FUJITSU ANZ Webstore and Partner Portal

TERMS OF USE

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY

Article 1: Parties

In these Terms of Use (Terms) as the holder of an account providing access to the Fujitsu General Webstore and Partner Portal (Webstore and PP) you are referred to as customer or you.

In these Terms the supplier of the Webstore and PP:

(i)         is Fujitsu General (Aust.) Pty Limited of 1 Telopea Place, Eastern Creek, NSW 2766, Australia (ACN 001 229 554) if you are resident in Australia or a country other than New Zealand (as determined by the details provided in your account);

(ii)        is Fujitsu General New Zealand Limited of 109 Port Road, Seaview, Wellington 5010, New Zealand (NZBN 94 2903 7777 203) if you are resident in New Zealand (as determined by the details provided in the creation of their account).

In each case the supplier of the Webstore is referred to as Fujitsu General. Fujitsu General and all related bodies corporate (within the meaning of Section 50 of the Australian Corporations Act 2001) is referred to as the Fujitsu General Group.

Article 2: Application of these Terms

These Terms constitute an agreement between you and Fujitsu General relating to your access and use of the Webstore and PP. Fujitsu General Group provides the Service to you subject to these Terms. Compliance with and acceptance of these Terms is a condition of your access and use of the Webstore and PP ("the Service"). If at any point in time, you do not agree to be bound by and accept the Terms, you must not access or use the Webstore and PP.

Article 3: Scope, application and amendment of these Terms

These Terms incorporate and supplement any other agreement between you and Fujitsu General or a related body corporate (Fujitsu General Group) entered before, after or during your use of the Webstore and PP including Consumer Terms of Sale, Terms and Conditions of Sale, terms of credit and any agency agreement (including in hard copy). If you are bound by the terms of another agreement with Fujitsu General, that agreement shall operate in conjunction with this agreement and take precedence to the extent of any inconsistency relating to the same subject matter.

Fujitsu General may update these Terms. Any updates to the Terms will be presented to you when you next log into the Webstore and PP. You may be required to click to accept the then most current version of the Terms before you use the Webstore and PP. You can review the

most current version of these Terms at any time by logging into the Webstore and PP and navigating to the Terms of Use.

Article 4: Customer account creation, access and management

You must create and/or maintain an online account including subsidiary accounts allocated to individual personnel or work functions within your organisation (“Online Account”). To create an account, you must:

(i)              be at least 18 years of age or duly incorporated; or

(ii)            provide accurate and up-to-date information.

To create an account, you must not:

(i)              create multiple accounts with the same or similar information; or

(ii)            impersonate others or create accounts with false or misleading information.

You may grant account access permissions to other registered users for sub-accounts they create and control. Permissions may be changed or revoked by the main account owner at any time.

In maintaining and operating your account and all sub-accounts you must:

(i)              maintain and regularly update unique and secure passwords;

(ii)            disable accounts when a responsible person leaves your organisation or when no longer needed;

(iii)           promptly notify us of any unauthorised account access or suspected security breaches; or

(iv)           regularly review their account activity for any suspicious or unauthorised transactions.

In maintaining and operating your account and all sub-accounts you must not:

(i)              share account credentials or access to your account and keep login credentials secure;

(ii)            access data not intended for your use or log onto a server or account which you are not authorised to access; or

(iii)           attempt to do any other acts which are contrary to the instructions or directions of Fujitsu General;

You are solely responsible for all activity associated with your account and any sub- accounts. Fujitsu General is not liable for any disputes between account holders, authorised users, and third parties relating to account access or transactions.

We may suspend or terminate accounts for any reason, including, but not limited to, violations of these Terms, suspected fraudulent or unauthorised activity and/or failure to comply with our security requirements.

Article 5: Access to Product information and specifications

You may use the Service to access, view, copy and/or download information made available by the Service on condition that you do not:

(i)              remove or modify any information, brand or proprietary notice from the Service or any information or document you obtain using the Service;

(ii)            copy or replicate the look and feel of the Service in a way that may be misleading or deceptive to a third party;

(iii)           interfere with the proper working of the Service including attempting to hack into or modify the Service, gain access to secure services or systems without authorisation, probe, scan or test for vulnerabilities and/or weaknesses, place an unnecessary or unreasonably high load on the Service and/or forge information or communications received or used by the Service;

(iv)           use the Service to engage in any activity that is unethical, illegal or may cause loss or harm to any third party;

(v)            add any brand, information, or proprietary notice to information or documents obtained using the Service;

(vi)           republish, post, display, including by ingesting and hosting on any server or website, any copy of the Service in whole or part; nor

(vii)          use any process, including any automated process to access, view, copy or download, any copy in whole or part in any way, including by scraping, deep linking and/or the use of robots and spiders.

