Terms and Conditions

1. What is this Document?
1.1 This document sets out the general terms and conditions that will govern the
relationship between ScoastNet Pty Ltd T/A ROAM QLD and you. The terms and
conditions specific to the  supply of a Service to you are set out in an Order Form
and a Service Schedule.
1.2 We can provide you with a range of services. For each Order Form accepted
by us, a separate Service Agreement exists. The terms of each Service
Agreement are set out in the Order Form which incorporates the terms and
conditions of this  Services Agreement and the relevant Service Schedule.
The Pricing Schedule does not form part of the Service Agreement. A Service
Agreement is binding and commences when an Order Form is accepted by ROAM QLD.

2. Meaning of Terms
2.1 If we have used terms in this document or in Schedules, their meanings are
set out in the Glossary found at the end of this document.
2.2 If there is any inconsistency or ambiguity between this  Services
Agreement, the Service Schedule and the Order Form, the inconsistency will be
resolved using the following priority: the Order Form, then the Service Schedule,
then this  Services Agreement and last, any Attachment.

3. What ROAM QLD does for you
3.1 Provide the Services: The Order Form and Service Schedule that you have
signed or will sign, sets out the exact nature of the services that we have agreed
to provide to you. Throughout the Term, ROAM QLD will supply to you the Services and
you agree to take them.
3.2 Level of Service: For some of the Services, we are able to specify Service
Levels. The Service Schedule will set out Service Levels and the consequences
of our failing to achieve the Service Levels. You should read those consequences
carefully because they set out the full limit of our liability to you for failing to reach
the Service Levels.
3.3 Privacy: We will use our best efforts to comply with mandatory industry
privacy and data handling requirements of your records and the records of End
Users that are held by us from time to time.

4. What ROAM QLD does not do
4.1 No one company will have exclusive rights to use our Services. Accordingly,
we cannot guarantee that we will not supply our Services to one of your
competitors.

5. What you must do
5.1 Pay: You must pay us. The amount that you must pay is set out in the Order
Form or as otherwise agreed by the parties in writing from time to time.
5.2 Forecasting: It helps us if we can forecast the likely volumes of Service that
we may be required to supply. Accordingly, if we request a forecast of anticipated
volume of Services you might require, you will give us that forecast. The forecast
will not be binding on you and are for ROAM QLD's network planning only.
5.3 Ensure Proper use of a Service You must comply with all laws, regulations,
standards and codes applicable to the telecommunications industry. You agree
that you will not
(a) use or permit the use of a Service in any manner which constitutes a
violation or an infringement of any duty or obligation in contract, tort, or
otherwise to any third person;
(b) use or permit the use of a Service in connection with the commission of an
offence against the laws of the Commonwealth or the States or Territories;
(c) use or permit the use of a Service in any manner in contravention of the
Acceptable Use Policy, including, but not limited to the transmission of any
defamatory, offensive, abusive, indecent, spam or menacing material or the
making of any hoax call;
(d) knowingly, or by any negligent act or omission, use or permit the use of a
Service in connection with the transmission of any computer virus that may
adversely affect the ROAM QLD Equipment,
the ROAM QLD Network, the equipment or network of any third party provider to
ROAM QLD or any network users;
(e) use or permit the use of a Service to engage in any activities in a manner
that may expose ROAM QLD or any third party provider to the risk of any legal or
administrative action including prosecution under any law; or
(f) interfere or attempt to interfere with the operation of: a Service, Service
Number or an IP address; any ROAM QLD Equipment; the ROAM QLD Network or the
equipment, network or IP Addresses of any other person.
5.4 Regulatory Compliance Issues: You must comply with all reasonable requests
for assistance that we make of you to help us to comply with our regulatory
obligations, including, in particular, requests relating to: (a) providing information
to the police and other law enforcement agencies; (b) providing information for
directory purposes; (c) the provision of emergency services; and (d) the provision
of information to telecommunications users from time to time regarding alterations
in numbering plans, industry codes and other industry developments.
5.5 Assistance: You will co-operate with ROAM QLD and do everything reasonable to
help ROAM QLD to provide to you a Service at a location. The kinds of assistance we
may require from you include:
(a) ensuring that it is possible and safe for us to get necessary access to a
location (including for any emergency);
(b) ensuring that relevant people are available and give to us timely
instructions;
(c) ensuring that Customer Equipment is ready at the appropriate times;
(d) at your own expense and following our reasonable instructions, making
any modifications to Customer Equipment reasonably necessary to enable us
to provide the Service;
(e) obtaining and maintaining any authorisation, permission, licence, waiver,
registration or consent from any person necessary for you to request to
enable us to provide the Service;
(f) informing ROAM QLD of the location of ROAM QLD Equipment; and
(g) working together with ROAM QLD to establish procedures to reduce fraud or the
opportunity for fraud in relation to the Service.
5.6 Reporting and Inspections: Sometimes we need to obtain information from
you. You agree to supply to us or our nominated agent any information
reasonably requested by us relating to you and your business of providing
communications services:
(a) for credit management purposes (see also clause 12);
(b) to enable ROAM QLD to monitor and help reduce the incidence of fraud;
(c) to assist ROAM QLD in complying with its regulatory obligations and its
obligations to report on compliance with those obligations;
(d) to assess whether or not you have complied, are complying and will be
able to continue to comply with all obligations imposed on you under this
 Services Agreement; and
(e) for other purposes reasonably required by ROAM QLD from time to time and
agreed by you.

