TERMS AND CONDITIONS

 

  

1        TERMS OF SERVICE

 

  • French Technologies (ABN 63 118 531 992) of 65-69 Heysen Road, New Beith, QLD 4124 (French Technologies) and the Client whose details are set out in the attached quotation agreement  that the following  terms and conditions apply to the services  to be performed  by French Technologies under this

2        OUR SERVICES

2.1 The Client appoints French Technologies to provide the Services  to the client

2.2 It is understood and agreed that the Services  may include advice and recommendations,  but  subject to the provisions  contained in this agreement  and any rights the Client may have  at law or otherwise,  all decisions in connection with the implementation of such advice and recommendations are the responsibility of, and made by, French Technologies.

2.3 We are not obliged to provide services  unless we accept your We can decide whether or not to accept any application.

2.4 You understand that the VoIP service is not a traditional phone service and is provided  on a best efforts   We will use all reasonable endeavours   to make our services available  to you at all times, however  things beyond our control such as power outages or the performance  of your IP connection to our service may disrupt the service we provide.

2.5 We support Australian 000 emergency services

2.6 Unless otherwise agreed, we do not provide  or support your internet You accept that French Technologies SIP Trunk  services  might not be compatible with non-voice  communications equipment such as alarms, fax machines.

3        TERM OF AGREEMENT

3.1 Minimum contract term is 36 months for SIP trunks and 24 months for NBN and ADSL connections

3.2 We can terminate this agreement, or the provision  of any service to you, immediately if you breach any term of this agreement  or if we reasonably  believe  that you have  supplied incorrect or misleading information  to French Technologies

3.3 We can terminate this agreement, or the provision  of any service to you, if your account is inactive for six months or  Inactive may include no calling activity and/or no payments made into the account. Where accounts are terminated for inactivity, numbers attached to that account cannot be ported away from French Technologies in accordance with 4.5 below.

3.4 If this agreement is terminated for any breach or misuse of the service, you are not entitled to a refund  for any credit balances on your account, unless agreed

3.5 In order to terminate your service or account in full, you must email us at the following address accounts@frenchtech.com.au.  Termination  will not take effect until the end of  your current prepaid.  You must be at the end of your contract period.

4        PHONE NUMBERS

4.1 If you do not already have a phone number for your phone  system for use with the service,  we will issue you a phone

4.2 All phone numbers are selected, issued and used by us in accordance with ACMA's Numbering Plan and Telecommunications  Numbering  Plan Number Declarations  (numbering  regulations).

4.3 We may be required to recover  or recover  and replace a phone number we have issued to you in order for us to comply with the numbering

4.4 We will give you as much notice as is reasonably practicable if we have  to do so.

4.5 You may request a new phone If we agree to issue you a new phone number,  you may have  to pay a charge.

4.6 You do not own the phone number but your right to use the phone number starts when we issue the phone number to you.

4.7 Your right to use the phone number ends if you no longer obtain the service unless you port the phone number.

4.8 You may transfer your service number to another carrier or service If you do so you acknowledge  and understand that:

4.81 charges may apply as a consequence of a transfer from us to another carrier or service provider;

4.82 any outstanding fees and charges which remain are your responsibility;

4.83 the transfer may result in disconnection of any related services such as Voicemail, paging and data services, silent numbers, priority assistance or other enhanced  services;

4.84 it is your responsibility to ensure that any equipment or software used by you in connection with your service works with your new carrier or service provider;  and

4.9 You may be able to port your French Technologies numbers  to another service  If you wish to do so you must contact the other service provider  directly and you will be responsible for completing the Porting requirements  of that service provider.  We will comply with our obligations  under the Terms for Local Number Portability in relation to the porting of your number.  You will be responsible for all costs associated with porting the number,  outstanding fees and charges including plan payout.

