Throughout this Agreement, the CUSTOMER and VoIPLine may be referred to individually as a "Party" or collectively as the "Parties."
1. Scope of agreement
This Agreement is intended to set forth the basis by which VoIPLine shall undertake to perform certain Network Services on behalf of the CUSTOMER.
2. Term of agreement
There is no minimum term commitment for any services provided by VoIP Line Telecom, except for when specifically mentioned during signup process.
24 months term commitment apply to "All Inclusive - Unlimited calls plan". Unless sooner terminated in accordance with Section 9, this Agreement shall continue in effect from the day of signup, until service is cancelled. Cancellation request must be submitted at least thirty (30) days prior to the date of service termination.
3. Definitions
Throughout this Agreement, the terms listed shall have the meanings set forth therein:
Business Day means any day in which trading banks are open for general business in Melbourne, VIC, Australia.
Confidential Information means any and all current and future product information, technical or financial information, forecasts, customer names, addresses, and related data, contracts, practices, services and support, procedures, and other business information including, but not limited to software, reports, methods, strategies, plans, documents, drawings, designs, tools, models, inventions, patent disclosures, and Request For Proposals that may be disclosed between the parties whether in written, oral, electronic, website-based, or other form, other than information which
a) is generally available to the public without breach of confidence or unauthorized disclosure
b) is lawfully disclosed by a third party without restriction on disclosure; or
c) is required to be disclosed by law.
Customer Facility means the area housing equipment used by or belonging to CUSTOMER.
Dispute means a disagreement raised by CUSTOMER with VOIPLINE in relation to the supply, charges, invoicing or other aspect of Network Services provided under the Agreement.
Force Majeure Event means fire, flood, earthquake, elements of nature, act of God, riot, civil disorder, war, rebellion, revolution, insurrections, act of terrorism, Government restrictions (including the denial or cancellation of any export or other necessary license) and/or other matter outside of the reasonable control of the non-performing party and not due to its fault or negligence.
Network Services means communications services provided by VOIPLINE to CUSTOMER as set forth VoIPLine Rates and Service Sheet.
Programs means any software to be used by CUSTOMER that is provided by VOIPLINE.
Security means prepayment, cash deposit, bank or other form of guarantee, irrevocable letter of credit or other means provided by CUSTOMER that gives security for payments due to VOIPLINE.
Service Level Agreement means the document that identifies the expected performance levels of the Network Services provided by VOIPLINE.
Suppliers means any person, company or legal entity that provides services, products or equipment to VOIPLINE.
System means the telecommunications equipment, servers, and software housed at an VoIPLine data centre.
Technical Standards means the prevailing telecommunications industry standards for Network Services.
4. Network services
4.1. Obligations of VoIPLine
4.1.1.
Subject to the provisions of this Agreement, VoIPLine agrees to operate and maintain applications, servers and communications networks such that the CUSTOMER shall be able to interconnect with said facilities and make use of the Network Services as set forth in VoIPLine rate and Service Sheet, and the Additional Services as set forth in Service Level Agreement.
4.1.2.
VoIPLine warrants that it will provide all services under this Agreement in accordance with its Technical Standards.
4.1.3.
VoIPLine will use all commercially reasonable efforts under the circumstances to remedy any delays, interruptions, omissions, mistakes, accidents or errors in any service and to restore the service in accordance with Technical Standards.
4.1.4.
VoIPLine will provide a level of service as described in the Service Level Agreement for each service.
4.1.5.
VoIPLine will take all reasonable steps to make sure you receive the voice service within the local calling areas, however the voice service is not free from faults or interruptions. Certain factors, such as network congestion, maintenance, technical capabilities, geographic factors, obstructions or interference may mean you will not receive the voice service at certain times
4.2. Obligations of the customer
In addition to any other obligations of the CUSTOMER set forth in this Agreement, the CUSTOMER shall:
4.2.1.
In exchange for the Network Services provided by VoIPLine, pay the various recurring and non-recurring charges set forth in VoIPLine Rate and Service Sheet.
4.2.2.
