GENERAL TERMS AND CONDITIONS FOR THE PROVISION OF MOBILE TELEPHONE SERVICES IN PAY MONTHLY PLAN

GENERAL TERMS AND CONDITIONS FOR THE PROVISION OF MOBILE TELEPHONE SERVICES UNDER MONTHLY PAYMENT PLAN

1. SUBJECT MATTER

1.1. Pursuant to the present indefinite Agreement, XFERA MÓVILES, S.A ("YOIGO"), with tax reference number (C.I.F) A-82528548 and located at Alcobendas (Madrid), Avda. de la Vega, 15 (28108), shall render its publicly available mobile telephone services (the "Service") to the Customer.

1.2. The Customer may only use the Service as a final user, and is therefore not authorized to resell telephone traffic or to market or assign the Service.

2. START-UP OF THE SERVICE

YOIGO undertakes to begin providing the Service within fifteen days as of execution hereof.

3. PRICE

The fees and rates in force from time to time for the contracted tariff shall apply to voice and data traffic initiated by the Customer. The Customer has been duly informed of the applicable fees and rates in accordance with the contracted price plan, which may be consulted at the YOIGO website, www.yoigo.com, and via the customer care telephone number 622 (for calls made from the YOIGO network) or 622 622 622 (for calls made from other operators' networks).

4. BILLING AND PAYMENT

4.1 YOIGO shall invoice any amounts payable by the Customer for charges incurred thereby on a monthly basis. In the event that the Customer's consumption during the billing period should be lower than the minimum required consumption in the applicable tariff (the "Minimum Consumption"), YOIGO shall bill the Customer for the difference between effective consumption and the Minimum Consumption, as well as for the effective consumption. The Minimum Consumption shall be billed even in the event of zero consumption by the Customer during the billing period.

4.2 If, as a result of technical difficulties, it should be impossible to invoice in the period immediately subsequent to the accrual period, YOIGO may invoice amounts In successive periods. Furthermore, in the event of call s or call forwards outside Spanish territory, billing thereof shall take place as of the time when the foreign operator communicates to YOIGO the amount corresponding to such calls or forwards.

4.3 The connection fee shall accrue just once, as consideration for connection to the Service, and the amount thereof shall be included in the first invoice.

4.4 YOIGO may advance the invoicing and collection of accrued amounts in the event that (i) the Customer should exceed the credit limit set by YOIGO, (ii) there should be a suspension or disruption of the Service, (iii) this agreement should be terminated for any reason, (iv) in the event of fraud, or objective and evidenced risk of fraud, or (v) the Customer should be in breach hereof.

4.5 The amount of each invoice shall be paid by the Customer by domiciled bank transfer or, if the Customer so requests, by bank transfer.

4.6 Invoices unpaid on their due date shall accrue default interest equal to the legal interest increased by two points.

4.7 The Customer shall have the right to obtain detailed invoices. The level of detail available is that established in article 22.2 of the charter of customer rights relating to communication services as approved by Royal Decree 899/2009 of 22 May. In return for providing this level of detail YOIGO can request that the Customer pay a monthly fee of one (1) euro (excluding indirect taxes). If YOIGO decides to charge this monthly fee it must offer the Customer, with at least one month's notice, the option of choosing to stop receiving detailed invoices.

5. RIGHT TO DISCONNECT

5.1 The Customer may request YOIGO to disconnect it from international calls services, higher rate services and additional rate services via the Customer Care Service.

5.2 Disconnection shall take place within ten days following the Customer's request. In the event that, for reasons not attributable to the customer, disconnection should not take place within such ten-day period, YOIGO shall bear the costs derived from the service whose disconnection was requested

6. TEMPORARY SUSPENSION OF THE SERVICE

6.1 If the Customer should fail to pay any outstanding amounts in whole or in part, YOIGO shall be entitled to restrict outgoing calls and/or to suspend the Service. YOIGO shall re-establish the Service on the working day following that on which it receives evidence that the amounts outstanding have been paid, accruing in favor of YOIGO of a maximum of ten (10) euros (excluding indirect taxes) for the reestablishment of the service.

6.2 YOIGO may also restrict outgoing calls and/or suspend the Service in the event of fraud, objective risk of fraud or as a result of any illicit use of the Service or failure to provide security as requested by YOIGO in accordance with clause 11.

6.3 The Customer is entitled to request and obtain from YOIGO the suspension of the Service for a certain period, which shall not be lower than one month or greater than three months. Voluntary suspension of the Service may in no event exceed ninety days per calendar year. Upon expiration of the suspension period requested by the Customer, YOIGO shall proceed to re-activate the Service.