4.10 Where you transfer to us:

4.10.1 you authorise us to sign on your behalf and in your name forms of authority to your current supplier to transfer your service number(s) to us and you authorise your current supplier to transfer to us all services relating to the service numbers transferred to us;

4.10.2 you indemnify us against any claims made by your current  supplier to us in relation to any amounts owing by you to

4.11 If you stop obtaining the service and do not port the phone number, we may issue the phone number to another customer in accordance with the numbering

4.12 If your account is inactive for more than six months or cancelled and you have not ported the associated phone number(s), we may at our sole discretion reallocate the number(s) associated with your

4.13 We are not liable to you for any expense or loss incurred by you due to:

4.13.1 any recovery or recovery  and replacement  of the phone number under clause 4 above,  or

4.13.2 you ceasing to have the right to use the phone number under clause 4.9 above

5        CHARGES AND PAYMENTS

 

5.1 We reserve the right to change our rates from time to time and if we increase any rates we will give you as much notice as reasonably   The current  rates for your chosen SIP service is available  in the Critical Information  Summary document  for the chosen SIP service.  These documents are available  on the French Technologies  Web site.

5.2 You are responsible for your account and must pay our charges regardless  of whether  you or someone  else uses those services.

5.3 The Client must compensate French Technologies for the Services  in the amounts and at the times set out in the Proposal or in a Quote and as otherwise invoiced  by French Technologies

5.4 Amounts payable by Client for the Services will be calculated by French Technologies in accordance with the rates and charges set out in the Proposal or in any Quote Client must pay for all Services as calculated and in accordance with invoices rendered  by French Technologies.

5.5 Invoices are due and payable within 30 days of the invoice   If payment of an invoice  is not received  within 30 days, French Technologies is entitled to charge  a late charge of 10% per annum compounded  monthly. Without limited its other rights or remedies, French Technologies has the right to suspend or terminate entirely the Services  if payment is not received  within 30 days of the invoice date.

5.6 French Technologies may pass on any additional fees incurred from time to time that are reasonably necessary for the provision  of the Services.

5.7  If you wish to raise a billing dispute you must notify us in email within 30 days of your account being due or you will be deemed to have  waived  your right to a refund.

6        CHANGES TO CLIENT ENVIRONMENT & ADDITIONAL SERVICES

 

6.1 If the Client changes (or proposes to change) the size or other specifications (whether technical or functional) to the Client Environment  then the Client is to follow the additional services request process set out in this clause The Client is also required to use this additional services process in relation to any other request for services  or products outside the scope of the Services.

6.2 The Client may request Additional Services  from French Technologies from time to time during the Term by following  this procedure:

6.3 Sending French Technologies an Order; and

6.4 Accepting French Technologies’s Quote for that

6.5 Each Quote:

6.5.1 Remains open for acceptance for a period of 14 days from the date of the Quote; and

6.5.2 Acceptance by the Client will be governed by the terms of this

6.6 French Technologies is not required to provide  a Quote in response to every   For example, French Technologies may elect not to issue a Quote in circumstances where French Technologies has a conflict of interest or where French Technologies does not believe  it has sufficient resources to meet the Client’s requirements.

6.7 The Client must notify French Technologies before any changes are made to the Client Environment, including adding, removing  or changing any hardware  or

6.8 French Technologies, upon notice of a change to the Client Environment,  may at its option:

6.8.1 Amend the fees or charges or the Proposal;

6.8.2 Deem the changes to be Additional Services and request the Client to complete an Order under clause 2; or

6.8.3 Terminate this agreement  upon 14 days’ written

7        INVOICES

 7.1 The Client must compensate French Technologies for the Services  in the amounts and at the times set out in the Proposal or in a Quote under clause 6 and as otherwise invoiced  by French Technologies

7.2 Amounts payable by Client for the Services will be calculated by French Technologies in accordance with the rates and charges set out in the Proposal or in any Quote accepted under clause Client must pay for all Services  as calculated and in accordance with invoices  rendered  by French Technologies.