Make arrangements for and bear all expenses of a data or Internet connection to access the relevant VoIPLine services;
4.2.3.
Coordinate with VoIPLine in the exchange of technical information relating to the interface circuitry and any local interconnect equipment in order for VoIPLine to engineer the necessary interconnect facilities;
4.2.4.
If applicable, be responsible for provisioning all interfaces between the System and the network in which the Customer Facility is located;
4.2.5.
Provide VoIPLine notice of at least thirty (30) working days prior to the commencement date of any international services, along with a copy of all service requests, confirmations and design layout reports;
4.2.6.
Grant to VoIPLine Personnel such access to the Customer Facilities and System as may be necessary or appropriate for VoIPLine to perform its obligations under this Agreement;
4.2.7.
Ensure that it provides and maintains reliable communications connections in accordance with such specifications as VoIPLine may provide from time to time, between the Customer’s premises and the VoIPLine switch, including but not limited to quality of service. For example, it is acknowledged that VoIPLine will not be responsible for poor call quality due to lack of Quality of Service (QoS) or any other issues on the internet side;
5. Charges and billing
5.1
Voip Line Telecom provides service on prepaid basis. Voip Line Telecom can decide that you have a credit limit. If so, we will tell you what that credit limit is. Fees and charges applicable to your service will commence from the date of connection to Voip Line Telecom. We will email an invoice to you no less frequently than monthly, and you must pay any outstanding fees and charges by the invoice due date. For cases where direct debit authority has been signed, all fees and charges will be billed to your nominated credit card or bank account. If you cancel your credit card authority, or if you do not pay your invoice by the invoice due date, Voip Line Telecom will charge a fifteen dollars late fee. Charges for archive or hardcopy invoices may apply. If you exceed the credit limit, we may suspend the service until you pay all call charges owing on your account.
5.2
Fees for Billing shall be on a “per call” basis with fees for each call rounded up to the next highest billing increment (both time and monetary). Timed Calls are billed at 60 seconds minimum per call with 60 seconds increments, rounded to the nearest cent.
5.3
Voip Line Telecom does not guarantee that you will be able to make successful calls to every valid telecommunications number as Voip Line does not operate every aspect of the telephone network used to provide the Service to you. Furthermore, Voip Line Telecom may bar calls to certain International Destinations if calls pose a real threat to the Voip Line Telecom network, our customers or national security.
5.4
All costs charged by our underlying carriers will be passed onto you appropriately.
5.5
PLEASE NOTE – INTERNATIONAL CALL RATES ARE SUBJECT TO CHANGE WITHOUT NOTICE. Current list of rates is published at http://www.voipline.net.au/call-rates/
5.6
Any subscription charges are payable monthly in advance and deducted from your account balance automatically
5.7
Invoicing: you will be invoiced monthly via your registered e-mail address that you provided during registration with Voip Line Telecom. If you do not receive your invoice, it is your responsibility to notify Voip Line Telecom immediately. Invoice will be sent either as a pdf or text file. If you request an archived or hard copy invoice additional charges may apply
5.8
To maintain positive account balance, you authorise Voip Line Telecom to automatically deduct money from your nominated credit card or bank account. You can also deposit money into your account by bank transfer or cheque
5.9
You will be charged for the calls made according to the chosen call plan
5.10
We reserve the right to make changes to or close Pricing Plans at our discretion. Any Pricing Plan change that may be detrimental to the customer will be communicated via email to the customers nominated email address a minimum of 21 days before becoming effective.
5.11 Other charges:
Reconnection of suspended account: $50
Third party debt collection: $55 or 25% of disputed amount (GST inc), whichever is the larger
Incomplete hardware return charge (per piece of equipment) $35
Postage & handling: Australia Post rates
5.12
If you have authorised payments by credit card, debit authority or other similar methods, payments shall be drawn against your authority when due without further notice to you unless you terminate the payment method by 14 days written notice to Voip Line Telecom. Suspension of the service will occur in the event that your authorised payment method is refused or dishonoured by your nominated financial institution and your account balance falls below predetermined credit limit.