6. Equipment
6.1 Each of you and we will be using equipment to facilitate the supply of the
Services. We may be locating equipment in each other’s premises. It is important
that the terms governing the use of that equipment are ROAM QLD. They are as follows:
6.2 ROAM QLD Equipment. If required for the provision of the Service, we will supply to
you ROAM QLD Equipment. You should understand that you are responsible for the
ROAM QLD Equipment and must compensate us for any loss or damage to it (unless
we cause such loss or damage). If you become aware of any loss of, damage to
claim over, or malfunction of the ROAM QLD Equipment, you must notify us
immediately. We may, at any time and at our cost, modify or replace ROAM QLD
Equipment provided there is no material adverse impact on our provision to you
of the Service. In respect of ROAM QLD Equipment, you must:
(a) provide an adequate power supply and a suitable physical environment in
accordance with ROAM QLD's reasonable directions;
(b) only permit ROAM QLD Equipment to be repaired, serviced, moved or
disconnected by ROAM QLD unless otherwise permitted by ROAM QLD in writing;
(c) not remove or obscure any identification marks on ROAM QLD Equipment;
(d) make ROAM QLD's title (or the title of a person nominated by ROAM QLD) to ROAM QLD
Equipment ROAM QLD to all persons;
(e) comply with all reasonable instructions given by ROAM QLD to protect the proper
ownership of the ROAM QLD Equipment; and
(f) not do anything or allow anything to be done which might affect the
ownership of the ROAM QLD Equipment.
6.3 Customer Equipment: You are responsible for the installation of Customer
Equipment and connections to the ROAM QLD Network necessary for us to provide the
Service. You must ensure that Customer Equipment does not have a detrimental
effect, as determined by ROAM QLD, on the ROAM QLD Network and accords with all
relevant laws.
6.4 We may, without liability, immediately disconnect all or any of the Customer
Equipment if:
(a) you do not fulfil any of your obligations under the Services Agreement; or
(b) ROAM QLD reasonably considers that Customer Equipment may:
(i) cause death or personal injury;
(ii) cause damage to the property of ROAM QLD or another person; or
(iii) materially impair the operation of the ROAM QLD Network, provided that,
where practicable, we will notify you of our intention to disconnect. You will
provide ROAM QLD with access to the location where Customer Equipment is
located to permit ROAM QLD to disconnect Customer Equipment in accordance
with this clause 6.4.
6.5 Purchased Equipment: We will supply the Purchased Equipment at the
location set out in the Service Schedule, Order Form or as otherwise agreed by
the parties in writing. You must, on delivery or, on any other date agreed by the
Parties in writing:
(a) purchase from ROAM QLD the Purchased Equipment for the price set out in the
Service Schedule or Order Form; and
(b) pay the installation charges set out in the Service Schedule or Order Form
for the Purchased Equipment.
6.6 Title to and legal and beneficial interest in the Purchased Equipment remains
with ROAM QLD until ROAM QLD has received in full and cleared funds the purchase price
and the installation charges for that Purchased Equipment. Risk for damage to or
loss of the Purchased Equipment passes to the Customer on delivery of the
Purchased Equipment to the location set out in the Service Schedule or as
otherwise agreed. ROAM QLD will use reasonable commercial efforts to assign to you
all supplier warranties provided in respect of the Purchased Equipment but
otherwise gives no warranties regarding it.
6.7 Change of Location of POP: Upon giving no less than two calendar month's
prior written notice, or notice as soon as practicable in the event of an
emergency, we reserve the right to change the location of a POP, or the access
device by which you obtain access to the ROAM QLD Network. You agree to work with
us in good faith to minimise any disruption of the Service as a result of any such
relocation.

7. Third Parties
7.1 This clause 7 will apply to you if you re-supply any of the Services to an Third Party.
You must:
(a) ensure that all contracts or the terms and conditions on which you or your
distributors resupplies any Service to Third Parties (Third Party T&Cs) contain:
(i) a statement of obligation on the part of an Third Party that is no less
onerous than the terms and conditions set out in clause 5.3 above;
(ii) a statement that no supplier to ROAM QLD is liable to the Third Party (in
contract, tort [including negligence] or otherwise) in relation to any service
supplied to the Third Party by you, or any delay or failure to supply services
to the Third Party;
(iii) a reference to an acceptable use policy applicable to the provision of
the Service no less onerous than the Acceptable Use Policy given by us to
you; and
(iv) a provision requiring the Third Party to contact only your help desk for
Third Party provisioning, service enquiry and information requests; and
(b) provide ROAM QLD with a copy of the Third Party T&Cs upon request by ROAM QLD
from time to time;
(c) ROAM QLD relies on its good reputation, and you understand this is fundamental
to this  Services Agreement and that in the event this  Services
Agreement is Terminated as per Section 14.1(b), 14.1(c), 15.5(a), ROAM QLD may
invoke a Consumer Service Guarantee. The Consumer Service Guarantee
may allow ROAM QLD to
(i) Continue to provide services to the your Third Party(s) for a further
maximum 30 days – this is entirely at ROAM QLD’s discretion;
(ii) Notify your Third Party(s) that the Consumer Service Guarantee has
been invoked, and that the Third Party(s) are now under the direct
management of ROAM QLD;
(iii) You must comply with ROAM QLD’s requests, and use your best
endeavours, to provide ROAM QLD, immediately on request, with contact details
for the Third Party(s) to enable it to provide this Consumer Service
Guarantee;
(iv) Honour any payments made by your Third Party to you;
(v) Facilitate your Third Party(s) to sign directly with ROAM QLD for continuity of
service;
(vi) Should ROAM QLD determine that it is not feasible to continue the provision
of a service to any of your Third Parties(s), ROAM QLD may enforce its right to
terminate the service and collect any equipment that is owned by ROAM QLD.