7.3 French Technologies will invoice  at the begging of each Invoices  are due and payable within 14 days of the invoice date. If payment of an invoice is not received  within 14 days, French Technologies is entitled to charge a late charge of 10% per annum compounded  monthly. Without limited its other rights or remedies, French Technologies has the right to suspend or terminate entirely the Services  if payment is not received  within 14 days of the invoice  date.

7.4 French Technologies may pass on any additional fees incurred from time to time that are reasonably necessary for the provision  of the Services.

8        GST

8.1 All fees and amounts due under this agreement are, unless otherwise stated, exclusive of all Client must pay tax levied  under a New Tax System (Goods  and Services Tax) Act 1999 (Cth) (“GST”)  on a taxable supply made to it under this agreement,  in addition to any consideration (excluding GST) that is payable for that taxable supply. It must do so at the same time and in the same way as it is required  to pay the consideration for the taxable supply.

9        SERVICE LEVELS

 9.1 French Technologies will provide  the Services  to the Client in accordance with the specifications set out in the Proposal or Quotation and will use its reasonable  endeavours  to achieve  any Service

9.2 French Technologies is not liable for a failure to meet any Service  Levels  as a result or consequence of any of the following:

9.2.1 interruption to power supply to Client Site or any site utilised by French Technologies to provide  the Services;

9.2.2 Failure of any equipment not supported by French Technologies,  including non-IT equipment  such as air conditioning  and humidity control;

9.2.3 Interruption to internet or telecommunications due to maintenance (scheduled or otherwise);

9.2.4 A failure by the client to meet obligations, including a failure to provide French Technologies with all necessary access to the Client Site;

9.2.5 Any interference with the Client Environment  by the Client, its servants, agents or contractors that is not authorised by French Technologies;

9.2.6 Any interference with the Client Environment  caused by a third party;

9.2.7 Any breach of this agreement by the Client; or

9.2.8 Any other occurrence outside the reasonable control of Forward

9.3 Without limiting clause 2, French Technologies is not liable for failure to meet any Service  Levels  where the scope of this agreement  has been altered, including an increased number of devices  or any additions or changes to equipment  or software,  and the parties have  not agreed to the change in scope.

9.4 Service Levels apply to French Technologies’s response times only and do not represent  any representations or warranties  by French Technologies that any faults or requests for Services  will be resolved  within any specified time

10     USING THE SERVICE

 10.1 You must not use our services (or permit our services to be used) in a way that: breaks any laws or infringes  anyone’s rights or in a way which is malicious, obscene or

10.2 You agree to provide us with accurate and correct information  so we can provide  you with the necessary services or contact you if required  from time to

10.3 We can suspend or restrict the services we provide you at any time if:

10.3.1 you resell any of our services;

10.3.2 you primarily use our service for inbound calling only;

10.3.3 you do not use the service sensibly and within our acceptable use policy document which can be download  from the French Technologies Website;

10.3.4  we believe  that you have  breached any of our terms and conditions.

10.4 You shall be liable for all charges and fees arising from the use of your Services, or Customer Premise Equipment whether authorised or unauthorised, unless such unauthorised use is solely attributable to an act or omission on the part of French Technologies

10.5 Unlimited local and national minutes on French Technologies plans are available  on the basis of reasonable use and according to French Technologies  Acceptable Use Policy document  which the current version  can be read on the French Technologies   If you use the service in a way that is inconsistent with the normal use for your service or plan we may:

10.5.1 monitor and investigate your usage; and

10.5.2 suspend and/or withdraw the Service; or

10.5.3 charge our standard per minute rate for additional

10.6 You must keep secure any password or PIN number which is used by you to access our services and ensure that is it not disclosed to any unauthorised You must also change your password or PIN number if we ask you to do so.

10.7 If your service is cancelled, terminated or reallocated you will relinquish and discontinue use of any numbers, voicemail access numbers and/or web portals assigned to you by French Technologies  This excludes any number porting that was done into your service.