5.13
Your term begins when you are first connected to Voip Line Telecom and continues for the period of time until you disconnect. Should your details change at any time, you must notify us immediately. If you want to discontinue your service, you must give us notice by telephoning the Voip Line Telecom billing department and requesting a disconnection. The service will be disconnected within 7 days of receipt. Voip Line Telecom may suspend, restrict or disconnect the service under varying circumstances. A final invoice will be issued after disconnection and you must pay all fees and charges you incurred using the service, up to the date of disconnection.
5.14
You agree that all Charges incurred by you in using the Voip Line Telecom Service are your responsibility, irrespective of whether you or another person (with or without your consent) used this Service i.e. to make calls and incur charges without your knowledge.
5.15
You must take steps to verify that you have sufficient funds on your credit card / in your account to meet likely fees.
5.16
Your invoice will be calculated by reference to data recorded or logged by Voip Line Telecom. Records held and call-logging procedures adopted by Voip Line Telecom will be conclusive evidence of the usage of the Service and the charges payable by you.
5.17
Despite anything in these Terms and Conditions, Voip Line Telecom will not continue to provide you with the Service, as a result of any unpaid charges extending beyond 30 days from the date that the charges were due for payment. If any amounts are outstanding beyond 60 days from the date on which payment for those charges was due, this Agreement may be terminated by Voip Line Telecom immediately and you will be required to pay all outstanding charges to Voip Line Telecom immediately.
If after standard collection activities, your account remains unpaid in part or in whole for a period of two months (60 days) from the due date, your information may be referred to a debt collection agency or credit reference agency. Voip Line Telecom may charge reasonable expenses in connection with recovery of late payments (including the costs of engaging a third party recovery agency). If Voip Line Telecom engages a third party agent or institutes legal proceedings to recover any outstanding amounts due under the terms and conditions of this contract, you will, to the extent permitted by law, be liable for Voip Line Telecom costs of taking that action.
5.18
Termination of service on accounts with minimum contract will be charged the monthly fee for the remainder of the contract period. E.g. If you have 8 months left on your 12 month contract on a $14.95 per month package you will be required to pay $14.95 x 8 which would be $119.60
6. Disputes
6.1.1.
The CUSTOMER may lodge a Dispute with VoIPLine by providing written notification outlining the nature of the dispute and the supporting evidence that the CUSTOMER has based the Dispute on.
6.1.2.
Where a Dispute is lodged against an invoice from the current billing period, The CUSTOMER may withhold the disputed amount from the payment due on that invoice. All other undisputed amounts must be paid in full and the CUSTOMER’s account must be fully paid up within terms before a Dispute will be accepted by VoIPLine.
6.1.3.
Where a Dispute is lodged against a paid invoice, the CUSTOMER must not withhold any further payments or part thereof.
6.1.4.
Disputes may only be lodged prior to the invoice’s due date.
6.1.5.
If VoIPLine, in its absolute discretion, accepts the Dispute, the parties agree to work together to resolve the Dispute and provide each other the relevant information required to assist resolution.
6.1.6.
Once VoIPLine has rejected or processed a Dispute, the CUSTOMER must, where requested to do so by VoIPLine, pay any amounts outstanding to VoIPLine.
7. Product warranty/return policy
7.1
All products sold by Voip Line Telecom include a 12 month manufacturer's warranty. Voip Line Telecom will accept returns for a period of up to 30 days following purchase if you are not satisfied with your product. Returned products will only be accepted in original condition including all packaging, documentation and hardware as received. It is the customer's responsibility to ensure the product is returned safely to Voip Line Telecom.
8. Emergency Service Calls
8.1
When you dial ‘000’ from the Voip Line Telecom Service, you will be connected to Emergency Services. IT IS IMPERATIVE THAT YOU UNDERSTAND THAT Voip Line Telecom SERVICE CANNOT BE UTILISED IF THERE IS A POWER OUTAGE, WHEN YOUR INTERNET CONNECTION IS INTERRUPTED OR IF THE HARDWARE YOU ARE USING TO ACCESS THE SERVICE IS IN ANY WAY FLAWED. We recommend that you have an alternative telecommunications service such as a cellular, fixed line or satellite telephone connection to contact Emergency Services in the event of the unforeseen. IT IS ILLEGAL FOR YOU TO RELOCATE THE SERVICE FROM ONE DESTINATION TO ANOTHER. Accordingly you must advise Voip Line Telecom of any charges to your personal and address details so that Emergency Service Calls are connected correctly.
