Telstra Corporation Limited ABN Standard Terms and Conditions of Purchase Order

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1 Telstra Corporation Limited ABN Standard Terms and Conditions of Purchase Order APPLICATION These Terms and Conditions apply to the Purchase Order unless the Purchase Order refers to a formal written agreement that applies to the provision of Supplies. 1. DEFINITIONS Contract means the contract between the Supplier and the Purchaser consisting of: (a) the Purchase Order; (b) these Terms and Conditions; and (c) the Specifications for the Supplies ordered. Documentation means the documentation to be provided by the Supplier under clause 7.1. Delivery means delivery of Products to the Destination and completion of the Services. Destination means the address specified for delivery of the Products in the Purchase Order. GST has the meaning given to it in the A New Tax System (Goods and Services Tax) Act 1999 (Cth). Good Working Order in respect of a Supply means the Supply performs in accordance with the relevant Specifications for that Supply. Incidental Costs means, in relation to the Supplies, costs incurred by the Supplier in supply and Delivery of those Supplies, including without limitation freight, customs duties, GST and other taxes. OHSE means occupational health, safety and environment. Price means the amount in the relevant currency specified as the price for the Supplies in the Purchase Order. Privacy Laws means: (a) the Privacy Act (Cth)1988 (as amended), the Telecommunications Act 1997 (Cth), the Telecommunications Consumer Protection Code (so long as it is registered by the Australian Communications Authority), Telstra s Privacy Policy and Privacy Statement; and (b) any other laws, principles, industry codes and policies relating to the collection, use, disclosure, storage or granting of access rights to Personal Information, that Purchaser notifies the Supplier is a Privacy Law for the purposes of these Terms and Conditions. Privacy Policy means the document available at: Privacy Statement means the document available at: Product means a Supply that consists of material. Purchase Order means the purchase order that incorporates these Terms and Conditions. Purchaser means the person on whose behalf the Purchase Order has been issued, being Telstra Corporation Limited unless another purchaser is specified in the Purchase Order. 10 Dec ember 2012, Version 1.0 Pa ge 1

2 Services means the services to be provided by the Supplier under the Contract, including services to install or ensure the Supplies perform in Good Working Order at or after Delivery. Relevant Laws means all laws relating to heritage, telecommunications, quality, protection of the environment or health and safety. Site means the lands and places at which the Services will be carried out as detailed in under the Contract or as specified by the Purchaser from time to time and may include a Telstra site or a third party site. Specifications means the Supplier Specifications, the Standards, Warranties and any other specifications, including without limitation the purposes, requirements and service levels, stated in the Purchase Order for the Supplies. Standards means any governmental regulations and standards applicable to the Supplies and any other Standards specified in the Purchase Order. Supply/Supplies means any item or material or Service listed in the Purchase Order to be provided by the Supplier under the Contract. Supplier means the party specified in the Purchase Order as the supplier who will provide the Supplies. Supplier Specifications means the Supplier s published descriptions of and technical specifications for the Supplies. Warranties means the warranties for the Supplies, specified in clause 110. Warranty Period means the period of 24 months commencing on Delivery of the Supplies, unless otherwise specified in the Purchase Order. Waste includes things having or potentially having a material impact on the environment including: (a) any substance (whether solid, liquid or gaseous) that is discharged, emitted or deposited in the environment in such volume, constituency or manner as to cause an alteration in the environment; or (b) any discarded, rejected, unwanted, surplus or abandoned substance; or (c) any otherwise discarded, rejected, unwanted, surplus or abandoned substance intended for sale or for recycling, processing, recovery or purification by a separate operation from that which produced the substance. 2. SCOPE 2.1 In consideration of payment of the Price by the Purchaser, the Supplier must provide the Supplies in accordance with the Contract. 3. DELIVERY 3.1 The Supplier must Deliver the Products to the Destination and provide the Services to the Purchaser, no later than 30 days after the date of issue of the Purchase Order, unless otherwise specified in the Purchase Order. 4. PRICE AND PAYMENT 4.1 Unless otherwise stated in the Purchase Order: (a) the Price is inclusive of, and the Supplier must pay and bear, all Incidental Costs; (b) all prices and costs stated in the Contract are in Australian currency; and (c) the Price is fixed regardless of changes in exchange rates or costs. 4.2 The Supplier will, after Delivery, issue an invoice for the Price and any additional Incidental Costs specified in the Purchase Order as being payable by the Purchaser. 10 Dec ember 2012, Version 1.0 Pa ge 2