10.8 You agree to the current document “ACCEPTABLE  USE POLICY”.  A current copy can be found on the French Technologies

11     CLIENT OBLIGATIONS

 11.1 The Client must follow any procedures for placing a request for Services,  as detailed in the Proposal or as otherwise advised by French Technologies, and acknowledges  that a response to a request for Services  is subject to French Technologies support hours as set out in the

11.2 The Client authorises French Technologies to provide Services  via remote The Client must provide  to French Technologies, and maintain at the Client’s expense, an internet connection to enable French Technologies to provide  the Services  remotely.

11.3 The Client must ensure French Technologies personnel have full and safe access to the Client Environment at all reasonable  times for the purpose of providing  the Services.

11.4 The Client must also ensure that French Technologies personnel are provided  with all information,  facilities and assistance reasonably  required by French Technologies to enable French Technologies to comply with its obligations under this

11.5 The Client must at all times cooperate with French Technologies in the performance  of the Services,  including without limitation, providing  French Technologies with timely access to the Client  Environment  and all relevant facilities, hardware,  software,  data or information  of the Client, and complying with any reasonable directions issued by French Technologies

12     REPORTING

12.1 French Technologies will, at monthly intervals  (or such other periods  agreed),  provide  the Client with a report which will include:

12.2 A record of the Client’s use of service, including all phone calls times and rates

12.3 Support requests including job numbers, details, resolution descriptions and

13     CONFIDENTIALITY

 13.1 To the extent that, in connection with this agreement, a party comes into possession of any information  of a confidential nature of the other party (Confidential  Information),  each party must only use the Confidential  Information  of the other party solely for the purposes  of this agreement, and will not disclose such Confidential  Information  to any third party without the other party’s prior written

13.2 Confidential Information  includes but is not limited to the details of the Services, price information  of the Services,  the terms of this agreement,  information or material proprietary  to or deemed to be proprietary  to that party, information  designated as confidential  by that party, information  acquired  by the other party solely by virtue of provision  of the Services  and trade secrets of that

13.3 Confidential Information  excludes any information  that:

13.4 Is in or becomes part of the public domain, other than through a breach of this agreement or an obligation of confidence owed to French Technologies; or

13.5 Was known to Client at the time of disclosure, unless such knowledge arose through breach of an obligation of confidence; or

13.6 Client can prove was independently  acquired or developed  without breaching any of the obligations set out in this

14     PRIVACY

 14.1 The Client must comply with privacy laws on Personal Information, even  if the Client is not an organisation bound by the Privacy  Act 1988 (Cth). If the Client is an exempted entity under the Privacy Act, then the Client will be treated as an entity bound by that Act under  section

14.2 We will collect personal information  from customers to provide  and provision  services, including but not limited to name, physical address, email address, contact phone number and credit card

14.3 Any personal information we collect is kept at our You are entitled to see any information we hold about you, although you must pay our reasonable charge for making it available.

14.4 Except where we provide  private encrypted links, when transmitting voice and other communications via the public internet and third party networks we are not liable for any lack of privacy  with the service

15     INTELLECTUAL PROPERTY RIGHTS

15.1 For the purposes of this agreement,  (Deliverables)  means any work product first created by French Technologies for delivery  to the Client in connection with the Services,  but specifically excludes French Technologies proprietary  materials, software,  tools, methodologies  and templates, and any third party software or related documentation licensed directly to the Client from a third part y, or any modifications, enhancements  or derivatives   of that software or

15.2 Subject to the Client meeting all of its obligations under this agreement,  including payment in full of all amounts due, French Technologies grants to the Client a non-exclusive,  perpetual,  non-transferable  licence to use the Deliverables  solely for the Client’s internal  business  For the avoidance of doubt, the Client’s internal purposes does not extend to the disclosure to, or use by, any person who is not an officer or employee of the Client or any other third party.

15.3 Any proposed disclosure to, or use by, an agent or subcontractor of the Client or any other third party is subject to French Technologies written The Client acknowledges that any consent given by French Technologies under this clause will be at French Technologies sole discretion and may include such conditions as French Technologies deems appropriate,  including the payment of additional licence fees to French Technologies.

