1. Introduction

1.1 The Office Net family of products are bundled fixed calling and broadband products offered by Vodafone to business customers, with various Pricing Plans available. The Pricing Plans available under this Service Description are summarised in paragraph 2.1.

1.2 Your Agreement with Vodafone includes “Additional Terms” that are relevant and apply to your Pricing Plan including those set out in the table in paragraph 2.1. Other Additional Terms may include:

(a) Our Business Terms and Conditions and our Business Internet Terms and Conditions;

(b) Our Fixed Line and Broadband Terms and Conditions;

(c) Our Business Service Level Agreement;

(d) Other service descriptions and terms and conditions relating to components of the Pricing Plans; and/or

(e) Any other terms and conditions which are referenced in this Service Description or in your Agreement and/or set out on our website at vodafone.co.nz and which apply to services we provide to you under your Agreement.

This Service Description will prevail to the extent of any inconsistency with any Additional Terms.

1.3 In this Service Description the following definitions apply:

“Additional Terms” has the meaning given to it in paragraph 1.2 above;

“Agreement” means your agreement with us which includes any application (including terms and conditions) which you sign or agree to, this Service Description and any Additional Terms;

“Charges” means the charges payable to us under your Agreement;

“Excluded Calls” means:

(a) For the Office Net Pricing Plan, calls to “0900”, “018”, “0161” and “059” numbers, Inmarsat calls, switched digital (data) calls, voicemail and message exchange, diverted calls, 3 way calls, collect calls, transferred calls, audio conferencing, Toll Free calls, Emergency (111) calls, calling card calls and all other call types not expressly specified in the Pricing Plan details; and

(b) For the Office Net Unlimited Pricing Plans, calls to international numbers, “0900”, “018”, “0161” and “059” numbers, Inmarsat calls, switched digital (data) calls, collect calls, audio conferencing, calling card calls and all other call types not expressly specified in the Pricing Plan details;

“Fixed Line Broadband Service” has the meaning given to it in paragraph 3.20;

“Fixed Line Calling Service” has the meaning given to it in paragraph 3.15;

“Initial Term” has the meaning given to it in the table at paragraph 2.1;

“Master Account” means your Office Net master account held with us for the benefit of your Users;

“Pricing Plan” is your chosen plan from paragraph 2.1 below;

“Shared Minute Pack” means the shared minute pack referred to in paragraph 4.2 that applies to the Office Net Pricing Plan;

“Services” means the Fixed Line Calling Services and Fixed Line Broadband Services provided to you under your Pricing Plan and related add-on products and services that are purchased by you or made available to you by us from time to time in accordance with your Agreement;

“Standard Connection and Wiring” has the meaning given to it in paragraph 3.12;

“User” means any individual who uses the Services we provide to you under a Pricing Plan;

“Vodafone”, “we” or “us” means Vodafone New Zealand Limited and “our” has a corresponding meaning; and

“you” means the business customer who enters into an agreement with us and “your” has a corresponding meaning.

2. Pricing Plans

2.1 The Pricing Plans available under this Service Description (including commercial details relating to the Pricing Plans) are set out in the table below:

* Vodafone’s “Office Net” Pricing Plan listed above was previously known as “Office Net Lite” (and may still be referred to as “Office Net Lite” for billing purposes). Customers of the existing Office Net Lite product who purchased that product before 26 May 2014 will continue to be bound by the terms and conditions that were applicable to that product. This Service Description only applies to customers who sign up to purchase the Pricing Plans listed above.

** Please note that other Additional Terms may apply. Please refer to our website at vodafone.co.nz for more information.

# Availability is subject to change without notice.

2.2 Add-ons to your Pricing Plan are available. Please see your application form or contact your Account Manager for more information.