Article 6: Access and use of Webstore and PP

You agree to:

(i)              access the Webstore and PP using only your secure login details as provided to you by Fujitsu General;

(ii)            not share or disclose your secure login details, including any passwords to any third party, unless otherwise required by law;

(iii)           act in good faith at all times towards Fujitsu General and co-operate and provide all reasonable assistance to Fujitsu General upon request;

(iv)           comply with all reasonable directions of Fujitsu General given under these Terms or otherwise notified to you from time to time with regard to the Webstore and PP and your use of it;

(v)            use any materials including without limitation any information, sales data, marketing or promotional materials or tools provided on the Partner Portal in accordance with all instructions and recommendations of Fujitsu General; and

(vi)           unless otherwise expressly agreed or directed by us, keep confidential any materials made available on the Partner Portal and protect such material from unauthorised use or disclosure.

If Fujitsu General offers you access to and use of any marketing or advertising tools or assets ("Marketing Assets") through the Webstore and PP, you:

(i)              acknowledge and agree that Fujitsu General retains all rights, title and interest in these Marketing Assets unless otherwise agreed or required by law;

(ii)            must only access and use the Marketing Assets in accordance with these Terms and any additional terms and conditions notified by Fujitsu General from time to time;

(iii)           must not modify in any way (apart from the addition of your logo and entity details) the Marketing Assets (including without limitation any Fujitsu General logo, trademarks or images featuring Fujitsu General products displayed in the Marketing Assets), except in accordance with these Terms or as expressly agreed in writing by Fujitsu General from time to time;

(iv)           must submit all Marketing Assets as proposed to be used by you to Fujitsu General through the Webstore and PP or as otherwise directed by Fujitsu General for prior approval by Fujitsu General;

(v)            must only use those Marketing Assets which have been expressly approved by Fujitsu General for use;

(vi)           must ensure that your use of the Marketing Assets will not in any way be misleading or deceptive, or otherwise bring the name or reputation of Fujitsu General into disrepute; and

(vii)          must otherwise comply with all reasonable directions of Fujitsu General given in relation to the access and use of any Marketing Assets.

You agree to indemnify Fujitsu General and their respective officers, representatives, directors, employees, consultants or agents from and against any and all third party claims, losses, liabilities, damages and expenses (including without limitation reasonable attorney's fees) arising from or related to your use of any content downloaded or otherwise obtained from the Webstore and PP, or your breach of these Terms, including without limitation, your infringement of any intellectual property or other right of Fujitsu General or Fujitsu General Group or any other person or entity except to the extent such claims, losses, liabilities, damages and expenses arise as a result of negligence or wilful misconduct of Fujitsu General.

Article 7: Ownership of Rights and Limitation of Use

You acknowledge that all content on the Webstore and PP, including, without limitation, information, (including product information and manuals), material, data (including sales data), text, photographs, pictures, images, music, video, audio, sound, software and documents, and any material accessed through or made available for use or download through the Webstore and PP, (collectively the "Content") and all copyright, trademarks, product names, logos, service marks and any other intellectual property rights, including all rights, title and interests related to the Webstore and PP and the Content are owned by either Fujitsu General Limited, Fujitsu General or any of their affiliates.

Except to the extent expressly permitted by Fujitsu General, applicable law or otherwise agreed, no Content on or available from this Webstore and PP may be used, published, copied or reproduced, modified, translated, distributed or otherwise utilised, in whole or in part, without the prior written consent of Fujitsu General or the relevant owner of the Content.

Nothing contained in these Terms will be construed as conferring by implication, estoppel or otherwise any licence or grant of other right to use any patent, copyright or trade mark or other intellectual property of Fujitsu General Group, Fujitsu General or any of their affiliates unless expressly stated or otherwise agreed with you.

Article 8: Trademarks

The trademarks, product names, logos and service marks (the "Trademark(s)") used within the Webstore and PP are owned by either Fujitsu General Limited, Fujitsu General or an affiliate unless otherwise notified by Fujitsu General from time to time.

Except to the extent expressly permitted by applicable law or authorised by us in writing, no Trademark may be used, copied, modified, translated, distributed or otherwise used without the prior written consent of Fujitsu General or the relevant owner of the Trademarks as notified by Fujitsu General from time to time. Trademarks of Fujitsu General include my anywAiR technology, Cool Finance, General (logo), Airstage, Airstage Edge Controller, anywAiR, FGLair, Fujitsu General Assist, Australia’s Favourite Air, M-Presenter, Weatherstage, Economatch Nocri and New Zealand’s Favourite Air.

