VIRION Terms and Conditions
Set up an account with the number of extensions you desire. You may cancel out of the service agreement at any time by sending an email to [email protected].
Where the service is continued, the set-up fee becomes available as service credits to pay for calls and line subscriptions. Where the service is cancelled as a result of issues with CPE set up and Internet connection, and not with the VoIP service, the initial set-up fee is non-refundable.
VoIP Services shall mean:
Voice carriage in the form of Voice-Over IP from Customer’s point of interconnect to any termination point on the Public Switch Telephone Network.
VoIP Service Level
Supplier will provide a fault reporting service between the hours of 9:00 a.m. and 5:30 p.m. AEST on supplier’s usual business days.
Where a fault is reported (irrespective of whether Customer reported it), Customer agrees to provide all necessary assistance to enable the location and repair of any fault which arises in the Supplier Network or the Supplier Network with which the Supplier network is interconnected.
Where Supplier determines that there is a fault within the Supplier network, it is responsible for correcting that fault. Supplier is not responsible for:
(i) Any fault which is within a Supplier Network of an interconnected supplier, although Supplier will notify that supplier of the fault and request that it be corrected promptly; or
(ii) Any fault which is caused by Customer equipment, Customer Internet service provider (if not Supplier) or the Customer Premises, but will, where possible, advise Customer of that fault and its probable cause and location.
Supplier and Customer hereby agree as follows:
1. Preamble
The Supplier will supply VoIP Service (the “VoIP Services”) set out in Schedule 1 of this Agreement to the Customer pursuant to the term and conditions set out in this Agreement.
2. Definitions
For the purposes of this Agreement, the following terms shall be defined as set out hereafter:
Customer Premises Equipment (CPE) shall mean equipment owned by the Customer and located at the Customer or the Customer’s agent’s site.
Customer shall mean the business set out in Schedule 1 of this Agreement.
Customer’s Premises shall mean the Customer Sites set out in Schedule 1 of this Agreement.
Effective Date shall mean the date set out in Schedule 1 of this Agreement.
Extension shall mean an account at the service that allows for a voice conversation. A handset when configured connects to an extension subscription.
Fees shall mean the fees set out in Schedule 2 of this Agreement.
The Supplier shall mean the business set out in Schedule 1 of this Agreement.
SZU shall mean the Standard Zone Unit set out in Schedule 1.
VoIP Service shall mean the service set out in Schedule 1 of this Agreement.
VoIP Service Level shall mean the performance levels set out in Schedule 1 of this Agreement.
Term shall mean 12 months after the 30 day trial period.
3. Commencement of VoIP Service
3.1 This Agreement commences on the Effective Date and will continue for the Term or unless other terminated as allowed by this Agreement.
4. Supply of VoIP Service
4.1 During the Term, and provided that the Customer is not in default of its obligation set out in this Agreement, the Supplier will provide the VoIP Service at the VoIP Service Level to the Customer.
4.2 Installation and configuration of CPE equipment and or software used for connecting to the VoIP Services is the responsibility of the Customer.
4.3 The connection, configuration and installation of any CPE or other items required for the VoIP Service which are not a part of this Agreement shall be the sole responsibility of the Customer.
4.4 Where possible the Supplier will assist in configuring CPE with the VoIP Service.
4.5 The Supplier shall use all reasonable efforts to ensure that the Customer’s connection to the VoIP Services is available within a reasonable timeframe from the Effective Date. However, the Customer expressly agrees and acknowledges that the Supplier is not liable for any delay in commencement of the VoIP Services due to the Customer’s failure to install properly working CPE or other equipment or services required by the VoIP Service or by the actions of third parties beyond control.
4.6 The Customer has signed for a Term and if the VoIP Services are cancelled by the Customer without the Supplier defaulting on the terms and conditions in this Agreement, The Customer agrees to pay all fixed monthly costs due until the end of the Term.
5. Permitted Use of VoIP Service
5.1 Customer acknowledges and agrees that the Supplier provides the VoIP Service for the Customer’s sole use at the Customer’s Premises. The Customer must notify the Supplier in writing of any change in the Customer Premises. The Supplier may or may not provide similar services in the new location(s).