3. General Terms and Conditions

Contract Administration

3.1 The “General Terms and Conditions” in this paragraph 3 apply to all Pricing Plans. There are also “Specific Terms and Conditions” set out in paragraph 4 which relate and apply to the “Office Net” Pricing Plan. To the extent of any inconsistency or ambiguity between the General Terms and Conditions and the Specific Terms and Conditions, the Specific Terms and Conditions will prevail and apply.

3.2 Without limiting our other rights to vary your Agreement (or its constituent documents and terms), including, without limitation, the Charges, we may vary this Service Description at any time without prior notice to you, if it doesn’t impact on your Charges or materially impact on your Services. Updated versions of this Service Description will be available on our website at vodafone.co.nz.

3.3 During the Initial Term of any Pricing Plan you may request:

(a) Add-ons to your Pricing Plan (including those on your application form or in your Agreement) which we may provide for an additional Charge; and

(b) Additional Services or sites to which we provide Services to you.

3.4 Additional Terms may apply to additional Services or sites requested under paragraph 3.3(b) and we may require you to accept those Additional Terms before we provide those additional Services or service those additional sites. We will discuss with you whether those Additional Terms will apply to your existing Agreement or whether you will need to enter into a new contract with us for the additional services or sites which may run for another 24 month initial term. Please contact us for further information.

3.5 The Office Net Unlimited Pricing Plans are connection-specific and your usage of the calling and data bundles cannot be shared between connections or across sites.

3.6 The data bundle under the “Office Net” Pricing Plan is connection-specific and your usage of the data bundle cannot be shared between connections or across sites. However, under the “Office Net” Pricing Plan, you can have multiple sites for bundled calling minutes under a Master Account.

3.7 If you give up any Service or terminate any Pricing Plan prior to the expiry of its Initial Term or we terminate your Agreement or any Service prior to the expiry of the Initial Term in accordance with your Agreement, then we may require you to pay applicable Early Termination Charges. The applicable Early Termination Charges are set out in the table at paragraph 2.1. For the “Office Net” Pricing Plan, if you have multiple sites under a Master Account, the Early Termination Charges apply per site.

3.8 To receive Services on a Pricing Plan you must keep all your fixed calling service lines, internet services and direct dial calling (including fixed calling to NZ local, national and mobile numbers) with Vodafone. All those fixed services must be on the same Pricing Plan. Our Pricing Plans cannot be used with any other discounts, rates or calling packages. If you give up any Service during the Initial Term then you will no longer be covered by your Pricing Plan and Vodafone may charge you for the remaining Services on the standard rate card prices for the remainder of your Initial Term.

3.9 As per clause 7.2 of the Business Terms, if you decide to port out or terminate all of your phone lines under your Vodafone Office Net bundle, you will be automatically migrated to an alternate Pricing Plan; Business Broadband.

Conditions to receiving Services and installation

3.10 Important notice: ISDN Services rely on mains power. In the event of a power outage, connection to Emergency Services (111) will NOT BE POSSIBLE. Please ensure you have an alternative means of contacting Emergency Services in case of mains failure.

3.11 Our Agreement with you to provide any Services is conditional upon us completing a satisfactory audit of your premises (dependant on access type) to confirm it is commercially feasible for us to build network to your premises. We will try to complete this audit within 10 working days of execution of an Agreement with you. If in our sole discretion we consider it is not commercially feasible for us to build network to your premises then we will consult with you to agree on an alternative Vodafone service that we can provide to you, including an alternative Service set out in this Service Description.

3.12 Our ability to provide Services to you will depend on factors that include:

(a) Network availability at your premises;

(b) Suitability of your line characteristics (including the lead-in line) and premises wiring;

(c) Required authorisations, licences and consents for your building premises; and

(d) Issues with your building set up and your specific requirements.

Installation

3.13 As the Initial Term is 24 months, we will waive the cost of a standard connection and wiring at your premises to receive the Services during our (or our agent’s) first visit to your premises (“Standard Connection and Wiring”).

