These terms and conditions for goods and services ("Terms and Conditions") apply to all sales of products and services ("Products"), and software and firmware ("Software") by Total Telephone PTY LTD, Total Telephone Installations PTY LTD, Communications Plus PTY LTD and TOTALITY (WA) PTY LTD (TTC GROUP) to you ("Customer"). Customer acknowledges agreement with these Terms and Conditions by the placement of an order to purchase Products and Software from TTC GROUP. Products are supplied on these terms and conditions only and no person in the employment or otherwise as agent for TTC GROUP has any authority to supply goods on any other terms and conditions or to vary these terms and conditions in any way whatsoever. Previous dealings shall not vary or negate these terms and conditions in any respect.

Customer can place order with the TTC GROUP by phone, fax or email, or by submitting a complete purchase order to TTC GROUP. Receipt of an electronic or other form of order confirmation does not signify TTC GROUP acceptance of the Customer’s order, nor does it constitute confirmation of TTC GROUP’s offer to sell. TTC GROUP reserves the right at any time after receipt of your order to accept or decline your order for any reason.

TTC GROUP accepts all major credit cards including Visa, Master Card and American Express. A mandatory surcharge of 3% is applicable for payments made using American Express and TTC GROUP reserves the right to charge a surcharge of 1.5% on all other credit cards. The Customer must provide the Customer’s exact billing address and telephone number, which the Customer’s credit card bank has on file. Incorrect information may cause delay in processing the Customer’s order. The Customer’s credit card will be billed upon shipment of the Customer’s order. A fee of $2 will be charged for all credit card transactions declined by TTC GROUP’s bank.

TTC GROUP accepts direct deposits, money orders, bank cheques, personal cheques and company cheques in AUD only. The Customer agrees to comply with all reasonable instructions from TTC GROUP on how to pay using one of these methods.

The price shall be paid by the Customer in full without any deduction in respect of any claimed set-off or counterclaim (including any such set-off or counterclaim on account of any delay on the part of TTC GROUP in delivering any part of the Products) on or before the payment date. In addition to any other rights or remedies of TTC GROUP in the event of the Customer’ s default hereunder , TTC GROUP shall be entitled:

(a) To charge and recover costs incurred for the collection of payment (such as but not limited to TTC GROUP costs in time @ $120ph+GST & materials, collection agency fees and legal costs), cheque dishonour fees, interest at the current bank overdraft rate plus two percent per annum from the due date for payment until payment in full; (b) To immediately and without notice retake possession of the Products (and for such purpose the Customer irrevocably licenses TTC GROUP, its employees, contractors, servants or agents to enter upon the premises at which the Products are located to so retake possession) and resell the Products after seven (7) days written notice to the Customer and thereafter recover from the Customer any amount by which the resale price is less than the price agreed to be paid by the Customer, together with all costs and expenses suffered or incurred by TTC GROUP as a result of the Customer’s default; (c) At the sole discretion of TTC GROUP charge a restocking fee of up to 25% of the invoiced amount. (d) At the sole discretion of TTC GROUP put the Customer account credit on hold, suspend the supply of goods and services and charge a late payment fee of up to 5% of the invoice amount.

We place great importance on the fast and reliable delivery of Customers orders, however please note that delivery times are estimates only and TTC GROUP shall not be liable for delays. If the Customer fails or refuses to take delivery of the Products, then in addition to all other rights and remedies of TTC GROUP, the Customer shall be liable for all loss and damage (including consequential loss and damage) suffered or incurred by TTC GROUP as a result thereof and TTC GROUP, at its discretion, may charge a restocking fee of up to 25% of the value of the invoiced amount. The Products shall be at the Customer’s risk at the point of delivery. The Customer, upon taking delivery of the Products, shall immediately examine the Products and give written notice to TTC GROUP of any defect within five (5) days of such date, failing which the goods shall be deemed to have been delivered in good order and condition and accepted by the Customer.

TTC GROUP will gladly refund or credit goods returned within a reasonable time (generally 7 days) provided the goods are in original condition, original packaging, current version and not a special order, hardware, peripheral or clearance item. Otherwise, we will make our best effort to arrange exchange with the manufacturer or accept the goods back for resale. In this case, if the return is authorised by TTC GROUP, a restocking fee of up to 25% of the invoiced amount may apply. No return or exchange will be accepted after 30 days.

Please note that where the plastic seal of a software package is broken the return or exchange cannot be accepted due to copyright and licensing restrictions unless faulty or defective. In this case we will help the Customer obtain a working copy. Return or exchange of computer hardware and peripherals is sometimes not possible due to third party constraints on TTC GROUP (unless faulty). Unless agreed otherwise prior to purchasing, all sales shall be considered firm sales.

