General

Please read through our Terms and Conditions thoroughly. We suggest that you go through our terms and conditions carefully before deciding to use our services. Upon making the decision to use our services it is understood that you have agreed to the terms and conditions set forth on this page. When using the words “We”, “us”, “our”, “our service” and such, we are referring to LIXIA TECHNOLOGIES Pty Ltd ACN 634 458 718 and its respective products and services. References to “you” “your” “customer” “client” and the like, refer to you, and your agents. LIXIA TECNHOLOGOIES Terms and Conditions are subject to change without notice and may be superseded. We hence advise that you check back here regularly and read through any updates of the terms. We also may modify these Terms and Conditions by general notice on a page of our website, by email or by any other method of communication. Your continued use of this website and our services implies acceptance of any subsequent revisions.

LIXIA TECHNOLOGIES liability is limited to the amount paid by the customer to LIXIA TECHNOLOGIES for work undertaken.

LIXIA TECHNOLOGIES will not be responsible for a failure to comply with its obligations under this Agreement to the extent that failure is caused by a Force Majeure Event, provided that the party keeps the other closely informed in such circumstances and uses reasonable endeavours to rectify the situation.

This Agreement is governed by the laws of New South Wales and each party submits to the jurisdiction of the courts of New South Wales.

Project Terms

Lixia Technologies agrees to provide Services to the Customer on the terms and conditions of this Agreement once Lixia Technologies has come to an agreement with the Customer’s Order.

Each of the Services referred to in the Services provided by Lixia Technologies to the Customer may be treated by Lixia Technologies as separate agreements (on these terms and conditions) between Lixia Technologies and the Customer for the provisions of that particular service. These terms and conditions will continue to apply to any remaining or new services provided notwithstanding the nonavailability, suspension or termination of any of the individual services, unless Lixia Technologies advises the Customer otherwise in writing.

The minimum period for the Services are described in table 1.1 (beginning on the agreed start day between the customer and Lixia Technologies (the “Minimum Period”). After the expiry of the Minimum Period, this Agreement will continue unless and until it is terminated by either party giving the other at least one month’s written notice to terminate or the Agreement being terminated in accordance with the provisions of clause “Ending the agreement” below.

Table 1.1

Discounts

Number of Agents

Minimum Contract Term

Monthly

6 Months

12 Months

1

1 Month

NA

5%

15%

2 to 4

6 Months

NA

NA

5%

5 to Max

12 Months

NA

NA

Per agreement

      

 

Lixia Technologies Obligations

Lixia Technologies shall use all reasonable endeavour to maintain according to the agreed hours in every day of the year but Lixia Technologies shall not be liable for any failure to maintain the Services because of factors outside Lixia Technologies control including any technical or other failure (including, without limitation, failure due to fire, flood, land heave and subsidence, physical obstructions, atmospheric conditions, acts of God, industrial action, default or failure of a third party, governmental action or faults in the Telecommunications Network). Lixia Technologies does not warrant that the Services will be fault free or free of interruptions.

Lixia Technologies reserves the right from time to time to improve or alter the Services as it deems appropriate, provided that such changes do not substantially change the nature of the Services. Further, Lixia Technologies reserves the right to suspend and/or alter the operation of the Services for the purposes of remedial work or preventative maintenance or improvement of the Services provided that Lixia Technologies shall use all reasonable endeavour to keep such suspension to a minimum.

Customer Responsibilities

The customer shall at all times throughout this Agreement:

Comply with any reasonable directions or instructions issued from time to time by Lixia Technologies in connection with the Services or any of them;

Ensure that the Services are not used for the transmission of any material which is or is intended to be a hoax call to emergency services or is of a defamatory, offensive, abusive, obscene or menacing character, or which is likely to bring the Services or Lixia Technologies into disrepute or may be prejudicial to Lixia Technologies’ commercial interests;

Ensure that the Services are not used in any manner which will or may constitute an unlawful or criminal act (including in particular but, without limitation, deception and/or fraud) or a violation or infringement of the rights of any person, firm or company (including, but not limited to, rights of confidentiality and copyright) or a violation or infringement of any statutory duty or obligation in contract, tort or otherwise to any third party;

Not act, omit to act or allow the Services to be used in any way which will or may injure or damage any persons (whether or not employees, agents or representatives of Lixia Technologies), property or the Services or howsoever cause the quality of the Services to be impaired;