9. Suspension and termination of service
9.1.
If, in Voip Line Telecom opinion, you breach any of the terms and conditions of this agreement, we may suspend, terminate or limit your access to the service and terminate this agreement effective immediately. The termination of the service shall not preclude Voip Line Telecom from exercising any other rights Voip Line Telecom may have against you under this agreement.
Immediate suspension, limitation and termination in our absolute discretion:
Although we will try to give you as much notice as is reasonably practicable, we may, if we choose (and without notice) immediately: Suspend or limit the Service (or any feature of it) for any period we think is reasonably necessary;
You will be responsible for any costs incurred in:
Becoming Insolvent; or if you are a partnership, the partnership ceases
9.2. Suspension, limitation and termination with notice:
In addition to our rights above, we may, by giving you reasonable notice (in any event at least 30 days notice): Suspend or limit the Service (or any feature of it) for such period as we determine is reasonably necessary; or Terminate this Agreement.
9.3. Consequences of Suspension:
If we suspend or limit the Service, you will be barred from using the Service until we un-bar the Service. We will continue to charge you, and you must pay us, the Monthly Service Fee in respect of the period during which we have suspended or limited the Service (or any feature of it)
9.4. Your right to terminate this Agreement:
You may terminate this Agreement by giving us 30 days notice by contacting us on 1300 864154 between 9am – 5.30pm AEST, on any Business Day. We will debit your nominated payment service (e.g. Credit Card) for all Charges you incur (including the Monthly Service fee) up until the point of termination. Termination will take place on your designated invoice issue date. You agree that your account can be terminated only once the funds have been debited and you don’t owe Voip Line Telecom any money.
9.5.
If you have purchased hardware at a discounted rate and agreed to a minimum term contract you may also be liable for the full RRP (Recommended Retail Price) of the hardware upon termination (if within the minimum term). Customers who wish to disconnect their services during the 30 Day Trial Period offered will have this done once all equipment is returned to Voip Line Telecom
10. VoIP Line Telecom Liabilities
10.1. Non-excludable Consumer rights:
Consumers, as defined under various consumer protection Laws, have rights that cannot be excluded, and cannot be limited, or can only be limited in certain ways. These rights are in addition to, and not instead of, other rights you may have. These rights include, but are in no way limited to, the right to a refund or rebate for significant interruptions to a Service or a right to terminate your Contract for prolonged or repeated interruptions.
10.2. Personal, domestic or household goods:
If we supply you with Sold Equipment or other goods of a kind ordinarily acquired for personal, domestic or household use or consumption:
they come with non-excludable warranties, including that we are the rightful owner, the goods are reasonably fit for their purpose, are not damaged, and match any description or sample;
you are entitled, at your option, to a refund, repair or replacement for a breach of those warranties and to compensation for any other loss; and
there is no limitation on our liability for breach of those warranties.
These warranties are separate from any manufacturer’s warranty.
10.3. Personal, domestic or household Services
If we supply you with Services of a kind ordinarily acquired for personal, domestic or household use or consumption:
they come with non-excludable warranties, including that they will be provided with due care and skill and be reasonably fit for their purpose;
you are entitled, at your option, to a refund or service redelivery for a breach of those warranties and to compensation for any other loss;
10.4. Goods under $40,001
If we supply you with Sold Equipment or other goods not of a kind ordinarily acquired for personal, domestic or household use or consumption but that have a cash price under $40,001:
10.4.1.
They come with non-excludable warranties, including that we are the rightful owner, the goods are reasonably fit for their purpose, are not damaged, and match any description or sample, but
10.4.2.
Our liability for breach of those warranties is limited, at your option, to:
Replacing the goods (or paying the cost of doing so),
Supplying equivalent goods (or paying the cost of doing so),
Repairing the goods (or paying the cost of doing so).