5.2 The Customer agrees to use, and shall require all third parties with access to the VoIP Service, to use the VoIP Service:
(a) In accordance with all terms of this Agreement; and
(b) In compliance with all laws, regulations or industry codes, as they apply during the Term; and
(c) In a way that does not damage the reputation or quality of the VoIP Service or of any Supplier supplied equipment, or that interferes with or interrupts the VoIP Service; and
5.3 The Customer must not supply this VoIP Service for re-sale or re-supply to third parties.
6. Payment of Fees
6.1 The Customer agrees to pay all Fees, taxes, charges and other fees imposed by government or regulatory bodies for the VoIP Services on receipt of the Supplier’s Invoice and as set out in Schedule 2 of this Agreement.
6.2 The Customer shall be liable in full for all charges relating to the use of the VoIP Services, without deduction for any reason; including without limitation any alleged unauthorised or fraudulent use of the Services.
6.3 All quoted fees are exclusive of all government taxes, charges and other fees imposed by any regulatory body. The Supplier will include all such fees on its invoices to the Customer.
6.4 If the Customer defaults in the payment of any monies due to the Supplier then all monies due to the Supplier shall immediately become due and payable and shall be paid by the Customer within seven (7) days. The Supplier shall be entitled to charge interest on all amounts not paid by the due date for payment in accordance with the prescribed interest rate as may be published from time to time by the Supreme Court of NSW and the Customer does hereby undertake to pay any interest so charged. Such interest will be calculated on a daily basis from the due date for payment until the date the Supplier receives payment.
6.5 Any expenses, costs (including legal costs, commissions, and disbursements) incurred by the Supplier in recovering outstanding monies from the Customer, shall be paid by the Customer. These costs may also include the collection of equipment owned by the Supplier.
7. Termination of Agreement
7.1 Neither party may terminate this Agreement prior to the expiration of the initial Term except in accordance with sections 7.2 or 7.3.
7.2 Notwithstanding section 7.1, the Supplier may suspend delivery of the VoIP Services during the Term if the Customer is in default of its obligations to the Supplier including but not limited to the Customer’s obligations to pay Fees as set out in the Supplier’s Invoice.
7.3 The Customer may terminate this Agreement during the Term if the Customer does not agree to any revised Schedule 2 provided by the Supplier. If the Customer elects to terminate the Agreement pursuant to this section, the Customer shall provide the Supplier with written notice and such termination shall take effect within ten (10) days of the Suppliers receipt of such notice.
7.4 At termination of this Agreement the Customer will remain liable for all Fees, taxes, other charges and all other amounts that are outstanding, and that all such Fees, taxes and other charges shall immediately be payable in full to the Supplier at termination.
7.5 At expiration of the initial Term of this Agreement, and unless cancelled by either party, the Term of the Agreement shall be extended for additional ninety (90) day periods until terminated by either party on provision of thirty (30) days notice in writing to the other party.
8. Compliance with Government and Industry Regulations
8.1 Telephone Numbers The Customer acknowledges and agrees that the VoIP Service is subject to changing government and industry regulation, and that the Supplier may be required to amend the VoIP Service from time to time to conform to such changes including but not limited to:
a) The Supplier may issue telephone numbers and other features for the VoIP Service to the Customer and may change such numbers and features in accordance with any government scheme at any time during the Term.
b) The Customer agrees that the selection and use of telephone numbers and other features including emergency number features is regulated by statute and by industry bodies and the Customer agrees to comply with all government and regulator requirements that affect the VoIP Service.
c) The Supplier will not be liable to the Customer, or any third party, for any loss or damage incurred or sustained by the Customer if the Supplier is required to change telephone numbers or features provided to the Customer pursuant to this Agreement.
d) The Customer shall not transfer/port or otherwise move any telephone number provided by the Supplier to any other telecommunications service provider without the Suppliers prior written permission which shall not be unreasonably withheld.