8. Charges and Payment
8.1 The Charges for a Service are set out in the Order Form. ROAM QLD may from time
to time provide to you a Pricing Schedule. The Pricing Schedule sets out the
usual pricing for a Service that will apply during the Validity Period of the Pricing
Schedule. The pricing set out in the Pricing Schedule can only apply for properly
completed and signed Order Forms received by ROAM QLD during the Validity Period
for that Pricing Schedule. Nothing in this clause shall limit ROAM QLD’s right not to
accept an Order Form.
8.2 Except to the extent that a Service Schedule or an Order Form provide
otherwise, the following general terms relating to payment will apply.
8.3 Your obligation to pay for the Service will accrue on and from the Service
Commencement Date for the Service. You will be sent an Invoice each calendar
month and you must pay each Invoice in Australian dollars within 14 days of the
Invoice Date (Due Date).
8.4 If we have omitted Charges from an Invoice for any reason, we may include
such Charges in a later Invoice provided that these Charges are invoiced to you
within 12 months of the due date of the Invoice in which the Charges should have
been included.
8.5 Unless you establish otherwise, there is a presumption that records held and
call logging procedures adopted by ROAM QLD or any other third party provider with
which the ROAM QLD Network is interconnected are correct and that the Charges have
been incurred and are payable by you.
8.6 Once we give to you a Service, you are in the best position to manage the
way in which that Service is used. You therefore are responsible for payment of
all Charges arising from the use of a Service, whether that use was specifically
authorised by you or not. In addition, since there sometimes is a delay in the
processing or the termination of a Service, you must pay:
(a) any charges in respect of the provision of Service to a Service Number
until ROAM QLD, or any third party provider of ROAM QLD, gives notice that the Service
has ceased to be provisioned to that Service Number; and
(b) any and all Charges that continue to be invoiced to ROAM QLD by any third party
provider during the transfer process of any relevant Service Number or
Service away from ROAM QLD..
8.7 You are responsible for collecting any money owed by an Third Party, and you
must pay all Invoices when due, regardless of whether the Third Party has paid you
or not.
8.8 If you dispute the validity of any Charges in an Invoice:
(a) you must notify us in writing of the reasons for the dispute within 14 days
of the date of that Invoice;
(b) you must pay the full amount of the Charges in the disputed Invoice unless
you have notified us in writing of the reasons for the dispute within 7 days of
the date of that Invoice and you must pay the undisputed portion of the
Charges in the Invoice by the Due Date of that Invoice;
(c) we will acknowledge your dispute within 5 Business Days of receiving your
notice and will undertake a reasonable level of enquiry in regard to the
dispute, including the making of further enquiries with you and any relevant
third party provider with which the ROAM QLD Network interconnects;
(d) where possible, we will advise you within 5 Business Days of receiving
your notice of dispute of the complexity of the investigation and a timeframe
for possible for final determination;
(e) we will endeavour to have your dispute resolved within 30 days of
receiving your notice of dispute but, if that is not possible as a result of the
complexity or circumstances of your dispute, we shall keep you informed as to
the expected timeframe for finalisation;
(f) where a resolution is that the disputed amount is payable to us, you shall
pay such amounts within 5 Business Days of receiving notice of our
resolution; and
(g) if you disagree with the determination, you will be entitled to engage the
dispute resolution mechanisms set out in clause 20 below.
8.9 If you fail to pay when due any amount, we will be entitled to:
(a) charge interest on the overdue amount (both before and after judgment),
at the rate of 1.5% per month. This interest will be calculated and
compounded daily;
(b) impose a charge to cover our reasonable expenses and costs incurred in
enforcing any failure or delay in your payment (including the cost of engaging
a debt recovery agent); and
(c) suspend provision of the Service to you in accordance with clause 14
below.
8.10 ROAM QLD may apportion non-traffic sensitive Charges on a daily basis for the
balance of any partial billing cycle due to the Service Commencement Date or the
termination date falling part way through a billing period.

9. Variation of Charges & Terms
9.1 Sometimes we may want to change the terms or Charges applicable to a
Service. We may, at any time after the Minimum Service Period for the Service,
increase or decrease the Charges or change the terms applicable for the supply
of the Services. We will do this by giving to you written notice of the variation (a
Variation Notice). If ROAM QLD gives you a Variation Notice and you do not accept
the variation, you must notify ROAM QLD in writing within 20 Business Days from the
date of the Variation Notice. If you fail to do so, you will be deemed to have
accepted the variation of Charges and the new Charges and/or terms will take
effect from the next billing period after the Variation Notice was given.
9.2 If you notify ROAM QLD that you do not agree to the variation, you and we must
discuss the proposed variation in good faith. If no agreement on a variation arises
within a further 10 Business Days, either party may terminate the relevant Service
upon the giving of a further 20 Business Days notice. For the duration of the
further notice period, the Charges and terms applicable immediately preceding
the delivery of a Variation Notice will continue to apply.
9.3 A Pricing Schedule shall be valid during its Validity Period. Unless ROAM QLD has
issued a new Pricing Schedule, the pricing set out in an existing Pricing Schedule
shall continue to be applicable until ROAM QLD has issued a new Pricing Schedule
which will only come into operation 30 days after ROAM QLD has given notice of the
new Pricing Schedule.