These warranties are separate from any manufacturer’s warranty.
10.5. Services under $40,001
If we supply you with Services not of a kind ordinarily acquired for personal, domestic or household use or consumption but that have a cash price under $40,001:
they come with non-excludable warranties, including that they will be provided with due care and skill and be reasonably fit for their purpose, but
our liability for breach of those warranties is limited, at your option, to re-supplying the Services (or paying the cost of doing so).
10.6. Manufacturer’s and importer’s liability
In addition to our statutory warranties and in addition to any manufacturer’s warranty, the Trade Practices Act requires the manufacturer or importer to compensate you for any loss if goods we supply you are, for example, not reasonably fit for their purpose.
In such a case, you may have the option of seeking compensation from the manufacturer / importer or from us.
10.7. Negligence
If we are negligent in our supply of Services to you and our negligence in supplying Services causes personal injury, death or damage to your property (‘Negligence Loss’) we accept liability for our negligence, but:
we are not liable for a Negligence Loss to the extent that it was caused, or contributed to, by you or a third party who is not our employee or agent, or by Force Majeure; and
we are not liable for any loss of profits or anticipated savings, economic loss, loss of data or any indirect or consequential damages that you may suffer.
10.8. Breach of Contract
If we breach your Contract and our breach causes personal injury, death or damage to your property (‘Contract Loss’) we accept liability for our breach, but:
we are not liable for a Contract Loss to the extent that it was caused, or contributed to, by you or a third party who is not our employee or agent, or Force Majeure; we are not liable for a Contract Loss to the extent that you could reasonably have avoided or reduced it; and we are not liable for any loss of profits or anticipated savings, economic loss, loss of data or any indirect or consequential damages that you may suffer.
11. LIMITATION OF WARRANTIES AND LIABILITY
11.1. General Limitations
11.1.1.
The liability of VoIPLine for all mistakes, errors, omissions, interruptions, delays or defects in transmission occurring in the course of engineering, installation and operation of its system or the provision of services hereunder shall in no event exceed the charges paid by the CUSTOMER for the period of time during which mistakes, errors, omissions, interruptions, delays or defects in transmission occurred.
11.1.2.
The provisions of various statutes, rules or regulations from time to time in force may impose certain conditions, warranties and obligations which may not or which may not except to a limited extent be varied, modified or excluded. To the extent that it is not lawful for such conditions, warranties or obligations to be varied, modified or excluded, they shall (but only to the extent required by law) form part of this agreement.
11.1.3.
Warranties, conditions, promises or statements either expressed or implied, statutory, collateral or otherwise, whether relating to the products or services VoIPLine performs or supplies or relating to any products or services to be supplied by anyone else, which are not expressly referred to herein are expressly excluded to the extent permitted by law.
11.1.4.
Neither VoIPLine or any Supplier will be liable to the CUSTOMER or anyone else in contract or in tort, for, or in respect of, any indirect or consequential loss arising out of or in connection with or relating to the performance or any breach of this Agreement or any matter relating to this agreement or error in information supplied to the CUSTOMER (whether negligent or not) before or after the date of this Agreement in connection with its subject matter, even if VoIPLine knew or should have known of the possibility of such damages. “Consequential loss” shall include but not be limited to loss of profit, data, use or goodwill (or similar financial loss), and payment made or due to any third party, any loss or damage caused by delay in delivery or installation or in supply of products or services to be provided under this Agreement by VoIPLine or any third party.
11.1.5.
Any liability VoIPLine has to the CUSTOMER in contract or in tort arising out of, or in connection with, or relating to the performance or any breach of this agreement, or any matter relating to this agreement, or error (whether negligent or not) in information supplied to the CUSTOMER before or after the date of this agreement in connection with its subject matter shall not exceed in total the amount VoIPLine has been paid by the CUSTOMER under this Agreement for the products or services which are the subject matter of or directly related to the causes of action asserted.
11.2. Warranties and Limitations for Programs
11.2.1.