3 4.3 The Supplier must in its invoice separately itemise the Supplies, the price for each and any other amounts payable. 4.4 The Purchaser will (except to the extent that the invoice is in dispute) pay the Supplier s invoice within 30 days (plus between 4 and 11 days in accordance with the Purchaser's weekly trade creditor payment schedule) from the date the invoice is received if the Supplier has elected to be paid by electronic funds transfer, or otherwise within 30 days from the end of the month in which the invoice is received. 5. GST 5.1 Subject to first receiving a Tax Invoice (as defined in the GST Act), where GST is imposed on any supply made under the Contract by one party ( the supplying party ) to another party ( the receiving party ), the receiving party must pay the supplying party an amount calculated by multiplying the value of the GST-exclusive consideration by the prevailing GST rate, at the same time as it pays or provides the GST exclusive consideration. 5.2 Where GST is imposed on a Supply, no part of the consideration is payable until a Tax Invoice has been received by the receiving party. 6. TITLE AND RISK 6.1 Title to Products, free of encumbrances, and risk in Products, passes to the Purchaser on Delivery of those Products. 7. DOCUMENTATION 7.1 The Supplier will provide the Purchaser with: (a) all user documentation containing sufficient information to enable the Purchaser to operate, to make full use of and to maintain the Supplies; and (b) any other documentation specified in the Purchase Order. 7.2 The Supplier must provide to the Purchaser one copy of all Documentation upon Delivery. 8. TIME OF THE ESSENCE AND LIABILITY FOR DELAY 8.1 The Supplier acknowledges that time is of the essence in effecting Delivery of the Supplies. 8.2 If Delivery is delayed for more than 7 days, the Purchaser may, with immediate effect by notifying the Supplier may take one or more of the following steps: (a) terminate the Contract, with no obligation to make any further payments to the Supplier; (b) reject the delayed Supplies; (c) reject any Supplies that have already been delivered to the Purchaser; and (d) deduct from the Price or recover from the Supplier any liquidated damages specified elsewhere in the Contract, or if not specified 0.15% of the Price per day of delay, up to a maximum of 10 weeks. 9. REJECTION OF GOODS OR TERMINATION OF CONTRACT 9.1 If the Purchaser rejects Supplies in accordance with the Contract or terminates the Contract: (a) the Supplier will immediately credit or refund to the Purchaser the total of all amounts paid by the Purchaser; and (b) the Supplier will accept return of any of those Products that have already been Delivered to the Purchaser. 10. WARRANTIES 10.1 The Supplier warrants that: (a) all Products: (i) are, and will continue during the Warranty Period to be, in Good Working Order; (ii) are free from defects in design, materials, workmanship and installation; (iii) are of good and merchantable quality and fit for their purpose and use; and 10 Dec ember 2012, Version 1.0 Pa ge 3

4 (iv) are new and not used by any person ( unless otherwise agreed in writing by the Purchaser); (b) all Services will be provided in accordance with any relevant and applicable Specifications and with due care and skill, by competent and trained personnel; (c) in supplying the Supplies the Supplier will comply with all laws relating to heritage, telecommunications, quality, protection of the environment or health and safety; and 10.2 If at any time during the Warranty Period the Supplier becomes aware or the Purchaser notifies the Supplier of any failure of a Supply to comply with any of the Warranties given under clause 10.1, the Supplier, at its cost, will promptly correct that failure at no cost to the Purchaser This clause 10 applies notwithstanding anything to the contrary in any documentation accompanying, or provided by the Supplier in connection with the Supplies. 11. QUALITY ENVIRONMENT AND OCCUPATIONAL HEALTH AND SAFETY 11.1 Compliance The Supplier must ensure that all Supplier personnel are appropriately inducted, trained and supervised in relation to: (a) the risks associated with the performance of the Services; (b) the procedures they need to follow to manage those risks; and (c) their OHSE obligations as applicable in each relevant State and Territory. The Supplier must demonstrate to Telstra on demand, including by the provision of any relevant information, that: (d) it has taken all reasonably practicable steps to ensure that the Products, constructed or manufactured so as to be, so far as is reasonably practicable and when used in accordance with accompanying information provided to the purchaser, safe and without risks to the health and safety of any person or the environment; and (e) the manufacturer or original supplier of the Product has carried out research, testing and examination necessary to discover, and to eliminate or minimise, any risk, to the health or safety of employees or the environment, that may arise from the condition of the Product Management systems The Supplier must have in place and fully comply with until completion of the Services: (a) an environment management system which is consistent with Australian/New Zealand Standard AS/NZS ISO14001; and (b) an occupational health and safety management system that is consistent with Australian/New Zealand Standard AS/NZS The Purchaser may before or during the term of the Contract, require the Supplier to provide documentation evidencing its compliance with this clause Incident reporting The Supplier must immediately notify Telstra of Incidents that occur during the performance of the Services. For the purposes of this clause: (a) Incident means a death, serious injury or illness or dangerous incident (b) serious injury or illness has the meaning given to it under the Work Health and Safety Act 2011 (Cth): (c) dangerous incident has the meaning given to it under the Work Health and Safety Act 2011 (Cth). The Supplier must not disturb the Site where the Incident occurred unless authorised to do so by an inspector as defined under the Work Health and Safety Act 2011 (Cth) or equivalent as defined under the Relevant Laws. 10 Dec ember 2012, Version 1.0 Pa ge 4

