The BT Business One Plan Inclusive, BT Business One Plan Plus Inclusive and the BT Business One Plan Traditional Inclusive (collectively known as the "Inclusive Products") include the Inclusive Call Allowance and the Customer may also include the Unlimited CallsCall Package. The(previously Inclusiveknown Products are available as follows:the Unlimited Calls Package). The Inclusive Products are available as follows:

Eligibility

The Inclusive Products are available to customers who order:

(a) One of the Inclusive Products; and

(b) Any other service (including the Qualifying Services) that is required in order to be eligible for BT Business One Plan, BT Business One Plan Plus or BT Business One Plan Traditional, as applicable.

The Inclusive Products are available as follows:

BT Business One Plan Inclusive, BT Business One Plan Plus Inclusive and BT Business One Plan Traditional Inclusive - are available to Business customers who have 100 or less Lines and order on or after 1st March 2011.

The Tiers to which the Inclusive Products can be applied are as detailed in the BT Price List Entries for BT Business One Plan (excluding the £700000 Tier), BT Business One Plan Plus (excluding the £700000 Tier) and BT Business One Plan Traditional.

The Inclusive Products are not available with BT Business Hosted Voice Plus.

To continue to receive the benefits of the Inclusive Products, the Customer must make at least one Chargeable Call per calendar month (this does not apply where the Customer is taking the Unlimited CallsCall Package on at least one Eligible Line). Where the Customer does not make one chargeable call per calendar month BT may suspend the charges applicable, in which case the charges will revert to those set out in the Price List Entries for BT Business One Plan, BT Business One Plan Plus or BT Business One Plan Traditional (as applicable) or terminate the Contract.

The BT Price List entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional can be found at

Business Customer Options BT Business One Plan , BT Business One Plan Plus (including BT Business Hosted Voice Plus) and BT Business One Plan Traditional

Definitions

Definitions are detailed in the standard terms and conditions for BT Business One Plan which can be found at http://www.bt.com/business/terms.

In addition the following definitions apply to the Inclusive Products.

Additional Monthly Subscription - means the charge payable each month by the Customer in return for which the Customer will receive the Unlimited CallsCall Package, this charge is in addition to any line rental charges that apply to the Customer's Underlying Lines.

Chargeable Call - means a call for which a charge will appear on the Customer's bill.

Eligible Line - means a line or channel of the type listed as an Access Qualifying Service which is included in the Customer's Inventory to which the Inclusive Call Allowance will be applied and to which the Unlimited CallsCall Package may be applied, details of which are set out below. The exclusions set out below apply.

Inclusive Call Allowance - means the inclusive call allowance that will apply per line per calendar month as set out below.

Installation - means lines or channels with the same telephone number and which typically terminate on the same piece of equipment/CPE.

Lines - means lines provided under a contract between the Customer and BT including but not limited to Business PSTN, ISDN2, ISDN2e, ISDN30, Featureline, Featureline Compact and Featureline Corporate.

One Plan - means BT Business One Plan, BT Business One Plan Plus or BT Business One Plan Traditional.

Unlimited CallsCall Package - means the unlimited callscall allowanceavailable availableon onEligible EligibleLines Linesdetails detailsof ofwhich whichare areset setout out below.

All other definitions are as detailed in the Contract for BT Business One Plan including the Service Schedule and the BT Price List.

The Inclusive Call Allowance

The Inclusive Products provide an Inclusive Call Allowance on the customer's Eligible Lines.

The Inclusive Products are not available with the £700000Tier in BT Business One Plan and BT Business One Plan Plus.

1. The Inclusive Call Allowance will be applied to all the Eligible Lines (subject to sub paragraph 6 below);

2. The customer will receive an Inclusive Call Allowance of 500 minutes per calendar month per Eligible Line;

3. The Inclusive Call Allowance applies to the following call types:

Inland Calls which are defined as: 01, 02, 03, 05 (where charged at g21 rates), 0870, 0845 and calls from Northern Ireland to fixed destinations in the Republic of Ireland.

4. The Inclusive Call Allowance applies per Eligible Line. It cannot be transferred to another Eligible Line and any unused allowance cannot be carried forward to another month. At the beginning of each calendar month the minutes allowance for the Inclusive Call Allowance is reset. For Installations see note below.

