Terms and Conditions

1.1 These Terms and Conditions ("Terms") govern the provision of services by Get Connects Pty Ltd ABN 72 669 660 780 ("we", "us", or "our") to clients ("Client", "you", or "your"). Our services include outbound telemarketing, lead generation, database management, data cleaning (including updating and recategorising contacts), relationship management and nurture, technical management of platforms used for calls, SMS and email, and any other related services agreed in writing (collectively, "Services").

1.2 By engaging our Services, you agree to be bound by these Terms. If you do not agree, please discontinue use of our Services.

1.3 Acceptance

• These Terms become effective on the date you sign a Service Agreement, otherwise indicate acceptance, or when we commence performance of the Services — whichever occurs first ("Effective Date").
• Execution by electronic signature (e.g. PDF, DocuSign) is binding.

2.1 Scope of Services

We will provide the Services as agreed in writing, which may be set out in proposals, statements of work, Service Agreements, or other documentation. Any additional services require our prior written agreement.

2.2 Standard of Performance

We will use reasonable skill, care, and diligence in performing our Services and will conduct our activities in accordance with industry standards and applicable laws, including the Do Not Call Register Act 2006 (Cth), the Spam Act 2003 (Cth), and the Privacy Act 1988 (Cth).

2.3 Service Modifications

We reserve the right to amend, modify, or discontinue any aspect of the Services at any time. We will provide reasonable notice of any significant changes that may affect your business.

2.4 No Guarantee of Results

The Services are provided on a reasonable-endeavours basis. We do not guarantee specific results, conversion rates, listings, appraisals, or any particular business outcome. Results depend on factors outside our control, including but not limited to the quality and accuracy of data provided, market conditions, client responsiveness, and the actions of third parties. Any estimates, projections, or indicative figures provided by us (including through online tools or calculators) are for illustrative purposes only and do not constitute a warranty or guarantee of performance.

2.5 Change Control and Exclusions

• All changes to scope, deliverables, timing, or fees must be agreed in writing before implementation and may incur additional fees.
• Unless expressly included in a Service Agreement, the following are excluded: email campaign management, social media outreach, data-purchase fees, and any services not specifically listed.

3.1 Provision of Information

You agree to provide all relevant, accurate information, data, and materials required for us to deliver the Services, including up-to-date contact lists and authorisations.

3.2 Compliance and Consent Records

You must ensure that any data or instructions you provide comply with applicable privacy, anti-spam, and data-protection laws, including:

• Privacy Act 1988 (Cth) and the Australian Privacy Principles (APPs)
• Do Not Call Register Act 2006 (Cth)
• Spam Act 2003 (Cth)
• Telecommunications (Telemarketing and Research Calls) Industry Standard 2017

You warrant that you have obtained and documented all necessary consents and will retain records of such consents, providing them to us on request. You indemnify us against any loss or liability arising from your failure to obtain or maintain required consents.

3.3 Client-Provided Scripts and Instructions

You are solely responsible for the accuracy, legality, and compliance of any scripts, talking points, value propositions, representations, or instructions you provide or approve for use during calls, SMS, emails, or any other communications made on your behalf. You indemnify us against any loss, claim, or liability arising from communications made in accordance with your instructions or approved materials.

3.4 Data Quality and Do Not Call Register Compliance

You warrant that all contact data provided to us has been scrubbed against the Australian Do Not Call Register within the preceding 30 days, or you authorise us to perform DNC washing on your behalf (which may incur additional fees as agreed in writing). You indemnify us against any fines, penalties, or claims arising from calls made to numbers that were not properly scrubbed against the Do Not Call Register where the data was provided by you.

3.5 Cooperation

You agree to cooperate with us and respond promptly to reasonable requests. Delays caused by your failure to cooperate may affect our ability to deliver the Services and will not give rise to any liability on our part.

4.1 Fees

Fees for the Services are set out in the Service Agreement or other written arrangements. All fees are exclusive of GST and other applicable taxes unless stated otherwise.

4.2 Invoicing and Payment Terms

We will invoice you in accordance with the Service Agreement schedule. Unless otherwise stated, payment is due within seven (7) days of the invoice date.

4.3 Late Payment

If you fail to pay by the due date, we may:

• Charge interest at 2% per month on the overdue amount, calculated daily from the due date;
• Suspend or terminate Services until payment is received in full; and
• Recover reasonable debt-collection costs incurred in pursuing the outstanding amount.

