TERMS AND CONDITIONS OF TRADE
INTERNET SERVICE PROVIDER (ISP) AND VOIP SERVICES
CONTENTS
PART A: Overview of these Terms
PART B: Products and Services
PART C: Price
PART D: Payment Terms
PART E: Compliance and Information
PART F: Dispute Resolution and Liability
PART G: General
PART H: Dictionary
PART I: Specific Terms
PART A: OVERVIEW OF THESE TERMS
These Terms of Trade apply to all Products and Services that we provide to you.
HyperSpeed ISP Ltd wants these Terms to be as clear and transparent as possible. If you are unsure about anything in these Terms, please contact us before placing an Order.
To make these Terms easier to follow:
• Part H contains a Dictionary that explains the specific meanings of capitalised terms used in these Terms.
• The headings and structure are for convenience only and do not limit the meaning of the clauses.
1. Introduction
1.1 These Terms set out all of the terms and conditions that apply to the Products and Services that we supply to you.
1.2 No other terms and conditions apply unless we expressly agree to them in writing for a specific Order.
1.3 We may update these Terms from time to time by giving you notice in writing or by publishing updated Terms on our website. The updated Terms will apply to all Orders placed after the date we notify you of the change.
PART B: PRODUCTS AND SERVICES
This Part explains how you place Orders, how we deliver Products and Services, and what happens with defects, cancellations and variations.
2. Order process
2.1 You may order Products and Services from us using the ordering processes that we notify to you from time to time, including online sign up, forms, email, or any other method we approve.
2.2 All Orders are subject to our acceptance. We may accept an Order in whole or in part by:
• issuing an invoice for the relevant Products and Services
• delivering the Products or supplying the Services
• confirming acceptance of the Order to you in writing.
2.3 We are not required to check whether any person placing an Order on your behalf is properly authorised to do so. You are responsible for ensuring that anyone who places an Order for you is authorised.
2.4 You may ask us to vary an Order. Any variation will be at our discretion and will only be effective once we confirm our acceptance of the variation in writing, in accordance with clause 7.
2.5 Identity Verification Requirements
To protect against fraud, maintain account integrity, and validate multi-property service requests:
a. If you order Services for more than one property, or
b. If we detect unusual account behaviour, conflicting account information, or potential identity risk,
we may require photo identification such as a New Zealand driver licence, passport, or another accepted form of ID.
ID will be used solely to verify identity and ensure the legitimacy of Orders. ID will be handled in accordance with clause 17 (Privacy) and our Privacy Policy.
3. Delivery of Products and supply of Services
3.1 We will use reasonable efforts to deliver Products and provide Services on or before the Delivery Date specified in the relevant Order. Unless we expressly agree otherwise in writing, any Delivery Date is an estimate only and not guaranteed.
3.2 You may collect Products from our premises if we agree, or we will deliver Products and provide Services to the delivery location stated in the relevant Order or to another location agreed in writing.
3.3 If you ask us to leave Products outside our premises for collection, or to deliver Products to an unattended address, the Products are left entirely at your risk. If the Products are lost, damaged or destroyed in those circumstances, any replacement or additional Products will be at your cost.
3.4 Subject to clause 16, where the delivery location is your premises, you must provide our Representatives with safe and suitable access during normal business hours, together with any assistance they reasonably require to deliver the Products and perform the Services.
4. Supply of Products
4.1 This clause 4 and clause 5 apply where your Order includes Products.
4.2 Unless we agree otherwise, we may deliver an Order in instalments.
4.3 If you delay, fail or refuse to accept delivery, the Products will be treated as delivered when we were ready and willing to deliver them. Without limiting any other rights we may have, we may charge you for any costs or expenses we reasonably incur due to that delay, failure or refusal, including storage costs.
4.4 Risk in the Products passes to you on delivery in accordance with clause 3.
4.5 You are responsible for following all instructions, recommended uses, installation methods, warnings and cautions in relation to Products, including any provided by us or by the manufacturer.
5. Defects
5.1 You must inspect the Products as soon as reasonably practicable on the date of delivery and notify us promptly of any alleged defect, damage, incorrect Products or incorrect quantity (Defects). If we ask you to, you must allow us to inspect the Products or return them to us so we can inspect them. You should tell us about any Defects as soon as possible so that we can confirm whether the Defects occurred before delivery to you.
5.2 If there are Defects in an Order, your remedies are as set out in clause 24.1, subject to your rights under any applicable law that cannot be excluded.
6. Cancellation
6.1 Either party may cancel an Order by written notice if the other party:
a. commits a material breach of these Terms and does not remedy that breach within 20 Business Days after receiving written notice describing the breach
b. suffers an Insolvency Event.
6.2 If we cannot deliver any Products or Services to you for reasons outside our reasonable control, we may cancel the Order (in whole or in part) by giving you written notice. We will refund any amount you have already paid for Products or Services that will not be supplied as a result of that cancellation. We are not liable for any loss or damage you may suffer as a result of such cancellation, to the extent permitted by law.