VoIPLine may provide various Programs for use by the CUSTOMER as part of the Network Services described herein. VoIPLine warrants, for the CUSTOMER's sole benefit, that the Programs, when delivered, properly installed, and used in accordance with VoIPLine's instructions, will conform to VoIPLine's most current version of the published specifications for such Programs in all material respects. As VoIPLine's sole responsibility and the CUSTOMER's exclusive remedy in the event of any material nonconformity, VoIPLine shall, at its option, make a reasonable effort to repair or replace the Programs so that they are conforming or shall reimburse the CUSTOMER's license fee, if any.
11.3 Telecommunications Customer Service Guarantee Waiver
In accordance with Parts 5 Telecommunication (Customer Protection and Service Standard) Act 1999 (Cth) [The Act], and the Telecommunications (Customer Service Guarantee) Standard 2000 (No. 2) [CSG], Voip Line Telecom proposes that you waive your protection and rights under Customer Service Guarantee. As a customer, you are not obliged to waive your protection or rights, however because Voice Over IP technologies are not equivalent to standard telephone networks, you acknowledge that Voip Line Telecom reserves its right not to provide you with a service. In return, Voip Line Telecom agrees to provide you with significantly lower call costs and technical support, all on the basis that Voip Line Telecom is not required to meet the standards set out in the Customer Service Guarantee.
The Protection and Rights you are waiving include:
Damages for breach of performance standards, as per section 116 of the Act.
Time for payment if damages for breach if performance standards, as per section 117A of the Act.
Right of Contribution, as per section 118A of the Act.
Guaranteed maximum connection periods, as per the CSG.
Guaranteed maximum rectification period, as per the CSG.
Information to be given to Customers, as per the CSG.
Making and Changing Appointments, as per the CSG.
12. NUMBERS
12.1.
We will comply with Telecommunications Numbering Plan and instruments made under it (‘Numbering Plan’) which sets out rules for issuing, transferring and changing telephone numbers. You have no Claim against us arising from anything we do in accordance with the Numbering Plan, including changing or withdrawing a previously allocated number. You must not knowingly and deliberately:
do anything that causes us to breach the Numbering Plan or which makes it more difficult for us to comply with it; or
relocate, reassign or transfer the number for any Service except in accordance with our published procedures, or otherwise as the Law permits.
12.2.
You obtain no proprietary rights in relation to any number allocated to you, and (subject to cases where Law permits you to transfer your telephone service and its number to another service provider) you have no right to retain a particular number when your Contract ends.
12.3.
Due to technical limitations, you must agree with the following:
a. None of the overseas numbers can be ported to any other telephony service provider. (e.g. New Zealand numbers)
b. You can NOT port out any numbers to any other telephony provider, except for the following cases:
- When those numbers were previously ported to VoIP Line Telecom from another service provider
- When you purchased 100 continuous number block
13. THE SUPPLY OF GOODS
13.1. Risk
13.1.1.
If VoIPLine retains ownership of the Goods nonetheless, all risk for the Goods passes to the CUSTOMER on delivery.
13.1.2.
If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the CUSTOMER, VoIPLine is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by VoIPLine is sufficient evidence of the VoIPLine’s rights to receive the insurance proceeds without the need for any person dealing with the CUSTOMER to make further enquiries.
13.2. Title
13.2.1.
VoIPLine and the CUSTOMER agree that ownership of the Goods shall not pass until:
(a) the CUSTOMER has paid VoIPLine all amounts owing for the particular Goods; and
(b) the CUSTOMER has met all other obligations due by the CUSTOMER to VoIPLine in respect of all contracts between VoIPLine and the CUSTOMER.
13.2.2.
Receipt by VoIPLine of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then VoIPLine’s ownership or rights in respect of the Goods shall continue.