Article 9: Links from the Webstore and PP

The Service may provide links to third party websites or resources. To the extent Fujitsu General has no control over such websites and resources, you acknowledge and agree that Fujitsu General is not responsible for the availability or accuracy of such external third party websites or resources and does not endorse or accept such websites or resources.

To the maximum extent permitted by law, Fujitsu General is not responsible or liable for any contents, advertising, products, or other materials on or available from such external third party websites or resources.

You further acknowledge and agree that Fujitsu General and the Fujitsu General Group shall not, to the maximum extent permitted by law, be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by harmful items (including viruses, worms, trojan horses or any other programming of a destructive nature) from a third party website or in connection with your use of or reliance on any such contents, goods or services available on or through any such third party website or resource except to the extent such damage or loss arises as the result of the negligence or wilful misconduct of Fujitsu General and the Fujitsu General Group.

Nothing contained on the Webstore and PP shall be interpreted as a recommendation and/or endorsement by Fujitsu General of the contents of the linked websites and any products and/or services which appear on and/or are provided through such linked websites.

Nothing contained herein shall be deemed to constitute a partnership or the like between the operators of the linked websites and Fujitsu General or any member of the Fujitsu General Group.

Viewing of any website other than this Webstore and PP is at your own risk and is subject to:

(i)              any applicable law, rule, regulations of any government and

(ii)            the terms and conditions specified on such websites.

You should carefully review and comply with the terms of use and any other terms and conditions specified in any third party websites.

You acknowledge that the Service may include references to third party trademarks and copies of third party copyrighted materials which are the property of their respective owners.

Article 10: Proposal, Transmitted Materials

Any materials, information, or ideas that you transmit, post, submit or upload to the Webstore and PP (the "Transmitted Material(s)") is deemed non-confidential and non- proprietary (unless otherwise agreed or required by law).

You agree not to:

(i)              transmit, post, submit or upload anything that is defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behaviour;

(ii)            transmit, post, submit or upload anything that violates the copyright or intellectual property rights of any person or entity;

(iii)           transmit, post, submit or upload a virus or any other harmful component; or

(iv)           contact other Webstore and PP users through unsolicited e-mail or other commercial electronic messages, telephone calls, mailings or any other method of communication.

Unless otherwise required by law, Fujitsu General does not regularly review Transmitted Material(s) but does reserve the right to monitor and edit or remove any Transmitted Material(s) submitted to the Webstore and PP.

To the maximum extent permitted by law, Fujitsu General has no obligations and/or responsibility to:

(i)              maintain confidentiality of the Transmitted Material;

(ii)            study, evaluate, or use the Transmitted Material; and/or

(iii)           compensate in any way the submitter or any third party even in the event that a product or service similar in whole or in part to the Transmitted Material(s) is announced or released by Fujitsu General.

(iv)           Unless otherwise agreed or required by law:

(v)            Fujitsu General may (but is not obliged to) freely use, reproduce, modify, disclose and distribute at its discretion (acting reasonably) the Transmitted Material for any purpose; and

(vi)           you may not exercise any copyright or any other rights regarding the Transmitted Material.

You further consent to any alleged or actual infringements of any moral rights, including rights of attribution in connection with any copyrightable works created in connection with any Transmitted Material, and to the full extent permitted by law, waive all rights to any claims against Fujitsu General with respect to any such alleged or actual infringements.

Article 11: Access to the Service

You are responsible for arranging your own access to the Service and acknowledge that access may involve third party fees (such as to Internet Service Providers). You are responsible for those fees. In addition, you shall provide and be responsible for all equipment necessary to access and use the Service. You are free to select any equipment necessary to access the Service.

Article 12: Compliance with Local Laws

You are responsible for compliance with local laws if, and to the extent, local laws are applicable to your access and use of the Webstore and PP.

Article 13: Availability of Products

The products and services displayed on the Webstore and PP may not be available for purchase in your particular country or locality if you are accessing the Webstore and PP from outside Australia and New Zealand. The reference to such products and services on this Webstore and PP does not imply or warrant that these products or services will be available at any time in your particular location. You should check with your local authorised Fujitsu General Group representative for the availability and price of specific products and services in your area.

Article 14: Termination

Fujitsu General reserves the right, to terminate your access to all or part of the Webstore and PP (as applicable) if, in our reasonable opinion, you have failed to comply with any provisions of these Terms. Fujitsu General will endeavour to provide notice of termination of your access where possible. Upon termination of your access, you shall destroy (to the extent applicable) and verify such destruction upon request, all related materials, documentation, versions, installations and copies of the Content in your possession or control.