6.3 You may cancel delivery of Products and Services by written notice within 24 hours of placing the Order.
6.4 For Orders placed following unsolicited calls or visits, you may cancel the Order by written notice within five Business Days of placing the Order, consistent with applicable consumer rights.
6.5 We will not accept cancellation of Orders for Products that are customised to your specifications or are non stock items, once the Order has been accepted, except as allowed under this clause 6 or required by law.
6.6 Month-to-Month Plans — First Month Cancellation Fee
If you are on an open-term (month-to-month) plan, the following applies:
a. If you cancel within the first month of service activation, a $50 early cancellation fee applies.
b. After the first month, no early termination fees apply for open-term plans.
7. Variations
7.1 We may need to vary an Order where we identify factors affecting the delivery or supply of Products or Services, either before or during performance. Any proposed variation will be notified to you (Variation Notice). You must respond to a Variation Notice as soon as reasonably possible and in any case within 3 Business Days. We may suspend or delay supply of Products or Services until you have responded.
7.2 If you do not respond to a Variation Notice within 3 Business Days, we may treat the variation as accepted.
7.3 If you notify us within 3 Business Days that you do not accept the variation, we may cancel the Order (or the remaining Products and Services to be supplied under that Order) by written notice. In that case we will refund any amounts you have already paid for Products and Services that will not be supplied as a result of the cancellation, less any unrecoverable costs we have reasonably incurred.
PART C: PRICE
8. Price
8.1 The Price for Products and Services will be determined as follows:
a. in accordance with our then current price list on the date you submit the relevant Order
b. for Services provided on a time and materials basis, by our standard hourly rates as at the date the Services are provided
c. where we have provided a quote or proposal, the Price specified in that quote or proposal, subject to clause 8.5.
8.2 We may change our price list and standard hourly rates from time to time. Any updates will take effect from the date we specify in the notice and will apply only to Orders placed after that date.
8.3 Unless expressly stated otherwise, all Prices are exclusive of GST.
8.4 In addition to the Price, we may charge you for freight, insurance, installation, disbursements, and any taxes, duties or levies that apply.
8.5 Where we provide a quotation, proposal or estimate:
a. unless stated otherwise, it is valid for 30 days from the date of issue and may be subject to additional conditions specified in that quotation, proposal or estimate
b. we may withdraw it at any time before you accept it or before we accept an Order based on it, by giving you written notice
c. it is exclusive of any additional amounts described in clause 8.4, unless expressly stated otherwise.
PART D: PAYMENT TERMS
9. Payment
9.1 You must pay all Amounts Owing to the bank account we notify to you or by another payment method we agree in writing.
9.2 Payment is due:
a. before delivery of the Products, or
b. on delivery of the Products, or
c. on completion of the Services, or
d. by instalments or progress payments as set out in the Order, or
e. as specified in our invoice, or
f. on the 20th of the month following the invoice date, or
g. no later than 7 days from the date of the invoice, unless the invoice states a different due date,
and in all cases:
h. in full, without any deduction, withholding, set off or counterclaim, except to the extent you are required by law to withhold tax or we agree otherwise in writing.
9.3 If you dispute an invoice:
a. you must notify us in writing within 3 Business Days of the date of the invoice, describing the nature of the dispute. After that time, and unless there is a manifest error, the invoice will be treated as accepted
b. you may withhold only the disputed portion of the invoice and must pay the undisputed balance by the due date. Once the dispute is resolved, you must immediately pay any outstanding amount that is agreed or determined to be payable.
9.4 Both parties agree to act promptly and reasonably to resolve disputed invoices, and where possible to do so before the due date for payment.
10. Credit terms and repayment obligations
10.1 We may agree to supply Products and Services to you on credit. Any such supply is subject to our prior approval and ongoing credit assessment. We may use credit reporters and debt collection agencies as described in clause 17.2.
10.2 You must notify us immediately:
a. if you suffer an Insolvency Event. In that case, all Amounts Owing (whether or not due for payment) will become immediately due and payable
b. if you are a company and there is a material change in your effective management or ownership.
11. Deposit and guarantee
11.1 We may, before supplying any Products or Services, require you to:
• pay in advance
• pay a deposit
• provide a personal or corporate guarantee
• provide other security,
as security for any Amount Owing.
11.2 If we cancel an Order for reasons other than your breach of these Terms, we will refund any deposit that you have paid for that Order. Otherwise, deposits are non-refundable unless we agree otherwise in writing or required by law.
12. Rights to recover Products
12.1 We retain ownership of all Products supplied to you until we have received full payment of all Amounts Owing in relation to those Products.
12.2 Until ownership passes to you, you may resell or use the Products in the ordinary course of your business. To the extent allowed by law, you will be deemed to hold the proceeds of such sale or use (in any form) on trust for us up to the amount of the Amount Owing.