5. The Inclusive Call Allowance will be applied to any Eligible Lines that are migrated from an existing One Plan contract to the Inclusive Products. Please note that the Migration Rules published below will apply.

6. Installation - the customer will receive the Inclusive Call Allowance on all Eligible Lines in the Installation. Where the customer takes the Unlimited CallsCall Package, this must be taken on all Eligible Lines within the Installation.

7. Any calls:

(i) in excess of the Inclusive Call Allowance (for Installations see the note below); or

(ii) which are not included within the Inclusive Call Allowance,

will be charged at the relevant One Plan rates as detailed in

Business Customer Options

Note regarding Installations:

For Installations, when measuring whether or not calls become chargeable under paragraph 7(i) above, BT will measure at Installation level which means that:

Each calendar month, BT will add together the Inclusive Call Allowance for all Eligible Lines in the Installation ("Total Allowance") and the usage across all the Eligible Lines in the Installation ("Total Usage"). Where the Total Usage in that calendar month exceeds the Total Allowance in that calendar month, BT will commence charging as set out in paragraph 7 on all Eligible Lines in the Installation.

8. For Customers taking the BT Business One Plan Plus Inclusive (with or without the Unlimited CallsCall Package), the intra company calls will not count towards the Inclusive Call Allowance, in which case the total of the customer's intra-business zero-rated calls' minutes must not exceed 75% of the customer's total BT Business One Plan Plus Inclusive chargeable minutes.

9. It is the customer's responsibility to monitor their usage against the Inclusive Call Allowance.

The Unlimited CallsCall Package

Customers who take the Inclusive Products may in return for the Additional Monthly Subscription (details of which are set out below) take the Unlimited CallsCall Package on any Eligible Line (subject to paragraph 4 below). The Unlimited CallsCall Package will apply in addition to the Inclusive Call Allowance on those lines.

The stated minimum for each Tier is the Nominal Committed Spend.

Note 1 : charges are stated exclusive of VAT. Fair Use Policy applies (see sub paragraph (6) below)

Note 2: The Unlimited CallsCall Package is not available on the £700000 Tier in BT Business One Plan and BT Business One Plan Plus.

1. The Unlimited CallsCall Package applies to the following call types:

(a) Inland Calls which are defined as: 01, 02, 03, 05 (where charged at g21 rates), 0870, 0845 and calls from Northern Ireland to fixed destinations in the Republic of Ireland;

(b) fixed to mainland UK Mobile calls (Excludes calls to specialised numbers at other rates);

(c) fixed to IDD fixed destination calls except for those specified in the following table (also excludes calls to IDD Mobiles, IDD PRS and ISDN 64k International data calls)

2. The Unlimited CallsCall Package applies per Eligible Line. It cannot be transferred to another Eligible Line.

3. The Unlimited CallsCall Package may be applied to any Eligible Lines that are migrated from an existing One Plan contract to the Inclusive Products. Please note that the migration rules detailed below will apply.

4. Installation - where the customer takes the Unlimited CallsCall Package, the customer will receive the Unlimited Calls Package on all Eligible Lines in the Installation.

5. AnyThe callsfollowing which:call allowance applies to the Call Package:

For any and each Eligible Line (for Installationsa) Aresee the notenot included within the Inclusive Call Allowance will belowbe charged at the relevant One Plan rates as detailed in

b(a) Inland Exceedand 60IDD minutescalls (asin length,listed the minutes in excessparagraph of(1) 60above) ?minutes will5000 beminutes chargedper forcalendar as follows:month;

Inland:(b) F2M minutesin accordance? with500 theminutes* pence per minutecalendar rates in Table A in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable)month.

F2M:For callsin accordance with the pence per minute rates in Tableexcess F1of and F2 in the Price5000 Listminutes Entriesand/or forthe BT500 Businessminutes One Plan, BTthe BusinessCustomer Onewill Planbe Pluscharged andfrom Tablethe Dnext forcalendar BTday Businessuntil Onethe Planend Traditionalof (asthat applicable)calendar month in accordance with paragraph 6 below.