10. GST and Other Taxes
10.1 The Charges do not include any GST. ROAM QLD will include on each invoice a
separate amount for the GST payable in respect of the Charges in the invoice.
10.2 You must pay all taxes (including any goods or services tax or any
equivalent thereof), duties, stamp duties, impost, levies or government charges
relating to the Service Agreement, the supplied Services, provision of the ROAM QLD
Equipment and, where relevant, the sale of the Purchased Equipment. Should
there be an introduction of any new tax, duty, levy or government charge relating
to any charges (including Charges) under the Service Agreement, you must pay
ROAM QLD for such taxes, duty, levy or government charges imposed under such
relevant legislation.

11. Rebates
11.1 A Service Schedule may stipulate the circumstances in which you may
become entitled to a rebate (also called a Credit). Notwithstanding the specific
terms of a Service Schedule, the following general terms apply in respect of such
rebates:
(a) the maximum amount of any rebate for any calendar month cannot exceed
the total of the Charges payable for that month by you for the Service,
connection or link which is unavailable; and
(b) if the Service Commencement Date for a Service, connection or link is not
the first calendar day of a new calendar month, the maximum amount of any
rebate payable by ROAM QLD will be a pro-rata amount calculated by the number of
calendar days during which the Service was supplied to you for that calendar
month as a portion of the total number of days in that month.
11.2 Unless otherwise set out in a relevant Service Schedule, for the purpose of
calculation of any Service Level rebate, a Service is "Unavailable" if:
(a) there is an outage other than a Planned Outage; and
(b) the outage does not result from:
(i) a failure or malfunction in relation to the Customer Equipment, any
computer software or power supply at your premises;
(ii) an act or an omission by you or a person under your direction or
control (other than if the act or omission is at the direction of ROAM QLD);
(iii) the occurrence of a Force Majeure Event; or
(iv) a requirement, direction, or any other order, issued by a government,
statutory or other relevant authority with jurisdiction over the Services.

12. Creditworthiness
12.1 We realise that it may be important to you that you have with us credit terms
rather than cash terms. As such, it may become important for us to assess the
creditworthiness of our customers and perhaps obtain security. We also may,
from time to time, review your creditworthiness. In doing so, we may seek from
you or an independent person such as a credit reporting agency or credit provider
information or advice to assist us in a creditworthiness review.
12.2 You agree promptly to cooperate with a review by providing to ROAM QLD any
information (including a completed ROAM QLD Commercial Credit Application form)
ROAM QLD reasonably requires to conduct any such review.
12.3 You grant us permission to communicate with credit reference associations
about your credit history, creditworthiness, credit standing, credit history or credit
capacity that credit providers are allowed to give or receive under the Privacy Act
1988 (Cth).
12.4 You warrant that all material information that you provide to ROAM QLD prior to the
signing of this  Services Agreement or in any subsequent creditworthiness
review will provide a true and fair view of your financial position at the time it is
provided to us, and that all other information is accurate and complete.
12.5 You are entitled to see and to correct any credit information that ROAM QLD holds
about you.
12.6 You authorise us to share information obtained in connection with the supply
of the Service to any Related Body Corporate for any internal credit review
purposes, including ongoing account management.

13. Security
13.1 You acknowledge that ROAM QLD is not obliged to perform its obligations under
this  Services Agreement until it has:
(a) received a favourable report in response to any initial credit review
conducted by ROAM QLD under clause 12.1 to assess your creditworthiness; and
(b) where security is required by ROAM QLD, received, in the form and amount
specified by ROAM QLD, security in respect of amounts owing by you to ROAM QLD under
this  Services Agreement from time to time (whether or not those
amounts are due).
13.2 We may require you to vary any Security (including increasing the amount of
any existing Security) if:
(a) there is a material adverse change in your creditworthiness identified in a
creditworthiness review; or
(b) you fail to pay any Charges when due.
13.3 The amount of any Security required under this clause will be no more than
the amount ROAM QLD reasonably believes is necessary to secure ROAM QLD’s credit
exposure to you. You must on terms reasonably acceptable to ROAM QLD:
(a) continue at your cost to provide and maintain the value of any Security and
comply with its terms; and
(b) to the extent the Security is provided by a third party, use reasonable
endeavours to ensure that the third party continues to provide and maintain
the value of the Security and complies with its terms.

14. Service Suspension
14.1 There may be occasions when we are required to suspend the provision to
you of part or all of a Service. We will be entitled to suspend the provision of a
Service to you:
(a) immediately and, because of the urgency of the need, without prior notice,
where:
(i) we are required to undertake the repair, maintenance or service of any
part of the ROAM QLD Network (or an interconnected third party provider is
required to undertake such work on its network) to attend to any
emergency;
(ii) it is reasonably required to reduce or prevent fraud or interference
within the ROAM QLD Network;
(iii) we believe it is necessary to do so to comply with any law or an order,
instruction or request of government, the ACMA, emergency services or
other competent authority;
(iv) a Force Majeure Event occurs which materially affects our ability to
provide the Service; or
(b) upon giving 3 Business Days notice where you are in breach of clause 5.3
, clause 5.4 , clause 5.5, clause 5.6, clause 6, clause 12.2, clause 7, or you
refuse to provide Security requested under clause 13, such suspension to
continue for so long as the breach subsists or until termination of this 
Services Agreement; or
(c) immediately by notice if you fail to pay an Invoice by the date which is 14
days after the Invoice’s Due Date, such suspension to continue for so long as
the breach subsists or until termination of this  Services Agreement