12.3 If any Amount Owing is overdue or you suffer an Insolvency Event, you must, on request, return all Products to us or allow us to enter the premises where the Products are stored to repossess them.
13. Late payments
13.1 If any Amount Owing that is not subject to a genuine dispute is not paid in full by the due date, we may:
a. suspend or cancel the supply of any Products and Services to you in accordance with clause 6.1(a)
b. cancel any rebates or discounts that have been offered or credited to you
c. charge interest on the overdue balance at the rate of 2.5 percent per month, accruing daily and charged monthly from the due date until the date payment is received in full.
14. Costs of recovering Amounts Owing
14.1 You must pay all reasonable costs and expenses we incur in recovering any Amount Owing or exercising our rights to recover Products. This includes debt collection fees or commissions and legal costs on a full indemnity basis.
15. Security interests
15.1 You acknowledge that these Terms create a security interest (as defined in the PPSA) in our favour in all Products and their proceeds, as described in clause 12, to secure payment of all Amounts Owing.
15.2 You agree to sign any further documents and do anything else we reasonably require to register, perfect and maintain the security interest, including financing statements, and to give us at least 14 days prior written notice of any change in your name or details, including address, trading name or business practice.
15.3 To the extent permitted by law, the parties agree to contract out of sections 114(1)(a), 133 and 134 of the PPSA. You waive your rights under sections 116, 120(2), 121, 125, 126, 127, 129, 131 and 132 of the PPSA to the extent permitted by section 107(2). You also waive the right to receive a verification statement in relation to any financing statement we register.
15.4 We may, at any time, require a guarantee or other additional security from you at your cost before or while supplying Products or Services.
PART E: COMPLIANCE AND INFORMATION
16. Health and safety
16.1 Each party must comply with the Health and Safety at Work Act 2015 and all related regulations, standards and codes of practice, and with the other party’s reasonable and pre-notified health and safety policies that apply when on that party’s premises.
16.2 You must notify us of any known hazards at your premises that our Representatives may be exposed to and ensure that your workplace is, so far as is reasonably practicable, without risks to the health and safety of any person.
16.3 Each party must consult, co-operate and co-ordinate with other duty holders as required in relation to health and safety matters connected with the delivery of the Products and Services.
17. Privacy
17.1 We may collect, use and share Personal Information:
a. to perform our obligations or exercise our rights under these Terms
b. in accordance with the Privacy Act 2020.
This may include sharing Personal Information with our Related Companies.
17.2 We may engage credit reporters and debt collection agencies and disclose Personal Information to them so they can provide credit reporting and collection services. This may include default information, which they will hold and use in accordance with their own privacy policies.
17.3 If you provide us with Personal Information about another individual (including a Representative) or authorise us to collect their Personal Information, you confirm that:
a. you are authorised by that person to do so
b. you have informed them that their Personal Information will be collected, used and disclosed in accordance with this clause 17 and that they have rights to access and request correction of that information.
17.4 You and your Representatives have the right to access and request correction of any Personal Information we hold about you, subject to any grounds for refusal under the Privacy Act 2020.
17.5 Identity Verification Information (Amendment)
Where required to verify identity under clause 2.5, we may collect, store, and validate photo identification documents such as a driver licence or passport. This information will be:
a. used solely for identity verification, fraud prevention, and ensuring legitimate multi-property service requests;
b. stored securely and only for as long as necessary;
c. disclosed only in accordance with the Privacy Act 2020 and these Terms.
18. Confidentiality
18.1 Each party must keep the other party’s Confidential Information secure and must not disclose it except as allowed in this clause 18.
18.2 Confidential Information may be disclosed:
a. where disclosure is required by law or by a Regulator, but only to the extent required or requested
b. where reasonably required for a party to perform its obligations or exercise its rights under these Terms
c. to a Related Company or a Representative on a need-to-know basis, provided that the recipient is bound by confidentiality obligations at least as strict as those in this clause 18.
18.3 We may refer to you as a customer (including by using your name or logo) and may publish testimonials or references that you provide on our website or in our marketing materials. We will ensure that such references reflect your experience accurately. Please contact us if you do not wish to be referred to in this way or if you wish to amend any published reference.
19. Insights and intellectual property
19.1 We may use information collected in connection with the Products and Services to improve our Products and Services, to generate statistics and research, and to provide general industry or market insights (“Insights”), provided that:
a. we respect our obligations of confidentiality and privacy, including by ensuring that any published Insights are aggregated and de-identified so they do not identify you or any individual
b. we will not use such information to create Insights if you have informed us that you do not consent to that use.
19.2 To the extent required, you grant us a non-exclusive, perpetual, irrevocable, royalty-free licence to use and sub-licence the information described in clause 19.1 for the purposes set out in that clause. We own all intellectual property rights in the Insights.
19.3 We (or our licensors) own all intellectual property rights in the Products and Services at all times.
19.4 Any new intellectual property created by or on behalf of us in connection with the Products and Services, including custom configurations, templates, systems, documentation and processes, will be owned by us unless otherwise agreed in writing.