3.14 Our Standard Connection and Wiring service does not include:

(a) Additional work associated with your installation which has additional cost (including additional work which is required due to the quality and capacity of your lines);

(b) Any trench excavation;

(c) Additional line capacity at your site or new lead-ins at your premises which you request that we install;

(d) Wiring from the Main Distribution Frame (MDF) of your premises if your building is fitted with one;

(e) Installation or configuration of your router (e.g. for LAN); or

(f) Any other factor associated with your installation or set-up which we (or our agent) reasonably consider to be non-standard.

You are responsible for undertaking and for all costs associated with the matters set out above.

3.15 You must be present at your premises during the installation of your Services. You acknowledge that additional charges may apply if you:

(a) Deny us or our agent access to your premises or any part of your premises;

(b) Fail to procure all required access, authorisations, licences and consents; or

(c) Are not present at your premises, or cannot provide us or our agent access to your premises or any part of your premises (including if you cannot provide safe and timely access),

to allow us or our agent to install relevant equipment and activate your Services.

Fixed Line Calling Services

3.16 A “Fixed Line Calling Service” means any fixed line calling service that Vodafone provides to you under your Pricing Plan, subject to availability at your premises.

3.17 You may elect to purchase additional call features for your Fixed Line Calling Service. Those additional call features and their indicative pricing are set out on your application or in your Agreement.

3.18 The bundled calling available in your Pricing Plan (whether capped or unlimited) will only cover the call types expressly specified in the Pricing Plan and will not include Excluded Calls. Excluded Calls will be charged to you at the rates per minute that are set out on our website at www.vodafone.co.nz.

3.19 Calls that are zero rated will be displayed on your account statement.

3.20 Restrictions on Fixed Line Calling Service usage.

(a) We are not intending to place additional limitations on the amount of calls that you can make with your Fixed Line Calling Service (including under “unlimited” Pricing Plans) though there are restrictions on your use and your Users’ use of that Fixed Line Calling Service, including that it must not be used:

(i) By business customers with more than 20 calling lines per site (excluding Direct Dial-In (DDI) lines which are purchased in blocks); or

(ii) For contact centres, telesales, auto-dialling, continuous call forwarding, telemarketing or multiple simultaneous calling or any other activity that Vodafone considers to be non-standard usage; or

(iii) For resupply, resale, on sale or any other supply to a third party (whether in whole or in part).

(b) If we consider that your use or a User’s use of any Fixed Line Calling Service is not (or will not be) in accordance with paragraph 3.19(a) then we may, depending on the circumstances, refuse your application for a Fixed Line Calling Service (or any Pricing Plan) or suspend or terminate your Fixed Line Calling Service (or your Agreement), with immediate effect.

Fixed Line Broadband Services

3.21 A “Fixed Line Broadband Service” means any fixed line broadband service that Vodafone provides to you under your Pricing Plan, subject to availability at your premises.

3.22 Our Fixed Line Broadband Services provide access to the internet through a broadband access network. The access is shared with other broadband users for bandwidth which means the performance may vary at different times of the day. Further, Office Net broadband uses different internet speeds depending on the state of the network.

3.23 Office Net Fixed Line Broadband Services are only available to business customers who have their phone line and calling with Vodafone, and is subject to availability.

3.24 Restrictions on Fixed Line Broadband Service usage

(a) We are not intending to place additional limitations on the amount of broadband data that you can use with your Fixed Line Broadband Service (including under “unlimited” Pricing Plans) though there are restrictions on your use and your Users’ use of the Fixed Line Broadband Service, including that it must not be used:

(i) In a manner which we consider: (A) is or may be detrimental to or interferes with our provision of a service to you or to any of our other customers; or (B) interferes with our or a third party’s network or equipment;

(ii) For resupply, resale, onsale or any other supply to a third party (whether in whole or in part); or

(iii) For contact centres, telesales, auto-dialling, continuous call forwarding or telemarketing.

(b) Use of your Fixed Line Broadband Service (including under “unlimited” Pricing Plans) is subject to Vodafone traffic management policies, to avoid network congestion.