15. Term and Termination
15.1 This Services Agreement will commence on the Effective Date and
will continue for the Initial Period. After the Initial Period, this  Services
Agreement may be terminated by either Party giving to the other not less than 90
days written notice.
15.2 Each Service Agreement will commence on the date that it is accepted by
ROAM QLD and will continue until the termination of that Service Agreement by either
party giving to the other 30 days notice in writing.
15.3 If the  Service Agreement is terminated under clause 15.1 during the
term of a Service Agreement, the terms of the  Services Agreement will
continue to apply until all the Service Agreements have expired or been
terminated.
15.4 A Service Schedule or Order Form may stipulate a Minimum Service Period
and Further Service Period. If a Service Agreement is terminated by you during
its Minimum Service Period or Further Service Period or is terminated by ROAM QLD by
reason of a breach by you then, subject to any right of termination set out in a
Service Agreement, you will be liable to pay, by way of liquidated damages, the
Early Termination Charge in addition to any accrued charges. The Early
Termination Charge shall be the total of the amount of Charges that would have
applied from the date of the termination up to the expiry of the Minimum Service
Period or Further Service Period, using, if applicable (e.g., for Services charged
on a usage basis), the average of the prior 6 months’ Charges (or, if less than 6
months Service has been provided, all the months for which Service has been
provided) as the basis for the calculation for the average monthly Charge.
15.5 A party may, at its election, terminate this  Services Agreement or
one or more of the Service Agreements:
(a) immediately by written notice to the other party if a receiver, liquidator,
provisional liquidator or administrator is appointed over any of that other
party’s undertakings or assets and that appointment continues for a period of
5 Business Days, or if that other party enters into any arrangement with any of
its creditors or any class of such creditors or if that other party ceases to carry
on business;
(b) immediately by written notice to the other party if that other party breaches
any other provision of this  Services Agreement which is capable of
remedy and does not rectify that breach within 30 days of receiving written
notice from the other party requesting it to do so.
15.6 ROAM QLD may immediately, by giving notice to you, terminate this 
Services Agreement or one or more of the Service Agreements if:
(a) following a suspension of the Service under clause 14.1(b) or 14.1(c), you
fail within 14 days of the commencement of the suspension to rectify the
breach giving rise to the suspension; or
(b) we suspend a Service on 3 separate occasions for the same or
substantially similar breaches of the Service Agreement;
(c) there is, in respect of your company, a Change in Control which occurs
without the prior written consent of ROAM QLD (which shall not be unreasonably
withheld) and:
(i) which in ROAM QLD's reasonable opinion, has or may have a material
adverse effect on your creditworthiness; or
(ii) if the third party acquiring the relevant interest or control is reasonably
deemed by ROAM QLD to be a competitor of ROAM QLD;
(d) you are in breach of a licence, permit or authorisation relating to the use of
or connection of equipment to the relevant access line, or the use of Services;
(e) ROAM QLD reasonably suspects that you have suspended payment of your
debts generally;
(f) ROAM QLD reasonably suspects fraud in respect of, or misuse of, the Service by
you or an Third Party;
(g) a licence, permit or authorisation required by you to conduct the business
of providing telecommunications services is terminated, revoked or expires; or
(h) a force majeure event which continues for more than 20 Business Days.
15.7 Each party must notify the other party immediately if any event referred to in
clause 15.5(a) occurs or any step towards the occurrence of such event occurs.

16. Effects Of Termination
16.1 On termination of Service Agreements:
(a) your right to use the relevant Service ceases and, if applicable, you must
cease to resupply such Service to Third Parties or to any related Service
Numbers or IP Addresses;
(b) if ROAM QLD requests, you must immediately inform ROAM QLD of the specific
location of any ROAM QLD Equipment;
(c) you must immediately cease using and return to ROAM QLD the ROAM QLD
Equipment used in relation to that Service and, if you do not comply, you
must, subject to any usual security arrangements, permit, or procure
permission for, ROAM QLD to access the location at which that ROAM QLD Equipment is
situated at any time or times for the purpose of removing that ROAM QLD
Equipment;
(d) if you have not paid to ROAM QLD the full purchase price for any Purchased
Equipment used in relation to that Service, ROAM QLD may retain, repossess
and/or resell that Purchased Equipment and for that purpose ROAM QLD is
irrevocably authorised to enter premises in which that Purchased Equipment
may be located on the provision of reasonable notice to you. ROAM QLD will refund
to you the amount of the purchase price that you have paid when ROAM QLD
repossesses that Purchased Equipment after it has set off any outstanding
amount of Charges referred to in 16.1(e) below;
(e) you must immediately pay to ROAM QLD, without deduction or set off, all
outstanding Charges and any other amounts payable to ROAM QLD under the
Service Agreement at the date of termination; and
(f) ROAM QLD will refund to you the balance (if any) of any Charges or other money
paid in advance to ROAM QLD under the Services Agreement after deducting all
amounts payable to ROAM QLD under sub-clauses 16.1(e) above.
16.2 Termination of a Service Agreement or this  Services Agreement
does not affect the accrued rights or liabilities of either party nor does it affect the
provisions which expressly or by implication are intended to operate after
termination, including, without limitation clause 6.2 (ROAM QLD Equipment); clause 18
(Liability and Insurance); and clause 19 (Confidentiality).
16.3 Any term of this  Services Agreement or a Service Agreement which
expressly or by implication is intended to survive termination, shall survive
termination.