19.5 To the extent required to give effect to clauses 19.3 and 19.4, you assign to us all intellectual property rights in such material on and from creation and agree to do anything reasonably required to give effect to that assignment.
19.6 You warrant that any materials, designs, instructions or specifications you provide do not infringe the intellectual property rights of any third party and you indemnify us against all loss, damage, liability and costs (including full legal costs) that we incur as a result of any such claim.
PART F: DISPUTE RESOLUTION AND LIABILITY
20. Dispute resolution
20.1 If a dispute arises out of or in connection with these Terms, either party may give the other a written notice describing the dispute (“Dispute Notice”).
20.2 After a Dispute Notice is received:
a. a Representative of each party with authority to resolve the dispute must meet (in person, by phone or online) within 10 Business Days to attempt to resolve the dispute
b. if the dispute is not resolved within 10 Business Days after that meeting, or if no meeting occurs within 10 Business Days of the Dispute Notice, the dispute must be referred to the senior managers of each party (if applicable), who will try to resolve it within a further 10 Business Days
c. if the dispute is still not resolved after the process in clause 20.2(b), either party may commence court proceedings.
20.3 Nothing in this clause prevents either party from applying to a court at any time for urgent or interim relief. Otherwise, neither party may commence other court proceedings until it has followed the process in this clause 20.
20.4 Each party must continue to perform its obligations under these Terms while the dispute resolution process is underway, subject to any express right of suspension or termination in these Terms.
21. Consumer Guarantees Act
21.1 If you are acquiring, or hold yourself out as acquiring, any Products or Services in trade, and to the extent permitted by law, you and we agree that the Consumer Guarantees Act 1993 (CGA) does not apply to the Products and Services.
21.2 If you acquire any Products for resupply in trade, you agree that you will:
a. contract out of the CGA to the maximum extent permitted by law in your terms of trade with your customers
b. ensure that your customers and all further parties in the supply chain also contract out of the CGA to the maximum extent permitted by law.
You indemnify us for all loss or costs we may incur as a result of your failure to comply with this clause 21.2.
22. Warranties
22.1 We warrant that Products and Services supplied by us will be free from material defects in materials and workmanship at the time of supply. This warranty does not apply to any defect or damage that arises from:
a. your acts or omissions or those of your Representatives, where those acts or omissions are outside the ordinary use of the Products or Services
b. minor variations in specifications, measurements, colours, weights, sizes or strength.
22.2 You acknowledge that, except as set out in clause 22.1 and any written materials or express written warranties we provide:
a. we do not give any other express warranties in relation to the Products or Services
b. to the fullest extent permitted by law, we exclude all implied warranties, including any implied warranties of merchantability, quality or fitness for a particular purpose.
Nothing in this clause affects any non-excludable rights you may have at law, including under the CGA where it applies.
23. Third party suppliers
23.1 If you ask us to arrange Products or Services to be supplied directly to you by a third party (whether we contract as your agent or otherwise), these Terms apply to our Services in arranging that supply. To the extent permitted by law, we exclude all liability for the acts or omissions of the third party in supplying those Products or Services to you. You agree to pay us any commission or other amounts due to us in connection with such arrangements.
24. Limitation of liability
24.1 To the extent permitted by law, and subject to clause 24.3, if we are liable to you under or in connection with these Terms, our liability will be limited at our option to:
a. For Products:
i. replacement of the Products or supply of equivalent products
ii. repair of the Products
iii. payment of the cost of replacing the Products or acquiring equivalent products
iv. payment of the cost of having the Products repaired
b. For Services:
i. supplying the Services again
ii. payment of the cost of having the Services supplied again.
24.2 Subject to clause 24.3 and to the maximum extent permitted by law:
a. our total aggregate liability to you for all claims arising out of or in connection with these Terms and the Products and Services is limited to the total Price paid by you for the Products and Services giving rise to the claim
b. we are not liable for any:
i. indirect, special or consequential loss or damage
ii. loss of profits, revenue, data, goodwill, customers, opportunities or reputation.
24.3 Nothing in these Terms limits or excludes our liability for:
a. fraud
b. breach of clause 18 (Confidentiality)
c. wilful breach of these Terms
d. gross negligence
e. any other matter that cannot be excluded or limited by law.
24.4 The exclusions and limitations of liability in this clause 24 apply regardless of the legal basis of any claim, whether in contract, equity, tort (including negligence) or otherwise, and apply to the fullest extent permitted by law. They do not limit any rights you may have under applicable legislation that cannot be excluded.
24.5 We are not liable under or in connection with these Terms:
a. for any act or omission of your Representatives or any third party
b. for any act or omission carried out in accordance with your instructions or those of your Representatives
c. to any third party.
PART G: GENERAL
25. General
25.1 Governing law
These Terms are governed by the laws of New Zealand. Each party submits to the jurisdiction of the New Zealand courts.