InternationalNote: regardingin accordance with the pence per minute rates in Table D in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and Table G for BT Business One Plan Traditional (as applicable)Installations:

6.For FairInstallations, Usethe Policy:Call Package can be applied per Eligible Line and the Additional Monthly Subscription is payable per Eligible Line. When measuring the Customer?s usage, BT will measure at Installation level which means that:

WhereEach forcalendar anymonth, andBT eachwill addEligible togetherLine (for Installations see the noteallowance below),per Eligiblethe Customer'Lines: in the Installation ("Total Allowance") and the usage across all the Eligible Lines in the Installation ("Total Usage"). Where the Total Usage in that calendar month exceeds the Total Allowance in that calendar month, BT will commence charging as set out in paragraphs 6 below on all Eligible Lines in the Installation.

(a)6. InlandAny and IDD calls (as listed in paragraph (1) above), exceeds 5000 minutes per calendar month, the Customer will be charged for any calls in excess of the 5000 minutes* from the next calendar day until the end of that calendar month.which:

Inland: in accordance with the prices in Tablea) AreA notin includedthe Pricewithin Listthe EntriesInclusive forCall BTAllowance Businesswill beOne chargedPlan, BTat Businessthe relevantOne Plan Plus and BT Business One Plan Traditionalrates (asas applicable)detailed in:

International:The Businessin accordanceCustomer withOptions thesection pricesof inthis TableBT D or Table B in the Price List. EntriesWhere forno BTpublished Business One Plan, BTrate Businessapplies, Onethe Plancall Pluswill andcharged Tableat Gthe orrates Tableapplicable Fto forthe BTStandard BusinessContract. One Plan Traditional (as applicable)

(bb) F2MExceed 60minutes exceeds 500 minutes perin calendarlength month, the Customerminutes will be charged for calls in excess of the60 500 minutes* inwill accordancebe withcharged thefor pricesas in Table F1 follows:and F2 or F1 and F3 in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and Table D and Table E for BT Business One Plan Traditional (as applicable) from the next calendar day until the end of that calendar month.

NoteInland regarding Installations: in accordance with the pence per minute rates in Table A in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable).

ForF2M: Installations,in accordancethe Unlimitedwith Callsthe Packagepence can be applied per Eligibleminute Linerates inand Tablethe AdditionalF1 Monthlyand SubscriptionF2 is payable per Eligible Line. When measuring againstin the FairPrice UseList PolicyEntries, forBT willBT measureBusiness atOne InstallationPlan, levelBT whichBusiness meansOne that:Plan Plus and Table D for BT Business One Plan Traditional (as applicable).

EachInternational: calendarin month,accordance BTwith will add together the allowancepence per Eligibleminute Linerates in Tablethe InstallationD ("Totalin Allowance") and the usagePrice acrossList allEntries thefor EligibleBT LinesBusiness Onein thePlan, InstallationBT ("TotalBusiness Usage").One WherePlan thePlus Totaland UsageTable Gin thatfor calendarBT monthBusiness exceedsOne thePlan TotalTraditional Allowance(as in that calendar month, BT will commence charging as set out in paragraphs 6 (aapplicable) and (b) on all Eligible Lines in the Installation.

BTc) willIn monitorexcess the Customer's usage of the Unlimited5000 CallsInland Package and reservesIDD thecall rightallowance tolisted in paragraph 5 above as follows:

(i)Inland: Suspendin accordancethe chargeswith applicable under the Inclusiveprices Products in whichTable caseA the Customer will be charged in accordance with the StandardPrice Contract;List Entriesor for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable).

(ii)International: Terminatein accordancethe Contract.with the prices in Table D or Table B in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and Table G or Table F for BT Business One Plan Traditional (as applicable).

Note:d) ForIn Customersexcess takingof the BT500 BusinessF2M Oneminutes* Planlisted Plus Inclusive, the intrain companyparagraph calls5 willabove notas count towards the Fair Use Policy. However, the total of the customer'followss intra-business zero-rated call minutes must not exceed [Price] of the customer's total BT Business One Plan Plus Inclusive chargeable minutes.:

AnIn exampleaccordance forwith illustrativethe purposespence only:per minute rates in Table F1 and F2 or F1 and F3 in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and Table D and Table E for BT Business One Plan Traditional (as applicable).

WhereAn examplethe customer's f2m usage is in excess of 300 minutes but the customer'chargings inlandunder paragraphsand IDD6 minutes(c) haveand not(d) exceededfor 5000illustrative minutespurposes in that calendar month, BT will charge for only:the excess f2m minutes* (these charges will apply from the next calendar day and will apply for the remainder of the calendar month). However the inland/IDD will still be covered by the Unlimited Calls Package until the 5000 minutes is exceeded.