17. Force Majeure
17.1 Neither party will be liable to the other party for any failure to perform or
delay in performance of any obligation under a Service Agreement caused by a
Force Majeure Event (other than an obligation to pay money). Each party will
provide notice of the date of commencement of a Force Majeure Event and the
date of cessation of a Force Majeure Event.

18. Liability & Insurance
18.1 You must take out, and maintain during the term of this  Services
Agreement a valid and enforceable public liability insurance policy that provides
coverage of at least $10 million per occurrence and on request by ROAM QLD from time
to time, immediately provide ROAM QLD with a certificate of currency in respect of that
policy.
18.2 Despite any other provision of this  Services Agreement, ROAM QLD will
not be liable to you, or any person claiming through you, in contract, tort, or
otherwise (including negligence) for any loss or damage arising from suspension
or termination of the Service in accordance with, as the case may be, clause 14
or 15 or any failure to perform or delay in the performance of any obligation due
to an event described in clause 14.1(a).
18.3 You agree that no supplier of telecommunications services to ROAM QLD is liable
to you or your Third Parties in respect of ROAM QLD's supply to you of the Services.
18.4 You acknowledge that:
(a) ROAM QLD does not warrant that ROAM QLD will be able to supply the Service
uninterrupted or fault free;
(b) except for any rebate that must be paid as a result of a failure by ROAM QLD to
achieve a Service Level, ROAM QLD is not liable to you or any Third Party or potential
Third Party or any other person for any:
(i) failure for any reason to provide the Service;
(ii) failure to provide part or all of any of the Service, including where such
failure is due to any network failure, any network congestion or any call
drop out; and
(c) if the actual volume of the Service (including the provisioning and/or
termination of the Service) exceeds the volume forecast by you for a forecast
period, then ROAM QLD may not be able to provision the Service or Service
Numbers and ROAM QLD will have no liability to you, any Third Party, any potential
Third Party or any other person for any resulting degradation in the quality or
level of service, including any unsuccessful calls.
18.5 ROAM QLD:
(a) excludes all conditions and warranties implied into this  Services
Agreement and Service Agreements to the extent permitted by law; and
(b) limits its liability for any breach of any such condition or warranty that
cannot be excluded at law to the greater (at ROAM QLD's option) of:
(i) if the breach relates to goods:
(A) repairing or replacing those goods; or
(B) paying the cost of having those goods repaired or replaced; and
(ii) if the breach relates to services:
(A) resupplying those or equivalent services; or
(B) paying the cost of having the services resupplied.
18.6 To the maximum extent permitted by law and subject to clauses 18.4, 18.5,
18.7 and 18.8, ROAM QLD is only liable for:
(a) personal injury (including sickness, death or disability) of you or your
employees directly resulting from ROAM QLD's negligent acts or omissions arising
under or in connection with this  Services Agreement;
(b) if the loss or damage arises out of or is related to a failure by ROAM QLD to meet
Service Levels set out in a Service Schedule, the compensation or other
remedy specified in the Service Schedule; and
(c) in respect of any other liability which may arise out of or in connection with
a Service Agreement, (whether based in contract, tort (including negligence)
statutory duty or otherwise) an amount which is:
(i) 50% of the Charges received by ROAM QLD for the Service for the 12 months
preceding the event giving rise to the liability for each event or series of
connected events; and
(ii) in the aggregate, the amount of Charges received by ROAM QLD under the
Service Agreement.
18.7 ROAM QLD's liability under the Service Agreement or the  Services
Agreement is diminished to the extent that your acts or omissions (or those of a
third party) contribute to or cause the loss or liability.
18.8 ROAM QLD excludes any liability to you for any indirect, special or consequential
loss, costs, or damage (including, but not limited to, loss of profits, loss of
revenue, loss of data, loss of bargain, damage to reputation and expectation loss)
arising out of the Service Agreement, including, but not limited to,
ROAM QLD's supply of, delay in supply or failure to supply a Service, whether arising as
a result of any act, omission or negligence of ROAM QLD or otherwise.
18.9 You indemnify ROAM QLD on demand against any:
(a) claim or liability arising from your acts or omissions, or the acts or
omissions of a third party acting on your behalf or engaged by you in any
capacity, relating to the use of the Services; and
(b) claims by Third Parties in connection with the provision or use of a Service.
18.10 In this clause 18, a reference to ROAM QLD includes each of its Related
Bodies Corporate, and ROAM QLD's employees, agents and contractors.

19. Confidentiality
19.1 Each party acknowledges that the Confidential Information of the other party
is confidential and secret and each party must preserve the confidential and
secret nature of the other party's Confidential Information.
19.2 A party must not:
(a) disclose or copy the other party's Confidential Information (including the
terms and conditions of this  Services Agreement) for any purpose
other than as contemplated by the Service Agreement and this 
Services Agreement, including without limitation, a disclosure to a competitor
or potential competitor of ROAM QLD;
(b) make the other party's Confidential Information available to any third party,
other than to its employees with a need to know the information to enable a
Service to be used in the manner contemplated by the Service Agreement or
this  Services Agreement (but only to the extent that the employee
needs to know), or
(c) use the other party's Confidential Information for any purpose other than
as contemplated by the Service Agreement and this  Services
Agreement.
19.3 Neither party may use in any way any the name, logo, trademark, registered
design, or copyright material of the other party without having first obtained the
written consent of the owner of the property to such use. Neither party will issue a
press release, or make any public announcement, concerning the existence of, or
any fact arising out of, or connected to, this  Services Agreement or the
other party without first having obtained the prior written consent of the other
party to the terms of such press release or announcement.

