealers)/Installers / customers, (iv) misfunctioning of the Enhanced Ajax Services beyond the reasonable control of Ajax (such as, but not limited to, the lack of connectivity services, technical and/or signal misfunctioning covered by the third-party operator) and / or, (v) significant changes and/or significantly unfavorable economic conditions within the Territory and/or the territory of connectivity services provider(s), which make the cost of Enhanced Ajax Services provided by Ajax unreasonable and / or (vi) arising and/or existing of the relevant requirements according to United States laws, European Union member state and United Kingdom sanctions and/or other laws, regulations, rules and orders. Ajax has no obligations to provide separate notifications to the relevant Parties regarding actions mentioned in this art.9.4. In the meantime, Ajax will contribute efforts to ensure a smooth experience of Enhanced Ajax Services provision subject to compliance of Service providers (dealers)/Installers / customers with the requirements of the Technical T&C.

10. DATA PROTECTION

10.1. Under the clauses of this Agreement, “Personal Data” shall mean any and all information, data or the full scope of data which Ajax and the Service providers (dealers) / Installers may exchange pursuant to Enhanced Ajax Services under the provisions of this Agreement.

10.2. The Service providers (dealers) / Installers shall comply with the requirements of the Applicable data protection law on the processing of Personal Data.

10.2.1. “Applicable data protection law” means the legislation on the processing of personal data in force from time to time, including the General Data Protection Regulation (EU) 2016/679); the UK Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC), the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended, and any other EEA legislation relating to personal data and all other legislation and regulatory requirements in force from time to time which apply to the Service providers (dealers) / Installers relating to the use of Personal Data (including, without limitation, the privacy of electronic communications) depending on the Territory.

10.3. By accepting this T&C, the Service providers (dealers) / Installers hereby warrants that it has taken all actions required by the Applicable data protection law for the Personal Data exchanging, collecting and processing under this Agreement.

11. TERM & TERMINATION, MISCELLANEOUS

11.1. The Agreement shall become effective from the Effective Date, and will have effect during one year after the Effective Date of this Agreement, unless otherwise terminated earlier in accordance with the terms and conditions of the Agreement. The Agreement may be automatically renewed each time for 1 (one) year in case Ajax has no objections against this Agreement automatic renewal. Objections in question (if any) shall be communicated by Ajax to Service providers (dealers) / Installers at least 10 days before the expiry date.

11.2. Ajax may, without prejudice to any other rights, immediately and unilaterally terminate the Agreement by notice to Service providers (dealers) / Installers if:

11.2.1. Service providers (dealers) / Installers conducts predatory pricing or any analogous, comparable or similar act without reasonable cause; or

11.2.2. Service providers (dealers) / Installers conducts in any manner that adversely affects, damages or derogates Ajax's goodwill and reputation; or

11.2.3. Service providers (dealers) / Installers commits any breach of any of its commitments and obligations mentioned in this Agreement, which shall be deemed a material breach of this Agreement; or

11.2.4. Service providers (dealers) / Installers commits any breach of other obligations, duties, covenants or undertakings under the Agreement and fails to remedy the breach within 10 (ten) days after receipt of Ajax’s written notice.

11.3. Any change occurs in the constitution, management or control or the financial or other circumstances of Service providers (dealers) / Installers which, in Ajax’s sole opinion is materially detrimental to Ajax’s interests including, without limitation, as a result of any interest in Service providers (dealers) / Installers being acquired by any third party engaged in a business that is deemed a competitive business.

11.4. Notwithstanding the above, each of the Parties is entitled to terminate the Agreement by giving the other Party a 30 (thirty) days’ advance notice in writing.

11.4.1. Termination of the Agreement does not release the Service providers (dealers) / Installers from the fulfilment of obligations arising during the period of validity of the Agreement (including making all applicable payments to Ajax).

11.5. The Parties may mutually agree on the termination of the Agreement on the date agreed by the Parties in writing.

11.6. In the event that the electronic signature (including via DocuSign and/or Ironclad and/or other similar platforms) of the last necessary signatory of any Party is imposed later than the date indicated in the electronic document as the date of its conclusion, the terms of the electronic document shall always apply to the Parties' legal relations that arose starting from the date indicated in the text of that electronic document as the date of its conclusion.

11.7. The Parties also agreed that this Agreement may be concluded by the Service providers (dealers) / Installers by clicking the acceptance in the AJAX PRO Desktop.

11.8. Any and all notifications, announcements or other documents related to this Agreement shall be sent by email to Ajax at the details specified below:

Email: services-admin@ajax.systems

12. FORCE MAJEURE

12.1. Neither Party shall be held responsible for failure or delay to perform all or any part of this Agreement due to causes beyond its reasonable control, including, but not limited to, acts of God, war, civil commotion, strikers, acts of government (each, a “Force Majeure”), misfunctioning of the Enhanced Ajax Services beyond the reasonable control of Ajax etc. However, the Party affected by the event of Force Majeure shall inform the other Party of such occurrence in writing as soon as possible, and thereafter sends a certificate of the event issued by the relevant authorities to the other party within 30 (thirty) days after its occurrence.

12.2. The Party affected by Force Majeure shall make reasonable efforts to reduce the consequences of the Force Majeure and resume the performance of all relevant obligations as soon as possible after the termination of Force Majeure. If the Party affected by Force Majeure fails to resume performance of the relevant obligations after the reasons for the temporary exemption from performance of the obligations due to Force Majeure disappear, such Party shall be liable to the other Party in this regard.

13. JURISDICTION AND APPLICABLE LAW

13.1. The Agreement and all issues relating to its validity, interpretation or fulfilment of any of its terms and conditions or any rights or obligations of the Parties under the Agreement shall be governed by and resolved in accordance with the laws of Poland.

13.2. The Parties irrevocably agree that the courts of the Republic of Poland shall have exclusive jurisdiction to settle any disputes which may arise out of or in connection with the Agreement, in particular but not limited to disputes regarding its performance, existence, validity, interpretation, termination or consequences thereof. Accordingly, any legal action or proceedings arising out of or in connection with the Agreement, whether based on contractual or extracontractual liability, shall be brought exclusively before the courts of the Republic of Poland.

13.3. The Parties have caused the Agreement to be validated by their duly authorised representatives.

13.4. Invalidity of one or several provisions of this Agreement resulting from changes in applicable legislation or due to other reasons shall not imply invalidation of any other provisions hereof.