Telco Preselection Terms and Conditions

1. General
   1. By accepting the supply of theBusiness Preselection Service, you accept these terms and conditions.You acknowledge that the terms and conditions, including relevantCharges, may be varied from time to time by Independent ComputerRetailers (ICR) Pty Ltd ("ICR") giving you not less than 14 dayswritten notice.
2. The Service
   1. ICRnet Preselection is atelephony service by which your national long distance calls, calls tomobiles, and international calls will be carried by ICR and includesICR Telco Override. Telco Override enables you to dial, or haveprogrammed into your PABX an override access code (1423). If theOverride Code is used, in addition to long distance calls, calls tomobiles, international calls, local calls will be carried by ICR.
   2. Telco Preselection and Telco Override will not permitcarriage of calls to Freephone Services (18), Local Rate Services (13),Premium Rate Services (19), Data Services (0198), Satellite MobileServices (014), Calling Card Services (189), Paging Services (016), VPNServices (188), and UPT Services (05). You acknowledge that ICR may usethe services of another carrier in supplying the Services.
3. Use of the Service
   1. You must not use theService in any way which would constitute a breach of the law,including without limitation by making hoax, threatening or abusivecalls.
4. Charges & Billing
   1. The Service may besubject to an optional Minimum Monthly Spend and contract term("Minimum Service Period") as stated on the order form.
   2. You will be charged for all calls from the specifiedservice numbers carried (whether such calls were made with yourauthority or not) based on the rates specified on the Rate Card. ICRmay from time to time provide to you an updated Rate Card, which willtake effect 14 days after the date ICR issues the updated Rate Card.The Minimum Monthly Spend will be payable regardless of the number ofcalls that have been made using the Service.
   3. ICR will bill you on a monthly basis. Bills must be paidwithin 14 days of the date of the bill. Payment must be made in full bycash, cheque, credit card, direct debit or other methods permitted byICR.
   4. ICR may charge a late payment fee on any overdue amounts.In addition, ICR may impose an administrative fee to cover itsreasonable expenses and costs incurred in enforcing any failure ordelay in your payment, This may also include reconnection fees whereservices have been suspended or cancelled.
5. Privacy
   1. Personal information that ICRcollects from you is collected for the primary purposes of enabling ICRto supply services to you and for the administration of your accountwith ICR, including creditworthiness assessment billing and debtcollection.
   2. You agree that ICR may release your personal informationand other information provided to us by you to another carriage serviceprovider if that release is required to enable ICR to supply theservices to you and to a credit reference agency in connection with ICRobtaining from or supplying to that agency information about yourcreditworthiness.
6. Period Of Agreement
   1. This Agreement shallcommence on the date your application is accepted by ICR and shallcontinue until terminated in accordance with these terms andconditions. The Minimum Service Period shall commence on the date theService is activated. If during the Minimum Service Period thisAgreement is terminated by you or is terminated by ICR, you will pay toICR an Early Termination Charge calculated by multiplying the MinimumMonthly Spend by the number of months between the date of terminationand the expiry of the Minimum Service Period.
7. Service Suspension and Termination
   1. ICRmay terminate this agreement by providing you not less than 30 dayswritten notice. You may terminate this agreement at any time by givingus written notice but, if the termination is during the Minimum ServicePeriod, you will be liable to the Early Termination Charges.
   2. ICR may by written notice immediately suspend supply of the Service to you and/or terminate this agreement if:
      1. Youfail to pay by the due date any charges payable for the Service andfail to rectify that default within 7 days of receiving from ICR awritten notice requiring you to do so;
      2. You are declared bankrupt or die or if a receiver,liquidator, provisional liquidator or administrator is appointed you.reyour undertakings or assets and that appointment continues for a periodof 5 Business Days, or if you enter into any arrangement with any ofyour creditors or any class of such creditors or if you cease to carryon business;
      3. ICR has reasonable evidence that you have breached clause 3 of this Agreement.
8. Liability
   1. ICR does not warrant that the Service will be uninterrupted or fault free.
   2. ICRexcludes any liability to you for any indirect or consequential loss,costs, or damage (including, but not limited to, loss of profits, lossof revenue, and expectation loss) arising out of this Agreement,including, but not limited to, ICR's supply of (or failure to supply)the Service, whether arising as a result of any act, omission ornegligence of ICR or otherwise.
   3. To the maximum extent permitted by law, ICR limits itsliability to you for any liability which may arise out of or inrelation to this Agreement, (whether based in contract, tort, includingnegligence, or statute) to an amount in aggregate for all claims whichis the amounts paid by the Customer for the Services under thisAgreement.
   4. You indemnify us against any loss or damage we may suffer as a result of your use or attempted use or any use of the Service.
9. General
   1. Headings are for ease of reference only and not as an aid to interpretation.
   2. The Customer may not transfer legal responsibility for the Service without ICR.s written consent.
   3. TheCustomer acknowledges that where ICR requires the consent of theCustomer to undertake certain actions, then provided ICR acts in goodfaith, ICR may rely upon the authority of any employee of the Customerwho warrants that he or she is authorised to provide that consent onbehalf of the Customer.
   4. ICR may set off or apply any credit balance in any of youraccounts with ICR or any amounts owed by ICR to you against any amountdue and payable by you to ICR.
   5. Failure by either party to exercise or enforce any rightconferred by this Agreement will not be deemed to be a waiver of anysuch right nor operate so as to bar the exercise or enforcement of theright or of any other right on any later occasion.
   6. If part or all of any clause of this Agreement is illegal,invalid or unenforceable it will be read down to the extent necessaryto ensure that it is not illegal, invalid or unenforceable or if thisis not possible, the affected clause or part will be severed from thisAgreement, the remaining provisions of this Agreement will continue tohave full force and effect and the parties will attempt to replace thatsevered part with a legally acceptable alternative clause that meetsthe parties' original intention in relation to the subject mattersevered.
   7. The Agreement constitutes the entire agreement between theparties as to its subject matter and supersedes any prior understandingor agreement between the parties (including any Memorandum ofUnderstanding) and any prior condition, warranty, indemnity orrepresentation imposed, given or made by ICR.
   8. The Agreement is governed by the laws applicable in theState of New South Wales in the Commonwealth of Australia and eachparty irrevocably submits to the non-exclusive jurisdiction of thecourts of that State.