4.4 Volume-Based Fee Adjustments

The monthly fee is based on the data volume quoted at the time of engagement. If data volume increases materially, fees will be reassessed and agreed in writing before the adjusted rate applies.

4.5 Payment Method and Merchant Fees

You must maintain a valid credit card or direct-debit mandate at all times. You agree to reimburse any bank, merchant, or transaction fees we incur as a result of payment failures or chargebacks.

4.6 Annual Fee Adjustments

For agreements of six (6) months or longer, fees may be adjusted annually in line with the Consumer Price Index (CPI) as published by the Australian Bureau of Statistics. We will provide a minimum of thirty (30) days' written notice before any CPI-based adjustment takes effect.

5.1 We will handle all personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles (APPs). Our full Privacy Policy is available at getconnects.com.au/privacy.

5.2 We collect, store, and use personal information you provide solely to deliver the Services and fulfil our legal obligations. We will not sell, rent, or trade personal information to third parties.

5.3 Personal information may be transferred or stored outside Australia only where equivalent safeguards are in place (e.g. contractual protections consistent with the APPs). We will notify you before any such transfer occurs.

5.4 We implement technical and organisational measures appropriate to the sensitivity of the personal information we hold, to protect it from misuse, interference, loss, unauthorised access, modification, or disclosure.

5.5 In the event of an eligible data breach under the Notifiable Data Breaches scheme, we will assess and notify you and, where required, the Office of the Australian Information Commissioner (OAIC), and take steps to mitigate harm as required by law.

5.6 We will assist you, where reasonably practicable, with individual rights requests including access, correction, or deletion of personal information.

5.7 The Client remains the data controller in respect of all personal information provided to us. We process personal information solely on the Client's behalf and in accordance with the Client's lawful instructions. We do not assume the role of data controller in respect of Client data at any time.

5.8 We retain personal information only for as long as necessary to deliver the Services or as required by law, after which it is securely deleted or de-identified.

5.9 Within thirty (30) days of termination of the Services, we will return or securely delete all Client data at the Client's election. If no election is made within that period, all Client data will be securely deleted. This clause does not apply to data we are required to retain by law or for legitimate compliance purposes.

6.1 Pre-Existing IP

Each party retains all rights, title, and interest in its pre-existing materials, methodologies, tools, and intellectual property.

6.2 Work Product

Upon payment in full of all fees, we grant you a perpetual, worldwide, royalty-free licence to use deliverables solely for your internal business purposes. We retain ownership of any scripts, call frameworks, playbooks, or know-how developed prior to or independently of this engagement.

6.3 Use of Marks

You must not use our name, logo, trademarks, or other intellectual property without our prior written consent.

7.1 Term

These Terms commence on the Effective Date and continue until the Services are completed or these Terms are terminated in accordance with this clause.

7.2 Termination for Convenience

Either party may terminate by giving thirty (30) days' written notice, subject to the cancellation notice periods set out in clause 7.5.

7.3 Termination for Breach

A material breach not remedied within thirty (30) days of written notice entitles the non-breaching party to terminate immediately.

7.4 Effect of Termination

You agree to pay all fees for Services performed up to the date of termination. The following clauses survive termination: Confidentiality (clause 8), Privacy and Data Protection (clause 5), Intellectual Property (clause 6), Limitation of Liability (clause 9), and any indemnities granted under these Terms.

7.5 Cancellation by Client

Notice of Non-Renewal

Where a Client does not wish to renew or continue beyond the end of an agreed contract term, the following minimum notice periods apply:

• Rolling Monthly Agreements: 30 days' written notice prior to the next billing date.
• 6-Month Agreements: 30 days' written notice prior to the contract end date.
• 12-Month Agreements: 60 days' written notice prior to the contract end date.

Early Exit — Mid-Term Cancellation

If a Client cancels prior to the end of an agreed contract term, the full fees for the remaining months of that term are payable. For example, if a Client cancels at month 2 of a 6-month agreement, fees for months 3 through 6 remain due and payable.

This reflects the commitment made by both parties at the time of signing, and the resource allocation and capacity planning undertaken by Get Connects on the Client's behalf.

Performance-Based Early Release

Where a Client believes that campaign results have fallen materially below the minimum performance expectations agreed in the relevant Service Agreement, the Client may submit a written request for early release. Get Connects will review the campaign data and, at its discretion, may agree to release the Client from the remaining term without penalty.

