Novation

Customer Novation Agreement

INTRODUCTION

A. This agreement is supplemental to an agreement made between the Transferor and the Transferee and the customer relating to all services.

B. As part of a group reorganisation on the 1st June 2021 The Transferor and the Transferee have completed the sale to the Transferee of assets including outstanding balances and undertaking of the business previously carried on by the Transferor.

C. The transferor wishes to be released and discharged from the contract as from the 1st June 2021 (the effective time) and Transferee undertakes to perform the contract with the customer and be bound by the terms of the contract in place of the Transferor.

It is agreed

1. OBLIGATIONS

1.1 From the Effective Time:

1.1.1 The Transferee undertakes to perform the contract and be bound by its terms in every way as if the Transferee had been a party to the contract in place of the transferor, and

1.1.2 The customer agrees to accept the liability of the Transferee under the contract.

1.2 The Transferor and the Customer mutually release each other from their obligations under the contract as from the Effective Time.

1.3 The customer releases and discharges the Transferor from all future claims and demands whatsoever in respect of the contract and accepts the liability of the Transferee under the contract from the Effective time.

2. GOVERNING LAW AND JURISDICTION

2.1 This agreement shall be governed by and interpreted in accordance with English law. Non contractual obligations (if any) arising out of or in connection with this agreement (including its formation) shall be governed by English law.

2.2 The Parties agree to submit to exclusive jurisdiction of English courts in relation to any claims or matter (whether contractual or non-contractual) arising under this agreement.

2.3 Each part irrevocably waives any objection which it might at any time have to the courts of England being nominated as the forum to decide any suit, action, or proceedings and to settle any disputes which may arise out of or in connection with this agreement (including non-contractual disputes and claims) and agrees not to claim that the courts of England are not a convenient or appropriate forum.

EXECUTED as a deed and delivered on the date stated at the beginning of this agreement.