13.2.3. It is further agreed that:
(a) where practicable the Goods shall be kept separate and identifiable until VoIPLine shall have received payment and all other obligations of the CUSTOMER are met; and
(b) until such time as ownership of the Goods shall pass from VoIPLine to the CUSTOMER VoIPLine may give notice in writing to the CUSTOMER to return the Goods or any of them to VoIPLine. Upon such notice the rights of the CUSTOMER to obtain ownership or any other interest in the Goods shall cease; and
(c) VoIPLine shall have the right of stopping the Goods in transit whether or not delivery has been made; and
(d) if the CUSTOMER fails to return the Goods to VoIPLine then VoIPLine or VoIPLine’s agent may enter upon and into land and premises owned, occupied or used by the CUSTOMER, or any premises as the invitee of the CUSTOMER, where the Goods are situated and take possession of the Goods; and
(e) the CUSTOMER is only a bailee of the Goods and until such time as VoIPLine has received payment in full for the Goods then the CUSTOMER shall hold any proceeds from the sale or disposal of the Goods, up to and including the amount the CUSTOMER owes to VoIPLine for the Goods, on trust for VoIPLine; and
(f) the CUSTOMER shall not deal with the money of VoIPLine in any way which may be adverse to VoIPLine; and
(g) the CUSTOMER shall not charge the Goods in any way nor grant nor otherwise give any interest in the Goods while they remain the property of VoIPLine; and
(h) VoIPLine can issue proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods may not have passed to the CUSTOMER; and
(i) until such time that ownership in the Goods passes to the CUSTOMER, if the Goods are converted into other products, the parties agree that VoIPLine will be the owner of the end products.
13.3. Defects
13.3.1.
The CUSTOMER shall inspect the Goods on delivery and shall within seven (7) days of delivery (time being of the essence) notify VoIPLine of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote. The CUSTOMER shall afford VoIPLine an opportunity to inspect the Goods within a reasonable time following delivery if the CUSTOMER believes the Goods are defective in any way. If the CUSTOMER shall fail to comply with these provisions the Goods shall be presumed to be free from any defect or damage. For defective Goods, which VoIPLine has agreed in writing that the CUSTOMER is entitled to reject, VoIPLine’s liability is limited to either (at VoIPLine’s discretion) replacing the Goods or repairing the Goods.
13.3.2.
Goods will not be accepted for return other than in accordance with 11.3.1 above.
14. Fair Use Policy
All Voip Line Telecom services are covered by the Fair Use Policy. The Fair Use Policy is designed to protect the quality and integrity of Voip Line Telecom’s network.
Excessive use
Voip Line Telecom considers excessive use to be a call duration of more than 120 minutes per call where a ‘flat rate’ applies, and or more than 3000 minutes of inbound talk time per extension per month.
Inconsistent Usage - If we determine that your use of the service, features, or the device is, or at any time was inconsistent with the normal inbound or outbound usage patterns for the type of service or plan that you have purchased, we have the right to suspend or discontinue service generally, or to disconnect your service, at any time. In addition we reserve the right to immediately disconnect your service at any time without notice.
15. GENERAL PROVISIONS
15.1. Arbitration
15.1.1.
Except for the right of either party to apply to a court of competent jurisdiction for an injunction or other equitable relief available under applicable law to preserve the status quo or prevent irreparable harm pending the selection and confirmation of a panel of arbitrators, and the right of VoIPLine to bring suit on an open account for any payment due VoIPLine hereunder, any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by;
a) First, holding discussions in good faith and exchanging information between the Parties in order to resolve. If this is not successful then;
b) By escalation to the respective CEO’s of both Parties who will meet in order to resolve. If this is not successful then;
c) By arbitration in Victoria (Australia), in accordance with the Rules of Conciliation and Arbitration of the ICC, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. Arbitration shall be conducted in the English language by an arbitrator selected by agreement between VoIPLine and the CUSTOMER. The arbitrator shall have the authority to grant injunctive relief in a form substantially similar to that, which would otherwise be granted by a court of law.
15.1.2.
The parties agree that the arbitration proceeding and the outcome shall be kept strictly confidential and that obligations under Clause 13.1 shall survive termination or expiration of this Agreement.
15.2. Consent To Jurisdiction
15.2.1.
This agreement shall be governed by and construed in accordance with the laws of the State of Victoria in Australia and the parties hereby submit to the non-exclusive jurisdiction of the courts of that State.