*Where the chargescustomer' that will be applied are the ratess (cappedf2m orusage uncappedis dependentin uponexcess ofthe whether500 orminutes notbut the Customercustomer's contractedinland forand theIDD cappedminutes orhave uncappednot rates)exceeded as5000 setminutes out in thethat Pricecalendar Listmonth Entries for BT Business One Plan, BT Businesswill Onecharge Planfor Plusthe andexcess BTf2m Businessminutes* One(these Plancharges Traditionalwill (asapply applicable)from -the asnext statedcalendar dayin (a) and (b)will aboveapply for the remainder of the calendar month). However the inland/IDD will still be covered by the Call Package until the 5000 minutes is exceeded.

* the charges that will be applied are the rates (capped or uncapped dependent upon the whether or not the Customer contracted for the capped or uncapped rates) as set out in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable) - as stated in (a) and (b) above

Commitment Period Applicable to the Inclusive Products and Expiry of the Commitment Period

1. A Commitment Period of 24 months applies to the Inclusive Products.

2. Upon expiry of the Commitment Period, the following rules will apply:

(a) Non Rollover Contracts:

These are contracts which will not rollover to a Subsequent Commitment Period. At the end of the Commitment Period the following will not apply:

(i) A Subsequent Commitment Period;

(ii) The Committed Spend and associated reconciliation charges (for the avoidance of doubt any reconciliation charges due for the Commitment Period will apply);

(iii) The Reward.

(b) Rollover Contracts:

(i) These are contracts which will rollover to a Subsequent Commitment Period (to which the Committed Spend will apply) upon expiry of a Commitment Period or a Subsequent Commitment Period unless the Customer ends the Contract between the sixth day before the end of a Commitment Period or Subsequent Commitment Period and the 28th day after the end of a Commitment Period or a Subsequent Commitment Period.

(ii) This rollover will apply to the Inclusive Call Allowance and the Unlimited CallsCall Package.

Details of the Tiers to which a Rollover Contract and a Non Rollover Contract apply are detailed in the Price List Entry for BT Business One Plan and BT Business One Plan Traditional

3. Where a customer is migrating to one of the Inclusive Products from:

(a) an option within the Inclusive Products; or

(b) an existing BT Business One Plan, BT Business One Plan Plus or BT Business One Plan Traditional contract

the migration rules set out below will apply.

4. Where a customer has a contract for an option within the Inclusive Products and the customer adds new lines, adds the Unlimited CallsCall Package, removes lines or removes the Unlimited CallsCall Package, the customer will not have to resign the contract for the Inclusive Products.

5. Where a customer has a contract for an option within the Inclusive Products and changes the Tier or Committed Spend, the migration rules set out below will apply.

Qualifying Services

The Qualifying Services applicable to the Inclusive Products are as detailed in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional.

Committed Spend

The Customer must commit to a Committed Spend within one of the Tiers listed in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional. The Inclusive Products are not available on the £700000 Tier and are not available with BT Business Hosted Voice Plus.

Eligible & Contributory Spend and Non-Eligible & Contributory Spend

The Eligible & Contributory Spend (excluding BT IP Trunk) and Non Eligible & Contributory Spend is as detailed in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional.

The Additional Monthly Subscription will be Eligible & Contributory Spend.

Benefits of the Inclusive Products

Reward

The Reward payable under the Inclusive Products is as follows:

Where on the Spend Measurement Date the Customer's Eligible & Contributory Spend is:

(a) Equal to or exceeds the Adjusted Nominal Committed Spend but is less than the Nominal Committed Spend, BT will calculate the Reward based on 1/12th of the Customer's Eligible & Contributory Spend; or

(b) Equal to or exceeds the Nominal Committed Spend but is less than 85% of the Committed Spend, BT will calculate the Reward based on 1/12th of the Nominal Committed Spend; or

(c) Equal to or exceeds 85% of the Committed Spend but is less than the Committed Spend, BT will calculate the Reward based on 1/12th of the Eligible & Contributory Spend; or

(d) Equal to or exceeds the Committed Spend, BT will calculate the Reward based on 1/12th of the Committed Spend

The Reward will be applied to a subsequent bill.

Note: for Non Rollover contracts the Reward will cease to apply upon expiry of the Commitment Period.