5 11.4 Right to verify, audit and inspect The Supplier must permit Telstra to enter any Site controlled by the Supplier, upon reasonable notice, to review, inspect, audit compliance or otherwise observe the quality, OHSE management systems, work practices and procedures applicable to the Contractor s performance of the Contract Supplier not relieved of obligations The Supplier acknowledges and agrees that: (a) The Purchaser does not purport in any way to be an expert on quality, environmental or occupational health and safety issues or management systems; (b) any review by Purchaser of the Supplier s performance of its obligations under the Contract does not constitute acceptance of the adequacy of the matters reviewed or a waiver by the Purchaser of any of its rights or the Supplier s obligations under the Contract; and (c) the Supplier has no right of action against the Purchaser, or any defence to any action or claim by the Purchaser arising from any review, alleged verification, approval or acceptance of any of the Contractor s systems, work practices or procedures Contamination The Supplier must not leave any Waste materials at any Site where works is performed and must dispose of such Waste materials in accordance with Relevant Laws Telstra HSE policies The Supplier must comply with Telstra s Health and Safety Policy and HSE Framework for Telstra Suppliers which are available at: INDEMNITIES AND INSURANCE 12.1 The Supplier indemnifies the Purchaser and its related bodies corporate and the directors, officers, agents and employees of each of them against all costs and claims arising out of any negligent or unlawful act of the Supplier or its directors, officers, agents or employees relating to the performance of the Contract The Supplier must at its cost maintain, and on request produce evidence of currency of, the following insurance on an occurrence basis: (a) Public and product liability insurance with a minimum coverage of occurrence of bodily injury and property damage; and $5 million for each (b) Workers compensation, employee liability and comprehensive motor vehicle insurance. 13. TELSTRA POLICIES 13.1 The Supplier must comply with any of the Purchaser s policies and procedures that are attached to the Purchase Order or the Purchaser has notified to the Supplier before the Purchase Order was issued. 14. INTELLECTUAL PROPERTY, CONFIDENTIAL INFORMATION AND PRIVACY 14.1 The Supplier warrants that the Supplies, and the Purchaser s reasonably foreseeable use of them, will not infringe any intellectual property rights or moral rights of any person. The Supplier indemnifies the Purchaser against breach of this warranty The Purchaser will own all intellectual property rights arising from performance of the Services for the Purchaser. The Supplier hereby assigns such rights to the Purchaser, and agrees to execute any document reasonably required by the Purchaser to evidence or perfect such ownership. 10 Dec ember 2012, Version 1.0 Pa ge 5

6 14.3 The Supplier grants the Purchaser a perpetual, irrevocable, worldwide, non-exclusive licence of all intellectual property rights owned by the Supplier and not assigned under clause 14.2, to enable it to use, modify, maintain and repair the Products and enjoy the benefit of the Services The Supplier must ensure that its officers, employees, contractors and agents keep confidential all information of the Purchaser or relating to the Contract, and not use or disclose that information except to fulfil its obligations under the Contract The Supplier must, with respect to any personal information provided to it in connection with this Contract, comply with all applicable Privacy Laws (whether or not the Supplier is an organisation bound by the Privacy Act 1998 (Cth)). 15 EARLY TERMINATION FOR CONVENIENCE 15.1 The Purchaser may terminate the Contract by giving 14 days notice, in which event the Purchaser will be liable to pay only for Services performed or Products that have been dispatched up to the date on which termination takes effect. On termination the Supplier must deliver to the Purchaser all Products or outputs of Services for which the Purchaser is liable to pay. 16 GENERAL 16.1 If any part of the Contract is illegal or unenforceable, the rest may be enforced to the extent possible A waiver by either party in respect of a breach of a provision of the Contract by the other party, will not constitute a waiver in respect of any other breach of that or any other provision The Contract is governed by the laws of the State of Victoria and each party submits to the jurisdiction of the courts of that State The Contract cannot be varied except in writing signed by both parties The documents listed in the definition of Contract will take precedence in the order in which they are listed, in the event of inconsistency The expiry or termination of the Contract does not affect any rights or obligations of the parties that may have accrued before the date of expiry or termination. The following clauses survive the expiry or termination of the Contract: Warranties (cl. 10); Indemnities and Insurance (cl. 12); and Intellectual Property, Confidential Information and Privacy (cl. 14). 10 Dec ember 2012, Version 1.0 Pa ge 6

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