9. Service and Service Levels
9.1 The Customer agrees that the Supplier may modify the VoIP Service and the VoIP Service Levels from time to time.
9.2 The Customer acknowledges that the VoIP Service may rely upon the operation of third party networks operated by third party carriers and third party services provided by other Carriage Service Providers (such as the Customer’s Internet service).
9.3 The Customer further acknowledges that the Supplier is unable to guarantee the operation of or the use of the VoIP Service through third party supplier networks or other third party carriers and Carriage Service Providers. Any failure of the VoIP Service caused by a third party network or third party service is beyond the control of the Supplier, and the Supplier will not be responsible to, or liable to the Customer, for any such failures.
9.4 The Customer acknowledges and agrees that the Supplier does not warrant, and has not represented, that the VoIP Service is or will be free of errors, defects or interruptions, or that it will be available at all times.
9.5 The Customer acknowledges that the VoIP Service will be used by the Customer for the purpose of making voice and fax calls only and not for the transmission of data (such as internet dial up connections).
9.6 The Customer agrees to requirements of mandated initiatives as they arise during the Term, these include but are not limited to the Caller Line Identification (“CLI”) and Integrated Public Number Database. The Customer must comply, and use reasonable endeavours to ensure that any third parties using the VoIP Service complies with applicable privacy and other guidelines as well as industry codes of practice on the use and capture of CLI and use of the Integrated Public Number Database.
9.7 The Customer acknowledges that the Supplier is required to supply certain Customer information to regulators for their purposes including but not limited any public number allocated, the Customer’s name and address, location of the VoIP Service being provided and the purpose of use.
9.8 The Customer understands the importance of keeping their access username and password and other login information confidential and that any access to this information by any other person could result in fraudulent use of the VoIP Service.
10. Billing Rates and Tariffs
10.1 The Supplier will charge the Customer for the VoIP Services at the rates set out in Schedule 2.
10.2 The Supplier may amend Schedule 2 during the Term. Any new rates and or charges set out in Schedule 2 shall take effect as set out in the Suppliers written notice to the Customer, or after the period required by law or code.
11. Maintenance
11.1 Without limiting the Suppliers Service Level obligations to the Customer, the Customer agrees that the Supplier may from time to time, conduct maintenance on and of the network and infrastructure through which the VoIP Service is provided. The Supplier will endeavour to conduct such maintenance outside the Customer’s usual business hours, but the Customer acknowledges that it may not always be possible for the Supplier to do so and the Supplier shall not be liable for any interruptions in the VoIP Service Level during such maintenance operations.
11.2 The Customer agrees that the Supplier will not be responsible for rectifying any fault in the VoIP Service if that fault arises in or is caused by a network or infrastructure of another supplier of telecommunications services, the Customer’s own equipment or any other infrastructure, equipment or facilities that are outside the Supplier’s reasonable control or responsibility.
12. Access to Emergency Services and Priority Services, Service Limitation and Security of Account
12.1 Without limiting the VoIP Service, the Customer acknowledges and agrees that the VoIP Service is not a full replacement or substitute for a standard telephone service as the VoIP Service relies on a supply of electricity and a current and active Internet service that is able to connect to the Supplier’s service and as a result the VoIP Service may not enable the Customer to connect to emergency services if the supply of electricity fails, there is a fault with the Internet service connecting the VoIP Service or the Internet connection is otherwise not active. The VoIP Service should not be used as a first choice to make an emergency call. The Supplier is not liable to the Customer or to any third party if the Customer or any third party is unable to access emergency services from the VoIP Service at any time. The Customer is required to ensure that the Supplier’s records as to the location of the service are up-to-date as calls to emergency services rely on this information and otherwise unless indicated the service should not be used as a portable phone solution. The Customer may need to give personal information to the emergency (including full address and telephone number details) each time you make a call to emergency services. The Supplier does not provide priority services over the VoIP Service for calls to Emergency Services.
12.2 Calls to VoIP Services not available from the Supplier include but are not limited to 19xx, 019xx and 11xx services area.