25.2 Previous agreements
These Terms replace and supersede all prior written agreements between the parties relating to the Products and Services.
25.3 Sub-contracting
We may sub-contract any of our obligations under these Terms (including to a Related Company).
We remain responsible to you for the performance of our obligations.
25.4 Assignment
You may not assign, transfer or novate your rights or obligations under these Terms without our prior written consent, which we may withhold at our discretion.
We may assign our rights and obligations under these Terms to another person by giving you notice.
If the assignment is likely to have a material adverse effect on you, we will seek your prior consent, which you must not unreasonably withhold or delay.
We may also assign any Amount Owing by you to us without your consent.
25.5 Amendments
Any changes to these Terms must be in writing and signed or otherwise clearly approved by both parties, except where:
-
these Terms allow us to update them by notice, or
-
we are required to make changes to comply with law, in which case we will notify you.
25.6 Force majeure
We are not liable for any failure or delay in performing our obligations where that failure or delay is caused by events or circumstances outside our reasonable control, including strikes, lockouts, industrial disputes, transport delays, embargoes, epidemics, pandemics, accidents, emergencies, governmental actions or natural events.
25.7 Waiver
No failure or delay in exercising any right under these Terms will operate as a waiver, and a single or partial exercise of a right does not prevent any other exercise of that right or any other right.
25.8 Survival
Any provision of these Terms that by its nature is intended to continue after termination or expiry will survive, including obligations relating to:
-
payment
-
confidentiality
-
intellectual property
-
limitation of liability
25.9 Third-party rights
These Terms are for the benefit of the parties and are not intended to confer rights on any other person.
25.10 Relationship
We supply Products and Services as an independent contractor. Nothing in these Terms creates a relationship of employment, partnership, joint venture, trust or agency between the parties.
25.11 Non-exclusive
These Terms are not exclusive. We may supply Products and Services to others and you may purchase products or services from other providers.
25.12 Counterparts
These Terms and any related documents may be signed in any number of counterparts, including electronically and by exchange of PDF or similar copies.
Together, they form one instrument.
PART H: DICTIONARY
26. Definitions
Amount Owing
means any amount you owe us from time to time, including the Price, any amounts described in clause 8.4, any interest payable, any liability you have under these Terms and any enforcement or recovery costs.
Business Day
means a day other than a Saturday, Sunday or public holiday in New Zealand.
Confidential Information
means information that is, or would reasonably be considered, confidential and relates to the business, interests, affairs, Products, Services, technology or intellectual property of a party, including these Terms, but does not include information that:
a. is or becomes public, other than through a breach of these Terms
b. was lawfully in a party’s possession without an obligation of confidence before it was disclosed by the other party
c. is independently developed or acquired without relying on information that is itself Confidential Information.
Consumer
has the meaning given in the Consumer Guarantees Act 1993.
Delivery Date
means the date for delivery of Products or performance of Services specified in an Order or otherwise agreed in writing.
Insolvency Event
means, in relation to you, any of the following, or any event substantially similar to these in any jurisdiction:
a. suspension or cessation of your main business activities
b. an application is made to liquidate you
c. you propose or enter into a compromise, scheme, arrangement or composition with creditors
d. a liquidator, receiver, statutory manager, administrator or similar official is appointed over you or any of your assets
e. you suspend or threaten to suspend payment of your debts as they fall due
f. enforcement of any security over all or a substantial part of your assets
g. if you are an individual, any act of bankruptcy or similar event
h. any other analogous insolvency event or proceeding in any jurisdiction,
in each case, unless it occurs solely for the purpose of a solvent reconstruction, amalgamation, merger or consolidation.
Order
means an order for Products or Services submitted by you and accepted by us in accordance with clause 2.
Personal Information
has the meaning given in the Privacy Act 2020.
PPSA
means the Personal Property Securities Act 1999.
Price
means the price payable for Products and Services, as determined under clause 8.1.
Products
means any physical equipment, hardware, devices or other tangible items supplied by us to you, including those specified in an Order, and any related services such as configuration and installation.
Regulator
means any authority, commission, government department, court, tribunal or similar body that has regulatory or supervisory authority over the parties or the Products and Services.
Related Company
has the meaning given in the Companies Act 1993, reading references to a company as references to any body corporate, wherever incorporated.
Representatives
means, for a party, its directors, officers, employees, contractors and agents.
Services
means any services supplied by us to you, including internet, VoIP, technical support, installation, configuration or other services, as described in an Order.
Specific Terms
means any specific terms set out in Part I that apply in addition to these Terms.
Terms
means these Terms and Conditions of Trade, including all Parts and any Specific Terms in Part I, as amended from time to time in accordance with clause 25.5, together with each Order and any additional terms expressly agreed in writing under clause 1.2.
We, us or our
means HyperSpeed ISP Ltd and any successor or permitted assignee.
You or your
means the customer named in the Order who purchases Products and Services from us, and includes your successors and permitted assigns.