15.3. Miscellaneous
15.3.1.
Any document referred to in this Agreement and attached hereto as an Exhibit at the time of execution or later amended updated shall be deemed an indispensable part of this Agreement.
15.3.2.
The parties agree to deal with each other fairly and in good faith and to perform all acts reasonably required to carry out the intent of this agreement.
15.3.3.
If any of the provisions of this Agreement shall be invalid or unenforceable, such invalidity or unenforceability shall not invalidate or render unenforceable the entire Agreement, but rather the entire Agreement shall be construed as if not containing the particular invalid or unenforceable provision or provisions, and the rights and obligations of VoIPLine and the CUSTOMER shall be construed and enforced accordingly.
15.3.4.
Obligations under this Agreement that by their nature would continue beyond the termination, cancellation or expiration of this Agreement, including by way of illustration only and not limitation, CONTINUING AVAILABILITY, WARRANTIES, REPAIRS NOT COVERED UNDER WARRANTY, REMEDY FOR NON-PERFORMANCE, CONFIDENTIALITY and CONSENT TO JURISDICTION, shall survive the termination of this Agreement.
15.3.5.
The failure of either party at any time to enforce any right or remedy available to it under this Agreement or otherwise with respect to any breach or failure by the other party shall not be construed to be a waiver of such right or remedy with respect to any other breach or failure by the other party.
15.3.6.
At its own expense, each party shall comply with all applicable laws, regulations, rules, ordinances and orders regarding its activities related to this Agreement.
15.3.7.
Both undersigned parties acknowledge that they have the full authority to enter into this agreement on behalf of the companies they represent.
15.3.8.
The parties to this Agreement are independent contractors, and no partnership, joint venture, employee-employer or agency relationship, whether express or implied, is intended or created by this Agreement. Neither party may take any actions that are binding on the other party. Without limiting the foregoing, neither party shall make any representations or warranties to third parties on behalf of the other party hereto.
15.3.9.
This Agreement and the Exhibits attached hereto set forth the entire understanding and agreement of the parties, and supersede any and all oral or written agreements or understandings between the parties as to the subject matter of this Agreement. Except, as provided herein, this Agreement may be amended or changed only in writing signed by both parties. The waiver by either party of a breach of any provision contained herein shall be in writing and shall in no way be construed as a waiver of any succeeding breach of such provision or a waiver of the provision itself.
15.3.10.
This Agreement may be executed in two counterparts, each of which shall be deemed an original and all of which shall be deemed to be one instrument.
15.3.11.
Goods or services are supplied by VoIPLine only on the terms and conditions of trade herein to the exclusion of anything to the contrary in the terms of the CUSTOMER’s order notwithstanding that any such order is placed on terms that purport to override these terms and conditions of trade.
15.3.12.
This Agreement is meant to be read in conjunction with VoIPLine, Direct debit Authorisation, Credit Application and Personal/Directors Guarantee (where applicable) and any other forms supplied by VoIPLine or attached to this Agreement.
16. Privacy
Privacy Act 1998
From time to time Voip Line Telecom and/or their agents may collect personal information about you. Telecommunications and privacy legislation impose strict obligations on Voip Line Telecom to protect the confidentiality of your personal information and to respect your privacy. You are able to gain access to your personal information that we hold by calling 1300 864754. Your personal information is collected in order to provide you with a telecommunications service. Voip Line Telecom may also use your information for purposes that are related to providing you with a telecommunications service, which would be reasonably expected (such as keeping you informed about features of our telecommunications services or conducting analysis in order to provide better service to you). Voip Line Telecom may disclose or receive personal information or documents about you to/from:
1. Credit providers or credit reporting agencies for the purposes permitted under the Privacy Act;
2. Law enforcement agencies to assist in the prevention of criminal activities;
3. Our service and content providers, dealers and agents, for purposes that are related to providing you with a telecommunications service, which would be reasonably expected.
Unless you consent, we will not disclose your personal information to third parties, other than those who have contracted with Voip Line Telecom to keep the information confidential, or who are subject to obligations to protect your personal information.