Article 15: Export Control Regulations

Fujitsu General makes no representation that the Content on the Webstore and PP are appropriate or available for use in the location in which you are situated (where this location is outside Australia). Accessing the Content from territories where such Content is illegal is prohibited. You agree that by using or accessing the Webstore and PP, you do so at your risk, and you are, to the maximum extent permitted by law, responsible for compliance with any applicable local laws, rules and regulations relating to your use and access.

Article 16: Limitation of Liability

CERTAIN CONSUMER PROTECTION LEGISLATION, INCLUDING THE AUSTRALIAN CONSUMER LAW,THE CONSUMER GUARANTEES ACT 1993 (NZ) AND THE FAIR TRADING ACT 1986 (NZ) MAY CONFER RIGHTS AND REMEDIES ON YOU WHICH CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED (NON-EXCLUDABLE RIGHTS). NOTHING IN THESE TERMS IS INTENDED TO EXCLUDE, RESTRICT OR MODIFY YOUR NON-EXCLUDABLE RIGHTS EXCEPT TO THE EXTENT PERMITTED BY APPLICABLE LAW.

FUJITSU GENERAL WILL USE REASONABLE EFFORTS TO PLACE ACCURATE AND UP-TO-DATE INFORMATION ON THE WEBSTORE AND PP BUT, TO THE MAXIMUM EXTENT PERMITTED BY LAW (INCLUDING THE AUSTRALIAN CONSUMER LAW,THE CONSUMER GUARANTEES ACT 1993 (NZ) AND THE FAIR TRADING ACT 1986 (NZ) AND SUBJECT TO YOUR NON-EXCLUDABLE RIGHTS, FUJITSU GENERAL MAKES NO

WARRANTY, REPRESENTATION OR GUARANTEE OF ITS ACCURACY, COMPLETENESS AND/OR TIMELINESS. THE CONTENT ON THIS WEBSTORE AND PP IS PROVIDED "AS IS" WITHOUT WARRANTIES, REPRESENTATIONS OR GUARANTEES OF ANY KIND, EITHER EXPRESS OR IMPLIED OR STATUTORY (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON- INFRINGEMENT OF THIRD PARTIES' RIGHTS), EXCEPT TO THE EXTENT SUCH WARRANTIES, REPRESENTATIONS AND GUARANTEES ARE NOT LEGALLY EXCLUDABLE INCLUDING UNDER THE AUSTRALIAN CONSUMER LAW ,THE CONSUMER GUARANTEES ACT 1993 (NZ) OR THE FAIR TRADING ACT 1986 (NZ), AS APPLICABLE, FUJITSU GENERAL DOES NOT WARRANT, REPRESENT OR GUARANTEE THAT THE CONTENTS ARE ERROR-FREE UNLESS OTHERWISE REQUIRED BY LAW.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FUJITSU GENERAL, THE FUJITSU GENERAL GROUP AND AFFILIATES SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, ECONOMIC LOSSES, LOST PROFITS, LOST REVENUES, OR LOST DATA) ARISING OUT OF AND/OR RELATING TO THE ACCESS TO OR INABILITY TO ACCESS THE WEBSTORE AND PP OR LINKED SITES, A DATA BREACH OR OTHER LOSS RELATED TO A COMPROMISE OR FAILURE OF INFORMATION SECURITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Article 17: Applicable Laws and Court of Jurisdiction

If you are a resident in Australia or a country other than NZ (as determined by the details provided in your account) these Terms are governed by and to be interpreted solely in accordance with the laws of New South Wales and New South Wales courts will have exclusive jurisdiction over the dispute.

If you are resident in New Zealand (as determined by the details provided in the creation of your account), these Terms are governed by and to be interpreted solely in accordance with the laws of New Zealand and the courts of New Zealand will have non-exclusive jurisdiction over the dispute.

Article 18: Waiver and Severability of Terms

The failure of Fujitsu General to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

If any provision of the Terms is found by a court of competent jurisdiction to be unenforceable or invalid, then such provision shall be read down or severed to the extent of the unenforceability or invalidity and the remaining provisions of the Terms shall remain in full force and effect.

Article 19: Variations

Unless otherwise provided in these Terms, Fujitsu General may change and/or alter any or all Content on the Webstore and PP, including, without limitation, their structure, usage conditions, URL, content or other information, and may suspend or discontinue the Service at any time (acting reasonably). To the maximum extent permitted by law, Fujitsu General shall not be liable for any damages or losses arising out of and/or relating to any alteration or change to the Content or inability to use the Webstore and PP, except to the extent such damage or loss arise as a result of the negligence or wilful misconduct of Fujitsu General.