Get Connects will not unreasonably withhold early release where it is satisfied that minimum agreed benchmarks have not been met through no fault of the Client.

7.6 Pause of Campaigns

Campaign pauses are available subject to the following allowances and conditions:

Pause Allowances by Contract Length:

• Rolling Monthly Agreements: No pauses permitted. If a Client needs to stop, the applicable notice of non-renewal under clause 7.5 applies.
• 3-Month Agreements: One pause per term, maximum 14 consecutive calendar days.
• 6-Month Agreements: One pause per term, maximum 30 consecutive calendar days.
• 12-Month Agreements: One pause per term, maximum 60 calendar days, which may be taken as a single block or split into no more than two separate periods across the term.

Conditions Applying to All Pauses:

• Pause requests must be submitted in writing with a minimum of 5 business days' notice before the intended pause start date. Retroactive pauses will not be approved.
• All pauses are subject to Get Connects' written approval. Get Connects will confirm or decline within 3 business days of receiving a written request.
• Payments continue uninterrupted during any approved pause period.
• The campaign end date extends by the duration of the approved pause.
• Additional pauses beyond the allowances above may be approved at Get Connects' discretion and must be agreed in writing by both parties.

8.1 "Confidential Information" means non-public, commercially sensitive information disclosed by one party to the other in connection with the Services.

8.2 Each party agrees to keep the other party's Confidential Information strictly confidential and to use it only to the extent necessary to perform or receive the Services.

8.3 Confidential Information may be disclosed if required by law, court order, or regulatory authority, provided that the disclosing party gives reasonable prior written notice and takes steps to limit the scope of disclosure where possible.

8.4 The obligations in this clause do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party at the time of disclosure without restriction; (c) is independently developed by the receiving party without reference to the disclosing party's Confidential Information; or (d) is lawfully received from a third party without restriction on disclosure.

8.5 The obligations of confidentiality under this clause continue for the term of the agreement and for a period of two (2) years following termination.

9.1 To the fullest extent permitted by applicable law (including the Australian Consumer Law), neither party is liable for any indirect, consequential, incidental, special, or punitive damages, including loss of profits, loss of revenue, loss of data, or loss of goodwill, whether arising in contract, tort (including negligence), or otherwise.

9.2 Our total aggregate liability to you under or in connection with these Terms is limited to the total fees paid by you in the twelve (12) months immediately preceding the event giving rise to the claim.

9.3 We are not liable for any loss, damage, or diminished results arising from: (a) the Client's acts or omissions, including but not limited to inaccurate or incomplete data, delayed responses, non-compliant instructions, or failure to act on leads provided; (b) the performance, availability, or failure of third-party systems, platforms, or telecommunications infrastructure; or (c) data quality issues in contact lists or databases provided by the Client.

9.4 Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy under the Australian Consumer Law or any other non-excludable statutory right.

Neither party is liable for any failure or delay in performance caused by circumstances beyond their reasonable control, including but not limited to acts of God, war, terrorism, pandemic, industrial action, government action, or telecommunications failure. The affected party must notify the other promptly and use reasonable efforts to resume performance as soon as practicable.

If a dispute arises in connection with these Terms or the Services, the parties must first attempt to resolve the dispute by good-faith negotiation for a period of at least fourteen (14) calendar days following written notice of the dispute. If unresolved, either party may refer the dispute to mediation administered by the Australian Centre for International Commercial Arbitration (ACICA) before commencing any court or arbitration proceedings.

These Terms are governed by the laws of Queensland, Australia. The parties submit to the exclusive jurisdiction of the courts of Queensland.

These Terms, together with any Service Agreement and attached schedules, constitute the entire agreement between the parties and supersede all prior representations, negotiations, and understandings relating to the subject matter.

No variation to these Terms is effective unless it is in writing and signed by authorised representatives of both parties.

All notices must be in writing and delivered by email (deemed received two business days after transmission if no delivery failure notification is received), courier, or registered post (deemed received three business days after posting) to the addresses recorded in the Service Agreement. Either party may update their notice address by written notification.

If any provision of these Terms is held to be invalid, illegal, or unenforceable, that provision will be severed and the remaining provisions will continue in full force and effect.

Failure by either party to enforce any right or provision of these Terms does not constitute a waiver of that right or provision. A waiver is only effective if given in writing.