15.4 To the extent French Technologies uses, in connection with the performance of the Services,  any Intellectual Property Rights or other property  that it owns or licenses, French Technologies retains all right, title and interest in and to such

16     THIRD PARTY EQUIPMENT AND SOFTWARE

16.1 Client must use third party software and hardware strictly in accordance with the relevant  third party’s licence agreement,  terms of use or operating instructions (as the case may be) including obtaining any necessary permissions required  for French Technologies to provide  the Services.

16.2 The Client acknowledges and agrees that the Services  may invalidate  original manufacturer

17     TERMINATION

 17.1 Either party may give 30 days’ written notice of any agreement    If any of the following item occur, French Technologies may give the Client a written notice terminating this agreement,  with immediate effect:

17.1.1 The Client breaches one or more of its obligations under this agreement, and then fails to rectify the breach within 14 days of it receiving  a notice of the breach;

17.1.2 One of the Client’s warranties in this agreement  is or becomes untrue;

17.1.3 The Client being a company, becomes, threatens or resolves to become or is in jeopardy  of becoming subject to any form of insolvency  administration;

17.1.4 The Client, being a partnership, dissolves, threatens or resolves  to dissolve or is in jeopardy  of dissolving;

17.1.5 The client undergoes a Change  in Control;

17.1.6 The Client being a natural person, dies; or

17.1.7 The Client ceases or threatens to cease conducting its business in the normal

17.1.8 Breach any terms of this agreement;

17.1.9 if we reasonably believe  that you have  supplied incorrect or misleading information  to us

17.1.10 if your account is inactive for six months or Inactive may include no calling activity and/or no payments made into the account. Where accounts are terminated for inactivity, numbers attached to that account cannot be ported away from French Technologies  in accordance with 4.5 above.

17.2 Without limiting clause 1, either party (a no-defaulting party) may terminate this agreement  with immediate effect  by notice to the other party (defaulting  party) if the defaulting party breaches a material term of this agreement  that in the reasonable opinion of the non-defaulting  party is incapable of being remedied.

17.3 We can terminate this agreement, or the provision  of any service to you, if your account is inactive for six months or  Inactive may include no calling activity and/or no payments made into the account. Where accounts are terminated for inactivity, numbers attached to that account cannot be ported away from French Technologies  that were supplied to the Client, this excludes any numbers that were ported-in by the client.

17.4 If this agreement is terminated for any breach or misuse of the service, you are not entitled to a refund  for any credit balances on your account, unless agreed

17.5 If this agreement is terminated by French Technologies under this clause 14 then French Technologies will stop performing  the Services  and may, in addition to terminating this agreement:

17.5.1 Retain any fees paid;

17.5.2 Be regarded as discharged from any further  obligations under this agreement;

17.5.3 Pursue any additional or alternative remedies provided  at law;

17.5.4 The client must pay French Technologies the fees that are, on the date of termination, due and payable under this agreement;  and

17.5.5 The client must indemnify forward  it in relation to its unavoidable  and unrecoverable  costs directly arising from the

17.6 The obligations of the Client which have been incurred prior to the effective  date of termination, including all payment obligations, will continue in full force and effect notwithstanding  the expiration or termination of this agreement  and whether an invoice has been

17.7 Upon termination or expiry of this agreement each party will promptly return to the other all materials and other property  of the other held by it.

18     LIMITATION ON DAMAGES

 

18.1 French Technologies, its agents and subcontractors, and each of their officers, or employees will not be liable to the Client for any actions, claims, damages,  liabilities, costs, expenses, or losses in any way arising (including a breach of this agreement  or any negligent  act or omission) out of or relating to the Services  or the Deliverables  for an aggregate  amount in excess of the fees paid by the Client to French Technologies under this

18.2 In no event will French Technologies, its agents or subcontractors, or any of their officers  or employees be liable for special, indirect, incidental, consequential  or punitive  damages, costs, expenses or losses of any nature, including, without limitation, lost profits and opportunity