Provide to Lixia Technologies such assistance and/or information as Lixia Technologies may from time to time reasonably require in order to comply with all requirements and conditions at any time and from time to time imposed by law or any other competent authority or public body which are or may be applicable to or affect any of the Services and/or their provision;

Pay Lixia Technologies’ charges under this Agreement on or before the due date for payment without set off, deduction, counterclaim or abatement;

Where access to the Services to be facilitated by means of a personal identification number (“PIN”), ensure that such PIN supplied to the Customer is kept confidential and shall be responsible for all Charges for the use of any Service notwithstanding any improper or unauthorized use of any such PIN in respect of that service. Lixia Technologies shall not be liable (nor incur any liability to the Customer) for or in respect of any such improper or unauthorized use of any such PIN.

The Customer shall indemnify and hold harmless Lixia Technologies against all liabilities, claims, damages, losses, costs and proceedings howsoever arising from or in any way connected with the use of the Services provided by Lixia Technologies to the Customer under this agreement.

If the Services are suspended pursuant to clause “Suspension of services” below due to the contravention by the Customer of this clause, Lixia Technologies may refuse to restore the Services to the Customer until Lixia Technologies receives a written assurance from the Customer that there will be no further contravention.

Charges

The Customer shall make payment for such charges as are detailed on the Price List on completion of the Customer Order Form.

The Customer, subject to receipt of an invoice, shall pay such appropriate monthly charges, divert to mobile and monthly charges as are detailed on the Price List. Lixia Technologies reserves the right to invoice such charges referred to as monthly charges on the Price List on an annual basis instead of a monthly basis.

Lixia Technologies may, if asked by a Customer to provide a divert to local, mobile or divert to international service, charge the Customer a Diversion Charge which shall be payable to Lixia Technologies before this service is provided. The cost of any subsequent divert to mobile or divert to international charges as set out in the Price List shall be set of against this Diversion Charge until extinguished, in which circumstances a further Diversion Charge shall be payable if further services are required pursuant to the provisions of this clause.

Charges in the Price List and the Diversion Charges are exclusive of GST which shall be paid by the Customer at the appropriate rate together with such Charges when required.

Payment of all or any Charges under this Agreement shall be made within 14 days from the date of the invoice. If any amount payable by the Customer is not received by the due date, Lixia Technologies shall be entitled to suspend the Services and charge interest on the amount overdue at the rate of 2% above the base rate for bank interest rate from the due date of payment until the date of actual payment and to recover from the Customer all costs and expenses (including reinstatement fee of one month) incurred in attempting to obtain payment from the Customer.

Lixia Technologies shall in respect of each Service be entitled to review and, if it so desires, vary from time to time the divert Charges referred to above and to introduce new charges. The varied or new charges shall take effect (and the Price List shall be amended accordingly) after written notice has been sent to the Customer detailing such variations or new charges.

If a customer disputes any charges shown on an invoice or any amounts debited pursuant to a direct debit authority, notice of such dispute must be sent to Lixia Technologies within 14 days of the date of the invoice falling due or the date of debit, failing which the Customer shall be deemed to have accepted the correctness of the invoice or other amount.

It is acknowledged by the Customer that the cost of making a call to a Telephone Number is determined by the telecommunication system operators and not by Lixia Technologies. Such calls may therefore be subject to changes in cost and rates at any time without prior notice.

The Customer is responsible for all Charges on the line whether incurred by itself, its staff, contacts or any third party (including hackers and others who intercept the connection). Customers are encouraged to insure against such risks. The Customer should take all precautions necessary to minimise the risk of line hacking.

Payment

LIXIA TECHNOLOGIES requires 1 month deposit and 1 month advanced payment for the call centre service project before commencing work on client’s requirements.

The client is obliged to cover for the training costs including all agents working hours. The time period of the training is an agreement between the client and LIXIA TECHNOLOGIES. Hence the suggested training time schedule needs to be reviewed and accepted by LIXIA TECHNOLOGIES before the agreement.

Incentives will be put in place if the inbound service leads to additional sales or income for the client. Incentives are normally automatically applied on outbound sales (will be decided by both parties).

Monthly fee

Commencement

The minimum agreement term is stated in table 1.1. We will commence charging the client 1 month deposit (one off charge) and 1 month fee in advance as soon as the agents start the clients training or work procedures.