20. Disputes
20.1 Before resorting to external dispute resolution mechanisms, the parties must
seek to resolve any dispute in relation to a Service Agreement by referring the
matter to the respective chief executive officers of the parties or their nominees.
20.2 If the parties cannot resolve the dispute in accordance with clause 20.1
within 60 days, either party may refer the dispute to mediation by the Australian
Commercial Disputes Centre (ACDC) for resolution in accordance with the
Guidelines for Commercial Mediation of the ACDC.
20.3 Nothing in this clause prevents a party from seeking interlocutory relief from
a court.

21. Employees
21.1 We are sure that you share our view that employees of each of our
companies are valuable team members. In our relationship, it is not desirable for
either party to entice away or attempt to entice away any employee of the other
party who is employed to perform work in connection with the provision or
acquisition of the Services from continuing to be employed by the other party.

22. Notices
22.1 For a notice under this  Services Agreement to be effective, it must
be.
(a) in writing;
(b) addressed to the contact person of the other party; and
(c) personally delivered, or sent by prepaid post, to the address or by fax to
the fax number, to the address or fax number stipulated for each party in the
most recent Order Form or last notified by each party to the other in writing.
22.2 A notice given in accordance with clause 22.1 is received:
(a) if left at the recipient's address, on the date of delivery;
(b) if sent by prepaid post, five days after the date of posting; and
(c) if sent by fax, when the sender's fax system generates a message
confirming successful transmission of the total number of pages of the notice
unless, within eight Business Hours after that transmission, the recipient
informs the sender that it has not received the entire notice, and for the
avoidance of doubt, the parties agree that the service of notice by electronic
mail is not valid for the purposes of this  Services Agreement.

23. General
23.1 Neither party may assign or attempt to assign or otherwise transfer any right
or obligation arising out of the Service Agreement without the written consent of
the other party (which consent may not be unreasonably withheld or delayed),
except that ROAM QLD may sub-contract the provision of part of the Services and may,
at its discretion, assign its rights and obligations under the Service Agreement to
any Related Body Corporate.
23.2 Nothing in the Service Agreement or any circumstances associated with it or
its performance give rise to any relationship of partnership, employer and
employee or principal and agent between ROAM QLD and you.
23.3 ROAM QLD may set off or apply any credit balance in any of your accounts with
ROAM QLD or any amounts owed by ROAM QLD to you against any amount due and payable
by you to ROAM QLD.
23.4 Failure by either party to exercise or enforce any right conferred by the
Service Agreement will not be deemed to be a waiver of any such right nor
operate so as to bar the exercise or enforcement of the right or of any other right
on any later occasion.
23.5 If part or all of any clause of this  Services Agreement or a Service
Agreement is illegal, invalid or unenforceable it will be read down to the extent
necessary to ensure that it is not illegal, invalid or unenforceable or if this is not
possible, the affected clause or part will be severed from the Agreement, the
remaining provisions of the Agreement will continue to have full force and effect
and the parties will attempt to replace that severed part with a legally acceptable
alternative clause that meets the parties' original intention in relation to the
subject matter severed.
23.6 A Service Agreement constitutes the entire agreement between the parties
as to its subject matter and supersedes any prior understanding or agreement
between the parties (including any Memorandum of Understanding) and any prior
condition, warranty, indemnity or representation imposed, given or made by
ROAM QLD.
23.7 This  Services Agreement and each Service Agreement is governed
by the laws applicable in the State of New South Wales in the Commonwealth of Australia
and each party irrevocably submits to the non-exclusive jurisdiction of the courts
of that State.

GLOSSARY

ACMA means the Australian Communications and Media Authority.

Acceptance Tests means tests undertaken to determine if a Service complies
with the specifications in the Service Schedule for that Service, such tests to be
set out in, or agreed in accordance with, the Customer Care Manual.

Acceptable Use Policy means the ROAM QLD Acceptable Use Policy available on the
ROAM QLD website as reasonably modified by ROAM QLD from time to time.

Attachment means an attachment to a Service Schedule or this  Services

Agreement setting out matters relating to the supply of the Service as amended
or attached from time to time.

Business Day means a day on which banks (as defined in the Banking Act 1959
(Cth)) are open for general banking business in the location in which the Services
are being provided, excluding Saturdays and Sundays.

Business Hours means the hours between 9.00am and 5.00pm AEST on any
Business Day.

Change in Control of the Customer means, a third party:
(a) becomes entitled after the Effective Date, to a relevant interest (as defined in
the Corporations Law) in 20% or more of the shares or securities of the Customer
that in normal circumstances entitle the holder to vote or participate at a meeting
of the members of the Customer or to vote or participate in the election or
appointment of directors of the Customer; or
(b) obtains control (as defined in section 50AA of the Corporations Law) of the
Customer after the Effective Date.

Charges means the charges for a Service (as set out in a relevant Order Form),
which are payable by the Customer in accordance with clause 8.