19     LIABILITY

19.1 We exclude all of our liability to you in connection with us providing services  to you or failing to provide  services  to Without limiting this, we are not liable to you (and nor are any of our officers, employees, contractors or agents liable to you):

19.1.1 if any communication is intercepted, not properly  transmitted or received;

19.1.2 for any disruptions or delays with the use of our services;

19.1.3 for any incompatibility with other services;

19.1.4 if any software we supply does not operate properly; and

19.1.5 for any equipment or network

19.2 We are not liable to you for any fault in, delay or non-provision of services which is caused by an event  beyond our reasonable

19.3 If you use another service provider during any period when our service is not fully operational,  we are not liable to pay any amount  you are charged by that service

19.4 You acknowledge that no third party whose network or services we use to supply services  to you (nor any officer, employee,  contractor or agent of such third party) is in any way liable to you in connection with our services.

19.5 Nothing in this clause limits any rights you have under the Consumer Guarantees

20     CHANGING THESE TERMS

20.1 We can change these terms from time to time by altering the version available  on the French Technologies website at frenchtech.com.au

21     NOTICES

 21.1 We will communicate with you primarily via Notices to you will be sent to the email address specified by you during quotation for the service or as subsequently specified by you.

21.2 If your contact email address changes you must inform French Technologies  accounts with new details as soon as

21.3 You agree that sending a message to your contact email address is the agreed means of providing Notifications  include information about the service, billing, changes to services and  other information.  You are required  to read any email sent to your contact email address in a timely manner to avoid any potential disruption to your service.

22     LIMITATION ON WARRANTIES

 

22.1 French Technologies will perform  the Services  in good faith, with due skill and in accordance with this

22.2 French Technologies disclaims all other warranties,  either express or implied, including without limitation warranties  of merchantability and fitness for a particular Where any legislation such as the Trade  Practices Act 1974 (Cth) implies into this agreement  any condition or warranty  and that legislation voids  or prohibits  conditions in a contract excluding the application of the conditional warranty,  the liability of French Technologies for any breach of the condition or warranty  is limited to, at French Technologies option either:

22.2.1 The resupply of the Services; or

22.2.2 The reasonable cost of having the Services

22.3 Both parties are under a duty to mitigate any damages  or loss suffered  or incurred as a result of any breach of this agreement  by the other party

23     INDEMNITY

23.1 The Client continuously indemnifies French Technologies and its officers, employees, representatives  and agents (those indemnified)  from all liability for any claims, losses, damages  or expenses suffered  or incurred by those indemnified  arising from or in connection with:

23.1.1 A breach of this agreement by the Client or any of its officers,  employees, contractors or agents;

23.1.2 Any warranty given by the Client being, or subsequently becoming, untrue; and

23.1.3 Any negligent act or omission by the Client or any of its officers,  employees, contractors or

23.2    Where this clause refers  to a person who is not a party to this agreement French Technologies holds the benefit  of this clause on trust for that person.

24     LIMITATION ON ACTIONS

24.1 No action, regardless of form, arising under or relating to this agreement,  may be brought  by either party more than one year after the cause of action has accrued, except that an action for non- payment of any invoice may be brought by a party not later than one year following  the date of the last payment due to such party of any invoice  under this

25     OTHER TERMS

25.1 A variation to this agreement  (including Additional Services)  is only valid if agreed in writing by both parties, subject to clause 19.2.

25.2 Variations to support French Technologies may vary the persons used to provide  the Services  from time to time by giving notice to the Client.

25.3 Client may not assign this agreement without the written consent of French Technologies. French Technologies may subcontract or delegate its obligations  and responsibilities under this agreement, provided  that French Technologies will not be relieved  of its obligations.

25.4 Entire This agreement  constitutes the entire agreement  between  the parties with respect to its subject matter and supersedes all other oral or written representations, understandings  or agreements  relating to the subject matter.

25.5 Governing This agreement  takes effect, is governed  by and will be construed in accordance with the laws of Queensland.