Monthly fee billing procedure

You will be billed once a month when using our services. We bill on the first of the month for that month’s monthly fee. You will be billed retrospectively for any additional services that you use during a given month. Your first month will be billed on a pro-rata basis dependent on the number of days left in the month.

You can opt to pay 6 or 12 months in advance on receipt of a Tax Invoice. Please contact our accounts team for further information.

Your monthly fee is as per agreement proposal until you are notified of any price increase. We will give advance notice of any price increase via email.

Payment in advance

You are billed for the month in advance. If you cancel your service with one month’s notice at the end of agreement term, you will not be billed again. However, you will not be eligible for a refund or partial refund for the previous payment, regardless of how much of the current month you have used.

Payment is only accepted by a direct debit from a nominated bank account or from a credit card kept on file. We do not accept cheques, or cash.

Non-payment of monthly fee

If the monthly payment for our services becomes overdue by more than 14 days we are entitled to put your account on hold until all outstanding fees are collected. We will charge a reinstatement fee of one month’s fees ex GST in additional to all outstanding fees.

If the monthly payment for your service becomes overdue by more than 90 days we will send your account to a debt collection agency. You will then be liable for any fees incurred in the recouping of the fees charged by the agency.

Cancellation of account and refund policy for monthly fee

If you are not happy with our services or wish to put our services on hold for longer than one month then you can cancel our services with one month’s notice before end of the agreed term. A contract pull out before end of the agreed term will however cost you the remaining time of the agreed term.

From the time you receive your cancellation confirmation you will no longer be billed by LIXIA TECHNOLOGIES after the agreed contract term. No retrospective cancellation is possible. You are billed monthly, for the month in advance for your monthly subscription. No refunds or partial refunds are available for unused portions of the month. If you use several of our services, you must state which services you want cancelled. Requests to cancel an account must be in written format, stating the date you wish your service/s to cease. Once we receive your request we will reply with a written confirmation of cancellation.

If you choose to commence services with another provider, you must inform us if our services are no longer required by you. There is no automated way for LIXIA TECHNOLOGIES to know that you are no longer requiring our services. If you fail to inform us, we cannot refund for past months’ fees.

Suspending your account

LIXIA TECHNOLOGIES reserves the right to suspend all or part of the Services at any time without notice if:

  1. The client is in material breach of this Agreement including, without limitation, in breach of any provision in clause “customer responsibilities” above;
  2. The Customer exceeds any usage limit set;
  3. The customer acts in such a way or suffers anything to be done or has anything done which, in the reasonable opinion of LIXIA TECHNOLOGIES, relates to the Services and may impair or jeopardize the operation of the Services.
  4. If requested to do so directly or indirectly as a result of a determination, adjudication or other decision or requirement of any competent authority.
  5. Our Network or any part of it breaks down or requires modification or maintenance.

Save for suspension or disconnection pursuant to clause A,B,C and D above, the customer shall remain liable for all charges during the period of suspension.

LIXIA TECHNOLOGIES rights pursuant to clause A may be exercised for such period as LIXIA TECHNOLOGIES reasonably thinks fit. If the period of suspension exceeds, however, 60 days, then LIXIA TECHNOLOGIES shall have the right, upon 14 days’ prior written notice to the Customer, to terminate this Agreement. In these circumstances, the customer will be charged for the entire agreed term.

When the Agreement Ends

LIXIA TECHNOLOGIES may terminate this Agreement immediately by notice in writing to the Customer if:

  1. The customer is in breach of any of the terms of this Agreement and does not remedy the breach within 7 days of the date of written notice from LIXIA TECHNOLOGIES specifying the breach and requiring it to be remedied;
  2. The customer convenes a meeting of its creditors or if a proposal is made for a voluntary arrangement of the Insolvency or for the benefit of its creditors is made or proceedings in bankruptcy (or any other similar action) are commenced;
  3. The customer is unable to pay its debts due to Insolvency or proceedings in bankruptcy (or any other similar action) are commenced;

Upon termination LIXIA TECHNOLOGIES shall cease to supply the services to the customer.

Any Charges payable to LIXIA TECHNOLOGIES by the Customer shall immediately become due to LIXIA TECHNOLOGIES and the Customer shall promptly on demand pay the same.

The customer shall not be entitled to any compensation in respect of such termination.