6.4 In the event of suspension of the Service, the Customer may make calls to the emergency service number 112.

6.5 During suspension of the Service, whatever the cause, the Customer shall be billed an amount for receiving calls, which shall be equivalent to the Minimum Consumption.

7. QUALITY AND TEMPORARY DISRUPTION OF THE SERVICE

7.1 YOIGO shall render the Service subject to obligations concerning quality set forth under applicable law. YOIGO makes available to the Customer the number 622 to attend to claims and as warranty for service maintenance.

7.2 In the event of temporary disruption of the Service, the Customer shall be entitled to automatic redress in its next invoice, for an amount equivalent to the higher of the two following amounts, provided that either of them exceeds one (1) Euro:

the average invoiced amount for the interrupted Service in the three (3) months prior to the disruption, prorated for the duration of the disruption (if the disrupted Service should have been rendered for less than three (3) months, the amount considered shall be the invoice which would have been payable in an estimated month in proportion to the effective consumption period).
Five (5) times the monthly fixed fee in force at the time of the disruption, prorated for the duration thereof.

7.3 In the event of temporary disruption of the Service for reasons of force majeure, YOIGO shall compensate the Customer by automatically returning the monthly fee and other fees which are irrespective of traffic, prorated for the duration of the disruption. For these purposes, international roaming services rendered abroad by operators other than YOIGO and not billed within the YOIGO network are totally excluded.

7.4 Additionally, YOIGO undertakes that, save in the case of force majeure, disruptions in the service derived from technical incidents or network maintenance activities shall not exceed eight (8) hours during each billing cycle. For each hour exceeding such commitment, YOIGO shall increase the amount of the damages provided in section 7.2 above by twenty (20) per cent.

For these purposes, within the month following re-establishment of the service, the Customer must address its claim for redress to YOIGO's Customer Care Service Department. If damages should be due and payable, YOIGO shall pay them by means of a discount in the following invoice.

7.5 No damages shall be payable for disruption of the Service as a result of serious breach of contract by the Customer or damage to the network as a result of the Customer's having connected handsets which have not been evaluated to conform with applicable regulations.

8. DATA PROTECTION

For the purposes of the provisions of Organic Law 15/1999, of December 13, on Personal Data Protection, YOIGO hereby informs the Customer that personal data supplied hereunder, together with such data to which YOIGO should have access in performance hereof, shall be incorporated into personal data computer files created and controlled by YOIGO, for the purposes of maintenance and management of its contractual relationship with the Customer, billing services, making payments corresponding to inter-connections with other operator networks and for marketing and publicity purposes.

In order that YOIGO may be able to provide the Customer with information about commercial offers and provide value added services, YOIGO hereby requests the Customer's consent to process during the term hereof, all of its data on traffic, invoicing and any other services that it may use, together with such personal data provided by the Customer to YOIGO hereunder. The Customer may at any time revoke its consent to the aforementioned processing by writing to Xfera Móviles, S.A. (Ref. DATOS), Avenida de la Vega, 15, 28108 Alcobendas (Madrid).

Notwithstanding the foregoing, the Customer shall be deemed to have given their consent to process traffic data to provide value added services upon request, use or access by the Customer of any of these kinds of services.

The Customer may at any time exercise their rights of access, rectification, cancellation and opposition provided under applicable law, by sending notice thereof in writing to YOlGO's registered offices mentioned above.

YOIGO is under the obligation to maintain the secrecy of the Customer's personal data, and the duty to keep them thus, and shall adopt the necessary measures to prevent their alteration, loss, unauthorized processing or access, all of which in accordance with the obligations set forth under applicable law.

YOIGO may check the Customer's solvency, by itself or through someone acting on its behalf, by accessing public files on solvency and credit whose controllers provide such services in accordance with applicable law, and verify the accuracy of the data provided by the Customer. The Customer hereby authorizes the processing and maintenance of financial solvency information for statistical and solvency evaluation purposes. This will be cancelled if the contract is not entered into. Furthermore, the Customer accepts that, in the event that it should fail to meet their payment obligations vis-à--vis YOIGO in due time as provided hereunder, YOIGO may communicate their identification data together will all data relating to its outstanding debt to entities which deal in the business of providing information on solvency and credit, all of which in accordance with the provisions of applicable l aw.