All other benefits, with the exception of the line rental discount, are stated in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional.

Reconciliation Charge

Except as set out below, the reconciliation rules are as detailed in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable).

The reconciliation charge will be as follows:

For the tiers below £5000 - BT will apply a charge equal to 100% of the difference between the Adjusted Nominal Committed Spend and the Total Contributory Spend.

For the £5000 tier and those above £5000 - BT will apply a charge equal to 20% of the difference between the Adjusted Nominal Committed Spend and the Total Contributory Spend.

Note that a different reconciliation charge applies where the customer is migrating - see below.

Migration

Migration within the Inclusive Products

(a) Migration prior to the Commitment Start Date Provided that the customer has met the eligibility criteria set out above, the Customer may move from one option within the Inclusive Products (the "Original Option") to another option within the Inclusive Products (the "Alternative Option") prior to the Commitment Start Date of the Original Option.

(b) Migration on or after the Commitment Start Date.

The Customer may move:

(i) from one option within the Inclusive Products (the "Original Option") to another option within the Inclusive Products with an equal or higher Committed Spend ("the Alternative Option"); or

(ii) to an equal or higher Committed spend or tier within the Original Option,

and a reconciliation charge will not apply provided that the Customer's Total Contributory Spend under the Original Option is 75% or more of the pro rata Adjusted Nominal Committed Spend applicable to the Original Option;

Migration from the Inclusive Products

The migration rules are as detailed in the BT Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable).

Reconciliation Charge applicable to Migration between Inclusive Products and Migration from the Inclusive Products

The reconciliation charge will be as follows:

For the tiers below £5000 - BT will apply a charge equal to 100% of the difference between the pro rata Adjusted Nominal Committed Spend and the Total Contributory Spend.

For the £5000 tier and those above £5000 - BT will apply a charge equal to 20% of the difference between the pro rata Adjusted Nominal Committed Spend and the Total Contributory Spend.

Migration to the Inclusive Products

The migration rules and reconciliation charges are as detailed in the appropriate BT Price List Entry for the customer's current contract.

Conditions

1. The Inclusive Products are provided under BT's Contract for BT Business One Plan including the Service Schedule, the BT Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable), the terms set out in this publication and the Order Form.

2. The services included in the Inventory are provided under the applicable standard terms and conditions.

3. Customers will receive BT Assurance Plus repair service on all options within the Inclusive Products as part of this package at no extra charge. Details of BT Assurance Plus are detailed in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional.

4. BT One Bill Plus and Direct Debit are the preferred billing and payment method.

5. The Inclusive Products are available as follows:

BT Business One Plan Inclusive and BT Business One Plan Traditional Inclusive - are available to Business customers who have 100 or less Lines and order BT Business One Plan Inclusive, BT Business One Plan Plus Inclusive or BT Business One Plan Traditional Inclusive on or after 1st March 2011.

6. Minute rounding applies as set out at:

http://www.bt.com/pricing/current/Gen_Notes_boo/0001_d0e219.htm#0001-d0e219

7. The Line Rental Discount does not apply to the Inclusive Products.

8. The Inclusive Products are for the Customer's own use and must not be resold or otherwise transferred.

9. The Inclusive Products are available to customers who have 100 or less Lines and order one of the Inclusive Products on or after 1st March 2011 - Where the Customer exceeds these limits, the following may apply:

a) BT will terminate the contract for the Inclusive Product; and

b) The Customer will automatically commence a BT Business One Plan contract to which a new 24 month Commitment Period will apply; and

c) The Committed Spend applicable to the Inclusive Product contract will continue to apply to the BT Business One Plan contract

d) Terms and conditions and charges for BT Business One Plan will apply (including reconciliation charges)

e) Reconciliation charges may apply to the terminated Inclusive Product contract

10. All charges (other than those stated above) will be charged in accordance with the charges and rules set out in the BT Price List entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable) which may in turn reference other sections within the BT Price List.

Exclusions

The exclusions detailed in the Price List Entries for BT Business One Plan, BT Business One Plan Plus and BT Business One Plan Traditional (as applicable) apply to the Inclusive Products. In addition the following exclusions apply to the Inclusive Products:

BT Business Hosted Voice Plus

BT Business One Plan Special Offer 3

One Plan Call Packages Special Offer

The Line Rental Discount does not apply to the Special Offer.

British Telecom Plc

1 March 2011