Confidential Information of a party means information (including this 
Services Agreement), know-how, ideas, concepts, pricing and industrial
knowledge, in whatever format, of that party, other than information which:
(a) is generally available in the public domain without a breach of confidence
or unauthorised disclosure by either party.
(b) is lawfully disclosed by a third party without restriction on disclosure; or
(c) is required by law or the Australian Stock Exchange to be disclosed.

CPI means the All Groups Consumer Price Index (weighted average for the Eight
Capital Cities) published quarterly by the Australian Bureau of Statistics. If that
index is discontinued or suspended, such other economic index or indicator which
in ROAM QLD's reasonable opinion reflects the changes in the cost of living and
inflation.

Customer means the customer named as a party to this  Services
Agreement.

Customer Care Manual means the manual provided by ROAM QLD to the Customer
after entry into a Service Agreement for the purposes of informing the Customer
of, amongst other matters, ROAM QLD's usual procedures in regard to provisioning of
orders, Acceptance Tests, contact and escalation points and how to proceed to
log service difficulties, the contents of which manual may be amended by ROAM QLD
from time to time.

Customer Equipment means all equipment and facilities located on the

Customer side of the Network Termination Point other than ROAM QLD Equipment
used in connection with the Service.

Early Termination Charge means the charge calculated in accordance with
clause 15.4.

Effective Date means the date of execution of this  Services Agreement
as set out on the first page of this  Services Agreement.

Force Majeure Event means:
(a) fire, flood, earthquake, elements of nature or act of God;
(b) riot, civil disorder, rebellion or revolution; or
(c) other matter outside of the reasonable control of the non-performing party,
but in each case only if, and to the extent that, the non-performing party is
without fault in respect of the default or delay and the default or delay could
not have been prevented by taking steps specifically required under this
 Services Agreement or a Service Agreement.

Further Service Period means the period or further periods of renewal of a
Service as specified in the Service Schedule or Order Form following the expiry
of the Minimum Service Period.

GST has the same meaning as in A New Tax System (Goods and Services Tax)
Act 1999 (Cth).

Initial Period means a period of 2 years from the Effective Date.

Invoice means an invoice rendered by ROAM QLD to the Customer which records the
Charges payable for the relevant Services.

Invoice Date means the date that an Invoice for the Charges is:
(a) in the case of paper Invoices, printed by ROAM QLD;
(b) in the case of electronic Invoices, sent by ROAM QLD to the customer by
electronic means.

IP Address means an internet protocol address.

Minimum Service Period of a Service means the minimum supply period (if any)
specified in the Service Schedule or Order Form from the Service
Commencement Date.

Network Termination Point (or NTP) means the point, designated by ROAM QLD, at
which the ROAM QLD Network connects to:
(a) equipment or cabling of the Customer; or
(b) cabling of a third party where it is being used to convey the Service to
Customer Equipment, or, if ROAM QLD fails to designate that point, the NTP as
defined in the Telecommunications Act.

Order Form means a ROAM QLD standard form by which Services may be ordered.

Planned Outage means a period of time that ROAM QLD may interrupt the supply of
Services to the Customer other than an interruption which is less than 100
milliseconds in duration (a Nominal Outage) for routine maintenance or up-
grading or other similar processes, after giving the Customer 5 days prior notice,
which outage does not exceed the period of time specified in that notice.

POP means a point of presence on the ROAM QLD Network.

Pricing Schedule means a schedule which has been delivered to the Customer
under clause 8.1 which sets out the pricing that will apply during the Validity
Period described in that Pricing Schedule.

Purchased Equipment means the items of equipment (if any) purchased by the
Customer from ROAM QLD.

Related Body Corporate has the meaning given to it by sections 9 and 50 of the
Corporations Law.

ROAM QLD means ScoastNet Pty Ltd (ACN 079 642 621) of 8/138 Princes Hwy,
Ulladulla NSW 2539. ROAM QLD is 100% owned by ScoastNet Pty Ltd.

ROAM QLD Equipment means equipment (if any) of ROAM QLD, or of a supplier to
ROAM QLD, located on your premises (including premises leased by you or
co-location spaces licensed by you) for the provision of a Service, other than
Purchased Equipment.

ROAM QLD Network means a telecommunications network of ROAM QLD and
ScoastNet Pty Ltd.

Security means a form of security provided by the Customer to ROAM QLD to support
the performance of the Customer's obligations under this  Services
Agreement, and includes any additional, replacement or alternative form of
security.

Service means a telecommunications service identified in, and to be delivered
pursuant to, an Order Form.

Service Commencement Date of a Service means the later of:
(a) the date requested by the Customer in the Order Form; and
(b) the date on which the Service is available for use by the Customer.

Service Level means, where applicable, the reliability and performance standard
that applies to the delivery of a Service by ROAM QLD to the Customer, as set out in, or
agreed in accordance with, a Service Schedule.

Service Number means any telephone, facsimile or other service number.

Service Schedule means a schedule to this  Services Agreement which
sets out, amongst other matters, the Service description, any Minimum Service
Period, any Further Service Period and the applicable Service Level.

Telecommunications Act means the Telecommunications Act 1997 (Cth) as
amended from time to time

Term and Service Term means the period between the date on which an Order
Form is accepted by ROAM QLD and the termination of the Service pursuant to clause
15.2 above.

Third Party means a person who contracts or agrees with you, our Customer, to
acquire a telecommunications service from you.

We, us and our means and refers to ROAM QLD.

You and your means and refers to the Customer.