27. Interpretation
In these Terms, unless the context requires otherwise:
-
headings are for convenience only and do not affect interpretation
b. references to legislation include any amendments, re-enactments or replacements, and any instruments, regulations or orders made under that legislation
c. references to “in writing”, “notice”, “agreement” or “approval” include by email or other electronic means where the parties customarily use that method
d. the words “including” and similar expressions are not used as words of limitation
e. a reference to a party includes that party’s successors and permitted assigns
f. words in the singular include the plural and vice versa.
PART I: SPECIFIC TERMS
28. Additional or varied Services
28.1 We may change the Price:
a. where you request a variation to the Products to be supplied
b. where you request a variation to Services already scheduled, including changes to plans, specifications or scope
c. where preparation of the initial quotation or scope requires additional time or work, such as customer meetings, project scoping, research, testing, business analysis or on-site changes to cabling or locations.
In some cases these activities may be charged separately at our standard hourly rates. Work performed outside normal business hours may be charged at double our standard hourly rate, unless we agree otherwise in writing.
29. Fixed term
29.1 The contract term starts on the earlier of:
a. the date the Services are first delivered, or
b. the date you sign or otherwise accept these Terms.
The initial term is either 12 months or 24 months, as agreed between the parties at sign-up.
At the end of the initial term, the contract will automatically continue on a month-to-month basis unless either party gives at least 30 days’ written notice of termination before the end of the initial term or any subsequent term, or unless otherwise agreed.
29.2 You acknowledge that the Price will remain fixed for the initial 12 or 24 months of the contract term (whichever applies).
After that, it may be reviewed and adjusted based on movements in the Consumer Price Index (CPI) or other reasonable factors, and we will notify you of any change in accordance with clause 8.2.
29.3 We will take reasonable steps to process new subscriptions, renewals and plan changes promptly, but the effective date of activation, change or renewal will be determined by us, acting reasonably.
29.4 You may move to a higher plan at any time. You may not downgrade your plan:
a. within three billing periods after increasing your plan, or
b. to a plan that is lower than the plan you originally started on,
unless we agree otherwise in writing.
29.5 You acknowledge and agree that:
a. if you terminate Services part way through a billing month, any fixed monthly charges for the remainder of that invoiced period remain payable
b. if you terminate Services before they are provided, we may charge you for any reasonable costs incurred in preparing to provide those Services.
30. Suspension and restrictions
30.1 We may suspend or restrict the Services:
a. temporarily, if reasonably necessary to maintain, repair or protect a network or service (including a third-party network).
We will try to schedule maintenance to minimise inconvenience.
If a suspension lasts for more than 24 hours and is within our control, we will not charge you for Services during the suspension period and will credit or refund as appropriate.
If Services need to be cancelled due to necessary maintenance or restoration of a third-party network, termination fees will not apply for that cancellation.
b. where you are in material breach of these Terms, including where:
i. you do not pay charges when due
ii. you or someone using the Services uses them fraudulently, in a way that poses an unacceptable risk to our network or security (or that of our suppliers or other customers), or in a way that is unlawful or contrary to these Terms.
30.2 If you request reconnection after suspension or termination, we may charge a reconnection or setup fee, in addition to any outstanding charges.
30.3 If any suspension lasts more than 7 days, we will not charge you for Services during the suspension period, but a reconnection or setup fee may still apply to restore Services.
31. Your acknowledgements
31.1 You acknowledge that:
a. you are at least 18 years of age. Some online content is unsuitable for minors. You are responsible for how any minors under your care use the Services and for all charges arising from such use
b. where Services are stated to be for a particular purpose, you must ensure they are used only for that purpose and not for any unlawful or prohibited purpose. You must not interfere with the operation or security of the Services or any network and must follow our reasonable directions if we consider your use is or may be impacting our network or that of our suppliers.
31.2 Where we provide hardware or other Products (for example, routers) to help you access the Services, you are responsible for any replacement of such Products at your cost once any applicable warranty period has expired, unless otherwise agreed.
31.3 Where we provide software in connection with the Services:
a. we do not warrant that the software will operate without issue on your devices or with your configuration
b. the software may not be compatible with all operating systems, including older versions
c. you must not disassemble, decompile, reverse engineer or modify the software.
31.4 You do not own the domain names, email addresses, user IDs or passwords allocated by us in connection with the Services. These are not transferable and may be withdrawn when the Services end.
32. Terms of use
32.1 When using the Services, you must:
a. comply with all applicable laws, regulations and directions from Regulators and with our reasonable directions, including under the Copyright Act 1994, Privacy Act 2020 and Defamation Act 1992
b. keep your account details, passwords, data and any Products secure and confidential. You remain responsible for any use or misuse of them
c. follow any reasonable instructions we provide relating to the Services
d. use the Services only in accordance with these Terms and any reasonable instructions from us
e. use appropriate backup power or surge protection at your premises
f. respond promptly to communications from us about the Services
g. provide timely, accurate and complete information when we reasonably request it so we can deliver the Services.
