Section E – Payments and Invoicing

Charges and Payment
1. General
  1. All Charges payable by the Customer under or in connection with the Contract and the Services are as specified in Attachment “Charges”. Except where the Contract expressly provides otherwise, the performance of any obligation imposed on the Contractor under the Contract is included in the Charges specified in Attachment “Charges”.
  2. Where applicable, the Charges payable by the Customer shall be adjusted:
    1. for a cost of living adjustment in accordance with Attachment “Charges”; and/or
    2. as a result of an adjustment made in accordance with Attachment “Service Levels”; and/or
  3. The Customer will make payment within 14 days of receipt of a correctly rendered invoice as specified in clause “Preparation of Invoices”, unless an alternative period for payment is specified in Attachment “Charges”.
  4. The parties agree that payments may be effected by electronic transfer of funds in the manner specified in Attachment “Charges” or as otherwise agreed from time to time.
  5. In the event of a dispute as to whether an amount is payable pursuant to an invoice, the Customer may withhold the disputed portion pending resolution of the dispute but will pay the undisputed portion within 14 days.
Preparation of Invoices
1. General
  1. After Acceptance of a Service or Product, or as otherwise specified in Attachment “Charges”, the Contractor will promptly and correctly prepare and deliver an invoice setting out the amounts due to it from the Customer. To prepare the invoice correctly, the Contractor will ensure that:
    1. the invoice contains detail such as is sufficient to enable the Customer, acting reasonably, to identify:
      1. the Service or Product concerned;
      2. when the Service or Product was supplied and (if relevant) accepted by the Customer; and
      3. the amount payable in respect of each item;
    2. the invoice is addressed in accordance with the Customer’s requirements as specified in Attachment “Charges”, or as otherwise advised in writing;
    3. the invoice sets out the amount paid by the Customer as GST for supplies made under the Contract which are taxable supplies; and
    4. the invoice is a valid tax invoice for the purposes of the GST Act.
Taxes
1. General
  1. All taxes, duties and government charges (‘Taxes’) imposed or levied in Australia or overseas in connection with the Contract will be the responsibility of the Contractor.
  2. Unless specified to the contrary in Attachment “Charges”, all prices are exclusive of Goods and Services Tax (‘GST’) on the Services and Products and other supplies made under the Contract (‘the Supplies’) to the extent that they are taxable supplies within the meaning of the A New Tax System (Goods and Services Tax Act) 1999 (Cth) (‘the GST Act’).
  3. In relation to any GST that may be payable under this clause, the Contractor will issue the Customer with a tax invoice in accordance with the GST Act.
  4. If a payment to satisfy a claim or a right to claim under or in connection with the Contract (for example, a claim for damages for breach of contract) gives rise to a liability to pay GST, the payer must also pay, and indemnify the payee against, the amount of that GST.
  5. If a party has a claim under or in connection with the Contract for a cost on which that party must pay GST, the claim is for the cost plus all GST (except any GST for which that party is entitled to an input tax credit).
  6. If a party has a claim under or in connection with the Contract and the amount of the claim depends on actual or estimated revenue or lost revenue, revenue must be calculated without including any amount received or receivable as reimbursement for GST (whether that amount is separate or included as part of a larger amount).
  7. In this clause, words have the same meaning as in the GST Act unless the context makes it clear that a different meaning is intended.