(c) If we consider that your use or a User’s use of any Fixed Line Broadband Service is not (or will not be) in accordance with paragraphs 3.23(a) or 3.23(b) then, depending on the circumstances, we may refuse your application for a Fixed Line Broadband Service (or any Pricing Plan), your Fixed Line Broadband Service may be shaped or managed, or we may suspend or terminate your Fixed Line Broadband Service (or your Agreement), with immediate effect.

3.25 Without limiting paragraph 3.23 above, Vodafone’s Internet Acceptable Use Policy is published on our website at vodafone.co.nz and is updated from time to time. That policy applies to any use of the Fixed Line Broadband Service by you or a User and we may suspend your Fixed Line Broadband Service with immediate effect if you do not use the Services in accordance with that policy.

3.26 You acknowledge that statements about the speed of the Fixed Line Broadband Services are based on theoretical maximums and are not guarantees of continuous speed. Where a download or upload speed is specific, the services are capable of burstable speeds up to the speed stated. Where a download or upload speed is described as “Maximum” you will only receive the highest speed your broadband connection can deliver. The actual speed that your broadband connection can achieve may depend on a number of factors which may include the equipment you use (including your computer and Wi-Fi capability), the internal wiring of your premises, the external wiring of your premises, the distance of your premises from the exchange, New Zealand and overseas networks, internet traffic congestion, other environmental factors, how many other people are using it at the time and the other factors set out in this paragraph 3.

4. Specific Terms and Conditions - Office Net Pricing Plan

4.1 In addition to the General Terms and Conditions, the Specific Terms and Conditions set out in this paragraph 4 apply to the “Office Net” Pricing Plan.

4.2 You will be provided with a core “Shared Minute Pack” when you purchase the “Office Net” Pricing Plan. The Shared Minute Pack will allow you to combine calling minutes from all of your Users who use the relevant “Office Net” Pricing Plan and you will be billed to your Master Account. You may purchase additional Shared Minute Packs of varying sizes as add-ons, if available, for an additional Charge.

4.3 If you have multiple sites under a Master Account with a Shared Minute Pack, those calling minutes will be billed to the Master Account.

4.4 The calls that will be applied to any Shared Minute Pack will only include the call types stated in your Pricing Plan. Excluded Calls will not be applied to any Shared Minute Pack and those calls will be charged to you at the rates per minute that are set out on our website at vodafone.co.nz. Off net local calls are the first calls to be deducted from any Shared Minute Pack. You can dial the area code when making local calls to have the calls deducted chronologically from your Shared Minute Pack(s).

4.5 Once your Shared Minute Pack(s) are used up the calling rates applicable to your Fixed Line Calling Services will revert to our published rates that are set out on our website at vodafone.co.nz.

4.6 All calls are charged on a minute plus second basis (calculated to the next second). There is a one minute minimum charge for each call. The charge for each call is rounded to the nearest cent.

4.7 Shared Minute Packs can be changed on your billing anniversary date.

4.8 Any unused calling minutes will not roll over into the next billing cycle.

4.9 You may purchase additional internet data packs where available. If you purchase an additional data pack, you will automatically receive and have access to your additional data pack when you use up your initial bundled internet data quota (or if you use up a previously purchased additional data pack).

4.10 The price of metered usage is based upon the number of internet data packs you incur. An internet data pack has a fixed price and a fixed size. Pack usage is measured daily and rounded to the nearest Kilobyte, before creating a monthly total.

4.11 We will send an email notification to the email address you specify in your application about how much internet traffic we have metered when you reach 80% and 100% of your bundled internet data quota and any additional internet data packs you may purchase. Delivery of these notifications is not guaranteed, and does not in any way limit your responsibility to manage the costs you are incurring.

4.12 When you finish your data pack you will automatically be allocated another one of the same size charged at the same price. Any unused internet data will not roll over into the next billing cycle.