All products sold by TTC GROUP are covered by the manufacturers’ warranty that accompanies the product unless otherwise stated. TTC Group makes no additional or independent warranty. TTC GROUP does not warrant the performance, compatibility, integrity, merchantability and fitness for a particular purpose of any product, but merely passes through to the Customer whatever end-user warranty the manufacturers or software publishers provide with their respective products.

The goods shall remain the sole and absolute property of TTC GROUP as legal and equitable owner and the Customer shall hold such goods as bailee only until such time as the Customer shall have paid the full price. The Customer shall be liable to TTC GROUP in respect of any loss or damage to the goods during such bailment.

At TTC GROUP, we work hard to offer you the most competitive pricing and accurate product information. Because of the dynamic nature of this industry (e.g. vendor price changes and other variables beyond our control), prices, promotions, versions and availability advertised are subject to change without prior notice. Please be assured of our every effort to ensure the accuracy; however the documents and graphics published may contain technical inaccuracies or typographical errors. TTC GROUP makes no representations about the suitability of this information; it is provided "as is" without warranty of any kind. If an error is made or a product is listed at an incorrect price, TTC GROUP shall maintain the right to refuse or cancel any orders placed whether or not the order had been confirmed and the Customer’s credit card charged. If the order has been confirmed and charged to your credit card, TTC GROUP shall immediately issue a refund in the amount charged.

Software delivered by TTC GROUP to the Customer hereunder is licensed, not sold. TTC GROUP grants to the Customer a non-exclusive, non-transferable license to use the Software, in object code only, only with the Part purchased by the Customer (the "Hardware") and only for the purpose of operating the

Hardware. Customer shall not modify, adapt, translate, reverse engineer, decompile, disassemble or create derivative work based upon the Software except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

Customer shall not make or distribute unauthorised copies of the Software, and shall acquire no rights or ownership in the Software. Title to and ownership of the Software and all extensions, enhancements and modifications thereof shall remain at all times with TTC GROUP and or its licensor.

Subject to any license rights expressly granted herein, TTC GROUP retains all right, title and interest in all of its patents, trade secrets, trademarks, copyrights, software, inventions, technology, ideas, concepts, know-how, tooling, techniques and other proprietary materials, intellectual property or confidential information.

TTC GROUP, shall under no circumstances be liable for special, punitive, indirect, incidental, or consequential damages including, without limitation, damages or system fraud, lost profits, loss of data, costs of procurement of substitute goods or services, loss of use of equipment or facilities, or interruption of business, arising in any way out of this Agreement under any theory of liability, whether or not TTC GROUP has been advised of the possibility of such damages. These limitations shall apply notwithstanding the failure of the essential purpose of any limited remedy. In no event shall TTC GROUP’s liability to customer exceed the amount paid by Customer for the specific part giving rise to such a claim or the fees paid by Customer for the Products giving rise to such a claim.

Subject to any applicable Commonwealth or State Legislation, TTC GROUP’s liability for any such breach shall be limited, at its sole discretion, to any of the following: (a) Replacement of the Products or any part thereof; (b) Supply of equivalent Products or any part thereof; (c) Repair of the Products or any part thereof; (d) Payment of the cost of replacing the Products or acquiring equivalent goods or any part thereof; (e) The payment of the cost of having the Products or any part thereof repaired; or (f) Refund of the Products upon return. (g) All sales shall be deemed made in the state of Western Australia regardless of the location of the Customer. The Customer agrees that any dispute with TTC GROUP shall be brought by the Customer exclusively in the state or federal courts situated in the State of Western Australia.

TTC GROUP warrants that it has good title to all Products it sells. If the Customer should fail to fulfill its obligations under this Agreement and such failure causes significant lost time, inconvenience or cost to TTC GROUP, then TTC GROUP shall be entitled to invoice the Customer its then daily rate for each complete day of such lost time. This Agreement, TTC GROUP Shipping and Returns, Service Level Agreement For the Provision of TTC GROUP Support Services ("SLA"), constitute the entire agreement between TTC GROUP and the Customer and supersedes all written or oral agreement between the parties. In the event any section or portion of a section of the terms and conditions of this Agreement are deemed unlawful or unenforceable, that section or portion of a section shall be stricken from the Terms and Conditions for Products, and the remaining terms shall continue in full force and effect. The current TTC GROUP Shipping and Returns and SLA Terms and Conditions can be viewed at www.totaltelephone.com.au