32.2 You must not:
a. use or allow anyone else to use the Services:
i. to harass, defame, abuse, threaten, menace or annoy any person or to communicate obscene, offensive or unwanted material
ii. in a way that breaches any fair use policy we may apply, including excessive use of data or network resources
iii. for any illegal or fraudulent purpose in any jurisdiction, including hacking, breaching privacy, distributing malware or sending spam
iv. for advertising or commercial messaging without our prior written consent
v. in a way that infringes the intellectual property rights of us or any third party
vi. to transmit, publish or communicate defamatory, offensive, abusive, indecent, menacing or unwanted material
vii. in a way that may expose us to liability or claims
viii. in any way that damages, interferes with or disrupts the Services or any network used to provide them
ix. to intercept or attempt to intercept communications not intended for you
x. by contacting our upstream suppliers, wholesale carriers or third-party service providers directly about service faults or issues, except where they contact you directly in relation to appointments or service restoration, in which case we may share your contact details with them.
32.3 If we consider that anyone is using the Services in breach of these Terms or general internet standards:
a. we may refuse to publish or may remove offending material from any system under our control, other than private electronic messages
b. we may discontinue or block access to the relevant communications
c. we may suspend the Services, either indefinitely or for a specified period
d. we may terminate the Services and decline to provide Services to you or your associates in the future
e. we may notify appropriate government or regulatory authorities of suspected illegal or infringing conduct.
32.4 You authorise us to delete, without notice or liability, any information or materials stored on our systems or equipment under our control that are obscene, unauthorised, unlawful, uncollected for an excessive period or excessive in volume.
32.5 You are responsible for:
a. ensuring that all persons who use the Services we supply to you comply with this clause 32
b. managing your relationships with other suppliers. If you have issues with another provider’s service or hardware, you must address these with that provider.
33. Our responsibilities
33.1 We will use reasonable care and skill in providing the Services and will aim to provide continuous and reliable Services. However, due to the nature of telecommunications and our reliance on third-party networks and services, we cannot guarantee that Services will always be available or fault-free.
33.2 We will use reasonable efforts to restore any disrupted Services as soon as reasonably practicable.
33.3 We are not responsible for:
a. providing training in the use of the Services or related applications
b. outages or issues caused by faults in your phone line or other infrastructure not under our control. No credits or refunds will apply in such cases.
33.4 We do not guarantee that Services (including broadband speeds) will always match advertised maximums. Performance may vary depending on factors including:
a. your location and the type of access technology used
b. the number of users on the network
c. your hardware and software
d. the capacity and performance of the websites and services you access
e. interference or congestion on third-party networks.
33.4A Clarification on “Max” Speed Plans (Amendment)
“Max” or “maximum” speed plans refer solely to sub-gigabit broadband plans, where the underlying wholesale connection is capable of delivering up to 1 Gbps under ideal conditions.
Actual performance typically ranges up to approximately 900 Mbps due to physical and technical limitations.
This clause does not apply to Hyperfibre 2000/2000 or 4000/4000 plans.
33.5 When you contact us for technical support:
a. you must be in front of the relevant device where possible
b. free technical support calls may be limited to 15 minutes. Longer calls or support required due to misuse or unauthorised changes to your systems may incur additional charges.
33.6 We will generally support mainstream, current versions of operating systems and devices. We may decline to support outdated or uncommon systems.
34. Access
34.1 We may need access to your property to provide the Services. You agree to provide us with safe access so we can:
a. install Products required to deliver the Services
b. inspect, test, maintain, repair or replace Products
c. recover our Products after the Services end. We are not responsible for the cost of removing Products or restoring the property.
34.2 If you are not the owner of the property, you must obtain the owner’s permission for us to access the property and install or recover Products.
34.3 You are liable to us for the value of any Products we cannot recover because we are unable to access the property, or that are lost or damaged other than through fair wear and tear.
35. Connection and installation services
35.1 Broadband and wireless Services are not available in all areas. In some cases, even where Services appear to be available in your area, technical limitations may mean we cannot deliver them to a particular address or property.
35.2 Where Services are available, we do not warrant that:
a. coverage will be available at all locations within the coverage area
b. the quality of the Services will be unaffected by third-party factors or your hardware and software
c. there will be no dropouts or interruptions
d. there will be no delays transferring data between networks or technologies
e. there will be no congestion on the network.
35.3 You must report any service difficulties or faults to us as soon as reasonably possible. The date and time you report a fault to us will be taken as the start time for that fault for the purposes of any service credits, if applicable.
35.4 A standard fibre installation generally includes:
a. fibre cabling from the street to your premises up to a standard distance (for example, 200 metres)
b. installation of an external termination point
c. installation of an optical network terminal (ONT)
d. installation of a residential gateway or router.
We will tell you about any charges that apply before starting installation work.