13. Limitation of Liability
13.1 To the extent allowed by law, VoIP Services and any equipment provided by the Supplier are provided “as-is” and the Supplier takes no responsibility for any loss of the Customer data or inability to make/receive a voice call or any act of God, fire, war, terrorism, natural disaster or like occurrence for the loss of Customer data or service.
13.2 The Supplier shall be under no liability to the Customer in respect of any loss or damage (including consequential loss or damage) which may be suffered or incurred or which may arise directly or indirectly in respect of goods or services supplied pursuant to this agreement or in respect of a failure or omission on the part of the Supplier to comply with its obligations under this agreement or, as the result of any negligent act or omission of the Supplier to the extent permissible by law.
13.3 The Customer shall not hold the Supplier, its officers, employees, providers and agents liable for any damages or losses arising from network downtime and shall indemnify the Supplier in full against any suit or proceeding brought against the Supplier or its employees, officers, or agents by any person or customer in respect of the transmission by the Customer of any illegal, fraudulent or offensive material over the Supplier’s network or breach of the Customer obligations under this agreement or any unlawful act or omission by the Customer.
13.4 The laws of New South Wales, Australia shall govern this Agreement and each party shall submit to the exclusive jurisdiction of the Courts of New South Wales.
Additional terms and conditions:
1 All prices exclude GST unless indicated. All calls are billed at one (1) second increments, unless stated and a minimum of one (1) inbound number is required per site.
2 The Fee shall be calculated in accordance with pricing model selected by the Customer as set out above on the application form, unless changed by the Supplier from time to time.
3 The Customer is responsible for all usage on the Customer’s account and all the relevant costs relating to the provision of VoIP Services to the Customer.
4 Call charges:
a) The details of each call (including timing where applicable) made using the VoIP Service will be recorded; and
b) The records or data of any Supplier whose network is interconnected with the Supplier Network will be conclusive evidence of the Customer’s liability to pay call charges to the Supplier for use of the VoIP Service, unless it can be shown that these records are incorrect.
5 The Supplier will endeavour, and require any billing and/or collection agent to endeavour, to include all charges for calls made using the VoIP Service in a billing period on the invoice relating to that billing period.
6 The Standard Zone Unit (SZU) is defined as: (a) The area of a charging precinct; or (b) The area of a charging zone, excluding the area of any charging precincts in the charging zone.
7 Installation, remaining monthly fees, hardware, calls made and configuration fees are not refundable under any circumstances.
8 Payments for this Agreement are to be made using the Direct Debit Authority to deduct payments from a credit card or bank account, or other method as agreed by the Supplier and the Customer from time to time.
9 Invoices are due by the due date. This payment will automatically deducted from the authorised credit card or bank account specified on the Direct Debit authority. If payment is not made by the due date, The Supplier may suspend the VoIP Service and refer any outstanding amounts to a debt collection agency without further notice to the Customer.
10 Any payments will be first applied to the costs of collecting any outstanding customer payments and then for any fees for VoIP Services for which the Customer then requires.
11 Any payment disputes must be made to the Supplier within seven (7) days of receipt of invoice. After investigation, if the Supplier does not agree with the dispute, any outstanding fees will become immediately payable.
12 In cases were a bank account or credit card supplied is declined due to insufficient funds or the Supplier’s banker charges for any dishonour payments, such fees shall become the responsibility of the Customer and the Customer shall pay the Supplier this fee, plus a 10% service charge and any outstanding amounts immediately.
13 Each service will be assigned an initial $200 credit limit. Any increase will be at the discretion of the Supplier. The Customer may apply for an increase at anytime, based on Customer payment and service history.
14 Deposit: Supplier may, at its discretion, notify the Customer that the Supplier’s acceptance of the Customer application and on going use of the VoIP Service is conditional on the Customer paying a deposit (the amount of which will be specified) in advance. If the Supplier so notifies the Customer, the Customer must within seven (7) days of the notice, pay the amount of the deposit. The parties agree that the amount of the deposit will be applied by the Supplier, at its absolute discretion, in payment of invoices issued by it, until such time as the amount of the deposit is exhausted. Once the deposit is exhausted, The Supplier may require a further deposit.