If the Customer requests the inclusion of its personal data in telephone directories, YOIGO will pass on this data to the Telecommunications Market Commission so that it can make the data available to organizations that create telephone directories and those that provide information or enquiry services.

9. CUSTOMER CARE

9.1 The Customer may receive information on the Service and on any incident affecting it via the Customer Care Service available at number 622 (for calls made from the YOIGO network) or 622 622 622 (for calls made from other operators' networks) and at the website www.yoigo.com. They may also address queries by post to the following address: Xfera Móviles, S.A., Customer Care Department, Avenida de la Vega, 15, 28108 Alcobendas (Madrid) o by email to clientes@yoigo.com.

9.2 In order to lodge claims relating to the Service, the Customer must approach YOIGO by any means provided in the preceding paragraph, within one (1) month as from the time when it becomes aware of the fact motivating the claim. Upon receipt of the claim, YOIGO shall provide the Customer with the relevant reference number.

9.3 After the claim has been formulated, if the Customer should not obtain a satisfactory response from YOIGO within one month, they may address their claim to the relevant consumer Arbitration Panel or to the Secretary of State for Telecommunications and the Information Society, on the terms provided under applicable regulations.

10. AMENDMENTS

10.1 The Customer undertakes to communicate to YOIGO any change in the contract information, especially changes to information relating to the invoice address and relevant bank account, as such information is essential for the proper performance of the obligations hereunder.

10.2 YOIGO, by giving the Customer one month's prior notice thereof, can modify this contract for the purposes of adapting its contents to new legislative, technological or mobile telephony market circumstances. In the event of disagreement with the proposed amendment, the Customer may give YOIGO notice of their intention to terminate the agreement. Notice of intention to terminate must be sent by the Customer to YOIGO's registered offices, attaching a copy of the Customer's National Identity Document (DNI) or equivalent document. Use of the Service subsequently to the announced amendment's effective date shall be deemed an expression of the Customer's acceptance.

11. SECURTY DEPOSITS

11.1 As security for the performance of the obligations hereunder, YOIGO may request the Customer to provide a non-remunerated deposit in cash or a bank bond as security, and also assign a credit limit to the Customer or restrict the use of higher rate, additional rate and/or international services, in the event of any of the following circumstances:

Existence of amounts unpaid by the Customer in respect of one or several invoices for the Service.
Failure to evidence sufficient solvency to meet the Customer's obligations hereunder.
Customer's repeated delay in the performance of its obligations vis-à-vis YOIGO.
Existence of risk of fraud, default or illicit use of the Service.

11.2 Failure to provide the requested security shall entitle YOIGO to refuse the application for connection to the Service, restrict outgoing calls, suspend the Service and terminate the agreement.

11.3 The Customer's request for termination hereof, change of subscriber or assignment hereof whenever there are any amounts outstanding shall entitle YOIGO to enforce the security for the total amount due, and the remainder shall be made available to the Customer.

12. TERMINATION OF THE AGREEMENT, FINAL DEACTIVATION OF THE SERVICE

12.1 The present agreement shall terminate for the general causes of termination of agreements and, in particular, for the following reasons:

At the Customer's discretion at any time, by giving YOIGO two working days' prior notice in respect of the effective date of termination. Such notice must be sent to YOIGO's registered offices, attaching a copy of its National Identity Document (DNI) or equivalent document.
At YOIGO's discretion in the event of (i) use of the Service by the Customer in violation of this Agreement or of commonly accepted practices relating to the correct use of mobile telephone services; or (ii) delay in payment of the service for a period longer than three months or temporary suspension of the agreement as a result of default on two occasions

12.2 In no event shall termination hereof exonerate the Customer from their payment obligations to YOIGO pursuant to their use of the Service.

13. APPLICABLE LAW

The relationship between the Customer and YOIGO shall be governed by the present agreement and by Spanish law.

SPECIAL CONDITION REGARDING THE PURCHASE OF THE TELEPHONE. MODEM AND/OR NETBOOK (THE PRODUCT/S)

1. TERM

This special condition will only be applicable if the parties explicitly include it.

In view of the discount given by YOIGO to the Customer on the purchase of the product/s (the "Discount"), in the event that the Customer withdraws or changes to a pricing plan with a lower consumption commitment during the term stipulated in the initial contract, the Customer must pay YOIGO compensation of a maximum sum equal to the amount of the said Discount. Moreover, all the Deferred Payments which might be outstanding on the date of the withdrawal or change of pricing plan will fall due immediately. These sums will be invoiced to the Customer as appropriate.