35.5 Non-standard installations may incur additional charges. We will advise you of these before commencing work. Examples include:
a. where your premises is more than the standard distance from the fibre access point
b. where additional in-premises wiring is required
c. where alarms, fax machines or certain PABX features are incompatible with fibre.
35.6 Broadband speeds vary from day to day and can be affected by:
a. distance to the exchange or cabinet
b. wiring and configuration within your premises
c. Wi-Fi performance and interference from electrical devices
d. congestion on our network or third-party networks
e. the capacity and performance of websites and online services you access
f. malware or other software installed on your devices.
36. Advice and recommendations
36.1 Any advice or recommendations we provide about the Services are based on our experience and the information you give us at the time. We are not liable for any loss you suffer if you choose not to follow that advice or if it is based on incomplete or inaccurate information.
36.2 There are many ways that malicious or unwanted content can reach your devices. We cannot guarantee that your connection will be free from viruses, spyware or other harmful material. We recommend that you:
a. use an appropriate firewall
b. regularly run and update anti-virus and anti-malware software
c. take reasonable precautions to protect passwords, payment details and physical access to your devices.
36.3 You are responsible for backing up all data, including websites, emails and other electronic data. We are not responsible for any loss, corruption or deletion of files or data.
37. Usage
37.1 Except where we have incorrectly charged you, you are responsible for all use of the Services, whether or not you authorised that use. You are best placed to monitor usage and must do so regularly. If you suspect unauthorised use, you must contact us promptly.
37.2 Our records of service usage, as confirmed by a statement signed or authorised by our manager, will be conclusive evidence of your usage unless clearly wrong.
37.3 If you do not arrange disconnection of Services when you leave a property, you remain responsible for any usage and charges by subsequent occupants or others. You should ensure Services are disconnected when you vacate.
37.4 You acknowledge that in some circumstances:
a. we or our network suppliers may monitor usage for excessive or unusual patterns. This does not reduce your responsibility to monitor your own use
b. we or our network suppliers may be legally required to intercept or monitor communications.
38. Your equipment
38.1 Where you use your own equipment with the Services:
a. you are responsible for maintaining and repairing that equipment. We are not responsible for faults caused by your equipment
b. if your equipment causes faults with the Services and we need to investigate or repair those faults, we may charge a call-out fee and hourly rates. We will tell you the applicable rates before starting work
c. you must use equipment that meets relevant technical and regulatory standards
d. you must make reasonable changes to your equipment when requested by us to prevent damage or interference
e. you must notify us of any changes to your equipment or telecommunications services that may affect Service delivery
f. you are responsible for dealing directly with manufacturers in relation to any defects in your equipment.
38.2 You are responsible for all equipment at the property, including any Products owned by us. You must pay for any loss or damage to our Products at the property, except for fair wear and tear.
39. Repair notice
39.1 If you are a Consumer under the Consumer Guarantees Act 1993, this clause is a repair notice. You acknowledge that:
a. repairs may result in loss of files or data stored on the equipment, including user-generated data. You are solely responsible for backing up any data you consider important before giving us equipment to repair
b. equipment may be replaced with or repaired using refurbished products of the same type rather than new components.
39.2 You acknowledge that we are not responsible for:
a. any loss, corruption or deletion of files or data resulting from hacking, malware, or Services we provide, even where we assist with data recovery or backup. You remain solely responsible for regular backups
b. any damage or issues caused by software updates
c. any problems arising from unlicensed software, user actions, or software defects.
39.3 It is our policy to report illegal material discovered on equipment we handle, including unlawful images or software, to the relevant authorities.
39.4 If, while performing Services, we back up data to our servers or storage systems:
a. we may retain that data for up to 30 days from the date of repair
b. you must notify us within that period if you believe data is missing so we can attempt recovery
c. we may need to view some data to confirm successful recovery but will treat it as confidential unless it falls within clause 39.3
d. after 30 days, we may permanently delete that data and will have no further liability.
40. Unpaid seller’s rights
40.1 If you leave any items with us for repair, modification, exchange or other Services and you have not paid all amounts due in relation to those items, or if your payment is dishonoured, we have:
a. a lien over the item
b. the right to retain the item until all amounts due are paid
c. the right to sell the item to recover the amounts owed.
40.2 Our lien continues despite any court proceedings or judgment for the amounts owed.
41. Credit card information
41.1 Where you provide credit card details to us, we will:
a. keep your personal and card details only for as long as reasonably necessary for our business or as required by law
b. not disclose your credit card details to any third party except our payment processors or as required by law
c. not unnecessarily disclose any of your personal information except in accordance with clause 17 or as required by law.
41.2 You expressly authorise us to charge your nominated credit card for any unpaid charges, losses or costs due under these Terms, including:
a. unpaid Service fees or other amounts that remain outstanding
b. charges for lost or damaged hire equipment
c. any other amounts properly due under these Terms that were not known at the time of returning any equipment.
You authorise us to complete any documentation and take any steps reasonably required to recover such amounts from your card issuer.