25.6 Independent  It is understood and agreed  that each of the parties to this agreement  is an independent  contractor and that neither party is, nor will it be considered to be, an agent or representative  of the other. Neither party will act or represent  itself, directly or by implication, as an agent of the other or in any manner assume or create any obligation on behalf of, or in the name of, the other.

25.7 Non-exclusivity. This agreement  does not limit in any way the right of French Technologies to provide  any services  of any kind or nature whatsoever  to any person or entity as French Technologies in its sole discretion deems appropriate  or developing  for itself or others, materials that are the same as or similar to the Services.

25.8 Notices under this agreement must be in writing and may be delivered  by hand, registered mail, email or by facsimile to the addresses  of the parties specified in or notified pursuant  to this agreement.  Notice will be deemed given:  (a) in the case of hand delivery  or registered mail, upon written acknowledgement  of receipt by an officer or other duly authorised employee, agent or representative  of the receiving  party; (b) in the case of email, upon the recipient’s acknowledgement  of receipt; or (c) in the case of facsimile, upon proof of completion of successful transmission.

25.9 Severability. If any provision  of this agreement  is declared or found to be illegal, unenforceable  or void, then such provision  will be null and void but each other provision  not so affected will be enforced  to the full extent permitted by applicable

25.10 French Technologies failure or delay to exercise a power or right does not operate as a waiver  of that power or right. The exercise of a power or right does not preclude or wither its exercise in the future or the exercise of any other power or right. A waiver  is not effective  unless in writing. Waiver of a power or right is effective  only in respect of the specific instance to which it relates and for the specific purpose for which it is given.

25.11 All clauses in this agreement  relating to payment, licence and ownership,  confidentiality, privacy,  warranties,  limitations of warranties,  limitations on damages  and actions, non-exclusivity and waiver  will survive  the termination or expiry of this agreement,  to the extent allowed at law.

26     DEFINITIONS.

 

Additional Services means a service not originally set out in the Proposal but which French Technologies has agreed to provide  the Client pursuant to a Quote accepted by the Client.

Business  Hours means the hours of 8am to 6pm on a day that is not a Saturday, Sunday or public holiday in Queensland.

Change in Control of a partnership,  trust, joint venture,  corporation or other entity (entity) means :

 

  • The ability to cast or control the casting vote of more than 50% of the maximum number of votes that might be cast at any general meeting (or equivalent) of the entity; or
  • The holding of more than 50% of the issued ordinary share capital, the equity, or other ownership interest in the

Commencement Date means earlier of the date of this agreement  or the date on which French Technologies commences providing  the Services.

Client Environment means the Client’s information  technology environment  to which the Services  relate, being the hardware  and software detailed in the Proposal and where the context permits, means any individual  component(s)  of the Client Environment  and any amendments  to the Client Environment  agreed to between the parties.

Expiry Date means the date set out in the Proposal.

Intellectual Property Rights  means:

  • Any copyright (including any neighbouring rights), trade marks (whether  registered or unregistered),  trade secrets, service marks, designs, drawings, patents, secret processes, business or domain names, or other similar proprietary  rights and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields; and
  • Any rights to the registration of those rights, whether created, formed or arising before or after the date of this agreement in Australia or

Order means a request for the provision  of Additional Services  made by the Client to French Technologies.

Personal Information means information  or an opinion (including information  or an opinion forming part of a database),  whether true or not, and whether recorded  in writing or spoken, about an individual  whose identity is apparent,  or can reasonably  be ascertained, from the information or opinion.

VOIP means Voice Over  Internet  Protocol

Proposal means French Technologies initial proposal to perform  the Services,  as accepted by the Client, and annexed to and forming part of this agreement.

Quote means the quotes that French Technologies sends to the Client in response to an Order.

Service Levels means any service level,  performance  standard or response time to be achieved  by French Technologies as detailed in the Proposal.

Services means the support provided  by French Technologies to the Client Environment  as set out and detailed in the Proposal.