Pricing

LIXIA TECHNOLOGIES reserve the right to alter pricing. Before doing so, notice will be given to the client. Your continued use of our services implies an acceptance of the new pricing.

Sub-contractors

LIXIA TECHNOLOGIES may appoint sub-contractors to perform services under this agreement.

Your privacy

Your privacy is important to us. We dislike SPAM as well. We will never sell, lease or distribute your contact details to any 3rd party. We will only reveal data pertaining to your account if compelled to do so by law.

Fair use policy

We employ a fair use policy to the services we provide to our customers. If we believe, for any reason, that you are not behaving in a manner expected of a LIXIA TECHNOLOGIES customer then we reserve the right to terminate your account – effective immediately.

Accessibility

We make efforts to ensure that all of our services are online every day of the year. However, this will not always be the case. There are times when our service will be down, sometimes for things that we can’t control and others that we can. When our service is offline we will do our best to get it online as soon as possible. We will not be held responsible for damage, events or losses directly or indirectly related to our website and services being offline.

Liability

We will not be held liable for any action or inaction relating to our service. We offer a quality service at highly competitive rates. We believe that our system is highly secure from the actions of hackers, viruses and other problems on the internet but can make no guarantees. It is up to you to back-up and ensure the integrity of your data offline. We will not in any way be liable for loss of sales, leads or reputation from using our services.

Disclaimer of Warranties

LIXIA TECHNOLOGIES does not give any warranty in respect of our services other than as is implied by law.

Severability

If a clause or part of a clause is read in a way that makes it illegal, unenforceable or invalid, but can also be read in a way that makes it legal, enforceable and valid, it must be read in the latter way. If any clause or part of a clause is illegal, unenforceable or invalid, that clause or part thereof is to be treated as removed from this document, but the rest of this document is not affected.

Force Majeure

The performance of the services by LIXIA TECHNOLOGIES under this Agreement might be suspended for periods of delay resulting from a Force Majeure which, for purposes of this Agreement, shall refer to events beyond the control of and affecting LIXIA TECHNOLOGIES that are unforeseeable or if foreseeable cannot either be prevented or avoided by the exercise of reasonable diligence, without any accompanying fault or negligence of LIXIA TECHNOLOGIES, which prevents or materially affects the ability of LIXIA TECHNOLOGIES to comply with any of its obligations under this Agreement, including revolution, rebellion, insurrection, state of intervention, act of war (declared or undeclared), hostiles, riot or civil commotion, earthquake, adverse weather conditions, flood, fire or other natural physical disaster, general shortages, or unavailability of coal or fuel, energy, transport, strikes or other labor-related disturbance, litigation or threatened litigation adversely affecting or with the potential to adversely affect the subject matter and objectives of this Agreement, and delays caused by government action or inaction, complying with regulatory or bureaucratic procedures or the introduction or threatened introduction of new laws or regulations adversely affecting or with the potential to adversely affect the subject matter and objectives of this Agreement.

Dispute Resolution

The parties will, in good faith, attempt to resolve any dispute, claim or controversy arising out of or relating to this Agreement by negotiation. Either party may initiate negotiations by providing written notice in letter-form to the other party, setting forth the subject of the dispute and the relief requested. The recipient of such notice will respond in writing within five days with a statement of its position on, and recommended solution to, the dispute. If the dispute is not resolved by this exchange of correspondence, then representatives of each party with full settlement authority will meet at a mutually agreeable time and place within ten days of the date of the initial notice in order to exchange relevant information and perspectives, and attempt to resolve the dispute. If the dispute is not resolved by these negotiations, the matter shall be submitted to mediation in accordance with, and subject to, The Institute of Arbitrators & Mediators Australia Mediation and Conciliation Rules.

If the dispute or difference is not settled within 30 days of the submission to mediation and provided such period is not extended by consent of the parties, it shall be and is hereby submitted to arbitration in accordance with, and subject to, The Institute of Arbitrators & Mediators Australia Rules for the Conduct of Commercial Arbitration.

Notwithstanding the existence of a dispute or difference each party shall continue to perform the Agreement.

This clause shall survive termination of this Agreement.

Jurisdiction

This Contract shall be governed by the laws of the State of New South Wales, Australia. The parties submit all disputes arising between them to the courts in the State of New South Wales and any court competent to hear appeals from those courts of first instance.